SURO CAPITAL CORP

SURO CAPITAL CORP.

640 Fifth Avenue, 12th Floor

New York, New York 10019

(212) 931-6331

PROXY STATEMENT

2024 Annual Meeting of Stockholders

To Be Held On June 5, 2024

This proxy statement (this “Proxy Statement”) is furnished in connection with the solicitation of proxies by the board of directors (the “Board of Directors”) of SuRo Capital Corp. (the “Company,” “SuRo Capital,” “we,” “us” or “our”) for use at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”) to be held on June 5, 2024 at 9:00 a.m., Eastern Time, at the offices of Eversheds Sutherland (US) LLP, The Grace Building, 1114 Sixth Avenue, 40th Floor, New York, New York 10036, and at any postponements or adjournments thereof. This Proxy Statement and the accompanying proxy card are first being released to stockholders on or about April 18, 2024. In addition, a Notice of Internet Availability of Proxy Materials containing instructions on how to access this Proxy Statement and the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2023 (the “Annual Report”), as well as how to submit proxies by telephone or through the internet, is being sent to stockholders on or about April 18, 2024.

We encourage you to vote your shares either by voting in person at the Annual Meeting or by granting a proxy (i.e.,authorizing someone to vote your shares). If you properly sign and date the accompanying proxy card, or otherwise provide voting instructions either via the internet or by telephone, and the Company receives such instructions by June 4, 2024 at 11:59 p.m. Eastern Time, the persons named as proxies will vote the shares registered directly in your name in the manner that you specified. Prior to the Annual Meeting or prior to any postponements or adjournments thereof, you may vote your shares electronically atwww.proxyvote.comor by calling 1-800-690-6903. Voting instructions are shown on the proxy card and the Notice of Internet Availability of Proxy Materials.If you give no instructions on the proxy card, the shares covered by the proxy card will be voted FOR the election of the nominee as a director of the Company, FORthe advisory vote on executive compensation, and FOR the ratification of the selection of Marcum LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

If you are a “stockholder of record” (i.e.,you hold shares directly in your name), you may revoke a proxy at any time before it is exercised by notifying the proxy tabulator, Broadridge Financial Solutions, Inc., in writing, by submitting a properly executed, later-dated proxy, or by voting in person at the Annual Meeting or by voting by telephone or online atwww.proxyvote.com. Please send any such notice of revocation to SuRo Capital Corp., c/o Broadridge Financial Solutions, Inc., 51 Mercedes Way, Edgewood, New York 11717. Any stockholder of record attending the Annual Meeting may vote in person regardless of whether he or she has previously voted his or her shares. If your shares are held for your account by a broker, bank or other institution or nominee, you may vote such shares at the Annual Meeting only if you obtain and present proper written authority from your institution or nominee.

If you do not vote in person at the Annual Meeting or submit voting instructions to your broker or nominee, your broker or nominee may still be authorized to vote your shares as to routine matters, which, in the case of the Annual Meeting, only applies to the proposal to ratify the appointment of our independent registered public accounting firm. For all other matters to be voted on at the Annual Meeting, the broker or nominee that holds your shares will need to obtain your authorization to vote those shares and has enclosed a voting instruction form with this Proxy Statement.Please instruct your bank or broker so your vote can be counted.

Stockholders of record may also vote either via the internet or by telephone prior to the Annual Meeting. Specific instructions to be followed by stockholders of record interested in voting via the internet or telephone are shown on the proxy card and the Notice of Internet Availability of Proxy Materials. The internet and telephone voting procedures are designed to authenticate the stockholder’s identity and to allow stockholders to vote their shares and confirm that their instructions have been properly recorded.

**Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting.**This Proxy Statement and the Annual Report are available on the internet at*https://investors.surocap.com/financial-information/sec-filings.*The Notice of Internet Availability of Proxy Materials contains instructions on how stockholders can elect to receive a printed copy of this Proxy Statement and the Annual Report free of charge.