FIDUS INVESTMENT Corp
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001193125-26-211915
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001193125-26-337982
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 185 previous paragraphs and 196 current paragraphs.
141 unchanged; 37 reworded; 8 added; 6 removed; 1 previous and 10 current paragraphs rearranged.
Tables are not compared: 13 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (8)
Current report
$1.8 million decrease in fee income resulting from a decrease in prepayment and origination fees during 2026 as compared to the same period in 2025.
Current report
Below is a summary of the changes in total investment income for the six months ended June 30, 2026 as compared to the same period in 2025 (dollars in millions):
Current report
For the six months ended June 30, 2026, total investment income was $91.0 million, an increase of $14.5 million or 19.0%, from the $76.5 million of total investment income for the six months ended June 30, 2025. As reflected in the table above, the increase is primarily attributable to the following:
Current report
For the six months ended June 30, 2026, total expenses, including the base management fee waiver and income tax provision, were $47.7 million, an increase of $8.1 million or 20.4%, from the $39.6 million of total expenses, including the base management fee waiver and income tax provision, for the six months ended June 30, 2025. As reflected in the table above, changes across periods were primarily attributable to the following:
Current report
$0.8 million increase in professional fees due to increased proxy solicitation fees, legal, audit and tax compliance expenses during 2026 as compared to 2025.
Current report
Net investment income increased by $6.4 million, or 17.6%, to $43.3 million during the six months ended June 30, 2026 as compared to the same period in 2025, as a result of the $14.5 million increase in total investment income, partially offset by the $8.1 million increase in total expenses, including base management fee waiver and income tax provision.
Current report
On May 29, 2026, we closed the private placement of $120.0 million in aggregate principal amount of our 6.625% senior unsecured notes due 2029, or the “June 2029 Notes”, in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The total net proceeds to us from the June 2029 Notes, based on an issue price of 99.45% of par, after deducting the placement agent fee of $1.5 million and estimated offering expenses of $0.3 million were approximately $117.6 million. The June 2029 Notes will mature on June 1, 2029 and bear interest at a rate of 6.625%. Interest on the June 2029 Notes is payable on June 1 and December 1 of each year, beginning December 1, 2026. The June 2029 Notes may be redeemed in whole or in part at any time or from time to time at our option subject to a make whole provision if redeemed before March 1, 2029 (the date falling three months prior to maturity) and at par thereafter. In connection with the issuance and sale of the June 2029 Notes, we entered into a registration rights agreement, dated as of May 29, 2026 (the “Registration Rights Agreement”), with the institutional purchasers (the “Purchasers”). Pursuant to the Registration Rights Agreement, we are obligated to file with the SEC a registration statement with respect to an offer to exchange the June 2029 Notes for a new issue of debt securities registered under the Securities Act with terms substantially identical to those of the June 2029 Notes (except for provisions relating to transfer restrictions and payment of additional interest) and to use our commercially reasonable efforts to consummate such exchange offer on the earliest practicable date after the registration statement has been declared effective but in no event later than 365 days after the initial issuance of the June 2029 Notes. If we fail to satisfy our registration obligations under the Registration Rights Agreement, we will be required to pay additional interest to the holder of the June 2029 Notes. We do not intend to list the June 2029 Notes on any securities exchange or automated dealer quotation system.
Current report
On July 31, 2026, we exited our second lien and subordinated debt investments in Virtex Enterprises, LP, which had been on non-accrual status and previously written down. We received payment of $0.2 million, resulting in an aggregate realized loss of $11.0 million.
Removed paragraphs (6)
Previous report
(1) Percentage is less than 0.1% of respective total.
Previous report
(1) NM = Not meaningful
Previous report
(2) Percent change calculated based on underlying dollar amounts in thousands as presented on the consolidated statements of operations.
Previous report
(1) NM = Not meaningful
Previous report
(2) Percent change calculated based on underlying dollar amounts in thousands as presented on the consolidated statements of operations.
Previous report
On April 8, 2026 we invested $21.5 million in first lien debt in PureCars Technologies, LLC, a leading AI-enabled customer data management platform for automotive dealers and original equipment manufacturers.
Reworded paragraphs (37)
Previous wording
During the three months ended March 31, 2026 and 2025, we invested $118.6 million and $115.6 million, respectively, in debt and equity investments including two and seven new portfolio companies, respectively. During the three months ended March 31, 2026 and 2025, we received proceeds from sales or repayments, including principal, return of capital dividends and net realized gains (losses), of $73.1 million and $57.3 million, respectively, including an exit of one portfolio company and two portfolio companies, respectively. The following table summarizes purchases of investments and sales and repayments of investments by type for the three months ended March 31, 2026 and 2025 (dollars in millions).
