TriplePoint Venture Growth BDC Corp.
For the period ended Dec 31, 2025. Filed Mar 4, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 4, 2026
TPVG$4.37-2.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-05.
0001580345-25-000005
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-04.
0001580345-26-000008
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 171 previous paragraphs and 178 current paragraphs.
121 unchanged; 40 reworded; 17 added; 10 removed; 0 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 (17)
Current report
•the impact of a protracted decline in the liquidity of credit markets on our business;
Current report
•the valuation of our investments in portfolio companies, particularly those having no liquid trading market;
Current report
•our ability to recover unrealized losses;
Current report
•purchase activity in respect of the Company’s shares of common stock, including with respect to TPC’s or its affiliates’ publicly announced programs;
Current report
•disruptions related to tariffs and other trade or sanctions issues, which may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the United States;
Current report
•there is no assurance that TPC or any of its affiliates will purchase shares of the Company’s common stock at any specific discount levels or in any specific amounts, and there is no assurance that the market price of the Company’s shares of common stock, either absolutely or relative to net asset value, will increase as a result of any share purchase activity, or that any purchase program or plan will enhance stockholder value over the long term;
Current report
The following table shows the credit categories for the Company’s debt investments at fair value as of December 31, 2025 and December 31, 2024:
Current report
On March 19, 2020 we issued $70.0 million in aggregate principal amount of our 4.50% unsecured notes due March 19, 2025 (the “2025 Notes”) in a private offering in reliance on Section 4(a)(2) of the Securities Act. In March 2025, we repaid the full $70.0 million in aggregate principal amount of the issued and outstanding 2025 Notes at maturity at par value plus the accrued and unpaid interest. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2025 Notes.
Current report
As of December 31, 2025 and December 31, 2024, we have recorded in the consolidated statements of assets and liabilities our liability for the 2026 Notes, net of deferred issuance costs, of $199.9 million and $199.5 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2026 Notes.
Current report
As of December 31, 2025 and December 31, 2024, we have recorded in the consolidated statements of assets and liabilities our liability for the 2027 Notes, net of deferred issuance costs, of $124.7 million and $124.4 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2027 Notes.
Current report
8.11% 2028 Notes
Current report
On February 12, 2025, we completed a private offering of $50.0 million in aggregate principal amount of our 8.11% unsecured notes due February 12, 2028 (the “8.11% 2028 Notes”) and received net proceeds of $49.3 million, after the payment of fees and offering costs. The interest on the 8.11% 2028 Notes, which accrues at an annual rate of 8.11% (which interest rate has been increased to 9.11%; see “Note 6. Borrowings” in the notes to the consolidated financial statements for more information), is payable semiannually on February 12 and August 12 each year. The maturity date of the 8.11% 2028 Notes is scheduled for February 12, 2028.
Current report
As of December 31, 2025, we have recorded in the consolidated statements of assets and liabilities our liability for the 8.11% 2028 Notes, net of deferred issuance costs, of $49.5 million. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 8.11% 2028 Notes.
Current report
(3)Represents a supplementary distribution.
Current report
In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which requires additional disaggregated disclosures on an entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The adoption of these rules did not have a material impact on the consolidated financial statements.
Current report
7.50% 2028 Notes
Current report
See “Note 14. Subsequent Events” in our consolidated financial statements for more information regarding the 7.50% 2028 Notes.
Removed paragraphs (10)
Previous report
1 This yield excludes the impact of $2.0 million in short-term loans that were funded and repaid during the three months ended March 31, 2023, which carried a higher interest rate than our normal course investments, and the impact thereof on our weighted average adjusted annualized yield at origination for the period presented.
Previous report
The following table shows the credit rankings for the portfolio companies that had outstanding debt obligations to us as of December 31, 2024 and 2023:
Previous report
On March 19, 2020, we completed a private offering of $70.0 million in aggregate principal amount of the 2025 Notes and received net proceeds of $69.1 million, after the payment of fees and offering costs. The interest on the 2025 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2025 Notes is scheduled for March 19, 2025.
