What changed in this filing

/stocks — the workspaceLOADING

Item 7. Management’s Discussion and Analysis

2024-03-14 compared with 2023-03-16 · 402 added, 536 removed, 263 unchanged (78% of the section changed)

11 unchanged sentences

statements as to:

effect and consequences of the novel coronavirus (“COVID-19”) public health crisis on matters including global, U.S.

and local economies, our business operations and continuity, potential disruption to our portfolio companies, tightened availability

to capital and financing, the health and productivity of our employees, the ability of third-party providers to continue uninterrupted

service, and the regulatory environment in which we operate;

future operating results;

dependence upon our management team and key investment professionals;

business prospects and the prospects of our portfolio companies;

ability to manage our business and future growth;

impact of investments that we expect to make;

related to investments in growth-stage companies, other venture capital-backed companies, and generally U.S.

contractual arrangements and relationships with third parties;

ability to make distributions;

dependence of our future success on the general economy and its impact on the industries in which we invest;

related to the uncertainty of the value of our portfolio investments;

ability of our portfolio companies to achieve their objectives;

in political, economic or industry conditions;

expected financings and investments;

impact of changes in laws or regulations (including the interpretation thereof), including tax laws, on our operations and/or the

operation of our portfolio companies;

adequacy of our cash resources and working capital;

related to market volatility, including general price and volume fluctuations in stock markets;

timing of cash flows, if any, from the operations of our portfolio companies.

24 unchanged sentences

financial statements and the related notes thereto contained elsewhere in this annual report on Form 10-K.

are an internally-managed, non-diversified closed-end management investment company that has elected to be regulated as a business development

company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”), and has elected to be

treated, and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue

Code of 1986, as amended (the “Code”).

investment objective is to maximize our portfolio’s total return, principally by seeking capital gains on our equity and equity-related

investments, and to a lesser extent, income from debt investments.

We invest principally in the equity securities of what we believe

to be rapidly growing venture-capital-backed emerging companies.

We acquire our investments through direct investments in prospective

portfolio companies, secondary marketplaces for private companies and negotiations with selling stockholders.

In addition, we may invest

in private credit and in the founders equity, founders warrants, forward purchase agreements, and private investment in public equity

(“PIPE”) transactions of special purpose acquisition companies (“SPACs”).

We may also invest on an opportunistic

basis in select publicly traded equity securities or certain non-U.S.

companies that otherwise meet our investment criteria, subject

to applicable requirements of the 1940 Act.

To the extent we make investments in private equity funds and hedge funds that are excluded

from the definition of “investment company” under the 1940 Act by Section 3(c)(1) or 3(c)(7) of the 1940 Act, we will limit

such investments to no more than 15% of our net assets.

are an internally managed, non-diversified closed-end management investment company that has elected to be regulated as a BDC under the

1940 Act, and has elected to be treated, and intends to qualify annually, as a RIC under Subchapter M of the Code.

investment objective is to maximize our portfolio’s total return, principally by seeking capital gains on our equity and

equity-related investments, and to a lesser extent, income from debt investments.

We invest principally in the equity securities of

what we believe to be rapidly growing venture capital-backed emerging companies.

We acquire our investments through direct

investments in prospective portfolio companies, secondary marketplaces for private companies and negotiations with selling

stockholders.

In addition, we may invest in private credit and in the founders equity, founders warrants, forward purchase

agreements, and PIPE transactions of SPACs.

We may also invest on an opportunistic basis in select publicly traded equity securities or certain non-U.S.

companies that otherwise meet our investment criteria, subject to applicable requirements of the 1940 Act.

To the extent we make

investments in private equity funds and hedge funds that are excluded from the definition of “investment company” under

the 1940 Act by Section 3(c)(1) or 3(c)(7) of the 1940 Act, we will limit such investments to no more than 15% of our net

regard to the regulatory requirements for BDCs under the 1940 Act, some of these investments may not qualify as investments in “eligible

23 unchanged sentences

seek to create a low-turnover portfolio that includes investments in companies representing a broad range of investment themes.

We formed in 2010 as a

Maryland corporation and operate as an internally managed, non-diversified closed-end management investment company.

Our investment

activities are supervised by our Board of Directors and managed by our executive officers and investments professionals, all of

which are our employees.

Our date of inception was January 6, 2011, which is the date we commenced

development stage activities.

We commenced operations as a BDC upon completion of our IPO in May 2011 and began our investment operations

during the second quarter of 2011.

On and effective June 22, 2020, we changed our name to “SuRo Capital Corp.” from “Sutter Rock Capital

On and effective March 12, 2019, our Board of Directors approved our Internalization,

and we began operating as an internally-managed non-diversified closed-end management investment company that has elected to be regulated

as a BDC under the 1940 Act.

Our Board of Directors approved the Internalization in order to better align the interests of our stockholders

with its management.

As an internally managed BDC, we are managed by our employees, rather than the employees of an external investment

adviser, thereby allowing for greater transparency to stockholders through robust disclosure regarding our compensation structure.

As a result, we no longer pay any fees or expenses under an investment

advisory agreement or administration agreement, and instead pay the operating costs associated with employing investment management professionals

including, without limitation, compensation expenses related to salaries, discretionary bonuses and restricted stock grants.

Except as otherwise disclosed herein, this Form 10-K discusses our business

and operations as an internally-managed BDC during the period covered by this Form 10-K.

formed in 2010 as a Maryland corporation and operate as an internally managed, non-diversified closed-end management investment company.

Our investment activities are supervised by our Board of Directors and managed by our executive officers and investments professionals,

all of which are our employees.

date of inception was January 6, 2011, which is the date we commenced development stage activities.

We commenced operations as a BDC

upon completion of our IPO in May 2011 and began our investment operations during the second quarter of 2011.

and effective June 22, 2020, we changed our name to “SuRo Capital Corp.” from “Sutter Rock Capital Corp.”

and effective March 12, 2019, our Board of Directors approved our Internalization, and we began operating as an internally managed

non-diversified closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act.

Directors approved the Internalization in order to better align the interests of our stockholders with its management.

internally managed BDC, we are managed by our employees, rather than the employees of an external investment adviser, thereby

allowing for greater transparency to stockholders through robust disclosure regarding our compensation structure.

As a result of the

Internalization, we no longer pay any fees or expenses under an investment advisory agreement or administration agreement, and

instead pay the operating costs associated with employing investment management professionals including, without limitation,

compensation expenses related to salaries, discretionary bonuses and restricted stock grants.

as otherwise disclosed herein, this Form 10-K discusses our business and operations as an internally managed BDC during the period

covered by this Form 10-K.

and Investment Activity

2 unchanged sentences

in the composition of our portfolio resulting from purchases of new and follow-on investments and the sales of existing investments.

The fair value, as of December 31, 2023, of all of our portfolio investments, excluding short-term U.S.

Treasury bills, was $184,081,249.

the year ended December 31, 2023, we funded investments in an aggregate amount of $25,766,162 (not including capitalized transaction

costs or investments in short-term U.S.

