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FS KKR Capital Corp

For the period ended Sep 30, 2025. Filed Nov 5, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 5, 2025

FSK$11.70+0.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-06.

0001628280-25-038368

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-05.

0001628280-25-049617

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 167 previous paragraphs and 160 current paragraphs.

124 unchanged; 35 reworded; 0 added; 8 removed; 0 previous and 1 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.

Removed paragraphs (8)

Previous report

On July 16, 2025, the Company entered into a third amended and restated senior secured revolving credit agreement, or the Third Amended and Restated Senior Secured Revolving Credit Facility, with the Company, as borrower, JPMorgan Chase Bank, N.A., or JPMorgan, as administrative agent, ING Capital LLC, or ING, as collateral agent, and the lenders party thereto, which amended and restated the second amended and restated senior secured revolving credit facility originally entered into on December 23, 2020, which was subsequently amended by Amendment No. 1 on September 27, 2021, by Amendment No. 2 on May 17, 2022, by Amendment No. 3 on October 31, 2023, and by Amendment No. 4 on June 26, 2024. The Third Amended and Restated Senior Secured Revolving Credit Facility provides for borrowings in U.S. dollars and certain agreed upon foreign currencies in an initial aggregate amount of up to $4,700 with an option for the Company to request, at one or more times, that existing and/or new lenders, at their election, provide up to $2,350 of additional commitments. The Third Amended and Restated Senior Secured Revolving Credit Facility provides for the issuance of letters of credit in an initial aggregate face amount of up to $240, with a sublimit available for the Company to request the issuance of letters of credit in an aggregate face amount of up to $400, subject to increase or reduction from time to time pursuant to the terms of the Third Amended and Restated Senior Secured Revolving Credit Facility. Capitalized terms used herein shall have the meanings specified in the Third Amended and Restated Senior Secured Revolving Credit Facility.

Previous report

Availability under the Third Amended and Restated Senior Secured Revolving Credit Facility will terminate on July 16, 2029, or the Commitment Termination Date, and the outstanding loans under the Third Amended and Restated Senior Secured Revolving Credit Facility will mature on July 16, 2030. The Third Amended and Restated Senior Secured Revolving Credit Facility also requires mandatory prepayment of interest and principal upon certain events during the term-out period commencing on the Commitment Termination Date.

Previous report

Borrowings under the Third Amended and Restated Senior Secured Revolving Credit Facility are subject to compliance with a borrowing base test. With respect to lenders other than non-extending lenders, interest under the Third Amended and Restated Senior Secured Revolving Credit Facility for (i) ABR Loans, (A) if the value of the gross borrowing base is equal to or greater than 1.60 times the aggregate amount of certain outstanding indebtedness of the Company, or the Combined Debt Amount, is payable at an “alternate base rate” (which is the greatest of (a) the prime rate as publicly announced by the Wall Street Journal, (b) the sum of (x) the greater of (I) the federal funds effective rate and (II) the overnight bank funding rate plus (y) 0.5%, and (c) the one month Adjusted Term SOFR Rate plus 1%), plus 0.650% per annum, and (B) if the value of the gross borrowing base is less than 1.60 times the Combined Debt Amount, the alternate base rate plus 0.775% per annum; and (ii) Term Benchmark Loans or RFR Loans (A) if the value of the gross borrowing base is equal to or greater than 1.60 times the Combined Debt Amount, is payable at a rate equal to the applicable benchmark rate plus 1.650% per annum, and (B) if the value of the gross borrowing base is less than 1.60 times the Combined Debt Amount, is payable at a rate equal to the applicable benchmark rate plus 1.775% per annum. With respect to non-extending lenders, interest under the Third Amended and Restated Senior Secured Revolving Credit Facility for (i) ABR Loans, (A) if the value of the gross borrowing base is equal to or greater than 1.60 times the aggregate amount of certain outstanding indebtedness of the Company, or the Combined Debt Amount, is payable at the alternative base rate, plus 0.750% per annum, and (B) if the value of the gross borrowing base is less than 1.60 times the Combined Debt Amount, the alternate base rate plus 0.875% per annum; and (ii)

