Here are the DEF 14A proxy statements from Saratoga Investment Corp. 8.125% Notes due 2027 (SAY) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow SAY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SAY filings page.
Saratoga Investment Corp. is calling its 2026 annual meeting for September 22, 2026 at 10:00 a.m. Eastern Time in New York. Stockholders of record at the close of business on July 27, 2026, when 16,080,916 shares of common stock were outstanding, may vote. Investors are being asked to elect G. Cabell Williams and Henri J. Steenkamp as directors until the 2029 annual meeting and to ratify Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending February 28, 2027. The board unanimously recommends voting in favor of both proposals.
The six-member board includes four independent directors and uses a staggered three-class structure. Independent directors chair the Audit, Nominating and Corporate Governance, and Compensation Committees, which oversee financial reporting, valuations, governance, and pay. The company highlights insider trading, hedging and pledging restrictions, and an annual board and committee self-evaluation process. Saratoga Investment Advisors manages the portfolio and provides administrative services under annually renewed agreements.
Ownership is concentrated, with Chairman and CEO Christian L. Oberbeck beneficially owning 1,542,384 shares (9.6%), and all directors and executive officers as a group holding 1,709,025 shares (10.6%). Executive officers are compensated by the external adviser, not the company. Independent directors receive an annual retainer of $90,000 plus meeting fees; in fiscal 2026, individual cash compensation ranged from $135,500 to $148,000. For fiscal 2026, Ernst & Young LLP received $1,168,245 in audit fees and $1,346,565 in total fees, and the Audit Committee has recommended their reappointment.