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Oxford Square Capital Corp.

For the period ended Sep 30, 2025. Filed Nov 7, 2025.

View on SEC.gov

About 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.

Sep 30, 2025 · Filed Nov 7, 2025

OXSQ$0.87+4.1%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-12.

0001213900-25-074439

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-07.

0001213900-25-107316

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 155 previous paragraphs and 154 current paragraphs.

98 unchanged; 50 reworded; 4 added; 1 removed; 6 previous and 2 current paragraphs rearranged.

Tables are not compared: 13 previous and 14 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 (4)

Current report

(1) For the nine months ended September 30, 2025, the Company earned approximately $131,000 of PIK fees.

Current report

Net Decrease/Increase in Net Assets Resulting from Operations

Current report

On October 30, 2025, the Board of Directors authorized a 12-month share repurchase program (the “Share Repurchase Program”). Under the Share Repurchase Program, we may repurchase, during the 12-month period commencing on October 30, 2025, up to $25.0 million in the aggregate of our outstanding common stock in the open market. The timing, manner, price and amount of any share repurchases will be determined by us, in our discretion, based upon the evaluation of economic and market conditions, our stock price, applicable legal, contractual and regulatory requirements and other factors. The Share Repurchase Program is expected to be in effect until October 30, 2026, unless extended or until the aggregate repurchase amount has been expended. The Share Repurchase Program does not require us to repurchase any specific number of shares, and we cannot assure stockholders that any shares will be repurchased under the Share Repurchase Program. The Share Repurchase Program may be suspended, extended, modified or discontinued at any time.
Removed paragraphs (1)

Previous report

We redeemed $10.0 million in aggregate principal amount of the $34.8 million in aggregate principal amount of issued and outstanding 6.25% Unsecured Notes on July 18, 2025, or the “July Redemption Date.” The Notes were redeemed at 100% of their principal amount ($25 per Note), plus the accrued and unpaid interest thereon from April 30, 2025, to, but not including, the July Redemption Date.
Reworded paragraphs (50)

Previous wording

We generally expect to invest between $5 million and $25 million in each of our portfolio companies, although this investment size may vary proportionately as the size of our capital base changes and market conditions warrant. We expect that our investment portfolio will be diversified among a large number of investments with

Current wording

We generally expect to invest between $5 million and $25 million in each of our portfolio companies, although this investment size may vary proportionately as the size of our capital base changes and market conditions warrant. We expect that our investment portfolio will be diversified among a large number of investments with few

Previous wording

few investments, if any, exceeding 5.0% of the total portfolio. As of June 30, 2025, our debt investments had stated interest rates of between 7.08% and 12.70% and maturity dates of between 4 and 80 months. In addition, our portfolio had a weighted average annualized yield on debt investments of approximately 14.46% as of June 30, 2025.

Current wording

investments, if any, exceeding 5.0% of the total portfolio. As of September 30, 2025, our debt investments had stated interest rates between 6.91% and 12.75% and maturity dates between 2 and 94 months. In addition, our portfolio had a weighted average annualized yield on debt investments of approximately 14.60% as of September 30, 2025.

Previous wording

During the three months ended June 30, 2025, U.S. loan market performance weakened versus the three months ended March 31, 2025. U.S. loan prices, as defined by the Morningstar/LSTA US Leveraged Loan Index, increased from 96.31% of par as of March 31, 2025 to 97.07% of par as of June 30, 2025.

Current wording

During the three months ended September 30, 2025, U.S. loan market performance was stable versus the three months ended June 30, 2025. U.S. loan prices, as defined by the Morningstar/LSTA US Leveraged Loan Index, decreased from 97.07% of par as of June 30, 2025 to 97.06% of par as of September 30, 2025.

Previous wording

As of June 30, 2025, the Company’s Board of Directors approved the fair value of the Company’s investment portfolio of approximately $241.5 million in good faith in accordance with the Company’s valuation procedures.

Current wording

The Company’s Board of Directors approved the fair value of the Company’s investment portfolio of approximately $260.5 million as of September 30, 2025 in good faith in accordance with the Company’s valuation procedures.

Previous wording

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) disclosure of contingent assets and liabilities at the date of the financial statements, and (iii) revenues and expenses during the periods reported. Our critical accounting estimates, including those relating to the valuation of our investment portfolio, are described below. Actual results could materially differ from those estimates. The critical accounting estimates should be read in conjunction with our risk factors as disclosed in Item 1A. — Risk Factors contained in our Annual Report on Form 10-K for the year ended December 31, 2024. See “Note 3. Summary of Significant Accounting Policies” to our financial statements for the three and six months ended June 30, 2025 for more information on our critical accounting policies.

