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    Amendment: SEC Form 10-K/A filed by Runway Growth Finance Corp.

    3/27/25 4:15:39 PM ET
    $RWAY
    Finance: Consumer Services
    Finance
    Get the next $RWAY alert in real time by email
    false 2024 FY --12-31 0001653384 false 0001653384 2024-01-01 2024-12-31 0001653384 rway:CommonStockParValue0.01PerShareMember 2024-01-01 2024-12-31 0001653384 rway:Sec7.50NotesDue2027Member 2024-01-01 2024-12-31 0001653384 rway:Sec8.00NotesDue2027Member 2024-01-01 2024-12-31 0001653384 2024-06-30 0001653384 2025-03-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    FORM 10-K/A

    (Amendment No. 1)

     

     

    (Mark One)

     

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

     

    FOR THE FISCAL YEAR ENDED December 31, 2024

     

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

     

    COMMISSION FILE NUMBER: 814-01180

     

    Runway Growth Finance Corp.

    (Exact name of registrant as specified in its charter)

     

    Maryland
    (State of incorporation)
    47-5049745
    (I.R.S. Employer Identification No.)
     
    205 N. Michigan Ave., Suite 4200
    Chicago, Illinois
    (Address of principal executive offices)
    60601
    (Zip Code)
     

     

    (312) 698-6902

    (Registrant’s telephone number, including area code)

     

    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, par value $0.01 per share RWAY Nasdaq Global Select Market LLC
      7.50% Notes due 2027 RWAYL Nasdaq Global Select Market LLC
      8.00% Notes due 2027 RWAYZ Nasdaq Global Select Market LLC

     

     

    SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

    None

     

     

    Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ¨ No x

     

    Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes ¨ No x

     

    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 ¨

     

    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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x No ¨

     

    Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 ¨ Accelerated filer ¨
    Non-accelerated filer x Smaller reporting company ¨
    Emerging growth company x  

     

    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. ¨

     

    Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ¨

     

    If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ¨

     

    Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ¨

     

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

     

    The aggregate market value of the Registrant's common stock held by non-affiliates of the Registrant as of the last day of the Registrant's most recently completed second fiscal quarter was approximately $322 million based upon the last close price of $11.76 reported for such date on the Nasdaq Global Select Market LLC.

     

    There were 37,347,428 shares of the Registrant’s common stock outstanding as of March 18, 2025.

     

    Auditor Firm ID: 34 Auditor Name: Deloitte & Touche LLP Auditor Location: New York, New York

     

    Documents Incorporated by Reference: Portions of the registrant’s Proxy Statement for its 2025 Annual Meeting of Stockholders to be filed not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K are incorporated by reference into Part III of this Form 10-K.

     

     

     

     

     

    EXPLANATORY NOTE

     

    Runway Growth Finance Corp. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (the “Amendment”) to the Company’s annual report on Form 10-K for the year ended December 31, 2024 (the “Form 10-K”), filed with the Securities and Exchange Commission on March 20, 2025 (the “Original Filing”).

     

    This Amendment is being filed for the purpose of correcting the Report of RSM US LLP included in the Original Filing (the “Report”) to correct the administrative error related to the date the Report was issued. The changes made to the Report do not in any way change the conclusions expressed in the Report included in the Form 10-K.

     

    Additionally, the Company is filing herewith a consent of Deloitte & Touche LLP to incorporate by reference into the Registration Statement on Form N-2 (File No. 333-284781) of its report dated March 20, 2025, relating to the consolidated financial statements of the Company, and the related notes, appearing in the Form 10-K.

     

    The cover page attached hereto has been updated to reflect the Amendment and to state the Company’s intent to incorporate by reference portions of the Company’s proxy statement for its 2025 annual meeting of stockholders into Part III of its Form 10-K.

     

    As required by Rule 12b-15 under Securities Exchange Act of 1934, as amended, the Amendment includes certifications from the Company’s principal executive officer and principal financial officer dated as of the filing of this Amendment. As this Amendment does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted. The Company is not including new certifications pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as no financial statements are being filed with this Amendment.

     

    The Amendment does not affect any other items in the Original Filing, including the Company’s financial statements and the notes to the financial statements. Except as otherwise indicated, the Amendment speaks as of the date of the Original Filing and reflects only the changes discussed above. Accordingly, this Amendment should be read in conjunction with the Original Filing.

     

    2

     

     

    PART II

     

    Item 8. Consolidated Financial Statements and Supplementary Data.

     

    Index to Audited Consolidated Financial Statements

     

    The following document is being filed as part of this Amendment:

     

    Report of Independent Registered Public Accounting Firm (RSM US LLP; Chicago, Illinois, PCAOB ID No. 49)

     

    The following documents were included in the Original Filing:

     

    Report of Independent Registered Public Accounting Firm (Deloitte & Touche LLP; New York, New York, PCAOB ID No. 34)
    Consolidated Statements of Assets and Liabilities as of December 31, 2024 and 2023
    Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022
    Consolidated Statements of Changes in Net Assets for the years ended December 31, 2024, 2023 and 2022
    Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022
    Consolidated Schedules of Investments as of December 31, 2024 and 2023
    Notes to Consolidated Financial Statements

     

    3

     

     

    Report of Independent Registered Public Accounting Firm

     

    To the Stockholders and the Board of Directors of Runway Growth Finance Corp.

     

    Opinion on the Financial Statements

     

    We have audited the accompanying consolidated statement of assets and liabilities of Runway Growth Finance Corp. and its subsidiary (the Company), including the consolidated schedule of investments, as of December 31, 2023, the related consolidated statements of operations, changes in net assets, and cash flows for each of the two years in the period ended December 31, 2023, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and the results of its operations, changes in net assets and cash flows for each of the two years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.

     

    Basis for Opinion

     

    These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

     

    We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

     

    Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of December 31, 2023, by correspondence with the custodians and other appropriate procedures where replies were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

     

    /s/ RSM US LLP

     

    We served as the Company's auditor from 2015 to January 23, 2025.

     

    Chicago, Illinois

    March 7, 2024

     

    4

     

     

    PART IV

     

    Item 15. Exhibits and Financial Statement Schedules

     

    The following documents are filed or incorporated by reference as part of the Company’s Annual Report on Form 10-K:

     

    (a) Consolidated Financial Statements

     

    (1) Consolidated Financial Statements:

     

    Report of Independent Registered Public Accounting Firm (Deloitte & Touche LLP; New York, New York, PCAOB ID No. 34)**
    Report of Independent Registered Public Accounting Firm (RSM US LLP; Chicago, Illinois, PCAOB ID No. 49) *
    Consolidated Statements of Assets and Liabilities as of December 31, 2024 and 2023 **
    Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022 **
    Consolidated Statements of Changes in Net Assets for the years ended December 31, 2024, 2023 and 2022 **
    Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022 **
    Consolidated Schedules of Investments as of December 31, 2024 and 2023 **
    Notes to Consolidated Financial Statements **

     

    * Filed herewith.

    ** Filed with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed on March 20, 2025.

     

    Exhibits

     

    The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the SEC:

     

    Exhibit No.      Description
    3.1   Articles of Amendment and Restatement(1)
    3.2   Articles of Amendment(13)
    3.3   Second Amended and Restated Bylaws(13)
    4.1   Description of Securities(9)
    4.2   Indenture, dated July 28, 2022, by and between Runway Growth Finance Corp. and U.S. Bank Trust Company, National Association, as trustee(19)
    4.3   First Supplemental Indenture, dated July 28, 2022, by and between Runway Growth Finance Corp. and U.S. Bank Trust Company, National Association, as trustee(19)
    4.4   Form of Global Note 7.50% Note Due 2027 (included as part of Exhibit 4.3)(19)
    4.5   Second Supplemental Indenture, dated December 7, 2022, by and between Runway Growth Finance Corp. and U.S. Bank Trust Company, National Association, as trustee(20)
    4.6   Form of Global Note 8.00% Note Due 2027 (included as part of Exhibit 4.5)(20)

     

    5

     

     

    9.1   Voting Proxy of OCM Growth Holdings, LLC in favor of Runway Growth Credit Fund Inc.(3)
    10.1   Second Amended and Restated Investment Advisory Agreement between Runway Growth Credit Fund Inc. and Runway Growth Capital LLC, as the investment adviser(4)
    10.2   Third Amended and Restated Investment Advisory Agreement between Runway Growth Finance Corp. and Runway Growth Capital LLC, as the investment adviser(26)
    10.3   Amended and Restated Administration Agreement between Runway Growth Credit Fund Inc. and Runway Administrator Services, LLC, as the administrator(12)
    10.4   Stockholder Agreement between Runway Growth Credit Fund Inc. and OCM Growth Holdings, LLC(1)
    10.5   Custody Agreement between Runway Growth Credit Fund Inc. and U.S. Bank National Association, as the custodian dated as of December 16, 2016(1)
    10.6   First Amendment to Custody Agreement between Runway Growth Finance Corp. and U.S. Bank National Association, as the custodian, dated as of August 3, 2023(23)
    10.7   Amended and Restated Dividend Reinvestment Plan(17)
    10.8   Form of Indemnification Agreement(5)
    10.9   Trademark License Agreement by and between Runway Growth Capital LLC and the Runway Growth Finance Corp.(16)
    10.10   Transfer Agent Agreement by and between American Stock Transfer & Trust Company, LLC and the Registrant(7)
    10.11   Credit Agreement, dated as of May 31, 2019, by and among the Company, as borrower, KeyBank National Association, as administrative agent and syndication agent, CIBC Bank USA, as documentation agent, U.S. Bank National Association, as paying agent, the guarantors from time to time party thereto, and the lenders from time to time party thereto(8)
    10.12   First Amendment to Credit Agreement, dated as of November 10, 2020, among the Company, as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; and U.S. Bank National Association, as paying agent(10)
    10.13   Second Amendment to Credit Agreement, dated as of December 2, 2020, among the Company, as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; MUFG Union Bank, N.A., as co-documentation agent and lender; and U.S. Bank National Association, as paying agent(11)
    10.14   Third Amendment to Credit Agreement, dated as of June 1, 2021, among the Company, as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; MUFG Union Bank, N.A., as co-documentation agent and lender; and U.S. Bank National Association, as paying agent(14)
    10.15   Fourth Amendment to Credit Agreement, dated as of August 3, 2021, among Runway Growth Credit Fund Inc., as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; MUFG Union Bank, N.A. as co-documentation agent and lender; and U.S. Bank National Association, as paying agent(12)

     

    6

     

     

    10.16   Master Note Purchase Agreement, dated December 10, 2021, by and among Runway Growth Finance Corp. and the Purchasers signatory thereto(15)
    10.17   First Supplement to Note Purchase Agreement, dated April 13, 2023, by and between Runway Growth Finance Corp. and the Purchasers party thereto(22)
    10.18   Fifth Amendment to Credit Agreement, dated as of October 19, 2021, among Runway Growth Finance Corp., as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; MUFG Union Bank, N.A. as co-documentation agent and lender; and U.S. Bank National Association, as paying agent(17)
    10.19   Amended and Restated Credit Agreement, dated as of April 20, 2022, among Runway Growth Finance Corp., as borrower; the financial institutions party thereto as lenders; KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent and lender; MUFG Union Bank, N.A. as co-documentation agent and lender; and U.S. Bank National Association, as paying agent(18)
    10.20   Second Amendment to the Amended and Restated Credit Agreement, dated as of January 4, 2023, among Runway Growth Finance Corp., as borrower; the financial institutions parties thereto as lenders; and KeyBank National Association, as administrative agent and lender; CIBC Bank USA, as documentation agent; MUFG Union Bank, Ltd (as successor-in-interest to MUFG Union Bank, N.A.), as documentation agent; and U.S. Bank Trust Company, National Association, as paying agent(21)
    10.21   Third Amendment to the Amended and Restated Credit Agreement, dated as of March 24, 2023, among Runway Growth Finance Corp., as borrower, the financial institutions party thereto as lenders, KeyBank National Association, as administrative and lender, CIBC Bank USA, as documentation, MUFG Bank, Ltd. (as successor in interest to MUFG Bank, N.A.), as co-documentation agent, and U.S. Bank Trust Company, National Association, as paying agent(28)
    10.22   Fourth Amendment to the Amended and Restated Credit Agreement, dated as of December 4, 2023, among Runway Growth Finance Corp., as borrower, the financial institutions party thereto as lenders, KeyBank National Association, as administrative agent and lender, CIBC Bank USA, as documentation agent, MUFG Bank, Ltd. (as successor in interest to MUFG Union Bank, N.A.), as co-documentation agent, and U.S. Bank Trust Company, National Association, as paying agent(24)
    10.23   Joinder Agreement and Facility Amount Increase, dated as of December 4, 2023, among Runway Growth Finance Corp., as borrower, the financial institutions party thereto as lenders, and KeyBank National Association, as administrative agent(24)
    10.24   Fifth Amendment to the Amended and Restated Credit Agreement, dated as of November 22, 2024, among Runway Growth Finance Corp., as borrower, the financial institutions party thereto as lenders, KeyBank National Association, as administrative agent and lender, CIBC Bank USA, as documentation agent, MUFG Bank, Ltd. (as successor in interest to MUFG Union Bank, N.A.), as co-documentation agent, and U.S. Bank Trust Company, National Association, as paying agent(28)
    10.25   Sixth Amendment to the Amended and Restated Credit Agreement, dated as of March 18, 2025, among Runway Growth Finance Corp., as borrower, the financial institutions party thereto as lenders, KeyBank National Association, as administrative agent and lender, CIBC Bank USA, as documentation agent, MUFG Bank, Ltd. (as successor in interest to MUFG Union Bank, N.A.), as co-documentation agent, and U.S. Bank Trust Company, National Association, as paying agent (29)
    11.1   Computation of Per Share Earnings (Included in the notes to the consolidated financial statements contained in this report) (29)

     

    7

     

     

    14.1   Joint Code of Ethics(25)
    19.1   Insider Trading Policy and Procedures(29)
    21.1   List of Subsidiaries: P3 Holdco LLC – Delaware
    23.1   Consent of RSM US LLP(29)
    23.2   Consent of Deloitte & Touche LLP*
    31.1   Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended*
    31.2   Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended*
    32.1   Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(29)
    32.2   Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(29)
    97.1   Policy Relating to Recovery of Erroneously Awarded Compensation(29)
    101.INS   Inline XBRL Instance Document-the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document
    101.SCH   Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
    104   Cover page formatted as Inline XBRL and contained in Exhibit 101

     

     

    * Filed herewith.

     

    (1) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 19, 2016.

    (2) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on June 14, 2017.

    (3) Previously filed as an exhibit to the Company’s Annual Report on Form 10-K filed with the SEC on March 29, 2017.

    (4) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on May 28, 2021.

    (5) Previously filed as an exhibit to the Company’s Registration Statement on Form 10 (File No. 000-55544) filed with the SEC on February 12, 2016.

    (6) Previously filed as an exhibit to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 9, 2017.

    (7) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 28, 2018.

    (8) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on June 06, 2019.

    (9) Previously filed as an exhibit to the Company’s Annual Report on Form 10-K filed with the SEC on March 20, 2020.

    (10) Previously filed as an exhibit to the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 12, 2020.

    (11) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 4, 2020.

    (12) Previously filed as an exhibit to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 5, 2021.

    (13) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on August 19, 2021.

    (14) Previously filed as an exhibit to the Company’s Registration Statement on Form N-2 (File No. 333-259824) filed with the SEC on September 27, 2021.

    (15) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 13, 2021.

    (16) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on September 23, 2021.

    (17) Previously filed as an exhibit to the Company’s Annual Report on Form 10-K filed with the SEC on March 14, 2022.

    (18) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on April 20, 2022.

    (19) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on July 28, 2022.

     

    8

     

     

    (20) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2022.

    (21) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on January 9, 2023.

    (22) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on April 14, 2023.

    (23) Previously filed as an exhibit to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 8, 2023.

    (24) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on December 6, 2023.

    (25) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on January 29, 2025.

    (26) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed with the SEC on January 31, 2025.

    (27) Previously filed as an exhibit to the Company’s Registration Statement on Form N-2 filed with the SEC on February 7, 2025.

    (28) Previously filed as an exhibit to the Company’s Registration Statement on Form N-2/A filed with the SEC on March 19, 2025.

    (29) Previously filed as an exhibit to the Company’s Annual Report on Form 10-K filed with the SEC on March 20, 2025.

     

    9

     

     

    SIGNATURES

     

    Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

     

    RUNWAY GROWTH FINANCE CORP.

     

    Date: March 27, 2025  
      By:
        /s/ R. David Spreng
        R. David Spreng
        President and Chief Executive Officer
        (Principal Executive Officer)

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

     

    Date: March 27, 2025 By:
      /s/ R. David Spreng
      R. David Spreng
      President and Chief Executive Officer
      (Principal Executive Officer)
       
    Date: March 27, 2025 By:
      /s/ Thomas B. Raterman
      Thomas B. Raterman
      Chief Financial Officer, Chief Operating Officer, Treasurer and Secretary
      (Principal Financial and Accounting Officer)
       
    Date: March 27, 2025 By:
      /s/ Ted Goldthorpe
      Ted Goldthorpe
      Chairman of the Board of Directors
       
    Date: March 27, 2025 By:
      /s/ Gary Kovacs
      Gary Kovacs
      Director
       
    Date: March 27, 2025 By:
      /s/ Catherine Frey
      Catherine Frey
      Director
       
    Date: March 27, 2025 By:
      /s/ Julie Persily
      Julie Persily
      Director
       
    Date: March 27, 2025 By:
      /s/ Jennifer Kwon Chou
      Jennifer Kwon Chou
      Director

     

    10

     

     

    Date: March 27, 2025 By:
      /s/ Robert Warshauer
      Robert Warshauer
      Director
       
    Date: March 27, 2025 By:
      /s/ Alexander Duka
      Alexander Duka
      Director

     

    11

     

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      Delivered Total and Net Investment Income of $35.4 million and $15.6 million, Respectively Investment Portfolio of $1.0 billion Conference Call Today, Monday, May 12, 2025 at 5:00 p.m. ET MENLO PARK, Calif., May 12, 2025 (GLOBE NEWSWIRE) -- Runway Growth Finance Corp. (NASDAQ:RWAY) ("Runway Growth" or the "Company"), a leading provider of flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity, today announced its financial results for the first quarter ended March 31, 2025. First Quarter 2025 Highlights Total investment income of $35.4 millionNet investment income of $15.6 million, or $0.42 per shareNet asset value of $503.3 million, o

      5/12/25 4:05:29 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance Corp. Announces Second Quarter Regular Dividend of $0.33 and $0.02 Supplemental Distribution

      MENLO PARK, Calif., May 08, 2025 (GLOBE NEWSWIRE) -- Runway Growth Finance Corp. (NASDAQ:RWAY) ("Runway Growth" or the "Company"), a leading provider of flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity, today announced that its Board of Directors has declared a second quarter 2025 regular cash distribution of $0.33 per share. In addition, the Board of Directors declared a supplemental dividend of $0.02 per share, for the second quarter of 2025. The following shows the key dates of the second quarter 2025 dividend, including the supplemental dividend: Declaration Date: May 7, 2025Record Date: May 19, 2025Payment Date: June 3, 2025 Ru

      5/8/25 8:30:33 AM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance Corp. Reschedules Release of First Quarter 2025 Financial Results and Conference Call

      MENLO PARK, Calif., May 01, 2025 (GLOBE NEWSWIRE) -- Runway Growth Finance Corp. (NASDAQ:RWAY) ("Runway Growth"), a leading provider of flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity, today announced that it has rescheduled its previously announced release of first quarter 2025 financial results to after market close on Monday, May 12, 2025. Runway Growth will now host a conference call and simultaneous webcast to discuss its first quarter 2025 financial results on a conference call that day at 2:00 p.m. PT (5:00 p.m. ET). To participate in the conference call or webcast, participants should register online at the Runway Growth Inve

      5/1/25 4:15:31 PM ET
      $RWAY
      Finance: Consumer Services
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    SEC Filings

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    • SEC Form 10-Q filed by Runway Growth Finance Corp.

      10-Q - Runway Growth Finance Corp. (0001653384) (Filer)

      5/12/25 4:06:00 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance Corp. filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits

      8-K - Runway Growth Finance Corp. (0001653384) (Filer)

      5/12/25 4:05:27 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance Corp. filed SEC Form 8-K: Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

      8-K - Runway Growth Finance Corp. (0001653384) (Filer)

      5/8/25 8:30:07 AM ET
      $RWAY
      Finance: Consumer Services
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    Insider Trading

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    • Large owner Ocm Growth Holdings Llc sold $10,350,000 worth of shares (1,000,000 units at $10.35) (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      4/3/25 6:34:02 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • President and CEO Spreng R David disposed of $666,349 worth of shares (61,986 units at $10.75) and acquired $329,344 worth of shares (30,637 units at $10.75), increasing direct ownership by 43% to 101,169 units (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      4/1/25 7:22:51 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Officer Raterman Thomas B. disposed of $666,349 worth of shares (61,986 units at $10.75) and acquired $198,204 worth of shares (18,438 units at $10.75), increasing direct ownership by 67% to 45,879 units (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      4/1/25 7:20:07 PM ET
      $RWAY
      Finance: Consumer Services
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    Leadership Updates

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    • Runway Growth Capital Appoints Rachel Goldstein as Senior Vice President of Growth at the Firm

      WOODSIDE, Calif., Feb. 10, 2022 /PRNewswire/ -- Runway Growth Capital LLC ("Runway" or the "Company"), a leading provider of growth loans to both venture and non-venture backed companies seeking an alternative to raising equity, today announced that it has hired Rachel Goldstein as Senior Vice President of Growth to improve the quantity and quality of deal flow. She will report to Mark Donnelly, Managing Director and Head of Origination at Runway. In this newly created role, Ms. Goldstein will be charged with growing the deal pipeline and implementing operational best practice

      2/10/22 8:30:00 AM ET
      $RWAY
      Finance: Consumer Services
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    • Runway Growth Finance downgraded by Wells Fargo with a new price target

      Wells Fargo downgraded Runway Growth Finance from Overweight to Equal Weight and set a new price target of $9.50

      5/28/25 8:11:32 AM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance upgraded by Wells Fargo

      Wells Fargo upgraded Runway Growth Finance from Equal Weight to Overweight

      12/2/24 10:08:11 AM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance upgraded by Compass Point with a new price target

      Compass Point upgraded Runway Growth Finance from Neutral to Buy and set a new price target of $11.25 from $12.75 previously

      8/15/24 11:26:06 AM ET
      $RWAY
      Finance: Consumer Services
      Finance

    $RWAY
    Press Releases

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    • Runway Growth Finance Corp. Reports First Quarter 2025 Financial Results

      Delivered Total and Net Investment Income of $35.4 million and $15.6 million, Respectively Investment Portfolio of $1.0 billion Conference Call Today, Monday, May 12, 2025 at 5:00 p.m. ET MENLO PARK, Calif., May 12, 2025 (GLOBE NEWSWIRE) -- Runway Growth Finance Corp. (NASDAQ:RWAY) ("Runway Growth" or the "Company"), a leading provider of flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity, today announced its financial results for the first quarter ended March 31, 2025. First Quarter 2025 Highlights Total investment income of $35.4 millionNet investment income of $15.6 million, or $0.42 per shareNet asset value of $503.3 million, o

      5/12/25 4:05:29 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Finance Corp. Announces Second Quarter Regular Dividend of $0.33 and $0.02 Supplemental Distribution

      MENLO PARK, Calif., May 08, 2025 (GLOBE NEWSWIRE) -- Runway Growth Finance Corp. (NASDAQ:RWAY) ("Runway Growth" or the "Company"), a leading provider of flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity, today announced that its Board of Directors has declared a second quarter 2025 regular cash distribution of $0.33 per share. In addition, the Board of Directors declared a supplemental dividend of $0.02 per share, for the second quarter of 2025. The following shows the key dates of the second quarter 2025 dividend, including the supplemental dividend: Declaration Date: May 7, 2025Record Date: May 19, 2025Payment Date: June 3, 2025 Ru

      5/8/25 8:30:33 AM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Runway Growth Capital Announces $40 Million Investment in Autobooks to Accelerate Strategic Growth, Including Its Acquisition of Allied Payment Network

      The funding will enable Autobooks to expand its market presence, enhance its integrated financial technology solutions, and support its strategic growth initiatives. MENLO PARK, Calif., May 8, 2025 /PRNewswire/ -- Runway Growth Capital LLC ("Runway"), a leading provider of growth loans to venture and non-venture-backed companies seeking an alternative to raising equity, today announced a recently originated $40 million senior secured term loan to Autobooks, a financial technology innovator providing integrated payment, invoicing, and accounting solutions specifically tailored for small and medium sized businesses. The capital investment will support Autobooks' continued expansion, including

      5/8/25 8:30:00 AM ET
      $RWAY
      Finance: Consumer Services
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    $RWAY
    Large Ownership Changes

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    • Amendment: SEC Form SC 13D/A filed by Runway Growth Finance Corp.

      SC 13D/A - Runway Growth Finance Corp. (0001653384) (Subject)

      11/14/24 7:44:26 PM ET
      $RWAY
      Finance: Consumer Services
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    • Amendment: SEC Form SC 13D/A filed by Runway Growth Finance Corp.

      SC 13D/A - Runway Growth Finance Corp. (0001653384) (Subject)

      6/12/24 8:49:26 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • SEC Form SC 13D/A filed by Runway Growth Finance Corp. (Amendment)

      SC 13D/A - Runway Growth Finance Corp. (0001653384) (Subject)

      5/16/24 4:16:35 PM ET
      $RWAY
      Finance: Consumer Services
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    Insider Purchases

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    • President and CEO Spreng R David bought $10,340 worth of shares (1,000 units at $10.34), increasing direct ownership by 1% to 70,532 units (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      12/19/24 8:13:52 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • Officer Raterman Thomas B. bought $89,615 worth of shares (8,803 units at $10.18) (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      11/22/24 4:31:22 PM ET
      $RWAY
      Finance: Consumer Services
      Finance
    • President and CEO Spreng R David bought $89,615 worth of shares (8,803 units at $10.18) (SEC Form 4)

      4 - Runway Growth Finance Corp. (0001653384) (Issuer)

      11/22/24 4:30:07 PM ET
      $RWAY
      Finance: Consumer Services
      Finance