TriplePoint Venture Growth BDC Corp.
For the period ended Sep 30, 2026. Filed Nov 4, 2026.
View on SEC.govAbout 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 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-Q
Period ended 2026-06-30; filed 2026-08-05.
0001580345-26-000025
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-04.
0001580345-26-000038
Item 2. 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 177 previous paragraphs and 186 current paragraphs.
118 unchanged; 54 reworded; 12 added; 4 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 15 previous and 16 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 (12)
Current report
•our ability to obtain financing or refinance existing debt on favorable terms or at all;
Current report
•changes in our executive officers or the Adviser’s senior investment team could impact our performance or our perception in the venture capital market;
Current report
During the three months ended September 30, 2025, we entered into debt commitments with nine new portfolio companies and three
Current report
existing portfolio companies totaling $181.8 million, funded debt investments to 10 portfolio companies for $88.2 million in principal value,
Current report
funded during the three months ended September 30, 2025 carried a weighted average annualized portfolio yield of 11.5% at origination.
Current report
During the nine months ended September 30, 2025, we entered into debt commitments with 19 new portfolio companies and six
Current report
existing portfolio companies totaling $418.4 million, funded debt investments to 19 portfolio companies for $194.4 million in principal value,
Current report
acquired warrant investments representing $2.6 million at fair value, and made direct equity investments of $1.6 million. Debt investments funded during the nine months ended September 30, 2025 carried a weighted average annualized portfolio yield of 12.1% at origination.
Current report
termination or expiration of unfunded commitments and $1.6 million from the realization of certain fees paid and accrued from portfolio companies.
Current report
As of September 30, 2026 and December 31, 2025, we were in compliance with all covenants under the 2027 Notes. As disclosed in our Current Report on Form 8-K filed with the SEC on September 21, 2026, our President and Chief Investment Officer, Sajal K. Srivastava, intends to resign from his executive officer positions and as a member of the Board, in each case effective as of the close of business on December 31, 2026. At such time, unless we obtain a successor reasonably acceptable to the holders of greater than 50.00% in principal amount of the outstanding 2027 Notes (the “Required Holders”), his cessation of involvement in the Company’s operations would constitute a default under the terms of the Note Purchase Agreement and, if he is not replaced by a successor reasonably acceptable to the Required Holders within a reasonable period of at least 120 days following December 31, 2026, such event would rise to the level of an Event of Default (as defined in the Note Purchase Agreement). However, the 2027 Notes are scheduled to mature in full on February 28, 2027 and we intend to repay them in full on or prior to February 28, 2027, before an Event of Default would be deemed to arise under the Note Purchase Agreement as a result of Mr. Srivastava’s resignation.
Current report
Current ATM Program
Current report
Subsequent to quarter-end, the Adviser amended its existing income incentive fee waiver to waive, in full, its quarterly income incentive fee through the end of fiscal year 2027.
Removed paragraphs (4)
Previous report
During the three months ended June 30, 2025, we entered into debt commitments with six new portfolio companies and two existing portfolio companies totaling $160.1 million, funded debt investments to nine portfolio companies for $78.5 million in principal value, acquired warrant investments representing $1.0 million at fair value, and made direct equity investments of $1.1 million. Debt investments funded during the three months ended June 30, 2025 carried a weighted average annualized portfolio yield of 12.3% at origination.
Previous report
During the six months ended June 30, 2025, we entered into debt commitments with 10 new portfolio companies and three existing portfolio companies totaling $236.6 million, funded debt investments to 12 portfolio companies for $106.2 million in principal value, acquired warrant investments representing $1.8 million at fair value, and made direct equity investments of $1.1 million. Debt investments funded during the six months ended June 30, 2025 carried a weighted average annualized portfolio yield of 12.6% at origination.
Previous report
ATM Programs
Previous report
On August 5, 2026, we sold our investments in Prodigy Investments Limited to a third party for total cash consideration of $43.8 million, which reflects its fair value as of June 30, 2026 plus accrued cash interest.