Current wording

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) disclosure of contingent assets and liabilities at the date of the financial statements, and (iii) revenues and expenses during the periods reported. Our critical accounting estimates, including those relating to the valuation of our investment portfolio, are described below. Actual results could materially differ from those estimates. The critical accounting estimates should be read in conjunction with our risk factors as disclosed in Item 1A. — Risk Factors contained in our Annual Report on Form 10-K for the year ended December 31, 2024. See “Note 3. Summary of Significant Accounting Policies” to our financial statements for more information on our critical accounting policies.

Previous wording

Our Board of Directors determines the fair value of our investment portfolio in accordance with the provisions of ASC 820, Fair Value Measurement and Disclosure (“ASC 820”) and Rule 2a-5 under the 1940 Act. Estimates made in the preparation of our financial statements include the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We believe that there is no single definitive method for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make.

Current wording

Our Board of Directors determines the fair value of our investment portfolio in accordance with the provisions of ASC 820, Fair Value Measurement and Disclosure (“ASC 820”) and Rule 2a-5 under the 1940 Act. Estimates made in the preparation of our financial statements include the valuation of investments and the related amounts of unrealized appreciation and depreciation of investments recorded. We believe that there is no single definitive

Previous wording

a downward adjustment to the indicative price representing substantially all of the pending distribution. Additional factors include any available information on other relevant transactions including firm bids and offers in the market and information resulting from bids-wanted-in-competition. In addition, we consider the operating metrics of the specific investment vehicle, including compliance with collateralization tests, defaulted and restructured securities, and payment defaults, if any. We calculate the fair value of certain CLO equity investments based upon the net present value of expected contractual payment streams discounted using estimated market yields for the equity tranche of the respective CLO vehicle. Oxford Square Management or its Valuation Committee may request an additional analysis by a third-party firm to assist in the valuation process of CLO investment vehicles. All information is presented to our Board for its determination of fair value of these investments.

Current wording

In valuing our CLO debt and equity investments, we consider the indicative prices provided by a recognized industry pricing service as a primary source, and the implied yield of such prices, supplemented by actual trades executed in the market at or around period-end, as well as the indicative prices provided by brokers who arrange transactions in such investment vehicles. We also consider those instances in which the record date for an equity distribution payment falls on the last day of the period, and the likelihood that a prospective purchaser would require a downward adjustment to the indicative price representing substantially all of the pending distribution. Additional factors include any available information on other relevant transactions including firm bids and offers in the market and information resulting from bids-wanted-in-competition. In addition, we consider the operating metrics of the specific investment vehicle, including compliance with collateralization tests, defaulted and restructured securities, and payment defaults, if any. We calculate the fair value of certain CLO equity investments based upon the net present value of expected contractual payment streams discounted using estimated market yields for the equity tranche of the respective CLO vehicle. Oxford Square Management or its Valuation Committee may request an additional analysis by a third-party firm to assist in the valuation process of CLO investment vehicles. All information is presented to our Board for its determination of fair value of these investments.

Previous wording

The total fair value of our investment portfolio was approximately $241.5 million and $260.9 million as of June 30, 2025, and December 31, 2024, respectively. The decrease in the value of investments during the six month period ended June 30, 2025, was due primarily to net realized losses of approximately $14.5 million, debt repayments of approximately $8.9 million, sales of securities of approximately $10.7 million, and net unrealized depreciation on our investment portfolio of approximately $0.8 million (which incorporates reductions to CLO equity cost value of approximately $3.5 million), which were partially offset by investment acquisitions of approximately $16.0 million.

Current wording

The total fair value of our investment portfolio was approximately $260.5 million and $260.9 million as of September 30, 2025, and December 31, 2024, respectively. The decrease in the value of investments during the nine month period ended September 30, 2025, was due primarily to net realized losses on investments of approximately $14.5 million, debt repayments of approximately $40.2 million, sales of securities of approximately $10.7 million, and net unrealized depreciation on our investment portfolio of approximately $8.3 million (which incorporates reductions to CLO equity cost value of approximately $5.2 million), which were partially offset by investment acquisitions of approximately $74.2 million.

