What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-08-06 compared with 2026-05-07 · 160 added, 104 removed, 373 unchanged (41% of the section changed)

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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;

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

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

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

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

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

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

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

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

• “8.00% 2031 Notes” refers to our 8.00% senior unsecured notes due in 2031.

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 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 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;

• ongoing conflicts and political unrest in the Middle East and the Russia-Ukraine war, including the potential for the disruption of global shipping activities, 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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• future changes in laws or regulations and conditions in our operating areas;

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

• the costs associated with being a publicly traded company.

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The forward-looking statements contained in this Quarterly Report on Form 10-Q are excluded from the safe harbor protection provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

We were incorporated under the general corporation laws of the State of Maryland on August 9, 2011 and commenced operations on December 17, 2012 upon raising proceeds of $2,500 from persons not affiliated with us, CIM or its affiliates.

We were incorporated under the general corporation laws of the State of Maryland on August 9, 2011 and commenced operations on December 17, 2012.

We are an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act.

We elected to be treated for federal income tax purposes as a RIC, as defined under Subchapter M of the Code.

We elected to be treated and intend to qualify annually for U.S.

federal income tax purposes as a RIC, as defined under Subchapter M of the Code.

Our investment objective is to generate current income and, to a lesser extent, capital appreciation for investors.

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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 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”.

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

Pursuant to an investment advisory agreement with us, CIM oversees the management of our activities and is responsible for making investment decisions for our portfolio.

On August 5, 2025, our board of directors, including a majority of the board of directors who are not interested persons, approved the renewal of the second amended and restated investment advisory agreement with CIM for a period of twelve months, commencing August 9, 2025.

On July 30, 2026, our board of directors, including a majority of the board of directors who are not interested persons, approved the renewal of the second amended and restated investment advisory agreement with CIM for a period of twelve months, commencing August 7, 2026.

We have also entered into an administration agreement with CIM to provide us with administrative services necessary for us to operate.

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AIM is not paid a separate fee in exchange for such services, but is entitled to receive distributions as a member of CIM as described above.

On December 4, 2017, the members of CIM entered into the Fourth Amended CIM LLC Agreement, under which AIM performs certain services for CIM, which include, among other services, providing (a) trade and settlement support;

On December 4, 2017, the members of CIM entered into the Fourth Amended CIM LLC Agreement, under which AIM may perform certain services for CIM, which include, among other services, providing (a) trade and settlement support;

(b) portfolio and cash reconciliation;

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All of our investment decisions are the sole responsibility of, and are made at the sole discretion of, CIM's investment committee, which consists entirely of CIG senior personnel.

Upon the occurrence of the Listing on October 5, 2021, we and CIM entered into the second amended and restated investment advisory agreement in order to implement the changes to the advisory fees payable from us to CIM that (i) reduced the annual base management fee, (ii) amended the structure of the subordinated incentive fee on income payable from us to CIM and reduced the hurdle and incentive fee rates, and (iii) reduced the incentive fee on capital gains payable from us to CIM (as described in further detail in Notes 2 and 4 to our consolidated financial statements included in this report).

We seek to meet our investment objective by utilizing the experienced management team of CIM, which includes its access to the relationships and human capital of its affiliates in sourcing, evaluating and structuring transactions, as well as monitoring and servicing our investments.

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Recent Developments

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

7.50% 2029 Notes and 8.00% 2031 Notes

On July 15, 2026, we entered into (i) the 7.50% 2029 Notes Note Purchase Agreement with a certain institutional investor in connection with the issuance of up to $10,000 in aggregate principal amount of our 7.50% 2029 Notes, and (ii) the 8.00% 2031 Notes Note Purchase Agreement with a certain institutional investor in connection with the issuance of up to $50,000 in aggregate principal amount of our 8.00% 2031 Notes.

The 7.50% 2029 Notes and the 8.00% 2031 Notes will be issued in two closings, with (a) the initial closing on July 15, 2026 totaling $30,000, consisting of an aggregate principal amount of $2,000 in 7.50% 2029 Notes and an aggregate principal amount of $28,000 in 8.00% 2031 Notes and (b) subject to acceptance by the purchasers, a subsequent closing of up to $30,000, consisting of up to an aggregate principal amount of $8,000 in 7.50% 2029 Notes and up to an aggregate principal amount of $22,000 in 8.00% 2031 Notes, with such subsequent closing to occur with notice from us to the purchasers within one year following the initial closing date, subject to the conditions set forth in the applicable note purchase agreement.