Reworded paragraphs (54)
Previous wording
We were formed to expand the venture growth stage business segment of TPC’s investment platform. TPC is widely recognized as a leading global financing provider devoted to serving venture capital-backed companies with creative, flexible and customized debt financing, equity capital and complementary services throughout their lifespans. TPC is located on Sand Hill Road in Silicon Valley and has a primary focus in technology and other high growth industries.
Current wording
We were formed to expand the venture growth stage business segment of TPC’s investment platform. TPC is widely recognized as a leading financing provider devoted to serving venture capital-backed companies with creative, flexible and customized debt financing, equity capital and complementary services throughout their lifespans. TPC is located on Sand Hill Road in Silicon Valley and has a primary focus in technology and other high growth industries.
Previous wording
We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily in (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, (a) equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, and (b) revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iii) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns. We may also invest in venture capital-backed companies in other lifecycle stages of development, including early stage and later stage, when our Adviser’s senior investment team believes that they present an attractive investment opportunity for us and may give us an advantage to not only source future financing opportunities but also to evaluate credit performance over a longer period of time.
Current wording
We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily through (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, (a) equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, and (b) revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iii) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns. We may also invest in venture capital-backed companies in other lifecycle stages of development, including early stage and later stage, when our Adviser’s senior investment team believes that they present an attractive investment opportunity for us and may give us an advantage to not only source future financing opportunities but also to evaluate credit performance over a longer period of time.
Previous wording
As of June 30, 2026, we had 311 investments in 135 companies. Our investments included 100 debt investments, 131 warrant investments, and 80 direct equity and related investments. As of June 30, 2026, the aggregate cost and fair value of these investments were $830.8 million and $780.7 million, respectively. As of June 30, 2026, six of our portfolio companies were publicly traded. As of June 30, 2026, the 100 debt investments had an aggregate fair value of $637.4 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.5%. 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 September 30, 2026, we had 310 investments in 136 companies. Our investments included 98 debt investments, 135 warrant investments, and 77 direct equity and related investments. As of September 30, 2026, the aggregate cost and fair value of these investments were $749.3 million and $717.3 million, respectively. As of September 30, 2026, four of our portfolio companies were publicly traded. As of September 30, 2026, the 98 debt investments had an aggregate fair value of $573.9 million and a weighted average loan to enterprise value ratio at the time of underwriting of 6.7%. 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
As of December 31, 2025, we had 302 investments in 109 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%.
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%.
Previous wording
*Amount represents less than 0.05% of the total portfolio investments at fair value.
Current wording
*Amount represents less than 0.10% of the total portfolio investments at fair value.
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 15.5% and 11.4% of our debt investments at fair value as of June 30, 2026 and December 31, 2025, 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 17.2% and 11.4% of our debt investments at fair value as of September 30, 2026 and December 31, 2025, respectively.
Previous wording
During the three months ended June 30, 2026, we entered into debt commitments with three new portfolio companies and two existing portfolio companies totaling $29.8 million, funded debt investments to 10 portfolio companies for $47.8 million in principal value, and acquired warrant investments representing $0.3 million at fair value. Debt investments funded during the three months ended June 30, 2026 carried a weighted average annualized portfolio yield of 12.8% at origination.
Current wording
During the three months ended September 30, 2026, we entered into debt commitments with four new portfolio companies and four existing portfolio companies totaling $43.0 million, funded debt investments to four portfolio companies for $0.7 million in principal value and acquired warrant investments representing $0.6 million at fair value. Debt investments funded during the three months ended September 30, 2026 carried a weighted average annualized portfolio yield of 11.2% at origination.
