Hello, everyone, and welcome to the 2026 Annual Meeting of Stockholders for Barings BDC, Inc. Before we get started, I would like to go over a few items so you know how to participate in today's meeting. You have an opportunity to submit questions to today's presenters by typing your questions into the question box located on the virtual shareholder meeting site. You may send in your questions at any time during the meeting. We in the company will collect these and address appropriate questions during the Q&A session following the end of today's stockholder meeting. Today's meeting is being recorded. I would now like to introduce Mr. Thomas McDonnell of Barings BDC, Inc.
Good morning, ladies and gentlemen. My name is Thomas McDonnell, and I serve as Chief Executive Officer of Barings BDC. It is my pleasure on behalf of the company's Board of Directors and officers to welcome you to the company's 2026 Annual Meeting of Stockholders. You are participating in this meeting virtually. We are pleased to hold our Annual Stockholders Meeting virtually as we aim to increase access and participation. As a reminder, stockholders may submit questions at any time during this meeting by typing your questions into the question box located on the virtual shareholder meeting site. At this time, I am formally calling the annual meeting to order. I would like to take this opportunity to first introduce the executive officers and members of the company's Board of Directors who are in attendance today.
First, our President, Matthew Freund; our Chief Financial Officer and Chief Operating Officer, Elizabeth Murray; our Vice President and Co-Portfolio Manager, Bryan High; our Chief Legal Officer, Ashlee Steinnerd; our Chief Compliance Officer, Itzbell Branca; our Chief Accounting Officer, Rosa Epperson; and the Members of our Board of Directors, Eric Lloyd, David Mihalick, Mark Mulhern, Tom Okel, Jill Olmstead, John Switzer, Robert Knapp, Steve Byers, and Valerie Lancaster-Beal. In accordance with our bylaws, I will act as Chairman of the meeting, and Alexandra Pacini will act as Secretary of the meeting. Christopher Woods of American Election Services, LLC, has been appointed Inspector of Election for today's meeting. The Inspector will determine the presence of a quorum and serve as judge of voting on all matters requiring stockholder vote at this meeting.
I request that Mr. Woods file his oath of office with the company for inclusion in the records for this meeting. Will the Secretary please report on the proof of Notice of Meeting?
Yes. Thank you, Mr. Chairman. I have an affidavit of mailing from Broadridge Financial Solutions, Inc, the company's proxy solicitor, certifying as to the giving of notice of this meeting and the sending to stockholders of record as of March 6th, 2026, the Notice of Annual Meeting and Proxy Statement, all of which Broadridge commenced distributing to stockholders on March 10th, 2026. I also have a copy of the company's 2025 Annual Report, which includes financial statements certified by KPMG. A copy of this annual report was sent or made available to each stockholder entitled to vote at this meeting, and an electronic copy of the annual report is available free of charge on the company's website. The Notice of Meeting and the Affidavit of Mailing, together with the attachments thereto, will be filed with the records for this meeting.
Thank you, Ms. Pacini. As stated in the Notice of Annual Meeting, the principal item of business for consideration at this meeting is Proposal No. 1, to elect three Class II Directors, Mr. Steve Byers, Ms. Valerie Lancaster-Beal, and Mr. John A. Switzer, to serve for three-year terms and until their successors have been duly elected and qualified. At this meeting, we will first address certain procedural matters and then consider the proposal. Following the conclusion of voting on the proposal, we will adjourn the Stockholders' Meeting. After the adjournment of the meeting, we may address appropriate questions during the Q&A session. Will the Inspector of Election please present the report of attendance at this meeting so we can determine whether a quorum is present?
Mr. Chairman, on March 6, 2026, the record date for this annual meeting, there were outstanding and entitled to vote a total of 104,706,884 shares of common stock. There are 54,133,359 shares of common stock represented by proxy or attending this Annual Meeting, or approximately 51.69% of all shares entitled to vote at this meeting. As a result, a quorum is present at this annual meeting with respect to all matters.
Thank you. Since a quorum is present, this meeting will proceed. It is 8:35 A.M. on May 7th, 2026, and the polls for voting on all matters are open. All Barings BDC stockholders entitled to vote at the meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you have already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls, and the Inspector of Election will provide the preliminary report of results. We'll now move forward to review the proposal.
There were no stockholder nominations for proposals properly filed in accordance with the company's bylaws. Therefore, the business of this meeting is limited to the matters set forth in the Notice of Annual Meeting. The sole item of business on our agenda is Proposal No. 1, the election of three Class II Directors, each to serve for a three-year term as set forth in the company's proxy statement and listed on the proxy card. The nominees are Stephen Byers, Valerie Lancaster-Beal, and John A. Switzer. Information concerning their principal occupations, service as Barings BDC board members, skills and qualifications, and other matters which may be of interest are contained in the proxy statement. The company did not receive any nominations in accordance with the advance notice requirements of the bylaws. I hereby declare the nominations for Directors closed.
Each Director Nominee requires a majority of the votes cast for his or her election in order to be reelected by the stockholders at this meeting, which means that each Director Nominee must receive more votes cast for than against. This concludes discussion on all formal matters to be brought before the stockholders. The polls will close shortly. If you have not yet voted, please do so. Since everyone has had the opportunity to vote, it is now 8:37 A.M., and the polls are closed. The Inspector of Election will now announce the preliminary results.
On Proposal No. 1, the election of Directors, the votes cast for each of the board's nominees as listed in the proxy statement exceed the votes cast against each nominee's election. Each of Stephen Byers, Valerie Lancaster-Beal, and John A. Switzer is reelected as a Director of the company for a three-year term or until the election and qualification of his or her successor.
Thank you. We will file the final report of the Inspector of Election with the records of this meeting. We expect to report the results of the voting on a Form 8-K to be filed with the SEC within four business days of this meeting. The formal meeting is now completed and adjourned. Ms. Pacini, have any relevant questions been received?
No relevant questions have been received.
There being no questions to address at this time, on behalf of the Board of Directors, I would like to thank you for attending this meeting and for your continued support of the company. Have a great day.
The meeting has concluded. You may now disconnect.