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GLADSTONE INVESTMENT CORPORATION\DE

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

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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 4, 2025

GAIN$15.01-0.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 2. Results of Operations

RESULTS OF OPERATIONS

Comparison of the Three Months Ended September 30, 2025 to the Three Months Ended September 30, 2024

For the Three Months Ended September 30,
20252024Change% Change
INVESTMENT INCOME
Interest income$22,669$20,996$1,6738.0%
Dividend and success fee income2,6101,5691,04166.3%
Total investment income25,27922,5652,71412.0%
EXPENSES
Base management fee5,4574,4471,01022.7%
Loan servicing fee2,9322,19473833.6%
Incentive fee5,2072,2322,975133.3%
Administration fee520567(47)(8.3)%
Interest expense9,6316,3993,23250.5%
Amortization of deferred financing costs and discounts91062928144.7%
Other9131,669(756)(45.3)%
Expenses before credits from Adviser25,57018,1377,43341.0%
Credits to fees from Adviser(4,570)(2,863)(1,707)59.6%
Total expenses, net of credits to fees21,00015,2745,72637.5%
NET INVESTMENT INCOME4,2797,291(3,012)(41.3)%
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized (loss) gain on investments(29,938)42,303(72,241)NM
Net unrealized appreciation (depreciation)54,368(34,112)88,480NM
Net realized and unrealized gain24,4308,19116,239NM
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS$28,709$15,482$13,22785.4%
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING
Basic and diluted38,445,64336,688,6671,756,9764.8%
BASIC AND DILUTED PER COMMON SHARE:
Net investment income$0.11$0.20$(0.09)(45.0)%
Net increase in net assets resulting from operations$0.75$0.42$0.3378.6%

NM - Not meaningful

Investment Income

Total investment income increased $2.7 million, or 12.0%, for the three months ended September 30, 2025, as compared to the prior year period, primarily due to an increase in interest income and dividend and success fee income.

Interest income from our investments in debt securities increased $1.7 million, or 8.0%, for the three months ended September 30, 2025, as compared to the prior year period. Generally, the level of interest income from investments is directly related to the weighted-average principal balance of our interest-bearing investment portfolio outstanding during the period, multiplied by the weighted-average yield.

The weighted-average principal balance of our interest-bearing investment portfolio during the three months ended September 30, 2025 was $668.9 million, compared to $572.8 million for the prior year period. This increase was primarily due to the origination of $222.9 million of new debt investments and $41.7 million of follow-on debt investments in existing portfolio companies, partially offset by $126.4 million of pay-offs, restructurings, or write-offs of debt investments and $3.8 million of existing loans placed on non-accrual status after June 30, 2024, and their respective impact on the weighted-average principal balance when considering the timing of new investments, pay-offs, restructurings, write-offs, and accrual status changes, as applicable. During the three months ended September 30, 2025, we collected $0.3 million in past due interest from J.R. Hobbs that was previously on non-accrual status. We had no collections of past due interest during the three months ended September 30, 2024.

The weighted-average yield on our interest-bearing investments, excluding cash and cash equivalents and receipts recorded as dividend and success fee income, was 13.4% for the three months ended September 30, 2025, compared to 14.5% for the prior year period. The weighted-average yield may vary from period to period, based on the current stated interest rate on interest-bearing investments, coupled with any collection of past due interest during the period.

As of September 30, 2025, our loans to B+T Group Acquisition, Inc. ("B+T"), Diligent Delivery Systems ("Diligent") and Edge Adhesives Holdings, Inc. ("Edge") were on non-accrual status, with an aggregate debt cost basis of $40.3 million. As of September 30, 2024, certain of our loans to B+T, Diligent, Edge and J.R. Hobbs were on non-accrual status, with an aggregate debt cost basis of $90.0 million.

As of September 30, 2025 and March 31, 2025, SFEG Holdings, Inc. ("SFEG") represented 11.5% and 10.8% of the total investment portfolio at fair value, respectively.

Dividend and success fee income for the three months ended September 30, 2025 increased $1.0 million, or 66.3%, from the prior year period. During the three months ended September 30, 2025, dividend and success fee income consisted of $2.6 million of dividend income. During the three months ended September 30, 2024, dividend and success fee income consisted of $1.4 million of dividend income and $0.2 million of success fee income.