Previous wording
During the six months ended June 30, 2026, we entered into debt commitments with five new portfolio companies and two existing portfolio companies totaling $30.8 million, funded debt investments to 14 portfolio companies for $74.4 million in principal value, acquired warrant investments representing $0.8 million at fair value, and made direct equity investments of $0.3 million. Debt investments funded during the six months ended June 30, 2026 carried a weighted average annualized portfolio yield of 12.8% at origination.
Current wording
During the nine months ended September 30, 2026, we entered into debt commitments with nine new portfolio companies and five existing portfolio companies totaling $73.8 million, funded debt investments to 15 portfolio companies for $75.1 million in principal value, acquired warrant investments representing $1.5 million at fair value, and made direct equity investments of $0.3 million. Debt investments funded during the nine months ended September 30, 2026 carried a weighted average annualized portfolio yield of 12.8% at origination.
Previous wording
During the three months ended June 30, 2026, we received $28.6 million of principal prepayments, $4.6 million of early repayments, and $12.2 million of scheduled principal amortization. During the six months ended June 30, 2026, we received $52.2 million of principal prepayments, $6.2 million of early repayments and $14.1 million of scheduled principal amortization.
Current wording
During the three months ended September 30, 2026, we received $11.0 million of principal prepayments, $1.0 million of early repayments, and $5.4 million of scheduled principal amortization. During the nine months ended September 30, 2026, we received $63.2 million of principal prepayments, $7.2 million of early repayments and $19.5 million of scheduled principal amortization.
Previous wording
During the three months ended June 30, 2025, we received $43.7 million of principal prepayments, $1.3 million of early repayments and $11.3 million of scheduled principal amortization. During the six months ended June 30, 2025, we received $60.6 million of principal prepayments, $2.1 million of early repayments and $21.2 million of scheduled principal amortization.
Current wording
During the three months ended September 30, 2025, we received $15.0 million of principal prepayments, $0.5 million of early repayments and $4.0 million of scheduled principal amortization. During the nine months ended September 30, 2025, we received $75.7 million of principal prepayments, $2.6 million of early repayments and $25.2 million of scheduled principal amortization.
Previous wording
The following table shows the total portfolio investment activity for the three and six months ended June 30, 2026 and 2025:
Current wording
The following table shows the total portfolio investment activity for the three and nine months ended September 30, 2026 and 2025:
Previous wording
The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the three and six months ended June 30, 2026 and 2025:
Current wording
The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the three and nine months ended September 30, 2026 and 2025:
Previous wording
Consistent with TPC’s existing policies, our Adviser maintains a Credit Watch List which places borrowers into five risk categories based upon our Adviser’s senior investment team’s judgment and in consultation with, among others, the Adviser’s Portfolio Group Committee and Originations Professionals and Investment and Credit Analysis Professionals, where 1 is the best rating and all new loans are generally assigned a rating of 2.
Current wording
Consistent with TPC’s existing policies, our Adviser maintains a Credit Watch List that places borrowers into five risk categories based upon our Adviser’s senior investment team’s judgment and in consultation with, among others, the Adviser’s Portfolio Group Committee and Originations Professionals and Investment and Credit Analysis Professionals, where 1 is the best rating and all new loans are generally assigned a rating of 2.
Previous wording
As of June 30, 2026 and December 31, 2025, the weighted average investment ranking of our debt investment portfolio was 2.28 and 2.16, respectively. During the three months ended June 30, 2026, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $28.0 million was downgraded from White (2) to Yellow (3).
Current wording
As of September 30, 2026 and December 31, 2025, the weighted average investment ranking of our debt investment portfolio was 2.24 and 2.16, respectively. During the three months ended September 30, 2026, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $28.0 million was upgraded from Yellow (3) to White (2), and two portfolio companies with an aggregate principal balance of $33.8 million were downgraded from White (2) to Yellow (3).
Previous wording
As of June 30, 2026, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.6 million and $16.4 million, respectively. 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.
Current wording
As of September 30, 2026, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.0 million and $16.3 million, respectively. 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.
