On December 7, 2022, Hennessy Advisors, Inc. appointed Kiera Newton to the Company's Board of Directors, effective December 8, 2022. Ms. Newton will serve until the Company's annual meeting of shareholders to be held in 2023 and until her successor is duly elected and qualified. The Board has determined that Ms. Newton is independent within the meaning of Nasdaq Marketplace Rule 5606(a)(2).

The Board also appointed Ms. Newton to the Audit Committee of the Board and the Audit Committee designated her as its Chair. Ms. Newton will receive compensation as a non-management director in accordance with the Company's non-management director compensation practices as described in the section titled “Corporate Governance Practices–Director Compensation” of the Company's Annual Meeting Proxy Statement filed with the Securities and Exchange Commission from time to time. On December 8, 2022, as part of a periodic Board refreshment process, Daniel G. Libarle, Rodger Offenbach, and Daniel B. Steadman were not nominated for reelection to the Board and are transitioning to serve on the Company's Advisory Committee.

In connection with Ms. Newton's appointment and the refreshment process, the Board has set its size at eight members.