Previous report
As of December 31, 2024 and 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2025 Notes, net of deferred issuance costs, of $69.9 million and $69.7 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2025 Notes.
Previous report
As of December 31, 2024 and 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2026 Notes, net of deferred issuance costs, of $199.5 million and $199.0 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2026 Notes.
Previous report
As of December 31, 2024 and 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2027 Notes, net of deferred issuance costs, of $124.4 million and $124.1 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2027 Notes.
Previous report
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). This change is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components of a segment's profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public entity's segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced interim disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure requirements. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. The Company has adopted this standard. Refer to Note 13 of the consolidated financial statements for more details.
Previous report
2028 Notes
Previous report
The 2025 Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act and certain restrictions with respect to transactions with affiliates, fundamental changes, changes of line of business, permitted liens and restricted payments. In addition, the 2025 Note Purchase Agreement contains the following financial covenants: (1) a minimum asset coverage ratio of 1.50 to 1.00; (2) a minimum interest coverage ratio of 1.25 to 1.00; and (3) maintenance of minimum stockholders’ equity to not be less than (a) the higher of (i) $236,776,000 and (ii) an amount equal to 65% of the Company’s stockholders’ equity as of December 31, 2024, plus (b) 65% of the net proceeds from the sale of our equity interests after the relevant date. In addition, the stated interest rate on the 2028 Notes is subject to a step up of 1.00% per year, to the extent that (1) the 2028 Notes do not satisfy certain investment grade rating conditions and/or (2) the ratio of our payment-in-kind income to net investment income during a six-month period exceeds specified thresholds, measured as of each fiscal quarter end.
Previous report
The 2025 Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness of the Company or subsidiary guarantors, if any, certain judgements and orders, certain events of bankruptcy, and breach of a key man clause with respect to Messrs. Labe and Srivastava.
Reworded paragraphs (40)
Previous wording
As of December 31, 2023, we had 321 investments in 109 companies. Our investments included 151 debt investments, 111 warrant investments, and 59 direct equity and related investments. As of December 31, 2023, the aggregate cost and fair value of these investments were $850.1 million and $802.1 million, respectively. As of December 31, 2023, seven of our portfolio companies were publicly traded. As of December 31, 2023, the 151 debt investments had an aggregate fair value of $730.3 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.9%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.
Current wording
As of December 31, 2025, we had 302 investments in 133 companies. Our investments included 96 debt investments, 132 warrant investments, and 74 direct equity and related investments. As of December 31, 2025, the aggregate cost and fair value of these investments were $820.4 million and $783.5 million, respectively. As of December 31, 2025, six of our portfolio companies were publicly traded. As of December 31, 2025, the 96 debt investments had an aggregate fair value of $645.4 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.4%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.
Previous wording
Growth capital loans in which the borrower held a term loan facility, with or without an accompanying revolving loan, in priority to our senior lien represent 11.3% and 14.5% of our debt investments at fair value as of December 31, 2024 and 2023, respectively.
Current wording
Growth capital loans in which the borrower held a term loan facility, with or without an accompanying revolving loan, in priority to our senior lien represent 11.4% and 11.3% of our debt investments at fair value as of December 31, 2025 and December 31, 2024, respectively.
Previous wording
During the year ended December 31, 2023, we entered into debt commitments with two new portfolio companies and eight existing portfolio companies totaling $31.5 million, funded debt investments to 23 portfolio companies for $125.3 million in principal value, acquired warrant investments representing $2.6 million of value, and made direct equity investments of $0.2 million. Debt investments funded during the year ended December 31, 2023 carried a weighted average annualized portfolio yield of 15.6%1 at origination.
Current wording
During the year ended December 31, 2025, we entered into debt commitments with 28 new portfolio companies and seven existing portfolio companies totaling $508.1 million, funded debt investments to 31 portfolio companies for $287.1 million in principal value, acquired warrant investments representing $4.2 million at fair value, and made direct equity investments of $1.9 million. Debt investments funded during the year ended December 31, 2025 carried a weighted average annualized portfolio yield of 12.1% at origination.
