What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-05-07 compared with 2025-11-06 · 132 added, 150 removed, 345 unchanged (45% of the section changed)

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In addition, the term "portfolio companies" refers to companies in which we have invested, either directly or indirectly through our consolidated subsidiaries.

Moreover, the terms:

• “7.50% 2031 Notes” refers to our 7.50% senior unsecured notes due in 2031;

• “7.50% 2029 Notes” refers to our 7.50% senior unsecured notes due in 2029;

• “7.70% 2029 Notes” refers to our 7.70% senior unsecured notes due in 2029;

• “7.41% 2027 Notes” refers to our 7.41% senior unsecured notes due in 2027;

• “2022 Term Loan” refers to our unsecured term loan with a certain Israeli institutional investor;

• “2024 Term Loan” refers to our unsecured term loan with a certain Israeli institutional investor;

• “Floating Rate 2027 Notes” refers to our floating rate senior unsecured notes due in 2027, which notes were issued in two tranches;

• “JPM Credit Facility” refers to our senior secured credit facility with JPM;

• “Series A Notes” refers to our series A unsecured notes due 2026;

• “UBS Credit Facility” refers to our senior secured credit facility with UBS.

The following discussion should be read in conjunction with our unaudited consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2025.

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• the ability of CIM's investment professionals to locate suitable investments for us and the ability of CIM to monitor and administer our investments;

• the valuation of our investments in portfolio companies, particularly those having no liquid trading market;

• the ability of CIM and its affiliates to attract and retain highly talented professionals;

• the dependence of our future success on the general economy and its impact on the industries in which we invest, including tariffs and trade disputes with other countries, changes in inflation, high interest rates, the risk of recession and the related economic disruptions caused thereby;

• ongoing conflicts in the Middle East and the Russia-Ukraine war, including the potential for volatility in energy prices and other commodities and their impact on the industries in which we invest;

• ongoing conflicts and political unrest in the Middle East and South America and the Russia-Ukraine war, including the potential for volatility in energy prices and other commodities and their impact on the industries in which we invest;

• the effects of a changing interest rate environment;

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• the timing and amount of distributions and dividends from the companies in which we invest;

• the impact to us and our portfolio companies of rapid technological advances, including artificial intelligence;

• the impact of information technology system failures, data security breaches, data privacy compliance, network disruptions, and cybersecurity attacks.

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• future changes in laws or regulations and conditions in our operating areas;

• the prices at which shares of our common stock and our 7.50% Notes due 2029 may trade on and volume fluctuations on the NYSE;

• the prices at which shares of our common stock, our 7.50% 2029 Notes and our 7.50% 2031 Notes may trade on and volume fluctuations on the NYSE;

• the costs associated with being a publicly traded company.

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On February 26, 2023, our shares of common stock and our Series A Notes listed and commenced trading in Israel on the TASE under the ticker symbol “CION” and "CION B1", respectively.

On October 9, 2024, our 2029 Notes listed and commenced trading on the NYSE under the ticker symbol "CICB".

On October 9, 2024, our 7.50% 2029 Notes listed and commenced trading on the NYSE under the ticker symbol "CICB" and on February 12, 2026, our 7.50% 2031 Notes listed and commenced trading on the NYSE under the ticker symbol “CICC”.

We are managed by CIM, our affiliate and a registered investment adviser.

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Recent Developments

Q4 2025 Base Distribution

On November 3, 2025, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the fourth quarter of 2025, payable on December 15, 2025 to shareholders of record as of December 1, 2025.

Change from Quarterly to Monthly Base Distributions

On November 3, 2025, our co-chief executive officers changed the timing of paying base distributions to shareholders from quarterly to monthly commencing in January 2026.

Monthly base distributions will be declared quarterly in advance.

