On January 19, 2016, Princeton Capital Corporation (the "Company"), Princeton Advisory Group Inc. ("Princeton Group"), Gregory J. Cannella ("Cannella"), Munish Sood ("Sood"), Thomas Jones, Jr. ("Jones Jr.") and Trennis L. Jones on the one hand, entered into a settlement agreement with Capital Link Fund I, LLC ("Capital Link"), CT Horizon Legacy Fund, LP ("CT Horizon"), Capital Point Partners, LP ("CPP I"), and Sema4 Inc. on the other hand. CPP I is the Company's large stockholder. Concurrently with the execution of the Settlement Agreement by the parties, Thomas Jones, Jr. and Trennis L. Jones resigned as directors of the company effective as of one business day after the date on which the stockholders of the Company approve all of the Governance Matters, which is expected to occur at the Annual Meeting.

In addition, Gregory J. Cannella, the Chief Financial Officer of the Company, also resigned as a director, officer, manager, employee and/or consultant of the company and each of its portfolio companies effective as of one business day after the date on which the stockholders of the Company approve all of the Governance Matters. Effective January 18, 2016, the Board, in connection with the execution of the Settlement Agreement, approved an increase in the size of the Board from 5 to 6 directors with such vacancy designated as a Class III Director, with a term expiring 2017. The Board appointed Darren Stainrod and Martin Laidlaw to the Board, as Class I and Class III Directors, respectively, to fill the current vacancies on the Board.

Mr. Stainrod currently serves as a principal of Marbury Fund Services (Cayman) Limited. Mr. Stainrod has over 27 years of experience in the investment fund industry. Mr. Stainrod was appointed to the Board in accordance with the Settlement Agreement as a Class I Director with an initial term expiring on the date of the Company's annual meeting of stockholders in 2018.

Mr. Stainrod was also appointed as the Chairman of the Board, as well as chairman of the Company's Nominating and Corporate Governance Committee, a member of the Company's Audit Committee, and a member of the Company's Valuation Committee. Mr. Laidlaw currently serves as a director of Premier Fiduciary Services (Cayman) Ltd. Mr. Martin has over 25 years of experience in the offshore financial industry, an extensive range of experience with all forms of investment fund products, and has held numerous directorship positions for a wide variety of offshore fund vehicles. Mr. Laidlaw was appointed to the Board in accordance with the Settlement Agreement with an initial term expiring on the date of the Company's annual meeting of stockholders in 2017.

Mr. Laidlaw was appointed as the chairman of the Company's Audit Committee, the chairman of the Company's Valuation Committee, and a member of the Company's Nominating and Corporate Governance Committee. Mr. Laidlaw is an "audit committee financial expert" within the meaning of the rules of the U.S. Securities and Exchange Commission.