Previous wording
During the year ended December 31, 2024, we entered into debt commitments with eight new portfolio companies and five existing portfolio companies totaling $175.0 million, funded debt investments to 13 portfolio companies for $135.1 million in principal value, acquired warrant investments representing $0.8 million of value, and made direct equity investments of $0.7 million. Debt investments funded during the year ended December 31, 2024 carried a weighted average annualized portfolio yield of 14.1% at origination.
Current wording
During the year ended December 31, 2024, we entered into debt commitments with eight new portfolio companies and five existing portfolio companies totaling $175.0 million, funded debt investments to 13 portfolio companies for $135.1 million in principal value, acquired warrant investments representing $0.8 million at fair value, and made direct equity investments of $0.7 million. Debt investments funded during the year ended December 31, 2024 carried a weighted average annualized portfolio yield of 14.1% at origination.
Previous wording
During the year ended December 31, 2023, we received $104.7 million of principal prepayments, $26.9 million of early repayments and $47.5 million of scheduled principal amortization.
Current wording
During the year ended December 31, 2025, we received $120.0 million of principal prepayments, $15.0 million of early repayments and $76.7 million of scheduled principal amortization.
Previous wording
We may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that conditions to such increases are met (“backlog of potential future commitments”). If such conditions to increase are met, these amounts may become unfunded commitments if not drawn prior to expiration. As of December 31, 2024 and 2023, we did not have any backlog of potential future commitments.
Current wording
We may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that conditions to such increases are met (“backlog of potential future commitments”). If such conditions to increase are met, these amounts may become unfunded commitments if not drawn prior to expiration. As of December 31, 2025 we had a $0.3 million backlog of potential future commitments. As of December 31, 2024, we did not have any backlog of potential future commitments.
Previous wording
As of December 31, 2024 and 2023, the weighted average investment ranking of our debt investment portfolio was 2.17 and 2.14, respectively. During the three months ended December 31, 2024, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $10.0 million was upgraded from Yellow (3) to White (2); one portfolio company with a principal balance of $20.3 million was downgraded from Clear (1) to White (2); and one portfolio company with a principal balance of $10.3 million was downgraded from Yellow (3) to Orange (4). During the three months ended December 31, 2023, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $10.0 million was upgraded from White (2) to Clear (1); three portfolio companies with an aggregate principal balance of $55.5 million were downgraded from White (2) to Yellow (3); one portfolio company with a principal balance of $25.0 million was downgraded from White (2) to Orange (4); and one portfolio company with a principal balance of $6.0 million was downgraded from Yellow (3) to Orange (4).
Current wording
As of December 31, 2025 and December 31, 2024, the weighted average investment ranking of our debt investment portfolio was 2.16 and 2.17, respectively. During the three months ended December 31, 2025, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one debt investment rated Orange (4) with a principal balance of $10.3 million was restructured into a White (2) rated debt investment with a principal balance of $0.1 million and a hybrid instrument categorized now as an equity investment with a fair value of $15.2 million.
Previous wording
As of December 31, 2024, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.1 million and $20.6 million, respectively. As of December 31, 2023, we had investments in five portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $41.7 million and $29.0 million, respectively.
Current wording
As of December 31, 2025, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $39.7 million and $17.1 million, respectively. As of December 31, 2024, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.1 million and $20.6 million, respectively.
Previous wording
For the year ended December 31, 2024, our net increase in net assets resulting from operations was $32.0 million, which was comprised of $54.5 million of net investment income and $22.5 million of net realized and unrealized losses. For the year ended December 31, 2023, our net decrease in net assets resulting from operations was $39.8 million, which was comprised of $73.8 million of net investment income and $113.6 million of net realized and unrealized losses. On a per share basis for the year ended December 31, 2024, net investment income was $1.40 per share and the net increase in net assets from operations was $0.82 per share, as compared to net investment income of $2.07 per share and a net decrease in net assets from operations of $1.12 per share for the year ended December 31, 2023.