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

The following table summarizes our investment activity, excluding short term investments and PIK securities, for the three and nine months ended September 30, 2025 and 2024 and the year ended December 31, 2024:

Q2 2026 Monthly Base Distributions

On March 9, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of April, May and June 2026, which were paid or will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

March 9, 2026 April 10, 2026 April 24, 2026 $ 0.10

March 9, 2026 May 15, 2026 May 29, 2026 $ 0.10

March 9, 2026 June 12, 2026 June 26, 2026 $ 0.10

Q3 2026 Monthly Base Distributions

On May 4, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of July, August and September 2026, which will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

May 4, 2026 July 17, 2026 July 31, 2026 $ 0.10

May 4, 2026 August 14, 2026 August 28, 2026 $ 0.10

May 4, 2026 September 11, 2026 September 25, 2026 $ 0.10

Portfolio Investment Activity for the Three Months Ended March 31, 2026 and 2025 and the Year Ended December 31, 2025

The following table summarizes our investment activity, excluding short term investments and PIK securities, for the three months ended March 31, 2026 and 2025 and the year ended December 31, 2025:

Three Months Ended

September 30, Nine Months Ended

September 30, Year Ended

March 31, Year Ended

Net Investment Activity 2026 2025 2025

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Collateralized securities and structured products - equity — 979 2,967

Unsecured debt — — — 1,096 1,096

Equity 4,787 3,124 21,866

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Net portfolio activity $ 28,143 $ 15,465 $ (103,729)

The following tables summarize the composition of our investment portfolio at amortized cost and fair value as of September 30, 2025 and December 31, 2024:

September 30, 2025

The following tables summarize the composition of our investment portfolio at amortized cost and fair value as of March 31, 2026 and December 31, 2025:

March 31, 2026

Investments Cost(1) Investments Fair

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(2) Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.

(3) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and all sales commissions and dealer manager fees and does not consider the cost of leverage.

(3) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and does not consider the cost of leverage.

December 31, 2025

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(2) Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.

The following table summarizes the composition of our investment portfolio by the type of interest rate as of September 30, 2025 and December 31, 2024, excluding short term investments of $102,400 and $68,818, respectively:

September 30, 2025 December 31, 2024

(3) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and does not consider the cost of leverage.

The following table summarizes the composition of our investment portfolio by the type of interest rate as of March 31, 2026 and December 31, 2025, excluding short term investments of $97,054 and $116,010, respectively:

March 31, 2026 December 31, 2025

Interest Rate Allocation Investments Cost Investments Fair Value Percentage of

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Total investments $ 1,867,659 $ 1,702,420 100.0 % $ 1,826,086 $ 1,696,980 100.0 %

The following table shows the composition of our investment portfolio by industry classification and the percentage, by fair value, of the total assets in such industries as of September 30, 2025 and December 31, 2024:

September 30, 2025 December 31, 2024

(1) Other income producing investments include equity securities that have paid dividends within the trailing twelve months, securities with returns based on contractual waterfall structures, and investments structured to generate returns primarily through exit-based multiples of invested capital, or MOICs.

The following table shows the composition of our investment portfolio by industry classification and the percentage, by fair value, of the total assets in such industries as of March 31, 2026 and December 31, 2025:

March 31, 2026 December 31, 2025

Industry Classification Investments Fair Value Percentage of

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Business $ 237,836 14.0 % $ 250,178 14.7 %

Retail 179,162 10.3 % 160,093 8.8 %

Healthcare & Pharmaceuticals 201,516 11.8 % 191,483 11.3 %

Oil & Gas 141,373 8.1 % 116,393 6.4 %

Retail 182,147 10.7 % 187,490 11.0 %

Electricity 142,442 8.4 % 140,223 8.2 %

Diversified & Production 115,842 6.8 % 122,806 7.2 %

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Durable 94,477 5.5 % 90,696 5.3 %

Banking, Finance, Insurance & Real Estate 70,425 4.1 % 64,422 3.5 %

Construction & Building 87,677 5.2 % 65,493 3.9 %

Banking, Finance, Insurance & Real Estate 71,888 4.2 % 69,066 4.1 %

High Tech Industries 54,864 3.2 % 55,956 3.3 %

Diversified Financials 51,062 3.0 % 54,744 3.2 %

Advertising, Printing & Publishing 46,534 2.7 % 47,644 2.8 %

Hotel, Gaming & Leisure 45,838 2.6 % 49,823 2.7 %

High Tech Industries 40,190 2.3 % 37,665 2.1 %

Environmental Industries 38,684 2.3 % 27,928 1.6 %

Capital Equipment 34,434 2.0 % 31,599 1.9 %

Automotive 30,063 1.7 % 31,104 1.7 %

Consumer Goods:

Non-Durable 26,965 1.6 % 28,876 1.7 %

Environmental Industries 28,000 1.6 % 27,344 1.5 %

Hotel, Gaming & Leisure 22,633 1.3 % 22,733 1.3 %

Containers, Packaging & Glass 18,602 1.1 % 18,652 1.1 %

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Aerospace & Defense 14,875 0.9 % 15,075 0.9 %

