497AD 1 c113017_497ad.htm

A CLOSED-END FUND LISTED ON NASDAQ (TICKER: BANX) QUARTERLY UPDATE | 1Q 2025 Filed Pursuant to Rule 497(a) Registration No. 333-197689 Rule 497ad

   

2 ARROWMARK FINANCIAL CORP. (BANX) Disclaimers & Disclosures Forward-LookingStatements This presentation, and all oral statements made regarding the subject matter of this communication, contain forward-looking statements, including statements regarding the matters described in this presentation. Such forward-looking statements reflect current views with respect to future events and financial performance. Statementsthatincludethewords“should,”“would,”“expect,”“intend,”“plan,”“believe,”“project,”“anticipate,”“seek,”“will,”andsimilarstatementsof afutureorforward-lookingnatureidentifyforward-lookingstatementsinthismaterial. Allsuchforward-lookingstatementsinvolveestimatesandassumptionsthat aresubjecttorisks,uncertaintiesandotherfactorsthatcouldcauseactualresultstodiffermateriallyfromtheresultsexpressedinthestatements. Actualfuture resultsmaydiffersignificantlyfromthosestatedinanyforward-lookingstatement,dependingonfactorssuchaschangesinsecuritiesorfinancialmarketsorgeneral economicconditions,thevolumeofsalesandpurchasesofsharesofcommonstock,thecontinuationofinvestmentadvisory,administrativeandservicecontracts, andotherrisksdiscussedfromtimetotimeinArrowMarkFinancialCorp.’s(NASDAQ:BANX)(“Fund”)filingswiththeSEC,whichareavailableattheSEC’swebsite http://www.sec.gov.Anyforward-lookingstatementsspeakonlyasofthedateofthiscommunication.TheFundundertakesnoobligationtoupdateorreviseany forward-lookingstatements,whetherasaresultofnewinformation,futureeventsorotherwise. Youarecautionednottoplaceunduerelianceontheseforward- lookingstatementsthatspeakonlyasofthedatehereof. AboutArrowMarkFinancialCorp. ArrowMark Financial Corp. is an SEC registered non-diversified, closed-end fund listed on the NASDAQ Global Select Market under the symbol “BANX.” Its investment objective is to provide shareholders with current income. BANX’s primary investment objective is to provide stockholders with current income. We attempttoachieveourinvestmentobjectivesthroughinvestmentsinpreferredequity,subordinateddebt,convertiblesecurities,regulatorycapitalreliefsecurities and,toalesserextent,commonequity.Togetherwithbanks,werefertothesetypesofcompaniesasbanking-relatedandintend,undernormalcircumstances,to investatleast80%ofthevalueofournetassetsplustheamountofanyborrowingsforinvestmentpurposesinsuchbusinesses.Thereisnoguaranteethatwewill achieveourinvestmentobjective.TheFundismanagedbyArrowMarkAssetManagementLLC(“ArrowMark”). ArrowMark Asset Management, LLC is majority owned by ArrowMark Colorado Holdings LLC (“ArrowMark Partners”). ArrowMark Partners is a registered investmentadviser.ArrowMarkhasenteredintoastaffingagreement(the“StaffingAgreement”)withitsparentcompany,ArrowMarkPartnersandseveralofits affiliates.Under theStaffingAgreement, ArrowMark Partners provides experienced investment professionals toArrowMark and provides access totheirsenior investment personnel. ArrowMark capitalizes on the significant deal origination, credit underwriting, due diligence, investment structuring, execution, portfolio managementandmonitoringofArrowMarkPartners’investmentprofessionals. AboutDestraCapitalAdvisors Founded in 2008, Destra Capital Advisors LLC (“Destra”) was built to help independent thought leaders achieve better wealth outcomes by sourcing the next generationofinvestmentsolutions.Destraprovidessecondarymarketservicesforelevenlistedclosed-endfundsbyrespondingtoinvestorinquiries,providing informationabouttheFundsandtheirportfolios,assistingwithcommunicationefforts,andspeakingwithinstitutionalinvestorsandfinancialadvisors. Destra Capital Advisors LLC, a registered investment advisor, is providing secondary market servicing for the Fund. To learn more, visit ir.arrowmarkfinancialcorp.comorcontactDestraCapitalAdvisorsat877-855-3434orBANX@destracapital.com.

   

ArrowMark Financial Corp. (BANX) Portfolio and Performance Regulatory Capital Relief Overview Financials Key Personnel

   

