BROOKFIELD Corp /ON/ — Director's Dealing 2022

Feb 10, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Runway Growth Finance Corp. (RWAY)
CIK: 0001653384
Period of Report: 2022-01-24

Reporting Person: OCM Growth Holdings LLC (Director, 10% Owner)
Reporting Person: BAM Partners Trust (10% Owner)
Reporting Person: BROOKFIELD ASSET MANAGEMENT INC. (10% Owner)
Reporting Person: Oaktree Fund GP, LLC (10% Owner)
Reporting Person: OAKTREE FUND GP I, L.P. (10% Owner)
Reporting Person: Oaktree Capital I, L.P. (10% Owner)
Reporting Person: OCM HOLDINGS I, LLC (10% Owner)
Reporting Person: OAKTREE HOLDINGS, LLC (10% Owner)
Reporting Person: Oaktree Capital Group, LLC (10% Owner)
Reporting Person: Oaktree Capital Group Holdings GP, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-24	Common Stock, par value $0.01 per share	P	19840	$13.1323	Acquired	20312520	Direct
2022-01-25	Common Stock, par value $0.01 per share	P	19488	$12.9388	Acquired	20332008	Direct
2022-01-26	Common Stock, par value $0.01 per share	P	20000	$12.7206	Acquired	20352008	Direct
2022-01-27	Common Stock, par value $0.01 per share	P	19400	$12.8714	Acquired	20371408	Direct
2022-01-28	Common Stock, par value $0.01 per share	P	20365	$13.0085	Acquired	20391773	Direct
2022-01-31	Common Stock, par value $0.01 per share	P	19521	$12.6787	Acquired	20428267	Direct
2022-02-01	Common Stock, par value $0.01 per share	P	16973	$12.887	Acquired	20446498	Direct
2022-02-02	Common Stock, par value $0.01 per share	P	18231	$13.0313	Acquired	20460607	Direct
2022-02-03	Common Stock, par value $0.01 per share	P	14109	$133490.00	Acquired	20481007	Direct
2022-02-04	Common Stock, par value $0.01 per share	P	20400	$13.61	Acquired	20500767	Direct
2022-02-07	Common Stock, par value $0.01 per share	P	20800	$13.103	Acquired	20521567	Direct
2022-02-09	Common Stock, par value $0.01 per share	P	17566	$129977.00	Acquired	20539133	Direct

Footnotes

F1: Includes shares acquired pursuant to the issuer's dividend reinvestment plan.

F2: OCM Growth Holdings, LLC, a Delaware limited liability company ("LLC")("OCMGH"), directly owns 20,277,008 shares of the common stock (the "Common Stock") of Runway Growth Finance Corp. ("Issuer"). Brookfield Multi-Strategy Master Fund LP, a Cayman Island exempted limited partnership ("Master Fund LP"), directly owns 75,000 shares of Common Stock of the Issuer. This Form 4 is being filed by (i) Oaktree Fund GP, LLC, a Delaware LLC ("GP LLC"), in its capacity as manager of OCMGH, (ii) Oaktree GP I, L.P., a Delaware limited partnership ("GP I LLC"), in its capacity as managing member of GP LLC, (iii) Oaktree Capital I, L.P., a Delaware limited partnership ("Capital I"), in its capacity as general partner of GP I, (iv) OCM Holdings I, LLC, a Delaware LLC ("Holdings I"), in its capacity as general partner of Capital I, (v) Oaktree Holdings, LLC, a Delaware LLC ("Holdings"),

F3: (Continued from Footnote 2) in its capacity as managing member of Holdings I; (vi) Oaktree Capital Group, LLC, a Delaware LLC ("OCG"), in its capacity as managing member of Holdings; and (vii) Oaktree Capital Group Holdings GP, LLC, a Delaware LLC ("OCGH GP"), in its capacity as the indirect owner of the class B units of OCG; (viii) Brookfield Multi-Strategy Fund GP LLC, a Delaware LLC ("Multi-Fund Strategy Fund GP"), in its capacity as general partner of Master Fund LP; (xi) Brookfield BHS Advisors, LLC, a Delaware LLC ("BHS Advisors"), in its capacity as investment manager to Master Fund LP; (x) Brookfield Public Securities Group Holdings LLC, a Delaware LLC ("Securities Group Holdings"), in its capacity as managing manager of BHS Advisors; (xi) Brookfield US Inc., a Delaware corporation ("Brookfield US"), in its capacity as managing member of Securities Group Holdings;

F4: (Continued from Footnote 3) (xii) Brookfield US Holdings Inc., a Canadian corporation ("Brookfield US Holdings"), in its capacity as the sole shareholder of Brookfield US; (xiii) Brookfield Holdings Canada Inc., a Canadian corporation ("Brookfield Holdings Canada"), in its capacity as the sole shareholder of Brookfield US Holdings; (xiv) Brookfield Asset Management Inc., a Canadian corporation ("BAM"), in its capacity as the indirect owner of the class A units of OCG and sole shareholder of Brookfield Holdings Canada; and (xv) BAM Partners Trust, a trust formed under the laws of Ontario, in its capacity as the sole owner of Class B Limited Voting Shares of BAM.

F5: Each Reporting Person disclaims beneficial ownership of all equity securities reported herein except to the extent of its respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

F6: OCGH GP is managed by an executive committee consisting of Howard S. Marks, Bruce A. Karsh, Sheldon M. Stone, John B. Frank, and Jay S. Wintrob (the "OCGH GP Members"). In such capacity, the OCGH GP Members may be deemed to have indirect beneficial ownership of the Common Stock. Each OCGH GP Member expressly disclaims beneficial ownership of the Common Stock, except to the extent of his respective pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any such person is the beneficial owner of any equity securities covered by this Form 4.

F7: The Reporting Persons may be deemed directors by deputization by virtue of their right to designate representatives to be nominated by the Issuer to serve on the Issuer's board of directors.

F8: This transaction was effected pursuant to a Rule 10b-5 plan adopted by the Reporting Persons.