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MSC INCOME FUND, INC.

For the period ended Sep 30, 2026. Filed Nov 6, 2026.

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, 2026 · Filed Nov 6, 2026

MSIF$12.53+2.3%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 2026-06-30; filed 2026-08-07.

0001535778-26-000085

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-06.

0001535778-26-000109

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 161 previous paragraphs and 163 current paragraphs.

96 unchanged; 59 reworded; 8 added; 5 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 17 previous and 17 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

(b)Includes a distribution from a Private Loan portfolio company.

Current report

Comparison of the nine months ended September 30, 2026 and 2025

Current report

(b)Includes a distribution from a Private Loan portfolio company.

Current report

In September 2026, the Fund issued $75.0 million in aggregate principal amount of 6.83% Series A Senior Notes due September 2029 (the “September 2029 Notes”), all of which remained outstanding as of September 30, 2026. In October 2026, the Fund issued an additional $75.0 million of the September 2029 Notes. For more information on the September 2029 Notes, including key terms and financial covenants, refer to Note D — Debtin the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q and Note K — Subsequent Events in the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Current report

(2)In October 2026, an additional $75.0 million was issued under the September 2029 Notes, which is not included in the table above.

Current report

In October 2026, MSC Income issued the second tranche of its September 2029 Notes, issuing $75.0 million of its September 2029 Notes pursuant to the September 2029 Note Purchase Agreement.

Current report

From October 1, 2026 through November 5, 2026, the Fund repurchased 178,927 shares of its common stock at an average price of $11.79 (including broker commissions), as part of the February 2027 10b5-1 Repurchase Plan.
Removed paragraphs (5)

Previous report

In August 2026, the Fund’s Board of Directors authorized a share repurchase plan pursuant to which the Fund may repurchase up to $20.0 million of shares of its common stock for a period beginning in September 2026 and ending in February 2027, at times when the market price per share of the common stock is trading below the most recently reported NAV per share of the common stock by certain pre-determined levels. Pursuant to such authorization, the Fund intends to enter into a share repurchase plan (the “Fund Rule 10b5-1 Stock Repurchase Plan”) to facilitate the repurchase of up to the full $20.0 million of shares of its common stock authorized under the share repurchase program. The repurchases of any shares pursuant to the Fund Rule 10b5-1 Stock Repurchase Plan will be implemented in accordance with Rule 10b5-1 and Rule 10b-18 under the Securities Exchange Act of 1934 (the “Exchange Act”).

Previous report

In August 2026, Main Street authorized a plan pursuant to which Main Street may purchase up to $20.0 million of shares of the Fund’s common stock in the open market during the same time period, pursuant to the terms of a share purchase plan (the “Main Street Rule 10b5-1 Stock Purchase Plan”) that Main Street intends to enter into in connection with the Fund Rule 10b5-1 Stock Repurchase Plan. The purchases of any shares pursuant to the Main Street Rule 10b5-1 Stock Purchase Plan will be implemented in accordance with Rule 10b5-1 and Rule 10b-18 under the Exchange Act.

Previous report

The terms and conditions of the Fund Rule 10b5-1 Stock Repurchase Plan and of the Main Street Rule 10b5-1 Purchase Plan will be substantially similar. Subject to the limitations under Rule 10b-18 under the Exchange Act and market conditions, the Fund expects that the aggregate amount of shares (i) repurchased under the Fund Rule 10b5-1 Stock Repurchase Plan and (ii) purchased under the Main Street Rule 10b5-1 Purchase Plan on any single trading day will be split among the Fund and Main Street on a pro rata basis (or as close thereto as reasonably possible) based upon the proportion of the aggregate $40.0 million repurchase/purchase commitment represented by the respective share repurchase/purchase program. There is no assurance that the Fund will repurchase or Main Street will purchase any shares of the Fund’s common stock at any specific discount levels or in any specific amounts under the Fund Rule 10b5-1 Stock Repurchase Plan or the Main Street Rule 10b5-1 Purchase Plan, as applicable. There is also no assurance that the market price of the Fund’s shares of common stock, either absolutely or relative to NAV per share, will increase as a result of any share repurchases/purchases, or that the Fund Rule 10b5-1 Stock Repurchase Plan or the Main Street Rule 10b5-1 Purchase Plan will enhance stockholder value over the long term.
Reworded paragraphs (59)

Previous wording

On October 28, 2020, MSC Income’s stockholders approved the appointment of MSC Adviser I, LLC (the “Adviser”), which is wholly-owned by Main Street, as MSC Income’s investment adviser and administrator under an Investment Advisory and Administrative Services Agreement dated October 30, 2020 (the “Prior Investment Advisory Agreement”).

Current wording

On October 28, 2020, MSC Income’s stockholders approved the appointment of MSC Adviser I, LLC dba Main Street Capital Partners (the “Adviser”), which is wholly-owned by Main Street, as MSC Income’s investment adviser and administrator under an Investment Advisory and Administrative Services Agreement dated October 30, 2020 (the “Prior Investment Advisory Agreement”).

Previous wording

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments as of June 30, 2026, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt investments and any debt investments on non-accrual status, and are weighted based upon the principal amount of each applicable debt investment as of June 30, 2026. The weighted-average annual effective yield on the Fund’s debt portfolio as of June 30, 2026, including debt investments on non-accrual status, was 9.7% for the Private Loan portfolio investments and 12.0% for the LMM portfolio investments. The weighted-average annual effective yield is not reflective of what an investor in shares of MSC Income’s common stock will realize on their investment because it does not reflect changes in the market value of MSC Income’s stock, MSC Income’s utilization of debt capital in its capital structure, MSC Income’s expenses or any sales load paid by an investor.