Automotive 14,648 0.9 % 27,145 1.6 %

Transportation:

Cargo 12,059 0.7 % 11,986 0.7 %

Chemicals, Plastics & Rubber 73 — 32 —

Telecommunications — — 5,222 0.3 %

Oil & Gas 4,997 0.3 % 6,267 0.4 %

Subtotal/total percentage 1,702,420 100.0 % 1,696,980 100.0 %

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Our investment portfolio may contain senior secured investments that are in the form of lines of credit, delayed draw term loans, revolving credit facilities, or unfunded commitments, which may require us to provide funding when requested in accordance with the terms of the underlying agreements.

As of September 30, 2025 and December 31, 2024, our unfunded commitments amounted to $48,689 and $70,681 , respectively.

As of October 29, 2025, our unfunded commitments amount ed to $47,816.

As of March 31, 2026 and December 31, 2025, our unfunded commitments amounted to $57,488 and $47,779 , respectively.

As of April 29, 2026, our unfunded commitments amount ed to $53,655.

Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for us.

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For investments rated 3, 4, or 5, CIM enhances its level of scrutiny over the monitoring of such portfolio company.

The following table summarizes the composition of our investment portfolio based on the 1 to 5 investment rating scale at fair value as of September 30, 2025 and December 31, 2024, excluding short term investments of $102,400 and $68,818, respectively:

September 30, 2025 December 31, 2024

The following table summarizes the composition of our investment portfolio based on the 1 to 5 investment rating scale at fair value as of March 31, 2026 and December 31, 2025, excluding short term investments of $97,054 and $116,010, respectively:

March 31, 2026 December 31, 2025

Investment Rating Investments

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Current Investment Portfolio

The following table summarizes the composition of our investment portfolio at fair value as of October 29, 2025:

The following table summarizes the composition of our investment portfolio at fair value as of April 29, 2026:

Investments Fair

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(1) Short term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less.

(2) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and all sales commissions and dealer manager fees and does not consider the cost of leverage.

Results of Operations for the Three Months Ended September 30, 2025 and 2024

Our results of operations for the three months ended September 30, 2025 and 2024 were as follows:

(2) The gross annual portfolio yield does not represent and may be higher than an actual investment return to shareholders because it excludes our expenses and does not consider the cost of leverage.

Results of Operations for the Three Months Ended March 31, 2026 and 2025

Our results of operations for the three months ended March 31, 2026 and 2025 were as follows:

Three Months Ended

September 30,

Investment income $ 49,537 $ 56,074

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Net investment income after taxes 12,864 19,252

Net realized (loss) gain on investments (9,605) 3,938

Net change in unrealized appreciation (depreciation) on investments 6,916 (25,935)

Net increase (decrease) in net assets resulting from operations $ 35,878 $ (379)

Net realized gain on investments 237 2,294

Net change in unrealized depreciation on investments (36,132) (64,251)

Net decrease in net assets resulting from operations $ (23,031) $ (42,705)

Investment Income

For the three months ended September 30, 2025 and 2024, we generated investment income of $78,711 and $59,627, respectively, consisting primarily of interest income on investments in senior secured debt, collateralized securities and structured products, and unsecured debt of 86 and 99 portfolio companies held during each respective period.

The increase in total investment income was primarily driven by higher investment income generated from the restructure of certain investments during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

For the three months ended March 31, 2026 and 2025, we generated investment income of $49,537 and $56,074, respectively, consisting primarily of interest income on investments in senior secured debt, collateralized securities and structured products, and unsecured debt.

The decrease in total investment income was primarily driven by lower SOFR rates and a lower average portfolio size during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

In addition, we recorded lower transaction fees due to lower investment activity during the quarter, which was offset by higher dividend income earned during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Operating Expenses and Income Taxes

The composition of our operating expenses and income taxes for the three months ended September 30, 2025 and 2024 was as follows:

The composition of our operating expenses and income taxes for the three months ended March 31, 2026 and 2025 was as follows:

Three Months Ended

September 30,

Management fees $ 6,105 $ 6,625

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Total operating expenses and income taxes $ 36,673 $ 36,822

The increase in subordinated incentive fee on income was primarily the result of an increase in investment income during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

The decrease in interest expense was primarily the result of lower SOFR rates on our borrowings during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, which was partially offset by higher average borrowings under our financing arrangements during the three months ended September 30, 2025 compared to the three months ended September 30, 2024.

