What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-03-14 compared with 2023-03-16 · 176 added, 225 removed, 165 unchanged (71% of the section changed)

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Our common stock has historically traded at prices

both above and below our net asset value per share.

both above and below our NAV per share.

It is not possible to predict whether our common stock will trade at, above or below

net asset value (“NAV”).

See “Item 1A.

Risk Factors—Risks Related to an Investment in Our Securities.”

The following table sets forth, for each fiscal quarter for the fiscal years ended December 31, 2022, 2021 and 2020, the net asset value

per share of our common stock, the range of high and low closing sales prices for our common stock, and such closing sales price as a

percentage (premium and discount) to our net asset value per share.

The closing market prices reported below have been adjusted to give

retroactive effect to material changes resulting from stock dividends.

The reported closing market price of our common stock on March

15, 2023 was $3.01 per share, which represented an approximately 59.3% discount to our net asset value of $7.39 per share as of December

High Close Price

Low Close Price

Premium/(Discount) to NAV (2)

Risk Factors—Risks Related to an Investment in Our Securities.” The following table sets forth,

for each fiscal quarter for the fiscal years ended December 31, 2023, 2022 and 2021, the NAV per share of our common stock, the range

of high and low closing sales prices for our common stock, and such closing sales price as a percentage (premium and discount) to our

NAV per share.

The closing market prices reported below have been adjusted to give retroactive effect to material changes

resulting from stock dividends.

The reported closing market price of our common stock on March 13, 2024 was $4.36 per share, which

represented an approximately 45.4% discount to our NAV of $7.99 per share as of December 31, 2023.

Premium/(Discount)

Fourth Quarter

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First Quarter

NAV per share is determined as of the last day in the relevant

quarter and therefore may not reflect the NAV per share on the date of the high and low close prices.

The NAV per share figures shown

are based on outstanding shares at the end of each period.

Calculated as the respective high or low close sales price

divided by the NAV and subtracting 1.

per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of

the high and low close prices.

The NAV per share figures shown are based on outstanding shares at the end of each period.

as the respective high or low close sales price divided by the NAV and subtracting 1.

of March 13, 2024, there were 19 holders of record of our common stock (including Cede & Co.).

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April 15, 2022

The distribution was paid in cash or shares of our common stock at the election of stockholders, although the total amount of cash distributed to all stockholders was limited to approximately 50% of the total distribution to be paid to all stockholders.

As a result of stockholder elections, the distribution consisted of 2,860,903 shares of common stock issued in lieu of cash, or approximately 14.8% of our outstanding shares prior to the distribution, as well as cash of $26,358,885.

The number of shares of common stock comprising the stock portion was calculated based on a price of $9.425 per share, which equaled the average of the volume weighted-average trading price per share of our common stock on December 28, 29 and 30, 2015.

distribution was paid in cash or shares of our common stock at the election of stockholders, although the total amount of cash distributed

to all stockholders was limited to approximately 50% of the total distribution to be paid to all stockholders.

As a result of stockholder

elections, the distribution consisted of 2,860,903 shares of common stock issued in lieu of cash, or approximately 14.8% of our outstanding

shares prior to the distribution, as well as cash of $26,358,885.

The number of shares of common stock comprising the stock portion

was calculated based on a price of $9.425 per share, which equaled the average of the volume weighted-average trading price per share

of our common stock on December 28, 29 and 30, 2015.

None of the $2.76 per share distribution represented a return of capital.

Of the total distribution of $887,240 on August 24, 2016, $820,753 represented a distribution from realized gains, and $66,487 represented a return of capital.

All of the $3,512,849 distribution paid on December 12, 2019 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $2,107,709 distribution paid on January 15, 2020 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $2,516,452 distribution paid on August 25, 2020 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $5,071,326 distribution paid on October 20, 2020 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $4,978,504 distribution paid on November 30, 2020 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $4,381,084 distribution paid on January 15, 2021 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $4,981,131 distribution paid on February 19, 2021 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $6,051,304 distribution paid on April 15, 2021 represented a distribution from realized gains.

None of the distribution represented a return of capital.

As a result of stockholder elections, the distribution consisted of 2,335,527 shares of common stock issued in lieu of cash, or approximately 9.6% of our outstanding shares prior to the distribution, as well as cash of $29,987,589.

