TriplePoint Venture Growth BDC Corp.

03/04/2026 | Press release | Distributed by Public on 03/04/2026 15:40

Annual Report for Fiscal Year Ending DECEMBER 31, 2025 (Form 10-K)

Management's Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
The information contained in this section should be read in conjunction with our consolidated financial statements and related notes and schedules thereto appearing elsewhere in this Annual Report on Form 10-K. Except as otherwise specified, references to "the Company", "we", "us", and "our" refer to TriplePoint Venture Growth BDC Corp. and its subsidiaries.
This Annual Report on Form 10-K contains forward-looking statements that involve substantial risks and uncertainties. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about us, our current and prospective portfolio investments, our industry, our beliefs, and our assumptions. Words such as "anticipates," "expects," "intends," "plans," "will," "may," "continue," "believes," "seeks," "estimates," "would," "could," "should," "targets," "projects," and variations of these words and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained in this Annual Report on Form 10-K include statements as to:
•our and our portfolio companies' future operating results and financial condition, including our and our portfolio companies' ability to achieve our respective objectives;
•our business prospects and the prospects of our portfolio companies;
•our relationships with third parties, including but not limited to lenders and venture capital investors, including other investors in our portfolio companies;
•the outcome and impact on the Company of any material pending or threatened legal proceedings to which the Company or its property is subject;
•the impact and timing of our unfunded commitments;
•the impact of a protracted decline in the liquidity of credit markets on our business;
•the expected market for venture capital investments;
•the performance of our existing portfolio and other investments we may make in the future;
•the impact of investments that we expect to make;
•the valuation of our investments in portfolio companies, particularly those having no liquid trading market;
•our ability to recover unrealized losses;
•actual and potential conflicts of interest with TPC, the Adviser and its senior investment team and Investment Committee;
•purchase activity in respect of the Company's shares of common stock, including with respect to TPC's or its affiliates' publicly announced programs;
•our contractual arrangements and relationships with third parties;
•the dependence of our future success on the U.S. and global economies, including with respect to the industries in which we invest;
•our expected financings and investments;
•the ability of the Adviser to locate suitable investments for us and to monitor and administer our investments;
•the ability of our Adviser to attract, retain and have access to highly talented professionals, including our Adviser's senior management team;
•our ability to maintain our qualification as a RIC and as a BDC;
•the adequacy of our and our portfolio companies' available liquidity, cash resources and working capital and compliance with covenants under our borrowing arrangements;
•the ability of our portfolio companies to obtain financing on attractive terms or at all;
•the timing of cash flows, if any, from the operations of our portfolio companies; and
•the declaration, payment, amount and/or timing of future dividends or distributions.
These statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:
•changes in laws and regulations, changes in political, economic or industry conditions, and changes in the interest rate environment or other conditions affecting the financial and capital markets;
•the potential emergence (or re-emergence) of a widespread health pandemic, and the length and duration thereof in the United States as well as worldwide, and the magnitude of its impact and time required for economic recovery;
•the potential for an economic downturn and the time period required for robust economic recovery therefrom;
•a contraction of available credit, an inability or unwillingness of our lenders to fund their commitments to us and/or an inability to access capital markets or additional sources of liquidity, which could have a material adverse effect on our results of operations and financial condition and impair our lending and investment activities;
•interest rate volatility could adversely affect our results, particularly given that we use leverage as part of our investment strategy;
•disruptions related to tariffs and other trade or sanctions issues, which may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between the impacted nations and the United States;
•currency fluctuations could adversely affect the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;
•there is no assurance that TPC or any of its affiliates will purchase shares of the Company's common stock at any specific discount levels or in any specific amounts, and there is no assurance that the market price of the Company's shares of common stock, either absolutely or relative to net asset value, will increase as a result of any share purchase activity, or that any purchase program or plan will enhance stockholder value over the long term;
•risks associated with possible disruption in our or our portfolio companies' operations due to the effect of, and uncertainties stemming from, adverse developments affecting the financial services industry and the venture banking ecosystem, including the potential for the failure of additional banking institutions, as well as due to wars and other forms of conflict, terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes and global health epidemics; and
•the risks, uncertainties and other factors we identify in "Risk Factors" in this Annual Report on Form 10-K under Part I, Item 1A, and in our other filings with the SEC that we make from time to time.
Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include, without limitation, our ability to originate new loans and investments, borrowing costs and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Annual Report on Form 10-K should not be regarded as a representation by us that our plans and objectives will be achieved. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Annual Report on Form 10-K.
Overview
We are an externally managed, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. We have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Code for U.S. federal income tax purposes. Our shares are currently listed on the New York Stock Exchange (the "NYSE") under the symbol "TPVG".
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.
Our investment objective is to maximize our 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.
Portfolio Composition, Investment Activity and Asset Quality
Portfolio Composition
We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily in (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, (a) equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, and (b) revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iii) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns. We may also invest in venture capital-backed companies in other lifecycle stages of development, including early stage and later stage, when our Adviser's senior investment team believes that they present an attractive investment opportunity for us and may give us an advantage to not only source future financing opportunities but also to evaluate credit performance over a longer period of time.
As of December 31, 2025, we had 302 investments in 133 companies. Our investments included 96 debt investments, 132 warrant investments, and 74 direct equity and related investments. As of December 31, 2025, the aggregate cost and fair value of these investments were $820.4 million and $783.5 million, respectively. As of December 31, 2025, six of our portfolio companies were publicly traded. As of December 31, 2025, the 96 debt investments had an aggregate fair value of $645.4 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.4%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.
As of December 31, 2024, we had 300 investments in 109 companies. Our investments included 128 debt investments, 112 warrant investments, and 60 direct equity and related investments. As of December 31, 2024, the aggregate cost and fair value of these investments were $713.7 million and $676.2 million, respectively. As of December 31, 2024, six of our portfolio companies were publicly traded. As of December 31, 2024, the 128 debt investments had an aggregate fair value of $560.1 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.8%. 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.
The following tables show certain information relating to the composition of our portfolio as of December 31, 2025 and December 31, 2024:
December 31, 2025
Investments by Type
(dollars in thousands) 		Cost Fair Value Net Unrealized Gains (losses) Number of
Investments 		Number of
Companies
Debt investments $ 712,263 $ 645,366 $ (66,897) 96 55
Warrant investments 27,988 49,194 21,206 132 118
Equity investments 80,112 88,984 8,872 74 55
Total Investments in Portfolio Companies $ 820,363 $ 783,544 $ (36,819) 302 133
(1)
_______________
(1)Represents non-duplicative number of companies.
December 31, 2024
Investments by Type
(dollars in thousands) 		Cost Fair Value Net Unrealized Gains (losses) Number of
Investments 		Number of
Companies
Debt investments $ 627,492 $ 560,105 $ (67,387) 128 44
Warrant investments 26,306 39,963 13,657 112 98
Equity investments 59,934 76,181 16,247 60 47
Total Investments in Portfolio Companies $ 713,732 $ 676,249 $ (37,483) 300 109
(1)
_______________
(1)Represents non-duplicative number of companies.