4 ARROWMARK FINANCIAL CORP. (BANX) ArrowMark Financial Corp. (NASDAQ: BANX) Overview ArrowMark Financial Corp. (BANX) (the “Fund”) SEC registered closed-end investment management fund Inception Date November 13, 2013 Investment Objective Provide shareholders with current income. The Fund’s strategy has a focus on income generation, capital preservation, and providing risk-adjusted rates of return. Investment Adviser ArrowMark Asset Management LLC (“ArrowMark”) and its affiliatesareone of the largest and longest- tenured investors in the regulatory capital relief or risk-sharing market, with a 14-year track record of partnering with the leading global bank issuers. Investment Positioning Meaningful floating rate assets (approximately 87%) positions well in an elevated interest rate environment and can be considered as a potential hedge to inflation. History ArrowMark was appointed investment advisor to the Fund in February 2020. Subsequently, the Fund changed its name from StoneCastleFinancial Corp. to ArrowMark Financial Corp. Total Assets 1 $217 million Historical Distribution Rate 2 10.4% Premium / (Discount) to NAV 3 (3.4%) Dataasof3/31/2025unlessotherwiseindicated.Source:ArrowMarkFinancialCorp.Pastperformanceisnoguaranteeoffutureresults. 1 TotalGrossAssets. 2 Distributionyield calculationbasedonlastfourquartersandincludesquarterlyandspecialincomedistributionsdividedbyclosingsharepriceasof5/16/2025.Distributionsfromnetinvestmentincome,if any,aredeclaredandpaidquarterly.Distributions,ifany,ofnetshort-termcapitalgainandnetcapitalgain(theexcessofnetlong-termcapitalgainovertheshort-termcapitalloss) realizedbytheFund,afterdeductinganyavailablecapitallosscarryovers,aredeclaredandpaidtoshareholdersatleastannually.Incomedistributionsandcapitalgaindistributionsare determined inaccordance withU.S.federal incometaxregulations, whichmaydifferfromU.S.GAAP.These differencesincludethetreatment ofnon-taxable distributions,losses deferred due to wash sales and excise tax regulations. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications within the componentsofnetassets. 3 ClosingsharepriceandNAVasof3/31/25.

   

5 ARROWMARK FINANCIAL CORP. (BANX) 10.4% Distribution Yield 2 RCRS typically issued by large, global banks 11 Industry Focused Credit Analysts 12.7% Q1 2025 Portfolio Investment Yield 3 Differentiated Closed-End Fund 1 with a Strong Track Record 1 Dataasof3/31/2025unlessotherwisenoted.Source:ArrowMarkFinancialCorp. 2 Distributionyieldcalculationbased onlastfourquartersandincludesquarterly andspecial incomedistributionsdividedbyclosingsharepriceasof5/16/2025. 3 Portfolioinvestmentyieldiscalculatedasannualizedincomefromlongterminvestmentsheldatquarterend dividedbytotalassets. 4 Yearenddistributionsincludedeclared,special,butexcludescapitalgainsdistributions. 5 ArrowMarkacquiredthemanagementrightstoBANXonFebruary 12,2020.ComparisonsunderArrowMarkleadershipisvseitheryearend2019orfourthquarter2019performance. Unique investment vehicle dedicated to investments in regulatory capital relief securities (87% of Total Assets) ▪ 98% of BANX regulatory capital relief securities issued by banks with Total Assets > $500 billion (e.g. global money center banks) and rank as senior unsecured obligations ▪ Reference loan portfolios consist of strong credit quality loans, with a dollar weighted average rating typically ranging from BB+ to BBB- ▪ Reference loan portfolios benefit from strong borrower, geographic, and sector diversification ▪ Regulatory capital relief securities coupons float using a base rate plus contractual spread Fund supported by established investment firm & seasoned leadership team ▪ ArrowMark Partners manages $18.7bn platform with proprietary investment sourcing and significant resources including 45 investment professionals with an average of 19 years of experience ▪ BANX benefits from an experienced senior management team with decades of experience as credit and risk managers ▪ Disciplined investment approval process focused on asymmetric, risk-adjusted returns. Regulatory capital relief securities reference loans are individually analyzed by our 11 industry focused credit analysts Strong earning performance under ArrowMark leadership 4 ▪ BANX has consistently outearned its distribution with quarterly EPS having increased by +42% (Q1 2025 vs Q4 2019) 4 . For Q1 2025, EPS of $0.55 exceeded the declared distribution of $0.45 per share ▪ Distributions increased by +38.2% (LTM Q1 2025 vs YE 2019) 4,5 . The Q12025 distribution represents a yield of approximately 10.4%. 2 All distributions during this period have come from net income or realized long-term capital gains ▪ Net asset value has remained relatively stable since Q4 2019 ▪ Q1 2025 portfolio investment yield increased to 12.7% from ~9.6% (Q4 2019) 3

   

6 ARROWMARK FINANCIAL CORP. (BANX) Founded in 2007 by investment professionals with a proven track record of delivering strong returns and preserving client capital ArrowMark Partners has significant capabilities and expertise as a well-established investment manager Asof3/31/2025. 1 CREAUMincludesrealestaterelatedassetsoriginatedand/orcurrentlymanagedoradvisedbyArrowMarkoritsaffiliate.Otherincludessovereignwealth,not-for-profit institutions,union,multi-employerandinternalcapital.Firmleveltrackrecordisavailableuponrequest. 2 FirmAUMbreakdownsbyassettypeandinvestortypeareexpressedinbillions. The breadth of ArrowMark’sinvestment capabilities… 2 …enables the firm to meet the varying objectives of a diverse group of investors 2 ArrowMark Partners At-A-Glance ▪ 100% employee-owned investment management firm founded in 2007 ▪ 102 employees, including 45 tenured investment professionals ▪ $18.7bn of assets under management 1 ▪ Specialized expertise in nuanced credit and inefficient equity markets ▪ Manage alternative, traditional, and customized investment strategies in public and private vehicles ▪ Headquartered in Denver with presence in London, New York, and California Credit & Multi- Asset, $2.9 Regulatory Capital Relief, $3.3 CLO Funds, $4.3 Equity, $5.9 Commercial Real Estate, $2.3 CLO Funds, $4.3 Corporate / Public, $3.4 Sub- Advisory, $3.3 Family Office / HNW, $3.1 Insurance, $2.4 Retail Intermediary, $1.3 Other, $0.9

   