The number of shares of common stock comprising the stock portion was calculated based on a price of $13.07 per share, which equaled the average of the volume weighted-average trading price per share of our common stock on May 12, 13, and 14, 2021.

the total distribution of $887,240 on August 24, 2016, $820,753 represented a distribution from realized gains, and $66,487 represented

a return of capital.

of the $3,512,849 distribution paid on December 12, 2019 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $2,107,709 distribution paid on January 15, 2020 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $2,516,452 distribution paid on August 25, 2020 represented a distribution from realized gains.

None of the distribution represented

a return of capital.

of the $5,071,326 distribution paid on October 20, 2020 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $4,978,504 distribution paid on November 30, 2020 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $4,381,084 distribution paid on January 15, 2021 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $4,981,131 distribution paid on February 19, 2021 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $6,051,304 distribution paid on April 15, 2021 represented a distribution from realized gains.

None of the distribution represented

a return of capital.

distribution was paid in cash or shares of our common stock at the election of stockholders, although the total amount of cash distributed

to all stockholders was limited to approximately 50% of the total distribution to be paid to all stockholders.

As a result of stockholder

elections, the distribution consisted of 2,335,527 shares of common stock issued in lieu of cash, or approximately 9.6% of our outstanding

shares prior to the distribution, as well as cash of $29,987,589.

The number of shares of common stock comprising the stock portion

was calculated based on a price of $13.07 per share, which equaled the average of the volume weighted-average trading price per share

of our common stock on May 12, 13, and 14, 2021.

None of the $2.50 per share distribution represented a return of capital.

As a result of stockholder elections, the distribution consisted of 2,225,193 shares of common stock issued in lieu of cash, or approximately 8.4% of our outstanding shares prior to the distribution, as well as cash of $29,599,164.

The number of shares of common stock comprising the stock portion was calculated based on a price of $13.55 per share, which equaled the average of the volume weighted-average trading price per share of our common stock on August 11, 12, and 13, 2021.

distribution was paid in cash or shares of our common stock at the election of stockholders, although the total amount of cash distributed

to all stockholders was limited to approximately 50% of the total distribution to be paid to all stockholders.

As a result of stockholder

elections, the distribution consisted of 2,225,193 shares of common stock issued in lieu of cash, or approximately 8.4% of our outstanding

shares prior to the distribution, as well as cash of $29,599,164.

The number of shares of common stock comprising the stock portion

was calculated based on a price of $13.55 per share, which equaled the average of the volume weighted-average trading price per share

of our common stock on August 11, 12, and 13, 2021.

None of the $2.25 per share distribution represented a return of capital.

As a result of stockholder elections, the distribution consisted of 2,170,807 shares of common stock issued in lieu of cash, or approximately 7.5% of our outstanding shares prior to the distribution, as well as cash of $28,494,812.

The number of shares of common stock comprising the stock portion was calculated based on a price of $13.39 per share, which equaled the average of the volume weighted-average trading price per share of our common stock on November 11, 12, and 13, 2021.

distribution was paid in cash or shares of our common stock at the election of stockholders, although the total amount of cash distributed

to all stockholders was limited to approximately 50% of the total distribution to be paid to all stockholders.

As a result of stockholder

elections, the distribution consisted of 2,170,807 shares of common stock issued in lieu of cash, or approximately 7.5% of our outstanding

shares prior to the distribution, as well as cash of $28,494,812.

The number of shares of common stock comprising the stock portion

was calculated based on a price of $13.39 per share, which equaled the average of the volume weighted-average trading price per share

of our common stock on November 11, 12, and 13, 2021.

None of the $2.00 per share distribution represented a return of capital.

All of the $23,338,915 distribution paid on January 14, 2022 represented a distribution from realized gains.

None of the distribution represented a return of capital.

All of the $3,441,824 distribution paid on April 15, 2022 represented a distribution from realized gains.

None of the distribution represented a return of capital.

of the $23,338,915 distribution paid on January 14, 2022 represented a distribution from realized gains.

None of the distribution

represented a return of capital.

of the $3,441,824 distribution paid on April 15, 2022 represented a distribution from realized gains.

None of the distribution represented

a return of capital.

intend to focus on making equity-based investments from which we will derive primarily capital gains.

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gains available for distribution to stockholders will be impacted by our tax status.

current intention is to make any future distributions out of assets legally available therefrom in the form of additional shares of our

common stock under our dividend reinvestment plan, except in the case of stockholders who elect to receive dividends and/or long-term

capital gains distributions in cash.

Under the dividend reinvestment plan, if a stockholder owns shares of common stock registered in

its own name, the stockholder will have all cash distributions (net of any applicable withholding) automatically reinvested in additional

shares of common stock unless the stockholder opts out of our dividend reinvestment plan by delivering a written notice to our dividend

paying agent prior to the record date of the next dividend or distribution.

