What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-05-10 compared with 2022-05-11 · 69 added, 121 removed, 295 unchanged (39% of the section changed)

11 unchanged sentences

OTHER INFORMATION.

Not applicable.

During the three months ended March 31, 2023, none of our officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

96 unchanged sentences

814-00704), filed March 8, 2021.

10.20* Amendment No.

7 to Fifth Amended and Restated Credit Agreement, dated as of April 10, 2023 by and among Gladstone Business Investment, LLC, as Borrower, Gladstone Management Corporation, as Servicer, KeyBank National Association, as administrative agent, swingline lender, managing agent and lead arranger and certain other lenders party thereto.

21* Subsidiaries of the Registrant .

4 unchanged sentences

Certification of Chief Financial Officer furnished pursuant to section 906 of The Sarbanes-Oxley Act of 2002.

101.INS*** XBRL Instance Document

101.SCH*** XBRL Taxonomy Extension Schema Document

101.CAL*** XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB*** XBRL Taxonomy Extension Label Linkbase Document

101.PRE*** XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF*** XBRL Definition Linkbase

104 Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101)

* Filed herewith

** Furnished herewith

*** Attached as Exhibit 101 to this Annual Report on Form 10-K are the following materials, formatted in Inline eXtensible Business Reporting Language (iXBRL):

(i) the Consolidated Statements of Assets and Liabilities as of March 31, 2023 and 2022, (ii) the Consolidated Statements of Operations for the years ended March 31, 2023, 2022 and 2021, (iii) the Consolidated Statements of Changes in Net Assets for the years ended March 31, 2023, 2022 and 2021, (iv) the Consolidated Statements of Cash Flows for the years ended March 31, 2023, 2022 and 2021, (v) the Consolidated Schedules of Investments as of March 31, 2023 and 2022 and (vi) the Notes to Consolidated Financial Statements.

Form 10-K Summary.

8 unchanged sentences

Chief Executive Officer and Chairman of the Board of Directors (principal executive officer)

/s/ TERRY LEE BRUBAKER

Terry Lee Brubaker

Vice Chairman and Chief Operating Officer

/s/ RACHAEL EASTON

8 unchanged sentences

Wilkinson, Jr.

/s/ PAULA NOVARA

SCHEDULE 12-14

12 unchanged sentences

Secured First Lien Debt – 35.8%

Beverage, Food, and Tobacco – 0.0%

Head Country, Inc.

– Term Debt (L)

$ — $ — $ 2,318 $ 9,050 $ — $ (9,050) $ — $ —

Chemicals, Plastics, and Rubber – 0.0%

PSI Molded Plastics, Inc.

– Term Debt (L+5.5%, 7.0% Cash, Due 01/2024)

– Term Debt (M)

$ — $ — $ — $ 26,618 $ — $ (26,618) $ — $ —

Diversified/Conglomerate Manufacturing – 1.0%

D.P.M.S., Inc.

– Line of Credit (O)

— — 480 1,500 — (1,500) — —

D.P.M.S., Inc.

– Term Debt (O)

— — 60 5,751 — (10,796) 5,045 —

Edge Adhesives Holdings, Inc.

– Line of Credit (L)

— — 17 1,005 — (1,020) 15 —

Edge Adhesives Holdings, Inc.

– Term Debt (L+5.5%, 7.5% Cash, Due 08/2024)

9,210 — 989 9,161 900 (989) — 9,072

Edge Adhesives Holdings, Inc.