Previous wording
Comparison of operating results for the three and six months ended June 30, 2026 and 2025
Current wording
Comparison of operating results for the three and nine months ended September 30, 2026 and 2025
Previous wording
For the three months ended June 30, 2026, our net increase in net assets resulting from operations was $10.7 million, which was comprised of $8.3 million of net investment income and $2.3 million of net realized and unrealized gains. For the three months ended June 30, 2025, our net increase in net assets resulting from operations was $13.2 million, which was comprised of $11.3 million of net investment income and $1.9 million of net realized and unrealized gains. On a per share basis for the three months ended June 30, 2026, net investment income was $0.21 per share and the net increase in net assets from operations was $0.26 per share, as compared to net investment income of $0.28 per share and a net increase in net assets from operations of $0.33 per share for the three months ended June 30, 2025.
Current wording
For the three months ended September 30, 2026, our net decrease in net assets resulting from operations was $1.7 million, which was comprised of $6.6 million of net investment income and $8.3 million of net realized and unrealized losses. For the three months ended September 30, 2025, our net increase in net assets resulting from operations was $15.2 million, which was comprised of $10.3 million of net investment income and $4.9 million of net realized and unrealized gains. On a per share basis for the three months ended September 30, 2026, net investment income was $0.16 per share and the net decrease in net assets from operations was $0.04 per share, as compared to net investment income of $0.26 per share and a net increase in net assets from operations of $0.38 per share for the three months ended September 30, 2025.
Previous wording
For the six months ended June 30, 2026, our net increase in net assets resulting from operations was $16.8 million, which was comprised of $17.5 million of net investment income and $0.6 million of net realized and unrealized losses. For the six months ended June 30, 2025, our net increase in net assets resulting from operations was $25.9 million, which was comprised of $22.0 million of net investment income and $3.9 million of net realized and unrealized gains. On a per share basis for the six months ended June 30, 2026, net investment income was $0.43 per share and the net increase in net assets from operations was $0.41 per share, as compared to net investment income of $0.55 per share and a net increase in net assets from operations of $0.64 per share for the six months ended June 30, 2025.
Current wording
For the nine months ended September 30, 2026, our net increase in net assets resulting from operations was $15.1 million, which was comprised of $24.0 million of net investment income and $8.9 million of net realized and unrealized losses. For the nine months ended September 30, 2025, our net increase in net assets resulting from operations was $41.1 million, which was comprised of $32.3 million of net investment income and $8.8 million of net realized and unrealized gains. On a per share basis for the nine months ended September 30, 2026, net investment income was $0.59 per share and the net increase in net assets from operations was $0.37 per share, as compared to net investment income of $0.80 per share and a net increase in net assets from operations of $1.02 per share for the nine months ended September 30, 2025.
Previous wording
For the three months ended June 30, 2026, total investment and other income was $22.1 million as compared to $23.3 million for the three months ended June 30, 2025. The decrease in total investment and other income for the three months ended June 30, 2026, compared to the 2025 period, is primarily due to less prepayment income and lower investment yields due in part to decreases in the Prime rate.
Current wording
For the three months ended September 30, 2026, total investment and other income was $20.2 million as compared to $22.7 million for the three months ended September 30, 2025. The decrease in total investment and other income for the three months ended September 30, 2026, compared to the 2025 period, is primarily due to lower investment yields in part due to a lower Prime Rate.
Previous wording
For the six months ended June 30, 2026, total investment and other income was $44.9 million as compared to $45.7 million for the six months ended June 30, 2025. The decrease in total investment and other income for the six months ended June 30, 2026, compared to the 2025 period, is primarily due to lower investment yields due in part to decreases in the Prime rate, partially offset by greater prepayment income.
Current wording
For the nine months ended September 30, 2026, total investment and other income was $65.1 million as compared to $68.4 million for the nine months ended September 30, 2025. The decrease in total investment and other income for the nine months ended September 30, 2026, compared to the 2025 period, is primarily due to lower investment yields in part due to a lower Prime Rate.