Any distributions reinvested under the plan will nevertheless

be treated as received by the U.S.

current intention is to make any future distributions out of assets legally available therefrom in the form of additional shares of

our common stock under our dividend reinvestment plan (“DRIP”), except in the case of stockholders who elect to receive dividends and/or

long-term capital gains distributions in cash.

Under the DRIP, if a stockholder owns shares of common stock

registered in its own name, the stockholder will have all cash distributions (net of any applicable withholding) automatically

reinvested in additional shares of common stock unless the stockholder opts out of our DRIP by delivering a

written notice to our dividend paying agent prior to the record date of the next dividend or distribution.

Any distributions

reinvested under the plan will nevertheless be treated as received by the U.S.

stockholder for U.S.

federal income tax purposes, although no cash distribution has been made.

a result, if a stockholder does not elect to opt out of the dividend reinvestment plan, it will be required to pay applicable federal,

state and local taxes on any reinvested dividends even though such stockholder will not receive a corresponding cash distribution.

that hold shares in the name of a broker or financial intermediary should contact the broker or financial intermediary regarding any

election to receive distributions in cash.

federal income tax purposes,

although no cash distribution has been made.

As a result, if a stockholder does not elect to opt out of the DRIP, it will be required to pay applicable federal, state and local taxes on any reinvested dividends even though such stockholder

will not receive a corresponding cash distribution.

Stockholders that hold shares in the name of a broker or financial intermediary

should contact the broker or financial intermediary regarding any election to receive distributions in cash.

long as we qualify and maintain our tax treatment as a RIC, we generally will not be subject to U.S.

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included in our Consolidated Financial Statements are taxable subsidiaries, regardless of whether we are taxed as a RIC.

These taxable

subsidiaries are not consolidated for income tax purposes and may generate income tax expenses as a result of their ownership of the

These Taxable Subsidiaries are not consolidated for income tax purposes and may generate income tax expenses as a result of their ownership of the

portfolio companies.

Such income tax expenses and deferred taxes, if any, will be reflected in our Consolidated Financial Statements.

Authorized for Issuance under Equity Compensation Plans

July 31, 2019, our Board of Directors approved and adopted the SuRo Capital Corp.

Amended and Restated 2019 Equity Incentive Plan (the

“Amended Equity Incentive Plan,”) and on June 19, 2020, stockholders approved the Amended Equity Incentive Plan.

Equity Incentive Plan provides stock-based awards as long-term incentive compensation to our employees, including our executive officers.

We use stock-based awards to (i) attract and retain key employees and officers, (ii) motivate employees and officers by means of performance-related

incentives to achieve long-range performance goals, (iii) enable employees and officers to participate in our long-term growth, (iv)

link employees’ compensation to the long-term interests of stockholders, (v) recognize individual contributions to corporate strategic

priorities and to our long-term performance and (vi) provide competitive total direct compensation.

The Compensation Committee of the

Board of Directors (the “Compensation Committee”) has authority to select the persons to receive stock-based awards, and

our Board of Directors may also grant awards and administer the Amended Equity Incentive Plan in its sole discretion.

At the time of

each award, the Compensation Committee determines the terms of the award in its sole discretion, including any performance period (or

periods) and any performance objectives relating to the award.

We do not have any equity compensation plan that has not been approved

by our stockholders.

following table details the securities authorized for issuance under our equity compensation plans as of December 31, 2023:

Plan Category

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

following graph compares the cumulative total return on our common stock with that of the Standard & Poor’s 500 Stock Index

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Nasdaq Stock Index

graph and other information furnished under this Part II, Item 5 of this annual report on Form 10-K shall not be deemed to be “soliciting

graph and other information furnished under this Part II, Item 5 of this Form 10-K shall not be deemed to be “soliciting

material” or to be “filed” with the SEC or subject to Regulation 14A or 14C, or to the liabilities of Section 18 of

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Purchases of Equity Securities (1)

relating to the Company’s purchases of its common stock during the year ended December 31, 2022 is as follows:

relating to our purchases of our common stock during the year ended December 31, 2023 is as follows:

Purchased (2)

Plans or Programs

January 1 through January 31, 2022

February 1 through February 28, 2022

March 1 through March 31, 2022

April 1 through April 30, 2022

May 1 through May 31, 2022

June 1 through June 30, 2022

July 1 through July 31, 2022

August 1 through August 31, 2022

September 1 through September 30, 2022

October 1 through October 31, 2022

November 1 through November 30, 2022

December 1 through December 31, 2022

August 8, 2022, the Company commenced a modified “Dutch Auction” tender offer (the “Modified Dutch Auction Tender Offer”)

to purchase up to 2,000,000 shares of its common stock from it’s stockholders, which expired on September 2, 2022.

