TriplePoint Venture Growth BDC TPVG
TriplePoint Venture Growth BDC reported a net loss of $1.71 million for the three months ended Sep 30, 2026.
- Form
- 10-Q
- Filed
- Importance
- Notable
- Accession
- 0001580345-26-000038
- Net loss: $1.71 million for the three months ended Sep 30, 2026
- Cash and equivalents: $17.61 million at Sep 30, 2026
Written from the 10-Q on EDGAR. Check the filing before you rely on it.
What changed
3 changes since the June 2026 10-Q
Compared with the 10-Q 0001580345-26-000025, filed Aug 5, 2026.
Net income down 116% from Jun 30
−$1.7M, was $10.7M.
From the filings
Before
$10.7MNow
−$1.7MCash up 26% from Jun 30
$17.6M, was $14M.
From the filings
Before
$14MNow
$17.6MEPS down 24% from Jun 30
$0.16, was $0.21.
From the filings
Before
$0.21Now
$0.16
Show the redline
Section by section. Added words and removed words against the earlier filing.
Cover page 3 changes
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FOR THE QUARTERLY PERIOD ENDED JUNE SEPTEMBER 30, 2026
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2755 2735 Sand Hill Road , Suite 150 100 , Menlo Park , California 94025 (Address of principal executive office)
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There were 40,709,723 40,842,783 shares of the Registrant's common stock outstanding as of August 5, November 4, 2026.
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Financial Statements (unaudited) 5 changes
Consolidated Statements of Assets and Liabilities as of June 3 0 , S eptember 30, 2026 (unaudited) and December 31, 2025
Consolidated Statements of Operations for the Three and Six N ine Months Ended Ju ne 3 0 , S eptember 30, 2026 (unaudited) and June 3 0 , S eptember 30, 2025 (unaudited)
Consolidated Statements of Changes in Net Assets for the Three and Six Nine Months Ended June 3 0 , S e ptember 30, 2026 (unaudited) and June 3 0 , 202 5 S eptember 30, 2025 (unaudited)
Consolidated Statements of Cash Flows for the Three and Six Nine Months Ended June 3 0 , September 30, 2026 (unaudited) and J une 3 0 , September 30, 2025 (unaudited)
Consolidated Schedules of Investments as of June 3 0 , S eptember 30, 2026 (unaudited) and December 31, 202 5
Financial statements 340 changes
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June September 30, 2026 December 31, 2025
1 unchanged paragraph
Non-controlled/unaffiliated investments (amortized cost of $ 814,562 733,040 and $ 804,090 , respectively)
1 unchanged paragraph
Total assets $ 809,044 $ 839,649
Total Investments at fair value (amortized cost of $ 830,835 749,313 and $ 820,363 , respectively)
Cash and cash equivalents 13,999 17,607 20,364
Restricted cash 811 393 27,003
Deferred credit facility costs 3,981 3,695 4,643
Prepaid expenses and other assets 9,511 10,613 4,095
Total assets $ 749,649 $ 839,649
Revolving Credit Facility $ 195,000 150,000 $ 95,000
1 unchanged paragraph
2027 Notes, net of unamortized debt issuance costs of $ 188 118 and $ 329 , respectively
8.11 % 2028 Notes, net of unamortized debt issuance costs of $ 394 333 and $ 516 , respectively
7.50 % 2028 Notes, net of unamortized debt issuance costs of $ 238 202 and $ — , respectively
Base management fee payable 3,592 3,564 3,581
1 unchanged paragraph
Total liabilities $ 456,219 $ 486,028
Other accrued expenses and liabilities 8,447 6,818 13,367
Total liabilities $ 409,729 $ 486,028
3 unchanged paragraphs
Paid-in capital in excess of par value 515,424 516,037 514,399
Total distributable earnings (loss) ( 163,006 176,525 ) ( 161,183 )
Total net assets $ 352,825 339,920 $ 353,621
Total liabilities and net assets $ 809,044 749,649 $ 839,649
1 unchanged paragraph
Net asset value per share $ 8.67 8.32 $ 8.73
4 unchanged paragraphs
Interest income from investments $ 18,997 $ 17,254 $ 37,592 $ 35,082
Payment-in-kind interest income 3,039 5,250 6,533 9,007
Other fees 10 739 250 1,185
Total investment and other income 22,145 23,276 44,920 45,730
Base management fee 3,592 3,268 7,207 6,593
Income incentive fee 1,337 1,259 3,161 1,259
Interest expense and amortization of fees 8,288 6,732 16,149 13,103
Administration Agreement expenses 723 629 1,442 1,232
General and administrative expenses 1,005 1,022 2,023 2,033
Income incentive fee waiver ( 1,337 ) ( 1,259 ) ( 3,161 ) ( 1,259 )
Net investment income before excise taxes 8,537 11,625 18,099 22,769
Excise tax expense ( 200 ) ( 350 ) ( 640 ) ( 756 )
Net investment income after excise taxes 8,337 11,275 17,459 22,013
For the Three Months Ended June September 30, For the Six Nine Months Ended June September 30,
Interest income from investments $ 17,569 $ 17,348 $ 55,160 $ 52,430
Payment-in-kind interest income 2,462 4,796 8,996 13,803
Expirations/terminations of unfunded commitments 99 33 545 456 17 61 562 517
Other fees 125 451 375 1,636
Total investment and other income 20,173 22,656 65,093 68,386
Base management fee 3,564 3,359 10,771 9,952
Income incentive fee — 2,062 3,161 3,321
Interest expense and amortization of fees 7,871 6,770 24,020 19,874
Administration Agreement expenses 740 649 2,182 1,880
General and administrative expenses 1,062 1,193 3,085 3,226
Total operating expenses before Income incentive fee waiver 14,945 12,910 29,982 24,220 13,237 14,033 43,219 38,253
Income incentive fee waiver — ( 2,062 ) ( 3,161 ) ( 3,321 )
Total operating expenses net of Income incentive fee waiver 13,608 11,651 26,821 22,961 13,237 11,971 40,058 34,932
Net investment income before excise taxes 6,936 10,685 25,035 33,454
Excise tax expense ( 350 ) ( 375 ) ( 990 ) ( 1,131 )
Net investment income after excise taxes 6,586 10,310 24,045 32,323
2 unchanged paragraphs
Non-controlled/unaffiliated investments 12,941 ( 32 ) 12,642 2,222
Non-controlled/unaffiliated investments ( 26,421 ) ( 704 ) ( 13,778 ) 1,517
2 unchanged paragraphs
Non-controlled/unaffiliated investments ( 10,477 ) 1,931 ( 12,816 ) 1,628
Net realized and unrealized gains/(losses) 2,330 1,899 ( 633 ) 3,850
Non-controlled/unaffiliated investments 18,211 5,627 5,395 7,255
Non-controlled/affiliated investments ( 134 90 ) — ( 459 549 ) —
Net realized and unrealized gains/(losses) ( 8,300 ) 4,923 ( 8,932 ) 8,772
Net increase (decrease) in net assets resulting from operations $ 10,667 ( 1,714 ) $ 13,174 15,233 $ 16,826 15,113 $ 25,863 41,095
1 unchanged paragraph
Net increase (decrease) in net assets per share $ 0.26 ( 0.04 ) $ 0.33 0.38 $ 0.41 0.37 $ 0.64 1.02
Weighted average shares of common stock outstanding 40,600 40,234 40,547 40,186 40,711 40,325 40,602 40,233
Regular distributions declared per share $ 0.23 $ 0.30 0.23 $ 0.46 0.69 $ 0.60 0.83
Supplemental distributions declared per share 0.12 — 0.12 —
Total distributions declared per share $ 0.35 $ 0.23 $ 0.81 $ 0.83
4 unchanged paragraphs
Balance as of March 31, 2025 40,233 $ 402 $ 514,351 $ ( 167,785 ) $ 346,968
Net increase (decrease) in net assets resulting from operations — — — 13,174 13,174
Distributions reinvested in common stock 91 1 605 — 606
Distributions from distributable earnings — — — ( 12,071 ) ( 12,071 )
1 unchanged paragraph
Balance as of March 31, 2026 40,599 $ 406 $ 514,909 $ ( 164,336 ) $ 350,979
Net increase (decrease) in net assets resulting from operations — — — 10,667 10,667 15,233 15,233
Distributions reinvested in common stock 111 76 1 515 416 — 516 417
Distributions from distributable earnings — — — ( 9,337 9,274 ) ( 9,337 9,274 )
Balance as of September 30, 2025 40,400 $ 404 $ 515,372 $ ( 160,723 ) $ 355,053
1 unchanged paragraph
Net increase (decrease) in net assets resulting from operations — — — ( 1,714 ) ( 1,714 )
Distributions reinvested in common stock 133 1 613 — 614
Distributions from distributable earnings — — — ( 11,805 ) ( 11,805 )
Balance as of September 30, 2026 40,843 $ 408 $ 516,037 $ ( 176,525 ) $ 339,920
1 unchanged paragraph
Distributions reinvested in common stock 187 2 1,237 — 1,239
Balance as of June 30, 2025 40,324 $ 403 $ 514,956 $ ( 166,682 ) $ 348,677
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and 260 more changes in the filing
Note 1: Organization 2 changes
1 unchanged paragraph