The following tables show the fair value of the portfolio of investments, by industry and the percentage of the total investment portfolio, as of December 31, 2025 and December 31, 2024:
December 31, 2025
Investments in Portfolio Companies by Industry
(dollars in thousands) 		At Fair Value Percentage of Total Investments
Business/Productivity Software $ 132,863 17.0 %
Consumer Products and Services 108,221 13.8
E-Commerce - Clothing and Accessories 100,570 12.8
Financial Institution and Services 85,669 10.9
Business Applications Software 52,167 6.7
Other Financial Services 38,703 4.9
Insurance 31,655 4.0
Healthcare Technology Systems 26,851 3.4
Business Products and Services 23,809 3.0
Entertainment 22,090 2.8
Aerospace and Defense 21,175 2.7
Multimedia and Design Software 18,759 2.4
Financial Software 16,112 2.1
Communication Software 12,766 1.6
Educational/Training Software 11,842 1.5
Information Services (B2C) 11,794 1.5
Real Estate Services 10,819 1.4
Network Management Software 10,775 1.4
Database Software 10,579 1.4
Shopping Facilitators 9,226 1.2
Consumer Retail 6,202 0.8
Semiconductors 4,560 0.6
Travel & Leisure 3,329 0.4
Computer Hardware 2,101 0.3
General Media and Content 2,091 0.3
Consumer Finance 2,059 0.3
Healthcare Services 2,045 0.3
E-Commerce - Personal Goods 1,563 0.2
Energy 993 0.1
Consumer Non-Durables 634 0.1
Food & Drug 526 0.1
Commercial Services 447 0.1
Application Software 274 *
Social/Platform Software 151 *
Business to Business Marketplace 111 *
Advertising / Marketing 13 *
Total portfolio company investments $ 783,544 100.0 %
_______________
*Amount represents less than 0.05% of the total portfolio investments at fair value.
December 31, 2024
Investments in Portfolio Companies by Industry
(dollars in thousands) 		At Fair Value Percentage of Total Investments
Consumer Products and Services $ 108,969 16.1 %
E-Commerce - Clothing and Accessories 98,880 14.6
Financial Institution and Services 97,027 14.3
Healthcare Technology Systems 63,914 9.5
Business Applications Software 38,712 5.7
Business/Productivity Software 36,410 5.4
Other Financial Services 31,862 4.7
Aerospace and Defense 29,545 4.4
Shopping Facilitators 27,184 4.0
Application Software 25,163 3.7
Real Estate Services 21,026 3.1
Business Products and Services 19,791 2.9
Entertainment 17,562 2.6
Multimedia and Design Software 16,513 2.4
Consumer Retail 13,286 2.0
Financial Software 7,237 1.1
Educational/Training Software 6,443 1.0
Travel & Leisure 3,372 0.5
Consumer Non-Durables 2,232 0.3
General Media and Content 2,162 0.3
Information Services (B2C) 2,038 0.3
Network Systems Management Software 1,961 0.3
E-Commerce - Personal Goods 1,572 0.2
Consumer Finance 1,511 0.2
Food & Drug 526 0.1
Database Software 465 0.1
Commercial Services 374 0.1
Business to Business Marketplace 178 *
Social/Platform Software 151 *
Computer Hardware 121 *
Healthcare Services 49 *
Advertising / Marketing 13 *
Medical Software and Information Services - *
Total portfolio company investments $ 676,249 100.0 %
_______________
*Amount represents less than 0.05% of the total portfolio investments at fair value.
The following table shows the financing product type of our debt investments as of December 31, 2025 and December 31, 2024:
December 31, 2025 December 31, 2024
Debt Investments By Financing Product
(dollars in thousands) 		Fair Value Percentage of Total Debt Investments Fair Value Percentage of Total Debt Investments
Growth capital loans $ 617,047 95.6 % $ 530,170 94.6 %
Revolver loans 26,783 4.2 27,368 4.9
Convertible notes 1,536 0.2 2,567 0.5
Total debt investments $ 645,366 100.0 % $ 560,105 100.0 %
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 11.4% and 11.3% of our debt investments at fair value as of December 31, 2025 and December 31, 2024, respectively.
Investment Activity
During the year ended December 31, 2025, we entered into debt commitments with 28 new portfolio companies and seven existing portfolio companies totaling $508.1 million, funded debt investments to 31 portfolio companies for $287.1 million in principal value, acquired warrant investments representing $4.2 million at fair value, and made direct equity investments of $1.9 million. Debt investments funded during the year ended December 31, 2025 carried a weighted average annualized portfolio yield of 12.1% at origination.
During the year ended December 31, 2024, we entered into debt commitments with eight new portfolio companies and five existing portfolio companies totaling $175.0 million, funded debt investments to 13 portfolio companies for $135.1 million in principal value, acquired warrant investments representing $0.8 million at fair value, and made direct equity investments of $0.7 million. Debt investments funded during the year ended December 31, 2024 carried a weighted average annualized portfolio yield of 14.1% at origination.
During the year ended December 31, 2025, we received $120.0 million of principal prepayments, $15.0 million of early repayments and $76.7 million of scheduled principal amortization.
During the year ended December 31, 2024, we received $170.6 million of principal prepayments, $8.5 million of early repayments and $55.0 million of scheduled principal amortization.
The following table shows the total portfolio investment activity for the years ended December 31, 2025 and 2024:
For the Year Ended December 31,
(in thousands) 2025 2024
Beginning portfolio at fair value $ 676,249 $ 802,145
New debt investments, net(1)
283,316 132,886
Scheduled principal amortization (76,669) (55,001)
Principal prepayments and early repayments (135,048) (179,109)
Net amortization and accretion of premiums and discounts and end-of-term payments 4,479 2,038
Payment-in-kind coupon 18,542 15,062
New warrant investments 4,159 842
New equity investments 3,714 2,291
Proceeds from dispositions of investments (2,364) (22,200)
Net realized gains (losses) on investments 6,502 (33,219)
Net change in unrealized gains (losses) on investments 664 10,514
Ending portfolio at fair value $ 783,544 $ 676,249
_______________
(1)Debt balance is net of fees and discounts applied to the loan at origination.
Our level of investment activity can vary substantially from period to period as our Adviser chooses to slow or accelerate new business originations depending on market conditions, rate of investment of TPC's select group of leading venture capital investors, our Adviser's knowledge, expertise and experience, our funding capacity (including availability under the Credit Facility and our ability or inability to raise equity or debt capital), the amount of our outstanding unfunded commitments and other market dynamics.
The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the years ended December 31, 2025 and 2024:
Commitments and Fundings
(in thousands) 		For the Year Ended December 31,
2025 2024
Debt Commitments
New portfolio companies $ 412,483 $ 92,100
Existing portfolio companies 95,659 82,876
Total(1)
$ 508,142 $ 174,976
Funded Debt Investments $ 287,109 $ 135,117
Equity Investments $ 1,917 $ 650
Non-Binding Term Sheets $ 1,185,292 $ 735,561
_______________
(1)Includes backlog of potential future commitments, as applicable.