1 through January 31, 2023

1 through February 28, 2023

1 through March 31, 2023

1 through April 30, 2023

1 through May 31, 2023

1 through June 30, 2023

1 through July 31, 2023

1 through August 31, 2023

1 through September 30, 2023

1 through October 31, 2023

1 through November 30, 2023

1 through December 31, 2023

March 17, 2023, we commenced the Modified Dutch Auction Tender Offer to purchase up to 3,000,000 shares of our common stock from our stockholders, which expired on April 17, 2023.

In accordance

with the terms of the Modified Dutch Auction Tender Offer, the Company selected the lowest price per share of not less than $6.00 per

with the terms of the Modified Dutch Auction Tender Offer, we selected the lowest price per share of not less than $3.00 per

share and not greater than $4.50 per share.

to the Modified Dutch Auction Tender Offer, the Company repurchased 2,000,000 shares, representing 6.6% of its then outstanding

shares, on or about September 12, 2022 at a price of $6.60 per share.

The Company used available cash to fund the purchases of its

shares of common stock in the Modified Dutch Auction Tender Offer and to pay for all related fees and expenses.

On August 8, 2017, we announced the $5.0 million discretionary

open-market Share Repurchase Program under which our Board of Directors authorized the repurchase of shares of our common stock in the

open market until the earlier of (i) August 6, 2018 or (ii) the repurchase of $5.0 million in aggregate amount of our common stock.

November 7, 2017, our Board of Directors authorized an extension of, and an increase in the amount of shares of our common stock that

may be repurchased under, the discretionary Share Repurchase Program until the earlier of (i) November 6, 2018 or (ii) the repurchase

of $10.0 million in aggregate amount of our common stock.

On May 3, 2018, the Company’s Board of Directors authorized an additional

$5.0 million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase Program

until the earlier of (i) November 6, 2018 or (ii) the repurchase of $15.0 million in aggregate amount of our common stock.

1, 2018, the Company’s Board of Directors authorized a $5.0 million increase in the amount of shares of the Company’s common

stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2019 or (ii) the

repurchase of $20.0 million in aggregate amount of the Company’s common stock.

On August 5, 2019, our Board of Directors authorized

a $5.0 million increase in the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase

Program until the earlier of (i) August 4, 2020 or (ii) the repurchase of $25.0 million in aggregate amount of our common stock.

9, 2020, our Board of Directors authorized a $5.0 million increase in the amount of shares of our common stock that may be repurchased

under the discretionary Share Repurchase Program until the earlier of (i) March 8, 2021 or (ii) the repurchase of $30.0 million in aggregate

amount of our common stock.

On October 28, 2020, our Board of Directors authorized a $10.0 million increase in the amount of shares of

our common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2021 or

(ii) the repurchase of $40.0 million in aggregate amount of our common stock.

On October 27, 2021, our Board of Directors approved an

extension of the Share Repurchase Program until the earlier of (i) October 31, 2022 or (ii) the repurchase of $40.0 million in aggregate

amount of our common stock.

On March 13, 2022, our Board of Directors authorized a $15.0 million increase in the amount of shares of

our common stock that may be repurchased under the discretionary Share Repurchase Program until the earlier of (i) October 31, 2022 or

(ii) the repurchase of $55.0 million in aggregate amount of our common stock.

On October 19, 2022, the Company’s Board of Directors

approved an extension of the Share Repurchase Program until the earlier of (i) October 31, 2023 or (ii) the repurchase of $55.0 million

in aggregate amount of the Company’s common stock.

to the Modified Dutch Auction Tender Offer, we repurchased 3,000,000 shares, representing 10.6% of our outstanding shares,

on or about April 21, 2023 at a price of $4.50 per share.

We used available cash to fund the purchase of our shares of

common stock in the Modified Dutch Auction Tender Offer and to pay for all related fees and expenses.

August 8, 2017, we announced the $5.0 million discretionary open-market Share Repurchase Program under which our Board of Directors

authorized the repurchase of shares of our common stock in the open market until the earlier of (i) August 6, 2018 or (ii) the

repurchase of $5.0 million in aggregate amount of our common stock.

Following several intervening approvals from our Board of

Directors to increase the amount of shares of our common stock that may be repurchased under the discretionary Share Repurchase

Program and/or extend the Share Repurchase Program to later expiration dates, most recently, on August 7, 2023, our Board of

Directors approved an extension of the Share Repurchase Program under the earlier of (i) October 31, 2024 or (ii) the repurchase of

$60.0 million in aggregate amount of our common stock.

The timing and number of shares to be repurchased will depend on a number of

factors, including market conditions and alternative investment opportunities.

The Share Repurchase Program may be suspended, terminated

or modified at any time for any reason and does not obligate us to acquire any specific number of shares of our common stock.

the year ended December 31, 2022, we repurchased 1,008,676 shares, respectively, of our common stock under the Share Repurchase Program.

of December 31, 2022, the dollar value of shares that remained available to be purchased by the Company under the Share Repurchase Program

was approximately $16.4 million.

Includes purchases of our common stock made on the open market

by or on behalf of any “affiliated purchaser,” as defined in Exchange Act Rule 10b-18(a)(3), of the Company.

The Share Repurchase Program may be suspended,

terminated or modified at any time for any reason and does not obligate us to acquire any specific number of shares of our common

During the year ended December 31, 2023, we repurchased 186,493 shares of common stock under the Share

Repurchase Program.

As of December 31, 2023, the dollar value of shares that remained available to be purchased under

the Share Repurchase Program was approximately $20.7 million.

purchases of our common stock made on the open market by or on behalf of any “affiliated purchaser,” as defined in Exchange

Act Rule 10b-18(a)(3), of the Company.

about our senior securities is shown in the following table as of the end of the last ten fiscal years.

The report of our independent

registered public accounting firm, Marcum LLP, on the senior securities table, as of December 31, 2022, 2021 and 2020, is attached as

an exhibit to this annual report on Form 10-K.

The report of our

independent registered public accounting firm, Marcum LLP, on the senior securities table, as of December 31, 2023, 2022, 2021, 2020

and 2019, is attached as an exhibit to this annual report on Form 10-K.

Class and Year

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Fiscal 2022 (4)

Fiscal 2021 (4)

4.75% Convertible Senior Notes due 2023

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Fiscal 2014 (8)

Total gross amount of each class of senior securities outstanding

at the end of the period presented, before deduction of discount and debt issuance costs.

Asset coverage per unit for a class of senior securities is

the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities,

to the aggregate amount of senior securities representing indebtedness.

Asset coverage per unit is expressed in terms of dollar amounts

per $1,000 of indebtedness.

The amount to which such class of senior security would be

entitled upon the voluntary liquidation of the issuer in preference to any security junior to it.

The “—” in this column

indicates that the SEC expressly does not require this information to be disclosed for the types of senior securities representing indebtedness

issued by the Company as of the stated time periods.

The 6.00% Notes due 2026 were issued on December 17, 2021.

For the year ended December 31, 2020, the Company issued 174,888

shares of its common stock and cash for fractional shares upon the conversion of $1,785,000 in aggregate principal amount of the 4.75%

Convertible Senior Notes due 2023.

The 4.75% Convertible Senior Notes due 2023 were repaid in full with interest on March 29, 2021.

The 5.25% Convertible Senior Notes due 2018 were repaid in

full with interest on September 15, 2018.

Represents amounts under the $12.0 million senior secured revolving

Credit Facility with Western Alliance Bank which matured on May 31, 2019.

Represents amounts under the $18.0 million Credit Facility

with SVB which matured on December 31, 2016.

following table is intended to assist you in understanding the costs and expenses that an investor will bear directly or indirectly.

We caution you that some of the percentages indicated in the table below are estimates and may vary.

The following table should not be

considered a representation of our future expenses.

Actual expenses may be greater or less than shown.

Except where the context suggests

otherwise, whenever this Annual Report on Form 10-K contains a reference to fees or expenses paid by “us” or “SuRo

Capital,” or that “we” will pay fees or expenses, you will indirectly bear such fees or expenses as an investor in

SuRo Capital Corp., however, your responsibility for such fees or expenses is limited to your investment in SuRo Capital Corp.

table and example below include all fees and expenses of our consolidated subsidiaries.