The composition of our general and administrative expenses for the three months ended September 30, 2025 and 2024 was as follows:

The decrease in subordinated incentive fee on income was primarily the result of a decrease in investment income during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

The increase in interest expense was primarily the result of higher average borrowings under our financing arrangements during the three months ended March 31, 2026 compared to the three months ended March 31, 2025, which was partially offset by lower SOFR rates on our borrowings during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

The composition of our general and administrative expenses for the three months ended March 31, 2026 and 2025 was as follows:

Three Months Ended

September 30,

Professional fees $ 843 $ 768

Valuation expense 204 205

Insurance expense 180 195

Dues and subscriptions 251 203

Director fees and expenses 175 171

Accounting and administrative costs 132 137

Transfer agent expense 116 121

Printing and marketing expense 83 127

Other expenses 25 5

Total general and administrative expense $ 1,649 $ 1,855

Net Investment Income After Taxes

Our net investment income after taxes totaled $38,567 and $21,618 for the three months ended September 30, 2025 and 2024, respectively.

The increase in net investment income was a result of an increase in our total investment income during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, which was partially offset by an increase in our operating expenses during the three months ended September 30, 2025, which was driven primarily by an increase in the subordinated incentive fee on income.

Net Realized (Loss) Gain on Investments

Our net realized (loss) gain on investments totaled $(9,605) and $3,938 for the three months ended September 30, 2025 and 2024, respectively.

This change was driven primarily by realized losses on the restructure of certain investments during the three months ended September 30, 2025 compared to realized gains on the restructure of certain investments during the three months ended September 30, 2024.

Net Change in Unrealized Appreciation (Depreciation) on Investments

The net change in unrealized appreciation (depreciation) on our investments totaled $6,916 and $(25,935) for the three months ended September 30, 2025 and 2024, respectively.

This change was driven by mark-to-market increases in certain investments during the three months ended September 30, 2025 as compared to mark-to-market decreases in certain investments during the three months ended September 30, 2024.

The mark-to-market increases during the three months ended September 30, 2025 were offset by the realization of previously unrealized gains.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the three months ended September 30, 2025 and 2024, we recorded a net increase (decrease) in net assets resulting from operations of $35,878 and $(379), respectively, as a result of our operating activity for the respective periods.

Results of Operations for the Nine Months Ended September 30, 2025 and 2024

Our results of operations for the nine months ended September 30, 2025 and 2024 were as follows:

Nine Months Ended

September 30,

Investment income $ 187,029 $ 194,538

Operating expenses and income taxes 112,288 117,364

Net investment income after taxes 74,741 77,174

Net realized loss on investments (39,687) (26,075)

Net change in unrealized depreciation on investments (14,565) (22,655)

Net increase in net assets resulting from operations $ 20,489 $ 28,444

Investment Income

For the nine months ended September 30, 2025 and 2024, we generated investment income of $187,029 and $194,538, respectively, consisting primarily of interest income and fees on investments in senior secured debt, collateralized securities and structured products, and unsecured debt of 91 and 104 portfolio companies held during each respective period.

The decrease in total investment income was primarily driven by lower interest income generated on our investments due to lower SOFR rates during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.

The decrease in total investment income was also the result of higher non-income producing investments during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.

Operating Expenses and Income Taxes

The composition of our operating expenses and income taxes for the nine months ended September 30, 2025 and 2024 was as follows:

Nine Months Ended

September 30,

Management fees $ 19,654 $ 20,559

Administrative services expense 3,700 3,522

Subordinated incentive fee on income 15,854 16,371

General and administrative 4,878 5,298

Interest expense 68,287 71,626

Income tax benefit, including excise tax (85) (12)

Total operating expenses and income taxes $ 112,288 $ 117,364

The decrease in interest expense was primarily the result of lower SOFR rates on our borrowings during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, which was partially offset by higher average borrowings under our financing arrangements during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.

The composition of our general and administrative expenses for the nine months ended September 30, 2025 and 2024 was as follows:

Nine Months Ended

September 30,

Professional fees $ 1,412 $ 1,753

Dues and subscriptions 709 649

Valuation expense 643 578

Insurance expense 184 184

Director fees and expenses 181 172

Accounting and administrative costs 413 459

Valuation expense 173 230

Transfer agent expense 128 119

Accounting and administrative costs 122 112

Printing and marketing expense 50 17

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Net Investment Income After Taxes

Our net investment income after taxes totaled $74,741 and $77,174 for the nine months ended September 30, 2025 and 2024, respectively.