Previous wording

A reconciliation of the investment portfolio for the six months ended June 30, 2025 and the year ended December 31, 2024 follows:

Current wording

A reconciliation of the investment portfolio for the nine months ended September 30, 2025 and the year ended December 31, 2024 follows:

Previous wording

(1) For the six months ended June 30, 2025, the reductions to CLO equity cost value of approximately $3.5 million represented the distributions received, or entitled to be received, on our investments held in CLO equity subordinated and income notes of approximately $11.3 million, plus the amortization of cost on our CLO fee notes of approximately $12,000, less the effective yield interest income recognized on our CLO equity subordinated and income notes of approximately $7.8 million. For the year ended December 31, 2024, the reductions to CLO equity cost value of approximately $13.0 million represented the distributions received, or entitled to be received, on our investments held in CLO equity subordinated and income notes of approximately $28.4 million, plus the amortization of cost on our CLO fee notes of approximately $71,000, less the effective yield interest income recognized on our CLO equity subordinated and income notes of approximately $15.4 million.

Current wording

(1) For the nine months ended September 30, 2025, the reductions to CLO equity cost value of approximately $5.2 million represented the distributions received, or entitled to be received, on our investments held in CLO equity subordinated and income notes of approximately $17.3 million, plus the amortization of cost on our CLO fee notes of approximately $18,000, less the effective yield interest income recognized on our CLO equity subordinated and income notes of approximately $12.1 million. For the year ended December 31, 2024, the reductions to CLO equity cost value of approximately $13.0 million represented the distributions received, or entitled to be received, on our investments held in CLO equity subordinated and income notes of approximately $28.4 million, plus the amortization of cost on our CLO fee notes of approximately $71,000, less the effective yield interest income recognized on our CLO equity subordinated and income notes of approximately $15.4 million.

Previous wording

During the six months ended June 30, 2025 we purchased approximately $16.0 million in portfolio investments, all of which represented investments in new portfolio companies. During the year ended December 31, 2024, we purchased approximately $112.2 million in portfolio investments, including additional investments of approximately $31.0 million in existing portfolio companies and approximately $81.2 million in new portfolio companies.

Current wording

During the nine months ended September 30, 2025 we purchased approximately $74.2 million in portfolio investments, including additional investments of approximately $27.9 million in existing portfolio companies and approximately $46.3 million in new portfolio companies. During the year ended December 31, 2024, we purchased approximately $112.2 million in portfolio investments, including additional investments of approximately $31.0 million in existing portfolio companies and approximately $81.2 million in new portfolio companies.

Previous wording

For the six months ended June 30, 2025 and the year ended December 31, 2024, we recognized proceeds from the sales of securities of approximately $10.7 million and $11.8 million, respectively. Also, during the six months ended June 30, 2025 and the year ended December 31, 2024, we had loan principal repayments of approximately $8.9 million and $75.0 million, respectively.

Current wording

For the nine months ended September 30, 2025 and the year ended December 31, 2024, we recognized proceeds from the sales of securities of approximately $10.7 million and $11.8 million, respectively. Also, during the nine months ended September 30, 2025 and the year ended December 31, 2024, we had loan principal repayments of approximately $40.2 million and $75.0 million, respectively.

Previous wording

As of June 30, 2025, we had investments in debt securities of, or loans to, 20 portfolio companies, with a fair value of approximately $146.8 million, CLO equity investments of approximately $89.3 million, and equity and other investments of approximately $5.3 million.

Current wording

As of September 30, 2025, we had investments in debt securities of, or loans to, 19 portfolio companies, with a fair value of approximately $142.0 million, CLO equity investments of approximately $113.2 million, and equity and other investments of approximately $5.3 million.

Previous wording

The following table indicates the quarterly portfolio investment activity for the past six quarters:

Current wording

The following table indicates the quarterly portfolio investment activity for the past nine quarters:

Previous wording

Qualifying assets must represent at least 70.0% of the Company’s total assets at the time of acquisition of any additional non-qualifying assets. As of June 30, 2025 and December 31, 2024, we held qualifying assets that represented 67.6% and 63.8%, respectively, of the total assets. No additional non-qualifying assets were acquired during the periods when qualifying assets were less than 70.0% of the total assets.

Current wording

Qualifying assets must represent at least 70.0% of the Company’s total assets at the time of acquisition of any additional non-qualifying assets. As of September 30, 2025 and December 31, 2024, we held qualifying assets that represented 64.3% and 63.8%, respectively, of the total assets. No additional non-qualifying assets were acquired during the periods when qualifying assets were less than 70.0% of the total assets.

Previous wording

Set forth below is a comparison of our results of operations for the three and six months ended June 30, 2025 to the three and six months ended June 30, 2024.

