MSC Income Fund (MSIF) investor relations material

Executive summary

• The annual meeting is scheduled for August 5, 2026, with voting on director elections and a proposal to allow share issuances below NAV for 12 months.

• Shareholders as of May 18, 2026, are eligible to vote, with 45,345,229 shares outstanding.

• Proxy materials and annual reports are available online, and voting can be done by mail, phone, or internet.

Voting matters and shareholder proposals

• Two main proposals: election of five directors for a one-year term and authorization to sell shares below NAV, subject to limitations.

• The below-NAV share issuance proposal, if approved, allows up to 25% of outstanding shares to be sold below NAV within a year.

• Shareholder proposals for the 2027 meeting must be submitted by January 20, 2027, following specific bylaw procedures.

Board of directors and corporate governance

• The board consists of five members, four of whom are independent; all standing for re-election.

• Committees include Audit, Compensation, and Nominating and Corporate Governance, all composed of independent directors.

• Annual board and committee self-assessments, regular executive sessions, and succession planning are in place.

• Lead Independent Director presides over executive sessions; board structure supports effective governance.