Current wording
For the year ended December 31, 2025, our net increase in net assets resulting from operations was $49.2 million, which was comprised of $42.3 million of net investment income and $6.9 million of net realized and unrealized gains. For the year ended December 31, 2024, our net increase in net assets resulting from operations was $32.0 million, which was comprised of $54.5 million of net investment income and $22.5 million of net realized and unrealized losses. On a per share basis for the year ended December 31, 2025, net investment income was $1.05 per share and the net increase in net assets from operations was $1.22 per share, as compared to net investment income of $1.40 per share and a net increase in net assets from operations of $0.82 per share for the year ended December 31, 2024.
Previous wording
For the year ended December 31, 2024, total investment and other income was $108.6 million as compared to $137.5 million for the year ended December 31, 2023. The decrease in total investment and other income for the year ended December 31, 2024, compared to the 2023 period, was primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio.
Current wording
For the year ended December 31, 2025, total investment and other income was $90.9 million as compared to $108.6 million for the year ended December 31, 2024. The decrease in total investment and other income for the year ended December 31, 2025, compared to the 2024 period, was primarily due to lower yields on our income-bearing debt investment portfolio due in part to decreases in the Prime Rate.
Previous wording
For the year ended December 31, 2024, we recognized $2.2 million in other income consisting of $0.4 million due to the termination or expiration of unfunded commitments and $1.8 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity. For the year ended December 31, 2023, we recognized $4.2 million in other income consisting of $1.9 million due to the termination or expiration of unfunded commitments and $2.3 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity.
Current wording
For the year ended December 31, 2025, we recognized $2.7 million in other income consisting of $0.6 million due to the termination or expiration of unfunded commitments and $2.1 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity. For the year ended December 31, 2024, we recognized $2.2 million in other income consisting of $0.4 million due to the termination or expiration of unfunded commitments and $1.8 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity.
Previous wording
For the year ended December 31, 2024, total operating expenses were $54.1 million as compared to $63.7 million for the year ended December 31, 2023.
Current wording
For the year ended December 31, 2025, total operating expenses were $48.7 million, inclusive of an income incentive fee waiver of $5.3 million, as compared to $54.1 million for the year ended December 31, 2024, during which period there was no income incentive fee or related waiver.
Previous wording
Base management fees for the years ended December 31, 2024 and 2023 totaled $15.0 million and $17.9 million, respectively. Base management fees decreased during the year ended December 31, 2024, as compared to the year ended December 31, 2023, due to a decrease in the average size of our portfolio during the applicable periods used in the calculations.
Current wording
Base management fees for the years ended December 31, 2025 and 2024 totaled $13.5 million and $15.0 million, respectively. Base management fees decreased during the year ended December 31, 2025, as compared to the year ended December 31, 2024, due to a decrease in the average size of our portfolio during the applicable periods used in the calculations.
Previous wording
There was no income incentive fee for the year ended December 31, 2024. Our income incentive fee for the year ended December 31, 2024 was reduced by $10.9 million due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase of $10.9 million in net investment income. There was no income incentive fee for the year ended December 31, 2023. Our income incentive fee for the year ended December 31, 2023 was reduced by $14.8 million due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase of $14.8 million in net investment income.
Current wording
There were no income incentive fees for the year ended December 31, 2025. The Adviser waived $5.3 million in income incentive fees earned for the year ended December 31, 2025, pursuant to a waiver agreement whereby the Adviser has agreed to waive, in full, any and all of the income incentive fee commencing with the quarter ending March 31, 2025, until and including the quarter ending December 31, 2026. For the year ended December 31, 2025 our income incentive fee was reduced by $3.1 million due to the total return requirement under the income component of our incentive fee structure, which when combined with the incentive fee waiver, resulted in a corresponding increase of $8.5 million in net investment income. There was no income incentive fee for the year ended December 31, 2024. Our income incentive fee for the year ended December 31, 2024 was reduced by $10.9 million due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase of $10.9 million in net investment income.
Previous wording
Interest expense and amortization of fees totaled $30.4 million and $36.8 million for the years ended December 31, 2024 and 2023, respectively. The decrease during the year ended December 31, 2024, as compared to the year ended December 31, 2023, is primarily due to a lesser weighted-average outstanding principal balance under the Credit Facility.