Current wording

Set forth below is a comparison of our results of operations for the three and nine months ended September 30, 2025 to the three and nine months ended September 30, 2024.

Previous wording

Investment income for the three months ended June 30, 2025 and June 30, 2024 was approximately $9.5 million and $11.4 million, respectively. Investment income for the six months ended June 30, 2025 and June 30, 2024 was approximately $19.7 million and $22.1 million, respectively. The following tables set forth the components of investment income for the three and six months ended June 30, 2025 and June 30, 2024:

Current wording

Investment income for the three months ended September 30, 2025 and September 30, 2024 was approximately $10.2 million and $10.3 million, respectively. Investment income for the nine months ended September 30, 2025 and September 30, 2024 was approximately $29.9 million and $32.5 million, respectively. The following tables set forth the components of investment income for the three and nine months ended September 30, 2025 and September 30, 2024:

Previous wording

The decrease in total investment income for the three and six months ended June 30, 2025 was primarily due to a decrease in interest income for the three and six months ended June 30, 2025.

Current wording

The decrease in total investment income for the three and nine months ended September 30, 2025 was primarily due to a decrease in interest income for the three and nine months ended September 30, 2025.

Previous wording

The total principal value of income producing debt investments as of June 30, 2025 and June 30, 2024 was approximately $183.2 million and $221.0 million, respectively. As of June 30, 2025, our debt investments had a range of stated interest rates of 7.08% and 12.70% and maturity dates of between 4 and 80 months compared to a range of stated interest rates of 9.21% to 15.44% and maturity dates between 0 and 79 months as of June 30, 2024. In addition, our total debt portfolio had a weighted average yield on debt investments of approximately 14.46% as of June 30, 2025, compared to approximately 13.69% as of June 30, 2024. As of June 30, 2025, we had no debt investments on non-accrual status. As of June 30, 2024, three debt investments were on non-accrual status with a combined fair value of approximately $0.5 million and total principal amount of approximately $31.6 million.

Current wording

The total principal value of income producing debt investments as of September 30, 2025 and September 30, 2024 was approximately $180.6 million and $209.6 million, respectively. As of September 30, 2025, our debt investments had a range of stated interest rates of 6.91% and 12.75% and maturity dates between 2 and 94 months compared to a range of stated interest rates of 8.71% to 13.26% and maturity dates between 0 and 76 months as of September 30, 2024. In addition, our total debt portfolio had a weighted average yield on debt investments of approximately 14.60% as of September 30, 2025, compared to approximately 14.50% as of September 30, 2024. As of September 30, 2025, we had no debt investments on non-accrual status. As of September 30, 2024, three debt investments in one portfolio company were on non-accrual status with a combined fair value of approximately $0.5 million and total principal amount of approximately $31.6 million.

Previous wording

Income from securitization vehicles for the three months ended June 30, 2025 and June 30 2024, was approximately $3.9 million and $3.9 million, respectively. Income from securitization vehicles for the six months ended June 30, 2025 and June 30, 2024, was approximately $7.8 million and $7.8 million, respectively. The total principal outstanding on our investments in CLOs as of June 30, 2025 and June 30, 2024, was approximately $330.0 million and $320.9 million, respectively. The weighted average yield on CLO equity investments as of June 30, 2025 and June 30, 2024, was approximately 8.85% and 9.36%, respectively.

Current wording

Income from securitization vehicles for the three months ended September 30, 2025 and September 30 2024, was approximately $4.3 million and $3.5 million, respectively. Income from securitization vehicles for the nine months ended September 30, 2025 and September 30, 2024, was approximately $12.1 million and $11.3 million, respectively. The total principal outstanding on our investments in CLOs (excluding fee letters/notes) as of September 30, 2025 and September 30, 2024, was approximately $376.1 million and $354.4 million, respectively. The weighted average yield on CLO equity investments as of September 30, 2025 and September 30, 2024, was approximately 9.7% and 9.6%, respectively.

Previous wording

Total expenses, including taxes, for the three months ended June 30, 2025 and 2024, were approximately $4.0 million and $3.7 million, respectively. Total expenses for the six months ended June 30, 2025 and 2024, were approximately $8.1 million and $7.9 million, respectively. These amounts consisted of base management fees, interest expense, professional fees, compensation expense, general and administrative expenses, net investment income incentive fees, and excise tax. That increase for the three and six months ended June 30, 2025 was primarily due to excise tax adjustments and compensation expense, partially offset by a decrease in general and administrative expenses.

