CAPITAL SOUTHWEST CORP

(a)Item 7.01 Regulation FD Disclosure.

Starting in July 2025, the Company began paying its regular, quarterly dividend in three equal installments of $0.1934 per share in July, August and September 2025. The Board has continued this practice each quarter since July of 2025. In each case, the Board declared a regular dividend of $0.58 per share for each quarter, but authorized the payment of such dividend to be made in three equal installments. Beginning in April 2026, certain purported holders of the 2029 Convertible Notes have reached out to the Company and asserted that the Company has failed to make required conversion rate adjustments under Section 14.04(d) of the sixth supplemental indenture relating to the 2029 Convertible Notes (the “Supplemental Indenture”). The Company received a letter from counsel for one purported noteholder and from counsel for a purported majority of noteholders on June 4, 2026, and July 10, 2026, respectively, raising a similar assertion. The purported noteholders claim that when the Company began paying its quarterly dividend in three equal installments, it was no longer paying “a regular, quarterly cash dividend that does not exceed $0.58 per share” and the Company was required to adjust the conversion rate with respect to each payment.

The Company believes such claims are wrong as a matter of contract language, wrong as a matter of commercial logic and an attempt to extract excess value not due to noteholders under the Supplemental Indenture. To protect the holders of the 2029 Convertible Notes from the dilutive effect of dividends, Section 14.04(d) of the Supplemental Indenture includes specific protection against the dilutive effect of the Company’s dividends in excess of a regular, quarterly cash dividend that does not exceed $0.58 per share. The Company believes that under the Supplemental Indenture, to the extent that the Company’s three monthly dividend installments of $0.1934 per share are, in aggregate, not in excess of $0.58 per share, the Company is not required to adjust the conversion rate. Since the 2029 Convertible Notes were issued, the Company has paid its $0.58 per share quarterly dividend, and also has paid a supplemental dividend in an amount between $0.05 to $0.06 per share quarterly. The Company believes it has complied with Section 14.04(d), has adjusted the conversion rate to account for the supplemental dividend, and that splitting up the regular dividend payments in no way alters the protection against dilution built into the terms of the Supplemental Indenture. The Company believes noteholders’ interpretation of Section 14.04(d), if adopted would result in noteholders possessing more shares on conversion despite the Company’s otherwise identical performance. See “Additional Risks Associated with the 2029 Convertible Notes” under Item 1A. Risk Factors for more information.

The information disclosed herein shall be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall be deemed incorporated by reference into the Company’s filings made under the Securities Act of 1933, as amended.

(b) None.

(c) For the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company has entered into any (i) contract, instruction or written plan for the purchase or sale of securities of the Company intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or (ii) anynon-Rule 10b5-1 trading arrangement.