The 7.50% 2029 Notes were issued at a purchase price equal to 98.00% of the principal amount of the 7.50% 2029 Notes and the 8.00% 2031 Notes were issued at a purchase price equal to 97.00% of the principal amount of the 8.00% 2031 Notes.

We intend to use the net proceeds to repay a portion of our outstanding debt and the remainder, if any, for working capital and general corporate purposes.

The 7.50% 2029 Notes and the 8.00% 2031 Notes will bear interest at a fixed rate equal to 7.50% and 8.00% per year, respectively, which will be paid quarterly commencing on October 15, 2026.

The 7.50% 2029 Notes and the 8.00% 2031 Notes will mature on September 30, 2029 and July 15, 2031, respectively.

We have the right to, at our option, redeem all or a part that is not less than 10% of the 7.50% 2029 Notes and the 8.00% 2031 Notes on or after June 30, 2029 and July 15, 2027, respectively, at a redemption price equal to 100% of the principal amount of such Notes to be redeemed, plus accrued and unpaid interest, if any, and without any premium or penalty.

Q4 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:

On August 3, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of October, November and December 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:

August 3, 2026 October 16, 2026 October 30, 2026 $ 0.10

August 3, 2026 November 13, 2026 November 27, 2026 $ 0.10

August 3, 2026 December 11, 2026 December 28, 2026 $ 0.10

Portfolio Investment Activity for the Three and Six Months Ended June 30, 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 and six months ended June 30, 2026 and 2025 and the year ended December 31, 2025:

Three Months Ended

March 31, Year Ended

June 30, Six Months Ended

June 30, Year Ended

Net Investment Activity 2026 2025 2026 2025 2025

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Net portfolio activity $ (90,057) $ (48,976) $ (61,914) $ (33,511) $ (103,729)

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

The following tables summarize the composition of our investment portfolio at amortized cost and fair value as of June 30, 2026 and December 31, 2025:

June 30, 2026

Investments Cost(1) Investments Fair

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Senior secured second lien debt 2,218 — —

Collateralized securities and structured products - equity 4,969 5,033 0.3 %

Unsecured debt 25,659 7,359 0.5 %

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(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

The following table summarizes the composition of our investment portfolio by the type of interest rate as of June 30, 2026 and December 31, 2025, excluding short term investments of $154,934 and $116,010, respectively:

June 30, 2026 December 31, 2025

Interest Rate Allocation Investments Cost Investments Fair Value Percentage of

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Non-income producing investments 261,682 198,168 12.1 % 252,869 175,561 10.4 %

Fixed interest rate investments 175,753 144,223 8.5 % 172,139 139,850 8.2 %

Other income producing investments(1) 86,547 159,808 9.7 % 54,140 134,751 7.9 %

Fixed interest rate investments 187,169 150,386 9.1 % 172,139 139,850 8.2 %

Total investments $ 1,775,622 $ 1,645,159 100.0 % $ 1,826,086 $ 1,696,980 100.0 %

(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

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 June 30, 2026 and December 31, 2025:

June 30, 2026 December 31, 2025

Industry Classification Investments Fair Value Percentage of

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Business $ 241,228 14.7 % $ 250,178 14.7 %

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

Retail 189,443 11.5 % 187,490 11.0 %

Healthcare & Pharmaceuticals 173,288 10.5 % 191,483 11.3 %

Electricity 146,170 8.9 % 140,223 8.2 %

Diversified & Production 123,581 7.5 % 122,806 7.2 %

Consumer 114,034 6.7 % 113,150 6.8 %

Beverage, Food & Tobacco 97,418 5.7 % 101,153 6.0 %

Consumer Goods:

Durable 102,354 6.2 % 90,696 5.3 %

Beverage, Food & Tobacco 98,592 6.0 % 101,153 6.0 %

Consumer 94,801 5.8 % 113,150 6.8 %

Construction & Building 79,860 4.9 % 65,493 3.9 %

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High Tech Industries 48,275 2.9 % 55,956 3.3 %

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

Advertising, Printing & Publishing 47,690 2.9 % 47,644 2.8 %

Diversified Financials 45,121 2.7 % 54,744 3.2 %

Environmental Industries 39,356 2.4 % 27,928 1.6 %

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Non-Durable 28,388 1.7 % 28,876 1.7 %

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

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

Metals & Mining 24,614 1.5 % 16,637 1.0 %

Containers, Packaging & Glass 18,529 1.1 % 18,652 1.1 %

Aerospace & Defense 14,675 0.9 % 15,075 0.9 %

Automotive 14,648 0.9 % 27,145 1.6 %

Transportation:

Cargo 11,978 0.7 % 11,986 0.7 %

Automotive 10,732 0.7 % 27,145 1.6 %

Oil & Gas 5,287 0.3 % 6,267 0.4 %

Hotel, Gaming & Leisure 4,949 0.3 % 22,733 1.3 %

Subtotal/total percentage 1,645,159 100.0 % 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 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.