Current wording

Total expenses, including taxes, for the three months ended September 30, 2025 and 2024, were approximately $4.7 million and $4.2 million, respectively. Total expenses for the nine months ended September 30, 2025 and 2024, were approximately $12.8 million and $12.0 million, respectively. These amounts consisted of base management fees, interest expense, professional fees, compensation expense, general and administrative expenses, net investment income incentive fees, and excise tax. That increase for the three and nine months ended September 30, 2025 was primarily due to an increase in interest expense.

Previous wording

The base management fee for both the three months ended June 30, 2025 and 2024 was approximately $1.0 million. The base management fee for the six months ended June 30, 2025 was approximately $2.1 million compared with $2.0 million for the six months ended June 30, 2024. That increase for the three and six months ended June 30, 2025 was due largely to an increase in weighted average gross assets.

Current wording

The base management fee for both the three months ended September 30, 2025 and 2024 was approximately $1.1 million. The base management fee for both of the nine months ended September 30, 2025 and 2024 was approximately $3.1 million.

Previous wording

There were no net investment income incentive fees for the three and six months ended June 30, 2025 and 2024.

Current wording

There were no net investment income incentive fees for the three and nine months ended September 30, 2025 and 2024.

Previous wording

Interest expense for the three months ended June 30, 2025, was approximately $1.9 million, which primarily relates to our 5.50% unsecured notes due 2028 (the “5.50% Unsecured Notes”) and 6.25% unsecured notes due 2026 (the “6.25% Unsecured Notes”). Interest expense for the three months ended June 30, 2024, was approximately $2.0 million, which primarily relates to our 5.50% Unsecured Notes and 6.25% Unsecured Notes.

Current wording

Interest expense for the three and nine months ended September 30, 2025 was approximately $2.6 million and $6.4 million, respectively, which primarily relates to our 7.75% unsecured notes due 2030 (the “7.75% Unsecured Notes”), 5.50% unsecured notes due 2028 (the “5.50% Unsecured Notes”) and 6.25% unsecured notes due 2026 (the “6.25% Unsecured Notes”). Interest expense for the three and nine months ended September 30, 2024, was approximately $2.0 million and $5.9 million, respectively, which primarily relates to our 5.50% Unsecured Notes and 6.25% Unsecured Notes.

Previous wording

Professional fees, consisting of legal, consulting, valuation, audit and tax fees, were approximately $444,000 for the three months ended June 30, 2025, compared to approximately $491,000 for the three months ended June 30, 2024. Professional fees were approximately $768,000 for the six months ended June 30, 2025, compared to approximately $803,000 for the six months ended June 30, 2024.

Current wording

Professional fees, consisting of legal, consulting, valuation, audit and tax fees, were approximately $352,000 for the three months ended September 30, 2025, compared to approximately $359,000 for the three months ended September 30, 2024. Professional fees were approximately $1.1 million for the nine months ended September 30, 2025, compared to approximately $1.2 million for the nine months ended September 30, 2024.

Previous wording

Compensation expense was approximately $228,000 for the three months ended June 30, 2025, compared to approximately $174,000 for the three months ended June 30, 2024. Compensation expense was approximately $468,000 for the six months ended June 30, 2025, compared to approximately $381,000 for the six months ended June 30, 2024. Compensation expense reflects the allocation of compensation expenses for the services of our Chief Financial Officer, accounting personnel, and other administrative support staff.

Current wording

Compensation expense was approximately $254,000 for the three months ended September 30, 2025, compared to approximately $209,000 for the three months ended September 30, 2024. Compensation expense was approximately $722,000 for the nine months ended September 30, 2025, compared to approximately $591,000 for the nine months ended September 30, 2024. Compensation expense reflects the allocation of compensation expenses for the services of our Chief Financial Officer, accounting personnel, and other administrative support staff.

Previous wording

General and administrative expenses, consisting primarily of directors’ fees, insurance, listing fees, transfer agent and custodian fees, office supplies, facilities costs, and other expenses, were approximately $360,000 for the three months ended June 30, 2025, compared to approximately $448,000 for the three months ended June 30, 2024. General and administrative expenses were approximately $715,000 for the six months ended June 30, 2025, compared to approximately $794,000 for the six months ended June 30, 2024. Office supplies, facilities costs and other expenses are allocated to us under the terms of the Administration Agreement.

Current wording

General and administrative expenses, consisting primarily of directors’ fees, insurance, listing fees, transfer agent and custodian fees, office supplies, facilities costs, and other expenses, were approximately $358,000 for the three months ended September 30, 2025, compared to approximately $395,000 for the three months ended September 30, 2024. General and administrative expenses were approximately $1.1 million for the nine months ended September 30, 2025, compared to approximately $1.2 million for the nine months ended September 30, 2024. Office supplies, facilities costs and other expenses are allocated to us under the terms of the Administration Agreement.