The decrease in net investment income was a result of a decrease in our total investment income during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, which was partially offset by a decrease in our operating expenses during the nine months ended September 30, 2025, which was driven primarily by a decrease in interest expense.

Net Realized Loss on Investments

Our net realized loss on investments totaled $(39,687) and $(26,075) for the nine months ended September 30, 2025 and 2024, respectively, which were driven primarily by realized losses on the restructure and write-off of certain investments during each period.

Our net investment income after taxes totaled $12,864 and $19,252 for the three months ended March 31, 2026 and 2025, respectively.

The decrease in net investment income was a result of a decrease in our total investment income during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

Net Realized Gain on Investments

Our net realized gain on investments totaled $237 and $2,294 for the three months ended March 31, 2026 and 2025, respectively.

This decrease was driven primarily by realized gains on the restructure of certain investments during the three months ended March 31, 2025 that did not reoccur during the three months ended March 31, 2026.

Net Change in Unrealized Depreciation on Investments

The net change in unrealized depreciation on our investments totaled $(14,565) and $(22,655) for the nine months ended September 30, 2025 and 2024, respectively.

This decrease was driven primarily by lower mark-to-market declines in certain investments during the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024.

The mark-to-market decreases during the nine months ended September 30, 2025 were primarily offset by the realization of previously unrealized gains.

Net Increase in Net Assets Resulting from Operations

For the nine months ended September 30, 2025 and 2024, we recorded a net increase in net assets resulting from operations of $20,489 and $28,444, respectively, as a result of our operating activity for the respective periods.

The net change in unrealized depreciation on our investments totaled $(36,132) and $(64,251) for the three months ended March 31, 2026 and 2025, respectively.

This decrease in unrealized depreciation was driven by smaller mark-to-market price decreases on certain investments during the three months ended March 31, 2026, as compared to larger mark-to-market price decreases during the three months ended March 31, 2025.

Net Decrease in Net Assets Resulting from Operations

For the three months ended March 31, 2026 and 2025, we recorded a net decrease in net assets resulting from operations of $(23,031) and $(42,705), respectively, as a result of our operating activity for the respective periods.

Financial Condition, Liquidity and Capital Resources

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Any such increase to our leverage would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors.

As of September 30, 2025 and December 31, 2024, our asset coverage ratio was 1.71 and 1.73, respectively.

As of March 31, 2026 and December 31, 2025, our asset coverage ratio was 1.56, or 156%, and 1.62, or 162%, respectively.

We carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage, daily cash management and liquidity requirements.

On August 27, 2024, our shareholders authorized us to issue shares of our common stock at prices below the then current NAV per share in one or more offerings for a 12-month period following such shareholder approval.

Through the expiration of such shareholder approval on August 27, 2025, we did not issue any such shares.

As of September 30, 2025, we had cash of $3,931 and short term investments of $102,400 invested in a fund that primarily invests in U.S.

As of March 31, 2026, we had cash of $9,248 and short term investments of $97,054 invested in a fund that primarily invests in U.S.

government securities.

Cash and short term investments as of September 30, 2025, taken together with amounts available to us for borrowing under our secured financing arrangements, is expected to be sufficient for our investing and financing activities and to conduct our operations in the near term.

As of September 30, 2025, we had $100 million available under our secured financing arrangements.

Our short and long-term cash needs include principal payments on outstanding financing arrangements, including potentially the outstanding amount of the 2026 Notes that mature on February 11, 2026 and/or the outstanding amount of the Series A Notes that mature on August 31, 2026, the funding of new and existing portfolio investments, the payment of operating expenses including interest expense, management fees, incentive fees, administrative services expense and general and administrative expenses, as well as paying distributions to our shareholders.

Cash and short term investments as of March 31, 2026, taken together with amounts available to us for borrowing under our secured financing arrangements, are expected to be sufficient for our investing and financing activities and to conduct our operations in the near term.

As of March 31, 2026, we had $100 million available under our secured financing arrangements.