Current wording
During the six months ended June 30, 2026 and 2025, we invested $216.7 million and $210.0 million, respectively, in debt and equity investments including six and eleven new portfolio companies, respectively. During the six months ended June 30, 2026 and 2025, we received proceeds from sales or repayments, including principal, return of capital dividends and net realized gains (losses), of $112.2 million and $166.6 million, respectively, including an exit of one portfolio company and five portfolio companies, respectively. The following table summarizes purchases of investments and sales and repayments of investments by type for the six months ended June 30, 2026 and 2025 (dollars in millions).
Previous wording
(1) For the three months ended March 31, 2026 and 2025, first lien debt includes unitranche securities, which account for 48.0% and 51.5% of purchases, respectively. For the three months ended March 31, 2026 and 2025, first lien debt includes unitranche securities, which account for 18.4% and 1.0% of repayments, respectively.
Current wording
(1) For the six months ended June 30, 2026 and 2025, first lien debt includes unitranche securities, which account for 48.5% and 58.4% of purchases, respectively. For the six months ended June 30, 2026 and 2025, first lien debt includes unitranche securities, which account for 27.7% and 22.6% of repayments, respectively.
Previous wording
As of March 31, 2026, the fair value of our investment portfolio totaled $1.4 billion and consisted of 97 active portfolio companies and seven portfolio companies that have sold their underlying operations. As of March 31, 2026, 58 portfolio companies’ debt investments bore interest at a variable rate, which represented $884.0 million, or 72.5%, of our debt investment portfolio on a fair value basis, and the remainder of our debt investment portfolio was comprised of fixed-rate investments. Overall, the portfolio had net unrealized appreciation of $33.1 million as of March 31, 2026. As of March 31, 2026, our average active portfolio company investment at amortized cost was $13.8 million, which excludes investments in seven portfolio companies that have sold their underlying operations.
Current wording
As of June 30, 2026, the fair value of our investment portfolio totaled $1.4 billion and consisted of 100 active portfolio companies and eight portfolio companies that have sold their underlying operations. As of June 30, 2026, 61 portfolio companies’ debt investments bore interest at a variable rate, which represented $930.6 million, or 72.4%, of our debt investment portfolio on a fair value basis, and the remainder of our debt investment portfolio was comprised of fixed-rate investments. Overall, the portfolio had net unrealized appreciation of $28.5 million as of June 30, 2026. As of June 30, 2026, our average active portfolio company investment at amortized cost was $14.0 million, which excludes investments in eight portfolio companies that have sold their underlying operations.
Previous wording
(1) Includes unitranche investments, which account for 50.0% and 51.3% of our portfolio on a fair value and cost basis as of March 31, 2026, respectively. Includes unitranche investments, which account for 48.3% and 49.3% of our portfolio on a fair value and cost basis as of December 31, 2025, respectively.
Current wording
(1) Includes unitranche investments, which account for 50.4% and 51.7% of our portfolio on a fair value and cost basis as of June 30, 2026, respectively. Includes unitranche investments, which account for 48.3% and 49.3% of our portfolio on a fair value and cost basis as of December 31, 2025, respectively.
Previous wording
As of March 31, 2026 and December 31, 2025, we had debt investments in two portfolio companies on non-accrual status (dollars in millions), respectively.
Current wording
As of June 30, 2026 and December 31, 2025, we had debt investments in one portfolio company and two portfolio companies, respectively, on non-accrual status (dollars in millions).
Previous wording
Comparison of three months ended March 31, 2026 and 2025
Current wording
Comparison of three and six months ended June 30, 2026 and 2025
Previous wording
For the three months ended March 31, 2026, total investment income was $47.5 million, an increase of $11.0 million or 30.2%, from $36.5 million of total investment income for the three months ended March 31, 2025. As reflected in the table above, the increase is primarily attributable to the following:
Current wording
For the three months ended June 30, 2026, total investment income was $43.5 million, an increase of $3.5 million or 8.8%, from $40.0 million of total investment income for the three months ended June 30, 2025. As reflected in the table above, the increase is primarily attributable to the following:
Previous wording
$4.8 million increase in total interest income (which includes payment-in-kind (“PIK”) interest income) resulting from an increase in average debt investment balances, partially offset by a decrease in weighted average yield on debt investment balances outstanding during 2026 as compared to the same period in 2025.
Current wording
$5.3 million increase in total interest income (which includes a $1.0 million increase in payment-in-kind ("PIK") interest income) resulting from an increase in average debt investment balances, partially offset by a decrease in weighted average yield on debt investment balances outstanding during 2026 as compared to the same period in 2025.
Previous wording
$0.9 million decrease in dividend income due to a decrease in distributions received from equity investments, during 2026 as compared to the same period in 2025.
