0001213900-22-001937 Sample Contracts

87,000,000 Principal Amount OXFORD LANE CAPITAL CORP.
Underwriting Agreement • January 13th, 2022 • Oxford Lane Capital Corp. • New York

Oxford Lane Capital Corp., a corporation incorporated under the laws of the State of Maryland (the “Fund”), is a non-diversified closed-end management investment company that has registered as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Fund proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) $87,000,000 in aggregate principal amount of its 5.00% Notes Due 2027 (the “Notes”). The Fund also proposes to sell to the several Underwriters up to an additional $13,000,000 aggregate principal amount of Notes (the “Additional Notes” and, together with the Notes, the “Securities”) if and to the extent that Ladenburg Thalmann & Co. Inc., as the representative of the Underwriters in the offering (the “Representative”), shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Notes granted to the Underwriters in Section 3 hereof. The Se

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SECOND SUPPLEMENTAL INDENTURE between OXFORD LANE CAPITAL CORP. and as Trustee Dated as of January 13, 2022 SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • January 13th, 2022 • Oxford Lane Capital Corp. • New York

THIS SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of January 13, 2022, is between Oxford Lane Capital Corp., a Maryland corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”). All capitalized terms used herein shall have the meaning set forth in the Base Indenture (as defined below).

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