Current wording
Interest expense and amortization of fees totaled $26.5 million and $30.4 million for the years ended December 31, 2025 and 2024, respectively. The decrease during the year ended December 31, 2025, as compared to the year ended December 31, 2024, is primarily due to a lesser weighted-average outstanding principal balance under the Credit Facility.
Previous wording
Administration Agreement and general and administrative expenses totaled $8.7 million and $9.0 million for the years ended December 31, 2024 and 2023, respectively. The decrease for the year ended December 31, 2024, as compared to the year ended December 31, 2023, was primarily due to lower legal fee expenses.
Current wording
Administration Agreement and general and administrative expenses totaled $8.6 million and $8.7 million for the years ended December 31, 2025 and 2024, respectively. The decrease for the year ended December 31, 2025, as compared to the year ended December 31, 2024, was primarily due to lower excise tax expenses.
Previous wording
During the year ended December 31, 2023, we recognized net realized losses on investments of $75.8 million, resulting primarily from the write-off of investments in five portfolio companies.
Current wording
During the year ended December 31, 2025, we recognized net realized gains on investments of $6.3 million, resulting primarily from the restructuring of an investment in one portfolio company and secondary sales in another portfolio company.
Previous wording
Net change in unrealized losses during the year ended December 31, 2023 was $37.9 million, consisting of $19.3 million of net unrealized losses on the existing debt investment portfolio and $21.4 million of net unrealized losses on the existing warrant and equity portfolio resulting from fair value adjustments, partially offset by $2.8 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the year.
Current wording
Net change in unrealized gains during the year ended December 31, 2025 was $0.7 million, consisting of $0.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.2 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $4.9 of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments.
Previous wording
Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the year ended December 31, 2024, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 12.2% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was (18.5)%. For the year ended December 31, 2023, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was (10.3)% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was 20.6%.
Current wording
Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the year ended December 31, 2025, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 20.1% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was 5.0%. For the year ended December 31, 2024, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 12.2% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was (18.5)%.
Previous wording
As of December 31, 2024, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented approximately 88.6% of our total assets, as compared to approximately 81.9% of our total assets as of December 31, 2023.
Current wording
As of December 31, 2025, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented approximately 93.3% of our total assets, as compared to approximately 88.6% of our total assets as of December 31, 2024.
Previous wording
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as it may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (described below) and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.
Current wording
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as it may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (defined below), and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.
Previous wording
During the year ended December 31, 2023, net cash provided by operating activities, consisting primarily of principal payments and proceeds from investments, net of fundings and purchases of investments, and the items described in “Results of Operations,” was $106.1 million, and net cash provided by financing activities was $6.2 million due primarily to net borrowings under the Credit Facility of $40.0 million and $21.1 million in net proceeds from the issuance of shares of our common stock under the Prior ATM Program, primarily offset by $54.9 million in distributions paid on our common stock. As of December 31, 2023, cash and cash equivalents, including restricted cash, was $171.6 million.
Current wording
During the year ended December 31, 2025, net cash used in operating activities, consisting primarily of fundings and purchases of investments, net of principal prepayments and proceeds from investments and the items described in “Results of Operations,” was $57.0 million, and net cash provided by financing activities was $25.7 million due primarily to the issuance of the 8.11% 2028 Notes (as defined below) and net borrowings under the Credit Facility of $90.0 million, partially offset by the repayment of the 2025 Notes (as defined below) and $41.3 million in distributions paid. As of December 31, 2025, cash and cash equivalents, including restricted cash, were $47.4 million.
Previous wording
During the year ended December 31, 2024, net cash provided by operating activities, consisting primarily of principal payments and proceeds from investments, net of fundings and purchases of investments, and the items described in “Results of Operations,” was $152.9 million, and net cash used in financing activities was $245.8 million due primarily to net repayments under the Credit Facility of $210.0 million and $52.1 million in distributions paid on our common stock, primarily offset by $19.4 million in net proceeds from the issuance of shares of our common stock under the Current ATM Program and the Prior ATM Program. As of December 31, 2024, cash and cash equivalents, including restricted cash, was $78.7 million.