Previous wording
For the six months ended June 30, 2026, we recognized $0.8 million in other income consisting of $0.5 million due to the termination or expiration of unfunded commitments and $0.3 million from the realization of certain fees paid and accrued from portfolio companies. For the six months ended June 30, 2025, we recognized $1.6 million in other income consisting of $0.5 million due to the termination or expiration of unfunded commitments and $1.2 million from the realization of certain fees paid and accrued from portfolio companies
Current wording
For the three months ended September 30, 2026, we recognized $0.1 million in other income consisting of $17,000 due to the termination or expiration of unfunded commitments and $0.1 million from the realization of certain fees paid and accrued from portfolio companies. For the three months ended September 30, 2025, we recognized $0.5 million in other income consisting of $61,000 due to the termination or expiration of unfunded commitments and $0.5 million from the realization of certain fees paid and accrued from portfolio companies.
Previous wording
For the three months ended June 30, 2026, we recognized $0.1 million in other income consisting of $0.1 million due to the termination or expiration of unfunded commitments. For the three months ended June 30, 2025, we recognized $0.8 million in other income consisting of $33,000 due to the termination or expiration of unfunded commitments and $0.7 million from the realization of certain fees paid and accrued from portfolio companies.
Current wording
For the nine months ended September 30, 2026, we recognized $0.9 million in other income consisting of $0.6 million due to the termination or expiration of unfunded commitments and $0.4 million from the realization of certain fees paid and accrued from portfolio companies. For the nine months ended September 30, 2025, we recognized $2.2 million in other income consisting of $0.5 million due to the
Previous wording
For the three months ended June 30, 2026, total operating expenses, inclusive of an income incentive fee waiver of $1.3 million, were $13.6 million, as compared to $11.7 million, inclusive of an income incentive fee waiver of $1.3 million, for the three months ended June 30, 2025. For the three months ended June 30, 2026 and 2025, excise tax expenses were $0.2 million and $0.4 million, respectively.
Current wording
For the three months ended September 30, 2026, total operating expenses were $13.2 million, as compared to $12.0 million, inclusive of an income incentive fee waiver of $2.1 million, for the three months ended September 30, 2025. For the three months ended September 30, 2026 and 2025, excise tax expenses were $0.4 million and $0.4 million, respectively.
Previous wording
For the six months ended June 30, 2026, total operating expenses, inclusive of an income incentive fee waiver of $3.2 million, were $26.8 million, as compared to $23.0 million, inclusive of an income incentive fee waiver of $1.3 million, for the six months ended June 30, 2025. For the six months ended June 30, 2026 and 2025, excise tax expenses were $0.6 million and $0.8 million, respectively.
Current wording
For the nine months ended September 30, 2026, total operating expenses, inclusive of an income incentive fee waiver of $3.2 million, were $40.1 million, as compared to $34.9 million, inclusive of an income incentive fee waiver of $3.3 million, for the nine months ended September 30, 2025. For the nine months ended September 30, 2026 and 2025, excise tax expenses were $1.0 million and $1.1 million, respectively.
Previous wording
Base management fees for the three months ended June 30, 2026 and 2025 totaled $3.6 million and $3.3 million, respectively. Base management fees for the six months ended June 30, 2026 and 2025 totaled $7.2 million and $6.6 million, respectively. Base management fees increased during the three and six months ended June 30, 2026, as compared to the three and six months ended June 30, 2025, due primarily to increases in the average size of our portfolio during the applicable periods used in the calculations.
Current wording
Base management fees for the three months ended September 30, 2026 and 2025 totaled $3.6 million and $3.4 million, respectively. Base management fees for the nine months ended September 30, 2026 and 2025 totaled $10.8 million and $10.0 million, respectively. Base management fees increased during the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025, due primarily to increases in the average size of our portfolio during the applicable periods used in the calculations.