The Company was formed to expand the venture growth stage business segment of TriplePoint Capital LLC's ("TPC") 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. The Company's investment objective is to maximize its total return to stockholders primarily in the form of current income and, to a lesser extent, capital appreciation by lending, typically with warrants, primarily to venture growth stage companies focused in technology and other high growth industries backed by TPC's select group of leading venture capital investors. Pursuant to an investment advisory agreement (the "Advisory Agreement") with TriplePoint Advisers LLC (the "Adviser"), the Company is externally managed by TriplePoint Advisers LLC the Adviser, which is registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and is a wholly owned subsidiary of TPC. The Adviser is responsible for sourcing, reviewing and structuring investment opportunities, underwriting and performing due diligence on investments and monitoring the investment portfolio on an ongoing basis. The Adviser was organized in August 2013 and, pursuant to an investment the Advisory Agreement, entered into between the Company and the Adviser, the Company pays the Adviser a base management fee and an incentive fee for its investment management services. The Company has also entered into an administration agreement (the "Administration Agreement") with TriplePoint Administrator LLC (the "Administrator"), a wholly owned subsidiary of the Adviser, pursuant to which the Administrator provides or arranges for the provision of all administrative services necessary for the Company to operate.
The Company has two wholly owned subsidiaries: TPVG Variable Funding Company LLC (the "Financing Subsidiary"), a bankruptcy remote special purpose entity established for utilizing the Company's revolving credit facility, whose creditors have a claim on its assets prior to those assets becoming available to the Company, as the Financing Subsidiary's equity holder, and TPVG Investment LLC, an entity established for holding certain of the Company's investments without negatively impacting the Company's RIC tax status. These subsidiaries are consolidated in the financial statements of the Company.
Note 3: Related Party Agreements and Transactions 13 changes
1 unchanged paragraph
In accordance with the Board approved investment advisory agreement (the Advisory Agreement, subject to the overall supervision of the Board and in accordance with the 1940 Act, the Adviser manages the day-to-day operations and provides investment advisory services to the Company. Under the terms of the Advisory Agreement, the Adviser:
10 unchanged paragraphs
Commencing with the quarter ended March 31, 2025, until and including the quarter ended December 31, 2025, the Adviser agreed to waive the portion of the income incentive fee payable for a quarter under the Advisory Agreement if and to the extent that, after payment of such income incentive fee, the Company's net investment income per share for such quarter is below the Company's quarterly distribution per share for such quarter. On August 6, 2025, the Adviser amended its income incentive fee waiver to waive, in full, its quarterly income incentive fee for the remainder of fiscal year 2025. On November 5, 2025, the Adviser further amended its existing income incentive fee waiver to waive, in full, its quarterly income incentive fee through the end of fiscal year 2026. No portion of the investment income component of the incentive fee waived by the Adviser shall will be subject to recoupment by the Adviser.
1 unchanged paragraph
The base management fee, income incentive fee and capital gains incentive fee earned by the Adviser are included in the Company's consolidated financial statements and summarized in the table below. Base management and incentive fees are paid in the quarter following that in which they are earned. The Company had cumulative realized and unrealized losses as of June September 30, 2026 and 2025, and, as a result, no capital gains incentive fees were recorded for the six nine months ended June September 30, 2026 and 2025. There was no income incentive fee earned for the three months ended September 30, 2026. The Adviser has waived the full $ 1.3 million and $ 3.2 million in income incentive fees accrued for the three and six nine months ended June September 30, 2026. respectively. The Adviser also waived the full $ 1.3 2.1 million and $ 1.3 3.3 million in income incentive fees earned for the three and six nine months ended June September 30, 2025, respectively.
1 unchanged paragraph
Base management fee $ 3,592 $ 3,268 $ 7,207 $ 6,593
Income incentive fee $ 1,337 $ 1,259 $ 3,161 $ 1,259
Income incentive fee waiver $ ( 1,337 ) $ ( 1,259 ) $ ( 3,161 ) $ ( 1,259 )
(in thousands) For the Three Months Ended June September 30, For the Six Nine Months Ended June September 30,
Base management fee $ 3,564 $ 3,359 $ 10,771 $ 9,952
Income incentive fee $ — $ 2,062 $ 3,161 $ 3,321
Income incentive fee waiver $ — $ ( 2,062 ) $ ( 3,161 ) $ ( 3,321 )
2 unchanged paragraphs
In As consideration of the provision of for the services of provided by the Administrator, the Company reimburses the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities under the Administration Agreement. Payments under the Administration Agreement are equal to the Company's allocable portion (subject to the review of the Board) of the Administrator's overhead resulting from its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the chief compliance officer and the chief financial officer and their respective staffs. In addition, if requested to provide significant managerial assistance to the Company's portfolio companies, the Administrator is paid an additional amount based on the services provided, which shall will not exceed the amount the Company receives from such companies for providing this such assistance.
For the three months ended June September 30, 2026 and 2025, expenses paid or payable by the Company to the Administrator under the Administration Agreement were $ 0.7 million and $ 0.6 million, respectively.
For the six nine months ended June September 30, 2026 and 2025, expenses paid or payable by the Company to the Administrator under the Administration Agreement were $ 1.4 2.2 million and $ 1.2 1.9 million, respectively.
Note 4: Investments 58 changes
The Company measures the fair value of its investments in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or "ASC Topic 820," issued by the Financial Accounting Standards Board (the "FASB"). ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The Valuation Committee of the Board (the "Valuation Committee") is responsible for assisting the Board in valuing investments for which current market quotations are not readily available. Investments for which market quotations are readily available are valued using market quotations, which are generally obtained from pricing services, broker-dealers or market makers.
The Company values its investments for which market quotations are not readily available at fair value as determined in good faith by the Board, with the assistance of the Adviser and independent valuation agents, in accordance with Rule 2a-5 of the 1940 Act and GAAP, and in accordance with the Company's valuation methodologies. If more than one valuation method is used to measure fair value, the results are evaluated and weighted, as appropriate, considering the reasonableness of the range indicated by those results. The Adviser considers a range of fair values based upon the valuation techniques utilized and selects a value within that range that most accurately represents fair value based on current market conditions as well as other factors the Adviser's internal valuation committee (the "Adviser Valuation Committee") considers relevant. The Board determines fair value of the Company's investments on at least a quarterly basis or and at such other times when the Board feels it would be appropriate to do so given the circumstances. A determination of fair value involves subjective judgments and estimates and depends on the facts and circumstances present at each valuation date. Due to the inherent uncertainty of determining fair value of portfolio investments that do not have a readily available market value, fair value of investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.
4 unchanged paragraphs
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of observable input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the investment.
