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Washington, D.C. 20549






Current Report Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):

March 13, 2023



(Exact name of registrant as specified in its charter)


Maryland   000-55544   47-5049745
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer Identification


205 N. Michigan Ave., Suite 4200

Chicago, Illinois 60601

(Address of principal executive offices and zip code)


Registrant’s telephone number, including area code: (312) 281-6270


Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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


Title of each class   Trading Symbol(s)   Name of each exchange on which
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


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. 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. ¨







Item 7.01. Regulation FD Disclosure


On March 13, 2023, Runway Growth Finance Corp. issued a press release providing a business update. A copy of the press release is attached hereto as Exhibit 99.1.


The information disclosed under Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits


(d) Exhibits:


99.1   Press Release, dated March 13, 2023.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)







Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


  By: /s/ Thomas B. Raterman
    Thomas B. Raterman
    Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary





Exhibit 99.1




Runway Growth Finance Corp. Provides Business Update


WOODSIDE, Calif., March 13, 2023—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, provided a business update in response to recent industry events concerning Silicon Valley Bank (“SVB”).


“We are encouraged by the decision of the Treasury, Federal Reserve, and FDIC to fully protect all SVB depositors,” said David Spreng, Founder and CEO of Runway Growth. “This action directly impacts our portfolio companies for the better. As we navigate the difficult waters ahead, management believes our focus on the latest stage companies will prove to be a differentiator in the venture debt space. Our 99% concentration in first lien loans protects our portfolio, as we are unencumbered by the complications of dealing with a senior lender. Further, our focus on first lien loans protects our investors from situations in which a second lien lender might find itself subordinated to the FDIC and precluded from taking action to preserve the value of a loan. Runway Growth will continue to prudently deploy leverage to fuel non-dilutive growth for our portfolio companies and returns for our shareholders.”


The Runway Growth management team is monitoring the venture market extremely closely. The Company does not have any deposits or loans with SVB, nor does the Company participate in any credit facilities agented by, or that include SVB as a lender.


Runway Growth continues to be focused on preserving the quality of its portfolio and has a strong track record of mitigating risk in all market environments.


About Runway Growth Finance Corp.


Runway Growth is a growing specialty finance company focused on providing flexible capital solutions to late- and growth-stage companies seeking an alternative to raising equity. Runway Growth is a closed-end investment fund that has elected to be regulated as a business development company under the Investment Company Act of 1940. Runway Growth is externally managed by Runway Growth Capital LLC, an established registered investment advisor that was formed in 2015 and led by industry veteran David Spreng. For more information, please visit www.runwaygrowth.com.


Forward-Looking Statements


Statements included herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance, condition or results and involve a number of risks and uncertainties, including the impact of COVID-19 and related changes in base interest rates and significant market volatility on our business, our portfolio companies, our industry and the global economy. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Runway Growth’s filings with the Securities and Exchange Commission. Runway Growth undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.


IR Contacts:


Stefan Norbom, Prosek Partners, snorbom@prosek.com

Thomas B. Raterman, Chief Financial Officer and Chief Operating Officer, tr@runwaygrowth.com