Current wording
$0.8 million decrease in dividend income due to a decrease in distributions received from equity investments during 2026 as compared to the same period in 2025.
Previous wording
$6.8 million increase in fee income primarily related to a ‘one-time’ fee from a portfolio company debt refinancing, during 2026 as compared to the same period in 2025.
Current wording
$5.0 million increase in fee income primarily related to a ‘one-time’ fee from a portfolio company debt refinancing, partially offset by a decrease in prepayment and origination fees during 2026 as compared to the same period in 2025.
Previous wording
$0.3 million increase in interest on idle funds resulting from an increase in average cash balances outstanding during 2026 as compared to the same period in 2025.
Current wording
$0.1 million increase in interest on idle funds due to an increase in average cash balances outstanding during 2026 as compared to the same period in 2025.
Previous wording
For the three months ended March 31, 2026, total expenses, including income tax provision, were $22.9 million, an increase of $4.6 million or 25.2%, from the $18.3 million of total expenses, including income tax provision, for the three months ended March 31, 2025. As reflected in the table above, changes across the periods were primarily attributable to the following:
Current wording
For the three months ended June 30, 2026, total expenses, including the base management fee waiver and income tax provision, were $24.8 million, an increase of $3.5 million or 16.2%, from the $21.3 million of total expenses, including the base management fee waiver and income tax provision, for the three months ended June 30, 2025. As reflected in the table above, changes across the periods were primarily attributable to the following:
Previous wording
$3.0 million increase in interest and financing expenses due to an increase the weighted average interest rate of our debt outstanding and an increase in average borrowings outstanding during 2026 as compared to the same period in 2025.
Current wording
$3.2 million increase in interest and financing expenses due to an increase in the weighted average interest rate of our debt outstanding and an increase in weighted average borrowings outstanding during 2026 as compared to the same period in 2025.
Previous wording
$1.0 million net increase in base management fee, including the base management fee waiver, due to higher average total assets during 2026 as compared to the same period in 2025.
Current wording
$1.1 million net increase in the base management fee, including the base management fee waiver, due to higher average total assets during 2026 as compared to the same period in 2025.
Previous wording
$1.3 million decrease in the accrued capital gains incentive fee due to a net $6.2 million decrease in net gain on investments and realized losses on extinguishment of debt during 2026 as compared to the same period in 2025.
Current wording
$1.1 million decrease in the accrued capital gains incentive fee due to a net $5.4 million decrease in net gain on investments and realized losses on extinguishment of debt during 2026 as compared to the same period in 2025.
Previous wording
$0.4 million increase in professional fees due to an increase in legal, accounting and tax fees, and the write off of unutilized equity offering costs associated with our previous shelf registration statement.
Current wording
$0.4 million increase in professional fees due to increased proxy solicitation fees during 2026 as compared to the same period in 2025.
Previous wording
$1.2 million increase in the income incentive fee due to an increase in pre-incentive fee net investment income during 2026 as compared to the same period in 2025.
Current wording
$1.0 million net increase in the income incentive fee due to an increase in pre-incentive fee net investment income during 2026 as compared to the same period in 2025.
Previous wording
Net investment income increased by $6.4 million, or 35.2%, to $24.6 million during the three months ended March 31, 2026 as compared to the same period in 2025, as a result of the $11.0 million increase in total investment income and the $4.6 million increase in total expenses, including base management fee waiver and income tax provision.
Current wording
Net investment income increased by $0.0 million, or 0.3%, to $18.7 million during the three months ended June 30, 2026 as compared to the same period in 2025, as a result of the $3.5 million increase in total investment income, offset by the $3.5 million increase in total expenses, including base management fee waiver and income tax provision.
