UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to

Commission file number: 814-00704

GLADSTONE INVESTMENT CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	83-0423116
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1521 WESTBRANCH DRIVE, SUITE 100	22102
MCLEAN, VA	(Zip Code)
(Address of principal executive offices)

(703) 287-5800

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year,

if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.001 par value per share	GAIN	The Nasdaq Stock Market LLC
5.00% Notes due 2026	GAINN	The Nasdaq Stock Market LLC
4.875% Notes due 2028	GAINZ	The Nasdaq Stock Market LLC
8.00% Notes due 2028	GAINL	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	x	Smaller reporting company	o
Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The number of shares of the issuer’s Common Stock, $0.001 par value per share, outstanding as of October 31, 2023 was 33,895,675.

GLADSTONE INVESTMENT CORPORATION

TABLE OF CONTENTS

PART I.	FINANCIAL INFORMATION:
Item 1.	Financial Statements (Unaudited)
	Consolidated Statements of Assets and Liabilities as of September 30, 2023 and March 31, 2023	2
	Consolidated Statements of Operations for the three and six months ended September 30, 2023 and 2022	3
	Consolidated Statements of Changes in Net Assets for the three and six months ended September 30, 2023 and 2022	4
	Consolidated Statements of Cash Flows for the six months ended September 30, 2023 and 2022	5
	Consolidated Schedules of Investments as of September 30, 2023 and March 31, 2023	6
	Notes to Consolidated Financial Statements	17
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Overview	45
	Results of Operations	49
	Liquidity and Capital Resources	59
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	66
Item 4.	Controls and Procedures	66
PART II.	OTHER INFORMATION:
Item 1.	Legal Proceedings	67
Item 1A.	Risk Factors	67
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 3.	Defaults Upon Senior Securities	67
Item 4.	Mine Safety Disclosures	67
Item 5.	Other Information	67
Item 6.	Exhibits	68
SIGNATURE		69

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

(UNAUDITED)

	September 30, 2023		March 31, 2023
ASSETS
Investments at fair value
Non-Control/Non-Affiliate investments (Cost of $511,593 and $429,305, respectively)	$	628,958	$	496,875
Affiliate investments (Cost of $308,555 and $276,055, respectively)	286,678		255,955
Control investments (Cost of $14,650 and $15,270, respectively)	—		713
Cash and cash equivalents	2,092		2,683
Restricted cash and cash equivalents	490		565
Interest receivable	5,034		3,038
Due from administrative agent	3,112		3,899
Deferred financing costs, net	237		431
Other assets, net	1,748		1,485
TOTAL ASSETS	$	928,349	$	765,644
LIABILITIES
Borrowings:
Line of credit at fair value (Cost of $79,300 and $35,200, respectively)	$	79,208	$	35,171
Notes payable, net	330,464		257,436
Total borrowings	409,672		292,607
Accounts payable and accrued expenses	1,379		786
Interest payable	3,491		2,309
Fees due to Adviser(A)	37,263		28,919
Fee due to Administrator(A)	389		716
Other liabilities	489		565
TOTAL LIABILITIES	$	452,683	$	325,902
Commitments and contingencies(B)
NET ASSETS	$	475,666	$	439,742
ANALYSIS OF NET ASSETS
Common stock, $0.001 par value per share, 100,000,000 shares authorized, 33,895,675 and 33,591,505 shares issued and outstanding, respectively	$	34	$	34
Capital in excess of par value	405,937		401,798
Cumulative net unrealized appreciation of investments	80,838		32,913
Cumulative net unrealized depreciation of other	92		29
Overdistributed net investment income	(11,749)		(5,527)
Accumulated net realized gain in excess of distributions	514		10,495
Total distributable earnings	69,695		37,910
TOTAL NET ASSETS	$	475,666	$	439,742
NET ASSET VALUE PER SHARE	$	14.03	$	13.09

(A)Refer to Note 4 — Related Party Transactions in the accompanying Notes to Consolidated Financial Statements for additional information.

(B)Refer to Note 9 — Commitments and Contingencies in the accompanying Notes to Consolidated Financial Statements for additional information.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS.

2

GLADSTONE INVESTMENT CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

(UNAUDITED)

	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
INVESTMENT INCOME
Interest income
Non-Control/Non-Affiliate investments	$	13,626	$	9,922	$	26,116	$	18,650
Affiliate investments	6,318		4,286		11,934		8,296
Cash and cash equivalents	333		29		620		32
Total interest income	20,277		14,237		38,670		26,978
Dividend income
Non-Control/Non-Affiliate investments	—		4,825		—		4,829
Affiliate investments	—		—		1,907		1,552
Total dividend income	—		4,825		1,907		6,381
Success fee income
Non-Control/Non-Affiliate investments	—		1,733		—		6,733
Total success fee income	—		1,733		—		6,733
Total investment income	$	20,277	$	20,795	$	40,577	$	40,092
EXPENSES
Base management fee(A)	$	4,341	$	3,613	$	8,272	$	7,176
Loan servicing fee(A)	2,325		1,916		4,497		3,674
Incentive fee(A)	11,540		768		13,734		3,777
Administration fee(A)	334		562		856		942
Interest expense on borrowings	6,104		3,857		11,078		7,641
Amortization of deferred financing costs and discounts	574		450		1,119		898
Professional fees	335		938		619		1,233
Other general and administrative expenses	828		816