Current wording
During the year ended December 31, 2024, net cash provided by operating activities, consisting primarily of principal payments and proceeds from investments, net of fundings and purchases of investments, and the items described in “Results of Operations,” was $152.9 million, and net cash used in financing activities was $245.8 million due primarily to net repayments under the Credit Facility of $210.0 million and $52.1 million in distributions paid on our common stock, primarily offset by $19.4 million in net proceeds from the issuance of shares of our common stock under the Current ATM Program and the Prior ATM Program (defined below). As of December 31, 2024, cash and cash equivalents, including restricted cash, was $78.7 million.
Previous wording
As of December 31, 2024, we had $300 million in total commitments available under the Credit Facility, subject to various covenants and borrowing base requirements. The Credit Facility also includes an accordion feature, which allows us to increase the size of the Credit Facility to up to $400 million under certain circumstances. The revolving period under the Credit Facility is scheduled to expire on November 30, 2025, and the scheduled maturity date of the Credit Facility is May 30, 2027 (unless otherwise terminated earlier pursuant to its terms). Borrowings under the Credit Facility bear interest at the sum of (i) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50%), plus (ii) a margin of 3.20% if facility utilization is greater than or equal to 75%, 3.35% if utilization is greater than or equal to 50% but less than 75%, 3.50% if utilization is less than 50% and 4.5% during the amortization period. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the terms of the Credit Facility.
Current wording
As of December 31, 2025, we had $300.0 million in total commitments available under the Credit Facility, subject to various covenants and borrowing base requirements. The Credit Facility also includes an accordion feature, which allows us to increase the size of the Credit Facility to up to $400.0 million under certain circumstances. The revolving period under the Credit Facility is scheduled to expire on November 30, 2027, and the scheduled maturity date of the Credit Facility is May 30, 2029 (unless otherwise terminated earlier pursuant to its terms). As of December 31, 2025 borrowings under the Credit Facility bear interest at the sum of (i) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50%), plus (ii) a margin of 2.75% if facility utilization is greater than or equal to 75%, 2.85% if utilization is greater than or equal to 50% but less than 75%, 3.00% if utilization is less than 50% and 4.5% on or after the end of the revolving period. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the terms of the Credit Facility.
Previous wording
As of December 31, 2024 and 2023, we had outstanding borrowings under the Credit Facility of $5.0 million and $215.0 million, respectively, excluding deferred credit facility costs of $3.9 million and $2.7 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $295.0 million and $135.0 million of remaining capacity on our Credit Facility as of December 31, 2024 and 2023, respectively.
Current wording
As of December 31, 2025 and December 31, 2024, we had outstanding borrowings under the Credit Facility of $95.0 million and $5.0 million, respectively, excluding deferred credit facility costs of $4.6 million and $3.9 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $205.0 million and $295.0 million of remaining capacity on our Credit Facility as of December 31, 2025 and December 31, 2024, respectively.
Previous wording
On March 1, 2021, we completed a private offering of $200.0 million in aggregate principal amount of the 2026 Notes and received net proceeds of $197.9 million, after the payment of fees and offering costs. The interest on the 2026 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2026 Notes is scheduled for March 1, 2026.
Current wording
On March 1, 2021, we completed a private offering of $200.0 million in aggregate principal amount of our 4.50% unsecured notes due March 1, 2026 (the “2026 Notes”) and received net proceeds of $197.9 million, after the payment of fees and offering costs. The interest on the 2026 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2026 Notes is scheduled for March 1, 2026.
Previous wording
On February 28, 2022, we completed a private offering of $125.0 million in aggregate principal amount of the 2027 Notes and received net proceeds of $123.7 million, after the payment of fees and offering costs. The interest on the 2027 Notes, which accrues at an annual rate of 5.00%, is payable semiannually on February 28 and August 28 each year. The maturity date of the 2027 Notes is scheduled for February 28, 2027.