Previous wording
For the three months ended March 31, 2025, the total net realized gain/(loss) on investments, before income tax (provision)/benefit, was $13.3 million. Income tax (provision) benefit from realized gains on investments was $(1.8) million for the three months ended March 31, 2025. We realize a gain/(loss) on our equity investments primarily when we either sell our equity investment or the underlying portfolio company is sold. Realized gains (losses) for the three months ended March 31, 2025 are summarized below (dollars in millions):
Current wording
For the three and six months ended June 30, 2026, the total net realized gain/(loss) on investments, before income tax (provision)/benefit, was $6.4 million and $(5.8) million, respectively. Income tax (provision) benefit from realized gains on investments was $(0.3) million and $(0.4) million for the three and six months ended June 30, 2026. We realize a gain/(loss) on our equity investments primarily when we either sell our equity investment or the underlying portfolio company is sold. Realized gains (losses) for the three and six months ended June 30, 2026 are summarized below (dollars in millions):
Previous wording
For the three months ended March 31, 2026, the total net realized gain/(loss) on investments, before income tax (provision)/benefit, was $(12.2) million. Income tax (provision) benefit from realized gains on investments was $(0.1) million for the three months ended March 31, 2026. We realize a gain/(loss) on our equity investments primarily when we either sell our equity investment or the underlying portfolio company is sold. Realized gains (losses) for the three months ended March 31, 2026 are summarized below (dollars in millions):
Current wording
For the three and six months ended June 30, 2025, the total net realized gain/(loss) on investments, before income tax (provision)/benefit, was $(7.6) million and $5.7 million. Income tax (provision) benefit from realized gains on investments was $(0.1) million and $(1.9) million for the three and six months ended June 30, 2025. We realize a gain/(loss) on our equity investments primarily when we either sell our equity investment or the underlying portfolio company is sold. Realized gains (losses) for the three and six months ended June 30, 2025 are summarized below (dollars in millions):
Previous wording
During the three months ended March 31, 2026 and 2025, we recorded a net change in unrealized appreciation (depreciation) on investments attributable to the following (dollars in millions):
Current wording
During the three and six months ended June 30, 2026 and 2025, we recorded a net change in unrealized appreciation (depreciation) on investments attributable to the following (dollars in millions):
Previous wording
Net increase (decrease) in net assets resulting from operations during the three months ended March 31, 2026 and 2025 was $19.9 million and $19.7 million, respectively, as a result of the events described above.
Current wording
Net increase (decrease) in net assets resulting from operations during the three months ended June 30, 2026 and 2025 was $20.0 million and $25.3 million, respectively, as a result of the events described above.
Previous wording
ATM Program (as defined below)) and future borrowings, as well as cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be investments in portfolio companies and cash distributions to our stockholders. During the three months ended March 31, 2026, we repaid $7.0 million of SBA debentures relating to Fund III that would have matured during the period March 1, 2033 through September 1, 2033. Our remaining outstanding SBA debentures begin to mature in 2029 and subsequent years through 2036, which will require repayment on or before the respective maturity dates. In light of current market conditions, we will continually evaluate our overall liquidity position and take proactive steps to maintain that position based on the current circumstances. This “Financial Liquidity and Capital Resources” section should be read in conjunction with the notes of our consolidated financial statements.
Current wording
As of June 30, 2026, we had $37.6 million in cash and cash equivalents, $1.7 million in restricted cash, and our net assets totaled $738.5 million. We believe that our current cash and cash equivalents on hand, restricted cash, our SPV Credit Facility, our continued access to SBA-guaranteed debentures, and our anticipated cash flows from investments will provide adequate capital resources with which to operate and finance our investment business and make distributions to our stockholders for at least the next 12 months. We intend to generate additional cash primarily from the future offerings of debt and equity securities (including the ATM Program (as defined below)) and future borrowings, as well as cash flows from operations, including income earned from investments in our portfolio companies. On both a short-term and long-term basis, our primary use of funds will be investments in portfolio companies and cash distributions to our stockholders. During the six months ended June 30, 2026, we repaid $7.0 million of SBA debentures relating to Fund III that would have matured during the period March 1, 2033 through September 1, 2033. Our remaining outstanding SBA debentures begin to mature in 2029 and subsequent years through 2036, which will require repayment on or before the respective maturity dates. In light of current market conditions, we will continually evaluate our overall liquidity position and take proactive steps to maintain that position based on the current circumstances. This “Financial Liquidity and Capital Resources” section should be read in conjunction with the notes of our consolidated financial statements.
Previous wording
For the three months ended March 31, 2026, we experienced a net decrease in cash, cash equivalents and restricted cash in the amount of $29.2 million. During that period, we made net payments of $32.6 million of cash for operating activities, which included the funding of $118.6 million of investments that was partially offset by proceeds received from sales and repayments of investments of $73.1 million. During the same period, we received proceeds from the issuances of SBA debentures of $30.0 million, we repaid SBA debentures of $7.0 million relating to Fund III, received proceeds of $1.3 million from our SPV Credit Facility, received repayments of $0.4 million on our secured borrowings, paid cash dividends to stockholders of $19.7 million, and made payment of deferred financing costs related to our debt financings of $0.8 million.
Current wording
For the six months ended June 30, 2026, we experienced a net decrease in cash, cash equivalents and restricted cash in the amount of $40.4 million. During that period, we made net payments of $74.5 million of cash for operating activities, which included the funding of $216.7 million of investments that was partially offset by proceeds received from sales and repayments of investments of $112.2 million. During the same period, we received gross proceeds from the issuance of the June 2029 Notes of $120.0 million, redeemed $125.0 million in aggregate principal amount of the November 2026 Notes, received proceeds from the issuances of SBA debentures of $65.5 million, repaid SBA debentures relating to Fund III of $7.0 million, received net proceeds of $28.8 million from our SPV Credit Facility, received repayments of $0.9 million on our secured borrowings, paid cash dividends to stockholders of $43.3 million, and made payment of deferred financing costs related to our debt financings of $4.0 million.