Current wording

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments as of September 30, 2026, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt investments and any debt investments on non-accrual status, and are weighted based upon the principal amount of each applicable debt investment as of September 30, 2026. The weighted-average annual effective yield on the Fund’s debt portfolio as of September 30, 2026, including debt investments on non-accrual status, was 9.9% for the Private Loan portfolio investments and 12.0% for the LMM portfolio investments. The weighted-average annual effective yield is not reflective of what an investor in shares of MSC Income’s common stock will realize on their investment because it does not reflect changes in the market value of MSC Income’s stock, MSC Income’s utilization of debt capital in its capital structure, MSC Income’s expenses or any sales load paid by an investor.

Previous wording

(c)The average EBITDA is calculated using a weighted-average for the Private Loan portfolio companies and a simple average for the LMM portfolio companies. These calculations exclude certain portfolio companies, including three Private Loan portfolio companies and four LMM portfolio companies, as EBITDA is not a meaningful valuation metric for the Fund’s investments in these portfolio companies, and those portfolio companies whose primary operations have ceased and only residual value remains.

Current wording

(c)The average EBITDA is calculated using a weighted-average for the Private Loan portfolio companies and a simple average for the LMM portfolio companies. These calculations exclude certain portfolio companies, including three Private Loan portfolio companies and three LMM portfolio companies, as EBITDA is not a meaningful valuation metric for the Fund’s investments in these portfolio companies, and those portfolio companies whose primary operations have ceased and only residual value remains.

Previous wording

As of June 30, 2026, MSC Income had Middle Market portfolio investments in eight portfolio companies, collectively totaling $21.9 million in fair value and $40.8 million in cost basis, which comprised 1.6% and 3.1% of the Investment Portfolio at fair value and cost, respectively. As of December 31, 2025, MSC Income had Middle Market portfolio investments in eight portfolio companies, collectively totaling $23.3 million in fair value and $39.8 million in cost basis, which comprised 1.7% and 3.2% of the Investment Portfolio at fair value and cost, respectively.

Current wording

As of September 30, 2026, MSC Income had Middle Market portfolio investments in seven portfolio companies, collectively totaling $19.8 million in fair value and $38.9 million in cost basis, which comprised 1.4% and 3.0% of the Investment Portfolio at fair value and cost, respectively. As of December 31, 2025, MSC Income had Middle Market portfolio investments in eight portfolio companies, collectively totaling $23.3 million in fair value and $39.8 million in cost basis, which comprised 1.7% and 3.2% of the Investment Portfolio at fair value and cost, respectively.

Previous wording

As of June 30, 2026, MSC Income had Other Portfolio investments in seven entities, spread across four investment managers, collectively totaling $15.2 million in fair value and $13.2 million in cost basis, which comprised 1.1% and 1.0% of the Investment Portfolio at fair value and cost, respectively. As of December 31, 2025, MSC Income had Other Portfolio investments in six entities, spread across four investment managers, collectively totaling $15.5 million in fair value and $13.7 million in cost basis, which comprised 1.2% and 1.1% of the Investment Portfolio at fair value and cost, respectively.

Current wording

As of September 30, 2026, MSC Income had Other Portfolio investments in seven entities, across four investment managers, collectively totaling $12.2 million in fair value and $11.1 million in cost basis, which comprised 0.9% of each of the Investment Portfolio at fair value and cost. As of December 31, 2025, MSC Income had Other Portfolio investments in six entities, across four investment managers, collectively totaling $15.5 million in fair value and $13.7 million in cost basis, which comprised 1.2% and 1.1% of the Investment Portfolio at fair value and cost, respectively.

Previous wording

For the three months ended June 30, 2026 and 2025, MSC Income achieved an annualized total return on investments of 16.8% and 12.2%, respectively. For the six months ended June 30, 2026 and 2025, the Fund achieved an annualized total return on investments of 13.3% and 11.5%, respectively. For the year ended December 31, 2025, MSC Income achieved a total return on investments of 13.9%. Total return on investments equals the total interest, dividend and fee income plus realized and unrealized changes in the fair value of the Investment Portfolio divided by the average quarterly Investment Portfolio balance at cost, in each case for the specified period. MSC Income’s total return on investments is not reflective of what an investor in shares of MSC Income’s common stock will realize on their investment because it does not reflect changes in the market value of MSC Income’s stock, MSC Income’s utilization of debt capital in its capital structure, MSC Income’s expenses or any sales load paid by an investor.

Current wording

For the three months ended September 30, 2026 and 2025, MSC Income achieved an annualized total return on investments of 12.5% and 15.7%, respectively. For the nine months ended September 30, 2026 and 2025, the Fund achieved an annualized total return on investments of 13.1% and 12.8%, respectively. For the year ended December 31, 2025, MSC Income achieved a total return on investments of 13.9%. Total return on investments equals the total interest, dividend and fee income plus realized and unrealized changes in the fair value of the Investment Portfolio divided by the average quarterly Investment Portfolio balance at cost, in each case for the specified period. MSC Income’s total return on investments is not reflective of what an investor in shares of MSC Income’s common stock will realize on their investment because it does not reflect changes in the market value of MSC Income’s stock, MSC Income’s utilization of debt capital in its capital structure, MSC Income’s expenses or any sales load paid by an investor.

