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Saratoga Investment Corp. (SAJ), a business development company focused on U.S. middle‑market lending, is issuing $85 million aggregate principal amount of 8.00% Notes due 2031, with an underwriters’ option for an additional $12.75 million. The Notes are unsecured, fixed‑rate obligations in $25 denominations, maturing on August 31, 2031, and paying interest quarterly starting November 30, 2026. They rank pari passu with Saratoga’s other unsecured unsubordinated notes and are effectively and structurally subordinated to secured borrowings and subsidiary-level debt.
The company expects net proceeds of about $82.0 million (or $94.4 million if the option is fully exercised), which, together with cash, are intended to redeem in full the outstanding 6.00% Notes due 2027 (principal $105.5 million). As of May 31, 2026, Saratoga reported $1.2 billion in total assets, a portfolio weighted‑average yield of 9.8%, and an asset‑coverage ratio of 162.6% (or 146.3% including SBA debentures). The Notes are expected to list on the NYSE under the symbol “SAX” and trade “flat,” with no separate trading of accrued interest.
Saratoga Investment Corp. (SAJ) entered into an underwriting agreement on August 18, 2026 to issue and sell $85,000,000 aggregate principal amount of 8.00% Notes due 2031. Underwriters also have an option, exercisable within 30 days of the final prospectus supplement, to purchase up to an additional $12,750,000 of these notes. The company intends to list the new notes on the New York Stock Exchange under the symbol “SAX”, with closing expected on August 26, 2026, subject to customary conditions.
On August 19, 2026, Saratoga Investment Corp. gave notice that it will redeem, in full, $105,500,000 aggregate principal amount of its 6.00% Notes due 2027 on September 18, 2026. The redemption price equals 100% of principal (or $25 per note) plus accrued and unpaid interest through, but excluding, the redemption date. Aggregate accrued interest payable will be $316,500, or $0.07500 per $25 note. The company states that the redemption will be funded using proceeds from the new notes offering and available cash, and that interest on the redeemed notes will cease to accrue after the redemption date.
SARATOGA INVESTMENT CORP. (symbol SAJ) reported that CEO and Director Christian L. Oberbeck caused an indirect disposition of 280 shares of common stock on August 18, 2026, coded as an "Other acquisition or disposition". According to a footnote, these 280 shares were transferred by CLO Partners LLC to a Saratoga employee as compensation. After this transfer, CLO Partners LLC held 18,767 shares indirectly attributed to Mr. Oberbeck, alongside other reported positions of 724,593 shares held directly, 100,000 shares indirectly via CLO Partners Holdings LLC, 92,855 shares held by children, and 2,081 shares held by his wife.
Saratoga Investment Corp., a specialty finance company regulated as a business development company, plans to issue unsecured fixed-rate Notes due 2031 under its shelf registration. The Notes will pay interest quarterly, be issued in $25 denominations and are expected to list on the NYSE under the symbol SAX.
The Notes will rank pari passu with Saratoga’s existing unsecured notes, but will be effectively subordinated to secured debt and structurally subordinated to obligations of subsidiaries, including $37.5 million under the Live Oak Credit Facility, $32.5 million under the Valley Credit Facility and $213.0 million in SBA debentures as of August 17, 2026. Net proceeds are expected to be used to redeem the 6.00% 2027 Notes, redeem the 8.00% 2027 Notes and/or repay a portion of the Valley Credit Facility.
Saratoga Investment Corp. director Scott E. Zoellner filed an insider ownership report on Form 3. The report lists him as a director and not a ten percent owner, with no share transactions or holdings reported. Henri Steenkamp signs on Zoellner’s behalf under a July 21, 2026 power of attorney.
Saratoga Investment Corp. increased its Board of Directors from five to six members and appointed Scott E. Zoellner as a director, effective August 5, 2026, for a term expiring at the 2027 annual meeting of stockholders.
The Board determined that Zoellner is not an “interested person” under the Investment Company Act of 1940 and is independent under NYSE rules. He was appointed to the audit, compensation, and nominating and corporate governance committees. The company states there are no selection arrangements, family relationships, or related-party transactions requiring disclosure. Zoellner is a partner and Chief Operating and Financial Officer of Niobrara Capital, with prior senior roles at AEA Investors and Credit Suisse. In connection with his appointment, he entered into an indemnification agreement in the form previously filed as an exhibit to the company’s Form 10‑K.
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.
Saratoga Investment Corp. CEO and director Christian L. Oberbeck reported an indirect disposition of 2,560 shares of common stock on July 22, 2026. Shares indirectly held through CLO Partners LLC were transferred to a Saratoga employee as compensation. After this, he reports 723,113 shares held directly, plus indirect positions including 19,047 shares via CLO Partners LLC, 100,000 via CLO Partners Holdings LLC, and additional family holdings.
Saratoga Investment Corp. reported fiscal first quarter 2027 results for the quarter ended May 31, 2026, showing pressure on earnings and net asset value. Assets under management rose 1.6% sequentially to $1.126 billion, driven by $31 million of net originations, including two new portfolio companies.
Total investment income was $30.8 million, with net investment income of $7.6 million, or $0.47 per share, down from $0.66 a year earlier. Earnings per share were a loss of $0.42, mainly from $15.2 million of net unrealized depreciation, which reduced NAV to $378.5 million, or $23.23 per share, versus $24.42 last quarter.
Credit metrics remained relatively strong, with non-accruals at 0.0% of fair value and 1.2% of cost and 98.3% of credits in the highest internal rating. The company declared base monthly dividends of $0.25 per share for each month of its second fiscal quarter 2027, totaling $0.75 per share and equating to a 14.0% yield based on a $21.42 share price.
Saratoga Investment Corp. reported a net decrease in net assets from operations of $6.9 million for the quarter ended May 31, 2026, compared with an increase of $13.9 million a year earlier. Total investment income was $30.8 million, slightly below the prior year’s $32.3 million, while operating expenses rose to $23.2 million. The key driver of the loss was a $15.2 million net unrealized depreciation on investments. Net investment income was $7.6 million, down from $10.1 million. Net assets declined to $378.5 million, and net asset value per share fell to $23.23 from $24.42 as of February 28, 2026.