– Term Debt (L)

— — 70 2,955 — (3,000) 45 —

– Term Debt (L+5.5%, 10.4% Cash, Due 8/2024) (K)

9,210 — 354 9,072 — — (4,817) 4,255

3 unchanged sentences

22,000 — 4,046 22,000 — — — 22,000

- Atlanta, LLC - Term Debt (L+6.0%, 8.0% Cash, Due 10/2024) (K)(N)

- Atlanta, LLC - Line of Credit, $0 available ( L + 6.0%, 10.9% Cash, Due 6/2025) (K)(L)

5,000 — — — 5,000 — (2,256) 2,744

- Atlanta, LLC – Term Debt (L+10.3%, 11.8% Cash, Due 10/2024) (K)(N)

- Atlanta, LLC - Term Debt (L+6.0%, 10.9% Cash, Due 6/2025) (K)

16,500 — — 15,023 — — (5,969) 9,054

- Atlanta, LLC – Term Debt (L+6.0%, 8.0% Cash, Due 03/2023) (K)(N)

- Atlanta, LLC – Term Debt (L+10.3%, 15.1% Cash, Due 6/2025) (K)

26,000 — — 23,672 — — (9,404) 14,268

- Atlanta, LLC – Term Debt (L+6.0%, 10.9% Cash, Due 6/2025) (K)

2,438 — — 2,219 — — (881) 1,338

The Maids International, LLC – Term Debt (L+10.5%, 15.4% Cash, Due 3/2025)

5 unchanged sentences

40,500 — 9,520 25,000 15,500 — — 40,500

Mining, Steel, Iron and Non-Precious Metals Total – 4.1%

Utah Pacific Bridge & Steel, Ltd.

(L+10.0%, 14.9% Cash, Due 7/2026)

18,250 — 2,406 18,250 — — — 18,250

GLADSTONE INVESTMENT CORPORATION

9 unchanged sentences

March 31, 2023

Leisure, Amusement, Motion Pictures, and Entertainment – 0.0%

SOG Specialty Knives & Tools, LLC – Term Debt (P)

— — — 538 — (538) — —

SOG Specialty Knives & Tools, LLC – Term Debt (P)

— — 4,288 8,399 — (8,399) — —

— 4,288 8,937 — (8,937) — —

Mining, Steel, Iron and Non-Precious Metals Total – 4.1%

Utah Pacific Bridge & Steel, Ltd., $2,000 available (L+8.5%, 10.0% Cash, Due 07/2022) (M)

— — — — — — — —

Utah Pacific Bridge & Steel, Ltd.

(L+10.0%, 11.5% Cash, Due 07/2026) (M)

18,250 — 1,428 — 18,250 — — 18,250

— 1,428 — 18,250 — — 18,250

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Line of Credit, $0 available (L+5.0%, 9.0% Cash, Due 05/2022) (K)

3,400 — — 3,400 — — — 3,400

The Mountain Corporation – Line of Credit, 100 available (L+5.0%, 9.0% Cash, Due 05/2023) (K)

The Mountain Corporation – Line of Credit (N)

$ — $ — $ — $ 3,400 $ — $ (2,412) $ (988) $ —

Pioneer Square Brands, Inc.

– Term Debt (L)

The Mountain Corporation – Line of Credit (N)

— — — 800 100 — (900) —

12 unchanged sentences

Diversified/Conglomerate Services – 5.7%

– Atlanta, LLC – Line of Credit (N)

$ — $ — $ — $ 9,975 $ 6,500 $ (16,475) $ — $ —

– Atlanta, LLC – Term Debt (N)

— — — 35,910 — (35,910) — —

PSI Molded Plastics, Inc.

– Term Debt ( L +5.5%, 10.4% Cash, Due 1/2024) (M)

$ 26,618 $ — $ 2,295 $ — $ 26,618 $ — $ (1,726) $ 24,892

GLADSTONE INVESTMENT CORPORATION

INVESTMENTS IN AND ADVANCES TO AFFILIATES (Continued)

(AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(C)(D)(E)

Shares/Units (F)(G)

March 31, 2021

Additions (I)

Reductions (J)

Net Unrealized

(Depreciation) Value as of

March 31, 2022

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Term Debt (L+4.0%, 7.0% Cash, Due 04/2024) (K)

The Mountain Corporation – Term Debt (N)

— (10,000) — 923 — (10,000) 9,077 —

The Mountain Corporation – Delayed Draw Term Debt, $0 available (L+4.0%, 7.0% Cash, Due 04/2024) (K)

The Mountain Corporation – Delayed Draw Term Debt (N)

— — — 118 — — (118) —

3 unchanged sentences

Preferred Equity – 13.2%

Beverage, Food, and Tobacco – 0.0%

Head Country, Inc.