Previous wording

MSC Income holds certain debt and preferred equity instruments in its Investment Portfolio that contain PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (see Note B.8. — Summary of Significant Accounting Policies — Income Taxes in the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though MSC Income may not have collected the PIK interest and cumulative dividends in cash. MSC Income stops accruing PIK interest and cumulative dividends and writes off any accrued and uncollected interest and dividends in arrears when it determines that such PIK interest and dividends in arrears are no longer collectible. For the three months ended June 30, 2026 and 2025, (i) 7.1% and 5.6%, respectively, of MSC Income’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.8% and 1.5%, respectively, of MSC Income’s total investment income was attributable to cumulative dividend income not paid currently in cash. For the six months ended June 30, 2026 and 2025, (i) 7.2% and 5.7%, respectively, of MSC Income’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.8% and 0.9%, respectively, of MSC Income’s total investment income was attributable to cumulative dividend income not paid currently in cash.

Current wording

MSC Income holds certain debt and preferred equity instruments in its Investment Portfolio that contain PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (see Note B.8. — Summary of Significant Accounting Policies — Income Taxes in the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though MSC Income may not have collected the PIK interest and cumulative dividends in cash. MSC Income stops accruing PIK interest and cumulative dividends and writes off any accrued and uncollected interest and dividends in arrears when it determines that such PIK interest and dividends in arrears are no longer collectible. For the three months ended September 30, 2026 and 2025, (i) 7.9% and 6.5%, respectively, of MSC Income’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.8% and 0.9%, respectively, of MSC Income’s total investment income was attributable to cumulative dividend income not paid currently in cash. For the nine months ended September 30, 2026 and 2025, (i) 7.4% and 5.9%, respectively, of MSC Income’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.8% and 0.9%, respectively, of MSC Income’s total investment income was attributable to cumulative dividend income not paid currently in cash.

Previous wording

As of June 30, 2026, investments on non-accrual status were $26.7 million at fair value and $76.3 million at cost and comprised 1.9% and 5.8% of MSC Income’s total Investment Portfolio at fair value and cost, respectively. As of December 31, 2025, investments on non-accrual status were $13.7 million at fair value and $49.0 million at cost and comprised 1.0% and 3.9% of MSC Income’s total Investment Portfolio at fair value and cost, respectively.

Current wording

As of September 30, 2026, investments on non-accrual status were $19.3 million at fair value and $66.9 million at cost and comprised 1.4% and 5.2% of MSC Income’s total Investment Portfolio at fair value and cost, respectively. As of December 31, 2025, investments on non-accrual status were $13.7 million at fair value and $49.0 million at cost and comprised 1.0% and 3.9% of MSC Income’s total Investment Portfolio at fair value and cost, respectively.

Previous wording

The operating results of the Fund’s portfolio companies are impacted by changes in the broader fundamentals of the U.S. economy. In periods during which the U.S. economy contracts, it is likely that the financial results of small to mid-sized companies, like those in which the Fund invests, could experience deterioration or limited growth from current levels, which could ultimately lead to difficulty in meeting their debt service requirements, to an increase in defaults on debt investments or in realized losses on investments and to difficulty in maintaining historical dividend payment rates and unrealized appreciation on the Fund’s equity investments. Consequently, the Fund can provide no assurance that the performance of certain portfolio companies will not be negatively impacted by future economic cycles or other conditions, which could also have a negative impact on the Fund’s future results.

Current wording

The operating results of the Fund’s portfolio companies are impacted by changes in the broader fundamentals of the U.S. economy. In periods during which the U.S. economy contracts, it is likely that the financial results of small to mid-sized companies, like those in which the Fund invests, could experience deterioration or limited growth from current levels, which could ultimately lead to difficulty in meeting their debt service requirements, to an increase in defaults on the Fund’s debt investments or in realized losses on the Fund’s investments and to difficulty in maintaining historical dividend payment rates and unrealized appreciation on the Fund’s equity investments. Consequently, the Fund can provide no assurance that the performance of certain portfolio companies will not be negatively impacted by future economic cycles or other conditions, which could also have a negative impact on the Fund’s future results.

Previous wording

(a)Pursuant to the Advisory Agreement, the incentive fee on capital gains is determined and payable to the Adviser in arrears, if any, as of the end of each calendar year. This fee equals (a) 17.5% of the Fund’s incentive fee capital gain, which is calculated as the Fund’s (i) cumulative net realized gains (net of any related net income tax expense), minus (ii) cumulative unrealized depreciation (net of any related income tax benefit, and excluding any unrealized appreciation), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable calendar year ended. In accordance with U.S. GAAP, at the end of each reporting period, the Fund estimates the capital gains incentive fee and adjusts the accrual for the fee based upon a hypothetical liquidation of its investment portfolio at the then current fair value. Therefore, the calculation of the accrual equals (a) 17.5% of the Fund’s cumulative change in net fair value, including both (i) the cumulative net realized gain/loss and (ii) the cumulative net unrealized appreciation/depreciation (in both cases, net of any related cumulative net income tax expense or benefit), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable period ended. However, any capital gains incentive fee accrued related to the unrealized appreciation is neither earned nor payable to the Adviser until such time that it is realized, and assuming at the end of a calendar year such incentive fee capital gain exists excluding any cumulative unrealized appreciation (in each case, net of any related net income tax expense or benefits). If the calculation results in an increase in the accrual compared to the previous quarter, the Fund records an increase to the capital gains incentive fee accrual. If the calculation results in a decrease to the estimated incentive fee on capital gains when compared to the previous quarter, the accrual for the incentive fee on capital gains is reduced to the extent of such decrease. For the second quarter of 2026, the Fund increased the accrual on the capital gains incentive fee by $2.9 million. See Note I — Related Party Transactionsin the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Current wording