We may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that conditions to such increases are met ("backlog of potential future commitments"). If such conditions to increase are met, these amounts may become unfunded commitments if not drawn prior to expiration. As of December 31, 2025 we had a $0.3 million backlog of potential future commitments. As of December 31, 2024, we did not have any backlog of potential future commitments.
Asset Quality
Consistent with TPC's existing policies, our Adviser maintains a Credit Watch List which places borrowers into five risk categories based upon our Adviser's senior investment team's judgment and in consultation with, among others, the Adviser's Portfolio Group Committee and Originations Professionals and Investment and Credit Analysis Professionals, where 1 is the best rating and all new loans are generally assigned a rating of 2.
Category Category Definition Action Item
Clear (1) Performing above expectations and/or strong financial or enterprise profile, value or coverage. Review quarterly.
White (2) Performing at expectations and/or reasonably close to it. Reasonable financial or enterprise profile, value or coverage. Generally, all new loans are initially graded White (2). Contact portfolio company periodically; in no event less than quarterly.
Yellow (3) Performing generally below expectations and/or some proactive concern due to industry, business, financial and/or related factors. Adequate financial or enterprise profile, value or coverage. Contact portfolio company monthly or more frequently as determined by our Adviser; contact venture capital investors.
Orange (4) Needs close attention due to performance materially below expectations, weak financial and/or enterprise profile, concern regarding additional capital or exit equivalent. Possibility exists for some investment loss if deterioration continues. Contact portfolio company weekly or more frequently as determined by our Adviser; contact venture capital investors regularly; our Adviser forms a workout group to minimize risk of loss.
Red (5) Serious concern/trouble due to pending or actual default or equivalent. May experience partial and/or full investment loss. Maximize value from assets.
The following table shows the credit categories for the Company's debt investments at fair value as of December 31, 2025 and December 31, 2024:
December 31, 2025 December 31, 2024
Credit Category
(dollars in thousands) 		Fair Value Percentage of Total Debt Investments Number of Portfolio Companies Fair Value Percentage of Total Debt Investments Number of Portfolio Companies
Clear (1) $ 45,042 7.0 % 3 $ 51,986 9.3 % 3
White (2) 484,866 75.1 43 392,237 70.0 31
Yellow (3) 86,255 13.4 4 84,847 15.1 4
Orange (4) 25,212 3.9 4 30,979 5.5 5
Red (5) 3,991 0.6 1 56 0.1 1
$ 645,366 100.0 % 55 $ 560,105 100.0 % 44
As of December 31, 2025 and December 31, 2024, the weighted average investment ranking of our debt investment portfolio was 2.16 and 2.17, respectively. During the three months ended December 31, 2025, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one debt investment rated Orange (4) with a principal balance of $10.3 million was restructured into a White (2) rated debt investment with a principal balance of $0.1 million and a hybrid instrument categorized now as an equity investment with a fair value of $15.2 million.
As of December 31, 2025, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $39.7 million and $17.1 million, respectively. As of December 31, 2024, we had investments in four portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $38.1 million and $20.6 million, respectively.
Results of Operations
Set forth below is a comparison of the results of operations for the years ended December 31, 2025 and 2024. The comparison of the fiscal years ended December 31, 2024 and 2023 can be found within "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" included in Part II of our annual report on Form 10-K for the fiscal year ended December 31, 2024, which is incorporated herein by reference.
Comparison of operating results for the years ended December 31, 2025 and 2024
An important measure of our financial performance is net increase (decrease) in net assets resulting from operations, which includes net investment income (loss), net realized gains (losses) and net unrealized gains (losses). Net investment income (loss) is the difference between our income from interest, dividends, fees and other investment income and our operating expenses including interest on borrowed funds. Net realized gains (losses) on investments is the difference between the proceeds received from dispositions of portfolio investments and their amortized cost. Net unrealized gains (losses) on investments is the net change in the fair value of our investment portfolio.
For the year ended December 31, 2025, our net increase in net assets resulting from operations was $49.2 million, which was comprised of $42.3 million of net investment income and $6.9 million of net realized and unrealized gains. For the year ended December 31, 2024, our net increase in net assets resulting from operations was $32.0 million, which was comprised of $54.5 million of net investment income and $22.5 million of net realized and unrealized losses. On a per share basis for the year ended December 31, 2025, net investment income was $1.05 per share and the net increase in net assets from operations was $1.22 per share, as compared to net investment income of $1.40 per share and a net increase in net assets from operations of $0.82 per share for the year ended December 31, 2024.
Investment Income
For the year ended December 31, 2025, total investment and other income was $90.9 million as compared to $108.6 million for the year ended December 31, 2024. The decrease in total investment and other income for the year ended December 31, 2025, compared to the 2024 period, was primarily due to lower yields on our income-bearing debt investment portfolio due in part to decreases in the Prime Rate.
For the year ended December 31, 2025, we recognized $2.7 million in other income consisting of $0.6 million due to the termination or expiration of unfunded commitments and $2.1 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity. For the year ended December 31, 2024, we recognized $2.2 million in other income consisting of $0.4 million due to the termination or expiration of unfunded commitments and $1.8 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity.
Operating Expenses
Total operating expenses consist of our base management fee, income incentive fee, capital gains incentive fee, interest expense and amortization of fees, administration agreement expenses, and general and administrative expenses. We anticipate operating expenses would increase over time to the extent that our investment portfolio grows. However, we anticipate operating expenses, as a percentage of total assets and net assets, would generally decrease over time to the extent that our portfolio and capital base expand. We expect that base management and income incentive fees would increase to the extent that we grow our asset base and our earnings. The capital gains incentive fee depends on realized gains and losses and unrealized losses. Interest expenses will generally increase as we borrow greater amounts under the Credit Facility, issue additional debt securities, and as interest rates increase. We generally expect expenses under the administration agreement and general and administrative expenses to increase over time to the extent that our investment portfolio grows, to meet the additional requirements associated with servicing a larger portfolio.
For the year ended December 31, 2025, total operating expenses were $48.7 million, inclusive of an income incentive fee waiver of $5.3 million, as compared to $54.1 million for the year ended December 31, 2024, during which period there was no income incentive fee or related waiver.
Base management fees for the years ended December 31, 2025 and 2024 totaled $13.5 million and $15.0 million, respectively. Base management fees decreased during the year ended December 31, 2025, as compared to the year ended December 31, 2024, due to a decrease in the average size of our portfolio during the applicable periods used in the calculations.
There were no income incentive fees for the year ended December 31, 2025. The Adviser waived $5.3 million in income incentive fees earned for the year ended December 31, 2025, pursuant to a waiver agreement whereby the Adviser has agreed to waive, in full, any and all of the income incentive fee commencing with the quarter ending March 31, 2025, until and including the quarter ending December 31, 2026. For the year ended December 31, 2025 our income incentive fee was reduced by $3.1 million due to the total return requirement under the income component of our incentive fee structure, which when combined with the incentive fee waiver, resulted in a corresponding increase of $8.5 million in net investment income. There was no income incentive fee for the year ended December 31, 2024. Our income incentive fee for the year ended December 31, 2024 was reduced by $10.9 million due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase of $10.9 million in net investment income.