Previous wording

Excise tax was approximately $25,000 for the three months ended June 30, 2025, compared to $(374,000) for the three months ended June 30, 2024. Excise tax was approximately $145,000 for the six months ended June 30, 2025, compared to $(48,000) for the six months ended June 30, 2024.

Current wording

Excise tax was approximately $105,000 for the three months ended September 30, 2025, compared to $144,000 for the three months ended September 30, 2024. Excise tax was approximately $250,000 for the nine months ended September 30, 2025, compared to $96,000 for the nine months ended September 30, 2024.

Previous wording

There was no net investment income incentive fee (“Net Investment Income Incentive Fee”) recorded for the three and six months ended June 30, 2025, and 2024. The Net Investment Income Incentive Fee is calculated and payable quarterly in arrears based on the amount by which (x) the “Pre-Incentive Fee Net Investment Income” for the immediately preceding calendar quarter exceeds (y) the “Preferred Return Amount” for the calendar quarter. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other

Current wording

There was no net investment income incentive fee (“Net Investment Income Incentive Fee”) recorded for the three and nine months ended September 30, 2025 and 2024. The Net Investment Income Incentive Fee is calculated and payable quarterly in arrears based on the amount by which (x) the “Pre-Incentive Fee Net Investment Income” for the immediately preceding calendar quarter exceeds (y) the “Preferred Return Amount” for the calendar quarter. For this purpose, “Pre-Incentive Fee Net Investment Income” means interest income, dividend income and any other income accrued during the calendar quarter minus our operating expenses for the quarter (including the Base Fee, expenses payable under the Administration Agreement with Oxford Funds, and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee). Refer to “Note 7. Related Party Transactions” in the notes to our financial statements.

Previous wording

The expense attributable to the capital gains incentive fee (the “Capital Gains Incentive Fee”), as reported under GAAP, is calculated as if the Company’s entire portfolio had been liquidated at period end, and therefore is calculated on the basis of net realized and unrealized gains and losses at the end of each period. That expense (or the reversal of such an expense) related to that hypothetical liquidation of the portfolio (and assuming no other changes in realized or unrealized gains and losses) would only become payable to our investment adviser in the event of a complete liquidation of our portfolio as of period end and the termination of the Investment Advisory Agreement on such date. For the three and six months ended June 30, 2025 and 2024, no accrual was required as a result of the impact of accumulated net unrealized depreciation and net realized losses on our portfolio.

Current wording

The expense attributable to the capital gains incentive fee (the “Capital Gains Incentive Fee”), as reported under GAAP, is calculated as if the Company’s entire portfolio had been liquidated at period end, and therefore is calculated on the basis of net realized and unrealized gains and losses at the end of each period. That expense (or the reversal of such an expense) related to that hypothetical liquidation of the portfolio (and assuming no other changes in realized or unrealized gains and losses) would only become payable to our investment adviser in the event of a complete liquidation of our portfolio as of period end and the termination of the Investment Advisory Agreement on such date. For the three and nine months ended September 30, 2025 and 2024, no accrual was required as a result of the impact of accumulated net unrealized depreciation and net realized losses on our portfolio.

Previous wording

The amount of the Capital Gains Incentive Fee which will actually be payable is determined in accordance with the terms of the Investment Advisory Agreement and is calculated as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). The terms of the Investment Advisory Agreement state that the Capital Gains Incentive Fee calculation is based on net realized gains, if any, offset by gross unrealized depreciation for the calendar year. No effect is given to gross unrealized appreciation in this calculation. For the three and six months ended June 30, 2025 and 2024, such an accrual was not required under the terms of the Investment Advisory Agreement.

Current wording

The amount of the Capital Gains Incentive Fee which will actually be payable is determined in accordance with the terms of the Investment Advisory Agreement and is calculated as of the end of each calendar year (or upon termination of the Investment Advisory Agreement). The terms of the Investment Advisory Agreement state that the Capital Gains Incentive Fee calculation is based on net realized gains, if any, offset by gross unrealized depreciation for the calendar year. No effect is given to gross unrealized appreciation in this calculation. For the three and nine months ended September 30, 2025 and 2024, such an accrual was not required under the terms of the Investment Advisory Agreement.

Previous wording

For the three months ended June 30, 2025, we recognized net realized losses on investments of approximately $2.4 million.