3 unchanged paragraphs
• The quarterly valuation process begins with each portfolio company or investment receiving a proposed valuation by the Adviser. The Adviser's internal valuation committee (the Adviser Valuation Committee is responsible for the valuation process, including making preliminary valuation conclusions and recommendations to the Valuation Committee and Board. The Adviser Valuation Committee does not include any voting members who are portfolio managers or investment professionals.
4 unchanged paragraphs
The debt investments identified on the consolidated schedules of investments are loans made to venture capital-backed companies focused in technology and other high growth industries which are backed by a select group of leading venture capital investors. These investments are considered Level 3 assets under ASC Topic 820 as there is are no known or accessible market or market indices for these types of debt instruments and thus the Company must estimate the fair value of these investment securities based on models utilizing unobservable inputs.
4 unchanged paragraphs
• Underlying enterprise value of the issuer based on available information, including any information regarding the most recent financing round of borrower. the issuer. Valuation techniques to determine enterprise value include market multiple approaches, income approaches or the use of recent rounds of financing and the portfolio company's capital structure. Valuation techniques are also utilized to allocate the enterprise fair value of a portfolio company to the specific class of common or preferred stock exercisable in the warrant. Such techniques take into account the rights and preferences of the portfolio company's securities, expected exit scenarios, and volatility associated with such outcomes. to allocate the fair value to the specific class of stock held in the portfolio. Such techniques include option pricing models, including back solve techniques, probability weighted expected return models and other techniques determined to be appropriate.
5 unchanged paragraphs
The fair value of an equity investment in a privately held company is initially the amount invested. The Company adjusts the fair value of an equity investments investment in a private companies company upon the completion of a new third party round of equity financing subsequent to its investment. The Company may adjust the fair value of an equity investment absent a new equity financing event based upon positive or negative changes in a portfolio company's financial or operational performance. The Company may also reference comparable transactions and/or secondary market transactions of comparable companies to estimate fair value. These valuation methodologies involve a significant degree of judgment.
3 unchanged paragraphs
Investments measured at fair value on a recurring basis are categorized in the following table based upon the lowest level of significant input to the valuations as of June September 30, 2026 and December 31, 2025. The Company transfers investments in and out of Levels 1, 2 and 3 as of the beginning balance sheet date, based on changes in the use of observable and unobservable inputs utilized to perform the valuation for the period.
(in thousands) June September 30, 2026 December 31, 2025
1 unchanged paragraph
Debt investments $ — $ — $ 637,421 $ 637,421 $ — $ — $ 645,366 $ 645,366
Warrant investments — — 58,352 58,352 — — 49,194 49,194
Equity investments 885 261 83,823 84,969 656 — 88,328 88,984
Debt investments $ — $ — $ 573,888 $ 573,888 $ — $ — $ 645,366 $ 645,366
Warrant investments — — 63,728 63,728 — — 49,194 49,194
Equity investments 415 — 79,310 79,725 656 — 88,328 88,984
Total portfolio company investments $ 885 415 $ 261 — $ 779,596 716,926 $ 780,742 717,341 $ 656 $ — $ 782,888 $ 783,544
The following tables show information about Level 3 portfolio company investments measured at fair value for the six nine months ended June September 30, 2026 and 2025. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, the net unrealized gains and losses for assets within the Level 3 category may include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs.
Investment Activity (in thousands) For the Six Nine Months Ended June September 30, 2026
2 unchanged paragraphs
Net realized gains (losses) on investments — ( 171 ) 12,826 12,655
Funding and purchases of investments, at cost 72,640 846 73,345 1,485 303 73,789 75,133
Principal payments and sale proceeds received from investments ( 72,502 127,662 ) ( 914 915 ) ( 12,931 17,907 ) ( 86,347 146,484 )
Net amortization and accretion of premiums and discounts and end-of-term payments 3,843 5,879 — — 3,843 5,879
Net realized gains (losses) on investments ( 7,544 ) ( 1,040 ) ( 5,326 ) ( 13,910 )
Net change in unrealized gains (losses) included in earnings ( 18,459 ) 9,678 ( 4,713 ) ( 13,494 24,492 ) 15,285 13,902 4,695
Payment-in-kind coupon 6,533 8,996 — — 6,533 8,996
2 unchanged paragraphs
Fair value as of June 30, 2026 $ 637,421 $ 58,352 $ 83,823 $ 779,596
Fair value as of September 30, 2026 $ 573,888 $ 63,728 $ 79,310 $ 716,926
Net change in unrealized gains (losses) on Level 3 investments held as of June September 30, 2026 $ ( 18,031 30,354 ) $ 8,983 13,720 $ 6,267 6,730 $ ( 2,781 9,904 )
1 unchanged paragraph
Investment Activity (in thousands) For the Six Nine Months Ended June September 30, 2025
2 unchanged paragraphs
Funding and purchases of investments, at cost 105,514 1,760 1,983 109,257
Funding and purchases of investments, at cost 192,420 2,597 2,984 198,001
Principal payments and sale proceeds received from investments ( 83,952 103,496 ) — ( 2,308 ) ( 86,260 105,804 )
Net amortization and accretion of premiums and discounts and end-of-term payments 5,728 7,376 — — 5,728 7,376
Net realized gains (losses) on investments ( 672 ) 2,278 ( 23 ) 2,278 1,583
Net change in unrealized gains (losses) included in earnings ( 5,837 4,669 ) 2,540 4,975 1,678 2,472 9,520 7,323
Payment-in-kind coupon 9,007 13,803 — — 9,007 13,803
2 unchanged paragraphs
Fair value as of June 30, 2025 $ 590,565 $ 43,924 $ 82,832 $ 717,321
Fair value as of September 30, 2025 $ 664,867 $ 44,670 $ 88,378 $ 797,915
Net change in unrealized gains (losses) on Level 3 investments held as of June September 30, 2025 $ ( 5,664 5,115 ) $ 2,306 2,214 $ 4,974 9,520 $ 1,616 6,619 (1) Transfers out of Level 3 are measured as of the date of the transfer. There were no transfers out of Level 3 during the six nine months ended June September 30, 2025.
1 unchanged paragraph
During the three months ended June September 30, 2026, the Company recognized net realized gains losses on investments of $ 12.9 26.4 million. During the three months ended June September 30, 2025, the Company recognized net realized losses on investments of $ 32,000 . 0.7 million.
During the six nine months ended June September 30, 2026, the Company recognized net realized gains losses on investments of $ 12.6 13.8 million. During the six nine months ended June September 30, 2025, the Company recognized net realized gains on investments of $ 2.2 1.5 million.
1 unchanged paragraph
Net change in unrealized losses gains on investments during the three months ended June September 30, 2026 was $ 10.6 18.1 million. Net change in unrealized gains on investments during the three months ended June September 30, 2025 was $ 1.9 5.6 million.
Net change in unrealized losses gains on investments during the six nine months ended June September 30, 2026 was $ 13.3 4.8 million. Net change in unrealized gains on investments during the six nine months ended June September 30, 2025 was $ 1.6 7.3 million.
The following tables show a summary of quantitative information about the Level 3 fair value measurements of portfolio company investments as of June September 30, 2026 and December 31, 2025. In addition to the techniques and inputs noted in the tables below, the Company may also use other valuation techniques and methodologies when determining fair value measurements.