There were no capital gains incentive fee expense for the years ended December 31, 2025 and 2024.
Interest expense and amortization of fees totaled $26.5 million and $30.4 million for the years ended December 31, 2025 and 2024, respectively. The decrease during the year ended December 31, 2025, as compared to the year ended December 31, 2024, is primarily due to a lesser weighted-average outstanding principal balance under the Credit Facility.
Administration Agreement and general and administrative expenses totaled $8.6 million and $8.7 million for the years ended December 31, 2025 and 2024, respectively. The decrease for the year ended December 31, 2025, as compared to the year ended December 31, 2024, was primarily due to lower excise tax expenses.
Net Realized Gains and Losses and Net Unrealized Gains and Losses
Realized gains and losses are included in "net realized gains (losses) on investments" in the consolidated statements of operations.
During the year ended December 31, 2025, we recognized net realized gains on investments of $6.3 million, resulting primarily from the restructuring of an investment in one portfolio company and secondary sales in another portfolio company.
During the year ended December 31, 2024, we recognized net realized losses on investments of $33.0 million, resulting primarily from the write-off and restructuring of investments in six portfolio companies.
Unrealized gains and losses are included in "net change in unrealized gains (losses) on investments" in the consolidated statements of operations.
Net change in unrealized gains during the year ended December 31, 2025 was $0.7 million, consisting of $0.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.2 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $4.9 of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments.
Net change in unrealized gains during the year ended December 31, 2024 was $10.5 million, consisting of $26.5 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $14.7 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $30.7 of net unrealized losses on the existing debt investment portfolio resulting from fair value adjustments.
Net change in realized and unrealized gains or losses in subsequent periods may be volatile as such results depend on changes in the market, changes in the underlying performance of our portfolio companies and their respective industries, and other market factors.
Portfolio Yield and Total Return
Investment income includes interest income on our debt investments utilizing the effective yield method including cash interest income as well as the amortization of any purchase premium, accretion of purchase discount, original issue discount, facilities fees, and the amortization and payment of the end-of-term ("EOT") payments.
The following table shows the weighted average annualized portfolio yield on our debt investments, comprising of cash interest income, accretion of the net purchase discount, facilities fees and the value of warrant investments received, accretion of EOT payments and the accelerated receipt of EOT payments on prepayments:
Ratios
(Percentages, on an annualized basis)(1)
For the Year Ended December 31,
2025 2024
Weighted average portfolio yield on debt investments(2)
13.7 % 15.7 %
Coupon income 10.9 % 12.1 %
Accretion of discount 0.9 % 0.9 %
Accretion of end-of-term payments 1.2 % 1.5 %
Impact of prepayments during the period 0.7 % 1.2 %
_____________
(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. The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.
(2)The weighted average portfolio yields on debt investments reflected above do not represent actual investment returns to our stockholders.
Our weighted average annualized portfolio yield on debt investments may be higher than an investor's yield on an investment in shares of our common stock. Our weighted average annualized portfolio yield on debt investments does not reflect operating expenses that may be incurred by us and, thus, by our stockholders. In addition, our weighted average annualized portfolio yield on debt investments and total return figures disclosed in this Annual Report on Form 10-K do not consider the effect of any sales commissions or charges that may be incurred in connection with the sale of shares of our common stock. Our weighted average annualized portfolio yield on debt investments and total return figures do not represent actual investment returns to stockholders. Our weighted average annualized portfolio yield on debt investments and total return figures are subject to change and, in the future, may be greater or less than the rates in this Annual Report on Form 10-K.
Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the year ended December 31, 2025, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 20.1% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was 5.0%. For the year ended December 31, 2024, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 12.2% and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was (18.5)%.
The table below shows our return on average total assets and return on average NAV for the years ended December 31, 2025 and 2024:
Returns on Net Asset Value and Total Assets
(dollars in thousands) 		For the Year Ended December 31,
2025 2024
Net investment income $ 42,261 $ 54,548
Net increase (decrease) in net assets $ 49,207 $ 32,046
Average net asset value(1)
$ 350,989 $ 354,715
Average total assets(1)
$ 799,523 $ 822,911
Net investment income to average net asset value 12.0 % 15.4 %
Net increase (decrease) in net assets to average net asset value 14.0 % 9.0 %
Net investment income to average total assets 5.3 % 6.6 %
Net increase (decrease) in net assets to average total assets 6.2 % 3.9 %
_______________
(1)The average net asset values and the average total assets are computed based on daily balances.
Critical Accounting Policies
The preparation of our consolidated financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates, including with respect to the valuation of our investments, could cause actual results to differ.
Understanding our accounting policies and the extent to which we use management's judgment and estimates in applying these policies is integral to understanding our financial statements. We describe our most significant accounting policies in "Note 2. Significant Accounting Policies" in our consolidated financial statements. Critical accounting policies are those that require the application of management's most difficult, subjective or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and that may change in subsequent periods. Management has utilized available information, including our past history, industry standards and the current economic environment, among other factors, in forming the estimates and judgments, giving due consideration to materiality. We have identified the valuation of our investment portfolio, including our investment valuation policy (which has been approved by the Board), as our critical accounting policy and estimates. The critical accounting policies should be read in conjunction with the risks described under "Risk Factors" in this Annual Report on Form 10-K under Part I, Item 1A.
Investment Valuation
Investment transactions are recorded on a trade-date basis. Our investments are carried at fair value in accordance with the 1940 Act and ASC Topic 946 and measured in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure, or "ASC Topic 820," issued by 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. Fair value is a market-based measure considered from the perspective of the market's participant who holds the financial instrument rather than an entity-specific measure. When market assumptions are not readily available, our own assumptions are set to reflect those that the Adviser believes market participants would use in pricing the financial instruments on the measurement date.
The availability of observable inputs can vary depending on the financial instrument and is affected by a variety of factors. To the extent the valuation is based on models or inputs that are less observable, the determination of fair value requires more judgment. Our valuation methodology is approved by the Board, and the Board is responsible for the fair values determined. As markets change, new types of investments are made, or pricing for certain investments becomes more or less observable, management, with oversight from the Board, may refine our valuation methodologies to best reflect the fair value of our investments appropriately.
As of December 31, 2025, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented approximately 93.3% of our total assets, as compared to approximately 88.6% of our total assets as of December 31, 2024.
See "Note 2. Significant Accounting Policies" and "Note 4. Investments" in the notes to the consolidated financial statements included in this Annual Report on Form 10-K for more information on our valuation process.
Liquidity and Capital Resources
Set forth below is a discussion of our liquidity and capital resources as of and for the years ended December 31, 2025 and 2024. A discussion of our liquidity and capital resources as of and for the year ended December 31, 2023 can be found within "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" included in Part II of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which is incorporated herein by reference.