Current wording

For the three months ended September 30, 2025, we recognized net realized losses on investments of approximately $120,000.

Previous wording

For the three months ended June 30, 2025, our net change in unrealized appreciation was approximately $1.3 million, composed of $4.5 million in gross unrealized appreciation, $5.5 million in gross unrealized depreciation and approximately $2.3 million relating to the reversal of prior period net unrealized depreciation as investment gains and losses were realized. This includes net unrealized appreciation of approximately $1.8 million resulting from reductions to the cost value of our CLO equity investments representing the difference between distributions received, or entitled to be received, on our investments held in CLO equity subordinated notes and fee notes, of approximately $5.6 million and the effective yield interest income recognized on our CLO equity subordinated notes and the amortized cost adjusted income on our CLO equity fee notes of approximately $3.8 million. The most significant components of the net change in unrealized appreciation during the three months ended June 30, 2025, were as follows (in millions):

Current wording

For the three months ended September 30, 2025, our net change in unrealized appreciation was approximately $7.5 million, composed of $2.4 million in gross unrealized appreciation, $9.9 million in gross unrealized depreciation and approximately $20,000 relating to the reversal of prior period net unrealized depreciation as investment gains and losses were realized. This includes net unrealized appreciation of approximately $1.7 million resulting from reductions to the cost value of our CLO equity investments representing the difference between distributions received, or entitled to be received, on our investments held in CLO equity subordinated notes and fee notes, of approximately $6.0 million and the effective yield interest income recognized on our CLO equity subordinated notes and the amortized cost adjusted income on our CLO equity fee notes of approximately $4.3 million. The most significant components of the net change in unrealized appreciation during the three months ended September 30, 2025, were as follows (in millions):

Previous wording

For the six months ended June 30, 2025, we recognized net realized losses on investments of approximately $14.5 million.

Current wording

For the nine months ended September 30, 2025, we recognized net realized losses on investments of approximately $14.5 million.

Previous wording

For the six months ended June 30, 2025, our net change in unrealized depreciation was approximately $0.8 million, composed of $3.8 million in gross unrealized appreciation, $19.0 million in gross unrealized depreciation and approximately $14.4 million relating to the reversal of prior period net unrealized depreciation as investment gains and losses were realized. This includes net unrealized appreciation of approximately $3.5 million resulting from reductions to the cost value of our CLO equity investments representing the difference between distributions received, or entitled to be received, on our investments held in CLO equity subordinated notes

Current wording

For the nine months ended September 30, 2025, our net change in unrealized depreciation was approximately $8.3 million, composed of $3.9 million in gross unrealized appreciation, $26.5 million in gross unrealized depreciation and approximately $14.3 million relating to the reversal of prior period net unrealized depreciation as investment gains and losses were realized. This includes net unrealized appreciation of approximately $5.2 million resulting from reductions to the cost value of our CLO equity investments representing the difference between distributions received, or entitled to be received, on our investments held in CLO equity subordinated notes and fee notes, of approximately $17.3 million and the effective yield interest income recognized on our CLO equity subordinated notes and the amortized cost adjusted income on our CLO equity fee notes of approximately $12.1 million. The most significant components of the net change in unrealized appreciation during the nine months ended September 30, 2025, were as follows (in millions):

Previous wording

Net investment income for the three months ended June 30, 2025 and June 30, 2024 was approximately $5.5 million and $7.7 million, respectively. Net investment income for the six months ended June 30, 2025 and June 30, 2024 was approximately $11.6 million and $14.3 million, respectively. That decrease in net investment income was primarily due to a decrease in interest income and interest expense, partially offset by an increase in excise tax and compensation expense.

Current wording

Net investment income for the three months ended September 30, 2025 and September 30, 2024 was approximately $5.6 million and $6.2 million, respectively. Net investment income for the nine months ended September 30, 2025 and September 30, 2024 was approximately $17.2 million and $20.4 million, respectively. The decrease in net investment income was primarily due to a decrease in interest income and an increase in interest expense, partially offset by an increase in income from securitization vehicles and investments and other income.

Previous wording

For the three months and six months ended June 30, 2025, the net increase in net assets resulting from net investment income per common share was $0.08 and $0.16 (basic and diluted), compared to the net increase in net assets resulting from net investment income per share of $0.13 and $0.24 (basic and diluted) for the three and six months ended June 30, 2024.