Previous wording
The Adviser waived the $1.3 million and $3.2 million in income incentive fees earned for the three and six months ended June 30, 2026, respectively, pursuant to a waiver agreement whereby the Adviser has agreed to waive, in full, any and all of the income incentive fee until and including the quarter ending December 31, 2026. For the three and six months ended June 30, 2025, our income incentive fee was reduced by $1.0 and $3.1 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $1.0 million and $3.1 million, respectively. The Adviser earned and waived $1.3 million in income incentive fees for the three and six months ended June 30, 2025.
Current wording
There were no income incentive fees earned by the Adviser for the three months ended September 30, 2026. The Adviser waived the $3.2 million in income incentive fees earned for the nine months ended September 30, 2026, pursuant to a waiver agreement whereby the Adviser had agreed to waive, in full, any and all of the income incentive fee until and including the quarter ending December 31, 2026. The Adviser waived the $2.1 million and $3.3 million in income incentive fees earned for the three and nine months ended September 30, 2025 pursuant to the Adviser’s waiver agreement. For the nine months ended September 30, 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 waivers for the three and nine months ended September 30, 2025, resulted in a corresponding increase in net investment income of $2.1 million and $6.5 million, respectively.
Previous wording
There were no capital gains incentive fee expenses for the six months ended June 30, 2026 and 2025.
Current wording
There were no capital gains incentive fee expenses for the three and nine months ended September 30, 2026 and 2025.
Previous wording
Interest expense and amortization of fees totaled $8.3 million and $6.7 million for the three months ended June 30, 2026 and 2025, respectively. The increase during the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, is primarily due to a higher weighted-average outstanding principal balance under the Credit Facility. Interest expense and amortization of fees totaled $16.1 million and $13.1 million for the six months ended June 30, 2026 and 2025, respectively. The increase during the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, is primarily due to a higher weighted-average outstanding principal balance under the Credit Facility.
Current wording
Interest expense and amortization of fees totaled $7.9 million and $6.8 million for the three months ended September 30, 2026 and 2025, respectively. The increase during the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, is primarily due to a higher weighted-average outstanding principal balance under the Credit Facility and the higher weighted average interest rates on our aggregate outstanding borrowings following (i) the March 2026 maturity of the $200.0 million in aggregate principal amount of our 2026 Notes, which bore interest at 4.5% per year and (ii) the issuance in February 2026 of $75.0 million aggregate principal amount of our 7.50% 2028 Notes, which bear interest at 7.50% per year. Interest expense and amortization of fees totaled $24.0 million and $19.9 million for the nine months ended September 30, 2026 and 2025, respectively. The increase during the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, is primarily due to higher weighted average interest rates on our outstanding borrowings following the events noted above.
Previous wording
Administration Agreement and general and administrative expenses totaled $1.7 million and $1.7 million for the three months ended June 30, 2026 and 2025, respectively. Administration Agreement and general and administrative expenses totaled $3.5 million and $3.3 million for the six months ended June 30, 2026 and 2025, respectively. The increase for the 2026 periods, as compared to the 2025 periods, is primarily due to higher overhead allocation.
Current wording
Administration Agreement and general and administrative expenses totaled $1.8 million and $1.8 million for the three months ended September 30, 2026 and 2025, respectively. Administration Agreement and general and administrative expenses totaled $5.3 million and $5.1 million for the nine months ended September 30, 2026 and 2025, respectively. The increase for the 2026 periods, as compared to the 2025 periods, is primarily due to higher overhead allocation.
Previous wording
During the three months ended June 30, 2026, we recognized net realized gains on investments of $12.9 million resulting primarily from the partial sale of equity in one portfolio company and consideration for warrants in two portfolio companies. During the six months ended June 30, 2026, we recognized net realized gains on investments of $12.6 million resulting primarily from the partial sale of equity in one portfolio company and consideration for warrants in two portfolio companies.
