Gladstone Investment (GAIN) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on August 7, 2025, with voting on director elections and auditor ratification.

• Stockholders of record as of June 11, 2025, are eligible to vote on the proposals.

• Proxy materials and the annual report are available online, and multiple voting methods are provided.

Voting matters and shareholder proposals

• Two directors are nominated for election to serve until the 2028 annual meeting: David Gladstone and John Outland.

• Ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal year ending March 31, 2026, is up for vote.

• Shareholder proposals for the 2026 meeting must be submitted by February 20, 2026, for proxy inclusion.

Board of directors and corporate governance

• The board consists of seven directors, five of whom are independent, with staggered three-year terms.

• Board committees include Audit, Compensation, Ethics/Nominating/Corporate Governance, Executive, Offering, and Valuation.

• The board emphasizes diversity, independence, and regular stockholder engagement.

• The chairman and CEO roles are combined, with a lead independent director providing oversight.