Item 5.07. Submission of Matters to a Vote of Security Holders.

On September 29, 2020, Saratoga Investment Corp. (the "Company") held its 2020 Annual Meeting of Stockholders (the "Annual Meeting"). As of July 31, 2020, the record date for the Annual Meeting, 11,217,545 shares of common stock were eligible to be voted, and 6,293,837 of those shares were voted in person or by proxy at the Annual Meeting. The following matter was submitted at the Annual Meeting to the stockholders for consideration:

Proposal 1 - Election of Directors





            ·   To elect Michael J. Grisius and G. Cabell Williams each as a
                director of the Company, to serve until the 2023 Annual Meeting of
                Stockholders or until his successor is duly elected and qualified.

Each of the nominees were elected to serve until the 2023 Annual Meeting of Stockholders or until his successor is duly elected and qualified. The following votes were taken in connection with this proposal:





Director Nominee      Votes For       Votes Withheld    Broker Non-Votes

Michael J. Grisius     6,104,897           188,940             -
G. Cabell Williams     5,703,170           590,667             -

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