Oxford Lane Capital (OXLC) Proxy Filing summary

Executive summary

• The 2024 Annual Meeting is scheduled for October 22, 2024, at the company’s headquarters in Greenwich, CT, with provisions for possible remote participation if needed.

• Stockholders of record as of August 27, 2024, are entitled to vote on the election of two directors and any other business that may arise.

• Proxy materials are primarily distributed electronically, with options for hard copies upon request.

Voting matters and shareholder proposals

• Two director positions are up for election: Saul B. Rosenthal (by common and preferred stockholders voting together) and David S. Shin (by preferred stockholders only), each for a three-year term expiring in 2027.

• The board, including all independent directors, unanimously recommends voting “FOR” both nominees.

• Stockholder proposals for the 2025 annual meeting must be received by May 9, 2025, and comply with SEC and bylaw requirements.

Board of directors and corporate governance

• The board consists of five members with staggered three-year terms; current directors and nominees have extensive experience in investment management, law, and corporate leadership.

• Mark J. Ashenfelter, an independent director, serves as Chairman of the Board.

• The board conducts annual evaluations of its effectiveness and that of its committees.

• The board has established Audit and Valuation Committees, both composed solely of independent directors.

• Director independence is reviewed annually per NASDAQ and 1940 Act standards.