7 ARROWMARK FINANCIAL CORP. (BANX) Partnership with an Experienced, Senior Investment Team REGULATORYCAPITALRELIEF TEAM BANX INVESTMENT COMMITTEE Kaelyn Abrell Partner 26 Years’ Experience Karen Reidy, CFA Partner 36 Years’ Experience Sanjai Bhonsle Partner ArrowMark Partners’ 45 Investment Professionals Average 19 Years’ Experience and have a presence in Denver, London, New York, and San Francisco As of 3/31/2025. 13 Corporate Credit Investment Professionals 3 CRE Investment Professionals & 16 Originators/Underwriters 3 Additional Investment Professionals 17 Equity Investment Professionals LEVERAGEDCREDIT TEAM Dana Staggs 23 Years’ Experience AJ Somers 19 Years’ Experience Sanjai Bhonsle 30 Years’ Experience Nine Denver-and London-Based Investment Analysts Average 15 Years’ Experience

   

ArrowMark Financial Corp. (BANX) Portfolio and Performance Regulatory Capital Relief Overview Financials Key Personnel

   

9 ARROWMARK FINANCIAL CORP. (BANX) BANX has produced a relatively stable and consistent NAV from a high-quality investment portfolio NAV and Market Price Over Time (As of 3/31/2025) Total Return Based on NAV (As of 3/31/2025) 1 Year 3 Year 5 Year 10 Year BANX 13.81% 12.05% 13.22% 9.12% Bloomberg Aggregate 1 4.88% 0.52% -0.40% 1.46% Bloomberg High Yield 2 7.69% 4.98% 7.29% 5.01% Dataasof3/31/2025.Pastperformanceisnoguaranteeoffutureresults.ArrowMarkFinancialCorp.commencedoperationsonNovember13,2013.Source:BNY,ArrowMark FinancialCorp.NAVcalculationincludesmanagementfeeandallotherexpensespaidbytheFund.DividendsarereinvestedinaccordancewiththeFund’sDividendReinvestment Plan.MarketPricecalculationbasedonsharemarketpriceandreinvestmentofdistributionsatthepriceobtainedundertheDividendReinvestmentPlan.Totalreturndoesnot include sales load and offering expenses. 1 Bloomberg U.S. Aggregate Bond Index (“Bloomberg Aggregate”) (including interest income) covers the U.S. dollar-denominated, investment-grade,fixed-rate,taxablebondmarketofSEC-registeredsecurities.TheindexincludesbondsfromtheTreasury,governmentagency,corporate,plusmortgage-and asset-backed sectors. 2 Bloomberg U.S.Corporate High Yield Index (“Bloomberg High Yield”) represents the U.S. dollar denominated, non-investment grade, fixed-rate, taxable corporatebondmarket. 21.78 $21.05 $0 $5 $10 $15 $20 $25 $30 12/31/13 12/31/14 12/31/15 12/31/16 12/31/17 12/31/18 12/31/19 12/31/20 12/31/21 12/31/22 12/31/23 12/31/24 NAV Market Price

   

10 ARROWMARK FINANCIAL CORP. (BANX) Historically provided relatively stable declared distribution Data as of 3/31/2025. Source: ArrowMark Financial Corp. 1 Distributions from net investment income, if any, are declared and paid quarterly. Distributions, if any, of net short-term capital gain and net capital gain (the excess of net long-term capital gain over the short-term capital loss) realized by the Fund, after deducting any available capital loss carryovers are declared and paid to shareholders at least annually. Income distributions and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP. These differences include the treatment of non-taxable distributions, losses deferred due to wash sales and excise tax regulations. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications within the components of net assets. 7+ Years of Consistent Distributions 1 (As of 1/1/2018 –3/31/2025) D i s t r i b u t i o n p e r s h a r e $1.52 $1.52 $1.52 $1.56 $1.68 $1.80 $0.45 $0.05 $0.10 $0.10 $0.10 $0.20 $0.10 $0.42 $- $0.50 $1.00 $1.50 $2.00 $2.50 2019 2020 2021 2022 2023 2024 2025 Declared Distributions Special Distributions Long Term Capital Gain Distribution 1

   