Treasury bills) as shown in the following table:

Portfolio Company

Transaction Date

Gross Payments

Orchard Technologies, Inc.

Preferred shares, Series 1

True Global Ventures 4 Plus Pte Ltd (2)

Limited Partner Fund Investment

Simple Agreement for Future Equity (SAFE)

ServiceTitan, Inc.

Common shares

FourKites, Inc.

Common shares

Shogun Enterprises, Inc.

(d/b/a Hearth) (3)

Preferred shares, Series B-4

Stake Trade, Inc.

(d/b/a Prophet Exchange)

Simple Agreement for Future Equity (SAFE)

Xgroup Holdings Limited (d/b/a Xpoint)

Convertible Note 6%, Due 8/17/2024

Colombier Sponsor II LLC

Class B Units and Class W Units

January 13, 2023, we invested $2.0 million in Orchard Technologies, Inc.’s Series 1 Senior Preferred financing round.

of the transaction, we exchanged a portion of our existing Series D Preferred shares investment for Series 1 Senior Preferred shares,

Series 2 Senior Preferred shares, and Common shares.

Additionally, our previous investment in the Simple Agreement for Future Equity

of Orchard Technologies, Inc.

was converted into additional Series 1 Senior Preferred shares.

March 31, 2023, the previously unfunded capital commitment of $1.3 million was deemed fully contributed in lieu of cash distributions.

On March 31, 2023, the full $2.0 million capital commitment to True Global Ventures 4 Plus Fund LP had been called and funded.

July 12, 2023, we invested $0.5 million in Shogun Enterprises, Inc.

(d/b/a Hearth)’s Series B-4 Preferred financing round.

part of the transaction, our previous investment in the Convertible Note of Shogun Enterprises, Inc.

(d/b/a Hearth) was converted

into Series B-3 Preferred shares.

Additionally, we received Common Warrants as part of the transaction.

the year ended December 31, 2023, we capitalized fees of $49,269.

the year ended December 31, 2023, we exited or received proceeds from investments in the amount of $17,338,100, net of transaction costs,

and realized a net loss on investments of $11,947,504 (including adjustments to amounts held in escrow receivable) as shown in following

Portfolio Company

Transaction Date

Average Net Share Price (1)

Realized Gain/(Loss) (2)

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (4)

Nextdoor Holdings, Inc.

Rent the Runway, Inc.

Residential Homes for Rent, LLC (d/b/a Second Avenue) (7)

True Global Ventures 4 Plus Pte Ltd (8)

Ozy Media, Inc.

(10,945,024 )

PSQ Holdings, Inc.

(d/b/a PublicSquare) - Warrants (10)

Forge Global, Inc.

Churchill Sponsor VI LLC

$ (12,091,402 )

average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable.

gain/(loss) does not include adjustments to amounts held in escrow receivable.

of March 8, 2023, we had sold our remaining Kahoot!

ASA public common shares.

of December 15, 2023, we had sold our remaining NewLake Capital Partners, Inc.

public common shares.

of December 31, 2023, we held 112,420 remaining Nextdoor Holdings, Inc.

public common shares.

of January 4, 2023, we had sold our remaining Rent the Runway, Inc.

public common shares.

On December 26, 2023, a final payment was received from Residential Homes For Rent, LLC (d/b/a Second Avenue) related

to the 15% term loan due December 23, 2023.

the year ended December 31, 2023, approximately $1.1 million was received from Residential Homes for Rent, LLC (d/b/a Second Avenue)

related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $1.0 million repaid a portion of the

outstanding principal and the remaining was attributed to interest.

March 31, 2023, the previously unfunded capital commitment of $1.3 million to True Global Ventures 4 Plus Pte Ltd was deemed fully

contributed in lieu of cash distributions.

May 4, 2023, we abandoned our investment in Ozy Media, Inc.

As of December 31, 2023, we held 2,396,037 remaining PSQ Holdings, Inc.

(d/b/a PublicSquare) warrants.

As of December 31, 2023, we held 1,145,875 remaining Forge Global, Inc.

public common shares.

the year ended December 31, 2023, our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series B preferred warrants with a strike price of $2.31

expired on December 31, 2023.

Ended December 31, 2022

value of our investment portfolio will change over time due to changes in the fair value of our underlying investments, as well as changes

in the composition of our portfolio resulting from purchases of new and follow-on investments and the sales of existing investments.

The fair value, as of December 31, 2022, of all of our portfolio investments, excluding U.S.

20 unchanged sentences

(d/b/a FanPower)

Preferred shares,

Series Seed-2

Preferred shares, Series Seed-2

Locus Robotics Corp.

Preferred shares, Series F

On and effective August 5, 2022, SuRo Capital Corp.

Forge Global, Inc.

of its intent to net exercise via cashless settlement its 230,144 common warrants in Forge Global, Inc.

shares of Forge Global Inc.’s public common stock, pursuant to the net exercise formula in the warrant agreement.

was effectuated on September 30, 2022.

and effective August 5, 2022, we notified Forge Global, Inc.

of our intent to net exercise via cashless settlement

our 230,144 common warrants in Forge Global, Inc.

into 53,283 shares of Forge Global Inc.’s public common stock, pursuant to

the net exercise formula in the warrant agreement.

The exercise was effectuated on September 30, 2022.

the year ended December 31, 2022, we capitalized fees of $33,384.

the year ended December 31, 2022, we exited or received proceeds from investments in the amount of $9,063,919, net of transaction costs,

and realized a net gain/(loss) on investments of $(5,905,453) (including adjustments to amounts held in escrow receivable) as shown in

and realized a net loss on investments of $5,905,453 (including adjustments to amounts held in escrow receivable) as shown in

following table:

12 unchanged sentences

$ (5,891,016 )

The average net share price is the net share price realized

after deducting all commissions and fees on the sale(s), if applicable.

Realized gain/(loss) does not include adjustments to amounts

held in escrow receivable.

As of December 31, 2022, SuRo Capital Corp.

held 229,758 remaining

NewLake Capital Partners, Inc.

average net share price is the net share price realized after deducting all commissions and fees on the sale(s), if applicable.

gain/(loss) does not include adjustments to amounts held in escrow receivable.

of December 31, 2022, we held 229,758 remaining NewLake Capital Partners, Inc.

public common shares.

As of October 11, 2022, SuRo Capital Corp.

had sold all its

public common shares of Rover Group, Inc.

As of December 31, 2022, SuRo Capital Corp.

held 79,191 remaining

Rent the Runway, Inc.

of October 11, 2022, we had sold all our public common shares of Rover Group, Inc.

of December 31, 2022, we held 79,191 remaining Rent the Runway, Inc.

public common shares.

During the year ended December 31, 2022, approximately $1.2

million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $1.0 million repaid a portion of the outstanding principal and the remaining was attributed to

On May 31, 2022, SuRo Capital

received an $874,470 cash distribution from True Global Ventures 4 Plus Pte Ltd.