Current wording
On February 28, 2022, we completed a private offering of $125.0 million in aggregate principal amount of our 5.00% unsecured notes due February 28, 2027 (the “2027 Notes”) and received net proceeds of $123.7 million, after the payment of fees and offering costs. The interest on the 2027 Notes, which accrues at an annual rate of 5.00%, is payable semiannually on February 28 and August 28 each year. The maturity date of the 2027 Notes is scheduled for February 28, 2027.
Previous wording
On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of December 31, 2024, our asset coverage for borrowed amounts was 186%.
Current wording
On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of December 31, 2025, our asset coverage for borrowed amounts was 175%.
Previous wording
(4)Not applicable for the Credit Facility, the 2025 Notes, the 2026 Notes and the 2027 Notes as they are not registered for public trading. For the 6.75% Notes due 2020 (the “2020 Notes”), the amounts represent the average of the daily closing prices on the NYSE for the year ended December 31, 2016 and for the period from August 4, 2015 (date of issuance) through December 31, 2015. For the 2022 Notes, the amount represents the average of the daily closing prices on the NYSE for the years ended December 31, 2020, 2019, and 2018, and the period from July 14, 2017 (date of issuance) through December 31, 2017.
Current wording
(4)Not applicable for the Credit Facility, the 2025 Notes, the 2026 Notes, the 2027 Notes and the 8.11% 2028 Notes, as they are or were not registered for public trading. For the 6.75% Notes due 2020, the amounts represent the average of the daily closing prices on the NYSE for the year ended December 31, 2016. For the 5.75% Notes due 2022, the amount represents the average of the daily closing prices on the NYSE for the years ended December 31, 2020, 2019, and 2018, and the period from July 14, 2017 (date of issuance) through December 31, 2017.
Previous wording
(5)The 2020 Notes, the 2022 Notes, the 2025 Notes, the 2026 Notes and the 2027 Notes are disclosed at the aggregate principal amount outstanding.
Current wording
(5)The 2020 Notes, the 2022 Notes, the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 8.11% 2028 Notes are disclosed at the aggregate principal amount outstanding.
Previous wording
We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of December 31, 2024 and 2023, our unfunded commitments totaled $104.5 million and $118.1 million, respectively, of which $9.1 million and $29.2 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.
Current wording
We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of December 31, 2025 and December 31, 2024, our unfunded commitments totaled $260.4 million and $104.5 million, respectively, of which $50.7 million and $9.1 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.
Previous wording
As of December 31, 2023, our unfunded commitments to 14 companies totaled $118.1 million. During the year ended December 31, 2023, $112.2 million in unfunded commitments expired or were terminated.
Current wording
As of December 31, 2025, our unfunded commitments to 25 companies totaled $260.4 million. During the year ended December 31, 2025, $64.8 million in unfunded commitments expired or were terminated.
Previous wording
The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of December 31, 2024 and 2023, the fair value for these unfunded commitments totaled $0.9 million and $1.6 million, respectively, and was included in “other accrued expenses and liabilities” in our consolidated statements of assets and liabilities.
Current wording
The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of December 31, 2025 and December 31, 2024, the fair value for these unfunded commitments totaled $1.8 million and $0.9 million, respectively, and was included in “other accrued expenses and liabilities” in our consolidated statements of assets and liabilities.
Previous wording
The following table shows our cash distributions per share that have been authorized by our Board since our initial public offering to December 31, 2024. From March 5, 2014 (commencement of operations) to December 31, 2015, and during the years ended December 31, 2024, 2023, 2022, 2018 and 2017 distributions represent ordinary income as our earnings exceeded distributions. Approximately $0.24 per share of the distributions during the year ended December 31, 2016 represented a return of capital. During the years ended December 31, 2021, 2020 and 2019, distributions represent ordinary income and long term capital gains. Any future distributions to our stockholders may be for amounts less than our historical distributions, may be made less frequently than historical practices, and may be made in part cash and part stock (as per each stockholder’s election), subject to a limitation that the aggregate amount of cash to be distributed to all stockholders must be at least 20% of the aggregate declared distribution.