(a)Pursuant to the Advisory Agreement, the incentive fee on capital gains is determined and payable to the Adviser in arrears, if any, as of the end of each calendar year. This fee equals (a) 17.5% of the Fund’s incentive fee capital gain, which is calculated as the Fund’s (i) cumulative net realized gains (net of any related net income tax expense), minus (ii) cumulative unrealized depreciation (net of any related income tax benefit, and excluding any unrealized appreciation), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable calendar year ended. In accordance with U.S. GAAP, at the end of each reporting period, the Fund estimates the capital gains incentive fee and adjusts the accrual for the fee based upon a hypothetical liquidation of its investment portfolio at the then current fair value. Therefore, the calculation of the accrual equals (a) 17.5% of the Fund’s cumulative change in net fair value, including both (i) the cumulative net realized gain/loss and (ii) the cumulative net unrealized appreciation/depreciation (in both cases, net of any related cumulative net income tax expense or benefit), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable period ended. However, any capital gains incentive fee accrued related to the unrealized appreciation is neither earned nor payable to the Adviser until such time that it is realized, and assuming at the end of a calendar year such incentive fee capital gain exists excluding any cumulative unrealized appreciation (in each case, net of any related net income tax expense or benefit). If the calculation results in an increase in the accrual compared to the previous quarter, the Fund records an increase to the capital gains incentive fee accrual. If the calculation results in a decrease to the estimated incentive fee on capital gains when compared to the previous quarter, the accrual for the incentive fee on capital gains is reduced to the extent of such decrease. For the third quarter of 2026, the Fund increased the accrual on the capital gains incentive fee by $0.9 million. See Note J — Related Party Transactionsin the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Previous wording

(c)Adjusted net investment income before taxes is net investment income as determined in accordance with U.S. GAAP, excluding the impact of any tax expenses included in net investment income and the capital gains incentive fee. MSC Income believes presenting adjusted net investment income before taxes and the related per share amounts is useful and appropriate supplemental disclosure for analyzing the Fund’s financial performance since (i) the calculation of the capital gains incentive fee is based on realized gains and losses and unrealized fair value appreciation and depreciation, none of which are included in net investment income and (ii) tax expenses included in net investment income may include (a) excise tax expense, which is not solely attributable to net investment income, and (b) deferred taxes, which are not payable in the current period. However, adjusted net investment income before taxes is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income, net investment income before taxes or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing MSC Income’s financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to adjusted net investment income before taxes is detailed in the table above.

Current wording

(c)Adjusted net investment income before taxes is net investment income as determined in accordance with U.S. GAAP, excluding the impact of the capital gains incentive fee and any tax expenses included in net investment income. MSC Income believes presenting adjusted net investment income before taxes and the related per share amounts is useful and appropriate supplemental disclosure for analyzing the Fund’s financial performance since (i) the calculation of the capital gains incentive fee is based on realized gains and losses and unrealized fair value appreciation and depreciation, none of which are included in net investment income and (ii) tax expenses included in net investment income may include (a) excise tax expense, which is not solely attributable to net investment income, and (b) deferred taxes, which are not payable in the current period. However, adjusted net investment income before taxes is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income, net investment income before taxes or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing MSC Income’s financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to adjusted net investment income before taxes is detailed in the table above.

Previous wording

Total investment income for the three months ended June 30, 2026 was $35.7 million, a $0.1 million increase from the $35.6 million for the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Current wording

Total investment income for the three months ended September 30, 2026 was $35.5 million, a $0.2 million increase from the $35.4 million for the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Previous wording

(a)The increase in interest income was principally attributable to higher average levels of income producing Investment Portfolio debt investments, partially offset by (i) a decrease in interest rates, primarily resulting from decreases in benchmark index interest rates on floating rate Investment Portfolio debt investments, and (ii) the negative impact from Investment Portfolio debt investments on non-accrual status.

Current wording

(a)The increase in interest income is primarily due to higher average levels of income producing Investment Portfolio debt investments, partially offset by (i) the negative impact from Investment Portfolio debt investments on non-accrual status and (ii) a decrease in interest rates, primarily resulting from decreases in benchmark index interest rates on floating rate Investment Portfolio debt investments.

Previous wording

(b)The decrease in dividend income was primarily a result of a $2.4 million decrease in dividend income from the Fund’s LMM portfolio companies.

Current wording

(b)The increase in dividend income was primarily due to a $1.0 million increase in dividend income from the Fund’s Private Loan portfolio companies, partially offset by a $0.8 million decrease in dividend income from the Fund’s LMM portfolio companies.

Previous wording

(d)The increase in total investment income includes the impact of a net increase of $1.4 million in certain income considered less consistent or non-recurring, primarily related to increases of (i) $0.7 million in such fee income and (ii) $0.5 million in such dividend income.