Previous report

Term Benchmark Loans or RFR Loans (A) if the value of the gross borrowing base is equal to or greater than 1.60 times the Combined Debt Amount, is payable at a rate equal to the applicable benchmark rate plus 1.750% per annum, and (B) if the value of the gross borrowing base is less than 1.60 times the Combined Debt Amount, is payable at a rate equal to the applicable benchmark rate plus 1.875% per annum. The Company will pay a commitment fee, with respect to lenders other than non-extending lenders, of 0.350% per annum and, with respect to non-extending lenders, and 0.375% per annum, on the daily unused portion of its sublimit under the Third Amended and Restated Senior Secured Revolving Credit Facility during the revolving period. The Company also will be required to pay letter of credit participation fees and a fronting fee on the average daily amount of any lender’s exposure with respect to any letters of credit issued at the request of the Company under the Third Amended and Restated Senior Secured Revolving Credit Facility.

Previous report

In connection with the Third Amended and Restated Senior Secured Revolving Credit Facility, the Company has made certain representations and warranties and must comply with various covenants and reporting requirements customary for facilities of this type. In addition, the Company must comply with the following financial covenants: (a) the Company must maintain a minimum shareholders’ equity, measured as of each fiscal quarter end; and (b) the Company must maintain at all times a 150% asset coverage ratio (or, if greater, the statutory requirement then applicable to the Company).

Previous report

The Third Amended and Restated Senior Secured Revolving Credit Facility contains events of default customary for facilities of this type. Upon the occurrence of an event of default, JPMorgan, at the instruction of the lenders, may terminate the commitments and declare the outstanding advances and all other obligations under the Third Amended and Restated Senior Secured Revolving Credit Facility immediately due and payable.

Previous report

The Company’s obligations under the Third Amended and Restated Senior Secured Revolving Credit Facility are guaranteed by certain of the Company’s subsidiaries. The Company’s obligations under the Third Amended and Restated Senior Secured Revolving Credit Facility are secured by a first priority security interest in substantially all of the assets of the Company and certain of the Company’s subsidiaries thereunder.
Reworded paragraphs (35)

Previous wording

Portfolio Investment Activity for the Three and Six Months Ended June 30, 2025 and for the Year Ended December 31, 2024

Current wording

Portfolio Investment Activity for the Three and Nine Months Ended September 30, 2025 and for the Year Ended December 31, 2024

Previous wording

The following tables present certain selected information regarding our portfolio investment activity for the three and six months ended June 30, 2025 and the year ended December 31, 2024:

Current wording

The following tables present certain selected information regarding our portfolio investment activity for the three and nine months ended September 30, 2025 and the year ended December 31, 2024:

Previous wording

For the six months ended June 30, 2025, our total return based on net asset value was (1.33)% and our total return based on market value was 1.95%. For the year ended December 31, 2024, our total return based on net asset value was 8.50% and our total return based on market value was 25.29%. See footnotes 5 and 6 to the table included in Note 11 to our unaudited consolidated financial statements included herein for information regarding the calculation of our total return based on net asset value and total return based on market value, respectively.

Current wording

For the nine months ended September 30, 2025, our total return based on net asset value was 1.89% and our total return based on market value was (23.25)%. For the year ended December 31, 2024, our total return based on net asset value was 8.50% and our total return based on market value was 25.29%. See footnotes 5 and 6 to the table included in Note 11 to our unaudited consolidated financial statements included herein for information regarding the calculation of our total return based on net asset value and total return based on market value, respectively.