On July 14, 2022, a final payment was received for the remaining

512,290 Class A common shares of Palantir Technologies, Inc.

that comprised the beneficial equity interest in underlying shares.

realized gain from SuRo Capital Corp.’s investment in Palantir Lending Trust SPV I is generated by the proceeds from the sale of

shares collateralizing the repaid promissory note to Palantir Lending Trust SPV I and attributable to the Equity Participation in Underlying

As of August 12, 2022, SuRo Capital Corp.

had sold all its

public common shares of Enjoy Technology, Inc.

As of December 31, 2022, SuRo Capital Corp.

held 38,305 remaining

the year ended December 31, 2022, approximately $1.2 million has been received from Residential Homes for Rent, LLC (d/b/a Second

Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $1.0 million repaid a portion

of the outstanding principal and the remaining was attributed to interest.

May 31, 2022, we received an $874,470 cash distribution from True Global Ventures 4 Plus Pte Ltd.

July 14, 2022, a final payment was received for the remaining 512,290 Class A common shares of Palantir Technologies, Inc.

that comprised

the beneficial equity interest in underlying shares.

The realized gain from our investment in Palantir Lending

Trust SPV I is generated by the proceeds from the sale of shares collateralizing the repaid promissory note to Palantir Lending Trust

SPV I and attributable to the Equity Participation in Underlying Collateral.

of August 12, 2022, we had sold all its public common shares of Enjoy Technology, Inc.

of December 31, 2022, we held 38,305 remaining Kahoot!

ASA public common shares.

2 unchanged sentences

warrants with a strike price of $2.31 expired on May 29, 2022.

Ended December 31, 2021

the year ended December 31, 2021, we funded investments in an aggregate amount of $81,668,146 (not including capitalized transaction

costs) as shown in the following table:

Portfolio Company

Transaction Date

Gross Payments

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.)

Common shares

Churchill Sponsor VI LLC (1)

Common share units & Warrant units

Churchill Sponsor VII LLC (2)

Common share units & Warrant units

Shogun Enterprises, Inc.

Preferred shares, Series B-1 & Series B-2

Commercial Streaming Solutions Inc.

(d/b/a BettorView)

Simple Agreement for Future Equity (“SAFE”)

Churchill Capital Corp.

Common shares, Class A

Common shares & Investec Preferred shares

Blink Health, Inc.

Preferred shares, Series C

Colombier Sponsor LLC (5)

Class B Units & Class W Units

AltC Sponsor LLC (6)

Preferred shares

Orchard Technologies, Inc.

Preferred shares, Series D

Varo Money, Inc.

Common shares

YouBet Technology, Inc.

(d/b/a PickUp)

Preferred shares, Series Seed-2

True Global Ventures 4 Plus Pte Ltd (7)

Limited Partner Fund Investment

Architect Capital PayJoy SPV, LLC (8)

Membership Interest in Lending SPV

(d/b/a Compliable)

Preferred shares, Series Seed-4

Course Hero, Inc.

Preferred shares, Series C

Churchill Sponsor VI LLC is the sponsor of Churchill Capital

Corp VI, a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition,

stock purchase, reorganization or similar business combination with one or more businesses.

Our investment in Churchill Sponsor VI LLC

constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark Klein, our Chairman,

CEO and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC, and is a non-controlling board

member of Churchill Capital Corp VI.

Churchill Sponsor VII LLC is the sponsor of Churchill Capital

Corp VII, a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition,

stock purchase, reorganization or similar business combination with one or more businesses.

Our investment in Churchill Sponsor VII LLC

constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark Klein, our Chairman,

CEO and President, has a non-controlling interest in the entity that controls Churchill Sponsor VII LLC, and is a non-controlling board

member of Churchill Capital Corp VII.

The Company’s initial investment in Shogun Enterprises,

on February 26, 2021 constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact

that Keri Findley, a former senior managing director of the Company until her departure on March 9, 2022, is a non-controlling member

of the board of directors of Shogun Enterprises, Inc., and holds a minority equity interest in such portfolio company.

On June 11, 2021, Churchill Capital Corp.

II, a special purpose

acquisition company, executed a private investment in public equity transaction in order to acquire shares of Software Luxembourg Holding

alongside the merger of Software Luxembourg Holding S.A.

and Churchill Capital Corp.

Following the merger, Software Luxembourg

changed its name to Skillsoft Corp.

This investment constituted a “remote-affiliate” transaction for purposes

of the 1940 Act in light of the fact that Mark Klein, our Chairman, CEO and President, has a non-controlling interest in the entity that

controls Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp II, and is a non-controlling board member of Churchill Capital

Colombier Sponsor LLC is the sponsor of Colombier Acquisition

Corp., a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition,

stock purchase, reorganization or similar business combination with one or more businesses.

Keri Findley, a former senior managing director

of the Company until her departure on March 9, 2022, and Claire Councill, a former investment professional of the Company until her departure

on April 15, 2022, are non-controlling members of the board of directors of Colombier Acquisition Corp., a special purpose acquisition

company, which is sponsored by Colombier Sponsor LLC, one of the Company’s portfolio companies.

AltC Sponsor LLC is the sponsor of AltC Acquisition Corp.,

a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock

purchase, reorganization or similar business combination with one or more businesses.

The Company’s investment in AltC Sponsor

LLC constituted a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mark D.

Company’s Chairman, Chief Executive Officer and President, has a non-controlling interest in one of the entities that controls

AltC Sponsor LLC, and Allison Green, the Company’s Chief Financial Officer, Chief Compliance Officer, Treasurer and Secretary,

is a non-controlling member of the board of directors of AltC Acquisition Corp.

As of December 31, 2021, $0.7 million of a $2.0 million capital

commitment to True Global Ventures 4 Plus Fund LP had been called and funded.

As of December 31, 2021, the total $10.0 million capital commitment

representing SuRo Capital Corp.’s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and funded.

the year ended December 31, 2021, we capitalized fees of $47,893.

the year ended December 31, 2021, we exited or received proceeds from investments in an amount of $259,698,537, net of transaction costs,

and realized a net gain on investments of $218,735,504 (including adjustments to amounts held in escrow receivable) as shown in following

Portfolio Company

Transaction Date

Average Net Share Price (1)

Realized Gain (2)

Palantir Technologies, Inc.

$ 123,419,184

$ 110,544,068

Palantir Lending Trust SPV I (4)

Residential Homes for Rent, LLC (d/b/a Second Avenue) (5)

SP Holdings Group, Inc.

(d/b/a CorpU) (6)

Skillsoft Corp.

Coursera, Inc.

Tynker (f/k/a Neuron Fuel, Inc.) (9)

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.)

$ 259,698,537

$ 218,188,494

The average net share price is the net share price realized

after deducting all commissions and fees on the sale(s), if applicable.

Realized gain does not include adjustments to amounts held

in escrow receivable.

As of March 4, 2021, all remaining shares of Palantir Technologies,

held by us had been sold.

The Palantir Lending Trust SPV I promissory note was initially

collateralized with 2,260,000 Class A common shares of Palantir Technologies, Inc.

to which SuRo Capital Corp.

retains a beneficial equity

upside interest.

As of December 31, 2021, 512,290 Class A common shares remain in Palantir Lending Trust SPV I, none of which are subject

to lock-up restrictions.