As of June 30, 2026 and December 31, 2025, our unfunded commitments amounted to $50,525 and $47,779 , respectively.

As of July 29, 2026, our unfunded commitments amount ed to $46,427.

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 March 31, 2026 and December 31, 2025, excluding short term investments of $97,054 and $116,010, respectively:

March 31, 2026 December 31, 2025

The following table summarizes the composition of our investment portfolio based on the 1 to 5 investment rating scale at fair value as of June 30, 2026 and December 31, 2025, excluding short term investments of $154,934 and $116,010, respectively:

June 30, 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 April 29, 2026:

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

Investments Fair

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(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:

Results of Operations for the Three Months Ended June 30, 2026 and 2025

Our results of operations for the three months ended June 30, 2026 and 2025 were as follows:

Three Months Ended

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Net investment income after taxes 14,170 16,922

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)

Net realized loss on investments (17,966) (32,376)

Net change in unrealized appreciation on investments 34,776 42,770

Net increase in net assets resulting from operations $ 30,980 $ 27,316

Investment Income

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.

For the three months ended June 30, 2026 and 2025, we generated investment income of $49,793 and $52,244, 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 a decrease in the size of our investment portfolio and lower SOFR rates earned on our investments during the three months ended June 30, 2026.

Operating Expenses and Income Taxes

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

The composition of our operating expenses and income taxes for the three months ended June 30, 2026 and 2025 was as follows:

Three Months Ended

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Total operating expenses and income taxes $ 35,623 $ 35,322

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:

The increase in interest expense was primarily the result of higher average borrowings under our financing arrangements during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

The decrease in subordinated incentive fee on income was primarily the result of a decrease in investment income during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

The composition of our general and administrative expenses for the three months ended June 30, 2026 and 2025 was as follows:

Three Months Ended

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Dues and subscriptions 246 329

Valuation expense 231 209

Insurance expense 212 187

Director fees and expenses 174 181

Valuation expense 173 230

Accounting and administrative costs 147 169

Transfer agent expense 126 125

Printing and marketing expense 8 82

Other expenses 60 24

Total general and administrative expense $ 1,543 $ 1,393

Net Investment Income After Taxes

Our net investment income after taxes totaled $14,170 and $16,922 for the three months ended June 30, 2026 and 2025, respectively.

The decrease in net investment income was primarily the result of a decrease in our total investment income during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Net Realized Loss on Investments

Our net realized loss on investments totaled $(17,966) and $(32,376) for the three months ended June 30, 2026 and 2025, respectively.

This decrease was driven primarily by a reduction in the number of investment exits that resulted in realized losses during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Net Change in Unrealized Appreciation on Investments

The net change in unrealized appreciation on our investments totaled $34,776 and $42,770 for the three months ended June 30, 2026 and 2025, respectively.

This decrease in unrealized appreciation was driven by smaller mark-to-market price increases on certain investments during the three months ended June 30, 2026 as compared to larger mark-to-market price increases during the three months ended June 30, 2025.

Net Increase in Net Assets Resulting from Operations

For the three months ended June 30, 2026 and 2025, we recorded a net increase in net assets resulting from operations of $30,980 and $27,316, respectively, as a result of our operating activity for the respective periods.

Results of Operations for the Six Months Ended June 30, 2026 and 2025

Our results of operations for the six months ended June 30, 2026 and 2025 were as follows:

Six Months Ended

Investment income $ 99,330 $ 108,318

Operating expenses and income taxes 72,296 72,144

Net investment income after taxes 27,034 36,174

Net realized loss on investments (17,729) (30,082)

Net change in unrealized depreciation on investments (1,356) (21,481)

Net increase (decrease) in net assets resulting from operations $ 7,949 $ (15,389)

Investment Income

For the six months ended June 30, 2026 and 2025, we generated investment income of $99,330 and $108,318, respectively, consisting primarily of interest income and fees on investments in senior secured debt, collateralized securities and structured products, and unsecured debt.