Expenses

Total expenses, net of any non-contractual, unconditional, and irrevocable credits from the Adviser, increased $5.7 million, or 37.5%, during the three months ended September 30, 2025, as compared to the prior year period, primarily due to an increase in incentive fees, interest expense and base management fees, partially offset by an increase in fee credits from the Adviser.

In accordance with GAAP, during the three months ended September 30, 2025, we recorded a $4.9 million capital gains-based incentive fee compared to a $1.6 million capital gains-based incentive fee during the three months ended September 30, 2024. The capital gains-based incentive fee is a result of the net impact of net realized gains and net unrealized appreciation (depreciation) on investments during the respective periods.

The base management fee, loan servicing fee, incentive fee, and their related non-contractual, unconditional, and irrevocable credits are computed quarterly, as described under“Transactions with the Adviser”in Note 4 —Related Party Transactions in the accompanying Notes to Consolidated Financial Statements and are summarized in the following table:

Three Months Ended September 30,
20252024
Average total assets subject to base management fee(A)(B)$1,091,400$889,400
Multiplied by prorated annual base management fee of 2.0%0.5%0.5%
Base management fee(C)$5,457$4,447
Credits to fees from Adviser - other(C)(1,638)(669)
Net base management fee$3,819$3,778
Loan servicing fee(C)$2,932$2,194
Credits to base management fee - loan servicing fee(C)(2,932)(2,194)
Net loan servicing fee$—$—
Incentive fee – income-based$310$594
Incentive fee – capital gains-based(D)4,8971,638
Total incentive fee(C)$5,207$2,232
Credits to fees from Adviser - other(C)——
Net total incentive fee$5,207$2,232

(A)Average total assets subject to the base management fee is defined in the Advisory Agreement as total assets, including investments made with proceeds of borrowings, less any uninvested cash or cash equivalents resulting from borrowings, valued at the end of the applicable quarters within the respective periods and adjusted appropriately for any share issuances or repurchases during the periods.

(B)Excludes our investment in Gladstone Alternative valued at the end of the applicable quarters within the respective periods.

(C)Reflected as a line item on our Consolidated Statements of Operations.

(D)The capital gains-based incentive fees are recorded in accordance with GAAP and do not necessarily reflect amounts contractually due under the terms of the Advisory Agreement.

Interest expense increased $3.2 million, or 50.5%, during the three months ended September 30, 2025, as compared to the prior year period, primarily due to the issuance of the 7.785% 2030 Notes in December 2024 and increased borrowings on our Credit Facility, partially offset by a decrease in the effective interest rate. The weighted-average balance outstanding under our Credit Facility during the three months ended September 30, 2025 was $107.6 million, compared to $60.8 million in the prior year period. The effective interest rate on our Credit Facility, excluding the impact of deferred financing costs, during the three months ended September 30, 2025 was 8.9%, as compared to 11.0% in the prior year period. The decrease in the effective interest rate on the Credit Facility was primarily a result of lower interest rates on the drawn portion of our Credit Facility, partially offset by an increase in unused commitment fees on the undrawn portion of the Credit Facility during the three months ended September 30, 2025.

Other expenses decreased $0.8 million, or 45.3%, during the three months ended September 30, 2025, as compared to the prior year period, due to a decrease in tax expense and bad debt expense.

Realized and Unrealized Gain (Loss)

The realized gains (losses) and unrealized appreciation (depreciation) across our investments for the three months ended September 30, 2025 and 2024 were as follows:

Portfolio CompanyRealized Gain (Loss) on InvestmentsUnrealized Appreciation (Depreciation)Reversal of Unrealized (Appreciation) DepreciationNet Gain (Loss)
SFEG Holdings, Inc.$—$20,553$—$20,553
The E3 Company, LLC—10,769—10,769
Schylling, Inc.—5,683—5,683
Dema/Mai Holding, Inc.—4,417—4,417
Brunswick Bowling Products, Inc.—3,378—3,378
J.R. Hobbs Co. - Atlanta, LLC(29,938)12,36219,1041,528
Ginsey Home Solutions, Inc.—1,208—1,208
Horizon Facilities Services, Inc.—978—978
Phoenix Door Systems, Inc.—(1,026)—(1,026)
Pyrotek Special Effects, Inc.—(1,169)—(1,169)
Home Concepts Acquisition, Inc.—(1,286)—(1,286)
The Maids International, LLC—(1,288)—(1,288)
Smart Chemical Solutions, LLC—(1,694)—(1,694)
PSI Molded Plastics, Inc.—(2,104)—(2,104)
Educators Resource, Inc.—(2,429)—(2,429)
Detroit Defense, Inc.—(2,578)—(2,578)
Old World Christmas, Inc.—(2,669)—(2,669)
Diligent Delivery Systems—(2,707)—(2,707)
UPB Acquisition, Inc.—(5,201)—(5,201)
Other, net (<$1.0 million, net)—151—151
Total$(29,938)$35,348$19,104$24,514
Portfolio CompanyRealized Gain (Loss) on InvestmentsUnrealized Appreciation (Depreciation)Reversal of Unrealized (Appreciation) DepreciationNet Gain (Loss)
Nocturne Luxury Villas, Inc.$—$6,707$—$6,707
Nth Degree Investment Group, LLC42,284—(38,028)4,256
ImageWorks Display and Marketing Group, Inc.—3,269—3,269
Old World Christmas, Inc.—3,203—3,203
Galaxy Technologies Holding, Inc.—2,754—2,754
Schylling, Inc.—2,566—2,566
The E3 Company, LLC—2,561—2,561
The Maids International, LLC—1,434—1,434
J.R. Hobbs Co. - Atlanta, LLC—1,150—1,150
Phoenix Doors Systems, Inc.—1,095—1,095
Edge Adhesives Holdings, Inc.—(892)—(892)
UPB Acquisition, Inc.—(981)—(981)
Ginsey Home Solutions, Inc.—(1,090)—(1,090)
Brunswick Bowling Products, Inc.—(2,321)—(2,321)
B+T Group Acquisition, Inc—(2,839)—(2,839)
Horizon Facilities Service, Inc.—(11,752)—(11,752)
Other, net (<$1.0 million, net)19(948)—(929)
Total$42,303$3,916$(38,028)$8,191

Net Realized Gain (Loss) on Investments

During the three months ended September 30, 2025, we recorded net realized losses on investments of $29.9 million, due to the realized loss from the restructuring of J.R. Hobbs. During the three months ended September 30, 2024, we recorded net realized gains on investments of $42.3 million, due to the realized gain from the exit of Nth Degree Investment Group, LLC ("Nth Degree").

Net Unrealized Appreciation (Depreciation) of Investments

Net unrealized appreciation of investments of $54.5 million for the three months ended September 30, 2025 was primarily due to increased performance of certain of our portfolio companies and the reversal of previously recorded unrealized depreciation related to our investment in J.R. Hobbs upon its restructure. These increases were partially offset by decreased performance of certain of our portfolio companies and a decrease in transaction multiples used to estimate the fair value of certain of our portfolio companies.

Net unrealized depreciation of investments of $34.1 million for the three months ended September 30, 2024 was primarily due to the reversal of unrealized appreciation of Nth Degree upon our exit, and a decrease in the performance of certain of our portfolio companies. These decreases were partially offset by an increase in transaction multiples used to estimate the fair value of certain of our portfolio companies and increased performance of certain of our other portfolio companies.

Across our entire investment portfolio, we recorded net unrealized appreciation of$38.8 million on ourequity positions and net unrealized appreciation of $15.7 million on our debt investmentsfor thethree months ended September 30, 2025. As of September 30, 2025, the fair value of our investment portfolio was more than our cost basis by $93.7 million, compared to June 30, 2025, when the fair value of our investment portfolio was more than our cost basis by $39.2 million. This resulted in net unrealized appreciation of$54.5 million for thethree months ended September 30, 2025. Our entire portfolio was fair valued at 109.0% of cost as of September 30, 2025.

