Filed Pursuant to Rule 424(b)(3)
File No. 333-237929
FLAT ROCK OPPORTUNITY FUND
SUPPLEMENT NO. 4, DATED FEBRUARY 10, 2022
TO THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION
DATED APRIL 30, 2021
This document supplements, and should be read in conjunction with, the Fund’s prospectus and statement of additional information, each dated April 30, 2021, relating to the Fund’s offering of up to $200,000,000 in Common Shares of Beneficial Interest (“Shares”). Terms used and not otherwise defined in this Supplement No. 4 shall have the same meanings as set forth in the Fund’s prospectus and/or statement of additional information.
The purpose of this supplement is to announce the completion of a preferred stock offering to a single institutional investor.
PREFERRED STOCK OFFERING
Effective January 28, 2022, the Fund supplemented its Second Amended and Restated Agreement and Declaration of Trust to establish a series of preferred stock, the 5.85% Series B Cumulative Term Preferred Shares due 2029, par value $0.001 per share (the “Series B Preferred Stock”), to authorize an unlimited number of shares and to approve the issuance of up to 2,000 shares of Series B Preferred Stock.
On January 28, 2022, the Fund completed a private offering of shares of its preferred stock, pursuant to which the Fund sold 2,000 shares of Series B Preferred Stock to a single institutional investor at an offering price of $9,750 per share, totaling $19,500,000 in gross proceeds. The Fund previously completed private offerings of $19,700,000 and $4,925,000 in aggregate amount of shares of its 6.00% Series A Cumulative Term Preferred Shares due 2029 (the “Series A Preferred Stock”) to the same institutional investor on October 26, 2021 and December 3, 2021, respectively.