The decrease in total investment income was primarily driven by a decrease in the size of our investment portfolio and lower SOFR rates earned on our investments during the six months ended June 30, 2026.

This decrease was partially offset by an increase in dividend income during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Operating Expenses and Income Taxes

The composition of our operating expenses and income taxes for the six months ended June 30, 2026 and 2025 was as follows:

Six Months Ended

Management fees $ 12,145 $ 13,122

Administrative services expense 2,570 2,475

Subordinated incentive fee on income 5,734 7,673

General and administrative 3,505 3,229

Interest expense 48,249 45,635

Income tax benefit, including excise tax 93 10

Total operating expenses and income taxes $ 72,296 $ 72,144

The increase in interest expense during the six months ended June 30, 2026 was primarily due to higher average borrowings under our financing arrangements, while the decrease in subordinated incentive fee on income and management fees primarily reflected lower investment income and lower average total assets, respectively.

The composition of our general and administrative expenses for the six months ended June 30, 2026 and 2025 was as follows:

Six Months Ended

Professional fees $ 1,182 $ 855

Dues and subscriptions 497 532

Valuation expense 404 439

Insurance expense 396 371

Director fees and expenses 355 353

Accounting and administrative costs 269 281

Transfer agent expense 254 244

Printing and marketing expense 58 99

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Net Investment Income After Taxes

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.

Our net investment income after taxes totaled $27,034 and $36,174 for the six months ended June 30, 2026 and 2025, respectively.

The decrease in net investment income was a result of a decrease in our total investment income during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Net Realized Loss on Investments

Our net realized loss on investments totaled $(17,729) and $(30,082) for the six months ended June 30, 2026 and 2025, respectively.

The decrease was primarily driven by a reduction in the number of investment exits that resulted in realized losses during the six months ended June 30, 2026 compared to the six months ended June 30, 2025.

Net Change in Unrealized Depreciation on Investments

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.

The net change in unrealized depreciation on our investments totaled $(1,356) and $(21,481) for the six months ended June 30, 2026 and 2025, respectively.

This decrease in unrealized depreciation was driven by smaller mark-to-market price decreases on certain investments during the six months ended June 30, 2026 as compared to larger mark-to-market price decreases during the six months ended June 30, 2025.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the six months ended June 30, 2026 and 2025, we recorded a net increase (decrease) in net assets resulting from operations of $7,949 and $(15,389), 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 March 31, 2026 and December 31, 2025, our asset coverage ratio was 1.56, or 156%, and 1.62, or 162%, respectively.

As of June 30, 2026 and December 31, 2025, our asset coverage ratio was 1.57, or 157%, 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.

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.

As of June 30, 2026, we had cash of $7,664 and short term investments of $154,934 invested in a fund that primarily invests in U.S.

government securities.

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.

Cash and short term investments as of June 30, 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 June 30, 2026, we had $25 million available under our secured financing arrangements.

Our short and long-term cash needs include principal payments on outstanding financing arrangements, including 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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On September 15, 2021, our board of directors, including the independent directors, approved a share repurchase policy authorizing us to repurchase up to $50 million of our outstanding common stock after the Listing.

On June 24, 2022, our board of directors, including the independent directors, increased the amount of shares of our common stock that may be repurchased under the share repurchase policy by $10 million to up to an aggregate of $60 million.

On August 5, 2025, our board of directors, including the independent directors, further increased the amount of shares of our common stock that may be repurchased under the share repurchase policy by $20 million to up to an aggregate of $80 million.

On June 24, 2022 and August 5, 2025, our board of directors, including the independent directors, increased the amount of shares of our common stock that may be repurchased under the share repurchase policy by $10 million and by $20 million, respectively, to up to an aggregate of $60 million and $80 million, respectively.

On July 30, 2026, our board of directors, including the independent directors, further increased the amount of shares of our common stock that may be repurchased under the share repurchase policy by $50 million to up to an aggregate of $130 million.

Under the share repurchase policy, we may purchase shares of our common stock through various means such as open market transactions, including block purchases, and privately negotiated transactions.

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The policy may be suspended or discontinued at any time and does not obligate us to acquire any specific number of shares of our common stock.

On August 15, 2025, as part of the share repurchase policy, we entered into a new trading plan with an independent broker, Wells Fargo, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, based in part on historical trading data with respect to our shares.