The realized gain from SuRo Capital Corp.’s investment in Palantir Lending Trust SPV I is generated by

the proceeds from the sale of a portion of the shares collateralizing the promissory note to Palantir Lending Trust SPV I and attributable

to the Equity Participation in Underlying Collateral.

During the year ended December 31, 2021, approximately $1.4

million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023.

Of the proceeds received, approximately $1.0 million repaid a portion of the outstanding principal and approximately $0.4 million was

attributed to interest.

As of December 31, 2021, net proceeds includes approximately

$0.3 million in additional proceeds currently held in escrow.

On September 3, 2021, Clever, Inc.

completed its sale to Kahoot!

In connection with this transaction, SuRo Capital Corp.

received 86,800 common shares in Kahoot!

ASA in addition to cash proceeds

and amounts currently held in escrow.

SuRo Capital Corp.

is also eligible to receive cash and Kahoot!

ASA common shares subject to certain

earn-out provisions and contingencies.

As of December 31, 2021, SuRo Capital Corp.’s common shares in Kahoot!

ASA were subject

to certain lock-up restrictions.

As of November 4, 2021, all remaining shares of Coursera, Inc.

held by us had been sold.

As of December 31, 2021, net proceeds includes approximately

$0.4 million in additional proceeds currently held in escrow.

the year ended December 31, 2021, we realized a net investment loss of $0.1 million due to the expiration of our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series A-4 preferred warrants with a strike price of $1.33 on July 18, 2021, and our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series B preferred warrants with a strike price of $2.31 on November 29, 2021.

the year ended December 31, 2021, we did not write-off any investments and our OneValley, Inc.

(f/k/a NestGSV, Inc.) Series A-3

preferred warrants with a strike price of $1.33 expired on April 4, 2021, and our OneValley, Inc.

(f/k/a NestGSV, Inc.)

Series A-4 preferred warrants with a strike price of $1.33 expired on October 6, 2021.

Ended December 31, 2020

the year ended December 31, 2020, we funded investments in an aggregate amount of $31,242,228 (not including capitalized transaction

costs) as shown in the following table:

Portfolio Company

Transaction Date

Gross Payments

Neutron Holdings, Inc.

Junior Preferred Convertible Note 4% Due 5/11/2027

Rent the Runway, Inc.

Preferred Shares, Series G

Palantir Lending Trust SPV I

Collateralized Loan 15% Due 6/19/2022

Coursera, Inc.

Preferred Shares, Series F

Blink Health, Inc.

Preferred Shares, Series A

Blink Health, Inc.

Preferred Shares, Series C

Enjoy Technology, Inc.

Convertible Note 14% Due 1/30/2024

GreenAcreage Real Estate Corp.

Common Shares

GreenAcreage Real Estate Corp.

Common Shares

Residential Homes for Rent, LLC

(d/b/a Second Avenue)

Term Loan 15% Due 12/23/2023

Residential Homes for Rent, LLC

(d/b/a Second Avenue)

Preferred Shares, Series A

the year ended December 31, 2020, we capitalized fees of $190,799.

the year ended December 31, 2020, we exited investments in an amount of $31,245,944, net of transaction costs, and realized a net gain

on investments of $16,441,223 (including U.S.

Treasury investments and adjustments to amounts held in escrow receivable) as shown in

following table:

Portfolio Company

Realized Gain/(Loss) (1)

Parchment, Inc.

4C Insights (f/k/a The Echo Systems Corp.) (3)

Palantir Technologies, Inc.

Palantir Lending Trust SPV I (5)

gain/(loss) does not include amounts held in escrow receivable or any realized gain/(loss)

incurred on the maturity of our U.S.

Treasury investments.

January 31, 2020, Parchment, Inc.

closed a merger with Credentials Solutions.

of the transaction, we received $10,876,621 in net proceeds.

As of December 31, 2020, we

received all escrow proceeds of $90,275.

July 29, 2020, SuRo Capital Corp.

exited its investment in 4C Insights (f/k/a The Echo Systems

In connection with this exit, SuRo Capital Corp.

received 112,374 Class A common

shares in Kinetiq Holdings, LLC in addition to cash proceeds and amounts currently held in

As of December 31, 2020, we have received $12,900 in escrow proceeds, and expect

to receive $43,223 in additional escrow proceeds in 2021.

of December 31, 2020, we held 4,618,952 remaining Class A common shares of Palantir Technologies,

Inc., all of which were subject to lock-up restrictions.

Palantir Lending Trust SPV I promissory note was initially collateralized with 2,260,000

Class A common shares of Palantir Technologies, Inc.

The collateralized loan to Palantir

Lending Trust SPV I matures on June 19, 2022 and includes a 15% interest rate.

collateralized loan, SuRo Capital Corp.

participated in additional upside in a future Palantir

Technologies, Inc.

liquidity event by receiving a percentage of the share price appreciation

as captured in the Equity Participation in Underlying Collateral security.

As of December

31, 2020, the balance of the loan and all guaranteed interest has been fully repaid, and

SuRo Capital Corp.

retains the right to upside on 1,312,290 shares as captured in the Equity

Participation in Underlying Collateral security.

The net proceeds figure does not include

accrued guaranteed interest received of $782,125.

realized gain from SuRo Capital Corp.’s investment in Palantir Lending Trust SPV I is generated

by the proceeds from the sale of a portion of the shares collateralizing the promissory note

to Palantir Lending Trust SPV I and attributable to the Equity Participation in Underlying

the year ended December 31, 2020, we did not write-off any investments and our CUX, Inc.

(d/b/a CorpU) Series D preferred warrants with

a strike price of $4.59, expired on February 14, 2020.

of Operations

of the years ended December 31, 2022, 2021, and 2020

of the Year Ended December 31, 2023, 2022, and 2021

results for the years ended December 31, 2023, 2022, and 2021 are as follows:

15 unchanged sentences

Net realized gain/(loss) on investments

(11,947,504 )

Net change in unrealized appreciation/(depreciation) of investments

1 unchanged sentence

(61,732,964 )

Net Increase/(Decrease) in Net Assets Resulting from Operations

Net Change in Net Assets Resulting from Operations

$ (132,177,053 )

1 unchanged sentence

the year ended December 31, 2023 as compared to the year ended December 31, 2022

income increased to $6,596,780 for the year ended December 31, 2023 from $3,456,193 for the year ended December 31, 2022.

increase between periods was due to increases in interest income from U.S.

Treasury Bills and interest on idle cash, plus an increase

in dividend income from SPBRX, INC.

(f/k/a GSV Sustainability Partners, Inc.).

The increase was offset by a decrease in

interest income from Architect Capital PayJoy SPV, LLC, Residential Homes for Rent, LLC (d/b/a Second Avenue), and a decrease in

dividend income from NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) during the year ended December 31, 2023,

relative to the year ended December 31, 2022.

For the year ended December 31, 2022 as compared

to the year ended December 31, 2021

Investment income increased to $3,456,193 for the year ended December 31,

9 unchanged sentences

31, 2022, relative to the year ended December 31, 2021.

the year ended December 31, 2021 as compared to the year ended December 31, 2020

income decreased to $1,470,842 for the year ended December 31, 2021 from $1,824,127 for the year ended December 31, 2020.

The net decrease

between periods was due to a decrease in dividend income from SPBRX, Inc.

(f/k/a GSV Sustainability Partners, Inc.), and a decrease in

accrued interest income from Palantir Lending Trust SPV I.

The decrease was offset by an increase in dividend income from Aventine Property

Group, Inc., Treehouse Real Estate Investment Trust, Inc., and NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.),

and interest income from the Residential Homes for Rent, LLC (d/b/a Second Avenue) term loan, Enjoy Technology, Inc.

convertible promissory

note, and Architect Capital PayJoy SPV, LLC membership interest in lending SPV during the year ended December 31, 2021, relative to the

year ended December 31, 2020.

the year ended December 31, 2022 as compared to the year ended December 31, 2021

Total operating expenses increased to $18,164,201 for the year ended December

31, 2022 from $11,401,661 for the year ended December 31, 2021.

The increase in operating expense was primarily due to an increase in

interest expense, compensation expense, and professional fees during the year ended December 31, 2022, relative to the year ended December

the year ended December 31, 2021 as compared to the year ended December 31, 2020

operating expenses decreased to $11,401,661 for the year ended December 31, 2021 from $16,338,543 for the year ended December 31, 2020.

The decrease in operating expense was primarily due to the decrease in the recognition of all unvested and unrecognized compensation

cost related to the stock-based compensation plan upon cancellation of all outstanding options on April 28, 2020, as well as a decrease

in interest expense, professional fees, income tax expense, and other expenses during the year ended December 31, 2021, relative to the

year ended December 31, 2020.

Investment Loss

For the year ended December 31, 2023 as compared

to the year ended December 31, 2022

operating expenses increased to $20,036,389 for the year ended December 31, 2023 from $18,164,201 for the year ended December 31,

The increase in operating expense was primarily due to an increase in compensation expense associated with an increased

headcount and stock-based compensation expense, and income tax expense related to blocker corporations, offset by a decrease in

professional fees during the year ended December 31, 2023, relative to the year ended December 31, 2022.

the year ended December 31, 2022 as compared to the year ended December 31, 2021

operating expenses increased to $18,164,201 for the year ended December 31, 2022 from $11,401,661 for the year ended December 31,

The increase in operating expense was primarily due to an increase in interest expense, compensation expense, and professional

fees during the year ended December 31, 2022, relative to the year ended December 31, 2021.

Net Investment Loss

For the year ended December 31, 2023 as compared

to the year ended December 31, 2022

the year ended December 31, 2023, we recognized a net investment loss of $13,439,609, compared to a net investment loss of $14,708,008

for the year ended December 31, 2022.

The change between periods resulted from the increase in operating expenses offset by an increase

in total investment income between periods during the year ended December 31, 2022, relative to the year ended December 31, 2021.

the year ended December 31, 2021 as compared to the year ended December 31, 2020

the year ended December 31, 2021, we recognized net investment loss of $9,930,819, compared to net investment loss of $14,514,416 for

the year ended December 31, 2020.

The change between periods resulted from the decrease in operating expenses between periods during

the year ended December 31, 2021, relative to the year ended December 31, 2020.

Realized Gain/(Loss) on Investments

The change between periods resulted from an increase in total investment income, offset by an increase

in operating expenses during the year ended December 31, 2023, relative to the year ended December 31, 2022.

For the year ended December 31, 2022 as compared

to the year ended December 31, 2021

For the year ended December 31, 2022, we recognized a net investment loss of $14,708,008, compared to a net investment

loss of $9,930,819 for the year ended December 31, 2021.

The change between periods resulted from the increase in operating expenses offset

by an increase in total investment income between periods during the year ended December 31, 2022, relative to the year ended December

Realized Loss on Investments

the year ended December 31, 2023 as compared to the year ended December 31, 2022

the year ended December 31, 2022, we recognized a net realized loss on our investments of $5,905,453, compared to a net realized gain

the year ended December 31, 2023, we recognized a net realized loss on our investments of $11,947,504, compared to a net realized loss

of $5,905,453 for the year ended December 31, 2022.

The components of our net realized gains on portfolio investments for the year

ended December 31, 2022 and 2021, excluding U.S.

Treasury investments and fluctuations in escrow receivables estimates, are reflected

The components of our net realized losses on portfolio investments for the year ended

December 31, 2023 and 2022, excluding short-term U.S.

Treasury bills and fluctuations in escrow receivables estimates, are reflected

in the tables above, under “—Portfolio and Investment Activity.”

the year ended December 31, 2021 as compared to the year ended December 31, 2020

the year ended December 31, 2021, we recognized a net realized gain on our investments of $218,735,504, compared to a net realized gain

of $16,441,223 for the year ended December 31, 2020.

The components of our net realized gains on portfolio investments for the year ended

December 31, 2021 and 2020, excluding U.S.

Treasury investments, are reflected in the tables above, under “—Portfolio and

Investment Activity.”

For the year ended December 31, 2022 as compared

to the year ended December 31, 2021

For the year ended

December 31, 2022, we recognized a net realized loss on our investments of $5,905,453, compared to a net realized gain of

$218,735,504 for the year ended December 31, 2021.

The components of our net realized gains and losses on portfolio investments for

the year ended December 31, 2022 and 2021, excluding U.S.

Treasury investments and fluctuations in escrow receivables estimates, are

reflected in the tables above, under “—Portfolio and Investment Activity.”

Change in Unrealized Appreciation/(Depreciation) of Investments

the year ended December 31, 2023, we had a net change in unrealized appreciation/(depreciation) of $30,453,935.

For the year ended

December 31, 2021, we had a net change in unrealized appreciation/(depreciation) of $(61,732,964).

For the year ended December

31, 2022, we had a net change in unrealized appreciation/(depreciation) of $(111,563,592).

The following tables summarize, by portfolio company, the

significant changes in unrealized appreciation/(depreciation) of our investment portfolio for the year ended December 31, 2022, 2021,

For the year ended December 31, 2021, we had

a net change in unrealized appreciation/depreciation of $(61,732,964).

The following tables summarize, by portfolio company, the significant

changes in unrealized appreciation/(depreciation) of our investment portfolio for the year ended December 31, 2023, 2022, and 2021.

Portfolio Company

Appreciation/(Depreciation)

/(Depreciation)

For the Year Ended

December 31, 2023

True Global Ventures 4 Plus Pte Ltd (1)

Rent the Runway (1)

StormWind, LLC

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (1)

Blink Health, Inc.

Ozy Media, Inc.

PSQ Holdings, Inc.

(d/b/a PublicSquare) (1)

Nextdoor Holdings, Inc.

Learneo, Inc.

(f/k/a Course Hero, Inc.)

Neutron Holdings, Inc.

2 unchanged sentences

(d/b/a Hearth)

Aspiration Partners, Inc.

Rover Group, Inc.