Previous wording
Both Fund III and Fund IV are licensed to operate as an SBIC, and have the ability to issue debentures guaranteed by the SBA at favorable interest rates. Under the SBA regulations, an SBIC can have outstanding at any time debentures guaranteed by the SBA in an amount up to twice its regulatory capital. The SBA regulations currently limit the amount that is available to be borrowed by any SBIC and guaranteed by the SBA to 300.0% of an SBIC’s regulatory capital or $175.0 million, whichever is less. For two or more SBICs under common control, the maximum amount of outstanding SBA debentures cannot exceed $350.0 million. The SBA may limit the amount that may be drawn each year under the SBA debenture commitments, and each issuance of leverage is conditioned on such SBIC Fund's full compliance, as determined by the SBA, with the terms and conditions under SBA regulations. SBA debentures have fixed interest rates that approximate prevailing 10-year Treasury Note rates plus a spread and have a maturity of ten years with interest payable semi-annually. The principal amount of the SBA debentures is not required to be paid before maturity but may be pre-paid at any time. As of March 31, 2026, Fund III and Fund IV had $139.5 million and $121.0 million outstanding SBA debentures, respectively. Subject to SBA regulatory requirements and approval of SBA debenture commitments, Fund IV may access up to $54.0 million of additional SBA debentures under the SBIC debenture program. For more information on the SBA debentures, please refer to Note 6. Debt to our consolidated financial statements.
Current wording
Both Fund III and Fund IV are licensed to operate as an SBIC, and have the ability to issue debentures guaranteed by the SBA at favorable interest rates. Under the SBA regulations, an SBIC can have outstanding at any time debentures guaranteed by the SBA in an amount up to twice its regulatory capital. Subject to SBA approval, the SBA regulations currently limit the amount that is available to be borrowed by any SBIC and guaranteed by the SBA to 300.0% of an SBIC’s regulatory capital or $250.0 million, whichever is less. For two or more SBICs under common control, the maximum amount of outstanding SBA debentures cannot exceed $475.0 million, subject to SBA approval. The SBA may limit the amount that may be drawn each year under the SBA debenture commitments, and each issuance of leverage is conditioned on such SBIC Fund’s full compliance, as determined by the SBA, with the terms and conditions under SBA regulations. SBA debentures have fixed interest rates that approximate prevailing 10-year Treasury Note rates plus a spread and have a maturity of ten years with interest payable semi-annually. The principal amount of the SBA debentures is not required to be paid before maturity but may be pre-paid at any time. As of June 30, 2026, Fund III and Fund IV had $139.5 million and $156.5 million in outstanding SBA debentures, respectively. Subject to SBA regulatory requirements and approval of SBA debenture commitments, FMC IV may access up to $93.5 million of additional SBA debentures under the SBIC debenture program. For more information on the SBA debentures, please refer to Note 6. Debt to our consolidated financial statements.
Previous wording
The total commitments available under the Revolving Credit Facility was $140.0 million. Under the Revolving Credit Agreement, we paid a commitment fee that varied depending on the size of the unused portion of the Revolving Credit Facility: 2.500% to 2.675% per annum on the unused portion of the Revolving Credit Facility at or below 35% of the commitments and 0.50% per annum on any remaining unused portion of the Revolving Credit Facility between the total commitments and the 35% minimum utilization.
Current wording
The total commitments available under the Revolving Credit Facility were $140.0 million. Under the Revolving Credit Agreement, we paid a commitment fee that varied depending on the size of the unused portion of the Revolving Credit Facility: 2.500% to 2.675% per annum on the unused portion of the Revolving Credit Facility at or below 35% of the commitments and 0.50% per annum on any remaining unused portion of the Revolving Credit Facility between the total commitments and the 35% minimum utilization.
Previous wording
Amounts available to borrow under the SPV Credit Facility are subject to a minimum borrowing/collateral base that applies an advance rate to certain investments held by the SPV. We are subject to limitations with respect to the investments securing the SPV Credit Facility, including, but not limited to, restrictions on sector concentrations, loan size, payment frequency and status and collateral interests, as well as restrictions on portfolio company leverage, which may also affect the borrowing base and therefore amounts available to borrow.
Current wording
SPV Credit Facility, including, but not limited to, restrictions on sector concentrations, loan size, payment frequency and status and collateral interests, as well as restrictions on portfolio company leverage, which may also affect the borrowing base and therefore amounts available to borrow. The SPV Credit Facility is secured primarily by a pledge of 100% of the equity interest in the SPV held by us and the SPV’s assets, which consist of certain bank loans or securities.