The 10b5-1 trading plan permits common stock to be repurchased at a time that we might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions.

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

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.

During the six months ended June 30, 2026, we repurchased an aggregate of 2,215,162 shares under the 10b5-1 trading plan for an aggregate purchase price of $17,721, or an average purchase price of $8.00 per share.

RIC Status and Distributions

To qualify for and maintain RIC tax treatment, we must, among other things, distribute in respect of each taxable year at least 90% of our net ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any.

We will incur an excise tax of 4% imposed on RICs to the extent we do not distribute in respect of each calendar year an amount at least equal to the sum of (1) 98.0% of our net ordinary income (taking into account certain deferrals and elections) for the calendar year, (2) 98.2% of our capital gains in excess of capital losses, or capital gain net income (adjusted for certain ordinary losses), for the one-year period ending on October 31 of the calendar year and (3) any net ordinary income and capital gain net income from preceding years that were not distributed during such years and on which we paid no federal income tax.

federal income tax.

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.

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

We intend to pay distributions in an amount sufficient to maintain RIC status each year and to avoid any U.S.

federal income taxes on income.

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, 2025 and the three months ended March 31, 2026:

The following table presents distributions per share that were declared during the year ended December 31, 2025 and the six months ended June 30, 2026:

Distributions

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$ 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:

June 30, 2026 (three record dates)

Total distributions for the six months ended June 30, 2026 $ 0.60 $ 30,080

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 were paid or will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

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

On August 3, 2026, our co-chief executive officers declared base distributions of $0.10 per share for each of October, November and December 2026, which will be payable to shareholders as follows:

Declaration Date Record Date Payment Date Amount Per Share

August 3, 2026 October 16, 2026 October 30, 2026 $ 0.10

August 3, 2026 November 13, 2026 November 27, 2026 $ 0.10

August 3, 2026 December 11, 2026 December 28, 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 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.

As of June 30, 2026 and July 29, 2026, our aggregate outstanding borrowings under the JPM Credit Facility were $200,000 and $74,632, respectively, and the aggregate unfunded principal amount in connection with the JPM Credit Facility was $0.

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 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.

As of June 30, 2026 and July 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.

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.

As of June 30, 2026 and July 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.

As of June 30, 2026 and July 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 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.

As of June 30, 2026 and July 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 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.

As of June 30, 2026 and July 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 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.

As of June 30, 2026 and July 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.

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.

As of June 30, 2026 and July 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% Public 2029 Notes

As of June 30, 2026 and July 29, 2026, we had $172,500 in aggregate principal amount of 7.50% Public 2029 Notes outstanding and there was no unfunded principal amount in connection with the 7.50% Public 2029 Notes.

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

7.50% Public 2031 Notes

As of June 30, 2026 and July 29, 2026, we had $135,000 in aggregate principal amount of 7.50% Public 2031 Notes outstanding and there was no unfunded principal amount in connection with the 7.50% Public 2031 Notes.

For a detailed discussion of our 7.50% Public 2031 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.

As of July 29, 2026, we had $2,000 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 14 to our consolidated financial statements included in this report.

8.00% 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.

As of July 29, 2026, we had $28,000 in aggregate principal amount of 8.00% 2031 Notes outstanding and there was no unfunded principal amount in connection with the 8.00% 2031 Notes.

For a detailed discussion of our 8.00% 2031 Notes, refer to Note 14 to our consolidated financial statements included in this report.

Unfunded Commitments

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

As of June 30, 2026 and July 29, 2026, our unfunded commitments amounted to $50,525 and $46,427, respectively.

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

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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 7.50% 2029 Notes under the Indenture and the First Supplemental Indenture pursuant to a U.S.

On October 3, 2024, we issued and sold our 7.50% Public 2029 Notes under the Indenture and the First 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% 2029 Notes.

See Note 8 to our consolidated financial statements for a more detailed description of the 7.50% Public 2029 Notes.

On February 13, 2025, Murray Hill Funding II entered into the UBS Credit Facility with UBS.

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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.

On February 9, 2026, we issued and sold our 7.50% Public 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.

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

On July 15, 2026, we entered into the 7.50% 2029 Notes Note Purchase Agreement and the 8.00% 2031 Notes Note Purchase Agreement with purchasers of the 7.50% 2029 Notes and the 8.00% 2031 Notes.

See Note 14 to our consolidated financial statements for a more detailed description of the 7.50% 2029 Notes and the 8.00% 2031 Notes.

Commitments and Contingencies

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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