Current wording

(c)The increase in total investment income includes the impact of a net increase of $0.9 million in certain income considered less consistent or non-recurring, primarily related to increases of (i) $0.7 million in such dividend income and (ii) $0.3 million in such interest income from accelerated prepayment, repricing and other activity related to certain Investment Portfolio debt investments.

Previous wording

Total expenses, net of expense waivers for the three months ended June 30, 2026 were $22.3 million, a 22% increase from $18.3 million in the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Current wording

Total expenses, net of expense waivers for the three months ended September 30, 2026 were $20.1 million, a 10% increase from $18.3 million in the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Previous wording

(a)The increase in interest expense was primarily related to (i) an increase in average borrowings outstanding used to fund a portion of the growth of the Fund’s Investment Portfolio and (ii) an increased weighted-average interest rate on the Fund’s unsecured debt obligations, driven by the issuance of the May 2029 Notes in the first quarter of 2026, partially offset by a decreased weighted-average interest rate on the Credit Facilities (as defined in the Liquidity and Capital Resources section below) due to decreases in benchmark index interest rates.

Current wording

(a)The increase in interest expense was primarily related to (i) an increase in average borrowings outstanding used to fund a portion of the growth of the Fund’s Investment Portfolio and (ii) an increased weighted-average interest rate on the Fund’s unsecured debt obligations, as a result of the issuance of the May 2029 Notes in the first quarter of 2026 and the issuance of the September 2029 Notes in the third quarter of 2026, partially offset by a decreased weighted-average interest rate on the Credit Facilities due to decreases in benchmark floating index interest rates (with the May 2029 Notes, the September 2029 Notes and the Credit Facilities each defined in the Liquidity and Capital Resources section below).

Previous wording

(b)The increase in base management fees was attributable to the Fund’s increased average total assets.

Current wording

(b)The increase in base management fee was attributable to the Fund’s increased average total assets.

Previous wording

(c)The decrease in incentive fee on income, net of waivers, is the result of (i) a decrease in the gross calculated incentive fee on income of $0.3 million and (ii) a $0.3 million voluntary permanent waiver of incentive fee on income by the Adviser. The decrease in the gross calculated incentive fee on income is a result of a decrease in pre-incentive fee net investment income.

Current wording

(c)The decrease in incentive fee on income, net of waivers, is the result of (i) a $0.5 million increase in the voluntary permanent waiver of incentive fee on income by the Adviser and (ii) a $0.4 million decrease in the gross calculated incentive fee on income, primarily driven by a decrease in pre-incentive fee net investment income.

Previous wording

(d)The increase in incentive fee on capital gains is due to the net fair value appreciation of the Fund’s investments in the second quarter of 2026.

Current wording

(d)The increase in incentive fee on capital gains is due to the net fair value appreciation of the Fund’s investments in the third quarter of 2026.

Previous wording

Net investment income for the three months ended June 30, 2026 decreased to $12.0 million, or $0.26 per share, compared to $16.3 million, or $0.35 per share, in the corresponding period of 2025. The decrease in net investment income was principally attributable to an increase in total expenses, net of waivers, as discussed above. The per share decrease in net investment income reflects the decrease in net investment income after the impact of a decrease in the weighted-average shares outstanding compared to the three months ended June 30, 2025, primarily due to shares repurchased by the Fund, partially offset by new shares issued through the dividend reinvestment plan, in each case since the beginning of the comparable period of the prior year. Net investment income on a per share basis for the three months ended June 30, 2026 includes a $0.03 per share increase in investment income considered less consistent or non-recurring in nature when compared to prior year, as discussed above.

Current wording

Net investment income for the three months ended September 30, 2026 decreased to $14.4 million, or $0.32 per share, compared to $16.6 million, or $0.35 per share, in the corresponding period of 2025. The decrease in net investment income was principally attributable to (i) an increase in total expenses, net of waivers, (which includes the capital gains incentive fee accrual), as discussed above, and (ii) an increase in net investment income related tax expenses, as discussed below, partially offset by an increase in total investment income, as discussed above. The per share decrease in net investment income reflects the decrease in net investment income after the impact of a decrease in the weighted-average shares outstanding compared to the three months ended September 30, 2025, primarily due to shares repurchased by the Fund, partially offset by new shares issued through the dividend reinvestment plan, in each case since the beginning of the comparable period of the prior year. The decrease in net investment income on a per share basis is after a $0.02 per share increase in investment income considered less consistent or non-recurring in nature, as discussed above.

Previous wording

Adjusted net investment income for the three months ended June 30, 2026 decreased 8% to $14.9 million, or $0.33 per share, compared to $16.3 million, or $0.35 per share, in the corresponding period of 2025. The decrease in adjusted net investment income was primarily due to the same factors discussed above for the change in net investment income, but excluding the negative impact of the increase in the capital gains incentive fee accrual. The decrease in adjusted net investment income per share reflects the decrease in adjusted net investment income and the impact of the decrease in weighted-average shares outstanding for the three months ended June 30, 2026, as discussed above. The decrease in adjusted net investment income on a per share basis is after a $0.03 per share increase in investment income considered less consistent or non-recurring in nature, as discussed above.