Previous wording
We have made customary representations and warranties and we are required to comply with various covenants, reporting requirements and other customary requirements. These covenants are subject to important limitations and exceptions that are described in the documents governing the SPV Credit Facility. As of March 31, 2026, we were in compliance in all material respects with the terms of the SPV Credit Agreement.
Current wording
We and the SPV have made customary representations and warranties and we are required to comply with various covenants, reporting requirements and other customary requirements. These covenants are subject to important limitations and exceptions that are described in the documents governing the SPV Credit Facility. As of June 30, 2026, we were in compliance in all material respects with the terms of the SPV Credit Agreement.
Previous wording
On October 8, 2021, we closed the offering of $125.0 million in aggregate principal amount of our 3.50% notes due 2026, or the “November 2026 Notes”. The total net proceeds to us from the November 2026 Notes, based on a public offering price of 99.996% of par, after deducting underwriting discounts of $2.5 million and offering expenses of $0.3 million, were $122.2 million. The November 2026 Notes will mature on November 15, 2026 and bear interest at a rate of 3.50%. The November 2026 Notes may be redeemed in whole or in part at any time or from time to time at our option subject to a make whole provision if redeemed before August 15, 2026 (the date falling three months prior to maturity) and at par thereafter. Interest on the November 2026 Notes is payable on May 15 and November 15 of each year. We do not intend to list the November 2026 Notes on any securities exchange or automated dealer quotation system. As of March 31, 2026, the outstanding principal balance of the November 2026 Notes was $125.0 million.
Current wording
On October 8, 2021, we closed the offering of $125.0 million in aggregate principal amount of our 3.50% notes due 2026, or the “November 2026 Notes”. The total net proceeds to us from the November 2026 Notes, based on a public offering price of 99.996% of par, after deducting underwriting discounts of $2.5 million and offering expenses of $0.3 million, were $122.2 million. The maturity date of the November 2026 Notes was November 15, 2026 and the November 2026 Notes bore interest at a rate of 3.50%. On June 29, 2026, we fully redeemed the $125.0 million in aggregate principal amount of the November 2026 Notes, resulting in a realized loss on extinguishment of debt of $0.2 million.
Previous wording
As of March 31, 2026, the carrying value of secured borrowings totaled $11.6 million and the fair value of the associated loans included in investments was $11.6 million. As of December 31, 2025, the carrying value of secured borrowings totaled $12.0 million and the fair value of the associated loans included in investments was $12.0 million. These secured borrowings were created as a result of our completion of partial loan sales of certain unitranche loan assets that did not meet the definition of a “participating interest” as defined in ASC 860 (see Note 2. Significant Accounting Policies - Partial loan and equity sales” to our consolidated financial statements for more information). As a result, sale treatment was not permitted and these partial loan sales were treated as secured borrowings. The weighted average interest rate on our secured borrowings was approximately 7.882% and 7.917% as of March 31, 2026 and December 31, 2025, respectively.
Current wording
As of June 30, 2026, the carrying value of secured borrowings totaled $11.1 million and the fair value of the associated loans included in investments was $11.1 million. As of December 31, 2025, the carrying value of secured borrowings totaled $12.0 million and the fair value of the associated loans included in investments was $12.0 million. These secured borrowings were created as a result of our completion of partial loan sales of certain unitranche loan assets that did not meet the definition of a “participating interest” as defined in ASC 860 (see Note 2. Significant Accounting Policies - Partial loan and equity sales to our consolidated financial statements for more information). As a result, sale treatment was not permitted and these partial loan sales were treated as secured borrowings. The weighted average interest rate on our secured borrowings was approximately 7.838% and 7.917% as of June 30, 2026 and December 31, 2025, respectively.
Previous wording
As of March 31, 2026, the weighted average stated interest rates for our SBA debentures and the Notes were 4.441% and 5.500%, respectively. As of March 31, 2026, we had $139.9 million of unutilized commitment under our SPV Credit Facility, and we were subject to a 0.500% fee on such amount. As of March 31, 2026, the weighted average stated interest rate on total debt outstanding was 5.234%.
Current wording
As of June 30, 2026, the weighted average stated interest rates for our SBA debentures and the Notes were 4.463% and 6.703%, respectively. As of June 30, 2026, we had $112.4 million of unutilized commitment under our SPV Credit Facility, and we were subject to a 0.500% fee on such amount. As of June 30, 2026, the weighted average stated interest rate on total debt outstanding was 5.776%.