11 ARROWMARK FINANCIAL CORP. (BANX) A r r o w M a r k F i n a n c i a l C o r p B l o o m b e r g U S T r e a s u r y B i l l s T R U S D B l o o m b e r g U S A g g B o n d T R U S D B l o o m b e r g G l o b a l A g g r e g a t e T R U S D B l o o m b e r g U S C o r p o r a t e H i g h Y i e l d T R U S D F T S E W G B I N o n U S D U S D C r e d i t S u i s s e L e v e r a g e d L o a n U S D I C E B o f A F x d R a t e P r e f T R U S D S & P 5 0 0 T R U S D S & P 5 0 0 S e c / F i n a n c i a l s T R U S D M S C I E A F E G R U S D M S C I E M G R U S D F T S E N a r e i t A l l E q u i t y R E I T S T R U S D B l o o m b e r g C o m m o d i t y T R U S D L B M A G o l d P r i c e P M U S D ArrowMark Financial Corp 1.00 Bloomberg US Treasury Bills TR USD 0.04 1.00 Bloomberg US Agg Bond TR USD 0.13 0.23 1.00 Bloomberg Global Aggregate TR USD 0.21 0.21 0.96 1.00 Bloomberg US Corporate High Yield TR USD 0.22 0.11 0.74 0.78 1.00 FTSE WGBI NonUSDUSD 0.24 0.21 0.91 0.99 0.77 1.00 Credit Suisse Leveraged Loan USD 0.20 0.06 0.35 0.39 0.70 0.38 1.00 ICE BofAFxdRate Pref TR USD 0.16 0.10 0.74 0.73 0.81 0.68 0.53 1.00 S&P 500 TR USD 0.16 0.00 0.62 0.64 0.83 0.63 0.59 0.73 1.00 S&P 500 Sec/Financials TR USD 0.15 -0.01 0.46 0.52 0.71 0.52 0.51 0.65 0.81 1.00 MSCI EAFE GR USD 0.17 0.06 0.69 0.76 0.81 0.76 0.56 0.73 0.83 0.79 1.00 MSCI EM GR USD 0.35 0.06 0.63 0.72 0.66 0.71 0.54 0.65 0.62 0.52 0.75 1.00 FTSE NareitAll Equity REITS TR USD 0.15 -0.02 0.71 0.71 0.76 0.68 0.49 0.73 0.84 0.73 0.80 0.60 1.00 Bloomberg Commodity TR USD 0.14 -0.26 0.02 0.13 0.30 0.17 0.28 0.13 0.27 0.33 0.35 0.33 0.25 1.00 LBMA Gold Price PM USD 0.20 0.22 0.36 0.47 0.20 0.52 0.12 0.17 0.11 0.00 0.21 0.38 0.18 0.18 1.00 BANX NAV shows low correlation with key asset classes BANX Net Asset Value (“NAV”) Correlation (April 2020 –March 2025) Data as of 3/31/2025 per Morningstar. Past performance is no guarantee of future results. ArrowMark Financial Corp. commenced operations on November 13, 2013. Source: BNY, ArrowMark Financial Corp. NAV calculation includes management fee and all other expenses paid by the Fund. Dividends are reinvested in accordance with the Fund’s Dividend Reinvestment Plan. Market Price calculation based on share market price and reinvestment of distributions at the price obtained under the Dividend Reinvestment Plan. Total return does not include sales load and offering expenses. Bloomberg U.S. Aggregate Bond Index (including interest income) covers the U.S. dollar-denominated, investment-grade, fixed-rate, taxable bond market of SEC-registered securities. The index includes bonds from the Treasury, government agency, corporate, plus mortgage-and asset-backed sectors. Bloomberg U.S. Corporate High Yield 2% Issuer Capped Index is an index that measures the performance of high yield, non-investment grade corporate bonds, with a maximum allocation of 2% to any one issuer. BANX Monthly NAV Correlation vs other Asset Classes

   

12 ARROWMARK FINANCIAL CORP. (BANX) GSIB, 76% Non-GSIB; Total Assets >$750B, 17% Non-GSIB; Total Assets $500B to $750B, 5% Non-GSIB; Total Assets $150B to $500B, 2% Fund Exposure (3/31/2025) Regulatory capital relief securities comprise majority of total assets Diversification does not eliminate the risk of experiencing investment loss. Regulatory Capital Relief Issuers by Bank Type 1 (3/31/2025) G-SIBs (Globally Systemic Important Banks) are large, global banking institutions subject to more stringent regulatory oversight G-SIB: Globally Systemic Important Banks per Financial Stability Board as of 11/27/2023. As of 3/31/2025, BANX G-SIB issuers consist of banks with >$800 billion in Total Assets with a median and mean Total Assets of over $1.6 trillion in assets Regulatory Capital Relief Securities, 87% Structured Debt, 5% Term Loans, 5% Money Market, 2% Trust Preferred and Preferred Securities, 1%

   

ArrowMark Financial Corp. (BANX) Portfolio and Performance Regulatory Capital Relief Overview Financials Key Personnel

   

14 ARROWMARK FINANCIAL CORP. (BANX) Past performance is no guarantee of future results. Diversification does not eliminate the risk of experiencing investment loss. Please review the “Certain Risk Factors” and “Potential Conflicts of Interest” sections in the Partnership’s Memorandum for a more complete description of the risks and conflicts of interest associated with investing in the Partnership. Income-Driven Returns with Low Correlation ▪ Performance primarily driven by income from floating-rate coupons ▪ Historical returns characterized by resilience during periods of market and/or macroeconomic stress ▪ Low historical correlation to most traditional and alternative asset classes Diversified Pools of Performing Reference Loans ▪ Credit risk from a portfolio of loans and revolving lines of credit (“reference portfolio”) extended to investment grade and near investment grade borrowers is transferred to holders of regulatory capital relief securities ▪ Performance of regulatory capital relief securities is underpinned by the performance of these loans ▪ Reference loans are originated with the intention to be held on the balance sheet as part of the issuing bank’s core lending book ▪ Geographic, sector, and individual borrower diversification enforced by transaction guidelines Structural Alignment with Issuing Banks ▪ Issuers service loans and retain material exposure to underlying reference loans through the transaction structure ▪ Loan officers and account managers are typically unaware of any regulatory capital relief securities risk transfer of loans they manage. Banks and their employees are incentivized to maintain underwriting discipline in an effort to minimize defaults and, if defaults occur, maximize recoveries ▪ Investors benefit from the issuing bank’s borrower relationships as well as their underwriting, monitoring, and workout resources Effective Tool for Large, Global Bank Issuers ▪ Transactions are a core balance sheet optimization tool and complement other efforts to optimize capital levels, reduce balance sheet concentrations, manage lending capacity, and respond to regulatory and/or accounting changes ▪ Enable banks to maintain core lending activities that are often prerequisites to gaining investment and commercial banking business ▪ Benefits reinforced by issuance growth and issuer expansion across the U.K., Europe, Canada, U.S., and Asia What are regulatory capital relief securities?