Current wording

Adjusted net investment income for the three months ended September 30, 2026 decreased 8% to $15.3 million, or $0.34 per share, compared to $16.6 million, or $0.35 per share, in the corresponding period of 2025. The decrease in adjusted net investment income was primarily due to the same factors discussed above for the change in net investment income, but excluding the negative impact of the increase in the capital gains incentive fee accrual. The decrease in adjusted net investment income per share reflects the decrease in adjusted net investment income and the impact of the decrease in weighted-average shares outstanding for the three months ended September 30, 2026, as discussed above. The decrease in adjusted net investment income on a per share basis is after a $0.02 per share increase in investment income considered less consistent or non-recurring in nature, as discussed above.

Previous wording

A summary of the primary components of the total net realized gain on investments of $9.9 million for the three months ended June 30, 2026 is as follows:

Current wording

A summary of the primary components of the total net realized loss on investments of $3.9 million for the three months ended September 30, 2026 is as follows:

Previous wording

(a)Other activity includes realized gains and losses from transactions involving seven portfolio companies which are not considered to be significant individually or in the aggregate.

Current wording

(a)Other activity includes realized gains and losses from transactions involving eight portfolio companies which are not considered to be significant individually or in the aggregate.

Previous wording

A summary of the total net unrealized appreciation of $9.1 million for the three months ended June 30, 2026 is as follows:

Current wording

A summary of the total net unrealized appreciation of $9.0 million for the three months ended September 30, 2026 is as follows:

Previous wording

(a)Includes unrealized appreciation on 29 LMM portfolio investments and unrealized depreciation on 18 LMM portfolio investments.

Current wording

(a)Includes unrealized appreciation on 25 LMM portfolio investments and unrealized depreciation on 18 LMM portfolio investments.

Previous wording

MSC Income’s income taxes include excise tax expense at MSIF and federal and state income and other tax expenses at the Taxable Subsidiaries. MSIF has elected to be treated for U.S. federal income tax purposes as a RIC. MSIF’s taxable income includes the taxable income generated by MSIF and certain of its subsidiaries, including the Structured Subsidiaries, which are treated as disregarded entities for tax purposes. As a result of its investment activities and dividend policy and activities, MSIF incurs federal excise tax on its estimated undistributed taxable income. The Taxable Subsidiaries incur federal and state income and other taxes related to net investment income resulting from the Taxable Subsidiaries’ investment activities. The excise tax expense increase for the three months ended June 30, 2026 when compared to the prior year is due to an increase in the estimated undistributed taxable income at MSIF, which is taxed at a 4% rate. The net investment income related federal and state income and other tax expenses increase for the three months ended June 30, 2026 when compared to the prior year is due to increases in taxable net investment income at the Taxable Subsidiaries.

Current wording

MSC Income’s income taxes include excise tax expense at MSIF and federal and state income and other tax expenses at the Taxable Subsidiaries. MSIF has elected to be treated for U.S. federal income tax purposes as a RIC. MSIF’s taxable income includes the taxable income generated by MSIF and certain of its subsidiaries, including the Structured Subsidiaries, which are treated as disregarded entities for tax purposes. As a result of its investment activities and dividend policy and activities, MSIF incurs federal excise tax on its estimated undistributed taxable income. The Taxable Subsidiaries incur federal and state income and other taxes related to net investment income resulting from the Taxable Subsidiaries’ investment activities. Excise tax expense increased for the three months ended September 30, 2026 when compared to the prior year due to an increase in the estimated undistributed taxable income at MSIF, which is taxed at a 4% rate. Net investment income related federal and state income and other tax expenses increased for the three months ended September 30, 2026 when compared to the prior year due to increases in taxable net investment income at the Taxable Subsidiaries.

Previous wording

The net increase in net assets resulting from operations for the three months ended June 30, 2026 was $29.3 million, or $0.65 per share, compared to $16.3 million, or $0.35 per share, for the three months ended June 30, 2025. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025.

Current wording

The net increase in net assets resulting from operations for the three months ended September 30, 2026 was $18.1 million, or $0.40 per share, compared to $26.5 million, or $0.56 per share, for the three months ended September 30, 2025. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025.

Previous wording

Set forth below is a comparison of the results of operations and a reconciliation of net investment income to adjusted net investment income and to adjusted net investment income before taxes for the six months ended June 30, 2026 and 2025.

Current wording

Set forth below is a comparison of the results of operations and a reconciliation of net investment income to adjusted net investment income and to adjusted net investment income before taxes for the nine months ended September 30, 2026 and 2025.

Previous wording

(a)Pursuant to the Advisory Agreement, the incentive fee on capital gains is determined and payable to the Adviser in arrears, if any, as of the end of each calendar year. This fee equals (a) 17.5% of the Fund’s incentive fee capital gain, which is calculated as the Fund’s (i) cumulative net realized gains (net of any related net income tax expense), minus (ii) cumulative unrealized depreciation (net of any related income tax benefit, and excluding any unrealized appreciation), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable calendar year ended. In accordance with U.S. GAAP, at the end of each reporting period, the Fund estimates the capital gains incentive fee and adjusts the accrual for the fee based upon a hypothetical liquidation of its investment portfolio at the then current fair value. Therefore, the calculation of the accrual equals (a) 17.5% of the Fund’s cumulative change in net fair value, including both (i) the cumulative net realized gain/loss and (ii) the cumulative net unrealized appreciation/depreciation (in both cases, net of any related cumulative net income tax expense or benefit), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable period ended. However, any capital gains incentive fee accrued related to the unrealized appreciation is neither earned nor payable to the Adviser until such time that it is realized, and assuming at the end of a calendar year such incentive fee capital gain exists excluding any cumulative unrealized appreciation (in each case, net of any related net income tax expense or benefits). If the calculation results in an increase in the accrual compared to the previous quarter, the Fund records an increase to the capital gains incentive fee accrual. If the calculation results in a decrease to the estimated incentive fee on capital gains when compared to the previous quarter, the accrual for the incentive fee on capital gains is reduced to the extent of such decrease. For the six months ended June 30, 2026, the Fund increased the accrual on the capital gains incentive fee by$2.3 million. See Note I — Related Party Transactionsin the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Current wording