Previous wording
On November 10, 2022, the Company established the at-the-market program (the “ATM Program”), pursuant to which the Company may offer and sell, from time to time through Raymond James & Associates, Inc. and B. Riley Securities, Inc., each as sales agents, shares of the Company's common stock having an aggregate offering price of up to $50.0 million. On August 11, 2023, the Company increased the maximum amount of shares to be sold through the ATM Program to $150.0 million from $50.0 million. On February 29, 2024, the Company increased the maximum amount of shares to be sold through the ATM Program to $300.0 million from $150.0 million. On March 2, 2026, the Company increased the maximum amount of shares to be sold through the ATM Program to $400.0 million from $300.0 million. Cumulative to March 31, 2026, the Company has sold 13,300,342 shares of common stock under the ATM Program at a weighted-average price of $19.94, raising $265.2 million of gross proceeds. Net proceeds were $261.8 million after commissions to the sales agents on sales sold. As of March 31, 2026, the Company had $134.8 million available under the ATM Program.
Current wording
On November 10, 2022, the Company established the at-the-market program (the “ATM Program”), pursuant to which the Company may offer and sell, from time to time through Raymond James & Associates, Inc. and B. Riley Securities, Inc., each as sales agents, shares of the Company’s common stock having an aggregate offering price of up to $50.0 million. On August 11, 2023, the Company increased the maximum amount of shares to be sold through the ATM Program to $150.0 million from $50.0 million. On February 29, 2024, the Company increased the maximum amount of shares to be sold through the ATM Program to $300.0 million from $150.0 million. On March 2, 2026, the Company increased the maximum amount of shares to be sold through the ATM Program to $400.0 million from $300.0 million. Cumulative to June 30, 2026, the Company has sold 13,300,342 shares of common stock under the ATM Program at a weighted-average price of $19.94, raising $265.2 million of gross proceeds. Net proceeds were $261.8 million after commissions to the sales agents on shares sold. As of June 30, 2026, the Company had $134.8 million available under the ATM Program.
Previous wording
We have an open market stock repurchase program (the “Stock Repurchase Program”) under which we may acquire up to $5.0 million of our outstanding common stock. Under the Stock Repurchase Program, we may, but are not obligated to, repurchase outstanding common stock in the open market from time to time provided that we comply with the prohibitions under our insider trading policies and the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended, including certain price, market value and timing constraints. The timing, manner, price and amount of any share repurchases will be determined by our management, in its discretion, based upon the evaluation of economic and market conditions, stock price, capital availability, applicable legal and regulatory requirements and other corporate considerations. Most recently, on November 3, 2025, the Board extended the Stock Repurchase Program through December 31, 2026, or until the approved dollar amount has been used to repurchase shares. The Stock Repurchase Program does not require us to repurchase any specific number of shares and we cannot assure that any shares will be repurchased under the Stock Repurchase Program. The Stock Repurchase Program may be suspended, extended, modified or discontinued at any time. We did not make any repurchases of common stock during the three months ended March 31, 2026 and 2025. Refer to Note 8. Common Stock to our consolidated financial statements for additional information concerning stock repurchases.
Current wording
We have an open market stock repurchase program (the “Stock Repurchase Program”) under which we may acquire up to $5.0 million of our outstanding common stock. Under the Stock Repurchase Program, we may, but are not obligated to, repurchase outstanding common stock in the open market from time to time provided that we comply with the prohibitions under our insider trading policies and the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended, including certain price, market value and timing constraints. The timing, manner, price and amount of any share repurchases will be determined by our management, in its discretion, based upon the evaluation of economic and market conditions, stock price, capital availability, applicable legal and regulatory requirements and other corporate considerations. Most recently, on November 3, 2025, the Board extended the Stock Repurchase Program through December 31, 2026, or until the approved dollar amount has been used to repurchase shares. The Stock Repurchase Program does not require us to repurchase any specific number of shares and we cannot assure that any shares will be repurchased under the Stock Repurchase Program. The Stock Repurchase Program may be suspended, extended, modified or discontinued at any time. We did not make any repurchases of common stock during the three and six months ended June 30, 2026 and 2025. Refer to Note 8. Common Stock to our consolidated financial statements for additional information concerning stock repurchases.
Previous wording
Our Board consulted with the independent third-party valuation firm(s) in arriving at our determination of fair value for 21 and 21 of our portfolio company investments representing 28.7% and 26.7% of the total portfolio investments at fair value (exclusive of new portfolio company investments made during the three months ended March 31, 2026 and December 31, 2025, respectively) as of March 31, 2026 and December 31, 2025, respectively.
Current wording
Our Board consulted with the independent third-party valuation firm(s) in arriving at our determination of fair value for 22 and 21 of our portfolio company investments representing 26.4% and 26.7% of the total portfolio investments at fair value (exclusive of new portfolio company investments made during the three months ended June 30, 2026 and December 31, 2025, respectively) as of June 30, 2026 and December 31, 2025, respectively.