(dollars in thousands) June September 30, 2026
1 unchanged paragraph
Debt investments $ 604,400 543,666 Discounted Cash Flows Discount Rate 7.12 7.98 % - 53.40 41.12 %
33,021 30,222 Probability-Weighted Expected Return Method Probability Weighting of Alternative Outcomes 10.00 25.00 % - 100.00 %
Warrant investments 56,229 61,612 Black Scholes Option Pricing Model Revenue Multiples 0.15 x - 11.24 13.00 x
Volatility 35.00 % - 90.00 110.00 %
1 unchanged paragraph
Discount for Lack of Marketability 20.00 10.00 % - 25.00 %
Risk Free Rate 0.09 % - 4.86 5.05 %
2,123 2,116 Discounted Expected Return Discount Rate 20.00 % - 30.00 %
2 unchanged paragraphs
Equity investments 82,757 78,244 Black Scholes Option Pricing Model Revenue Multiples 0.15 x - 11.00 x
Volatility 30.00 % - 110.00 90.00 %
Term 1.50 1.00 - 5.00 Years
1 unchanged paragraph
Risk Free Rate 0.13 % - 5.03 5.05 %
2 unchanged paragraphs
Total Level 3 portfolio company investments $ 779,596 716,926
21 unchanged paragraphs
Note 5: Credit Risk 1 change
1 unchanged paragraph
In many instances, the a portfolio company's ability to repay the debt investments is dependent on additional funding by its venture capital investors, a future sale or an initial public offering. The value of these investments may be detrimentally affected to the extent a borrower defaults on its obligations, there is insufficient collateral and/or there are extensive legal and other costs incurred in collecting on a defaulted loan.
Note 6: Borrowings 52 changes
The following table shows the Company's outstanding debt as of June September 30, 2026 and December 31, 2025:
(in thousands) June September 30, 2026 December 31, 2025
1 unchanged paragraph
Revolving Credit Facility $ 300,000 $ 195,000 150,000 $ 105,000 150,000 $ 300,000 $ 95,000 $ 205,000
2 unchanged paragraphs
Total before deferred financing and issuance costs 550,000 445,000 105,000 400,000 150,000 675,000 470,000 205,000
Unamortized deferred financing and issuance costs — ( 4,801 4,348 ) — — ( 5,563 ) —
Total borrowings outstanding, net of deferred financing and issuance costs $ 550,000 $ 440,199 395,652 $ 105,000 150,000 $ 675,000 $ 464,437 $ 205,000
2 unchanged paragraphs
(in thousands) For the Three Months Ended June September 30, For the Six Nine Months Ended June September 30,
1 unchanged paragraph
Interest cost $ 3,311 $ 687 $ 5,478 $ 784
Unused fee 125 341 336 711
Amortization of costs and other fees 578 636 1,148 1,263
Revolving Credit Facility Total $ 4,014 $ 1,664 $ 6,962 $ 2,758
Interest cost $ 2,832 $ 761 $ 8,310 $ 1,545
Unused fee 169 295 505 1,007
Amortization of costs and other fees 595 641 1,743 1,904
Revolving Credit Facility Total $ 3,596 $ 1,697 $ 10,558 $ 4,456
3 unchanged paragraphs
2027 Notes Total $ 1,632 $ 1,632 $ 3,266 $ 3,265
Interest cost $ — $ 2,250 $ 1,500 $ 4,500 6,750
Amortization of costs and other fees — 112 113 75 222 335
2026 Notes Total $ — $ 2,362 2,363 $ 1,575 $ 4,722 7,085
Interest cost $ 1,562 $ 1,562 $ 3,125 4,687 $ 3,125 4,687
Amortization of costs and other fees 70 71 70 141 140 212 210
2027 Notes Total $ 1,633 $ 1,632 $ 4,899 $ 4,897
Interest cost $ 1,139 $ 1,014 $ 2,277 3,416 $ 1,543 2,557
Amortization of costs and other fees 61 60 122 89 64 183 153
1 unchanged paragraph
Interest cost $ 1,406 $ — $ 1,906 3,313 $ —
Amortization of costs and other fees 36 — 41 76 —
1 unchanged paragraph
Total interest expense and amortization of fees $ 8,288 $ 6,732 $ 16,149 $ 13,103
Total interest expense and amortization of fees $ 7,871 $ 6,770 $ 24,020 $ 19,874
In February 2014, the Company, along with its Financing Subsidiary as borrower, entered into a credit agreement with Deutsche Bank AG, New York Branch ("Deutsche Bank AG") acting as administrative agent and the other lenders party thereto, which provided the Company with a $ 150.0 million commitment, subject to borrowing base requirements (as amended and restated from time to time, the "Credit Facility"). On July 22, 2022, the Credit Facility was amended to, among other things, extend the revolving period from November 30, 2022 to May 31, 2024 and the scheduled maturity date from May 31, 2024 to November 30, 2025 (unless otherwise terminated earlier pursuant to its terms), as well as change the floating rate from LIBOR to SOFR. On April 29, 2024, the Company and the Financing Subsidiary amended the Credit Facility was amended to, among other things, extend the revolving period to August 31, 2024. On August 6, 2024, the Company and the Financing Subsidiary amended the Credit Facility was amended to, among other things, (i) further extend the revolving period from August 31, 2024 to November 30, 2025, (ii) extend the scheduled maturity date from November 30, 2025 to May 30, 2027, (iii) adjust the advance rates based on the underlying asset type, (iv) revise certain events of default provisions and affirmative and negative covenants; and (v) reduce the total commitments to $ 300 million from $ 350 million.
On November 25, 2025, the Company and the Financing Subsidiary further amended the Credit Facility was further amended to, among other things, (i) extend the revolving period to November 30, 2027 and the scheduled maturity date to May 30, 2029, (ii) reduce the interest rate on borrowings such that borrowings bear interest at the sum of (a) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50 %), plus (b) a margin of (w) 2.75 % if facility utilization is greater than or equal to 75 %, (x) 2.85 % if utilization is greater than or equal to 50 % but less than 75 %, (y) 3.00 % if utilization is less than 50 %, and (z) 4.50 % on or after the end of the revolving period; (iii) increase the advance rates; and, (iv) revise certain events of default provisions and affirmative and negative covenants. As of June September 30, 2026, the Company had $ 300 million in total commitments available under the Credit Facility, which includes an accordion feature that allows the Company to increase the size of the Credit Facility to up to $ 400 million under certain circumstances.
As of June September 30, 2026, borrowings under the Credit Facility bore 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 (w) 2.75 % if facility utilization is greater than or equal to 75 %, (x) 2.85 % if utilization is greater than or equal to 50 % but less than 75 %, (y) 3.00 % if utilization is less than 50 % and (z) 4.5 % during the amortization period. Borrowings under the Credit Facility are secured only by the assets of the Financing Subsidiary. The Company agreed to pay Deutsche Bank AG a syndication fee and to pay to Deutsche Bank AG a fee to act as administrative agent under the Credit Facility as well as to pay each lender (i) a commitment fee based on each lender's commitment and (ii) a fee of 0.50 % per annum for any unused borrowings under the Credit Facility on a monthly basis. The Credit Facility contains affirmative and restrictive covenants including, but not limited to, an advance rate of up to 55.0 % of the applicable balance of net assets held by the Financing Subsidiary, maintenance of minimum net worth, a ratio of total assets to total indebtedness of not less than the greater of 3:2 and the amount so required under the 1940 Act, a key man clause relating to the Company's Chief Executive Officer, James P. Labe, and the Company's President and Chief Investment Officer, Sajal K. Srivastava, and eligibility requirements, including but not limited to geographic and industry concentration limitations and certain loan grade classifications. Furthermore, events of default under the Credit Facility include, among other things, (i) a payment default; (ii) a change of control; (iii) bankruptcy; (iv) a covenant default; and (v) failure by the Company to maintain its qualification as a BDC under the 1940 Act. As of June September 30, 2026 and December 31, 2025, the Company was in compliance with all covenants under the Credit Facility.
As of June September 30, 2026 and December 31, 2025, the Company had outstanding borrowings under the Credit Facility of $ 195.0 150.0 million and $ 95.0 million, respectively, excluding deferred credit facility costs of $ 4.0 3.7 million and $ 4.6 million, respectively, which is included in the Company's consolidated statements of assets and liabilities. The book value of the Credit Facility approximates fair value due to the relatively short maturity, cash repayments and market interest rates of the instrument. The fair value of the Credit Facility would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.