– Preferred Stock (L)

$ — $ 3,627 $ — $ 6,469 — $ (4,000) $ (2,469) $ —

Chemicals, Plastics, and Rubber – 0.0%

3 unchanged sentences

Diversified/Conglomerate Manufacturing – 0.0%

Channel Technologies Group, LLC – Preferred Stock (L)

— $ (1,841) $ — $ — $ — $ (1,841) $ 1,841 $ —

Edge Adhesives Holdings, Inc.

1 unchanged sentence

8,199 — — — — — — —

(1,841) — — — (1,841) 1,841 —

GLADSTONE INVESTMENT CORPORATION

INVESTMENTS IN AND ADVANCES TO AFFILIATES (Continued)

(AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(C)(D)(E)

Shares/Units (F)(G)

March 31, 2022

Additions (I)

Reductions (J)

Net Unrealized

(Depreciation) Value as of

March 31, 2023

Diversified/Conglomerate Services – 3.2%

11 unchanged sentences

6,180 13,371 — 37,842 — — (3,852) 33,990

Leisure, Amusement, Motion Pictures, and Entertainment – 0.0%

SOG Specialty Knives & Tools, LLC – Preferred Stock (P)

— — — 6,754 — (14,951) 8,197 —

Mining, Steel, Iron and Non-Precious Metals - 1.8%

Utah Pacific Bridge & Steel, Ltd.

- Preferred Stock (M)

6,000 — — — 6,000 — — 6,000

GLADSTONE INVESTMENT CORPORATION

INVESTMENTS IN AND ADVANCES TO AFFILIATES (Continued)

(AMOUNTS IN THOUSANDS)

Company and Investment (A)(B)(C)(D)(E)

Shares/Units (F)(G)

March 31, 2021

Additions (I)

Reductions (J)

Net Unrealized

(Depreciation) Value as of

March 31, 2022

- Preferred Stock 6,000 — — 6,000 — — 1,748 7,748

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Preferred Stock

6,899 — — — — — — —

Pioneer Square Brands, Inc.

– Preferred Stock (L)

— 21,939 1,589 32,055 — (5,500) (26,555) —

The Mountain Corporation – Preferred Stock (N)

— — — — — — — —

6 unchanged sentences

Common Equity/Equivalents – 3.5%

Diversified/Conglomerate Manufacturing – 0.1%

Channel Technologies Group, LLC – Common Stock (L)

— $ — $ — $ — $ — $ — $ — $ —

D.P.M.S., Inc.

– Common Stock (O)

— — — — — — — —

— — — — — — —

Diversified/Conglomerate Services - 3.5%

2 unchanged sentences

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Common Stock

The Mountain Corporation – Common Stock (N)

— — — — — — — —

7 unchanged sentences

CONTROL INVESTMENTS – 0.2%

Secured Second Lien Debt – 0.0%

Aerospace and Defense – 0.0%

Galaxy Tool Holding Corporation – Line of Credit (O)

$ — $ — $ 144 $ 5,000 $ — $ (5,000) $ — $ —

Galaxy Tool Holding Corporation – Term Debt (O)

— — 356 8,000 — (8,000) — —

$ — $ 500 $ 13,000 $ — $ (13,000) $ — $ —

GLADSTONE INVESTMENT CORPORATION

9 unchanged sentences

March 31, 2023

Preferred Equity – 0.0%

Aerospace and Defense – 0.0%

Galaxy Tool Holding Corporation – Preferred Stock (O)

Secured First Lien Debt – 0.0%

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Line of Credit, $150 available, (L +5.0%, 9.9% Cash, Due 5/2023) (K)(N)

$ 4,550 $ — $ — $ — $ 2,661 $ — $ (2,661) $ —

Common Equity –0.2%

Aerospace and Defense – 0.0%

Galaxy Tool Holding Corporation – Common Stock (O)