StormWind, LLC

ServiceTitan, Inc.

Varo Money, Inc.

Skillsoft Corp.

Nextdoor Holdings, Inc.

Forge Global, Inc.

(17,594,073 )

Learneo, Inc.

(f/k/a Course Hero, Inc.)

(37,290,369 )

$ (111,563,592 )

The change in unrealized appreciation/(depreciation) reflected

for these investments resulted in full or in part from the full or partial exit of the investment, which resulted in the reversal of

previously accrued unrealized appreciation/(depreciation), as applicable.

“Other” represents investments, including U.S.

Treasury bills, for which individual changes in unrealized appreciation/(depreciation) was less than $1.0 million for the year ended

December 31, 2022.

FourKites, Inc.

Aspiration Partners, Inc.

Orchard Technologies, Inc.

change in unrealized appreciation/(depreciation) reflected for these investments resulted from the full or partial

exit of the investment, which resulted in the reversal of previously accrued unrealized appreciation/(depreciation), as applicable.

represents investments for which individual changes in unrealized appreciation/(depreciation) was less than $1.0 million for the

year ended December 31, 2023.

Portfolio Company

Net Change in Unrealized Appreciation/(Depreciation) For the Year Ended December 31, 2021

Net Change in

Appreciation/

(Depreciation)

For the Year Ended

December 31, 2022

Portfolio Company

Net Change in Unrealized Appreciation/(Depreciation) For the Year Ended December 31, 2020

Net Change in

Appreciation/

(Depreciation)

For the Year Ended

December 31, 2021

True Global Ventures 4 Plus Pte Ltd (1)

Course Hero, Inc.

Palantir Technologies, Inc.

Rent the Runway (1)

Forge Global, Inc.

Coursera, Inc.

StormWind, LLC

Aspiration Partners, Inc.

Course Hero, Inc.

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (1)

Rover Group, Inc.

Forge Global, Inc.

Blink Health, Inc.

StormWind, LLC

Palantir Lending Trust SPV I (1)

(d/b/a CorpU) (1)

Nextdoor Holdings, Inc.

Neutron Holdings, Inc.

(d/b/a/ Lime)

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (1)

4C Insights (f/k/a The Echo Systems Corp.) (1)

Shogun Enterprises, Inc.

(d/b/a Hearth)

Varo Money, Inc.

1 unchanged sentence

Palantir Lending Trust SPV I

StormWind, LLC

Rover Group, Inc.

Enjoy Technology, Inc.

NestGSV, Inc.

(d/b/a GSV Labs, Inc.)

Varo Money, Inc.

Rent the Runway, Inc.

Treehouse Real Estate Investment Trust, Inc.

Ozy Media, Inc.

(10,098,381 )

SharesPost, Inc.

Skillsoft Corp.

Coursera, Inc.

(35,822,601 )

Ozy Media, Inc.

Nextdoor Holdings, Inc.

Palantir Technologies, Inc.

(81,760,272 )

Neutron Holdings, Inc.

(d/b/a/ Lime)

Parchment, Inc.

Forge Global, Inc.

(17,594,073 )

The change in unrealized appreciation/(depreciation) reflected

for these investments resulted from the full or partial exit of the investment, which resulted in the reversal of previously accrued

unrealized appreciation/(depreciation), as applicable.

“Other” represents investments (including U.S.

Treasury bills) for which individual change in unrealized appreciation/(depreciation) was less than $1.0 million for the year ended December

31, 2021 and 2020.

Learneo, Inc.

(f/k/a Course Hero, Inc.)

(37,290,369 )

$ (111,563,592 )

$ (61,732,964 )

change in unrealized appreciation/(depreciation) reflected for these investments resulted from the full or partial exit of the investment,

which resulted in the reversal of previously accrued unrealized appreciation/(depreciation), as applicable.

represents investments (including U.S.

Treasury bills) for which individual change in unrealized appreciation/(depreciation) was

less than $1.0 million for the year ended December 31, 2022 and 2021.

refer to “Note 12—Subsequent Events” to our Consolidated Financial Statements as of December 31, 2023 for details regarding

8 unchanged sentences

the applicable closing conditions are satisfied, at which time the escrow accounts will close and such equity investments will be effectuated.

Notice of Terminating

Custody Agreements

On March 10, 2023, the

Company and U.S.

Bank Trust Company, National Association (the ““Securities Custodian”) ”) and U.S.

Bank National

Association (the “Document Custodian” and, together with the Custodian, the “U.S.

Bank Entities”) agreed to terminate,

effective as of May 9, 2023 or such later date as the parties mutually agree, the Custody Agreement, dated as of October 28, 2022, between

the Company and the Custodian (the “Securities Custody Agreement”), and the Document Custody Agreement, dated as of October

28, 2022, between the Company and the Document Custodian (the “Document Custody Agreement” and, together with the Securities

Custody Agreement, the “Custody Agreements”).

We have commenced a transition process with the U.S.

Bank Entities, and we are

currently in discussions with a number of reputable qualified custodians that we expect will be able to fulfill the Company’s needs

in providing the custodial services currently provided by the U.S.

Bank Entities without disruption.

The termination of the Custody Agreements

followed a determination by the parties that the arrangements set forth by the Custody Agreements were no longer mutually beneficial.

We do not believe that such termination will have a material adverse impact on our operations or financial condition.

Other Information” of this Form 10-K for additional information.

Modified Dutch Auction Tender Offer

On February 14, 2024, our

Board of Directors authorized a modified Dutch Auction tender offer (the “Tender Offer”) to purchase up to 2,000,000 shares

of our common stock at a price per share of not less than $4.00 and not greater than $5.00 in $0.10 increments, using available cash.

The Tender Offer commenced on February 20, 2024 and will expire at 5:00 P.M.

Eastern Time on April 1, 2024, unless extended.

If the Tender

Offer is fully subscribed, we will purchase 2,000,000 shares, or approximately 7.9%, of our outstanding shares of its common stock.

shares tendered may be withdrawn prior to expiration of the Tender Offer.

Based on the number of shares tendered and the prices specified by the tendering stockholders, we will determine

the lowest per-share price that will enable us to acquire up to 2,000,000 shares of our common stock.

All shares accepted in the Tender

Offer will be purchase at the same price even if tendered at a lower price.

and Capital Resources

liquidity and capital resources are generated primarily from the sales of our investments and the net proceeds from public offerings

of our equity and debt securities, including pursuant to our continuous at-the-market offering of shares of our common stock as discussed

below under “At-the-Market Offering”.

In addition, on March 28, 2018, we issued $40.0 million aggregate principal amount

of 4.75% Convertible Senior Notes due 2023, the outstanding principal amount of which we redeemed in full on March 29, 2021.

17, 2021, we issued $75.0 million aggregate principal amount of 6.00% Notes due 2026, all of which remain outstanding.

For additional

information, see below and “Note 10—Debt Capital Activities” to our consolidated financial statements as of December

of our equity and debt securities, including pursuant to our continuous at-the-market offering of shares of our common stock as

discussed below under “Equity Issuances and Debt Capital Activities — At-the-Market Offering”.

In addition, on

December 17, 2021, we issued $75.0 million aggregate principal amount of 6.00% Notes due 2026, all of which remain outstanding.

additional information, see below and “Note 10—Debt Capital Activities” to our Consolidated Financial Statements

as of December 31, 2023.

primary uses of cash are to make investments, pay our operating expenses, and make distributions to our stockholders.

1 unchanged sentence

December 31, 2023 our operating expenses were $20,036,389.

For the years ended December 31, 2021 and 2020, our operating expenses were

$11,401,661 and $16,338,543, respectively.

For the years ended December 31, 2022 and 2021, our operating expenses were $18,164,201 and $11,401,661, respectively.

Cash Reserves and Liquid Securities

7 unchanged sentences

Unrestricted securities (2)

Subject to other sales restrictions (2)

to other sales restrictions (3)

Securities of publicly traded portfolio companies

3 unchanged sentences

$ 243,010,303

“Unrestricted securities” represents common stock

of our publicly traded companies that are not subject to any restrictions upon sale.

We may incur losses if we liquidate these positions

to pay operating expenses or fund new investments.

Securities of publicly traded portfolio companies “subject

to other sales restrictions” represents common stock and options of our publicly traded companies that are subject to certain lock-up

restrictions.

Consists of short-term U.S.

of short-term U.S.

Treasury bills.

“Unrestricted

securities” represents common stock and warrants of our publicly traded portfolio companies that are not subject to any restrictions

We may incur losses.

of publicly traded portfolio companies “subject to other sales restrictions” represents common stock of our publicly

traded portfolio companies that are subject to certain lock-up restrictions.

the year ended December 31, 2023, cash decreased to $28,178,352 from $40,117,598 at the beginning of the year.

The decrease in cash

was primarily due to the purchase of new investments including U.S.

Treasury bills, the payment of our dividends, the Modified Dutch

Auction Tender Offer and share repurchases under the Share Repurchase Program, interest on the 6.00% Notes due 2026, and to pay our

operating expenses offset by proceeds from the sale of public investments and other investment income received.

Currently, we believe we have ample liquidity to support our near-term

capital requirements.

Consistent with past and current practices, we will continue to evaluate our overall liquidity position and take

proactive steps to maintain the appropriate liquidity position based upon the current circumstances.

The decrease was

primarily driven by the purchase of new and follow-on investments, our operating expenses, interest payments on the 6.00% Notes due

2026, and the repurchase of our common stock pursuant to a modified “Dutch Auction” tender offer (the “Modified

Dutch Auction Tender Offer”) and Share Repurchase Program.

The decrease was offset by portfolio investment exits and

investment income received.

we believe we have ample liquidity to support our near-term capital requirements.

Consistent with past and current practices, we will

continue to evaluate our overall liquidity position and take proactive steps to maintain the appropriate liquidity position based upon

the current circumstances.

summary of our significant contractual payment obligations as of December 31, 2023 is as follows:

Payments Due By Period (in millions)

6.00% Notes due 2026 (1)

Operating lease liability

The balance shown for the “Notes” reflects the

principal balance payable to investors for the 6.00% Notes due 2026 as of December 31, 2022.

Refer to “Note 10—Debt Capital

Activities” in our consolidated financial statements as of December 31, 2022 for more information.

the principal balance payable to investors for the 6.00% Notes due 2026 as of December 31, 2023.

Refer to “Note 10—Debt

Capital Activities” in our Consolidated Financial Statements as of December 31, 2023 for more information.

Repurchase Program

the year ended December 31, 2022, the Company repurchased 1,008,676 shares of the Company’s common stock under the Share Repurchase

During the year ended December 31, 2021, the Company did not repurchase any shares of common stock under the Share Repurchase

As 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.

Under the Share Repurchase Program, we may repurchase our outstanding common

stock in the open market provided that we comply with the prohibitions under our insider trading policies and procedures and the applicable

provisions of the 1940 Act and the Exchange Act.

For more information on the Share Repurchase Program, see “Part II, Item 5.

for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities — Issuer Repurchases

of Equity Securities” and “Note 5—Common Stock” to our consolidated financial statements as of December 31, 2022.

the year ended December 31, 2023, we repurchased 186,493 shares of our common stock under the Share Repurchase Program.

During the year

ended December 31, 2022, we repurchased 1,008,676 shares of our 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.

On August 7, 2023, 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) October 31, 2024 or (ii) the repurchase

of $60.0 million in aggregate amount of our common stock.

the Share Repurchase Program, we may repurchase our outstanding common stock in the open market provided that we comply with the

prohibitions under our insider trading policies and procedures and the applicable provisions of the 1940 Act and the Exchange Act

and the rules promulgated thereunder.

For more information on the Share Repurchase Program, see “Item 5.

Market for Registrant’s

Common Equity, Related Stockholder Matters and Issuances of Equity Securities -- Issuer Purchases of Equity Securities” and

“Note 5—Common Stock” to our Consolidated Financial Statements as of December 31, 2023.

Dutch Auction Tender Offer

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 its stockholders, which expired on September 2, 2022.

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 share

and not greater than $7.00 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.

March 17, 2023, we commenced a 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, 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, 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.

Sheet Arrangements

1 unchanged sentence

However, we may employ hedging and other risk management techniques in the future.

Issuances & Debt Capital Activities

Issuances and Debt Capital Activities

At-the-Market

July 29, 2020, the Company entered into an At-the-Market Sales Agreement, dated July 29, 2020 (the “Initial Sales Agreement”),

with BTIG, LLC, JMP Securities LLC, and Ladenburg Thalmann & Co., Inc.

(collectively, the “Agents”).

Under the Initial

Sales Agreement, the Company may, but has no obligation to, issue and sell up to $50.0 million in aggregate amount of shares of its common

stock (the “Shares”) from time to time through the Agents or to them as principal for their own account (the “ATM Program”).

On September 23, 2020, the Company increased the maximum amount of Shares to be sold through the ATM Program to $150.0 million from $50.0

In connection with the upsize of the ATM Program to $150.0 million, the Company entered into the Amendment No.

1 to the At-the-Market

Sales Agreement, dated September 23, 2020, with the Agents.

The Company intends to use the net proceeds from the ATM Program to make

investments in portfolio companies in accordance with its investment objective and strategy and for general corporate purposes.

the year ended December 31, 2022, the Company issued and sold 17,807 shares under the ATM Program at a weighted-average

price of $13.01 per share, for gross proceeds of $231,677 and net proceeds of $229,896, after deducting commissions to the Agents on

As of December 31, 2022, up to approximately $98.8 million in aggregate amount of the Shares remain available for sale under

July 29, 2020, we entered into an At-the-Market Sales Agreement, dated July 29, 2020 (as amended, the “Sales

Agreement”), with BTIG, LLC, JMP Securities LLC, and Ladenburg Thalmann & Co., Inc.