Previous wording

COPJV is a joint venture between the Company and South Carolina Retirement Systems Group Trust, or SCRS. COPJV’s second amended and restated limited liability company agreement, or the COPJV Agreement, requires the Company and SCRS to provide capital to COPJV of up to $2,800 in the aggregate where the Company and SCRS would provide 87.5% and 12.5%, respectively, of the committed capital. Pursuant to the terms of the COPJV Agreement, the Company and SCRS each have 50% voting control of COPJV and are required to agree on all investment decisions as well as certain other significant actions for COPJV. COPJV invests its capital in a range of investments, including senior secured loans (both first lien and second lien) to middle market companies, broadly syndicated loans, equity, warrants and other investments. As administrative agent of COPJV, the Company performs certain day-to-day management responsibilities on behalf of COPJV and is entitled to a fee of 0.25% of COPJV’s assets under administration, calculated and payable quarterly in arrears. As of June 30, 2025, the Company and SCRS have funded approximately $2,140.0 to COPJV, of which $1,872.5 was from the Company.

Current wording

COPJV is a joint venture between the Company and SCRS. COPJV’s second amended and restated limited liability company agreement, or the COPJV Agreement, requires the Company and SCRS to provide capital to COPJV of up to $2,800 in the aggregate where the Company and SCRS would provide 87.5% and 12.5%, respectively, of the committed capital. Pursuant to the terms of the COPJV Agreement, the Company and SCRS each have 50% voting control of COPJV and are required to agree on all investment decisions as well as certain other significant actions for COPJV. COPJV invests its capital in a range of investments, including senior secured loans (both first lien and second lien) to middle market companies, broadly syndicated loans, equity, warrants and other investments. As administrative agent of COPJV, the Company performs certain day-to-day management responsibilities on behalf of COPJV and is entitled to a fee of 0.25% of COPJV’s assets under administration, calculated and payable quarterly in arrears. As of September 30, 2025, the Company and SCRS have funded approximately $2,300.0 to COPJV, of which $2,012.5 was from the Company.

Previous wording

Comparison of the Three and Six Months Ended June 30, 2025 and June 30, 2024

Current wording

Comparison of the Three and Nine Months Ended September 30, 2025 and September 30, 2024

Previous wording

Our investment income for the three and six months ended June 30, 2025 and 2024 was as follows:

Current wording

Our investment income for the three and nine months ended September 30, 2025 and 2024 was as follows:

Previous wording

(1)Such revenues represent $337 and $383 of cash income earned as well as $61 and $56 in non-cash portions relating to accretion of discount and PIK interest for the three months ended June 30, 2025 and 2024, respectively, and $667 and $771 of cash income earned as well as $131 and $102 in non-cash portions relating to accretion of discount and PIK interest for the six months ended June 30, 2025 and 2024, respectively.Cash flows related to such non-cash revenues may not occur for a number of reporting periods or years after such revenues are recognized.

Current wording

(1)Such revenues represent $311 and $365 of cash income earned as well as $62 and $76 in non-cash portions relating to accretion of discount and PIK interest for the three months ended September 30, 2025 and 2024, respectively, and $978 and $1,136 of cash income earned as well as $193 and $178 in non-cash portions relating to accretion of discount and PIK interest for the nine months ended September 30, 2025 and 2024, respectively. Cash flows related to such non-cash revenues may not occur for a number of reporting periods or years after such revenues are recognized.

Previous wording

The decrease in interest and PIK income during the three and six months ended June 30, 2025 compared to the three and six months ended June 30, 2024 is primarily attributable to the Company placing certain assets on non-accrual status during the quarter ended June 30, 2025.

Current wording

The decrease in interest and PIK income during the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024 is primarily attributable to a decline in yields during the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024 and the Company placing certain assets on non-accrual status during the quarter ended June 30, 2025.

Previous wording

The increase in dividend income during the three and six months ended June 30, 2025 compared to the three and six months ended June 30, 2024 is primarily attributable to higher dividends on certain asset based finance investments and the increase in dividends paid in respect to our investment in COPJV during the three and six months ended June 30, 2025.

Current wording

The increase in dividend income during the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024 is primarily attributable to higher dividends on certain asset based finance investments and the increase in dividends paid in respect to our investment in COPJV during the three and nine months ended September 30, 2025.

Previous wording

Our operating expenses for the three and six months ended June 30, 2025 and 2024 were as follows:

Current wording

Our operating expenses for the three and nine months ended September 30, 2025 and 2024 were as follows:

Previous wording

The increase in interest expense was primarily offset by the decrease in subordinated income incentive fees during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The decrease in expenses during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 can primarily be attributed to a decrease in subordinated income incentive fees as a result of lower investment income as discussed above.