During the three months ended June September 30, 2026 and 2025, the Company had average outstanding borrowings under the Credit Facility of $ 200.8 167.6 million and $ 29.7 68.7 million, respectively, at a weighted average interest rate, inclusive of unused fees, of 7.02 % and 8.30 8.25 %, respectively.
During the six nine months ended June September 30, 2026 and 2025, the Company had average outstanding borrowings under the Credit Facility of $ 166.4 166.8 million and $ 17.4 34.7 million, respectively, at a weighted average interest rate, inclusive of unused fees, of 7.06 % and 8.30 8.29 %, respectively.
As of June September 30, 2026 and December 31, 2025, $ 420.1 419.4 million and $ 427.2 million, respectively, of the Company's assets, including restricted cash, were pledged for borrowings under the Credit Facility, leaving $ 388.9 330.2 million and $ 412.5 million, respectively, of assets unencumbered. respectively.
2 unchanged paragraphs
The 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, certain judgments and orders, certain events of bankruptcy, and breach of a key man clause relating to requiring the involvement of the Company's Chief Executive Officer, James P. Labe, and the Company's President and Chief Investment Officer, Sajal K. Srivastava, in the Company's operations, subject to a cure period as set forth in the Note Purchase Agreement.
1 unchanged paragraph
The 2026 Notes were governed by the terms of the First Supplement, dated as of March 1, 2021 (the "First Supplement"), to the Note Purchase Agreement. The terms and conditions applicable to the 2026 Notes under the Note Purchase Agreement, as modified by the First Supplement, such as events of default and affirmative and negative covenants, were substantially similar to the terms and conditions that were applicable to the 2025 Notes. The 2026 Notes were recorded at amortized cost in the consolidated statements of assets and liabilities. As of June 30, 2026 and December 31, 2025, the fair value of the 2026 Notes was $ 0.0 million and $ 202.1 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.
1 unchanged paragraph
The 2027 Notes are governed by the terms of the Second Supplement, dated as of February 28, 2022 (the "Second Supplement"), to the Note Purchase Agreement. The 2027 Notes may be redeemed in whole or in part at any time or from time to time at the Company's option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2027 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2027 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company; provided, however, in the event that the Company creates, incurs, assumes or permits to exist liens on or with respect to any of its property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $ 25 million, the 2027 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness. In addition, in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement) occurs, the 2027 Notes will bear interest at a fixed rate of 6.00 % per year from the date of the occurrence of the Below Investment Grade Event to and until the date on which the Below Investment Grade Event is no longer continuing. The other terms and conditions applicable to the 2027 Notes under the Note Purchase Agreement, as modified by the Second Supplement, including events of default and affirmative and negative covenants, are substantially similar to the terms and conditions that were applicable to the 2025 Notes and the 2026 Notes. As of June September 30, 2026 and December 31, 2025, the Company was in compliance with all covenants under the 2027 Notes.
The 2027 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.2 0.1 million of deferred issuance cost as of June September 30, 2026, which is amortized and expensed over the five-year term of the 2027 Notes based on an effective yield method. As of June September 30, 2026 and December 31, 2025, the fair value of the 2027 Notes was $ 124.9 124.0 million and $ 124.2 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.
On February 12, 2025, the Company completed a private debt offering of $ 50.0 million in aggregate principal amount of its 8.11 % unsecured notes due February 12, 2028 (the " 8.11 % 2028 Notes") in reliance on Section 4(a)(2) of the Securities Act. The interest on the 8.11 % 2028 Notes, which subsequent to the quarter ended September 30, 2025, increased to 9.11 % as discussed below, is payable semiannually on February 12 and August 12 each year.
2 unchanged paragraphs
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 judgments and orders, certain events of bankruptcy, and breach of a key man clause with respect to James P. Labe and Sajal K. Srivastava. As of June September 30, 2026 and December 31, 2025, the Company was in compliance with all covenants under the 8.11 % 2028 Notes.
The 8.11 % 2028 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.4 0.3 million of deferred issuance cost as of June September 30, 2026, which is amortized and expensed over the three-year term of the 8.11 % 2028 Notes based on an effective yield method. As of June September 30, 2026, and December 31, 2025 the fair value of the 8.11 % 2028 Notes was $ 51.7 50.3 million and $ 52.5 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.
2 unchanged paragraphs
The Master Note Purchase Agreement (the "2026 Note Purchase Agreement") under which the 7.50 % 2028 Notes were issued 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 business development company 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 2026 Master Note Purchase Agreement contains the following financial covenants: (1) a minimum asset coverage ratio of 1.50 to 1.00; and (2) maintenance of minimum stockholders' equity to not be less than the greater of (a) $ 230,800,000 and (b) $ 230,800,000 , plus 25 % of the net cash proceeds of the sale of Equity Interests (as defined in the 2026 Master Note Purchase Agreement) on or after February 27, 2026 (other than proceeds of (x) sales of Equity Interests by and among the Company and its subsidiaries or (y) any distribution or dividend reinvestment plan) minus 25 % of the aggregate amount paid or distributed to purchase common stock or Equity Interests in connection with a tender offer or otherwise and equity interests redeemed, bought back or purchased by the Company on or after the February 27, 2026.
1 unchanged paragraph
The 2026 Master 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 judgments and orders, and certain events of bankruptcy. As of June September 30, 2026, the Company was in compliance with all covenants under the 7.50 % 2028 Notes.
The 7.50 % 2028 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.2 million of deferred issuance cost as of June September 30, 2026, which is amortized and expensed over the three-year two-year term of the 7.50 % 2028 Notes based on an effective yield method. As of June September 30, 2026, the fair value of the 7.50 % 2028 Notes was $ 75.1 74.6 million and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.
The following table shows additional information about the level in the fair value hierarchy of the Company's liabilities as of June September 30, 2026 and December 31, 2025:
(in thousands) June September 30, 2026 December 31, 2025
1 unchanged paragraph
Revolving Credit Facility $ — $ — $ 195,000 150,000 $ 195,000 150,000 $ — $ — $ 95,000 $ 95,000
2 unchanged paragraphs
Total $ — $ — $ 445,800 398,127 $ 445,800 398,127 $ — $ — $ 472,813 $ 472,813 (1) Net of debt issuance costs as of June September 30, 2026 and December 31, 2025 of $ 0.0 million and $ 0.1 million, respectively.
(2) Net of debt issuance costs as of June September 30, 2026 and December 31, 2025 of $ 0.2 0.1 million and $ 0.3 million, respectively.
(3) Net of debt issuance costs as of June September 30, 2026 and December 31, 2025 of $ 0.4 0.3 million and $ 0.5 million, respectively.
(4) Net of debt issuance costs as of June September 30, 2026 of $ 0.2 million.
Note 7: Commitments and Contingencies 49 changes
As of June September 30, 2026 and December 31, 2025, the Company's unfunded commitments totaled $ 140.6 171.6 million to 22 26 portfolio companies and $ 260.4 million to 25 portfolio companies, respectively, of which $ 23.0 14.8 million and $ 50.7 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.