Current wording
During the three months ended September 30, 2026, we recognized net realized losses on investments of $26.4 million resulting primarily from the sale of our debt, warrant and equity investments in one portfolio company and the write-off of a debt investment in one portfolio company, partially offset by net realized gains from the realization of a warrant investment in one portfolio company and equity investments in two portfolio companies. During the nine months ended September 30, 2026, we recognized net realized losses on investments of $13.8 million resulting primarily from the sale of our debt, warrant and equity investments in one portfolio company and the write-off of a debt investment in one portfolio company, partially offset by the realized gain on the partial sale of equity in one portfolio company, as well as the net impact of the realization of warrant investments in six portfolio companies and equity investments in two portfolio companies.
Previous wording
During the three months ended June 30, 2025, we recognized net realized losses on investments of $32,000. During the six months ended June 30, 2025, we recognized net realized gains on investments of $2.2 million, resulting primarily from the partial sale of equity in one portfolio company.
Current wording
During the three months ended September 30, 2025, we recognized net realized losses on investments of $0.7 million from the dissolution of one portfolio company. During the nine months ended September 30, 2025, we recognized net realized gains on investments of $1.5 million, resulting primarily from the partial sale of equity in one portfolio company.
Previous wording
Net change in unrealized losses on investments during the three months ended June 30, 2026 was $10.6 million, consisting of $11.9 million of net unrealized losses from the reversal of previously recorded unrealized gains on investments realized during the period, $9.6 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments, and $0.5 million of net unrealized losses from foreign currency adjustments, partially offset by $11.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments. Net change in unrealized losses on investments during the six months ended June 30, 2026 was $13.3 million, consisting of $16.6 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments, $12.1 million net unrealized losses from the reversal of previously recorded unrealized gains on investments realized during the period, and $2.3 million of net unrealized losses from foreign currency adjustments, partially offset by $17.7 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments.
Current wording
Net change in unrealized gains on investments during the three months ended September 30, 2026 was $18.1 million, consisting of $26.1 million of net unrealized gains from the reversal of previously recorded unrealized losses on investments realized during the period and $5.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments, partially offset by $13.0 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments and $0.4 million of net unrealized losses from foreign currency adjustments. Net change in unrealized gains on investments during the nine months ended September 30, 2026 was $4.8 million, consisting of $23.1 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $14.1 million net unrealized gains from the reversal of previously recorded unrealized losses on investments realized during the period, partially offset by $29.7 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments and $2.7 million of net unrealized losses from foreign currency adjustments.
Previous wording
Net change in unrealized gains on investments during the three months ended June 30, 2025 was $1.9 million, consisting of $6.8 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.8 million of net unrealized gains from foreign currency adjustments, partially offset by $10.7 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments. Net change in unrealized gains on investments during the six months ended June 30, 2025 was $1.6 million, consisting of $8.5 million of net unrealized gains from foreign currency adjustments and $8.0 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments, partially offset by $12.3 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments and $2.5 million of net unrealized losses from the reversal of previously recorded unrealized gains on investments realized during the period.
Current wording
Net change in unrealized gains on investments during the three months ended September 30, 2025 was $5.6 million, consisting of $4.6 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments, $0.8 million of net unrealized gains on the existing debt investment portfolio resulting from fair value adjustments and $0.7 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, partially offset by $0.5 million of net unrealized losses from foreign currency adjustments. Net change in unrealized gains on investments during the nine months ended September 30, 2025 was $7.3 million, consisting of $12.7 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $7.9 million of net unrealized gains from foreign currency adjustments, partially offset by $11.5 million of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments and $1.8 million of net unrealized losses from the reversal of previously recorded unrealized gains from investments realized during the period.
