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  4. [8-K] SARATOGA INVESTMENT CORP. Reports Material Event

Saratoga Investment holders elect two directors

The auditor ratification received 11,053,928 votes for, 199,531 against and 99,093 abstentions.

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Saratoga Investment Corp. stockholders elected G. Cabell Williams and Henri J. Steenkamp to the board at the September 22, 2026 annual meeting, with terms running until the 2029 annual meeting or until successors are duly elected and qualified. Stockholders also approved Ernst & Young LLP’s selection as independent registered public accounting firm for the fiscal year ending February 28, 2026. As of July 27, 2026, 16,080,916 common shares were eligible to vote, and 11,352,552 were voted in person or by proxy.

Positive

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Negative

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Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Common shares voted 11,352,552 shares At the September 22, 2026 annual meeting
Votes for G. Cabell Williams 4,909,018 votes Director election
Votes withheld from G. Cabell Williams 540,613 votes Director election
Votes for Henri J. Steenkamp 5,064,023 votes Director election
Votes withheld from Henri J. Steenkamp 385,608 votes Director election
Votes for Ernst & Young LLP ratification 11,053,928 votes Selection as independent registered public accounting firm
Votes against Ernst & Young LLP ratification 199,531 votes Selection as independent registered public accounting firm
Abstentions on Ernst & Young LLP ratification 99,093 votes Selection as independent registered public accounting firm
record date regulatory
"July 27, 2026, the record date for the Annual Meeting"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
Votes Withheld regulatory
"Votes Withheld"
Abstentions regulatory
"Abstentions"
independent registered public accounting firm regulatory
"as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were the Saratoga Investment Corp. (SAJ) 2026 annual meeting results?
Stockholders elected G. Cabell Williams and Henri J. Steenkamp as directors and approved Ernst & Young LLP’s selection as the company’s independent registered public accounting firm for the fiscal year ending February 28, 2026.

Which directors were elected at Saratoga Investment Corp. (SAJ)’s 2026 annual meeting?
G. Cabell Williams received 4,909,018 votes for and 540,613 votes withheld; Henri J. Steenkamp received 5,064,023 votes for and 385,608 votes withheld. Their terms run until the 2029 annual meeting or until successors are duly elected and qualified.

How did Saratoga Investment Corp. (SAJ) stockholders vote on Ernst & Young LLP?
Stockholders approved the selection of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending February 28, 2026, with 11,053,928 votes for, 199,531 against and 99,093 abstentions.

How many Saratoga Investment Corp. (SAJ) shares were eligible and voted?
As of the July 27, 2026 record date, 16,080,916 common shares were eligible to vote. A total of 11,352,552 shares were voted in person or by proxy at the September 22, 2026 annual meeting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported) September 22, 2026

 

SARATOGA INVESTMENT CORP.

(Exact Name of Registrant as Specified in Charter)

 

Maryland   814-00732   20-8700615
(State or Other Jurisdiction
of Incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

535 Madison Avenue
New York, New York		   10022
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (212) 906-7800

 

Not Applicable

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.001 per share   SAR   New York Stock Exchange
6.00% Notes due 2027   SAT   New York Stock Exchange
8.00% Notes due 2027   SAJ   New York Stock Exchange
8.125% Notes due 2027   SAY   New York Stock Exchange
8.50% Notes due 2028   SAZ   New York Stock Exchange
7.50% Notes due 2031   SAV   New York Stock Exchange
8.00% Notes due 2031   SAX   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On September 22, 2026, Saratoga Investment Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). As of the close of business on July 27, 2026, the record date for the Annual Meeting, 16,080,916 shares of common stock were eligible to be voted, and 11,352,552 of those shares were voted in person or by proxy at the Annual Meeting.  The final voting results from the Annual Meeting were as following:

 

Proposal 1: The following directors were elected to serve as directors of the Company’s board of directors until the 2029 Annual Meeting of Stockholders or until their respective successor is duly elected and qualified by the following vote:

 

Director Nominees  Votes For   Votes
Withheld		 
         
G. Cabell Williams   4,909,018    540,613 
Henri J. Steenkamp   5,064,023    385,608 

 

Proposal 2: The ratification of the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 28, 2026 was approved by the following vote:

 

Votes For   11,053,928 
Votes Against   199,531 
Abstentions   99,093 

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  Saratoga Investment Corp.
     
Date:  September 23, 2026    
     
  By: /s/ Henri J. Steenkamp
  Name:  Henri J. Steenkamp
  Title: Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary

 

2

 

Source: View Original Filing on SEC EDGAR

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