1 unchanged paragraph
The following table shows the Company's unfunded commitments by portfolio company as of June September 30, 2026 and December 31, 2025:
June September 30, 2026 December 31, 2025
2 unchanged paragraphs
Eightfold AI Inc. $ 25,000 $ 63 580 $ 25,000 $ 63
4 unchanged paragraphs
Pair Team, PBC 10,400 12 14,400 33
NetSPI Midco Corporation 12,500 — — —
Muon Space, Inc. 10,000 — 4,264 93
1 unchanged paragraph
Pair Team, PBC 7,500 38 14,400 33
1 unchanged paragraph
TakeOne Network Corp. 5,000 104 — —
ThoughtSpot, Inc. 5,000 47 25,000 425
2 unchanged paragraphs
Incode Technologies, Inc. 2,000 25 26 25,000 433
2 unchanged paragraphs
Equafin Corp. 877 5 877 4
Communify LLC 500 9 — —
Eridu Corporation 1,000 28 — —
Heron Power Electronics Company 1,000 6 — —
Signal Advisors USA, Inc. 916 867 — 966 —
Planhub Holdings, LLC 938 750 — 1,313 —
HeyAutofill, Inc. 600 10 — —
1 unchanged paragraph
Panorama Education, Inc. 300 500 — 600 —
Parry Labs, LLC 267 500 — 267 —
1 unchanged paragraph
Skyflow Inc. 78 1 — —
Ao1 Holdings Inc. — — 3,633 55
FlashParking, Inc. — — 500 2
Hydrow, Inc. — — 1,410 —
Muon Space, Inc. — — 4,264 93
2 unchanged paragraphs
ThoughtSpot, Inc. — — 25,000 425
Total $ 140,638 $ 464 $ 260,449 $ 1,810
Ao1 Holdings Inc. — — 3,633 55
Hydrow, Inc. — — 1,410 —
Equafin Corp. — — 877 4
FlashParking, Inc. — — 500 2
Total $ 171,579 $ 1,188 $ 260,449 $ 1,810
(1) Does not include a $ 0.3 million of backlog of potential future commitments as of December 31, 2025. The Company did not have any backlog of future commitments as of June September 30, 2026. Refer to the "Backlog of Potential Future Commitments" below.
The table above also shows the fair value of the Company's unfunded commitment liability totaling $ 0.5 1.2 million and $ 1.8 million as of June September 30, 2026 and December 31, 2025, respectively. The fair value at the inception of the delay draw credit agreements is equal to the fees and 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 and is included in "Other accrued expenses and liabilities" in the Company's consolidated statements of assets and liabilities.
These liabilities are considered Level 3 liabilities under ASC Topic 820 as there is no known or accessible market or market indices for these types of financial instruments. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. The following table shows additional details regarding the Company's unfunded commitment activity during the three and six nine months ended June September 30, 2026 and 2025:
1 unchanged paragraph
(in thousands) For the Three Months Ended June September 30, For the Six Nine Months Ended June September 30,
1 unchanged paragraph
Fundings ( 47,835 ) ( 78,509 ) ( 74,378 ) ( 106,185 )
Expirations / Terminations ( 48,114 ) ( 13,805 ) ( 76,516 ) ( 50,327 )
Fundings ( 716 ) ( 88,170 ) ( 75,093 ) ( 194,355 )
Expirations / Terminations ( 11,343 ) ( 14,540 ) ( 87,860 ) ( 64,867 )
Unfunded commitments and backlog of potential future commitments at end of period $ 140,638 171,579 $ 184,671 263,727 $ 140,638 171,579 $ 184,671 263,727
1 unchanged paragraph
Unfunded commitments at end of period $ 140,638 171,579 $ 184,671 263,727 $ 140,638 171,579 $ 184,671 263,727 (1) Includes backlog of potential future commitments. Refer to the "Backlog of Potential Future Commitments" below.
The following table shows additional information on the Company's unfunded commitments regarding milestones and expirations as of June September 30, 2026 and December 31, 2025:
1 unchanged paragraph
Unfunded commitments $ 140,638 $ 260,449
June September 30, 2026 December 31, 2025
Dependent on milestones $ 23,033 14,833 $ 50,700
Unfunded commitments $ 171,579 $ 260,449
(1) Does not include backlog of potential future commitments. Refer to the "Backlog of Potential Future Commitments" below.
1 unchanged paragraph
The Company may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that certain conditions to make such increases are met. If such conditions to increase are met, these amounts may become unfunded commitments, if not drawn prior to expiration. As of June September 30, 2026 the Company did not have any backlog of potential future commitments. As of December 31, 2025, the Company had a $ 0.3 million backlog of potential future commitments.
Note 8: Financial Highlights 22 changes
The following table shows the financial highlights for the six nine months ended June September 30, 2026 and 2025:
1 unchanged paragraph
(in thousands, except per share data) For the Six Nine Months Ended June September 30,
2 unchanged paragraphs
Net investment income 0.43 0.55 0.59 0.80
Net realized gains (losses) on investments 0.31 0.06 ( 0.34 ) 0.04
Net change in unrealized gains (losses) on investments ( 0.34 ) 0.03 0.09 0.17
Distributions from net investment income ( 0.46 0.75 ) ( 0.60 0.83 )
Net asset value at end of period $ 8.67 8.32 $ 8.65 8.79
Net investment income per share $ 0.43 0.59 $ 0.55 0.80
Net increase (decrease) in net assets resulting from operations per share $ 0.41 0.37 $ 0.64 1.02
Weighted average shares of common stock outstanding for period 40,547 40,186 40,602 40,233
Shares of common stock outstanding at end of period 40,710 40,324 40,843 40,400
2 unchanged paragraphs
Net asset value at end of period $ 352,825 339,920 $ 348,677 355,053
Average net asset value $ 353,848 353,649 $ 348,250 348,929
Stock price at end of period $ 4.91 4.86 $ 7.01 5.77
12 unchanged paragraphs
(5) For the six nine months ended June September 30, 2026, excluding the income incentive fee waiver, the ratios of net investment income, net increase in net assets, ratio of expenses, operating expenses excluding incentive fees, (presented on an annualized basis), and income incentive fees to average net asset value were 8.1 7.9 %, 7.8 4.5 %, 17.5 16.7 %, 15.6 15.5 % and 0.9 %, respectively. For the nine months ended September 30, 2025, excluding the income incentive fee waiver, the ratios of net investment income, net increase in net assets, ratio of expenses, operating expenses excluding incentive fees, (presented on an annualized basis), and income incentive fees to average net asset value were 11.1 %, 14.5 %, 15.1 %, 13.8 % and 1.0 %, respectively.
The following table shows the weighted average annualized portfolio yield on debt investments for the six nine months ended June September 30, 2026 and 2025:
1 unchanged paragraph
For the Six Months Ended June 30,
For the Nine Months Ended September 30,
1 unchanged paragraph
Coupon income 10.5 % 11.5 11.2 %
1 unchanged paragraph
Accretion of end-of-term payments 1.1 1.0 % 1.3 %
Impact of prepayments during the period 0.8 0.6 % 0.7 0.5 %
(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 six nine months ended June September 30, 2026 and 2025 was 12.5 12.3 % and 13.7 13.3 %, respectively . The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.
1 unchanged paragraph
Note 9: Net Increase (Decrease) in Net Assets per Share 8 changes
The following table shows the computation of basic and diluted net increase/(decrease) in net assets per share for the three and six nine months ended June September 30, 2026 and 2025:
1 unchanged paragraph
Net investment income $ 8,337 $ 11,275 $ 17,459 $ 22,013
(in thousands, except per share data) For the Three Months Ended June September 30, For the Six Nine Months Ended June September 30,
Net investment income $ 6,586 $ 10,310 $ 24,045 $ 32,323
Net increase (decrease) in net assets resulting from operations $ 10,667 ( 1,714 ) $ 13,174 15,233 $ 16,826 15,113 $ 25,863 41,095
Weighted average shares of common stock outstanding 40,600 40,234 40,547 40,186 40,711 40,325 40,602 40,233
Net investment income per share of common stock $ 0.21 0.16 $ 0.28 0.26 $ 0.43 0.59 $ 0.55 0.80
Net increase (decrease) in net assets resulting from operations per share of common stock $ 0.26 ( 0.04 ) $ 0.33 0.38 $ 0.41 0.37 $ 0.64 1.02
Note 10: Equity 10 changes
Since inception through June September 30, 2026, the Company issued 34,999,352 shares of common stock through an initial public offering and a concurrent private placement offering in 2014, a registered follow-on offering in 2015, a private placement offering in 2017, a registered follow-on offering and concurrent private placement offering in 2018, a registered follow-on offering in 2020 and a registered follow-on offering in 2022. The Company received net proceeds from these offerings of $ 488.1 million, net of the portion of the underwriting sales load and offering costs paid by the Company. Included in the $ 488.1 million of net proceeds from these offerings is $ 55.3 million in net proceeds from the Company's issuance in August 2022 of an aggregate of 4,161,807 shares of common stock in a registered follow-on offering pursuant to an underwriting agreement by and among the Company, the Adviser and the Administrator, on the one hand, and Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named in the underwriting agreement. 411,807 of the shares issued in August 2022 were issued pursuant to the underwriters' option to purchase additional shares.