Total Secured Second Lien Debt $ — $ — $ — $ 2,661 $ — $ (2,661) $ —

Secured Second Lien Debt – 0.0%

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Term Debt (L +4.0%, 8.9% Cash, Due 4/2024) (K)(N)

$ 3,200 $ — $ — $ — $ — $ — $ — $ —

Total Secured Second Lien Debt $ — $ — $ — $ — $ — $ — $ —

Preferred Equity – 0.0%

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation – Preferred Stock (N)

6,899 $ — $ — $ — $ — $ — $ — $ —

Total Preferred Equity $ — $ — $ — $ — $ — $ — $ —

Common Equity/Equivalents – 0.2%

Leisure, Amusement, Motion Pictures, and Entertainment – 0.2%

2 unchanged sentences

100 $ (277) $ — $ 713 $ — $ — $ — $ 713

Personal and Non-Durable Consumer Products (Manufacturing Only) – 0.0%

The Mountain Corporation - Common Stock (N)

751 — — — — — — —

Total Common Equity/Equivalents $ (277) $ — $ 713 $ — $ — $ — $ 713

6 unchanged sentences

As of March 31, 2023, our investment in Funko Acquisition Holdings, LLC (“Funko”) is considered a non-qualifying asset under Section 55 of the 1940 Act and represents less than 0.1% of total investments, at fair value.

GLADSTONE INVESTMENT CORPORATION

INVESTMENTS IN AND ADVANCES TO AFFILIATES (Continued)

(AMOUNTS IN THOUSANDS)

(B) Common stock, warrants, options and, in some cases, preferred stock are generally non-income-producing and restricted.

8 unchanged sentences

(F) Where applicable, aggregates all shares of a class of stock owned without regard to specific series owned within such class (some series of which may or may not be voting shares) or aggregates all warrants to purchase shares of a class of stock owned without regard to specific series of such class of stock such warrants allow us to purchase.

(G) Represents the principal balance for debt investments and the number of shares/units held for equity investments as of March 31, 2022.

(G) Represents the principal balance, presented in thousands, for debt investments and the number of shares/units held for equity investments as of March 31, 2023.

Warrants are represented as a percentage of ownership, as applicable, as of March 31, 2023.

2 unchanged sentences

(J) Gross reductions include decreases in investments resulting from principal collections related to investment repayments or sales, the amortization of premiums and acquisition costs, and the exchange of one or more existing securities for one or more new securities during the year ended March 31, 2023.

GLADSTONE INVESTMENT CORPORATION

INVESTMENTS IN AND ADVANCES TO AFFILIATES (Continued)

(AMOUNTS IN THOUSANDS)

(K) Debt security is on non-accrual status as of March 31, 2023.

(L) Investment was exited/paid off during the year ended March 31, 2022.

(M) New investment during the year ended March 31, 2022.

- Atlanta,.’s term debt was transferred from second lien to first lien debt during the year ended March 31, 2022.

(O) During the year ended March 31, 2022, D.P.M.S., Inc.

merged with Galaxy Tool Holding Corporation to form a new portfolio company, Galaxy Technologies Holdings, Inc., which is neither an affiliate investment nor a control investment.

(P) During the year ended March 31, 2022, we exited our investment of SOG Specialty Knives & Tools, LLC, which resulted in a remaining equity investment in Gladstone SOG Investments, Inc., a control investment.

(Q) Net realized gain (loss) excludes amounts related to portfolio companies no longer in the portfolio for the periods presented.

(L) New investment during the year ended March 31, 2023.

(M) PSI Molded Plastics, Inc.'s term debt was transferred from first lien to second liend debt during the year ended March 31, 2023.

(N) During the year ended March 31, 2023, we restructured our investments in The Mountain Corporation, which resulted in the remaining investments being converted from affiliate investments to control investments.

(O) Net realized gain (loss) excludes amounts related to portfolio companies no longer in the portfolio for the periods presented.

** Information related to the amount of equity in the net profit and loss for the period for the investments listed has not been included in this schedule.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures