Material Agreement Form 8 K

Item 1.01. Entry Into a Material Definitive Agreement.

On December 10, 2024, Gladstone Investment Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company, Gladstone Management Corporation, Gladstone Administration, LLC and Oppenheimer & Co. Inc., as representative of the several underwriters named therein, in connection with the issuance and sale of $110.0 million aggregate principal amount of the Company's 7.875% Notes due 2030 (the "Offering"). The Company has also granted the underwriters a 30-dayoption to purchase up to an additional $16,500,000 aggregate principal amount of the 7.875% Notes due 2030 to cover overallotments, if any. The closing of the Offering is expected to occur on December 17, 2024, subject to customary closing conditions.

The Offering was made pursuant to the Company's effective shelf registration statement on Form N-2(Registration No. 333-277452)previously filed with the Securities and Exchange Commission, as supplemented by a preliminary prospectus supplement dated December 9, 2024, the pricing term sheet dated December 10, 2024 and a final prospectus supplement dated December 10, 2024. This Current Report on Form 8-Kshall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

The description above is only a summary of the material provisions of the Underwriting Agreement and is qualified in its entirety by reference to a copy of the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-Kand incorporated by reference herein.