Current wording

The decrease in expenses during the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024 can primarily be attributed to a decrease in subordinated income incentive fees and management fees as a result of the lower asset base and lower investment income as discussed above.

Previous wording

The following table reflects selected expense ratios as a percent of average net assets for the three and six months ended June 30, 2025 and 2024:

Current wording

The following table reflects selected expense ratios as a percent of average net assets for the three and nine months ended September 30, 2025 and 2024:

Previous wording

Our net investment income totaled $173 ($0.62 per share) and $215 ($0.77 per share) for the three months ended June 30, 2025 and 2024, respectively. Our net investment income totaled $360 ($1.29 per share) and $427 ($1.53 per share) for the six months ended June 30, 2025 and 2024, respectively.

Current wording

Our net investment income totaled $159 ($0.57 per share) and $215 ($0.77 per share) for the three months ended September 30, 2025 and 2024, respectively. Our net investment income totaled $519 ($1.86 per share) and $642 ($2.29 per share) for the nine months ended September 30, 2025 and 2024, respectively.

Previous wording

The decrease in net investment income during the three and six months ended June 30, 2025 compared to the three and six months ended June 30, 2024 can primarily be attributed to lower investment income during the three and six months ended June 30, 2025 as discussed above.

Current wording

The decrease in net investment income during the three and nine months ended September 30, 2025 compared to the three and nine months ended September 30, 2024 can primarily be attributed to lower investment income during the three and nine months ended September 30, 2025 as discussed above.

Previous wording

Our net realized gains (losses) on investments, foreign currency forward contracts and foreign currency for the three and six months ended June 30, 2025 and 2024 were as follows:

Current wording

Our net realized gains (losses) on investments, foreign currency forward contracts and foreign currency for the three and nine months ended September 30, 2025 and 2024 were as follows:

Previous wording

(1)We sold investments and received principal repayments, respectively, of $498 and $858 during the three months ended June 30, 2025 and $11 and $1,325 during the three months ended June 30, 2024. We sold investments and received principal repayments, respectively, of $1,379 and $1,384 during the six months ended June 30, 2025 and $1,335 and $1,856 during the six months ended June 30, 2024.

Current wording

(1)We sold investments and received principal repayments, respectively, of $641 and $705 during the three months ended September 30, 2025 and $768 and $553 during the three months ended September 30, 2024. We sold investments and received principal repayments, respectively, of $2,020 and $2,089 during the nine months ended September 30, 2025 and $2,103 and $2,409 during the nine months ended September 30, 2024.

Previous wording

Our net change in unrealized appreciation (depreciation) on investments, foreign forward currency forward contracts and unrealized gain (loss) on foreign currency for the three and six months ended June 30, 2025 and 2024 were as follows:

Current wording

Our net change in unrealized appreciation (depreciation) on investments, foreign forward currency forward contracts and unrealized gain (loss) on foreign currency for the three and nine months ended September 30, 2025 and 2024 were as follows:

Previous wording

The net change in unrealized appreciation (depreciation) on investments during the three and six months ended June 30, 2025 was driven primarily by reduced valuations of certain portfolio companies during the year, including Production Resources Group, 48Forty Solutions and Kellermeyer Bergensons Services LLC. The net change in unrealized appreciation (depreciation) during the three and six months ended June 30, 2024 was driven primarily by depreciation on several specific assets in the portfolio along with the conversion of unrealized depreciation to realized losses during the quarter.

Current wording

The net change in unrealized appreciation (depreciation) on investments during the three months ended September 30, 2025 was driven primarily by appreciation on several specific assets in the portfolio. The net change in unrealized appreciation (depreciation) on investments during the nine months ended September 30, 2025 was driven primarily by reduced valuations of certain portfolio companies during the year, including Production Resources Group, 48Forty Solutions and Kellermeyer Bergensons Services LLC. The net change in unrealized appreciation (depreciation) during the three and nine months ended September 30, 2024 was driven primarily by depreciation on several specific assets in the portfolio along with the conversion of unrealized depreciation to realized losses during the quarter.