We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as it may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (defined below), and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.
From time to time, including at or near the end of each fiscal quarter, we consider using various temporary investment strategies for our business. One strategy includes taking proactive steps by utilizing cash equivalents as temporary assets with the objective of enhancing our investment flexibility pursuant to Section 55 of the 1940 Act. More specifically, from time to time we may purchase U.S. Treasury bills or other high-quality, short-term debt securities at or near the end of the quarter and typically close out the position on a net cash basis subsequent to quarter end. We may also utilize repurchase agreements or other balance sheet transactions, including drawing down on the Credit Facility, as deemed appropriate.
Cash Flows
During the year ended December 31, 2025, net cash used in operating activities, consisting primarily of fundings and purchases of investments, net of principal prepayments and proceeds from investments and the items described in "Results of Operations," was $57.0 million, and net cash provided by financing activities was $25.7 million due primarily to the issuance of the 8.11% 2028 Notes (as defined below) and net borrowings under the Credit Facility of $90.0 million, partially offset by the repayment of the 2025 Notes (as defined below) and $41.3 million in distributions paid. As of December 31, 2025, cash and cash equivalents, including restricted cash, were $47.4 million.
During the year ended December 31, 2024, net cash provided by operating activities, consisting primarily of principal payments and proceeds from investments, net of fundings and purchases of investments, and the items described in "Results of Operations," was $152.9 million, and net cash used in financing activities was $245.8 million due primarily to net repayments under the Credit Facility of $210.0 million and $52.1 million in distributions paid on our common stock, primarily offset by $19.4 million in net proceeds from the issuance of shares of our common stock under the Current ATM Program and the Prior ATM Program (defined below). As of December 31, 2024, cash and cash equivalents, including restricted cash, was $78.7 million.
Capital Resources and Borrowings
As a BDC, we generally have an ongoing need to raise additional capital for investment purposes. As a result, we expect, from time to time, to access the debt and equity markets when we believe it is necessary and appropriate to do so. In this regard, we continue to explore various options for obtaining additional debt or equity capital for investments. This may include expanding or extending the Credit Facility or the issuance of additional shares of our common stock, including through our Current ATM Program, or debt securities. If we are unable to obtain leverage or raise equity capital on terms that are acceptable to us, our ability to grow our portfolio could be substantially impacted.
Credit Facility
As of December 31, 2025, we had $300.0 million in total commitments available under the Credit Facility, subject to various covenants and borrowing base requirements. The Credit Facility also includes an accordion feature, which allows us to increase the size of the Credit Facility to up to $400.0 million under certain circumstances. The revolving period under the Credit Facility is scheduled to expire on November 30, 2027, and the scheduled maturity date of the Credit Facility is May 30, 2029 (unless otherwise terminated earlier pursuant to its terms). As of December 31, 2025 borrowings under the Credit Facility bear interest at the sum of (i) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50%), plus (ii) a margin of 2.75% if facility utilization is greater than or equal to 75%, 2.85% if utilization is greater than or equal to 50% but less than 75%, 3.00% if utilization is less than 50% and 4.5% on or after the end of the revolving period. See "Note 6. Borrowings" in the notes to the consolidated financial statements for more information regarding the terms of the Credit Facility.
As of December 31, 2025 and December 31, 2024, we had outstanding borrowings under the Credit Facility of $95.0 million and $5.0 million, respectively, excluding deferred credit facility costs of $4.6 million and $3.9 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $205.0 million and $295.0 million of remaining capacity on our Credit Facility as of December 31, 2025 and December 31, 2024, respectively.
2025 Notes
On March 19, 2020 we issued $70.0 million in aggregate principal amount of our 4.50% unsecured notes due March 19, 2025 (the "2025 Notes") in a private offering in reliance on Section 4(a)(2) of the Securities Act. In March 2025, we repaid the full $70.0 million in aggregate principal amount of the issued and outstanding 2025 Notes at maturity at par value plus the accrued and unpaid interest. See "Note 6. Borrowings" in the notes to the consolidated financial statements for more information regarding the 2025 Notes.
2026 Notes
On March 1, 2021, we completed a private offering of $200.0 million in aggregate principal amount of our 4.50% unsecured notes due March 1, 2026 (the "2026 Notes") and received net proceeds of $197.9 million, after the payment of fees and offering costs. The interest on the 2026 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2026 Notes is scheduled for March 1, 2026.
As of December 31, 2025 and December 31, 2024, we have recorded in the consolidated statements of assets and liabilities our liability for the 2026 Notes, net of deferred issuance costs, of $199.9 million and $199.5 million, respectively. See "Note 6. Borrowings" in the notes to the consolidated financial statements for more information regarding the 2026 Notes.
2027 Notes
On February 28, 2022, we completed a private offering of $125.0 million in aggregate principal amount of our 5.00% unsecured notes due February 28, 2027 (the "2027 Notes") and received net proceeds of $123.7 million, after the payment of fees and offering costs. The interest on the 2027 Notes, which accrues at an annual rate of 5.00%, is payable semiannually on February 28 and August 28 each year. The maturity date of the 2027 Notes is scheduled for February 28, 2027.
As of December 31, 2025 and December 31, 2024, we have recorded in the consolidated statements of assets and liabilities our liability for the 2027 Notes, net of deferred issuance costs, of $124.7 million and $124.4 million, respectively. See "Note 6. Borrowings" in the notes to the consolidated financial statements for more information regarding the 2027 Notes.
8.11% 2028 Notes
On February 12, 2025, we completed a private offering of $50.0 million in aggregate principal amount of our 8.11% unsecured notes due February 12, 2028 (the "8.11% 2028 Notes") and received net proceeds of $49.3 million, after the payment of fees and offering costs. The interest on the 8.11% 2028 Notes, which accrues at an annual rate of 8.11% (which interest rate has been increased to 9.11%; see "Note 6. Borrowings" in the notes to the consolidated financial statements for more information), is payable semiannually on February 12 and August 12 each year. The maturity date of the 8.11% 2028 Notes is scheduled for February 12, 2028.
As of December 31, 2025, we have recorded in the consolidated statements of assets and liabilities our liability for the 8.11% 2028 Notes, net of deferred issuance costs, of $49.5 million. See "Note 6. Borrowings" in the notes to the consolidated financial statements for more information regarding the 8.11% 2028 Notes.
ATM Programs
On September 30, 2022, we entered into a sales agreement (the "2022 Sales Agreement") with the Adviser, the Administrator and UBS Securities LLC (the "Sales Agent"), providing for the issuance and sale from time to time of up to an aggregate of $50.0 million in shares of our common stock by means of at-the-market offerings (the "Prior ATM Program"). Subject to the terms of the 2022 Sales Agreement, the Sales Agent was not required to sell any specific number or dollar amount of securities but acted as our sales agent using commercially reasonable efforts consistent with the Sales Agent's normal trading and sales practices, on mutually agreed terms between us and the Sales Agent.
On May 2, 2024, we 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 our 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, we, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as our sales agent using commercially reasonable efforts consistent with the Sales Agent's normal trading and sales practices, on mutually agreed terms between the Company and the Sales Agent.