   

15 ARROWMARK FINANCIAL CORP. (BANX) Security Reference Portfolio 1 1 The investments described herein are noted for illustration purposes only. It should not be assumed that this example or future investments will be profitable. If any assumptions used do not prove to be true, results may vary substantially. Diversification does not eliminate the risk of experiencing investment loss. Characteristics are based on the composition of the loan pool at issuance in 2023. 2 Credit quality based on issuing bank’s internal rating methodology. Typical Reference Portfolio Characteristics Reference Loans Description ▪ Originatedwith the intention to be held on the issuing bank’s balance sheet ▪ Performing at the time of security issuance ▪ Remain part of the bank’s core loan portfolio after issuance Credit Quality ▪ Investment grade / near investment grade weighted average ▪ Individual exposures rangefrom AA to B-; nothing below B-at issuance ▪ Limits on the size of individual and aggregate exposures to sub-investment grade borrowers Diversification Guidelines ▪ Geographic ▪ Sector ▪ Borrower BBB- Weighted Average Credit Quality Large Corporate Security 2023 58% Revolvers as % of Portfolio 0.28% Average Borrower Exposure $24bn Average Market Capitalization 3.3x Average Net Leverage 91% Borrowers Domiciled in North America & Developed Europe Regulatory capital relief securities offer investors a diversified pool of performing reference loans with strong credit quality

   

16 ARROWMARK FINANCIAL CORP. (BANX) Regulatory Capital Relief Security Unhedged Exposure (retained by issuer) Security Reference Portfolio Equity and/or mezzanine tranche(s) (external investors) Senior tranche (retained by issuer) Denotes the regulatory capital relief security The above characteristics are hypothetical and do not represent a particular investment. Security Attributes Align with Investors’ Objectives Coupon ▪ Floating rate ▪ Base rate plus a contractual spread ▪ Paid/distributed quarterly ▪ Notsubject to potential discretionary suspension Duration ▪ 0.25 years Expected Maturity ▪ 3 to 5 years for new issues Issuer ▪ Established global financial institutions in the U.K., Europe, Canada, U.S., and Asia Banks are Incentivized to Maintain Disciplined Underwriting Processes and Standards Issuing Bank Retention ▪ Unhedged exposure outside the security structure ▪ Senior tranche ▪ Equity tranche of mezzanine-only tranche issuances Unique issuer alignment and investment characteristics

   

17 ARROWMARK FINANCIAL CORP. (BANX) Under Basel II ($mm) Under Basel III ($mm) Under Basel III with a Regulatory Capital Relief Transaction($mm) Reference Portfolio $1,000 $1,000 $1,000 Risk-Weighted Assets $1,000 $1,000 $500 Portfolio Yield to the Bank (assumes 5% weighted average coupon) $50 $50 $50 Coupon Paid to Investors n/a n/a -$9 Bank Cost of Capital -$34.8 -$42.6 -$36.3 Net Interest Margin $15.2 $7.4 $4.7 Tier 1 Capital Ratio 4.0% 10.5% 10.5% Required Tier 1 Capital $40 $105 $52.5 Return on Tier 1 Capital 38.0% 7.0% 9.0% Risk sharing an effective tool for Banks’ balance sheet management Reduced by 50% 160%+ increase in required tier 1 capital negatively impacts a bank’s return on capital ▪Return on Tier 1 Capital increases +27% from 7.0% to 9.0% ▪$52.5mm of Tier 1 Capital can be redeployed Theaboveexampleishypotheticalanddoesnotrepresenttheeconomicsofaparticularbank.Smallchangestoanyoftheassumptionsincorporatedintheexamplemayleadtoa significantchangeinoutputs.Assumptionsintheexampleinclude:1)100%riskweightingforexposurestocorporatecredit;2)50%reductioninriskweightedassetsforthebankthrough theissuanceofaregulatorycapitalreliefsecuritywitha$90mmequitytrancheand10%coupon;3)5%weightedaveragecouponforthereferenceportfolio;4)3%debtcostofcapital and15%equitycostofcapital.

   

ArrowMark Financial Corp. (BANX) Portfolio and Performance Regulatory Capital Relief Overview Financials Key Personnel

   

19 ARROWMARK FINANCIAL CORP. (BANX) Statement of Assets and Liabilities (unaudited) March 31, 2025 December 31, 2024 Assets Unaffiliated Investments in securities, at fair value (cost: $204,428,109 and $196,566,543 respectively) $ 200,485,691 $ 190,161,944 Affiliated Investments in securities, at fair value (cost: $14,731,146 and $14,722,831 respectively) 11,330,750 11,237,875 Interest and dividends receivable 3,503,377 3,537,456 Foreign cash (cost: $567,562 and $243,295 respectively) 567,562 243,349 Cash 416,794 2,417,838 Unrealized appreciation on forward currency exchange contracts 83,566 263,170 Prepaid assets 1,002,923 352,872 Total assets 217,390,663 208,214,504 Liabilities Loan payable 61,200,000 46,800,000 Dividends payable 66 4,628,549 Investment advisory fee payable 934,520 916,484 Unrealized depreciation on forward currency exchange contracts 57,827 1,773 Taxes payable - 500,086 Accrued expenses payable 6,617 267,818 Total liabilities 62,199,031 53,114,711 Net Assets $ 155,191,633 $ 155,099,793 Net Assets consist of: Common stock at par ($0.001 per share) $ 7,127 $ 7,121 Paid-in-Capital 156,563,023 155,939,883 Total distributable earnings / (loss) (1,378,516) (847,211) Net Assets $ 155,191,633 $ 155,099,793 Net Asset Value Per Share: Common Stock Shares Outstanding 7,126,812 7,120,782 Net asset value per common share $ 21.78 $ 21.78 Market price per share $ 21.05 $ 20.98 Market price premium/(discount) to net asset value per share -3.35% -3.67%