Comparison of the Six Months Ended September 30, 2025 to the Six Months Ended September 30, 2024

For the Six Months Ended September 30,
20252024Change% Change
INVESTMENT INCOME
Interest income$44,317$41,621$2,6966.5%
Dividend and success fee income4,5063,1221,38444.3%
Total investment income48,82344,7434,0809.1%
EXPENSES
Base management fee10,5379,0651,47216.2%
Loan servicing fee5,6044,4161,18826.9%
Incentive fee4,998(1,556)6,554NM
Administration fee9531,073(120)(11.2)%
Interest expense18,13012,8795,25140.8%
Amortization of deferred financing costs and discounts1,8201,26056044.4%
Other2,0553,613(1,558)(43.1)%
Expenses before credits from Adviser44,09730,75013,34743.4%
Credits to fees from Adviser(8,641)(5,712)(2,929)51.3%
Total expenses, net of credits to fees35,45625,03810,41841.6%
NET INVESTMENT INCOME13,36719,705(6,338)(32.2)%
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized (loss) gain on investments(29,938)42,305(72,243)NM
Net unrealized appreciation (depreciation) of investments53,052(53,054)106,106NM
Net realized and unrealized gain (loss)23,114(10,749)33,863NM
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS$36,481$8,956$27,525307.3%
WEIGHTED-AVERAGE SHARES OF COMMON STOCK OUTSTANDING
Basic and diluted37,681,49136,688,667992,8242.7%
BASIC AND DILUTED PER COMMON SHARE:
Net investment income$0.35$0.54$(0.19)(35.2)%
Net increase in net assets resulting from operations$0.97$0.24$0.73304.2%

NM = Not Meaningful

Investment Income

Total investment income increased $4.1 million, or 9.1%, for the six months ended September 30, 2025, as compared to the prior year period, primarily due to an increase in interest income and dividend and success fee income.

Interest income from our investments in debt securities increased $2.7 million, or 6.5%, for the six months ended September 30, 2025, as compared to the prior year period. Generally, the level of interest income from investments is directly related to the weighted-average principal balance of our interest-bearing investment portfolio outstanding during the period, multiplied by the weighted-average yield.

The weighted-average principal balance of our interest-bearing investment portfolio during the six months ended September 30, 2025 was $639.6 million, compared to $578.1 million for the prior year period. This increase was primarily due to the origination of $222.9 million of new debt investments and $42.2 million of follow-on debt investments in existing portfolio companies, partially offset by $129.4 million of pay-offs, restructurings, or write-offs of debt investments and $30.8 million of existing loans placed on non-accrual status after March 31, 2024, and their respective impact on the weighted-average principal balance when considering the timing of new investments, pay-offs, restructurings, write-offs, and accrual status changes, as applicable. During the six months ended September 30, 2025, we collected $1.8 million in past due interest from portfolio companies that were previously on non-accrual status, including $1.5 million from SFEG and $0.3 million from J.R. Hobbs. We had no collections of past due interest during the six months ended September 30, 2024.

The weighted-average yield on our interest-bearing investments, excluding cash and cash equivalents and receipts recorded as dividend and success fee income, was 13.7% for the six months ended September 30, 2025, compared to 14.4% for the prior year period. The weighted-average yield may vary from period to period, based on the current stated interest rate on interest-bearing investments, coupled with any collection of past due interest during the period.

As of September 30, 2025, our loans to B+T, Diligent and Edge were on non-accrual status, with an aggregate debt cost basis of $40.3 million. As of September 30, 2024, our loans to B+T, Diligent, Edge, and J.R. Hobbs were also on non-accrual status, with an aggregate debt cost basis of $90.0 million.

As of September 30, 2025 and March 31, 2025, SFEG represented 11.5% and 10.8% of the total investment portfolio at fair value, respectively.

Dividend and success fee income for the six months ended September 30, 2025 increased $1.4 million, or 44.3% from the prior year period. During the six months ended September 30, 2025, dividend and success fee income consisted of $3.7 million of dividend income and $0.8 million of success fee income. During the six months ended September 30, 2024, dividend and success fee income consisted of $1.7 million of success fee income and $1.4 million of dividend income.