As of December 31, 2025, $56.5 million in shares remained available for sale under the Current ATM Program.
Asset Coverage Requirements
On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of December 31, 2025, our asset coverage for borrowed amounts was 175%.
Contractual Obligations
The following table shows a summary of our payment obligations for repayment of debt as of December 31, 2025:
Payments Due By Period
(in thousands) 		December 31, 2025
Total Less than 1 year 1-3 years 3-5 years More than 5 years
Credit Facility $ 95,000 $ - $ 95,000 $ -
2026 Notes 200,000 200,000 - - -
2027 Notes 125,000 - 125,000 - -
8.11% 2028 Notes 50,000 - 50,000 - -
Total $ 470,000 $ 200,000 $ 175,000 $ 95,000 $ -
Senior Securities
Information about our senior securities is shown in the following table as of each of the years ended December 31, 2025, 2024, 2023, 2022, 2021, 2020, 2019, 2018, 2017 and 2016. The report of Deloitte & Touche LLP, an independent registered public accounting firm, on the Senior Securities table as of December 31, 2025, is attached as an exhibit to this Annual Report on Form 10-K.
Class and Year
Total Amount Outstanding Exclusive of Treasury Securities(1)
Asset Coverage
per Unit(2)
Involuntary Liquidating Preference per Unit(3)
Average Market Value per Unit(4)
Credit Facility
As of December 31, 2025 $ 95,000 $ 8.67 - N/A
As of December 31, 2024 $ 5,000 $ 149.14 - N/A
As of December 31, 2023 $ 215,000 $ 4.45 - N/A
As of December 31, 2022 $ 175,000 $ 5.66 - N/A
As of December 31, 2021 $ 200,000 $ 4.52 - N/A
As of December 31, 2020 $ 118,000 $ 5.62 - N/A
As of December 31, 2019 $ 262,300 $ 2.55 - N/A
As of December 31, 2018 $ 23,000 $ 18.79 - N/A
As of December 31, 2017 $ 67,000 $ 5.62 - N/A
As of December 31, 2016 $ 115,000 $ 3.34 - N/A
6.75% Notes due 2020(5)
As of December 31, 2025 $ - $ - - N/A
As of December 31, 2024 $ - $ - - N/A
As of December 31, 2023 $ - $ - - N/A
As of December 31, 2022 $ - $ - - N/A
As of December 31, 2021 $ - $ - - N/A
As of December 31, 2020 $ - $ - - N/A
As of December 31, 2019 $ - $ - - N/A
As of December 31, 2018 $ - $ - - N/A
As of December 31, 2017 $ - $ - - N/A
As of December 31, 2016 $ 54,625 $ 7.03 - $ 25.25
5.75% Notes due 2022(5)
As of December 31, 2025 $ - $ - - N/A
As of December 31, 2024 $ - $ - - N/A
As of December 31, 2023 $ - $ - - N/A
As of December 31, 2022 $ - $ - - N/A
As of December 31, 2021 $ - $ - - N/A
As of December 31, 2020 $ 74,750 $ 8.87 - $ 24.37
As of December 31, 2019 $ 74,750 $ 8.96 - $ 25.60
As of December 31, 2018 $ 74,750 $ 5.78 - $ 25.24
As of December 31, 2017 $ 74,750 $ 5.04 - $ 25.46
4.50% Notes due 2025(5)
As of December 31, 2025 $ - $ - - N/A
As of December 31, 2024 $ 70,000 $ 10.65 - N/A
As of December 31, 2023 $ 70,000 $ 13.66 - N/A
As of December 31, 2022 $ 70,000 $ 14.14 - N/A
As of December 31, 2021 $ 70,000 $ 12.92 - N/A
As of December 31, 2020 $ 70,000 $ 9.47 - N/A
4.50% Notes due 2026(5)
As of December 31, 2025 $ 200,000 $ 4.12 - N/A
As of December 31, 2024 $ 200,000 $ 3.73 - N/A
As of December 31, 2023 $ 200,000 $ 4.78 - N/A
As of December 31, 2022 $ 200,000 $ 4.95 - N/A
As of December 31, 2021 $ 200,000 $ 4.52 - N/A
5.00% Notes due 2027(5)
As of December 31, 2025 $ 125,000 $ 6.60 - N/A
As of December 31, 2024 $ 125,000 $ 5.97 - N/A
As of December 31, 2023 $ 125,000 $ 7.65 - N/A
As of December 31, 2022 $ 125,000 $ 7.92 - N/A
8.11% Notes due 2028(5)
As of December 31, 2025 $ 50,000 $ 16.47 - N/A
Total Senior Securities
As of December 31, 2025 $ 470,000 $ 1.75 - N/A
As of December 31, 2024 $ 400,000 $ 1.86 - N/A
As of December 31, 2023 $ 610,000 $ 1.57 - N/A
As of December 31, 2022 $ 570,000 $ 1.74 - N/A
As of December 31, 2021 $ 470,000 $ 1.92 - N/A
As of December 31, 2020 $ 262,750 $ 2.52 - N/A
As of December 31, 2019 $ 337,050 $ 1.99 - N/A
As of December 31, 2018 $ 97,750 $ 4.42 - N/A
As of December 31, 2017 $ 141,750 $ 2.66 - N/A
As of December 31, 2016 $ 169,625 $ 2.26 - N/A
_____________
(1)Total amount of senior securities outstanding at the end of the period presented (in thousands).
(2)Asset coverage per unit is the ratio of the carrying value of our total assets, less all liabilities and indebtedness not represented by senior securities, in relation to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness. For purposes of computing asset coverage, we have not considered any derivatives transactions, or any unfunded commitment agreements, that we have entered into in compliance with 1940 Act Rule 18f-4.
(3)The amount to which such class of senior security would be entitled upon the involuntary liquidation of the issuer in preference to any security junior to it. The "-" indicates information which the SEC expressly does not require to be disclosed for certain types of senior securities.
(4)Not applicable for the Credit Facility, the 2025 Notes, the 2026 Notes, the 2027 Notes and the 8.11% 2028 Notes, as they are or were not registered for public trading. For the 6.75% Notes due 2020, the amounts represent the average of the daily closing prices on the NYSE for the year ended December 31, 2016. For the 5.75% Notes due 2022, the amount represents the average of the daily closing prices on the NYSE for the years ended December 31, 2020, 2019, and 2018, and the period from July 14, 2017 (date of issuance) through December 31, 2017.
(5)The 2020 Notes, the 2022 Notes, the 2025 Notes, the 2026 Notes, the 2027 Notes, and the 8.11% 2028 Notes are disclosed at the aggregate principal amount outstanding.
Unfunded Commitments
We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of December 31, 2025 and December 31, 2024, our unfunded commitments totaled $260.4 million and $104.5 million, respectively, of which $50.7 million and $9.1 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.