Our short and long-term cash needs include principal payments on outstanding financing arrangements, including potentially the outstanding amount of the Series A Notes that mature on August 31, 2026, the funding of new and existing portfolio investments, the payment of operating expenses including interest expense, management fees, incentive fees, administrative services expense and general and administrative expenses, as well as paying distributions to our shareholders.

As described further in Note 4 to the consolidated financial statements included in this report, a portion of the subordinated incentive fee on income that we pay to CIM may include deferred interest and accrued income that we have not yet received and may never receive in cash, which CIM is not obligated to reimburse us.

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The 10b5-1 trading plan expires on August 15, 2026, and is subject to price, market volume and timing restrictions.

During the nine months ended September 30, 2025, we repurchased an aggregate of 1,215,751 shares under the 10b5-1 trading plan for an aggregate purchase price of $11,984, or an average purchase price of $9.86 per share.

From October 1, 2025 to October 29, 2025, we repurchased an aggregate of 302,571 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $2,828, or an average purchase price of $9.35 per share.

From the inception of the 10b5-1 trading plan in August 2022 through October 29, 2025, we repurchased an aggregate of 5,310,061 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $53,333, or an average purchase price of $10.04 per share.

During the three months ended March 31, 2026, we repurchased an aggregate of 1,116,053 shares under the 10b5-1 trading plan for an aggregate purchase price of $9,719, or an average purchase price of $8.71 per share.

From April 1, 2026 to April 29, 2026, we repurchased an aggregate of 512,603 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $3,790, or an average purchase price of $7.39 per share.

From the inception of the 10b5-1 trading plan in August 2022 through April 29, 2026, we repurchased an aggregate of 7,169,238 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $69,008, or an average purchase price of $9.63 per share.

RIC Status and Distributions

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We intend to pay distributions in an amount sufficient to maintain RIC status each year and to avoid any federal income taxes on income.

Therefore, subject to applicable legal restrictions and the sole discretion of our board of directors, we intend to authorize, declare, and pay base distributions on a quarterly basis through 2025.

Beginning in January 2026, we intend to authorize and declare base distributions quarterly and pay base distributions monthly.

Therefore, subject to applicable legal restrictions and the sole discretion of our board of directors, we intend to authorize and declare base distributions quarterly and pay such base distributions monthly.

Base and any supplemental and/or special distributions in respect of future periods will be evaluated by management and our board of directors based on circumstances and expectations existing at the time of consideration.

The following table presents distributions per share that were declared during the year ended December 31, 2024 and the nine months ended September 30, 2025:

The following table presents distributions per share that were declared during the year ended December 31, 2025 and the three months ended March 31, 2026:

Distributions

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March 31, 2025 (one record date)

June 30, 2024 (two record dates) 0.41 21,960

September 30, 2024 (one record date) 0.36 19,234

December 31, 2024 (two record dates) 0.41 21,835

Total distributions for the year ended December 31, 2024 $ 1.52 $ 81,308

March 31, 2025 (one record date) $ 0.36 $ 19,149

$ 0.36 $ 19,149

June 30, 2025 (one record date)

September 30, 2025 (one record date)

Total distributions for the nine months ended September 30, 2025 $ 1.08 $ 56,809

On November 3, 2025, our co-chief executive officers declared a quarterly base distribution of $0.36 per share for the fourth quarter of 2025 payable on December 15, 2025 to shareholders of record as of December 1, 2025.

On November 3, 2025, our co-chief executive officers changed the timing of paying base distributions to shareholders from quarterly to monthly commencing in January 2026.

Monthly base distributions will be declared quarterly in advance.

December 31, 2025 (one record date)

Total distributions for the year ended December 31, 2025 $ 1.44 $ 75,361

March 31, 2026 (three record dates)

$ 0.30 $ 15,242

Total distributions for the three months ended March 31, 2026 $ 0.30 $ 15,242

On March 9, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of April, May and June 2026, which were paid or will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

March 9, 2026 April 10, 2026 April 24, 2026 $ 0.10

March 9, 2026 May 15, 2026 May 29, 2026 $ 0.10

March 9, 2026 June 12, 2026 June 26, 2026 $ 0.10

On May 4, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of July, August and September 2026, which will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

May 4, 2026 July 17, 2026 July 31, 2026 $ 0.10

May 4, 2026 August 14, 2026 August 28, 2026 $ 0.10

May 4, 2026 September 11, 2026 September 25, 2026 $ 0.10

For an additional discussion of our RIC status and distributions, refer to Note 2 and Note 5, respectively, of our consolidated financial statements included in this report.