   

20 ARROWMARK FINANCIAL CORP. (BANX) Statement of Operations (unaudited) For The Three Months Ended March 31, 2025 For The Three Months Ended December 31, 2024 Investment Income Interest from unaffiliated investments $ 6,115,446 $ 6,600,488 Interest from affiliated investments 316,980 317,274 Dividends 4,558 3,442 Other income 59,312 59,911 Total Investment Income 6,496,296 6,981,115 Expenses Investment advisory fees 934,520 916,484 Interest expense 844,945 896,309 Directors' fees 52,520 53,541 Transfer agent, custodian fees and administrator fees 75,289 60,989 Bank administration fees 72,592 74,205 Professional fees 194,955 306,680 Investor relations fees 50,590 52,195 Delaware franchise tax 23,072 27,293 Excise Tax - 500,086 Insurance expense 12,953 13,036 Valuation fees 53,591 78,953 Miscellaneous fees (proxy, etc.) 89,380 38,685 Total expenses 2,404,405 3,018,456 Less: Advisory fee waiver (20,283) (20,734) Net expenses after waivers ` 2,384,122 2,997,722 Net Investment Income 4,112,174 3,983,393 Realized and Unrealized Gain / (Loss) on Investments and Foreign Currency Transactions Net realized gain / (loss) on investments (817,793) (525,875) Net realized gain from forward foreign currency contracts (1,773,850) 4,274,258 Net realized gain / (loss) from foreign currency translations 10,405 (124,272) Net change in net unrealized appreciation / (depreciation) on unaffiliated investments 2,462,181 (2,659,905) Net change in net unrealized appreciation / (depreciation) affiliated on investments 84,560 47,565 Net change in unrealized appreciation / (depreciation) on forward currency contracts (235,658) 53,330 Net change in unrealized appreciation / (depreciation) on foreign currency translations 42,262 (38,695) Net realized and unrealized gain/(loss) on investments, forward foreign currency contracts and foreign currency translations (227,892) 1,026,406 Net Increase in Net Assets Resulting From Operations $ 3,884,282 $ 5,009,799

   

21 ARROWMARK FINANCIAL CORP. (BANX) Financial Highlights (unaudited) For The Three Months Ended March 31, 2025 For The Three Months Ended December 31, 2024 Per Share Operating Performance Net Asset Value, beginning of period $ 21.78 $ 21.73 Net investment income (1) 0.58 0.56 Net realized and unrealized gain (loss) on investments (0.03) 0.14 Total from investment operations 0.55 0.70 Less distributions to shareholders From net investment income (0.55) (0.65) Total distributions (0.55) (0.65) Net asset value, end of period $ 21.78 $ 21.78 Per share market value, end of period $ 21.05 $ 20.98 Total Investment Return (2) Based on market value 3.03% 4.64% Based on net asset value 2.69% 3.43% Ratios and Supplemental Data Net assets, end of period (in millions) $ 155.2 $ 155.1 Ratios (as a percentage to average net assets): Expenses before waivers (3)(4)* 6.28% 7.75% Expenses after waivers (5)* 6.23% 7.70% Net investment income (6)* 10.74% 10.23% Portfolio turnover rate ** 3% 10% Revolving Credit Agreement Total revolving credit agreement outstanding (000's) $ 61,200 $ 46,800 Asset coverage per $1,000 for revolving credit agreement (7) 3,536 4,314 (1) Based on the average shares outstanding during quarter. (2) Reflects reinvestment of distributions at the price obtained under the Dividend Reinvestment Plan. Total return does not include sales load and offering expenses and are not annualized. (3) Excluding interest expense, the ratio would have been 4.07% and 5.45%. (4) Ratio of expenses before waivers to average managed assets equals 4.71% and 5.79%. (5) Ratio of expenses after waivers to average managed assets equals 4.67% and 5.75%. (6) Ratio of net investment income to average managed assets equals 8.06% and 7.64%. (7) Calculated by subtracting the Company's total liabilities (excluding the loan) from the Company's total assets and dividing the amount by the loan outstanding in 000’s. * Annualized ** Not-annualized

   

ArrowMark Financial Corp. (BANX) Portfolio and Performance Regulatory Capital Relief Overview Financials Key Personnel

   

23 ARROWMARK FINANCIAL CORP. (BANX) Key Fund Personnel SANJAIBHONSLE|CHAIRMAN&CEO Mr.BhonslewaselectedChairman&CEOofArrowMarkFinancialCorp.inFebruary2020. Mr.BhonslejoinedArrowMarkPartnersinOctober2012andservesasPartnerandPortfolioManagerforArrowMark’sPartnersleveragedloan investmentsandcollateralizedloanobligationfunds.Priortojoiningthefirm,hefoundedMBConsultingPartnersin2009,wherehespecializedin financialandoperationalrestructuringadvisorytostressedanddistressedmiddle-marketcompanies.Withdecadesofrestructuringexperience,he haslednumerousassignmentsacrossvariousindustries. Sanjai was a Senior Portfolio Manager at GSO Capital Partners, a subsidiary of The Blackstone Group, and member of the Investment and ManagementCommittee(2005-2009).PriortojoiningGSOCapitalPartners,SanjaiwasanAssistantPortfolioManagerforRBCCapitalPartners’ debt investment group and was a member of the Investment Committee (2001-2005). He also led the group’s restructuring efforts related to distressedinvestmentsandrepresentedthefirm’sinterestsoncreditorcommittees.From1999-2001,SanjaiwasaSeniorInvestmentAnalystat IndosuezCapitalPartners.Sanjaireceivedabachelor’sdegreeinMechanicalEngineeringfromtheUniversityofWisconsin-MadisonandanMBA fromtheEliBroadGraduateSchoolofManagementatMichiganStateUniversity. DANASTAGGS|PRESIDENT Mr.StaggswaselectedPresidentofArrowMarkFinancialCorpinJune2022. Mr.StaggsjoinedArrowMarkinJuneof2017andisateammemberofArrowMark’sPrivateCapitalSolutionsgroupwherehesources,structures, andmanagesprivatedebtandnon-controlprivateequityinvestments. PriortojoiningArrowMarkPartnersin2017,heworkedinsimilarcapacitiesat firmstoincludeGoldmanSachs&Co.,BarclaysPrivateCreditPartnersLLCandGECapital. Mr.Staggspreviouslyservedover10yearsasa surfacewarfareofficerintheU.S.Navy,havingattainedtherankofLieutenantCommander. HeearnedaBachelorofSciencedegreeinPhysics fromtheUnitedStatesNavalAcademyandanMBAfromTheMasonSchoolofBusinessattheCollegeofWilliamandMary.

   

24 ARROWMARK FINANCIAL CORP. (BANX) Key Fund Personnel PATRICKJ.FARRELL|CHIEFFINANCIALOFFICER Mr.Farrellwasre-electedasArrowMarkFinancialCorp.’sChiefFinancialOfficerinFebruary2020.HehasservedinthisrolesinceApril2014.Mr. FarrellisresponsibleforallfinancialandaccountingactivitiesatArrowMarkFinancial. Mr.FarrellhasservedasChiefFinancialOfficeratStoneCastlePartners,LLCsince2014. Mr.FarrellhasservedasaDirectorofStoneCastleTrust Co.sinceJanuary2021. Hehasoverfortyyearsofhands-onmanagementexperienceinfinanceandaccounting,specificallyfocusedondomestic andoff-shoremutualfunds,bankdepositaccountprograms,investmentadvisoryandbrokerdealerbusiness. Previously,Mr.FarrellwasCFO/COOoftheEmergingManagersGroup,LP,aspecialtyassetmanagementfirmfocusedonoffshoremutualfunds. Priortothat,PatwasCFOatReserveManagement. Earlierinhiscareer,PatheldfinancialpositionsatLexingtonManagement,DrexelBurnham Lambert,AllianceCapitalandNewYorkLifeInvestmentManagement,allfocusedoninvestmentadvisoryactivities.Hebeganhiscareerasan auditoratPeatMarwickMitchell&Co.inNewYork.PatholdsaBSinBusinessAdministration-AccountingfromManhattanCollege. Mr.FarrellisaCertifiedPublicAccountantinNewYorkStateandamemberoftheAmericanInstituteofCertifiedPublicAccountants. RICKGROVE|CHIEFCOMPLIANCEOFFICER Mr.GrovewaselectedChiefComplianceOfficerofArrowMarkFinancialCorp.inFebruary2020. HeisaPrincipalandChiefComplianceOfficeratArrowMarkPartners.HeisalsotheVicePresident,ChiefComplianceOfficerandSecretaryfor MeridianFund,Inc.BeforejoiningArrowMarkPartnersin2008,hewasVicePresidentandChiefComplianceOfficerforBlackCreekGlobalAdvisors (2007-2008).Priortothatposition,RickservedasVicePresidentandChiefComplianceOfficerforMadisonCapitalManagement(2005-2007), AssistantVicePresidentandDirectorofComplianceatJanusCapitalGroup(1993-2005),andFundAccountantforOppenheimerFunds(1992- 1993).RickgraduatedfromtheUniversityofWyomingwithabachelor’sdegreeinAccounting.

   