1 unchanged paragraph
On May 2, 2024, the Company entered into a new sales agreement (the "2024 Sales Agreement") with the Adviser, the Administrator and the Sales Agent, providing for the issuance and sale from time to time of up to an aggregate of $ 75.0 million in shares of the Company's common stock by means of at-the-market offerings (the "Current ATM Program") and, together with the Prior ATM Program, the "ATM Programs") . Concurrently upon entry into the 2024 Sales Agreement, the Company, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement and the Prior ATM Program. 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 the Company's 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. The maximum agent commission with respect to the shares of the Company's common stock sold by the Company in the Current ATM Program is 2.0 % of gross proceeds, with the exact amount of such compensation to be mutually agreed upon by the Company and the Sales Agent from time to time.
During the three and six nine months ended June September 30, 2026, the Company did not sell shares of common stock under the 2024 Sales Agreement. During the three and six nine months ended June September 30, 2025, the Company did not sell shares of common stock under the 2024 Sales Agreement. As of June September 30, 2026, $ 56.5 million in shares remained available for sale under the Current ATM Program.
1 unchanged paragraph
The following tables show information on the proceeds raised along with any related underwriting sales load and associated offering expenses, and the price at which common stock was issued by the Company, during the six nine months ended June September 30, 2026 and during the year ended December 31, 2025:
Issuance of Common Stock for the Six Nine Months Ended June September 30, 2026 (in thousands, except for per share data) Date Number of Shares of
3 unchanged paragraphs
Total issuance 219 $ 1,027 $ — $ —
Third quarter 2026 distribution reinvestment 9/30/2026 133 614 — — $ 4.62
Total issuance 352 $ 1,641 $ — $ —
8 unchanged paragraphs
On May 5, 2026, the Board authorized a 12-month stock repurchase program (the "Company Stock Repurchase Program") for the purpose of repurchasing up to an aggregate of $ 12.5 million of its common stock in the open market at certain thresholds below its then-current net asset value per share in accordance with the guidelines specified in Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The timing, manner, price and amount of any share repurchases will be determined by the Company based upon an evaluation of economic and market conditions, stock price, applicable legal, contractual and regulatory requirements and other factors. The Company Stock Repurchase Program is scheduled to expire on May 6, 2027. During the three and six nine months ended June September 30, 2026, the Company did not repurchase any shares of common stock under the Company Stock Repurchase Program.
The Company had 40,709,723 40,842,783 and 40,491,145 shares of common stock outstanding as of June September 30, 2026 and December 31, 2025, respectively.
Note 11: Distributions 6 changes
2 unchanged paragraphs
The following table shows the Company's cash distributions per share that have been authorized by the Board since the Company's initial public offering to June September 30, 2026. 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 the Company's 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.
56 unchanged paragraphs
September 30, 2026 July 29, 2026 September 16, 2026 September 30, 2026 0.23
September 30, 2026 August 4, 2026 September 16, 2026 September 30, 2026 0.06 (3)
September 30, 2026 August 4, 2026 December 16, 2026 December 30, 2026 0.06 (3)
Total cash distributions $ 17.59 17.94
3 unchanged paragraphs
It is the Company's intention to distribute all or substantially all of its taxable income earned over the course of the year. However, the Company may choose not to distribute all of its taxable income for a number of reasons, including retaining excess taxable income for investment purposes and/or to defer the payment of distributions associated with the excess taxable income for future calendar years. During the three months ended June September 30, 2026 and 2025, the Company recorded $ 0.2 0.4 million and $ 0.4 million, respectively, for an excise tax accrual. During the six nine months ended June September 30, 2026 and 2025, the Company recorded $ 0.6 1.0 million and $ 0.8 1.1 million, respectively, for an excise tax accrual. For the six nine months ended June September 30, 2026 and 2025, total distributions of $ 0.46 0.81 per share and $ 0.60 0.83 per share were declared, and paid, respectively, and represented distributions from ordinary income. No provision for income tax was recorded in the Company's consolidated statements of operations for the three and six nine months ended June September 30, 2026 and 2025. As of June September 30, 2026, the Company estimated it had undistributed taxable earnings from net investment income of $ 41.7 36.9 million, or $ 1.03 0.90 per share. Since March 5, 2014 (commencement of operations) to June September 30, 2026, total distributions of $ 17.59 17.94 per share have been paid. declared.
Note 12: Operating Segments 1 change
The Chief Executive Officer and Chief Financial Officer, collectively, act as the Company's Chief Operating Decision Maker ("CODM") and are responsible for assessing performance and allocating resources with respect to the Company. The CODM has concluded that the Company operates as a single operating segment based on the fact that the Company has a single investment objective to maximize the Company's total return to stockholders primarily in the form of current income from secured loans, and secondarily through capital gains from equity "kickers" in the form of warrants and direct equity investments to venture capital-backed companies, against which the CODM assesses the performance. The financial information provided to and reviewed by the CODM include consolidated net investment income and consolidated net increase (decrease) in net assets resulting from operations. As the Company operates as a single segment, the measure of segment profit and segment assets is presented within the Company's consolidated financial statements.
Note 13: Subsequent Events 6 changes
The Company's management has evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. There have been no subsequent events that occurred during such period that would require disclosure in this Quarterly Report on Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the three and six nine months ended June September 30, 2026, except as discussed below.
On July 29, October 14, 2026, the Board declared a $ 0.23 per share regular quarterly distribution payable on September December 30, 2026 to stockholders of record at the close of business on September 16, 2026. Further, on August 4, 2026, the Board declared supplemental distributions totaling $ 0.12 per share to be paid in two equal installments. The first $ 0.06 per share supplemental distribution will be paid on September 30, 2026 to stockholders of record as of September 16, 2026, and the second $ 0.06 per share supplemental distribution will be paid on December 30, 2026 to stockholders of record as of December 16, 2026.
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On August 5, 2026, the Company sold its 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.
From July October 1, 2026 through August 5, November 3, 2026, the Company closed $ 1.0 60.0 million of additional debt commitments, funded $ 57.4 million in new investments and received $ 1.0 72.6 million of principal prepayments and had no material fundings. generating more than $ 2.0 million of accelerated income. TPC's direct originations platform entered into $ 50.0 125.0 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for the Company are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser's allocation policy.
Income Incentive Fee Waiver
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.
Forward-looking statements 224 changes
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• our ability to obtain financing or refinance existing debt on favorable terms or at all;
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• changes in our executive officers or the Adviser's senior investment team could impact our performance or our perception in the venture capital market;
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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.
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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 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.
As of June September 30, 2026, we had 311 310 investments in 135 136 companies. Our investments included 100 98 debt investments, 131 135 warrant investments, and 80 77 direct equity and related investments. As of June September 30, 2026, the aggregate cost and fair value of these investments were $830.8 $749.3 million and $780.7 $717.3 million, respectively. As of June September 30, 2026, six four of our portfolio companies were publicly traded. As of June September 30, 2026, the 100 98 debt investments had an aggregate fair value of $637.4 $573.9 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.5%. 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.
As of December 31, 2025, we had 302 investments in 109 133 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%.