The following table shows our unfunded commitments by portfolio company as of December 31, 2025 and December 31, 2024:
Unfunded Commitments(1)
(in thousands)
December 31, 2025 December 31, 2024
Etched.AI, Inc. $ 25,500 $ -
Eightfold AI Inc. 25,000 -
Incode Technologies, Inc. 25,000 -
Project Affinity, Inc. 25,000 5,500
ThoughtSpot, Inc. 25,000 -
Bidgely Inc. 20,000 -
Rudderstack, Inc. 20,000 -
Branch Messenger, Inc. 16,933 -
Pair Team, PBC 14,400 -
Minted, Inc. 14,286 8,500
Simpplr Inc. 12,500 -
Bitonic Technology Labs, Inc. 11,750 -
Hover Inc. 6,000 4,000
Muon Space, Inc. 4,264 10,000
Ao1 Holdings Inc. 3,633 11,003
Lively, Inc. 3,250 -
Hydrow, Inc. 1,410 543
Planhub Holdings, LLC 1,313 -
All Inspire Health, Inc. 1,000 -
Encharge AI, Inc. 1,000 -
Signal Advisors USA, Inc. 966 -
Equafin Corp. 877 -
Panorama Education, Inc. 600 4,280
FlashParking, Inc. 500 500
Parry Labs, LLC 267 500
Activehours, Inc. (d/b/a Earnin) - 15,000
Corelight, Inc. - 9,000
Cresta Intelligence Inc. - 10,000
Eridu Corporation - -
FabFitFun, Inc. - -
Ocrolus Inc. - 2,856
Overtime Sports Inc. - 22,858
Tetrascience, Inc. - -
Total $ 260,449 $ 104,540
_____________
(1)Does not include backlog of potential future commitments. Refer to "Investment Activity" above.
The following table shows additional information on our unfunded commitments regarding milestones and expirations as of December 31, 2025 and December 31, 2024:
Unfunded Commitments(1)
(in thousands)
December 31, 2025 December 31, 2024
Dependent on milestones $ 50,700 $ 9,100
Expiring during:
2025 $ - $ 83,617
2026 150,851 20,923
2027 83,131 -
2028 26,467 -
Unfunded commitments $ 260,449 $ 104,540
_______________
(1)Does not include backlog of potential future commitments.
As of December 31, 2025, our unfunded commitments to 25 companies totaled $260.4 million. During the year ended December 31, 2025, $64.8 million in unfunded commitments expired or were terminated.
As of December 31, 2024, our unfunded commitments to 14 companies totaled $104.5 million. During the year ended December 31, 2024, $53.4 million in unfunded commitments expired or were terminated.
Our credit agreements contain customary lending provisions that allow us relief from funding obligations for previously made commitments in instances where the underlying portfolio company experiences material adverse events that affect the financial condition or business outlook for the portfolio company. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for us. We generally expect 50% - 75% of our unfunded commitments to eventually be drawn before the expiration of their corresponding availability periods.
The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty's credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of December 31, 2025 and December 31, 2024, the fair value for these unfunded commitments totaled $1.8 million and $0.9 million, respectively, and was included in "other accrued expenses and liabilities" in our consolidated statements of assets and liabilities.
Distributions
We have elected to be treated, and intend to qualify annually, as a RIC under the Code. To maintain RIC tax treatment, we must distribute at least 90% of our net ordinary income and net realized short-term capital gains in excess of our net realized long-term capital losses, if any, to our stockholders. In order to avoid a non-deductible 4% U.S. federal excise tax on certain of our undistributed income, we would need to distribute during each calendar year an amount at least equal to the sum of: (a) 98% of our ordinary income (not taking into account any capital gains or losses) for such calendar year; (b) 98.2% of the amount by which our capital gains exceed our capital losses (adjusted for certain ordinary losses) for a one-year period ending on October 31 of the calendar year (unless an election is made by us to use our taxable year); and (c) certain undistributed amounts from previous years on which we paid no U.S. federal income tax. For the tax years ended December 31, 2024 and 2023, we were subject to a 4% U.S. federal excise tax and we may be subject to this tax in future years. In such cases, we will be liable for the tax only on the amount by which we do not meet the foregoing distribution requirement.
To the extent our taxable earnings fall below the total amount of our distributions for the year, a portion of those distributions may be deemed a return of capital to our stockholders. Our Adviser monitors available taxable earnings, including net investment income and realized capital gains, to determine if a return of capital may occur for the year. We estimate the source of our distributions as required by Section 19(a) of the 1940 Act to determine whether payment of dividends are expected to be paid from any other source other than net investment income accrued for the current period or certain cumulative periods, but we will not be able to determine whether any specific distribution will be treated as made out of our taxable earnings or as a return of capital until after the end of our taxable year. Any amount treated as a return of capital will reduce a stockholder's adjusted tax basis in his or her common stock, thereby increasing his or her potential gain or reducing his or her potential loss on the subsequent sale or other disposition of his or her common stock. On a quarterly basis, for any payment of dividends estimated to be paid from any other source other than net investment income accrued for the current period or certain cumulative periods based on the Section 19(a) requirement, we post a Section 19(a) notice through the Depository Trust Company's Legal Notice System and our website, as well as send our registered stockholders a printed copy of such notice along with the dividend payment. The estimates of the source of the distribution are interim estimates based on GAAP that are subject to revision, and the exact character of the distributions for tax purposes cannot be determined until the final books and records are finalized for the calendar year. Therefore, these estimates are made solely in order to comply with the requirements of Section 19(a) of the 1940 Act and should not be relied upon for tax reporting or any other purposes and could differ significantly from the actual character of distributions for tax purposes.
The following table shows our cash distributions per share that have been authorized by our Board since our initial public offering to December 31, 2025. From March 5, 2014 (commencement of operations) to December 31, 2015, and during the years ended December 31, 2025, 2024, 2023, 2022, 2018 and 2017 distributions represent ordinary income as our earnings equaled or exceeded distributions. Approximately $0.24 per share of the distributions during the year ended December 31, 2016 represented a return of capital. During the years ended December 31, 2021, 2020 and 2019, distributions represent ordinary income and long term capital gains. Any future distributions to our stockholders may be for amounts less than our historical distributions, may be made less frequently than historical practices, and may be made in part cash and part stock (as per each stockholder's election), subject to a limitation that the aggregate amount of cash to be distributed to all stockholders must be at least 20% of the aggregate declared distribution.