25 ARROWMARK FINANCIAL CORP. (BANX) Risk Considerations Risks are inherent in all investing. The following summarizes some, but not all, of the risks that should be considered for the Company. For additional information about the risks associated with investing in the Company, please see the Company’s prospectus as well as other Company regulatory filings. Investment and Market Risk: An investment in the Company’s common shares (“Common Shares”) is subject to investment risk, including the possible loss of the entire principal invested. Common Shares at any point in time may be worth less than the original investment, even after taking into account the reinvestment of Company dividends and distributions. The Company expects to utilize leverage, which will magnify investment risk. Regulatory Capital Relief Securities Risk: Regulatory capital relief securities are subject to several risks. In particular, to all capital securities, banking regulators could change or amend existing banking regulations which could affect the regulatory treatment of regulatory capital relief securities, where stricter regulation could make regulatory capital relief securities less desirable, or undesirable, for banks to issue, reducingthe supply of new investments. Should an adverse regulatory development occur in the future, it would likely result in the bank issuer of such securities beingable to redeem an investment early, which subjects the Company to reinvestment risk. Regulatory capital relief securities remain subject to the same sector specific and other risks as any banking-related investment that the Company may acquire, including, but not limited to, credit risk, interest rate risk, prepayments, adverse changes in market value or liquidity and the quality of the loans extended by each bank to its clients. Preferred and Debt Securities Risk: Preferred and debt securities in which the Company invests are subject to various risks, including credit risk, interest rate risk, call/prepayment risk and reinvestment Annual Report | ArrowMark Financial Corp. 28 risk. In addition, preferred securities are subject to certain other risks, including deferral and omission risk, subordination risk, limited voting rights risk and special redemption rights risk. Credit Risk:The Company is subject to credit risk, which is the risk that an issuer of a security may be unable or unwilling to make dividend, interest and principal payments when due and the related risk that the value of a security may decline because of concerns about the issuer’sability or willingness to make such payments. Leverage Risk: The use of leverage by the Company can magnify the effect of any losses. If the income and gains from the securities and investments purchased with leverage proceeds do not cover the cost of leverage, the return on the Common Shares will be less than if leverage had not been used. Moreover, leverage involves risks and special considerations for holders of Common Shares including the likelihood of greatervolatility of net asset value and market price of the Common Shares than a comparable portfolio without leverage, and the risk that fluctuations in interest rates on reverse repurchase agreements, borrowings and short-term debt or in the dividend rates on any preferred shares issued by the Company will reduce the return to the holders of Common Shares or will result in fluctuations in the dividends paid on the Common Shares. There is no assurance that a leveragingstrategy will be successful. Call/Prepayment and Reinvestment Risk: If an issuer of a security exercises an option to redeem its issue at par or prepay principal earlier than scheduled, the Company may be forced to reinvest in lower yielding securities. A decline in income could affect the Common Shares’ market price or the overall return of the Company.

   

26 ARROWMARK FINANCIAL CORP. (BANX) Risk Considerations Risks of Concentration in the Banking industry/Financial Sector:Because the Company concentrates in the banking industry and may invest up to 100% of its managed assets in the banking industry and financials sector, it will be more susceptible to adverse economic or regulatory occurrences affecting the banking industry and financials sector, such as changes in interest rates, loan concentration and competition. Regulatory Risk: Financial institutions, including community banks, are subject to various state and federal banking regulations that impact how they conduct business, including but not limited to how they obtain funding. Changes to these regulations could have an adverse effect on their operations and operating results and our investments. We expect to make long-term investments in financial institutions that are subject to various state and federal regulations and oversight. Congress, state legislatures and the various bank regulatory agencies frequently introduce proposals to change the laws and regulations governing the banking industry in response to the Dodd-Frank Act, Consumer Financial Protection Bureau (the “CFPB”) rulemaking or otherwise. The likelihood and timing of any proposals or legislation and the impact they might have on our investments in financial institutions affected by such changes cannot be determined and any such changes may be adverse to our investments. Federal banking regulators recently proposed amended regulatory capital regulations in response to The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) and Basel III protocols which would impose even more stringent capital requirements. In the event that a regulated bank falls below certain capital adequacy standards, it may become subject to regulatory intervention including, but not limited to, being placed into a Federal Deposit Insurance Corporation (FDIC)-administered receivership or conservatorship. The effect of inadequate capital can have a potentially adverse consequence on the institution’s financial condition, its ability to operate as a going concern and its ability to operate as a regulated financial institution and may have a material adverse impact on ourinvestments. Interest Rate Risk: The market value of convertible securities tends to decline as interest rates increase and, conversely, tends to increase as interest rates decline. In addition, because of the conversion feature, the market value of convertible securities tends to vary with fluctuations in the market value of the underlying common stock. Contingent convertible securities provide for mandatory conversion into common stock of the issuer under certain circumstances. Since the common stock of the issuer may not pay a dividend, investors in these instruments could experience a reduced incomerate, potentially to zero; and conversion would deepen the subordination of the investor, hence worsening standing in a bankruptcy. In addition, so me suchinstruments have a set stock conversion rate that would cause a reduction in value of the security if the price of the stock is below the conversionprice on the conversion date. Convertible Securities/Contingent Convertible Securities Risk:The Company is subject to credit risk, which is the risk that an issuer of a security may be unable or unwilling to make dividend, interest and principal payments when due and the related risk that the value of a security may decline because of concerns about the issuer’s ability or willingness to make such payments. Illiquid and Restricted Securities Risk:Investment of the Company’s assets in illiquid and restricted securities may restrict the Company’s ability to take advantage of market opportunities. Illiquid and restricted securities may be difficult to dispose of at a fair price at the times when the Company believes it is desirable to do so. The market price of illiquid and restricted securities generally is more volatile than that of more liquid securities, which may adversely affect the price that the Company pays for or recovers upon the sale of such securities. Illiquid and restricted securities are also more difficult to value, especially in challenging markets. The risks associated with illiquid and restricted securities may be particularly acute in situations in which the Company’s operations require cash and could result in the Company borrowing to meet its short-term needs or incurring losses on the sale of illiquid or restricted securities.

   

27 ARROWMARK FINANCIAL CORP. (BANX) NASDAQ: BANX 100 Fillmore Street, Suite 325 Denver, Colorado 80206 303.398.2929 MAIN ir.arrowmarkfinancialcorp.com Contact Information 443 N. WillsonAvenue, Bozeman, Montana 59715 877.855.3434 www.destracapital.com