The following tables show certain information relating to the composition of our portfolio as of June September 30, 2026 and December 31, 2025:
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Debt investments $ 722,777 $ 637,421 $ (85,356) 100 53
Warrant investments 27,468 58,352 30,884 131 117
Equity investments 80,590 84,969 4,379 80 60
Total Investments in Portfolio Companies $ 830,835 $ 780,742 $ (50,093) 311 135 (1)
Debt investments $ 665,277 $ 573,888 $ (91,389) 98 50
Warrant investments 27,238 63,728 36,490 135 120
Equity investments 56,798 79,725 22,927 77 57
Total Investments in Portfolio Companies $ 749,313 $ 717,341 $ (31,972) 310 136 (1)
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Total Investments in Portfolio Companies $ 820,363 $ 783,544 $ (36,819) 302 109 133 (1)
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The following tables show the fair value of the portfolio of investments, by industry and the percentage of the total investment portfolio, as of June September 30, 2026 and December 31, 2025:
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Business/Productivity Software $ 148,676 19.0 %
Consumer Products and Services 105,772 13.5
Financial Institution and Services 92,581 11.9
Other Financial Services 46,966 6.0
Insurance 31,812 4.1
Entertainment 17,016 2.2
Financial Software 15,798 2.0
Communication Software 15,433 2.0
Database Software 10,964 1.4
Educational/Training Software 10,272 1.3
Shopping Facilitators 9,725 1.2
Consumer Retail 6,141 0.8
Semiconductors 4,117 0.5
Travel & Leisure 3,329 0.4
General Media and Content 2,091 0.3
Business/Productivity Software $ 151,169 21.1 %
E-Commerce - Clothing and Accessories 93,356 12.0 93,897 13.1
Consumer Products and Services 90,810 12.7
Financial Institution and Services 57,635 8.0
Business Applications Software 49,617 6.4 49,875 7.0
Other Financial Services 45,054 6.3
Insurance 31,875 4.4
Business Products and Services 25,743 3.3 25,568 3.6
Multimedia and Design Software 22,504 2.9 22,609 3.2
Aerospace and Defense 21,480 20,337 2.8
Financial Software 15,825 2.2
Communication Software 15,505 2.2
Entertainment 14,517 2.0
Healthcare Technology Systems 12,523 11,335 1.6
Information Services (B2C) 11,337 1.5 11,297 1.6
Network Management Software 11,188 1.4 11,285 1.6
Shopping Facilitators 10,026 1.4
Educational/Training Software 9,945 1.4
Consumer Retail 6,245 0.9
Semiconductors 4,728 0.7
Travel & Leisure 3,303 0.5
Real Estate Services 2,516 0.3 0.4
Healthcare Services 2,060 2,067 0.3
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Computer Hardware 1,811 0.2
Commercial Services 441 0.1
Computer Hardware 1,844 0.3
E-Commerce - Personal Goods 1,567 1,561 0.2
General Media and Content 999 0.1
Database Software 754 0.1
Consumer Non-Durables 634 0.1 *
Commercial Services 440 *
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Social/Platform Software 207 206 *
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Medical Software and Information Services — *
Total portfolio company investments $ 780,742 717,341 100.0 %
* Amount represents less than 0.05% 0.10% of the total portfolio investments at fair value.
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Business to Business Marketplace 111 *
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The following table shows the financing product type of our debt investments as of June September 30, 2026 and December 31, 2025:
June September 30, 2026 December 31, 2025
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Revolver loans 25,024 3.9 26,783 4.2
Growth capital loans $ 610,893 95.9 549,012 95.7 % $ 617,047 95.6 %
Revolver loans 23,378 4.1 26,783 4.2
Convertible notes 1,504 1,498 0.2 1,536 0.2
Total debt investments $ 637,421 573,888 100.0 % $ 645,366 100.0 %
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% 17.2% and 11.4% of our debt investments at fair value as of June September 30, 2026 and December 31, 2025, respectively.
During the three months ended June September 30, 2026, we entered into debt commitments with three four new portfolio companies and two four existing portfolio companies totaling $29.8 $43.0 million, funded debt investments to 10 four portfolio companies for $47.8 $0.7 million in principal value and acquired warrant investments representing $0.3 $0.6 million at fair value. Debt investments funded during the three months ended June September 30, 2026 carried a weighted average annualized portfolio yield of 12.8% 11.2% at origination.
During the six three months ended June September 30, 2025, we entered into debt commitments with 10 nine new portfolio companies and three existing portfolio companies totaling $236.6 $181.8 million, funded debt investments to 12 10 portfolio companies for $106.2 $88.2 million in principal value, acquired warrant investments representing $1.8 $0.8 million at fair value, and made direct equity investments of $1.1 $0.6 million. Debt investments funded during the six three months ended June September 30, 2025 carried a weighted average annualized portfolio yield of 12.6% 11.5% at origination.
During the six nine months ended June September 30, 2026, we entered into debt commitments with five nine new portfolio companies and two five existing portfolio companies totaling $30.8 $73.8 million, funded debt investments to 14 15 portfolio companies for $74.4 $75.1 million in principal value, acquired warrant investments representing $0.8 $1.5 million at fair value, and made direct equity investments of $0.3 million. Debt investments funded during the six nine months ended June September 30, 2026 carried a weighted average annualized portfolio yield of 12.8% at origination.
During the three nine months ended June September 30, 2025, we entered into debt commitments with six 19 new portfolio companies and two six existing portfolio companies totaling $160.1 $418.4 million, funded debt investments to nine 19 portfolio companies for $78.5 $194.4 million in principal value, acquired warrant investments representing $1.0 $2.6 million at fair value, and made direct equity investments of $1.1 $1.6 million. Debt investments funded during the three nine months ended June September 30, 2025 carried a weighted average annualized portfolio yield of 12.3% 12.1% at origination.
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Market risk 18 changes
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As of June September 30, 2026, approximately 63.7%, 67.1%, or $436.3 $420.9 million in principal balance, of the debt investments in our portfolio bore interest at floating rates, which generally are Prime-based, and all Prime-based loans have interest rate floors that are tied to minimum Prime Rates for purposes of calculating interest due of 3.25% or higher. Substantially all of our unfunded commitments float with changes in the Prime Rate or SOFR from the date we enter into the commitment to the date of the actual draw. In addition, our interest expense will be affected by changes in the interest rate in connection with our Credit Facility to the extent it remains above the interest rate floor; however, our outstanding unsecured notes bear interest at fixed rates (subject to increases in the applicable fixed rates upon the occurrence of certain events pursuant to the relevant note purchase agreement).
As of June September 30, 2026, our floating rate borrowings totaled $195.0 $150.0 million, which represented 43.8% 37.5% of our outstanding debt. As of June September 30, 2026, 91.8% 91.9% of our floating rate debt investments were subject to interest-rate floors that are tied to minimum Prime Rates for purposes of calculating interest due set at 3.25% or higher. Because the Prime Rate as of June September 30, 2026 was 6.75%, 7.00%, decreases in interest rates will impact our interest income to a limited extent until the Prime Rate reaches the applicable Prime Rate floor, while increases in interest rates will increase our interest income to the extent that such rates exceed the applicable Prime Rate floor. In addition, with respect to interest expense on our floating rate borrowings under the Credit Facility, we will benefit from any decreases in interest rates up to the point that the SOFR rate decreases to 0.50%, which is the SOFR interest-rate floor under the Credit Facility as of June September 30, 2026. However, because current interest rates exceed the SOFR interest-rate floor under our Credit Facility as of June September 30, 2026, our interest expense on floating rate borrowings will increase if rates rise. The following table illustrates the annual impact on our net investment income of hypothetical base rate changes in interest rates (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure from the June September 30, 2026 consolidated statement of assets and liabilities:
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Up 300 basis points $ 10,505 $ (5,850) $ 4,655
Up 200 basis points $ 6,283 $ (3,900) $ 2,383
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and 14 more changes in the filing
Controls and procedures 1 change
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and 1 more change in the filing
Risk factors 1 change
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and 1 more change in the filing
Unregistered sales of stock 5 changes
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and 5 more changes in the filing
Other information 20 changes
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and 20 more changes in the filing
Exhibits 3 changes
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Unchanged: MD&A, Notes to the financial statements, Note 2: Significant Accounting Policies, Legal proceedings, Defaults on senior securities, Mine Safety Disclosures
Compared by code from the two filings' text and XBRL. Not advice.