Previous wording
The following table shows the weighted average annualized portfolio yield on our debt investments, comprising of cash interest income, accretion of the net purchase discount, facilities fees and the value of warrant investments received, accretion of EOT payments and the accelerated receipt of EOT payments on prepayments for the three and six months ended June 30, 2026:
Current wording
The following table shows the weighted average annualized portfolio yield on our debt investments, comprising of cash interest income, accretion of the net purchase discount, facilities fees and the value of warrant investments received, accretion of EOT payments and the accelerated receipt of EOT payments on prepayments for the three and nine months ended September 30, 2026:
Previous wording
(1)Weighted average portfolio yields on debt investments for periods shown are the annualized rates of interest income recognized during the period divided by the average amortized cost of debt investments in the portfolio during the period. The calculation of weighted average portfolio yields on debt investments excludes any non-income producing debt investments, but includes debt investments on non-accrual status. Including non-income producing debt investments, the weighted average yield for the three months ended June 30, 2026 and 2025 was 12.3% and 13.8%, respectively. Including non-income producing debt investments, the weighted average yield for the six months ended June 30, 2026 and 2025 was 12.5% and 13.7%, respectively. The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.
Current wording
(1)Weighted average portfolio yields on debt investments for periods shown are the annualized rates of interest income recognized during the period divided by the average amortized cost of debt investments in the portfolio during the period. The calculation of weighted average portfolio yields on debt investments excludes any non-income producing debt investments, but includes debt investments on non-accrual status. Including non-income producing debt investments, the weighted average yield for the three months ended September 30, 2026 and 2025 was 11.8% and 12.3%, respectively. Including non-income producing debt investments, the weighted average yield for the nine months ended September 30, 2026 and 2025 was 12.3% and 13.3%, respectively. The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.
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 three months ended June 30, 2026 and 2025, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 5.2% and 4.8%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was 3.2% and 5.0%, respectively. For the six months ended June 30, 2026 and 2025, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 9.2% and 9.7%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was (17.4)% and 3.8%, respectively.
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 three months ended September 30, 2026 and 2025, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 2.1% and 5.9%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was 5.2% and (14.2)%, respectively. For the nine months ended September 30, 2026 and 2025, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 11.4% and 16.1%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was (13.1)% and (11.0)%, respectively.
Previous wording
The table below shows our return on average total assets and return on average NAV for the three and six months ended June 30, 2026 and 2025:
Current wording
The table below shows our return on average total assets and return on average NAV for the three and nine months ended September 30, 2026 and 2025:
Previous wording
As of June 30, 2026, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 96.5% of our total assets, as compared to 93.3% of our total assets as of December 31, 2025.
Current wording
As of September 30, 2026, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 95.7% of our total assets, as compared to 93.3% of our total assets as of December 31, 2025.
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 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 six months ended June 30, 2026, net cash provided by 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 $10.4 million, and net cash used in financing activities was $42.9 million due primarily to the repayment of the 2026 Notes and $17.6 million in distributions paid, partially offset by net borrowings under the Credit Facility of $100.0 million and proceeds from the issuance of the 7.50% 2028 Notes. As of June 30, 2026, cash and cash equivalents, including restricted cash, were $14.8 million.
Current wording
During the nine months ended September 30, 2026, net cash provided by 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 $69.8 million, and net cash used in financing activities was $99.2 million, due primarily to the repayment of the 2026 Notes and $28.8 million in distributions paid, partially offset by net borrowings under the Credit Facility of $55.0 million and proceeds from the issuance of the 7.50% 2028 Notes. As of September 30, 2026, cash and cash equivalents, including restricted cash, were $18.0 million.
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Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
acquired warrant investments representing $0.8 million at fair value, and made direct equity investments of $0.6 million. Debt investments
Current report — wording carried from elsewhere
See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2027 Notes.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
On May 2, 2024, we entered into the 2024 Sales Agreement, providing for the issuance and sale from time to time of up to an aggregate of $75.0 million in shares of our common stock in the Current ATM Program. Concurrently upon entry into the 2024 Sales Agreement, we, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as our sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between the Company and the Sales Agent.