Current wording

For the three months and nine months ended September 30, 2025, the net increase in net assets resulting from net investment income per common share was $0.07 and $0.23 (basic and diluted), compared to the net increase in net assets resulting from net investment income per share of $0.10 and $0.33 (basic and diluted) for the three and nine months ended September 30, 2024.

Previous wording

Net increase in net assets resulting from operations for the three months ended June 30, 2025 was approximately $4.4 million compared with a net increase in net assets resulting from operations of approximately $5.3 million for the three months ended June 30, 2024.

Current wording

Net decrease in net assets resulting from operations for the three months ended September 30, 2025 was approximately $2.1 million compared with a net decrease in net assets resulting from operations of approximately $0.9 million for the three months ended September 30, 2024.

Previous wording

Net decrease in net assets resulting from operations for the six months ended June 30, 2025 was approximately $3.7 million compared with a net increase in net assets resulting from operations of approximately $3.5 million for the six months ended June 30, 2024.

Current wording

Net decrease in net assets resulting from operations for the nine months ended September 30, 2025 was approximately $5.8 million compared with a net increase in net assets resulting from operations of approximately $2.6 million for the nine months ended September 30, 2024.

Previous wording

For the three months ended June 30, 2025, the net increase in net assets resulting from operations per common share was $0.06 (basic and diluted), compared to a net increase in net assets resulting from operations per share of $0.09 (basic and diluted) for the three months ended June 30, 2024. For the six months ended June 30, 2025, the net decrease in net assets resulting from operations per common share was $0.05 (basic and diluted), compared to a net increase in net assets resulting from operations per share of $0.06 (basic and diluted) for the six months ended June 30, 2024.

Current wording

For the three months ended September 30, 2025, the net decrease in net assets resulting from operations per common share was $0.03 (basic and diluted), compared to a net decrease in net assets resulting from operations per share of $0.01 (basic and diluted) for the three months ended September 30, 2024. For the nine months ended September 30, 2025, the net decrease in net assets resulting from operations per common share was $0.08 (basic and diluted), compared to a net increase in net assets resulting from operations per share of $0.04 (basic and diluted) for the nine months ended September 30, 2024.

Showing the first 40 of 50 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

method for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make.

Current report — wording carried from elsewhere

• Messrs. Cohen and Rosenthal currently serve as Chief Executive Officer and President, respectively, of Oxford Lane Capital Corp., a non-diversified closed-end management investment company that invests primarily in equity and junior debt tranches of CLO vehicles, and its investment adviser, Oxford Lane Management, LLC (“Oxford Lane Management”). Oxford Funds provides Oxford Lane Capital Corp.
Rearranged previous paragraphs (6)

Previous report — wording carried elsewhere

In valuing our CLO debt and equity investments, we consider the indicative prices provided by a recognized industry pricing service as a primary source, and the implied yield of such prices, supplemented by actual trades executed in the market at or around period-end, as well as the indicative prices provided by brokers who arrange transactions in such investment vehicles. We also consider those instances in which the record date for an equity distribution payment falls on the last day of the period, and the likelihood that a prospective purchaser would require

Previous report — wording carried elsewhere

income accrued during the calendar quarter minus our operating expenses for the quarter (including the Base Fee, expenses payable under the Administration Agreement with Oxford Funds, and any interest expense and dividends paid on any issued and outstanding preferred stock, but excluding the incentive fee). Refer to “Note 7. Related Party Transactions” in the notes to our financial statements.

Previous report — wording carried elsewhere

and fee notes, of approximately $11.3 million and the effective yield interest income recognized on our CLO equity subordinated notes and the amortized cost adjusted income on our CLO equity fee notes of approximately $7.8 million. The most significant components of the net change in unrealized appreciation during the six months ended June 30, 2025, were as follows (in millions):

Previous report — wording carried elsewhere

Net Increase in Net Assets Resulting from Operations

Previous report — wording carried elsewhere

reflecting the payment of distributions of approximately $14.6 million and principal repayment of the 6.25% Unsecured Notes of $10.0 million, partially offset by the net proceeds of the issuance of common stock in connection with our at-the-market (“ATM”) program of approximately $15.1 million.

Previous report — wording carried elsewhere

On June 14, 2017, the Securities and Exchange Commission issued an exemptive order permitting the Company and certain of its affiliates to complete negotiated co-investment transactions in portfolio companies, subject to certain conditions (the “Order”). Subject to satisfaction of certain conditions to the Order, the Company and certain of its affiliates are now permitted, together with any future BDCs, registered closed-end funds and certain private funds, each of whose investment adviser is the Company’s investment adviser or an investment adviser controlling,