Previous wording
We have entered into the Investment Advisory Agreement with Fidus Investment Advisors as our investment advisor. Pursuant to the agreement, the Investment Advisor manages our day-to-day operating and investing activities. We pay the Investment Advisor a fee for its services under the Investment Advisory Agreement consisting of two components — a base management fee and an incentive fee. See Note 5. Related Party Transactions to our consolidated financial statements. The Investment Advisor, in consultation with the Board, agreed to voluntarily waive $0.1 million and $0.1 million of the base management fees on any assets accounted for as secured borrowings as defined under GAAP for the three months ended March 31, 2026 and 2025, respectively.
Current wording
We have entered into the Investment Advisory Agreement with Fidus Investment Advisors as our investment advisor. Pursuant to the agreement, the Investment Advisor manages our day-to-day operating and investing activities. We pay the Investment Advisor a fee for its services under the Investment Advisory Agreement consisting of two components — a base management fee and an incentive fee. See Note 5. Related Party Transactions to our consolidated financial statements. The Investment Advisor, in consultation with the Board, agreed to voluntarily waive $0.1 million and $0.1 million of the base management fees on any assets accounted for as secured borrowings as defined under GAAP for the three and six months ended June 30, 2026, respectively, and $0.1 million and $0.1 million for the three and six months ended June 30, 2025, respectively.
Previous wording
On April 28, 2026, we issued an additional $3.0 million in SBA debentures, which will bear interest at a fixed interim interest rate of 4.589% until the pooling date in September 2026.
Current wording
On July 24, 2026, we issued an additional $7.5 million in SBA debentures, which will bear interest at a fixed interim interest rate of 4.746% until the pooling date in September 2026.
Previous wording
On May 4, 2026, our Board declared a regular quarterly dividend of $0.43 per share and a supplemental dividend of $0.19 per share payable on June 29, 2026, to stockholders of record as of June 16, 2026.
Current wording
On August 3, 2026, our Board declared a regular quarterly dividend of $0.43 per share and a supplemental dividend of $0.07 per share payable on September 29, 2026, to stockholders of record as of September 15, 2026.
Rearranged current paragraphs (10)
Current report — wording carried from elsewhere
$0.3 million increase in dividend income due to an increase in distributions received from equity investments during 2026 as compared to the same period in 2025.
Current report — wording carried from elsewhere
$0.3 million decrease in interest on idle funds due to a decrease in average cash balances outstanding during 2026 as compared to the same period in 2025.
Current report — wording carried from elsewhere
$10.2 million increase in total interest income (which includes a $1.9 million increase in PIK interest income) resulting from an increase in average debt investment balances, partially offset by a decrease in weighted average yield on debt investment balances outstanding during 2026 as compared to the same period in 2025.
Current report — wording carried from elsewhere
$0.2 million decrease in the income incentive fee due to a decrease in pre-incentive fee net investment income during 2026 as compared to the same period in 2025.
Current report — wording carried from elsewhere
Below is a summary of the changes in total expenses, including income tax provision, for the six months ended June 30, 2026 as compared to the same period in 2025 (dollars in millions):
Current report — wording carried from elsewhere
$6.1 million increase in interest and financing expenses due to an increase in the weighted average interest rate of our debt outstanding and an increase in weighted average borrowings outstanding during 2026 as compared to 2025.
Current report — wording carried from elsewhere
$2.2 million net increase in base management fee, including the base management fee waiver, due to higher average total assets during 2026 as compared to 2025.
Current report — wording carried from elsewhere
$2.3 million decrease in the accrued capital gains incentive fee due to a net $(11.6) million decrease in net gain on investments and realized losses on extinguishment of debt during 2026 as compared to the same period in 2025.
Current report — wording carried from elsewhere
Net increase (decrease) in net assets resulting from operations during the six months ended June 30, 2026 and 2025 was $39.8 million and $44.9 million, respectively, as a result of the events described above.
Current report — wording carried from elsewhere
Amounts available to borrow under the SPV Credit Facility are subject to a minimum borrowing/collateral base that applies an advance rate to certain investments held by the SPV. The SPV is subject to limitations with respect to the investments securing the
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
As of March 31, 2026, we had $49.7 million in cash and cash equivalents, $0.7 million in restricted cash, and our net assets totaled $742.0 million. We believe that our current cash and cash equivalents on hand, restricted cash, our SPV Credit Facility, our continued access to SBA-guaranteed debentures, and our anticipated cash flows from investments will provide adequate capital resources with which to operate and finance our investment business and make distributions to our stockholders for at least the next 12 months. We intend to generate additional cash primarily from the future offerings of debt and equity securities (including the