JPM Credit Facility

As of September 30, 2025 and October 29, 2025, our aggregate outstanding borrowings under the JPM Credit Facility were $300,000 and the aggregate unfunded principal amount in connection with the JPM Credit Facility was $75,000.

As of March 31, 2026 and April 29, 2026, our aggregate outstanding borrowings under the JPM Credit Facility were $200,000 and the aggregate unfunded principal amount in connection with the JPM Credit Facility was $75,000.

For a detailed discussion of our JPM Credit Facility, refer to Note 8 to our consolidated financial statements included in this report.

UBS Credit Facility

As of September 30, 2025 and October 29, 2025, our aggregate outstanding borrowings under the 2025 UBS Credit Facility were $100,000 and the aggregate unfunded principal amount in connection with the 2025 UBS Credit Facility was $25,000.

As of March 31, 2026 and April 29, 2026, our aggregate outstanding borrowings under the UBS Credit Facility were $100,000 and the aggregate unfunded principal amount in connection with the UBS Credit Facility was $25,000.

For a detailed discussion of our UBS Credit Facility, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2025 and October 29, 2025, we had $125,000 in aggregate principal amount of 2026 Notes outstanding and there was no unfunded principal amount in connection with the 2026 Notes.

7.70% 2029 Notes

As of March 31, 2026 and April 29, 2026, we had $125,000 in aggregate principal amount of 7.70% 2029 Notes outstanding and there was no unfunded principal amount in connection with the 7.70% 2029 Notes.

For a detailed discussion of our 7.70% 2029 Notes, refer to Note 8 to our consolidated financial statements included in this report.

7.41% 2027 Notes

As of March 31, 2026 and April 29, 2026, we had $47,500 in aggregate principal amount of 7.41% 2027 Notes outstanding and there was no unfunded principal amount in connection with the 7.41% 2027 Notes.

For a detailed discussion of our 7.41% 2027 Notes, refer to Note 8 to our consolidated financial statements included in this report.

2022 Term Loan

As of September 30, 2025 and October 29, 2025, our aggregate outstanding borrowings under the 2022 Term Loan were $50,000 and there was no unfunded principal amount in connection with the 2022 Term Loan.

As of March 31, 2026 and April 29, 2026, our aggregate outstanding borrowings under the 2022 Term Loan were $50,000 and there was no unfunded principal amount in connection with the 2022 Term Loan.

For a detailed discussion of our 2022 Term Loan, refer to Note 8 to our consolidated financial statements included in this report.

2024 Term Loan

As of September 30, 2025 and October 29, 2025, our aggregate outstanding borrowings under the 2024 Term Loan were $30,000 and there was no unfunded principal amount in connection with the 2024 Term Loan.

As of March 31, 2026 and April 29, 2026, our aggregate outstanding borrowings under the 2024 Term Loan were $30,000 and there was no unfunded principal amount in connection with the 2024 Term Loan.

For a detailed discussion of our 2024 Term Loan, refer to Note 8 to our consolidated financial statements included in this report.

Series A Notes

As of September 30, 2025 and October 29, 2025, we had approximately $114,844 in aggregate principal amount of Series A Notes outstanding and there was no unfunded principal amount in connection with the Series A Notes.

As of March 31, 2026 and April 29, 2026, we had approximately $114,844 in aggregate principal amount of Series A Notes outstanding and there was no unfunded principal amount in connection with the Series A Notes.

For a detailed discussion of our Series A Notes, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2025 and October 29, 2025, we had $200,000 in aggregate principal amount of 2027 Notes outstanding and there was no unfunded principal amount in connection with the 2027 Notes.

Floating Rate 2027 Notes

As of March 31, 2026 and April 29, 2026, we had $200,000 in aggregate principal amount of Floating Rate 2027 Notes outstanding and there was no unfunded principal amount in connection with the Floating Rate 2027 Notes.

For a detailed discussion of our Floating Rate 2027 Notes, refer to Note 8 to our consolidated financial statements included in this report.

7.50% 2029 Notes

As of March 31, 2026 and April 29, 2026, we had $172,500 in aggregate principal amount of 7.50% 2029 Notes outstanding and there was no unfunded principal amount in connection with the 7.50% 2029 Notes.

For a detailed discussion of our 7.50% 2029 Notes, refer to Note 8 to our consolidated financial statements included in this report.

