Saratoga Investment Corp 8.00% Notes Due 2027

We are offering $40,000,000 in aggregate principal amount of 8.00% notes due 2027, which we refer to as the “Notes.” The Notes will mature on October 31, 2027. We will pay interest on the Notes on February 28, May 31, August 31, and November 30 of each year, beginning on February 28, 2023. We may redeem the Notes in whole or in part at any time or from time to time on or after October 27, 2024, at the redemption price of par, plus accrued interest, as set forth under the section titled “Description of the Notes — Optional Redemption” in this prospectus supplement. The Notes will be issued in minimum denominations of $25 and integral multiples of $25 in excess thereof. The Notes will rank pari passu with, or equal to, our general liabilities (other than amounts outstanding under the Encina Credit Facility). In total, these general liabilities were $11.9 million as of October 18, 2022. We currently do not have outstanding debt that is subordinated to the Notes and do not currently intend to issue indebtedness that expressly provides that it would be subordinated to the Notes. Therefore, the Notes will not be senior to any of our indebtedness or obligations.