(collectively, the

Under the Initial Sales Agreement, we may, but have no obligation to, issue and sell up to $150.0 million in

aggregate amount of shares of our common stock (the “Shares”) from time to time through the Agents or to them as

principal for their own account (the “ATM Program”).

intend to use the net proceeds from the ATM Program to make investments in portfolio companies in accordance with our investment

objective and strategy and for general corporate purposes.

the year ended December 31, 2023, we did not issue or sell Shares under the ATM program.

As of December 31, 2023, up to approximately

$98.8 million in aggregate amount of the Shares remain available for sale under the ATM Program.

the year ended December 31, 2022, we issued and sold 17,807 Shares under the ATM Program at a weighted-average price of $13.01

per Share, for gross proceeds of $231,677 and net proceeds of $229,896, after deducting commissions to the Agents on Shares sold.

of December 31, 2022, up to approximately $98.8 million in aggregate amount of the Shares remain available for sale under the ATM Program.

to “Note 5—Common Stock” to our Consolidated Financial Statements as of December 31, 2023 for more information regarding

the ATM Program.

During the year ended December 31, 2021, we issued and sold 5,900 shares

under the ATM Program at a weighted-average price of $13.42 per share, for gross proceeds of $79,198 and net proceeds of $78,608, after

deducting commissions to the Agents on shares sold.

As of December 31, 2021, up to approximately $99.0 million in aggregate amount of

the shares remain available for sale under the ATM Program.

Refer to “Note 5—Common Stock” to our consolidated financial statements as of December 31, 2022 for

more information regarding the ATM Program.

Convertible Senior Notes due 2023

March 28, 2018, we issued $40.0 million aggregate principal amount of 4.75% Convertible Senior Notes due 2023, which bore interest at

a fixed rate of 4.75% per year, payable semi-annually in arrears on March 31 and September 30 of each year, commencing on September 30,

We received approximately $38.2 million in proceeds from the offering, net of underwriting discounts and commissions and other

offering expenses.

The 4.75% Convertible Senior Notes due 2023 had a maturity date of March 28, 2023, unless previously repurchased or

converted in accordance with their terms.

We did not have the right to redeem the 4.75% Convertible Senior Notes due 2023 prior to March

March 29, 2021, the Company redeemed $0.3 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023 at a redemption

price equal to 100% of their principal amount ($1,000 per convertible note), plus accrued and unpaid interest thereon, which amounted

to approximately $0.8 million.

As a result of this redemption and prior conversions of the 4.75% Convertible Senior Notes due 2023 into

shares of our common stock by the holders thereof, the 4.75% Convertible Senior Notes due 2023 were no longer outstanding as of March

the year ended December 31, 2021 the Company issued 4,097,808 shares of its common stock and cash for fractional shares

upon the conversion of approximately $37.9 million in aggregate principal amount of the 4.75% Convertible Senior Notes due 2023.

Company also redeemed approximately $0.3 million of aggregate principal amount for cash plus accrued and unpaid interest on March 29,

During 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.

to “Note 10—Debt Capital Activities” to our consolidated financial statements as of December 31, 2022 for more information

regarding the 4.75% Convertible Senior Notes due 2023.

Notes due 2026

11 unchanged sentences

Distributions

The timing and amount of

our distributions, if any, will be determined by our Board of Directors and will be declared out of assets legally available for distribution.

See “Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” in

Part II, Item 5 of this Form 10-K for a list of our past distributions, including dividends and returns of capital, if any,

per share that we have declared since our formation through December 31, 2022.

Accounting Policies

timing and amount of our distributions, if any, will be determined by our Board of Directors and will be declared out of assets legally

available for distribution.

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

of Equity Securities” in Part II, Item 5 of this Form 10-K for a list of our past distributions, including dividends and returns

of capital, if any, per share that we have declared since our formation through December 31, 2023.

Accounting Estimates and Policies

accounting policies and practices are the policies that are both most important to the portrayal of our financial condition and results,

9 unchanged sentences

detail regarding our critical accounting policies and recently issued or adopted accounting pronouncements.

Portfolio Valuation

most significant determination inherent in the preparation of our Consolidated Financial Statements is the valuation of our investment

We consider this determination to be a critical accounting estimate, given the significant judgments and subjective measurements

As of December 31, 2023 and 2022, our investment portfolio valued at fair value represented 90.52% and 74.84% of our net assets,

respectively.

are required to report our investments at fair value.

We follow the provisions of the Financial Accounting Standards Board Accounting

Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures (“ASC 820”).

ASC 820 defines fair

value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure

fair value and enhances disclosure requirements for fair value measurements.

ASC 820 requires us to assume that the portfolio investment

is to be sold in the principal market to independent market participants, which may be a hypothetical market.

Market participants are

defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact.

2 – Significant Accounting Policies – Investments at Fair Value” for more information.

to the inherent uncertainty in the valuation process, the determination of fair value for our investment portfolio may differ materially

from the values that would have been determined had a ready market for the securities existed.

In addition, changes in the market environment,

portfolio company performance and other events that may occur over the lives of the investments may cause the gains or losses ultimately

realized on these investments to be materially different than the valuations currently assigned.

We determine the fair value of each

individual investment and record changes in fair value as unrealized appreciation or depreciation.

2022, the SEC adopted Rule 2a-5 under the 1940 Act (“Rule 2a-5”), which establishes a framework for determining fair value

in good faith for purposes of the 1940 Act.

As adopted, Rule 2a-5 permits boards of directors to designate certain parties to perform

fair value determinations, subject to board oversight and certain other conditions.

The SEC also adopted Rule 31a-4 under the 1940 Act

(“Rule 31a-4”), which provides the recordkeeping requirements associated with fair value determinations.

While our Board

of Directors has not elected to designate a valuation designee, we adopted certain revisions to our valuation policies and procedures

to comply with the applicable requirements of Rule 2a-5 and Rule 31a-4.

the Board of Directors is ultimately and solely responsible for determining the fair value of our investments, we have engaged independent

valuation firms to provide us with valuation assistance with respect to our investments.

Our Board of Directors consulted with an independent

third-party valuation firm in arriving at its determination of fair value for 100% of our portfolio investments as of December 31, 2023

and 2022, exclusive of new portfolio company investments made during the three months ended December 31, 2023 and 2022, respectively.

recognize gains or losses on the sale of investments using the specific identification method.

We recognize interest income, adjusted

for amortization of premium and accretion of discount, on an accrual basis.

We recognize dividend income on the ex-dividend date.

Transaction Costs and Escrow Deposit

and other costs associated with an investment transaction, including legal expenses not reimbursed by the portfolio company, are included

in the cost basis of purchases and deducted from the proceeds of sales.

We make certain acquisitions on secondary markets, which may

involve making deposits to escrow accounts until certain conditions are met, including the underlying private company’s right of

first refusal.

If the underlying private company does not exercise or assign its right of first refusal and all other conditions are

met, then the funds in the escrow account are delivered to the seller and the account is closed.

Such transactions would be reflected

on the Consolidated Statement of Assets and Liabilities as escrow deposits.

As of December 31, 2023 and December 31, 2022, we had no

escrow deposits.

Related-Party

1 unchanged sentence

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 7. Management’s Discussion and Analysis