As of September 30, 2025 and October 29, 2025, we had $172,500 in aggregate principal amount of 2029 Notes outstanding and there was no unfunded principal amount in connection with the 2029 Notes.

7.50% 2031 Notes

As of March 31, 2026 and April 29, 2026, we had $135,000 in aggregate principal amount of 7.50% 2031 Notes outstanding and there was no unfunded principal amount in connection with the 7.50% 2031 Notes.

For a detailed discussion of our 7.50% 2031 Notes, refer to Note 8 to our consolidated financial statements included in this report.

Unfunded Commitments

As of September 30, 2025 and October 29, 2025, our unfunded commitments amounted to $48,689 and $47,816, respectively.

As of March 31, 2026 and April 29, 2026, our unfunded commitments amounted to $57,488 and $53,655, respectively.

For a detailed discussion of our unfunded commitments, refer to Note 11 to our consolidated financial statements included in this report.

10 unchanged sentences

The valuation is made pursuant to Section 2(a)(41) of the 1940 Act, which requires that we value our assets as follows:

(i) the market price for those securities for which a market quotation is readily available, and (ii) for all other securities and assets, at fair value, as determined in good faith by CIM as our "valuation designee" designated by our board of directors pursuant to Rule 2a-5 of the 1940 Act.

As a BDC, Section 2(a)(41) of the 1940 Act requires the board of directors to determine in good faith the fair value of portfolio securities for which a market price is not readily available, and it does so in conjunction with the application of our valuation procedures by CIM.

(i) the market price for those securities for which a market quotation is readily available, and (ii) for all other securities and assets, at fair value, as determined in good faith by CIM, as our valuation designee, subject to the oversight of our board of directors pursuant to Rule 2a-5 of the 1940 Act.

As a BDC, Section 2(a)(41) of the 1940 Act requires the board of directors to determine in good faith the fair value of portfolio securities for which a market price is not readily available.

In accordance with Rule 2a-5 of the 1940 Act, our board of directors has designated CIM as our valuation designee to determine in good faith the fair value of such portfolio securities in conjunction with the application of our valuation procedures.

Our board of directors and the audit committee of our board of directors, which is comprised solely of our independent directors, oversees the activities, methodology and processes of the valuation designee.

27 unchanged sentences

See Note 8 to our consolidated financial statements for a more detailed description of the JPM Credit Facility.

On February 11, 2021, we entered into the 2026 Note Purchase Agreement with purchasers of the 2026 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the 2026 Notes.

On April 27, 2022, we entered into the 2022 Term Loan with an Israeli institutional investor.

2 unchanged sentences

See Note 8 to our consolidated financial statements for a more detailed description of the Deed of Trust and the Series A Notes.

On November 8, 2023, we entered into the 2027 Note Purchase Agreement with purchasers of the Tranche A 2027 Notes and on September 18, 2024, we entered into the AR Note Purchase Agreement with purchasers of the Tranche B 2027 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the 2027 Notes.

On November 8, 2023, we entered into the 2027 Note Purchase Agreement with purchasers of the Floating Rate Tranche A 2027 Notes and on September 18, 2024, we entered into the AR Note Purchase Agreement with purchasers of the Floating Rate Tranche B 2027 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the Floating Rate 2027 Notes.

On September 30, 2024, we entered into the 2024 Term Loan with an Israeli institutional investor.

See Note 8 to our consolidated financial statements for a more detailed description of the 2024 Term Loan.

On October 3, 2024, we issued and sold our 2029 Notes under the Indenture pursuant to a U.S.

On October 3, 2024, we issued and sold our 7.50% 2029 Notes under the Indenture and the First Supplemental Indenture pursuant to a U.S.

public offering.

2 unchanged sentences

See Note 8 to our consolidated financial statements for a more detailed description of the UBS Credit Facility.

On December 16, 2025, we entered into the December 2025 Note Purchase Agreement with purchasers of the 7.70% 2029 Notes and the 7.41% 2027 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the 7.70% 2029 Notes and the 7.41% 2027 Notes.

On February 9, 2026, we issued and sold our 7.50% 2031 Notes under the Indenture and the Second Supplemental Indenture pursuant to a U.S.

public offering.

See Note 8 to our consolidated financial statements for a more detailed description of the 7.50% 2031 Notes.

Commitments and Contingencies

6 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis