Item 1.01. Entry into a Material Definitive Agreement





Underwriting Agreement

On June 8, 2022, Horizon Technology Finance Corporation (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") by and among the Company, Horizon Technology Finance Management LLC and Keefe, Bruyette & Woods, Inc., as representative of each of the several underwriters named in Schedule I thereto, in connection with the issuance and sale of $50.0 million aggregate principal amount of the Company's 6.250% Notes due 2027 (the "Offering"). The closing of the Offering is expected to occur on June 15, 2022, subject to customary closing conditions. The Company also granted the underwriters a 30-day option to purchase up to an additional $7.5 million in aggregate principal amount of the Notes to cover overallotments, if any.

The Offering was made pursuant to the Company's effective shelf registration statement on Form N-2 (Registration No. 333-255716) previously filed with the Securities and Exchange Commission (the "SEC"), as supplemented by a preliminary prospectus supplement dated June 8, 2022 and a final prospectus supplement dated June 9, 2022. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits





(d) Exhibits.



Exhibit
Number                                  Description
  1.1        Underwriting Agreement, dated as of June 8, 2022, by and among
           Horizon Technology Finance Corporation, Horizon Technology Finance
           Management LLC and Keefe, Bruyette & Woods, Inc.




                                       2

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