Stockholder transaction expenses:

Sales load (as a percentage of offering price)

Offering expenses (as a percentage of offering price)

Dividend reinvestment plan expenses

Total stockholder transaction expenses (as a percentage of offering price)

Annual expenses (as a percentage of net assets attributable to common stock) (8) :

Operating expenses

Interest payments on borrowed funds

Other expenses

Total annual expenses

In the event that our securities are sold to or through underwriters,

a corresponding prospectus or prospectus supplement will disclose the applicable sales load.

In the event that we conduct an offering of our securities,

a corresponding prospectus or prospectus supplement will disclose the estimated offering expenses.

Our common stockholders will bear,

directly or indirectly, the expenses of any offering of our securities, including debt securities.

Under our distribution reinvestment plan (the “DRIP”),

the plan administrator’s fees will be paid by us.

There will be no brokerage charges or other charges to stockholders who participate

in the plan except that, if a participant elects by his or its written or telephonic notice to the plan administrator in advance of termination

to have the plan administrator sell part or all of his or its shares and remit the proceeds to the participant, the plan administrator

is authorized to deduct a $15 transaction fee plus brokerage commission from the proceeds.

The expenses of our DRIP are included in “Other

The total stockholder transaction expenses may include sales

load and will be disclosed in a future prospectus or prospectus supplement, if any.

Operating expenses in this table represent estimated annual

operating expenses based upon the actual annual operating expenses of SuRo Capital Corp.

and its consolidated subsidiaries for the year

ended December 31, 2022.

We do not have an investment adviser and are internally managed by our executive officers under the supervision

of our Board of Directors.

As a result, we do not pay investment advisory fees, but instead we pay the operating costs associated with

employing investment management professionals including, without limitation, compensation expenses related to salaries, discretionary

bonuses and restricted stock grants.

We are exposed to the risks of leverage, which may be considered

a speculative investment technique.

The use of leverage magnifies the potential for gain and loss on amounts invested and, therefore,

increases the risks associated with an investment in us.

Interest payments on borrowed funds represents our estimated annual interest

payments based on actual interest rate terms under our outstanding 6.00% Notes due 2026 as of December 31, 2022.

“Other expenses,” which we calculate to equal approximately

$1.6 million, are estimated based upon actual “Other expenses” for the year ended December 31, 2022.

“Net assets attributable to common stock,” which

we calculate to equal approximately $210.0 million, reflect our net assets for the year ended December 31, 2022.

following example demonstrates the projected dollar amount of total cumulative expenses that would be incurred over various periods with

respect to a hypothetical investment in our common stock.

In calculating the following expense amounts, we have assumed that our annual

operating expenses would remain at the levels set forth in the table above.

See footnote 6 above for additional information regarding

certain assumptions regarding our level of leverage.

would pay the following expenses on a $1,000 investment, assuming a 5% annual return

example and the expenses in the tables above should not be considered a representation of our future expenses, and actual expenses may

be greater or less than those shown.

While the example assumes, as required by the SEC, a 5.0% annual return, our performance will vary

and may result in a return greater or less than 5.0%.

In addition, while the example assumes reinvestment of all dividends at net asset

value participants in our DRIP will receive a number of shares of our common stock, determined by dividing the total dollar amount of

the dividend payable to a participant by the market price per share of our common stock at the close of trading on the dividend payment

date, which may be at, above or below net asset value.

See “Market for Registrant’s Common Equity, Related Stockholder Matters

and Issuer Purchases of Equity Securities - Distributions” for additional information regarding our DRIP.

gross amount of each class of senior securities outstanding at the end of the period presented, before deduction of discount and

debt issuance costs.

coverage per unit for a class of senior securities is the ratio of the carrying value of our total consolidated assets, less all

liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness.

Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness.

amount to which such class of senior security would be entitled upon the voluntary liquidation of the issuer in preference to any

security junior to it.

The “—” in this column indicates that the SEC expressly does not require this information

to be disclosed for the types of senior securities representing indebtedness issued by the Company as of the stated time periods.

6.00% Notes due 2026 were issued on December 17, 2021.

the year ended December 31, 2020, we issued 174,888 shares of our common stock and cash for fractional shares upon the conversion

of $1,785,000 in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.

The 4.75% Convertible Senior Notes due

2023 were repaid in full with interest on March 29, 2021.

5.25% Convertible Senior Notes due 2018 were repaid in full with interest on September 15, 2018.

amounts under the $12.0 million senior secured revolving Credit Facility with Western Alliance Bank, National Association, which matured on May 31, 2019.

amounts under the $18.0 million Credit Facility with Silicon Valley Bank, National Association, which matured on December 31, 2016.

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-K

Item 5. Market for Registrant’s Common Equity