**Exhibit 10.1**

** **

 

**DIVIDEND REINVESTMENT PLAN** 

**OF** 

**SILVER SPIKE INVESTMENT CORP.**

 

Silver Spike Investment Corp., a Maryland corporation(the “***Company***”), hereby adopts the following dividend reinvestment plan (the “***Plan***”)with respect to cash dividends or distributions declared by the Board of Directors of the Company (the “***Board***”)on shares of the Company’s common stock (the “***Common Stock***”):

 

1.       Unlessa stockholder specifically elects to receive cash pursuant to paragraph 4 below, all cash dividends or distributions, net of any applicablewithholding tax, hereafter declared by the Board shall be reinvested by the Company in shares of Common Stock on behalf of each stockholder,and no action shall be required on such stockholder’s part to receive such Common Stock.

 

2.       Suchcash dividends or distributions shall be payable on such date or dates (each, a “***Payment Date***”) as may be fixedfrom time to time by the Board to stockholders of record at the close of business on the record date(s) established by the Board for thecash dividend or distribution involved.

3.       With respect to each cashdividend or distribution, the Board reserves the right to either issue new shares of Common Stock or purchase shares of Common Stock inthe open market for the accounts of Participants (as defined below) in connection with implementation of the Plan. If newly issued sharesof Common Stock are used to implement the Plan and the most recently computed net asset value per share exceeds the market price per shareon the Payment Date, the number of shares of Common Stock to be issued to a Participant shall be determined by dividing the total dollaramount of the cash dividend or distribution payable to such Participant by the market price per share of the Common Stock at the closeof regular trading on the NASDAQ Stock Market on the Payment Date, or if no sale is reported for such day, the average of the reportedbid and asked prices. If newly issued shares of Common Stock are used to implement the Plan and the market price per share on the PaymentDate exceeds the most recently computed net asset value per share, the number of shares of Common Stock to be issued to a Participantshall be determined by dividing the total dollar amount of the cash dividend or distribution payable to such Participant by the greaterof (i) the most recently computed net asset value per share and (ii) 95% of the market price per share (or such lesser discount to themarket price per share that still exceeds the most recently computed net asset value per share) of the Common Stock at the close of regulartrading on the NASDAQ Stock Market on the Payment Date, or, if no sale is reported for such day, the average of the reported bid and askedprices. If shares of Common Stock are purchased in the open market to implement the Plan, the number of

 

 

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shares ofCommon Stock to be issued to a Participant shall be determined by dividing the total dollar amount of the cash dividend or distributionpayable to such Participant by the weighted average price per share, excluding any brokerage charges or other charges, of all sharesof Common Stock purchased by the Plan Administrator in the open market in connection with the cash dividend or distribution.

 

4.       A stockholdermay elect to receive an entire cash dividend or distribution in cash. To exercise this option, such stockholder shall notify ALPS FundServices, Inc. (the “***Plan Administrator***”), in writing so that such notice is received by the Plan Administratorno later than three (3) days prior to the Payment Date for the cash dividend or distribution involved. Such election shall remain in effectuntil the stockholder shall notify the Plan Administrator in writing of such stockholder’s withdrawal of the election, which noticeshall be delivered to the Plan Administrator no later than three (3) days prior to the Payment Date for the cash dividend or distributioninvolved.

 

5.       ThePlan Administrator will set up an account for shares of Common Stock acquired pursuant to the Plan for each stockholder who has not soelected to receive a cash dividend or distribution in cash (each a “***Participant***”). The Plan Administrator mayhold each Participant’s shares of Common Stock, together with the shares of other Participants, in non-certificated form in thePlan Administrator’s name or that of its nominee. The number of shares of Common Stock to be issued to a Participant pursuant tothe Plan will be rounded down to the nearest whole share to avoid the issuance of fractional shares, with any fractional shares beingpaid in cash.

 

6.       ThePlan Administrator will confirm to each Participant each issuance of shares of Common Stock made to such Participant pursuant to the Planas soon as practicable following the date of such issuance.

 

7.       ThePlan Administrator will forward to each Participant any Company-related proxy solicitation materials and each Company report or othercommunication to stockholders. Any shares held by a Participant under the Plan will be voted in accordance with the instructions set forthon proxies returned by the Participant to the Company.

 

8.       Inthe event that the Company makes available to its stockholders rights to purchase additional shares or other securities, the shares ofCommon Stock held by the Plan Administrator for each Participant under the Plan will be added to any other shares held by the Participantin calculating the number of rights to be issued to the Participant.

 

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9.       ThePlan Administrator’s service fee, if any, and expenses for administering the Plan will be paid for by the Company.

 

10.       EachParticipant may terminate his or its account under the Plan by so notifying the Plan Administrator in writing. Such termination will beeffective immediately if the Participant’s notice is received by the Plan Administrator not less than three (3) days prior to anycash dividend or distribution Payment Date; otherwise, such termination will be effective only with respect to any subsequent cash dividendor distribution. The Plan may be terminated by the Company upon notice in writing mailed to each Participant at least thirty (30) daysprior to any record date for the payment of any cash dividend or distribution by the Company. Upon any termination of the Plan by theCompany, or by a Participant of its or his account under the Plan, the Plan Administrator will cause shares of Common Stock held for theParticipant under the Plan to be credited to the Participant in book-entry form with the Company’s transfer agent.

 

11.       Theseterms and conditions may be amended or supplemented by the Company at any time but, except when necessary or appropriate to comply withapplicable law or the rules or policies of the Securities and Exchange Commission or any other regulatory authority, only by mailing toeach Participant appropriate written notice at least thirty (30) days prior to the effective date thereof. The amendment or supplementshall be deemed to be accepted by each Participant unless, prior to the effective date thereof, the Plan Administrator receives writtennotice from the Participant of the termination of such Participant’s account under the Plan. Any such amendment or supplement mayinclude an appointment by the Plan Administrator, in its place and stead, of a successor agent under these terms and conditions, withfull power and authority to perform all or any of the acts to be performed by the Plan Administrator under these terms and conditions.Upon any such appointment of any agent for the purpose of receiving cash dividends or distributions, the Company will be authorized topay to such successor agent, for each Participant’s account, all cash dividends or distributions payable on shares of Common Stockheld in the Participant’s name, or under the Plan, for retention or application by such successor agent as provided in these termsand conditions.

 

12.       ThePlan Administrator will at all times act in good faith and use its best efforts within reasonable limits to ensure its full and timelyperformance of all services to be performed by it under this Plan and to comply with applicable law, but assumes no responsibility, andshall not be liable, for loss or damage due to errors, unless any such error is caused by the Plan Administrator’s negligence,bad faith or willful misconduct, or that of its employees or agents.

 13.       These terms and conditions shall be governed by the laws of theState of New York, without regard to the conflicts of law principles thereof, to the extent such principles would require or permit theapplication of the laws of another jurisdiction.

 

 

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