Current wording
The following table shows our cash distributions per share that have been authorized by our Board since our initial public offering to December 31, 2025. From March 5, 2014 (commencement of operations) to December 31, 2015, and during the years ended December 31, 2025, 2024, 2023, 2022, 2018 and 2017 distributions represent ordinary income as our earnings equaled or exceeded distributions. Approximately $0.24 per share of the distributions during the year ended December 31, 2016 represented a return of capital. During the years ended December 31, 2021, 2020 and 2019, distributions represent ordinary income and long term capital gains. Any future distributions to our stockholders may be for amounts less than our historical distributions, may be made less frequently than historical practices, and may be made in part cash and part stock (as per each stockholder’s election), subject to a limitation that the aggregate amount of cash to be distributed to all stockholders must be at least 20% of the aggregate declared distribution.
Previous wording
For the year ended December 31, 2024, distributions paid were comprised of interest-sourced distributions (qualified interest income) in an amount equal to 64.8% of total distributions paid. As of December 31, 2024, we had estimated undistributed taxable earnings from net investment income of $43.4 million, or $1.08 per share.
Current wording
For the year ended December 31, 2025, distributions paid were comprised of interest-sourced distributions (qualified interest income) in an amount equal to 79.0% of total distributions paid. As of December 31, 2025, we had estimated undistributed taxable earnings from net investment income of $42.3 million, or $1.04 per share.
Previous wording
On January 23, 2025, we entered into a Note Purchase Agreement (the “2025 Note Purchase Agreement”) governing the issuance of $50,000,000 in aggregate principal amount of senior unsecured notes due February 2028 with a fixed interest rate of 8.11% per year (the “2028 Notes”) to qualified institutional investors in a private placement. The 2028 Notes were delivered and paid for on February 12, 2025 and mature on February 12, 2028, unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms.
Current wording
On February 27, 2026, we entered into a Master Note Purchase Agreement (the “2026 Master Note Purchase Agreement”) governing the issuance of $75,000,000 in aggregate principal amount of senior unsecured notes due February 27, 2028 with a fixed interest rate of 7.50% per year (the “7.50% 2028 Notes”) to a qualified institutional investor in a private placement. The 7.50% 2028 Notes were delivered and paid for on February 27, 2026, and will mature on February 27, 2028, unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. On March 2, 2026, we used the net proceeds from the offering of the 7.50% 2028 Notes, together with borrowings under the Credit Facility and cash on hand, to repay in full, at maturity, the $200.0 million in outstanding aggregate principal amount of the 2026 Notes, along with accrued and unpaid interest on the 2026 Notes.
Previous wording
Interest on the 2028 Notes will be due semiannually on February 12 and August 12 of each year, beginning on August 12, 2025. The 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, we are obligated to offer to prepay the 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2028 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us; provided however, in the event that we create, incur, assume or permit to exist liens on or with respect to any of our property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $25 million, the 2028 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness.
Current wording
Interest on the 7.50% 2028 Notes will be due quarterly on February 27, May 27, August 27 and November 27 of each year, beginning on May 27, 2026. The 7.50% 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, we are obligated to offer to prepay the 7.50% 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 7.50% 2028 Notes are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
Previous wording
The 2028 Notes were offered in reliance on Section 4(a)(2) of the Securities Act. The 2028 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
Current wording
The 7.50% 2028 Notes were offered in reliance on Section 4(a)(2) of Securities Act. The 7.50% 2028 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
Previous wording
On February 25, 2025, the Board declared a $0.30 per share regular quarterly distribution, payable on March 31, 2025 to stockholders of record on March 17, 2025.
Current wording
On February 27, 2026 the Board declared a $0.23 per share regular quarterly distribution payable on March 31, 2026 to stockholders of record at the close of business on March 17, 2026.
Previous wording
From January 1, 2025 through March 4, 2025, we closed $53.0 million of additional debt commitments and funded $23.5 million in new investments. TPC’s direct originations platform entered into $214.5 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for us are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser’s allocation policy.
Current wording
From January 1, 2026 through March 3, 2026, we funded $14.5 million in new investments and received $23.6 million of principal prepayments. TPC’s direct originations platform entered into $155.7 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for us are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser’s allocation policy.