(a)Pursuant to the Advisory Agreement, the incentive fee on capital gains is determined and payable to the Adviser in arrears, if any, as of the end of each calendar year. This fee equals (a) 17.5% of the Fund’s incentive fee capital gain, which is calculated as the Fund’s (i) cumulative net realized gains (net of any related net income tax expense), minus (ii) cumulative unrealized depreciation (net of any related income tax benefit, and excluding any unrealized appreciation), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable calendar year ended. In accordance with U.S. GAAP, at the end of each reporting period, the Fund estimates the capital gains incentive fee and adjusts the accrual for the fee based upon a hypothetical liquidation of its investment portfolio at the then current fair value. Therefore, the calculation of the accrual equals (a) 17.5% of the Fund’s cumulative change in net fair value, including both (i) the cumulative net realized gain/loss and (ii) the cumulative net unrealized appreciation/depreciation (in both cases, net of any related cumulative net income tax expense or benefit), minus (b) the aggregate amount of any previously paid capital gains incentive fee, in each case from the MSC Income Listing date through the applicable period ended. However, any capital gains incentive fee accrued related to the unrealized appreciation is neither earned nor payable to the Adviser until such time that it is realized, and assuming at the end of a calendar year such incentive fee capital gain exists excluding any cumulative unrealized appreciation (in each case, net of any related net income tax expense or benefit). If the calculation results in an increase in the accrual compared to the previous quarter, the Fund records an increase to the capital gains incentive fee accrual. If the calculation results in a decrease to the estimated incentive fee on capital gains when compared to the previous quarter, the accrual for the incentive fee on capital gains is reduced to the extent of such decrease. For the nine months ended September 30, 2026, the Fund increased the accrual on the capital gains incentive fee by$3.2 million. See Note J — Related Party Transactionsin the notes to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Previous wording

(c)Adjusted net investment income before taxes is net investment income as determined in accordance with U.S. GAAP, excluding the impact of any tax expenses included in net investment income and the capital gains incentive fee. MSC Income believes presenting adjusted net investment income before taxes and the related per share amounts is useful and appropriate supplemental disclosure for analyzing the Fund’s financial performance since (i) the calculation of the capital gains incentive fee is based on realized gains and losses and unrealized fair value appreciation and depreciation, none of which are included in net investment income and (ii) tax expenses included in net investment income may include (a) excise tax expense, which is not solely attributable to net investment income, and (b) deferred taxes, which are not payable in the current period. However, adjusted net investment income before taxes is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income, net investment income before taxes or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing MSC Income’s financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to adjusted net investment income before taxes is detailed in the table above.

Current wording

(c)Adjusted net investment income before taxes is net investment income as determined in accordance with U.S. GAAP, excluding the impact of the capital gains incentive fee and any tax expenses included in net investment income. MSC Income believes presenting adjusted net investment income before taxes and the related per share amounts is useful and appropriate supplemental disclosure for analyzing the Fund’s financial performance since (i) the calculation of the capital gains incentive fee is based on realized gains and losses and unrealized fair value appreciation and depreciation, none of which are included in net investment income and (ii) tax expenses included in net investment income may include (a) excise tax expense, which is not solely attributable to net investment income, and (b) deferred taxes, which are not payable in the current period. However, adjusted net investment income before taxes is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income, net investment income before taxes or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing MSC Income’s financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to adjusted net investment income before taxes is detailed in the table above.

Previous wording

Total investment income for the six months ended June 30, 2026 was $69.8 million, a 1% increase from the $68.9 million of total investment income for the corresponding period of 2025. The following table provides a summary of the changes in the comparable period activity.

Current wording

Total investment income for the nine months ended September 30, 2026 was $105.3 million, a 1% increase from the $104.2 million of total investment income for the corresponding period of 2025. The following table provides a summary of the changes in the comparable period activity.

Previous wording

(b)The decrease in dividend income was primarily a result of a $0.9 million decrease in dividend income from the Fund’s LMM portfolio companies.

Current wording

(b)The decrease in dividend income was primarily a result of a $3.3 million decrease in dividend income from the Fund’s LMM portfolio companies, partially offset by a $0.8 million increase in dividend income from the Fund’s Private Loan portfolio companies.

Previous wording

(d)The increase in total investment income includes a net increase of $1.1 million in certain income considered less consistent or non-recurring, primarily due to (i) a $0.9 million increase in such fee income and (ii) a $0.3 million increase in such dividend income.

Current wording

(d)The increase in total investment income includes a net increase of $2.1 million in certain income considered less consistent or non-recurring, primarily due to (i) a $1.0 million increase in such dividend income and (ii) a $0.9 million increase in such fee income.