Period Ended Date Declared Record Date Payment Date Per Share Amount
March 31, 2014 April 3, 2014 April 15, 2014 April 30, 2014 $ 0.09
(1)
June 30, 2014 May 13, 2014 May 30, 2014 June 17, 2014 0.30
September 30, 2014 August 11, 2014 August 29, 2014 September 16, 2014 0.32
December 31, 2014 October 27, 2014 November 28, 2014 December 16, 2014 0.36
December 31, 2014 December 3, 2014 December 22, 2014 December 31, 2014 0.15
(2)
March 31, 2015 March 16, 2015 March 26, 2015 April 16, 2015 0.36
June 30, 2015 May 6, 2015 May 29, 2015 June 16, 2015 0.36
September 30, 2015 August 11, 2015 August 31, 2015 September 16, 2015 0.36
December 31, 2015 November 10, 2015 November 30, 2015 December 16, 2015 0.36
March 31, 2016 March 14, 2016 March 31, 2016 April 15, 2016 0.36
June 30, 2016 May 9, 2016 May 31, 2016 June 16, 2016 0.36
September 30, 2016 August 8, 2016 August 31, 2016 September 16, 2016 0.36
December 31, 2016 November 7, 2016 November 30, 2016 December 16, 2016 0.36
March 31, 2017 March 13, 2017 March 31, 2017 April 17, 2017 0.36
June 30, 2017 May 9, 2017 May 31, 2017 June 16, 2017 0.36
September 30, 2017 August 8, 2017 August 31, 2017 September 15, 2017 0.36
December 31, 2017 November 6, 2017 November 17, 2017 December 1, 2017 0.36
March 31, 2018 March 12, 2018 March 23, 2018 April 6, 2018 0.36
June 30, 2018 May 2, 2018 May 31, 2018 June 15, 2018 0.36
September 30, 2018 August 1, 2018 August 31, 2018 September 14, 2018 0.36
December 31, 2018 October 31, 2018 November 30, 2018 December 14, 2018 0.36
December 31, 2018 December 6, 2018 December 20, 2018 December 28, 2018 0.10
(2)
March 31, 2019 March 1, 2019 March 20, 2019 March 29, 2019 0.36
June 30, 2019 May 1, 2019 May 31, 2019 June 14, 2019 0.36
September 30, 2019 July 31, 2019 August 30, 2019 September 16, 2019 0.36
December 31, 2019 October 30, 2019 November 29, 2019 December 16, 2019 0.36
March 31, 2020 February 28, 2020 March 16, 2020 March 30, 2020 0.36
June 30, 2020 April 30, 2020 June 16, 2020 June 30, 2020 0.36
September 30, 2020 July 30, 2020 August 31, 2020 September 15, 2020 0.36
December 31, 2020 October 29, 2020 November 27, 2020 December 14, 2020 0.36
December 31, 2020 December 21, 2020 December 31, 2020 January 13, 2021 0.10
(2)
March 31, 2021 February 24, 2021 March 15, 2021 March 31, 2021 0.36
June 30, 2021 April 29, 2021 June 16, 2021 June 30, 2021 0.36
September 30, 2021 July 28, 2021 August 31, 2021 September 15, 2021 0.36
December 31, 2021 October 29, 2021 November 30, 2021 December 15, 2021 0.36
March 31, 2022 February 22, 2022 March 15, 2022 March 31, 2022 0.36
June 30, 2022 April 28, 2022 June 16, 2022 June 30, 2022 0.36
September 30, 2022 July 27, 2022 September 15, 2022 September 30, 2022 0.36
December 31, 2022 October 28, 2022 December 15, 2022 December 30, 2022 0.37
December 31, 2022 December 9, 2022 December 22, 2022 December 30, 2022 0.10
(2)
March 31, 2023 February 21, 2023 March 15, 2023 March 31, 2023 0.40
June 30, 2023 April 26, 2023 June 15, 2023 June 30, 2023 0.40
September 30, 2023 July 26, 2023 September 15, 2023 September 29, 2023 0.40
December 31, 2023 October 26, 2023 December 15, 2023 December 29, 2023 0.40
March 31, 2024 February 27, 2024 March 14, 2024 March 29, 2024 0.40
June 30, 2024 April 24, 2024 June 14, 2024 June 28, 2024 0.40
September 30, 2024 July 31, 2024 September 16, 2024 September 30, 2024 0.30
December 31, 2024 October 30, 2024 December 13, 2024 December 27, 2024 0.30
March 31, 2025 February 25, 2025 March 17, 2025 March 31, 2025 0.30
June 30, 2025 April 30, 2025 June 16, 2025 June 30, 2025 0.30
September 30, 2025 August 5, 2025 September 16, 2025 September 30, 2025 0.23
December 31, 2025 October 14, 2025 December 16, 2025 December 30, 2025 0.23
December 31, 2025 October 14, 2025 December 16, 2025 December 30, 2025 0.02
(3)
Total cash distributions $ 17.13
_____________
(1)The amount of this initial distribution reflected a quarterly distribution rate of $0.30 per share, prorated for the 27 days for the period from the pricing of our initial public offering on March 5, 2014 (commencement of operations), through March 31, 2014.
(2)Represents a special distribution.
(3)Represents a supplementary distribution.
For the year ended December 31, 2025, distributions paid were comprised of interest-sourced distributions (qualified interest income) in an amount equal to 79.0% of total distributions paid. As of December 31, 2025, we had estimated undistributed taxable earnings from net investment income of $42.3 million, or $1.04 per share.
Recent Accounting Pronouncements
In December 2023, the FASB issued Accounting Standards Update ("ASU") 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures", which requires additional disaggregated disclosures on an entity's effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The adoption of these rules did not have a material impact on the consolidated financial statements.
Recent Developments
7.50% 2028 Notes
On February 27, 2026, we entered into a Master Note Purchase Agreement (the "2026 Master Note Purchase Agreement") governing the issuance of $75,000,000 in aggregate principal amount of senior unsecured notes due February 27, 2028 with a fixed interest rate of 7.50% per year (the "7.50% 2028 Notes") to a qualified institutional investor in a private placement. The 7.50% 2028 Notes were delivered and paid for on February 27, 2026, and will mature on February 27, 2028, unless redeemed, purchased or prepaid prior to such date by us in accordance with their terms. On March 2, 2026, we used the net proceeds from the offering of the 7.50% 2028 Notes, together with borrowings under the Credit Facility and cash on hand, to repay in full, at maturity, the $200.0 million in outstanding aggregate principal amount of the 2026 Notes, along with accrued and unpaid interest on the 2026 Notes.
Interest on the 7.50% 2028 Notes will be due quarterly on February 27, May 27, August 27 and November 27 of each year, beginning on May 27, 2026. The 7.50% 2028 Notes may be redeemed in whole or in part at any time or from time to time at our option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, we are obligated to offer to prepay the 7.50% 2028 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 7.50% 2028 Notes are our general unsecured obligations that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by us.
The 7.50% 2028 Notes were offered in reliance on Section 4(a)(2) of Securities Act. The 7.50% 2028 Notes have not and will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, as applicable.
See "Note 14. Subsequent Events" in our consolidated financial statements for more information regarding the 7.50% 2028 Notes.
Distribution
On February 27, 2026 the Board declared a $0.23 per share regular quarterly distribution payable on March 31, 2026 to stockholders of record at the close of business on March 17, 2026.
Recent Portfolio Activity
From January 1, 2026 through March 3, 2026, we funded $14.5 million in new investments and received $23.6 million of principal prepayments. TPC's direct originations platform entered into $155.7 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for us are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser's allocation policy.
TriplePoint Venture Growth BDC Corp. published this content on March 04, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 04, 2026 at 21:40 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]