Expenses

Total expenses, net of any non-contractual, unconditional, and irrevocable credits from the Adviser, increased $10.4 million, or 41.6%, during the six months ended September 30, 2025, as compared to the prior year period, primarily due to an increase in incentive fees, interest expense and base management fee, partially offset by a decrease in other expense and an increase in fee credits from the Adviser.

In accordance with GAAP, we recorded a $4.7 million capital gains-based incentive fee during the six months ended September 30, 2025, compared to a $2.2 million reversal of previously accrued capital gains-based incentive fee recorded during the six months ended September 30, 2024. The capital gains-based incentive fee was a result of the net impact of net realized gains and net unrealized appreciation (depreciation) on investments during the respective periods. The income-based incentive fee decreased by $0.3 million for the six months ended September 30, 2025, as compared to the prior year period, primarily due to an increase in net assets, which drives the hurdle rate.

The base management fee, loan servicing fee, incentive fee, and their related non-contractual, unconditional, and irrevocable credits are computed quarterly, as described under“Transactions with the Adviser”in Note 4 —Related Party Transactions in the accompanying Notes to Consolidated Financial Statements and are summarized in the following table:

Six Months Ended September 30,
20252024
Average total assets subject to base management fee(A)$1,053,700$906,500
Multiplied by prorated annual base management fee of 2.0%1.0%1.0%
Base management fee(B)$10,537$9,065
Credits to fees from Adviser - other(B)(3,037)(1,296)
Net base management fee$7,500$7,769
Loan servicing fee(B)$5,604$4,416
Credits to base management fee - loan servicing fee(B)(5,604)(4,416)
Net loan servicing fee$—$—
Incentive fee – income-based$310$594
Incentive fee – capital gains-based(C)4,688(2,150)
Total incentive fee(B)$4,998$(1,556)
Credits to fees from Adviser - other(B)——
Net total incentive fee$4,998$(1,556)

(A)Average total assets subject to the base management fee is defined in the Advisory Agreement as total assets, including investments made with proceeds of borrowings, less any uninvested cash or cash equivalents resulting from borrowings, valued at the end of the applicable quarters within the respective periods and adjusted appropriately for any share issuances or repurchases during the periods.

(B)Reflected as a line item on our Consolidated Statements of Operations.

(C)The capital gains-based incentive fees are recorded in accordance with GAAP and do not necessarily reflect amounts contractually due under the terms of the Advisory Agreement.

Interest expense increased $5.3 million, or 40.8%, during the six months ended September 30, 2025, as compared to the prior year period, primarily due to interest expense related to the issuance of the 7.785% 2030 Notes in December 2024 and increased borrowings on the Credit Facility, partially offset by a decrease in the effective interest rate. The weighted-average balance outstanding on the Credit Facility during the six months ended September 30, 2025 was $72.2 million as compared to $62.8 million in the prior year period. The effective interest rate on the Credit Facility, excluding the impact of deferred financing costs, during the six months ended September 30, 2025 was 10.2%, as compared to 10.9% in the prior year period. The decrease in the effective interest rate on the Credit Facility was primarily a result of lower interest rates on the drawn portion of our Credit Facility, partially offset by an increase in unused commitment fees on the undrawn portion of the Credit Facility during the six months ended September 30, 2025.

Other expenses decreased $1.6 million, or 43.1%, during the six months ended September 30, 2025, as compared to the prior year period, due to an decrease in bad debt expense and tax expense, partially offset by an increase in professional fees.

Realized and Unrealized Gain (Loss)

The realized gains (losses) and unrealized appreciation (depreciation) across our investments for the six months ended September 30, 2025 and 2024 were as follows:

Portfolio CompanyRealized Gain (Loss) on InvestmentsUnrealized Appreciation (Depreciation)Reversal of Unrealized (Appreciation) DepreciationNet Gain (Loss)
SFEG Holdings, Inc.$—$25,106$—$25,106
The E3 Company, LLC—13,465—13,465
J.R. Hobbs Co. - Atlanta, LLC(29,938)12,87319,1042,039
Schylling, Inc.—8,665—8,665
ImageWorks Display and Marketing Group, Inc.—4,904—4,904
Dema/Mai Holding, Inc.—4,172—4,172
Horizon Facilities Services, Inc.—2,078—2,078
Mason West, LLC—1,834—1,834
Nielsen-Kellerman Acquisition Corp.—1,371—1,371
Old World Christmas, Inc.—(1,296)—(1,296)
Smart Chemical Solutions, LLC—(1,694)—(1,694)
Detroit Defense, Inc.—(1,797)—(1,797)
Ginsey Home Solutions, Inc.—(2,260)—(2,260)
Diligent Delivery Systems—(2,332)—(2,332)
Phoenix Door Systems, Inc.—(2,626)—(2,626)
UPB Acquisition, Inc.—(2,706)—(2,706)
Brunswick Bowling Products, Inc.—(3,014)—(3,014)
Galaxy Technologies Holdings, Inc.—(3,480)—(3,480)
The Maids International, LLC—(5,016)—(5,016)
Educators Resource, Inc.—(5,734)—(5,734)
PSI Molded Plastics, Inc.—(8,238)—(8,238)
Other, net (<$1.0 million, net)—26—26
Total$(29,938)$34,301$19,104$23,467
Portfolio Company · Realized Gain (Loss) · Unrealized Appreciation (Depreciation) · Reversal of Unrealized (Appreciation) Depreciation · Net Gain (Loss)
The E3 Company, LLC$—$5,208$—$5,208
Nocturne Luxury Villas, Inc.—4,988—4,988
Old World Christmas, Inc.—4,734—4,734
Schylling, Inc.—3,031—3,031
UPB Acquisition, Inc—2,987—2,987
Galaxy Technologies Holdings, Inc.—2,757—2,757
Ginsey Home Solutions, Inc.—2,385—2,385
J.R. Hobbs Co. - Atlanta, LLC—1,349—1,349
Dema/Mai Holdings, Inc.—1,318—1,318
The Maids International, LLC—1,251—1,251
Diligent Delivery Systems—(1,092)—(1,092)
Home Concepts Acquisition, Inc.—(1,238)—(1,238)
PSI Molded Plastics, Inc.—(1,767)—(1,767)
Brunswick Bowling Products, Inc.—(2,165)—(2,165)
Edge Adhesives Holdings, Inc.—(2,335)—(2,335)
B+T Group Acquisition, Inc.—(2,742)—(2,742)
Nth Degree Investment Group, LLC42,284(7,195)(38,028)(2,939)
Horizon Facilities Services, Inc.(8,614)(8,614)
Phoenix Door Systems, Inc.(18,163)(18,163)
Other, net (<$1.0 million, net)212734298
Total$42,305$(15,030)$(38,024)$(10,749)

Net Realized Gain (Loss)

During the six months ended September 30, 2025, we recorded net realized losses on investments of $29.9 million, due to the realized loss from the restructuring of J.R. Hobbs. During the six months ended September 30, 2024, we recorded net realized gains on investments of $42.3 million, due to the realized gain from the exit of Nth Degree.

Net Unrealized Appreciation (Depreciation) on Investments

Net unrealized appreciation of investments of $53.4 million for the six months ended September 30, 2025 was primarily due to the increased performance of certain of our portfolio companies and the reversal of previously recorded unrealized depreciation related to our investment in J.R. Hobbs upon its restructure. These increases were partially offset by decreased performance of certain of our portfolio companies and a decrease in transaction multiples used to estimate the fair value of certain of our portfolio companies.

Net unrealized depreciation of investments of $53.1 million for the six months ended September 30, 2024 was primarily due to the reversal of unrealized appreciation of Nth Degree upon our exit and decreased performance of certain of our portfolio companies. These decreases were partially offset by an increase in transaction multiples used to estimate the fair value of certain of our portfolio companies and increased performance of certain of our portfolio companies.

Across our entire investment portfolio, we recorded net unrealized appreciation of $36.2 million on ourequity positions and appreciation of $17.2 million on our debt positions, for thesix months ended September 30, 2025. As of September 30, 2025, the fair value of our investment portfolio was more than the cost basis by$93.7 million, as compared to March 31, 2025, when the fair value of our investment portfolio was more than the cost basis by$40.3 million, representing net unrealized appreciation of$53.4 million for thesix months ended September 30, 2025. Our entire portfolio had a fair value of 109.0% of cost as of September 30, 2025.

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