Previous wording

During the three and six months ended June 30, 2025 and 2024, we recorded a provision for taxes on realized gains with respect to one of our equity investments of $(11) and $0, respectively.

Current wording

During the nine months ended September 30, 2025 and 2024, we recorded a provision for taxes on realized gains with respect to one of our equity investments of $(11) and $0, respectively.

Previous wording

During the three and six months ended June 30, 2025 and 2024, we recorded a net realized loss from the extinguishment of debt of $(3) and $0, respectively. See Note 9 to our unaudited consolidated financial statements included herein for additional information regarding our financing arrangements.

Current wording

During the nine months ended September 30, 2025 and 2024, we recorded a net realized loss from the extinguishment of debt of $(3) and $0, respectively. See Note 9 to our unaudited consolidated financial statements included herein for additional information regarding our financing arrangements.

Previous wording

For the three months ended June 30, 2025, the net decrease in net assets resulting from operations was $(209) ($(0.75) per share) compared to a net increase in net assets resulting from operations of $105 ($0.37 per share) during the three months ended June 30, 2024.

Current wording

For the three months ended September 30, 2025, the net increase in net assets resulting from operations was $214 ($0.76 per share) compared to a net increase in net assets resulting from operations of $160 ($0.57 per share) during the three months ended September 30, 2024.

Previous wording

For the six months ended June 30, 2025, the net decrease in net assets resulting from operations was $(89) ($(0.32) per share) compared to a net increase in net assets resulting from operations of $278 ($0.99 per share) during the six months ended June 30, 2024.

Current wording

For the nine months ended September 30, 2025, the net increase in net assets resulting from operations was $125 ($0.45 per share) compared to a net increase in net assets resulting from operations of $438 ($1.56 per share) during the nine months ended September 30, 2024.

Previous wording

As of June 30, 2025, we had $312 in cash, cash equivalents and foreign currency, which we or our wholly-owned financing subsidiaries held in custodial accounts, and $2,425 in borrowings available under our financing arrangements, subject to borrowing base and other limitations. As of June 30, 2025, we also had broadly syndicated investments and opportunistic investments that could be sold to create additional liquidity. As of June 30, 2025, we had unfunded debt investments with aggregate unfunded commitments of $1,730.1, unfunded equity/other commitments of $369.7 and unfunded commitments of $577.5 to COPJV. We maintain sufficient cash on hand, available borrowings and liquid securities to fund such unfunded commitments should the need arise.

Current wording

As of September 30, 2025, we had $155 in cash, cash equivalents and foreign currency, which we or our wholly-owned financing subsidiaries held in custodial accounts, and $3,499 in borrowings available under our financing arrangements, subject to borrowing base and other limitations. As of September 30, 2025, we also had broadly syndicated investments and opportunistic investments that could be sold to create additional liquidity. As of September 30, 2025, we had unfunded debt investments with aggregate unfunded commitments of $1,733.4, unfunded equity/other commitments of $131.8 and unfunded commitments of $437.5 to COPJV. We maintain sufficient cash on hand, available borrowings and liquid securities to fund such unfunded commitments should the need arise.

Previous wording

We currently generate cash primarily from cash flows from fees, interest and dividends earned from our investments, as well as principal repayments and proceeds from sales of our investments. To seek to enhance our returns, we also employ leverage as market conditions permit and at the discretion of the Adviser, but in no event will leverage employed exceed the maximum amount permitted by the 1940 Act. Prior to June 14, 2019, in accordance with the 1940 Act, we were allowed to borrow amounts such that our asset coverage, calculated pursuant to the 1940 Act, was at least 200% after such borrowing. Effective June 15, 2019, our asset coverage requirement applicable to senior securities was reduced from 200% to 150%. As of June 30, 2025, the aggregate amount outstanding of the senior securities issued by us was $8.0 billion. As of June 30, 2025, our asset coverage was 177%. See “—Financing Arrangements.”

Current wording

We currently generate cash primarily from cash flows from fees, interest and dividends earned from our investments, as well as principal repayments and proceeds from sales of our investments. To seek to enhance our returns, we also employ leverage as market conditions permit and at the discretion of the Adviser, but in no event will leverage employed exceed the maximum amount permitted by the 1940 Act. Prior to June 14, 2019, in accordance with the 1940 Act, we were allowed to borrow amounts such that our asset coverage, calculated pursuant to the 1940 Act, was at least 200% after such borrowing. Effective June 15, 2019, our asset coverage requirement applicable to senior securities was reduced from 200% to 150%. As of September 30, 2025, the aggregate amount outstanding of the senior securities issued by us was $7.4 billion. As of September 30, 2025, our asset coverage was 184%. See Note 9 for a discussion of the Company’s financing arrangements.

Previous wording

(3)As of June 30, 2025, there was $60 term loan outstanding at SOFR+1.90% and $30 revolving commitment outstanding at SOFR+2.05%.

Current wording

(3)As of September 30, 2025, there was $39 term loan outstanding at SOFR+1.90% and $20 revolving commitment outstanding at SOFR+2.05%.

Previous wording

(5)Amount includes borrowing in Euros, pounds sterling and Australian dollars. Euro balance outstanding of €467 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.18 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £288 has been converted to U.S dollars at an exchange rate of £1.00 to $1.37 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD36 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.66 as of June 30, 2025 to reflect total amount outstanding in U.S. dollars.

Current wording

(5)Amount includes borrowing in Euros, pounds sterling and Australian dollars. Euro balance outstanding of €343 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.17 as of September 30, 2025 to reflect total amount outstanding in U.S. dollars. Pounds sterling balance outstanding of £241 has been converted to U.S dollars at an exchange rate of £1.00 to $1.34 as of September 30, 2025 to reflect total amount outstanding in U.S. dollars. Australian dollar balance outstanding of AUD10 has been converted to U.S dollars at an exchange rate of AUD1.00 to $0.66 as of September 30, 2025 to reflect total amount outstanding in U.S. dollars.

Previous wording

(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of June 30, 2025, $30 of such letters of credit have been issued.

Current wording

(6)The amount available for borrowing under the Senior Secured Revolving Credit Facility is reduced by any standby letters of credit issued under the Senior Secured Revolving Credit Facility. As of September 30, 2025, $41 of such letters of credit have been issued.

Previous wording

(7)As of June 30, 2025, the fair value of the 3.400% Notes, the 2.625% Notes, the 3.250% Notes, the 3.125% Notes, the 7.875% Notes, the 6.875% Notes and the 6.125% Notes was approximately $991, $384, $480, $688, $422, $624 and $739, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.

Current wording

(7)As of September 30, 2025, the fair value of the 3.400% Notes due 2026, the 2.625% Notes due 2027, the 3.250% Notes due 2027, the 3.125% Notes due 2028, the 7.875% Notes due 2029, the 6.875% Notes due 2029, the 6.125% Notes due 2030 and the 6.125% Notes due 2031 was approximately $996, $389, $483, $695, $420, $614, $723 and $400, respectively. These valuations are considered Level 2 valuations within the fair value hierarchy.

Previous wording

(8)The carrying value of the 6.875% Notes and 6.125% Notes as of June 30, 2025 includes a $24 and $39 increase, respectively, as a result of an effective hedge accounting relationship. See Note 7 for additional information.

Current wording

(8)The carrying value of the 6.875% Notes due 2029, the 6.125% Notes due 2030 and the 6.125% Notes due 2031 as of September 30, 2025 includes a $14, $23 and $0 increase, respectively, as a result of an effective hedge accounting relationship. See Note 7 for additional information.

Previous wording

(9)As of June 30, 2025, there were $91.2 of Class A-1R notes outstanding at SOFR+1.85%, $20.5 of Class A-2R notes outstanding at SOFR+2.25%, $32.4 of Class B-1R notes outstanding at SOFR+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.26161% is applicable to Class A-1R, Class A-2R and Class B-1R notes outstanding.

