On March 14, 2013, Fifth Street Finance Corp. (the "Company") held its 2013 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the Company submitted three proposals to the vote of the stockholders, which are described in detail in the Company's proxy statement dated February 1, 2013. As of January 18, 2013, the record date, 105,943,185 shares of common stock were eligible to vote.

Proposal 1. The Company's stockholders elected three directors of the Company, each of whom will serve until the 2016 Annual Meeting of Stockholders, or until their successors are duly elected and qualified. The tabulation of votes was:

Name                     Votes For        Votes Against       Abstain       Broker Non-Votes
Richard P. Dutkiewicz     42,790,300           1,234,966       270,202             44,527,699
Frank C. Meyer            42,836,285           1,197,347       261,836             44,527,699
Douglas F. Ray            42,847,072           1,180,725       267,671             44,527,699

Proposal 2. The Company's stockholders ratified the selection of PricewaterhouseCoopers LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2013. The tabulation of votes was:

Votes For Votes Against Abstain 88,130,020 416,867 276,280

Proposal 3. The Company's stockholders approved a proposal to amend the Restated Certificate of Incorporation of the Company to increase the number of authorized shares of common stock, from 150,000,000 to 250,000,000 shares. The tabulation of votes was:

Votes For Votes Against Abstain 74,723,414 12,449,096 1,650,657