Previous wording

Total expenses, net of expense waivers, for the six months ended June 30, 2026 were $39.2 million, a 13% increase from $34.8 million in the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Current wording

Total expenses, net of expense waivers, for the nine months ended September 30, 2026 were $59.3 million, a 12% increase from $53.1 million in the corresponding period of 2025. A summary of the changes in the comparable period activity is as follows:

Previous wording

(a)The increase in interest expense was primarily related to (i) an increase in average borrowings outstanding used to fund a portion of the growth of the Fund’s Investment Portfolio and (ii) an increased weighted-average interest rate on the Fund’s unsecured debt obligations, driven by the issuance of the May 2029 Notes in the first quarter of 2026, partially offset by a decreased weighted-average interest rate on the Credit Facilities due to (i) decreases in benchmark index interest rates and (ii) a decrease to the applicable interest rate spread resulting from the amendment of the SPV Facility in March 2025 (as defined in the Liquidity and Capital Resources section below).

Current wording

(a)The increase in interest expense was primarily related to (i) an increase in average borrowings outstanding used to fund a portion of the growth of the Fund’s Investment Portfolio and (ii) an increased weighted-average interest rate on the Fund’s unsecured debt obligations, as a result of the issuance of the May 2029 Notes in the first quarter of 2026 and the issuance of the September 2029 Notes in the third quarter of 2026, partially offset by a decreased weighted-average interest rate on the Credit Facilities due to (i) decreases in benchmark floating index interest rates and (ii) a decrease to the applicable interest rate spread resulting from the amendment of the SPV Facility in March 2025 (with the May 2029 Notes, the September 2029 Notes and the Credit Facilities each defined in the Liquidity and Capital Resources section below).

Previous wording

(b)The increase in base management fees was primarily the result of the Fund’s increased average total assets, partially offset by the benefit of the lower base management fee percentage for the full quarter in the first quarter of 2026 compared to the benefit for a partial quarter in the first quarter of 2025 as a result of the Fund’s entry into the Advisory Agreement with the Adviser, effective upon the MSC Income Listing.

Current wording

(b)The increase in base management fee was primarily the result of the Fund’s increased average total assets, partially offset by the benefit of the lower base management fee percentage for the full quarter in the first quarter of 2026 compared to the benefit for a partial quarter in the first quarter of 2025 as a result of the Fund’s entry into the Advisory Agreement with the Adviser, effective upon the MSC Income Listing.

Previous wording

(c)The decrease in incentive fee on income, net of waivers, is the result of a $1.2 million voluntary permanent waiver of incentive fee on income by the Adviser, partially offset by an increase in the gross calculated incentive fee on income of $0.8 million. The increase in the gross calculated incentive fee on income is a result of changes to the incentive fee on income calculation under the Advisory Agreement, partially offset by a decrease in pre-incentive fee net investment income.

Current wording

(c)The decrease in incentive fee on income, net of waivers, is the result of a $1.7 million increase in the voluntary permanent waiver of incentive fee on income by the Adviser, partially offset by a $0.4 million increase in the gross calculated incentive fee on income. The increase in the gross calculated incentive fee on income is a result of changes to the incentive fee on income calculation under the Advisory Agreement, partially offset by a decrease in pre-incentive fee net investment income.

Previous wording

(d)The increase in the capital gains incentive fee is due to the net fair value appreciation of the Fund’s investments in the six months ended June 30, 2025.

Current wording

(d)The increase in the capital gains incentive fee is due to the net fair value appreciation of the Fund’s investments in the nine months ended September 30, 2026.

Previous wording

Net investment income for the six months ended June 30, 2026 decreased 12% to $28.2 million, or $0.62 per share, compared to net investment income of $32.1 million, or $0.70 per share, for the corresponding period of 2025. The decrease in net investment income was primarily attributable to the increased expenses, partially offset by the increase in total investment income, each as discussed above. The per share decrease in net investment income reflects the decrease in net investment income after the impact of a decrease in the weighted-average shares outstanding compared to the six months ended June 30, 2025, primarily due to shares repurchased by the Fund, partially offset by new shares issued through the MSC Income Offering and the dividend reinvestment plan, in each case since the beginning of the comparable period of the prior year. The decrease in net investment income on a per share basis is after a $0.03 per share increase in investment income considered less consistent or non-recurring in nature, as discussed above.

Current wording

Net investment income for the nine months ended September 30, 2026 decreased 12% to $42.6 million, or $0.93 per share, compared to net investment income of $48.6 million, or $1.05 per share, for the corresponding period of 2025. The decrease in net investment income was primarily attributable to the increases in (i) expenses, net of waivers, (which includes the capital gains incentive fee accrual), as discussed above, and (ii) net investment income related tax expenses, as discussed below, partially offset by the increase in total investment income, as discussed above. The per share decrease in net investment income reflects the decrease in net investment income after the impact of a decrease in the weighted-average shares outstanding compared to the nine months ended September 30, 2025, primarily due to shares repurchased by the Fund, partially offset by new shares issued through the MSC Income Offering and the dividend reinvestment plan, in each case since the beginning of the comparable period of the prior year. The decrease in net investment income on a per share basis is after a $0.05 per share increase in investment income considered less consistent or non-recurring in nature, as discussed above.

Showing the first 40 of 59 pairs. Open the source sections for the rest.

Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

(c)The increase in fee income was primarily due to an increase in fee income from the refinancing and prepayment of debt investments.