Current wording

(9)As of September 30, 2025, there were $50.0 of Class A-1R notes outstanding at SOFR+1.85%, $20.5 of Class A-2R notes outstanding at SOFR+2.25%, $32.4 of Class B-1R notes outstanding at SOFR+2.60% and $17.4 of Class B-2R notes outstanding at 3.011%. In addition to the spread over the benchmark rate, a credit spread adjustment of 0.26161% is applicable to Class A-1R, Class A-2R and Class B-1R notes outstanding.

Previous wording

We may, from time to time, issue and sell shares of our common stock through public or at-the-market offerings. On May 9, 2025, we entered into the Equity Distribution Agreements with each of the Sales Agents. During the three and six months ended June 30, 2025, the Company did not issue or sell shares of its common stock under the Equity Distribution Agreements. For further details regarding the Equity Distribution Agreements, see Note 3 ““At the Market” Offering” to our consolidated financial statements included in this report.

Current wording

We may, from time to time, issue and sell shares of our common stock through public or at-the-market offerings. On May 9, 2025, we entered into the Equity Distribution Agreements with each of the Sales Agents. During the three and nine months ended September 30, 2025, the Company did not issue or sell shares of its common stock under the Equity Distribution Agreements. For further details regarding the Equity Distribution Agreements, see Note 3 ““At the Market” Offering” to our consolidated financial statements included in this report.

Previous wording

During certain periods, our distributions may exceed our earnings. As a result, it is possible that a portion of the distributions we make may represent a return of capital. A return of capital generally is a return of a stockholder’s investment rather than a return of earnings or gains derived from our investment activities. Each year a statement on Form 1099-DIV identifying the sources of the distributions will be mailed to our stockholders. No portion of the distributions paid during the six months ended June 30, 2025 or 2024 represented a return of capital.

Current wording

During certain periods, our distributions may exceed our earnings. As a result, it is possible that a portion of the distributions we make may represent a return of capital. A return of capital generally is a return of a stockholder’s investment rather than a return of earnings or gains derived from our investment activities. Each year a statement on Form 1099-DIV identifying the sources of the distributions will be mailed to our stockholders. No portion of the distributions paid during the nine months ended September 30, 2025 or 2024 represented a return of capital.

Previous wording

The following tables reflect the distributions per share that we have declared on our common stock during the six months ended June 30, 2025 and 2024:

Current wording

The following tables reflect the distributions per share that we have declared on our common stock during the nine months ended September 30, 2025 and 2024:

Previous wording

Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure, or ASC Topic 820, issued by the FASB clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical securities; Level 2, which includes inputs such as quoted prices for similar securities in active markets and quoted prices for identical securities where there is little or no activity in the market; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Current wording

Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure, or ASC Topic 820, issued by the FASB clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical securities; Level

Previous wording

We have entered into agreements with the Adviser to provide us with investment advisory and administrative services. Payments for investment advisory services under the investment advisory agreement are equal to (a) an annual base management fee based on the average weekly value of our gross assets (excluding cash and cash equivalents) and (b) an incentive fee based on our performance. The Adviser is reimbursed for administrative expenses incurred on our behalf. See Note 4 to our unaudited consolidated financial statements included herein for a discussion of these agreements and for the amount of fees and expenses accrued under these agreements during the six months ended June 30, 2025 and 2024.

Current wording

We have entered into agreements with the Adviser to provide us with investment advisory and administrative services. Payments for investment advisory services under the investment advisory agreement are equal to (a) an annual base management fee based on the average weekly value of our gross assets (excluding cash and cash equivalents) and (b) an incentive fee based on our performance. The Adviser is reimbursed for administrative expenses incurred on our behalf. See Note 4 to our unaudited consolidated financial statements included herein for a discussion of these agreements and for the amount of fees and expenses accrued under these agreements during the nine months ended September 30, 2025 and 2024.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

2, which includes inputs such as quoted prices for similar securities in active markets and quoted prices for identical securities where there is little or no activity in the market; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.