What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2024-03-14 compared with 2023-03-16 · 1172 added, 1473 removed, 1603 unchanged (62% of the section changed)

1 unchanged sentence

to Financial Statements

of Independent Registered Public Accounting Firm PCAOB ID:

Report of Independent Registered Public Accounting Firm PCAOB ID:

Consolidated Statements of Assets and Liabilities as of December 31, 2023 and 2022

6 unchanged sentences

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Shareholders and Board of Directors of SuRo Capital Corp.

on the Consolidated Financial Statements

have audited the accompanying consolidated statements of assets and liabilities of SuRo Capital Corp.

and subsidiaries (the “Company”)

including the consolidated schedule of investments as of December 31, 2022 and 2021, the related consolidated statements of operations,

cash flows, and changes in net assets for each of the three years in the period ended December 31, 2022, the financial highlights (presented

in Note 8) for each of the three years in the period then ended, and the related notes (collectively referred to as the “financial

statements”).

In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial

position of the Company as of December 31, 2022 and 2021, and the results of its operations, changes in net assets and its cash flows

for each of the three years in the period ended December 31, 2022 and the financial highlights for each of the three years in the period

then ended in conformity with accounting principles generally accepted in the United States of America.

financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s

financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board

(United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S.

securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain

reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit

we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion

on the effectiveness of the Company’s internal control over financial reporting.

To the Shareholders and Board of Directors of

SuRo Capital Corp.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statements

of assets and liabilities of SuRo Capital Corp.

and subsidiaries (the “Company”) including the consolidated schedule of investments

as of December 31, 2023 and 2022, the related consolidated statements of operations, cash flows, and changes in net assets for each of

the three years in the period ended December 31, 2023, the financial highlights (presented in Note 8) for each of the five years in the

period ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”).

In our opinion,

the financial statements and financial highlights present fairly, in all material respects, the financial position of the Company as of

December 31, 2023 and 2022, and the results of its operations, changes in net assets and its cash flows for each of the three years in

the period ended December 31, 2023 and the financial highlights for each of the five years in the period ended December 31, 2023, in conformity

with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility

of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)

and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable

rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit s in accordance with

the standards of the PCAOB.

Those standards require that we plan and perform the audit s to obtain reasonable assurance about whether

the financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were

we engaged to perform, an audit of its internal control over financial reporting.

As part of our audit we are required to obtain an understanding

of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s

internal control over financial reporting.

Accordingly, we express no such opinion.

audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error

or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding

the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant

estimates made by management, as well as evaluating the overall presentation of the financial statements.

Our procedures included confirmation

of investments owned as of December 31, 2022 and 2021, by correspondence with the custodian, loan agents, and borrowers;

were not received, we performed other auditing procedures.

We believe that our audits provide a reasonable basis for our opinion.

critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated

or required to be communicated to the audit committee and that:

(1) related to accounts or disclosures that are material to the financial

statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of the critical audit matter

does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit

matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which they relate.

of Investments – Level 3 Investments in Preferred Stock, Common Stock, Debt Investments and Options

As described in Note 4 to the financial statements, approximately 59% of

the Company’s $242 million total investments in securities as of December 31, 2022 represents investments in level 3 preferred stock,

common stock, debt investments and options issued by private companies whose fair value, as disclosed by management, is determined in

good faith by the Board of Directors.

Management applied significant judgment in determining the fair value of these level 3 investments,

which involved the use of significant unobservable inputs with respect to the revenue and/or other multiples utilized, liquidation value,

financing risk, term to expiration and discount rates.

The principal considerations for our determination that performing procedures

relating to the valuation of level 3 investments in preferred stock, common stock, debt investments and options is a critical audit matter

are the significant judgment involved by management in determining the fair value of these level 3 investments, including the use of various

valuation techniques and significant unobservable inputs, which in turn led to a high degree of auditor judgment, subjectivity, and effort

in performing audit procedures and evaluating the audit evidence obtained relating to the valuation techniques and significant unobservable

the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial

statements and financial highlights.

Our principle audit procedures included, among others:

testing the completeness and accuracy of management’s valuations, including evaluating the appropriateness of management’s

methodologies, evaluating the reasonableness of assumptions and significant unobservable inputs, including revenue and/or other multiples

utilized, liquidation value, financing risk, term to expiration and discount rates;

the involvement of professionals with specialized skills and knowledge to assist in the assessment of the fair values for a sample of

investments, including reviewing the valuation methodologies, assessing the assumptions utilized in developing the estimates, and evaluating

the reasonableness of management’s conclusions in deriving the valuations.

Our audit s included performing procedures to

assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audit s also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

Our procedures included confirmation of investments owned as of December 31, 2023

and 2022, by correspondence with the custodian, loan agents, and borrowers;

when replies were not received, we performed other auditing

We believe that our audit s provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a

matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit

committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially

challenging, subjective, or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on

the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion

on the critical audit matter or on the accounts or disclosures to which it relates.

Valuation of Investments – Level 3 Investments

in Preferred Stock, Common Stock, Debt Investments and Options

As described in Note 4 to the financial statements,

approximately 68% of the Company’s $248 million total investments in securities as of December 31, 2023 represents investments in

level 3 preferred stock, common stock, debt investments and options issued by private companies whose fair value, as disclosed by management,

is determined in good faith by the Board of Directors.

Management applied significant judgment in determining the fair value of these

level 3 investments, which involved the use of significant unobservable inputs with respect to the revenue and/or other multiples utilized,

liquidation value, financing risk, term to expiration and discount rates.

The principal considerations for our determination

that performing procedures relating to the valuation of level 3 investments in preferred stock, common stock, debt investments and options

is a critical audit matter are the significant judgment involved by management in determining the fair value of these level 3 investments,

including the use of various valuation techniques and significant unobservable inputs, which in turn led to a high degree of auditor judgment,

subjectivity, and effort in performing audit procedures and evaluating the audit evidence obtained relating to the valuation techniques

and significant unobservable inputs.

Addressing the matter involved performing procedures

and evaluating audit evidence in connection with forming our overall opinion on the financial statements and financial highlights.

principle audit procedures included, among others:

(i) testing the completeness and accuracy of management’s

valuations, including evaluating the appropriateness of management’s methodologies, evaluating the reasonableness of assumptions

and significant unobservable inputs, including revenue and/or other multiples utilized, liquidation value, financing risk, term to expiration

and discount rates;

(ii) the involvement of professionals with specialized

skills and knowledge to assist in the assessment of the fair values for a sample of investments, including reviewing the valuation methodologies,

assessing the assumptions utilized in developing the estimates, and evaluating the reasonableness of management’s conclusions in

deriving the valuations.

/s/ Marcum LLP

Francisco, CA

have served as the Company’s auditor since 2019.

San Francisco, CA

March 14, 2024

We have served as the Company’s auditor since

CAPITAL CORP.

13 unchanged sentences

Total Investments (cost of $ 276,333,902 and $ 301,128,106 , respectively)

Total Investments

Proceeds receivable

Escrow proceeds receivable

1 unchanged sentence

Deferred financing costs

Prepaid expenses and other assets (1)

expenses and other assets (1)

Accounts payable and accrued expenses (1)

Accrued interest payable

Dividends payable

5 unchanged sentences

Common stock, par value $ 0.01 per share ( 100,000,000 authorized;

28,429,499 and 31,118,556 issued and outstanding, respectively)

25,445,805 and

28,429,499 issued and outstanding, respectively)

Paid-in capital in excess of par

2 unchanged sentences

( 64,832,605 )

Accumulated net realized gain on investments, net of distributions

Accumulated net realized gain/(loss) on investments, net of distributions

( 12,348,772 )

Accumulated net unrealized appreciation/(depreciation) of investments

2 unchanged sentences

$ 203,357,646

$ 210,020,702

Net Asset Value Per Share

3 unchanged sentences

Related Deposits ” for more detail.

of December 31, 2022, the 6.00 % Notes due December 30, 2026 (effective interest rate of 6.53 %)

of December 31, 2023, the 6.00 % Notes due December

30, 2026 (the “ 6.00 % Notes due 2026”) (effective

interest rate of 6.53 % )

had a face value $ 75,000,000 .

As of December 31, 2021, the 6.00 % Notes due December 30, 2026

(effective interest rate of 6.13 %) had a face value $ 75,000,000 .

Refer to “Note 10—Debt

Capital Activities” for a reconciliation of the carrying value to the face value.

As of December 31, 2022, the 6.00 %

Notes due 2026 (effective

interest rate of 6.53 % )

had a face value $ 75,000,000 .

Refer to “Note

10—Debt Capital Activities” for a reconciliation of the carrying value to the face value.

CAPITAL CORP.

7 unchanged sentences

Non-controlled/affiliate investments:

Interest income/(reversal of accrued interest)

Dividend income

20 unchanged sentences

( 1,185,273 )

( 5,835,074 )

Non-controlled/affiliate investments

( 10,762,231 )

Net Realized Gain/(Loss) on Investments

( 11,947,504 )

( 5,905,453 )

Change in Unrealized Appreciation/(Depreciation) of Investments:

5 unchanged sentences

( 2,902,517 )

( 8,786,596 )

Controlled investments

8 unchanged sentences

accompanying notes to consolidated financial statements.

(1) For the year ended December 31, 2021, this balance includes $ 209,360 of stock-based compensation expense related

to the 2020 annual non-employee director grants.

(1) Includes interest income earned on idle cash.

to “Note 11 — Stock-Based Compensation” for more detail.

(2) As of December 31, 2022 and 2021, there were no potentially dilutive securities outstanding.

For the year ended December 31, 2020, 0 potentially dilutive common shares were excluded from the weighted average common shares outstanding

for diluted net change in net assets resulting from operations per common share because the effect of these shares would have been anti-dilutive.

of December 31, 2023, 2022, and 2021, there were no potentially dilutive securities outstanding.

Refer to “Note 6 — Net Change in Net Assets Resulting from Operations per Common

Share — Basic and Diluted”.

CAPITAL CORP.

9 unchanged sentences

( 11,947,504 )

( 5,905,453 )

Net change in unrealized appreciation/(depreciation) of investments

7 unchanged sentences

( 212,197,025 )

( 16,947,366 )

Total Distributions

1 unchanged sentence

( 212,197,025 )

( 16,947,366 )

Change in Net Assets Resulting from Capital Transactions

Issuance of common stock from public offering

Issuance of common stock from conversion of 4.75 % Convertible Notes due 2023

Stock-based compensation (1)

Issuance of common stock from conversion of 4.75 % Convertible Notes due 2023

Issuance of common stock from stock dividend

4 unchanged sentences

( 11,729,878 )

( 19,207,045 )

Total Change in Net Assets

( 6,663,056 )

( 154,825,922 )

Net Assets at Beginning of Year

14 unchanged sentences

accompanying notes to consolidated financial statements.

the year ended December 31, 2020, this balance includes $ 1,962,431 of accelerated recognition of compensation

cost related to the cancellation of unvested options on April 28, 2020.

Refer to “Note 11—

Stock-Based Compensation” for more detail.

to “Note 11 — Stock-Based Compensation” for more detail.

CAPITAL CORP.

9 unchanged sentences

( 218,735,504 )

( 16,441,223 )

Net change in unrealized (appreciation)/depreciation of investments

4 unchanged sentences

Adjustments to escrow proceeds receivable

Accrued interest on U.S.

Treasury bills

Forfeited interest on 4.75 % Convertible Senior Notes due 2023

19 unchanged sentences

Accounts payable and accrued expenses

Payable to executive officers

( 1,369,873 )

Income tax payable

2 unchanged sentences

( 110,559,593 )

( 23,624,159 )

Cash Flows from Financing Activities

10 unchanged sentences

( 103,458,098 )

( 14,659,850 )

Cash paid for fractional shares

Deferred financing costs

Net Cash Provided by/(Used in) Financing Activities

Net Cash Used in Financing Activities

( 14,322,342 )

( 47,759,887 )

( 31,006,972 )

Total Increase/(Decrease) in Cash Balance

( 11,939,246 )

( 158,319,480 )

Cash Balance at Beginning of Year

Cash Balance at End of Year

$ 198,437,078

Supplemental Information:

2 unchanged sentences

accompanying notes to consolidated financial statements.

the year ended December 31, 2020, this balance includes $ 1,962,431 of accelerated recognition

of compensation cost related to the cancellation of unvested options on April 28, 2020.

to “Note 11— Stock-Based Compensation” for more detail.

CAPITAL CORP.

3 unchanged sentences

Headquarters/

Date of Initial Investment

Date of Initial

NON-CONTROLLED/NON-AFFILIATE

Learneo, Inc.

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

(f/k/a Course

Redwood City, CA

2 unchanged sentences

Preferred shares, Series C 8%

Online Education

ServiceTitan, Inc.

Common shares

Contractor Management Software

Blink Health, Inc.

2 unchanged sentences

Preferred shares, Series C

Orchard Technologies, Inc.

Preferred shares, Series D

Real Estate Platform

Simple Agreement for Future Equity

Locus Robotics Corp.

2 unchanged sentences

Warehouse Automation

Aspiration Partners, Inc.

Marina Del Rey, CA

Preferred shares, Series A

Financial Services

Preferred shares, Series C

Fitness Technology

Forge Global, Inc.

San Francisco, CA

Common shares (3)(14) **(3)(14)

Online Marketplace Finance

Nextdoor Holdings, Inc.**

San Francisco, CA

Common shares, Class B (3) **(3)

Social Networking

NewLake Capital Partners, Inc.

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

New Canaan, CT

shares ***(3)

Cannabis REIT

Shogun Enterprises, Inc.

Enterprises, Inc.

(d/b/a Hearth) (13)

2 unchanged sentences

Preferred shares, Series B-2 (13)

Convertible Note 0.5%, Due 4/18/2024 ***

True Global Ventures 4 Plus Pte Ltd ** (8)

Preferred shares, Series B-3 (13)

Preferred shares, Series B-4 (13)

Common Warrants, Strike Price $0.01, Expiration

Date 7/12/2026 (13)

Common shares

Supply Chain Technology

Technologies, Inc.

Preferred shares, Series D 8% (12)

Real Estate Platform

Senior Preferred shares, Series 2 (12)

Senior Preferred shares, Series 1 7% (12)

Common shares (12)

Global Ventures 4 Plus Pte Ltd **

Singapore, Singapore

1 unchanged sentence

Venture Investment Fund

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

Preferred shares, Series A (6)

Real Estate Platform

loan 15%, Due 12/23/2023 ***(11)

Singapore, Singapore

Neutron Holdings, Inc.

San Francisco, CA

Junior Preferred shares, Series 1-D

Micromobility

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

Common Warrants, Strike Price $0.01, Expiration

Date 5/11/2027

San Francisco, CA

Common shares (3) **(3)

Retail Technology

Preferred shares, Investec Series **

Online Marketplace Finance

San Francisco, CA

1 unchanged sentence

Mobile Access Technology

Property Group, Inc.

Common shares*** ***(11)

Cannabis REIT

Varo Money, Inc.**

Simple Agreement for Future Equity

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

Preferred shares, Series A (6) (6)

Real Estate Platform

San Francisco, CA

7 unchanged sentences

Headquarters/

Date of Initial Investment

Skillsoft Corp.**

Date of Initial

Aventine Property Group,

Common shares*** ***

Online Education

Commercial Streaming Solutions Inc.

Cannabis REIT

Holdings Limited (d/b/a Xpoint) ** (7)

Philadelphia, PA

Convertible Note 6%, Due 10/17/2024 (4) **(7)(4)

Geolocation Technology

Streaming Solutions Inc.

(d/b/a BettorView) (7)

2 unchanged sentences

Interactive Media & Services

(d/b/a Prophet Exchange) (7)

Simple Agreement for Future Equity (7)

Sports Betting

Sponsor LLC ** (10)(14)

Common shares, Class B **(10)(14)

Special Purpose Acquisition Company

Common shares, Class A **(10)(14)

Total **(10)(14)

Skillsoft Corp.

Common shares (3) **(3)

Online Education

(d/b/a Compliable) (7)

1 unchanged sentence

Gaming Licensing

Xgroup Holdings Limited (d/b/a Xpoint)** (7)

Convertible Note 6%, Due 8/17/2023 ***

Geolocation Technology

YouBet Technology, Inc.

(d/b/a FanPower) (7)

Preferred shares, Series Seed-2 (7)

Digital Media Technology

EDGE Markets, Inc.

Markets, Inc.

San Diego, CA

1 unchanged sentence

Gaming Technology

Churchill Sponsor VII LLC ** (12)

Common share units **(12)

Special Purpose Acquisition Company

Warrant units **(12)

AltC Sponsor LLC ** (12)

Share units **(12)

Special Purpose Acquisition Company

Rent the Runway, Inc.**

Common shares (3)

Subscription Fashion Rental

Churchill Sponsor VI LLC ** (12)

Sponsor VII LLC ** (10)

Common share units **(10)

1 unchanged sentence

Warrant units **(10)

Common shares (3)

Education Software

Neutron Holdings, Inc.

(d/b/a/ Lime)

Nextdoor Holdings, Inc.**

San Francisco, CA

Junior Preferred shares, Series 1-D

Micromobility

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

Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027

Common shares, Class B (3) **(3)

Social Networking

Technology, Inc.

(d/b/a FanPower) (7)

Preferred shares, Series Seed-2 (7)

Digital Media Technology

Kinetiq Holdings, LLC

Philadelphia, PA

Common shares, Class A

Social Data Platform

Singapore, Singapore

Common shares **

Retail Technology

Preferred shares, Investec Series **

Partners, Inc.

Marina Del Rey, CA

Preferred shares, Series A

Financial Services

Preferred shares, Series C-3

Fullbridge, Inc.

3 unchanged sentences

Note 1.47%, Due 11/9/2021 (4)(11) (4)(11)

Treehouse Real Estate Investment Trust, Inc.

Treehouse Real Estate Investment

Common shares

Cannabis REIT

Kinetiq Holdings, LLC

Philadelphia, PA

Common shares, Class A

Social Data Platform

Total Non-controlled/Non-affiliate

7 unchanged sentences

Headquarters/

Date of Initial Investment

Date of Initial

NON-CONTROLLED/AFFILIATE (1)

6 unchanged sentences

Preferred shares, Series A 8% (1)(5)

Holdings, Inc.

(d/b/a PublicSquare) ** (3)(15)

West Palm Beach, FL

Common shares, Class A **(1)(3)(15)

E-Commerce Marketplace

Warrants, Strike Price $11.50, Expiration Date 7/19/2028 **(1)(3)(15)

Total **(1)(3)(15)

OneValley, Inc.

(f/k/a NestGSV, Inc.)

(f/k/a NestGSV,

San Mateo, CA

Derivative Security, Expiration Date 8/23/2024 (10) (1)(10)

Derivative Security, Expiration

Date 8/23/2024 (9) (1)(9)

Global Innovation Platform

Convertible Promissory Note 8% Due 8/23/2024 (4)(10) (1)(4)(10)

Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)

Ozy Media, Inc.

Mountain View, CA

Preferred shares, Series C-2 6% (1)

Digital Media Platform

Preferred shares, Series B 6% (1)

Preferred shares, Series A 6% (1)

Preferred shares, Series Seed 6% (1)

Common Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)

Promissory Note 8% Due 8/23/2024 (4) (1)(4)

Maven Research, Inc.

9 unchanged sentences

CONTROLLED (2)

Architect Capital PayJoy SPV, LLC**

Architect Capital PayJoy

San Francisco, CA

1 unchanged sentence

Mobile Finance Technology

Colombier Sponsor LLC ** (12)

Sponsor II LLC ** (10)

Palm Beach, FL

Class B Units **(2)(10)

1 unchanged sentence

Class W Units **(2)(10)

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

Total **(2)(10)

(f/k/a GSV Sustainability

Partners, Inc.)

Cupertino, CA

15 unchanged sentences

SCHEDULE OF INVESTMENTS - continued

portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified.

Equity investments are

subject to lock-up restrictions upon their initial public offering (“IPO”).

Preferred dividends are generally only payable

when declared and paid by the portfolio company’s board of directors.

The Company’s directors, officers, employees and

staff, as applicable, may serve on the board of directors of the Company’s portfolio investments.

(Refer to “Note 3—Related-Party

Arrangements”).

All portfolio investments are considered Level 3 and valued using significant unobservable inputs, unless otherwise

portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise

Equity investments are subject to lock-up restrictions upon their initial public

offering (“IPO”).

Preferred dividends are generally only payable when declared

and paid by the portfolio company’s board of directors.

The Company’s directors,

officers, employees and staff, as applicable, may serve on the board of directors of the

Company’s portfolio investments.

(Refer to “Note 3—Related-Party Arrangements”).

All portfolio investments are considered Level 3 and valued using significant unobservable

inputs, unless otherwise noted.

(Refer to “Note 4—Investments at Fair Value”).

All of the Company’s portfolio investments are restricted

as to resale, unless otherwise noted, and were valued at fair value as determined in good faith by the Company’s Board of Directors.

(Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ”).

All of the Company’s portfolio investments are restricted as to resale, unless otherwise

noted, and were valued at fair value as determined in good faith by the Company’s Board

of Directors.

(Refer to “Note 2—Significant Accounting Policies— Investments

at Fair Value ”).

assets that SuRo Capital Corp.

believes do not represent “qualifying assets” under Section 55(a) of the Investment Company

Act of 1940, as amended (the “1940 Act”).

Of the Company’s total investments as of December 31, 2022, 14.47 % of

its total investments are non-qualifying assets.

believes do not represent “qualifying assets”

under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”).

Of the Company’s total investments as of December 31, 2023, 14.03 % of its total investments

are non-qualifying assets.

*** Investment

is income-producing.

Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined

in the 1940 Act.

In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp.

(1) “Affiliate

Investments” are investments in those companies that are “Affiliated Companies”

of SuRo Capital Corp., as defined in the 1940 Act.

In general, a company is deemed to be

an “Affiliate” of SuRo Capital Corp.

if SuRo Capital Corp.

owns, directly or indirectly, between 5% and 25% of the voting securities ( i.e.

, securities with the right to elect directors)

of such company.

For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14,

refer to “Note 4—Investments at Fair Value”.

Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined

in the 1940 Act.

In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company beneficially

owns, directly or indirectly, more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors)

and/or had the power to exercise control over the management or policies of such portfolio company.

For the Schedule of Investments

In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair

beneficially owns,

directly or indirectly, between 5% and 25% of the voting securities ( i.e.

with the right to elect directors) of such company.

For the Schedule of Investments In, and

Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note

4—Investments at Fair Value”.

Investments” are investments in those companies that are “Controlled Companies”

of SuRo Capital Corp., as defined in the 1940 Act.

In general, under the 1940 Act, the Company

would “Control” a portfolio company if the Company beneficially owns, directly

or indirectly, more than 25% of its outstanding voting securities (i.e., securities with

the right to elect directors) and/or had the power to exercise control over the management

or policies of such portfolio company.

For the Schedule of Investments In, and Advances To,

Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments

at Fair Value”.

an investment considered Level 1 or Level 2 and valued using observable inputs.

Refer to “Note 4—Investments at Fair

“Note 4—Investments at Fair Value”.

of December 31, 2023, the investments noted had been placed on non-accrual status.

Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s wholly owned subsidiary, GSVC SW

Holdings, Inc.

Capital Corp.’s investments in preferred shares of Residential Homes for Rent, LLC (d/b/a Second Avenue) are held through SuRo

Capital Corp.’s wholly owned subsidiary, GSVC AV Holdings, Inc.

Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s

wholly owned subsidiary, GSVC SW Holdings, Inc.

Capital Corp.’s investment in preferred shares of Residential Homes for Rent, LLC

(d/b/a Second Avenue) are held through SuRo Capital Corp.’s wholly owned subsidiary,

GSVC AV Holdings, Inc.

Capital Corp.’s investments in Commercial Streaming Solutions Inc.

(d/b/a BettorView), YouBet Technology, Inc.

(d/b/a FanPower),

(d/b/a Compliable), EDGE Markets, Inc., and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s

wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo Sports”).

CAPITAL CORP.

AND SUBSIDIARIES

SCHEDULE OF INVESTMENTS - continued

Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through SuRo Capital Corp.’s wholly owned

subsidiary, GSVC SVDS Holdings, Inc.

As of December 31, 2022, $ 0.7 million of a $ 2.0 million capital commitment to True Global Ventures

4 Plus Fund LP had been called and funded.

(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.

do not entitle SuRo Capital Corp.

to a preferred dividend.

SuRo Capital Corp.

does not anticipate that SPBRX, INC.

will pay distributions on a quarterly or regular

basis or become a predictable distributor of distributions.

(d/b/a BettorView),

YouBet Technology, Inc.

(d/b/a FanPower), Rebric, Inc.

(d/b/a Compliable), EDGE Markets,

Inc., Xgroup Holdings Limited (d/b/a Xpoint), and Stake Trade, Inc.

(d/b/a Prophet Exchange)

are held through SuRo Capital Corp.’s wholly owned subsidiary, SuRo Capital Sports,

LLC (“SuRo Sports”).

Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through

SuRo Capital Corp.’s wholly owned subsidiary, GSVC SVDS Holdings, Inc.

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.

August 23, 2019, SuRo Capital Corp.

amended the structure of its investment in OneValley, Inc.

amended the structure of its investment in OneValley,

(f/k/a NestGSV, Inc.).

the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security.

As part of the agreement, SuRo Capital Corp.’s equity holdings

(warrants notwithstanding) were restructured into a derivative security.

OneValley, Inc.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024, while SuRo Capital Corp.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,

ending August 23, 2024, while SuRo Capital Corp.

can put the shares to OneValley, Inc.

(f/k/a NestGSV, Inc.) at the end of the five year period.

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.

Denotes an investment that is the sponsor of 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.

On of November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with the Company became

March 22, 2022, Forge Global Holdings, Inc., completed its business combination with Motive Capital Corp.

As a result of the

transaction, each share of Forge Global, Inc.’s capital stock outstanding prior to the business combination was exchanged at

the designated exchange ratio of approximately 3.123 .

In addition, each warrant of Forge Global, Inc.

was exchanged into warrants exercisable into common stock based on the exchange

ratio of 3.123 .

The exercise price of each converted warrant was determined by dividing the exercise price of the respective Forge Global, Inc.

warrants by the exchange ratio, rounded to the nearest whole cent.

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.

exercise was effectuated on September 30, 2022.

NestGSV, Inc.) at the end of the five year period.

an investment that is the sponsor of 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.

November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with

the Company became past due.

January 13, 2023, SuRo Capital Corp.

invested $ 2.0 million in Orchard Technologies, Inc.’s

Series 1 Senior Preferred financing round.

As part of the transaction, SuRo Capital Corp.

exchanged a portion of its existing Series D Preferred shares investment for Series 1 Senior

Preferred shares, Series 2 Senior Preferred shares, and Common shares.

Additionally, SuRo

Capital Corp.’s previous investment in the Simple Agreement for Future Equity was converted

into additional Series 1 Senior Preferred shares.

July 12, 2023, SuRo Capital Corp.

invested $ 0.5 million in Shogun Enterprises, Inc.

Hearth)’s Series B-4 Preferred financing round.

As part of the transaction, the previous

investment in the Convertible Note was converted into Series B-3 Preferred shares.

Additionally,

SuRo Capital Corp.

received Common Warrants as part of the transaction.

July 11, 2023, AltC Acquisition Corp.

announced it signed a definitive agreement to merge

with Oklo, Inc.

As part of the transaction, SuRo Capital Corp.’s Share units converted

to 24,900 Class A Common shares and 214,400 Class B Common shares.

July 19, 2023, Colombier Acquisition Corp.

(“Colombier”) stockholders approved

a business combination with PSQ Holdings, Inc.

(d/b/a PublicSquare) and related proposals at

a special meeting.

Also on July 19, 2023, PSQ Holdings, Inc.

announced that it had consummated

the business combination with Colombier pursuant to a merger agreement between the parties,

creating the resultant combined company PSQ Holdings, Inc.

(d/b/a PublicSquare).

Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare) Class A Common shares are subject

to certain restrictions on transfer, while the Company’s PSQ Holdings, Inc.

are freely tradable.

CAPITAL CORP.

1 unchanged sentence

SCHEDULE OF INVESTMENTS

Headquarters/

of Initial Investment

Portfolio Investments *

Headquarters/

Date of Initial Investment

Date of Initial

NON-CONTROLLED/NON-AFFILIATE

Course Hero, Inc.

Learneo, Inc.

(f/k/a Course

Redwood City, CA

2 unchanged sentences

Preferred shares, Series C 8%

Forge Global, Inc.

San Francisco, CA

Common shares, Class AA

Online Marketplace Finance

Junior Preferred shares

Junior Preferred warrants, Strike Price $12.42, Expiration Date 11/9/2025

Online Education

Blink Health, Inc.

2 unchanged sentences

Preferred shares, Series C

Nextdoor Holdings, Inc.**

San Francisco, CA

Common shares (3) **(3)

Social Networking

Aspiration Partners, Inc.

Orchard Technologies, Inc.

Preferred shares, Series D

Real Estate Platform

Simple Agreement for Future Equity

Locus Robotics Corp.

Wilmington, MA

Preferred shares, Series F

Warehouse Automation

Partners, Inc.

Marina Del Rey, CA

2 unchanged sentences

Preferred shares, Series C-3

Singapore, Singapore

Common shares **

Retail Technology

Preferred shares, Investec series **

Orchard Technologies, Inc.

Preferred shares, Series D

Real Estate Platform

Skillsoft Corp.

Common shares (3) **(3)(18)

Online Education

Varo Money, Inc.

Preferred shares, Series C

Fitness Technology

San Francisco, CA

Common shares (3)(14) **(3)(14)

Financial Services

Online Marketplace Finance

Nextdoor Holdings, Inc.

San Francisco, CA

Common shares, Class B (3) **(3)

Social Networking

NewLake Capital Partners, Inc.

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

(f/k/a GreenAcreage

Real Estate Corp.) **

New Canaan, CT

Common shares*** (3) **(3)***

Cannabis REIT

Rover Group, Inc.

Common shares (3) **(3)(13)

Peer-to-Peer Pet Services

Shogun Enterprises, Inc.

(d/b/a Hearth)

Preferred shares, Series B-1

1 unchanged sentence

Preferred shares, Series B-2

Enjoy Technology, Inc.**

Menlo Park, CA

Convertible Note 0.5%, Due 4/18/2024*** ***

Global Ventures 4 Plus Pte Ltd ** (8)

Singapore, Singapore

Limited Partner Fund Investment **(8)

Venture Investment Fund

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

Preferred shares, Series

Real Estate Platform

loan 15%, Due 12/23/2023*** (11) ***(11)

Singapore, Singapore

Common shares **

On-Demand Commerce

Neutron Holdings, Inc.

(d/b/a/ Lime)

Retail Technology

Preferred shares, Investec Series **

San Francisco, CA

Junior Preferred shares, Series 1-D

Micromobility

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

Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027

Preferred shares

Mobile Access Technology

Aventine Property Group,

Common shares*** ***

Cannabis REIT

Varo Money, Inc.

San Francisco, CA

Common shares **

Financial Services

accompanying notes to consolidated financial statements.

4 unchanged sentences

Headquarters/

Date of Initial Investment

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

Preferred shares, Series A (6)

Real Estate Platform

Term loan 15%, Due 12/23/2023*** (14) ***(14)

San Francisco, CA

Preferred shares

Mobile Access Technology

Rent the Runway, Inc.**

Common shares (3) (3)**

Subscription Fashion Rental

Aventine Property Group, Inc.

Date of Initial

Skillsoft Corp.**

Common shares (3) **(3)

Cannabis REIT

Commercial Streaming Solutions Inc.

Online Education

Streaming Solutions Inc.

(d/b/a BettorView) (7)

5 unchanged sentences

Gaming Licensing

Palantir Lending Trust SPV I ** ( 11)

Palo Alto, CA

Equity Participation in Underlying Collateral (3) (11)**(3)

Data Analysis

True Global Ventures 4 Plus Pte Ltd ** (8)

Singapore, Singapore

Limited Partner Fund Investment **(8)

Venture Investment Fund

YouBet Technology, Inc.

(d/b/a PickUp) (7)

Holdings Limited (d/b/a Xpoint) ** (7)

Convertible Note 6%, Due 8/17/2023*** **(7)***

Geolocation Technology

Technology, Inc.

(d/b/a FanPower) (7)

Preferred shares, Series Seed-2 (7)

Digital Media Technology

Common shares (3) **(3)(19)

Education Software

Churchill Sponsor VII LLC ** (17)

Markets, Inc.

San Diego, CA

Preferred shares, Series Seed (7)

Gaming Technology

Sponsor VII LLC ** (12)

Common share units **(12)

1 unchanged sentence

Warrant units **(12)

AltC Sponsor LLC ** (17)

Sponsor LLC ** (12)

Share units **(12)

Special Purpose Acquisition Company

Churchill Sponsor VI LLC ** (17)

Rent the Runway, Inc.

Common shares (3) **(3)

Subscription Fashion Rental

Sponsor VI LLC ** (12)

Common share units **(12)

1 unchanged sentence

Warrant units **(12)

Common shares (3) **(3)

Education Software

Neutron Holdings, Inc.

San Francisco, CA

Junior Preferred shares, Series 1-D

Micromobility

Preferred Convertible Note 4% Due 5/11/2027 (4) (4)

Common Warrants, Strike Price $0.01, Expiration

Date 5/11/2027

Fullbridge, Inc.

2 unchanged sentences

Business Education

Promissory Note 1.47%, Due 11/9/2021 (4)(20) (4)(20)

Treehouse Real Estate Investment Trust, Inc.

Note 1.47%, Due 11/9/2021 (4)(13) (4)(13)

Treehouse Real Estate Investment

Common shares

13 unchanged sentences

Headquarters/

Date of Initial Investment

Date of Initial

NON-CONTROLLED/AFFILIATE (1)

StormWind, LLC (5)

Scottsdale, AZ

5 unchanged sentences

OneValley, Inc.

(f/k/a NestGSV, Inc.)

(f/k/a NestGSV,

San Mateo, CA

Derivative Security, Expiration Date 8/23/2024 (10) (1)

Derivative Security, Expiration

Date 8/23/2024 (10) (1)(10)

Global Innovation Platform

Convertible Promissory Note 8% Due 8/23/2024 (4)(10) (1)

Preferred Warrant Series B, Strike Price $2.31, Expiration Date 5/29/2022 (1)

Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/2023 (1)

Convertible Promissory Note

8% Due 8/23/2024 (4)(10) (1)(4)(10)

Preferred Warrant Series B, Strike Price $2.31,

Expiration Date 12/31/2023 (1)

Ozy Media, Inc.

2 unchanged sentences

Digital Media Platform

Common Warrants, Strike Price $0.01, Expiration Date 4/9/2028 (1)

Preferred shares, Series B 6% (1)

1 unchanged sentence

Preferred shares, Series Seed 6% (1)

Common Warrants, Strike Price $0.01, Expiration

Date 4/9/2028 (1)

Maven Research, Inc.

13 unchanged sentences

Mobile Finance Technology

Colombier Sponsor LLC ** (17)

Sponsor LLC ** (12)

Class B Units (2)**(12)

2 unchanged sentences

Total (2)**(12)

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

(f/k/a GSV Sustainability

Partners, Inc.)

Cupertino, CA

6 unchanged sentences

$ 157,188,578

Treasury bill, 0%, due

3/30/2023*** (3) ***(3)

Treasury bill, 0%, due 6/29/2023*** (3) ***(3)

TOTAL INVESTMENTS

$ 301,128,106

$ 242,245,395

accompanying notes to consolidated financial statements.

portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified.

Equity investments are

subject to lock-up restrictions upon their initial public offering (“IPO”).

Preferred dividends are generally only payable

when declared and paid by the portfolio company’s board of directors.

The Company’s directors, officers, employees and

staff, as applicable, may serve on the board of directors of the Company’s portfolio investments.

(Refer to “Note 3—Related-Party

Arrangements”).

All portfolio investments are considered Level 3 and valued using significant unobservable inputs, unless otherwise

(Refer to “Note 4—Investments at Fair Value”).

All of the Company’s portfolio investments are restricted

as to resale, unless otherwise noted, and were valued at fair value as determined in good faith by the Company’s Board of Directors.

(Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ”).

assets that SuRo Capital Corp.

believes do not represent “qualifying assets” under Section 55(a) of the Investment Company

Act of 1940, as amended (the “1940 Act”).

Of the Company’s total investments as of December 31, 2021, 26.91 % of

its total investments are non-qualifying assets.

is income-producing.

CAPITAL CORP.

1 unchanged sentence

SCHEDULE OF INVESTMENTS - continued

Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined

in the 1940 Act.

In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp.

portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise

Equity investments are subject to lock-up restrictions upon their initial public

offering (“IPO”).

Preferred dividends are generally only payable when declared

and paid by the portfolio company’s board of directors.

The Company’s directors,

officers, employees and staff, as applicable, may serve on the board of directors of the

Company’s portfolio investments.

(Refer to “Note 3—Related-Party Arrangements”).

All portfolio investments are considered Level 3 and valued using significant unobservable

inputs, unless otherwise noted.

(Refer to “Note 4—Investments at Fair Value”).

All of the Company’s portfolio investments are restricted as to resale, unless otherwise

noted, and were valued at fair value as determined in good faith by the Company’s Board

of Directors.

(Refer to “Note 2—Significant Accounting Policies— Investments

at Fair Value ”).

assets that SuRo Capital Corp.

believes do not represent “qualifying assets”

under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”).

Of the Company’s total investments as of December 31, 2022, 14.47 % of its total investments

are non-qualifying assets.

*** Investment

is income-producing.

(1) “Affiliate

Investments” are investments in those companies that are “Affiliated Companies”

of SuRo Capital Corp., as defined in the 1940 Act.

In general, a company is deemed to be

an “Affiliate” of SuRo Capital Corp.

if SuRo Capital Corp.

5% or more of the voting securities ( i.e.

, securities with the right to elect directors) of such company.

For the Schedule

of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments

beneficially owns,

directly or indirectly, between 5% and 25% of the voting securities ( i.e.

with the right to elect directors) of such company.

For the Schedule of Investments In, and

Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note

4—Investments at Fair Value”.

Investments” are investments in those companies that are “Controlled Companies”

of SuRo Capital Corp., as defined in the 1940 Act.

In general, under the 1940 Act, the Company

would “Control” a portfolio company if the Company beneficially owns, directly

or indirectly, more than 25% of its outstanding voting securities (i.e., securities with

the right to elect directors) and/or had the power to exercise control over the management

or policies of such portfolio company.

For the Schedule of Investments In, and Advances To,

Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments

at Fair Value”.

Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined

in the 1940 Act.

In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company owned

more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors) and/or had the power to exercise

control over the management or policies of such portfolio company.

For the Schedule of Investments In, and Advances To, Affiliates,

as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.

an investment considered Level 1 or Level 2 and valued using observable inputs.

Refer to “Note 4—Investments at Fair

“Note 4—Investments at Fair Value”.

of December 31, 2022, the investments noted had been placed on non-accrual status.

Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s wholly owned subsidiary, GSVC SW

Holdings, Inc.

Capital Corp.’s investments in preferred shares in Residential Homes for Rent, LLC (d/b/a Second Avenue) are held through SuRo

Capital Corp.’s wholly owned subsidiary, GSVC AV Holdings, Inc.

Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s

wholly owned subsidiary, GSVC SW Holdings, Inc.

Capital Corp.’s investments in preferred shares of Residential Homes for Rent, LLC

(d/b/a Second Avenue) are held through SuRo Capital Corp.’s wholly owned subsidiary,

GSVC AV Holdings, Inc.

Capital Corp.’s investments in Commercial Streaming Solutions Inc.

(d/b/a BettorView), YouBet Technology, Inc.

(d/b/a PickUp),

and Rebric, Inc.

(d/b/a Compliable) are held through SuRo Capital Corp.’s wholly owned subsidiary, SuRo Capital Sports, LLC

(“SuRo Sports”).

Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through SuRo Capital Corp.’s wholly owned

subsidiary, GSVC SVDS Holdings, Inc.

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.

(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.

(d/b/a BettorView),

YouBet Technology, Inc.

(d/b/a FanPower), Rebric, Inc.

(d/b/a Compliable), EDGE Markets,

Inc., and Xgroup Holdings Limited (d/b/a Xpoint) are held through SuRo Capital Corp.’s

wholly owned subsidiary, SuRo Capital Sports, LLC (“SuRo Sports”).

Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through

SuRo Capital Corp.’s wholly owned subsidiary, GSVC SVDS Holdings, Inc.

As of December

31, 2022, $ 0.7 million of a $ 2.0 million capital commitment to True Global Ventures 4 Plus

Fund LP had been called and funded.

(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital

do not entitle SuRo Capital Corp.

1 unchanged sentence

SuRo Capital Corp.

does not anticipate that SPBRX, INC.

will pay distributions on a quarterly or regular

basis or become a predictable distributor of distributions.

not anticipate that SPBRX, INC.

will pay distributions on a quarterly or regular basis or

become a predictable distributor of distributions.

August 23, 2019, SuRo Capital Corp.

amended the structure of its investment in OneValley, Inc.

amended the structure of its investment in OneValley,

(f/k/a NestGSV, Inc.).

the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security.

As part of the agreement, SuRo Capital Corp.’s equity holdings

(warrants notwithstanding) were restructured into a derivative security.

OneValley, Inc.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, while SuRo Capital

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period,

ending August 23, 2024, while SuRo Capital Corp.

can put the shares to OneValley, Inc.

(f/k/a NestGSV, Inc.) at the end of the five year period.

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.

January 1, 2021, Treehouse Real Estate Investment Trust, Inc.

completed its spin off of 34.4 % of its assets into Aventine Property

During the year ended December 31, 2021, Aventine Property Group, Inc.

declared an aggregate of $ 0.1 million in dividend

distributions.

During the year ended December 31, 2021, Treehouse Real Estate Investment Trust, Inc.

declared an aggregate of $ 0.2

million in dividend distributions.

July 30, 2021, A Place for Rover, Inc.

executed a business combination, through Nebula Caravel Acquisition Corp., a special purpose

acquisition company.

Following the merger, A Place for Rover, Inc.

changed its name to Rover Group, Inc.

and SuRo Capital Corp.

130,390 additional common shares as a result of the exchange ratio prescribed in the transaction.

As of December 31, 2021, SuRo Capital

Corp.’s common shares in Rover Group, Inc.

were subject to certain lock-up restrictions.

NestGSV, Inc.) at the end of the five year period.

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.

an investment that is the sponsor of 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.

November 9, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with

the Company became past due.

March 22, 2022, Forge Global Holdings, Inc., completed its business combination with Motive

Capital Corp.

AND SUBSIDIARIES

SCHEDULE OF INVESTMENTS - continued

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.

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, NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) declared an aggregate of

approximately $ 0.3

million in dividend distributions.

SuRo Capital Corp.

does not anticipate that NewLake Capital Partners, Inc.

(f/k/a GreenAcreage

Real Estate Corp.) will pay distributions on a recurring or regular basis or become a predictable distributor of distributions.

August 20, 2021, NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) went public via an initial public offering on

As of December 31, 2021, none of SuRo Capital Corp.’s common shares in NewLake Capital Partners, Inc.

GreenAcreage Real Estate Corp.) were subject to lock-up restrictions.

an investment that is the sponsor of 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.

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 S.A.

alongside the merger of Software Luxembourg Holding S.A.

and Churchill Capital Corp.

Following the merger, Software Luxembourg Holding S.A.

changed its name to Skillsoft Corp.

December 31, 2021, none of SuRo Capital Corp.’s common shares in Skillsoft Corp.

were subject to lock-up restrictions.

September 3, 2021, Clever, Inc.

completed its sale to Kahoot!

In connection with this transaction, SuRo Capital Corp.

86,800 common shares in Kahoot!

ASA in addition to cash proceeds and amounts currently held in escrow.

SuRo Capital Corp.

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.

the year ended December 31, 2021, Fullbridge, Inc.’s obligations under its financing arrangements with the Company became past

As a result of the transaction, each share of Forge Global, Inc.’s capital

stock outstanding prior to the business combination was exchanged at the designated exchange

ratio of approximately 3.123 .

In addition, each warrant of Forge Global, Inc.

was exchanged

into warrants exercisable into common stock based on the exchange ratio of 3.123 .

price of each converted warrant was determined by dividing the exercise price of the respective

Forge Global, Inc.

warrants by the exchange ratio, rounded to the nearest whole cent.

and effective August 5, 2022, SuRo Capital Corp.

notified Forge Global, Inc.

of its intent

to net exercise via cashless settlement its 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,

CAPITAL CORP.

6 unchanged sentences

and as GSV Capital Corp.

and formed in September 2010 as a Maryland corporation, is an internally-managed,

non-diversified closed-end management investment company.

The Company 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

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

and formed in September 2010 as a Maryland corporation, is an internally

managed, non-diversified closed-end management investment company.

The Company 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”).

Company’s date of inception was January 6, 2011, which is the date it commenced development stage activities.

The Company’s

common stock is currently listed on the Nasdaq Global Select Market under the symbol “SSSS” (formerly “GSVC”).

Prior to November 24, 2021, our common stock traded on the Nasdaq Capital Market under the same symbol (“SSSS”).

Prior to November 24, 2021, the Company’s common stock traded on the Nasdaq Capital Market under the same symbol (“SSSS”).

began its investment operations during the second quarter of 2011.

22 unchanged sentences

August 13, 2013

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

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

The Company invests principally in the equity securities

of what it believes to be rapidly growing venture-capital-backed emerging companies.

The Company may invest in these portfolio companies

through offerings of the prospective portfolio companies, transactions on secondary marketplaces for private companies, or negotiations

with selling stockholders.

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

agreements, and private investment in public equity transactions of special purpose acquisition companies.

The Company may also invest

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

companies that otherwise meet its investment

criteria, subject to any applicable limitations under the 1940 Act.

Company’s investment objective is to maximize its portfolio’s total return, principally by seeking capital gains on its

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

The Company invests principally in the

equity securities of what it believes to be rapidly growing venture capital-backed emerging companies.

The Company may invest in

these portfolio companies through offerings of the prospective portfolio companies, transactions on secondary marketplaces for

private companies, or negotiations with selling stockholders.

In addition, the Company may invest in private credit and in founders

equity, founders warrants, forward purchase agreements, and private investment in public equity transactions of special purpose

acquisition companies (“SPACs”).

The Company may also invest on an opportunistic basis in select publicly traded equity

securities or certain non-U.S.

companies that otherwise meet its investment criteria, subject to any applicable limitations under

the 1940 Act.

CAPITAL CORP.

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TO CONSOLIDATED FINANCIAL STATEMENTS

2— SIGNIFICANT ACCOUNTING POLICIES

NOTE 2— SIGNIFICANT ACCOUNTING POLICIES

of Presentation

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of Consolidation

Article 6 of Regulation S-X and the American Institute of Certified Public Accountants’ (“AICPA”) Audit and Accounting

Guide for Investment Companies, the Company is precluded from consolidating any entity other than another investment company, a controlled

operating company that provides substantially all of its services and benefits to the Company, and certain entities established for tax

purposes where the Company holds a 100% interest.

Accordingly, the Company’s consolidated financial statements include its accounts

and the accounts of the Taxable Subsidiaries, GCL, and SuRo Sports, its wholly-owned subsidiaries.

All intercompany balances and transactions

have been eliminated in consolidation.

Article 6 of Regulation S-X and the American Institute of Certified Public Accountants’ (“AICPA”) Audit and

Accounting Guide for Investment Companies, the Company is precluded from consolidating any entity other than another investment

company, a controlled operating company that provides substantially all of its services and benefits to the Company, and certain

entities established for tax purposes where the Company holds a 100% interest.

Accordingly, the Company’s Consolidated Financial Statements include its accounts and the accounts of the Taxable Subsidiaries, GCL, and SuRo Sports, its wholly owned

subsidiaries.

All intercompany balances and transactions have been eliminated in consolidation.

preparation of Consolidated Financial Statements in accordance with GAAP requires the Company’s management to make a number of

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for which reliable market quotations are not readily available or for which the pricing source does not provide a valuation or methodology,

or provides a valuation or methodology that, in the judgment of management, our Board of Directors or the valuation committee of the

Company’s Board of Directors (the “Valuation Committee”), does not reliably represent fair value, shall each be valued

quarterly valuation process begins with each portfolio company or investment being initially valued by the internal investment professionals

responsible for the portfolio investment;

valuation conclusions are then documented and discussed with senior management;

all investments for which there are no readily available market quotations, the Valuation Committee engages an independent third-party

valuation firm to conduct independent appraisals, review management’s preliminary valuations and make its own independent assessment;

Valuation Committee applies the appropriate valuation methodology to each portfolio asset in a consistent manner, considers the inputs

provided by management and the independent third-party valuation firm, discusses the valuations and recommends to the Company’s

Board of Directors a fair value for each investment in the portfolio;

Company’s Board of Directors then discusses the valuations recommended by the Valuation Committee and determines in good faith

the fair value of each investment in the portfolio.

or provides a valuation or methodology that, in the judgment of management, the Company’s Board of Directors or the valuation committee

of the Company’s Board of Directors (the “Valuation Committee”), does not reliably represent fair value, shall each

be valued as follows:

quarterly valuation process begins with each portfolio company or investment being initially

valued by the internal investment professionals responsible for the portfolio investment;

valuation estimates are then documented and discussed with senior management;

all investments for which there are no readily available market quotations, the Valuation

Committee engages an independent third-party valuation firm to conduct independent appraisals,

review management’s preliminary valuations and make its own independent assessment;

Valuation Committee applies the appropriate valuation methodology to each portfolio asset in a consistent manner, considers the

inputs provided by management and the independent third-party valuation firm, discusses the valuations and recommends to the

Company’s Board of Directors a fair value for each investment in the portfolio;

Company’s Board of Directors then discusses the valuations recommended by the Valuation

Committee and determines in good faith the fair value of each investment in the portfolio.

CAPITAL CORP.

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TO CONSOLIDATED FINANCIAL STATEMENTS

valuing the Company’s investments in venture investment funds (“Venture Investment Funds”), the Company applies the

practical expedient provided by the ASC Topic 820 relating to investments in certain entities that calculate net asset value (“NAV”)

per share (or its equivalent).

ASC Topic 820 permits an entity holding investments in certain entities that either are investment companies,

or have attributes similar to an investment company, and calculate NAV per share or its equivalent for which the fair value is not readily

determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment.

making a good faith determination of the fair value of investments, the Board applies valuation methodologies consistent with industry

making a good faith determination of the fair value of investments, the Board of Directors applies valuation methodologies

consistent with industry practice.

Valuation methods utilized include, but are not limited to, the following:

comparisons to prices from secondary market transactions;

comparisons to prices

from secondary market transactions;

venture capital financings;

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purchase or sales transactions;

analysis of financial ratios and valuation metrics of portfolio

companies that issued such private equity securities to peer companies that are public;

analysis of the portfolio company’s most

recent financial statements, forecasts and the markets in which the portfolio company does business, and other relevant factors.

Company assigns a weighting based upon the relevance of each method to assist the Board in determining the fair value of each investment.

financial ratios and valuation metrics of portfolio companies that issued such private equity securities to peer companies that are

analysis of the portfolio company’s most recent financial statements, forecasts and the markets in which the portfolio

company does business, and other relevant factors.

The Company assigns a weighting based upon the relevance of each method to assist

the Board of Directors in determining the fair value of each investment.

investments that are not publicly traded or that do not have readily available market quotations, the Valuation Committee generally engages

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and it is reasonably possible that the difference could be material.

addition, changes in the market environment and other events that may occur over the life of the investments may cause the realized gains

or losses on investments to be different from the net change in unrealized appreciation or depreciation currently reflected in the consolidated

financial statements.

In addition, changes in the market environment and other events

that may occur over the life of the investments may cause the realized gains or losses on investments to be different from the net change

in unrealized appreciation or depreciation currently reflected in the consolidated financial statements.

investments for which market quotations are readily available in an active market are generally valued at the most recently available

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The DLOM used is generally based upon the market value of publicly traded put options with similar terms.

fair values of the Company’s equity investments for which market quotations are not readily available are determined based on various

factors and are classified as Level 3 assets.

To determine the fair value of a portfolio company for which market quotations are not

readily available, the Board applies the appropriate respective valuation methodology for the asset class or portfolio holding, which

may involve analyzing the relevant portfolio company’s most recently available historical and projected financial results, public

market comparables, and other factors.

The Board may also consider other events, including the transaction in which the Company acquired

its securities, subsequent equity sales by the portfolio company, and mergers or acquisitions affecting the portfolio company.

the Board may consider the trends of the portfolio company’s basic financial metrics from the time of its original investment until

the measurement date, with material improvement of these metrics indicating a possible increase in fair value, while material deterioration

of these metrics may indicate a possible reduction in fair value.

fair values of the Company’s equity investments for which market quotations are not readily available are determined based on

various factors and are classified as Level 3 assets.

To determine the fair value of a portfolio company for which market quotations

are not readily available, the Board of Directors applies the appropriate respective valuation methodology for the asset class or

portfolio holding, which may involve analyzing the relevant portfolio company’s most recently available historical and

projected financial results, public market comparables, and other factors.

The Board of Directors may also consider other events,

including the transaction in which the Company acquired its securities, subsequent equity sales by the portfolio company, and

mergers or acquisitions affecting the portfolio company.

In addition, the Board of Directors may consider the trends of the

portfolio company’s basic financial metrics from the time of its original investment until the measurement date, with material

improvement of these metrics indicating a possible increase in fair value, while material deterioration of these metrics may

indicate a possible reduction in fair value.

determining the fair value of equity or equity-linked securities (including simple agreement for future equity (“SAFE”) notes and warrants to purchase common or preferred

stock) in a portfolio company, the Board of Directors considers the rights, preferences and limitations of such securities.

where a portfolio company’s capital structure includes multiple classes of preferred and common stock and equity-linked

securities with different rights and preferences, the Board of Directors may use an option pricing model to allocate value to each

equity-linked security, unless it believes a liquidity event such as an acquisition or a dissolution is imminent, or the portfolio

company is unlikely to continue as a going concern.

When equity-linked securities expire worthless, any cost associated with these

positions is recognized as a realized loss on investments in the Consolidated Statements of Operations and Consolidated Statements

of Cash Flows.

In the event these securities are exercised into common or preferred stock, the cost associated with these securities

is reassigned to the cost basis of the new common or preferred stock.

These conversions are noted as non-cash operating items on the

Consolidated Statements of Cash Flows.

CAPITAL CORP.

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TO CONSOLIDATED FINANCIAL STATEMENTS

determining the fair value of equity or equity-linked securities (including warrants to purchase common or preferred stock) in a portfolio

company, the Board considers the rights, preferences and limitations of such securities.

In cases where a portfolio company’s capital

structure includes multiple classes of preferred and common stock and equity-linked securities with different rights and preferences,

the Company may use an option pricing model to allocate value to each equity-linked security, unless it believes a liquidity event such

as an acquisition or a dissolution is imminent, or the portfolio company is unlikely to continue as a going concern.

When equity-linked

securities expire worthless, any cost associated with these positions is recognized as a realized loss on investments in the Consolidated

Statements of Operations and Consolidated Statements of Cash Flows.

In the event these securities are exercised into common or preferred

stock, the cost associated with these securities is reassigned to the cost basis of the new common or preferred stock.

These conversions

are noted as non-cash operating items on the Consolidated Statements of Cash Flows.

the nature of the Company’s current debt investments (excluding U.S.

Treasuries), principally convertible and promissory notes

issued by venture-capital-backed portfolio companies, these investments are classified as Level 3 assets because there is no known or

accessible market or market indexes for these investment securities to be traded or exchanged.

The Company’s debt investments are

valued at estimated fair value as determined in good faith by the Company’s Board of Directors.

issued by venture capital-backed portfolio companies, these investments are classified as Level 3 assets because there is no known

or accessible market or market indexes for these investment securities to be traded or exchanged.

The Company’s debt

investments are valued at estimated fair value as determined in good faith by the Company’s Board of Directors.

Company’s Board of Directors determines the fair value of options based on methodologies that can include discounted cash flow

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Level 3 assets because there is no known or accessible market or market indexes for these investment securities to be traded or exchanged.

The Company’s options are valued at estimated fair value as determined by the Company’s Board of Directors.

The Company’s options are valued at estimated fair value as determined in good faith by the Company’s Board of Directors.

Purpose Acquisition Companies

Company’s Board of Directors measures its Special Purpose Acquisition Company (“SPAC”) investments at fair value, which

is equivalent to cost until a SPAC transaction is announced.

After a SPAC transaction is announced, the Company’s Board of Directors

will determine the fair value of SPAC investments based on fair value analyses that can include option pricing models, probability-weighted

expected return method analyses and other techniques as deemed appropriate.

Upon completion of the SPAC transaction, the Board utilizes

Company’s Board of Directors measures its SPAC sponsor investments at fair value, which is equivalent to cost until a SPAC

transaction is announced.

After a SPAC transaction is announced, the Company’s Board of Directors will determine the fair

value of SPAC investments based on fair value analyses that can include option pricing models, probability-weighted expected return

method analyses and other techniques as deemed appropriate.

Upon completion of the SPAC transaction, the Board of Directors utilizes

the public share price of the entity, less a DLOM if there are restrictions on selling.

The Company’s SPAC investments are valued

at estimated fair value as determined in good faith by the Company’s Board of Directors.

The Company’s SPAC investments are

valued at estimated fair value as determined in good faith by the Company’s Board of Directors.

Investment Funds

valuing the Company’s investments in venture investment funds (“Venture Investment Funds”), the Company applies the

practical expedient provided by the ASC Topic 820 relating to investments in certain entities that calculate net asset value (“NAV”)

per share (or its equivalent).

ASC Topic 820 permits an entity holding investments in certain entities that either are investment companies,

or have attributes similar to an investment company, and calculate NAV per share or its equivalent for which the fair value is not readily

determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment.

Company Investment Classification

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as of December 31, 2023 and December 31, 2022 for details regarding the nature and composition of the Company’s investment portfolio.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

portfolio companies in which the Company invests may offer their shares in IPOs.

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transferred out of Level 3 due to an IPO, the Company transfers these investments based on their fair value at the IPO date.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

transactions are accounted for on the date the transaction for the purchase or sale of the securities is entered into by the Company

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and accrued expenses, approximate fair value due to their short-term nature.

The Company places its cash primarily with U.S.

Bank Trust Company, National

Association, and may place cash with other high-quality financial institutions.

The cash held in these accounts may exceed the Federal

Deposit Insurance Corporation insured limit.

The Company believes the risk of loss associated with any uninsured balance is remote.

Company custodies its cash with Western Alliance Trust Company, N.A., and may place cash in demand deposit accounts with other high-quality

financial institutions.

The cash held in these accounts may exceed the Federal Deposit Insurance Corporation insured limit.

believes the risk of loss associated with any uninsured balance is remote.

Proceeds Receivable

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debt instrument.

As of December 31, 2022 and December 31, 2021, the Company had deferred financing costs of $ 555,761 and $ 2,592,611 ,

respectively, on the Consolidated Statement of Assets and Liabilities.

OF DEFERRED FINANCING COSTS

December 31, 2022

December 31, 2021

Deferred debt issuance costs

Deferred offering costs

Deferred Financing Costs

As of December 31, 2023 and December 31, 2022, the Company had deferred financing costs of $ 594,726 and $ 555,761 , respectively,

on the Consolidated Statement of Assets and Liabilities.

CAPITAL CORP.

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the fair value of stock-based awards requires considerable judgment, including estimating the expected term of stock options and the

expected volatility of our stock price.

Differences between actual results and these estimates could have a material effect on our financial

expected volatility of the Company’s stock price.

Differences between actual results and these estimates could have a material

effect on the Company’s financial results.

Forfeitures are accounted for as they occur.

Refer to “Note 11—Stock-Based Compensation” for further detail.

Refer to “Note 11—Stock-Based

Compensation” for further detail.

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

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appreciation or depreciation is calculated as the difference between the fair value of the investment and the cost basis of such investment.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Federal and State Income Taxes

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To qualify for tax treatment as a RIC, among other things, the Company is required to meet certain source of income

and asset diversification requirements and timely distribute to its stockholders at least the sum of 90% of our investment company taxable

income (“ICTI”), including payment-in-kind interest income, as defined by the Code, and 90% of our net tax-exempt interest

and asset diversification requirements and timely distribute to its stockholders at least the sum of 90% of its investment company taxable

income (“ICTI”), including payment-in-kind interest income, as defined by the Code, and 90% of its net tax-exempt interest

income (which is the excess of its gross tax-exempt interest income over certain disallowed deductions) for each taxable year (the “Annual

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31 of the subsequent tax year to which it was carried forward.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

the Company meets the Annual Distribution Requirement, but does not distribute (or is not deemed to have distributed) each calendar year

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or when recognized over the next five years.

The Company was taxed as a C Corporation for its 2012 and 2013 taxable years.

Refer to “Note

9—Income Taxes” for further details.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Company elected to be treated as a RIC for the taxable year ended December 31, 2014 in connection with the filing of its 2014 tax return.

As a result, the Company was required to pay a corporate-level U.S.

federal income tax on the amount of the net built-in gains in its

assets (the amount by which the net fair market value of the Company’s assets exceeds the net adjusted basis in its assets) either

(1) as of the date it converted to a RIC (i.e., the beginning of the first taxable year that the Company qualifies as a RIC, which would

be January 1, 2014), or (2) to the extent that the Company recognized such net built-in gains during the five-year recognition period

beginning on the date of conversion.

As of January 1, 2014, the Company had net unrealized built-in gains, but did not incur a built-in-gains

tax for the 2014 tax year due to the fact that there were sufficient net capital loss carryforwards to completely offset recognized built-in

gains as well as available net operating losses.

The five-year recognition period ended on December 31, 2018.

Refer to “Note 9—Income Taxes” for further details.

Share Information

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for the period presented.

Diluted net change in net assets resulting from operations per common share is computed by dividing net increase/(decrease)

in net assets resulting from operations for the period adjusted to include the pre-tax effects of interest incurred on potentially dilutive

securities, by the weighted-average number of common shares outstanding plus any potentially dilutive shares outstanding during the period.

The Company used the if-converted method in accordance with FASB ASC 260 , Earnings Per Share (“ASC 260”) to determine

the number of potentially dilutive shares outstanding.

Refer to “Note 6—Net Increase in Net Assets Resulting from Operations

per Common Share—Basic and Diluted” for further detail.

Issued or Adopted Accounting Standards

March 2022, the FASB issued ASU 2022-02, “Financial Instruments - Credit Losses (Topic 326)”, which is intended to address

issues identified during the post-implementation review of ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326):

of Credit Losses on Financial Instruments”.

The amendment, among other things, eliminates the accounting guidance for troubled

debt restructurings by creditors in Subtopic 310-40, “Receivables - Troubled Debt Restructurings by Creditors”, while enhancing

disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty.

The new guidance is effective for interim and annual periods beginning after December 15, 2022.

The Company does not anticipate the new

standard will have a material impact to the consolidated financial statements and related disclosures.

Diluted net change in net assets resulting from operations per common share is computed by dividing net increase/(decrease) in net assets resulting from operations for the period adjusted to include the pre-tax effects of interest incurred on potentially

dilutive securities, by the weighted-average number of common shares outstanding plus any potentially dilutive shares outstanding during

The Company used the if-converted method in accordance with FASB ASC 260 , Earnings Per Share (“ASC 260”)

to determine the number of potentially dilutive shares outstanding.

Refer to “Note 6—Net Increase in Net Assets Resulting

from Operations per Common Share—Basic and Diluted” for further detail.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Issued Accounting Standards

June 2022, the FASB issued ASU No.

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of ASU 2022-03 is not expected to have a material impact on the Company’s future financial statements.

April 2020, as part of the Securities Offering Reform for Closed-End Investment Companies final rule, the Securities and Exchange Commission

(“SEC”) adopted certain structured data reporting requirements for BDCs to submit financial statement information using Inline

eXtensible Business Reporting Language (XBRL) format to the extent required of operating companies.

BDCs that are eligible to file a

short-form registration statement will be subject to the above structuring requirements with respect to Forms filed on or after August

The Company adopted the XBRL format beginning August 1, 2022.

October 2020, the FASB issued ASU 2020-10, Codification Improvements, which made various technical changes and corrections intended to

provide clarifications to existing guidance, as well as simplifications to wording or structure of existing guidance.

The Company adopted

the modified disclosure requirements during the period ended March 31, 2021.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

December 2020, the SEC adopted Rule 2a-5, which established requirements for satisfying a fund board’s obligation to determine

fair value in good faith for purposes of the 1940 Act.

The rule permits boards to assign the determination of fair value to a “valuation

designee,” who may be the fund’s investment adviser or, if the fund is internally managed, an officer of the fund.

also defines a market quotation as “readily available” only when that quotation is a quoted price (unadjusted) in active

markets for identical investments that the fund can access at the measurement date.

In connection with the adoption of new Rule 2a-5,

the SEC also adopted new Rule 31a-4, which requires funds to maintain documentation to support fair value determinations and documentation

related to the designation of the valuation designee.

The Company adopted amended valuation policies and procedures to comply with new

Rule 2a-5 and Rule 31a-4 in advance of the compliance date of September 8, 2022.

The Company did not designate a valuation designee,

and the Board retains the sole responsibility to determine fair value in good faith under the 1940 Act.

December 2021, the SEC published Staff Accounting Bulletin No.

120 (“SAB 120”) to provide accounting and disclosure guidance

for stock compensation awards made to executives and conforming amendments to the Staff Accounting Bulletin Series to align with the

current authoritative accounting guidance in ASC 718, Compensation – Stock Compensation .

In part, SAB 120 requires that

an entity disclose how it determines the current price of underlying shares for grant-date fair value, the policy for when an adjustment

to the share price is required, how it determines the amount of an adjustment to the share price and any significant assumptions used

in determining an adjustment to the share price.

SAB 120 is effective for all stock compensation awards issued after December 1, 2021.

The Company is in compliance with the guidance pursuant to SAB 120 for any share-based compensation disclosures.

See “Note 11 –

Stock-Based Compensation” for further discussion of the Company’s policies and procedures regarding share-based compensation.

The Company does not expect the impact of SAB 120 to be material to the consolidated financial statements and the notes thereto.

In December 2023, the FASB

issued ASU 2023-09, “Improvements to Income Tax Disclosures.” The amendments in this update require more disaggregated information

on income taxes paid.

The standard is effective for annual periods beginning after December 15, 2024.

Early adoption is permitted;

the Company has not elected to adopt this provision as of the date of the financial statements contained in this Annual Report on Form

The Company is still assessing the impact of the new guidance.

However, it does not expect ASU 2023-09 to have a material impact

on the Consolidated Financial Statements and the notes thereto.

time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by the Company

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3— RELATED-PARTY ARRANGEMENTS

On and effective March 12, 2019, we entered into a Consulting Agreement

(the “Consulting Agreement”) with Michael T.

Moe, the former Chairman of our Board of Directors and the Chief Executive Officer

and Chief Investment Officer of GSV Asset Management, our former investment adviser, for the purpose of assisting us with certain transition

services following the termination of the Company’s Investment Advisory Agreement and our internalization.

Pursuant to the Consulting

Agreement, Mr.

Moe provided certain transition services to us related to our existing portfolio investments for which Mr.

Moe previously

had oversight in his role as the Chief Executive Officer and Chief Investment Officer of GSV Asset Management.

Such transition services

included providing information to us regarding such portfolio companies, including as a member of a portfolio company’s board of

directors, assisting with the transition of portfolio company board seats as requested by us, making appropriate introductions to representatives

of portfolio companies, and providing other similar types of services that we may reasonably request.

term of the Consulting Agreement commenced on March 12, 2019 and continued for eighteen months in accordance with its terms.

to the Consulting Agreement, we paid Mr.

Moe a total amount equal to $ 1,250,000 .

On September 12, 2020, the Consulting Agreement expired

in accordance with its terms and was not renewed or extended.

the years ended December 31, 2022, 2021, and 2020, the Company incurred $ 0 ,

and $ 582,438 ,

respectively, of consulting expense, as included in “professional fees” on the Consolidated Statements of Operations,

related to the Consulting Agreement.

and Restated Trademark License Agreement

On and effective March 12, 2019, we entered into an Amended and Restated

Trademark License Agreement (the “Amended and Restated License Agreement”) with GSV Asset Management in connection with the

termination of the Investment Advisory Agreement and the Company’s internalization.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Asset Management is the owner of the trade name “GSV”, and other state or unregistered “GSV” marks, including

the trading symbol “GSVC” (collectively, the “Licensed Marks”).

Pursuant to the Amended and Restated License

Agreement, GSV Asset Management granted us a non-transferable, non-sublicensable, and non-exclusive right and license to use the Licensed

Marks, solely in connection with the operation of our existing business.

term of the Amended and Restated License Agreement commenced on March 12, 2019 and continued for eighteen months in accordance with its

Pursuant to the Amended and Restated License Agreement, we paid GSV Asset Management a total amount equal to $ 1,250,000 .

12, 2020, the Amended and Restated License Agreement expired in accordance with its terms and was not renewed or extended.

the years ended December 31, 2022, 2021 and 2020, the Company incurred $ 0 , $ 0 , and $ 582,438 , respectively, of licensing expense, as included

in “other expenses” on the Consolidated Statements of Operations, related to the Amended and Restated License Agreement.

Company’s executive officers and directors serve or may serve as officers, directors, or managers of entities that operate in a

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Company’s investment in Churchill Sponsor VI LLC, the sponsor of Churchill Capital Corp.

VI, a special purpose acquisition company,

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

Klein, the Company’s Chairman,

Chief Executive Officer and President, has a non-controlling interest in the entity that controls Churchill Sponsor VI LLC, and is a

non-controlling member of the board of directors of Churchill Capital Corp VI.

The Company’s investment in Churchill Sponsor VII

LLC, the sponsor of Churchill Capital Corp.

VII, a special purpose acquisition company, also constituted a “remote-affiliate”

transaction for purposes of the 1940 Act in light of the fact that Mr.

Klein has a non-controlling interest in the entity that controls

Churchill Sponsor VII LLC, and is a non-controlling member of the board of directors of Churchill Capital Corp.

VI, a SPAC, constituted a

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

Klein, the Company’s

Chairman, Chief Executive Officer and President, has a non-controlling interest in the entity that controlled Churchill Sponsor VI

LLC, and was a non-controlling member of the board of directors of Churchill Capital Corp.

In addition, Mr.

Klein’s brother, Michael Klein, is a control person of such Churchill entities.

As of December 31, 2022, the fair values of the

Company’s investments in Churchill Sponsor VI LLC and Churchill Sponsor VII LLC were $ 200,000 and $ 300,000 , respectively.

brother, Michael Klein, was a control person of such Churchill entities.

On November 17, 2023, Churchill Capital Corp.

that it would not consummate an initial business combination within the time period required by its Amended and Restated Certificate

of Incorporation, as amended, and the Company realized a loss on the entirety of its Churchill Sponsor VI LLC common share units and

warrant units in the amount of $ 200,000 .

Company’s investment in Churchill Sponsor VII LLC, the sponsor of Churchill Capital Corp.

VII, a SPAC, constituted a

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

Klein, the Company’s

Chairman, Chief Executive Officer and President, has a non-controlling interest in the entity that controls Churchill Sponsor VII

LLC, and is a non-controlling member of the board of directors of Churchill Capital Corp.

In addition, Mr.

brother, Michael Klein, is a control person of such Churchill entities.

As of December 31, 2023, the fair value of the

Company’s investment in Churchill Sponsor VII LLC was $ 363,026 .

Company’s investment in Skillsoft Corp.

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transaction for purposes of the 1940 Act in light of the fact that Mr.

Klein has a non-controlling interest in the entity that controls

Klein has a non-controlling interest in the entity that controlled

Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp.

II, a special purpose acquisition company, and is a non-controlling member

of the board of directors of Churchill Capital Corp.

II, through which the Company executed a private investment in public equity transaction

in order to acquire common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.

II, a SPAC, and was a non-controlling member of the board of directors

of Churchill Capital Corp.

II, through which the Company executed a private investment in public equity transaction in order to acquire

common shares of Skillsoft alongside the merger of Skillsoft and Churchill Capital Corp II.

In addition, Mr.

brother, Michael Klein, is a control person of such Churchill entities.

As of December 31, 2022, the fair value of the Company’s

investment in Skillsoft Corp.

Klein’s brother, Michael

Klein, was a control person of such Churchill entities.

As of December 31, 2023, the fair value of the Company’s investment in Skillsoft

was $ 863,037 .

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

The Company’s initial investment in Shogun Enterprises, Inc.

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, was at the time of investment, a non-controlling

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

Company’s initial investment in Shogun Enterprises, Inc.

(d/b/a Hearth) 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, was at the time of investment a non-controlling member of the

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

The Company’s

1 unchanged sentence

1940 Act in light of the fact that Ms.

Findley, at the time of investment, was a non-controlling member of the board of directors of the investment

manager to Architect Capital PayJoy SPV, LLC, and held a minority equity interest in such investment manager.

As of December 31, 2022,

the fair values of the Company’s remote-affiliate investments in Shogun Enterprises, Inc.

(d/b/a Hearth) and Architect Capital PayJoy

SPV, LLC were $ 3,306,047

Findley, at the time of investment, was a non-controlling member of the board of directors of

the investment manager to Architect Capital PayJoy SPV, LLC, and held a minority equity interest in such investment manager.

December 31, 2023, the fair values of the Company’s remote-affiliate investments in Shogun Enterprises, Inc.

(d/b/a Hearth)

and Architect Capital PayJoy SPV, LLC were $ 7,083,557

and $ 10,000,000 ,

respectively.

In addition, Ms.

Findley 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.

Company’s investment in AltC Sponsor LLC, the sponsor of AltC Acquisition Corp, a special purpose acquisition company, constituted

a “remote-affiliate” transaction for purposes of the 1940 Act in light of the fact that Mr.

Klein 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, 2022,

the fair values of the Company’s aggregate investments in each of Colombier Sponsor LLC and AltC Sponsor LLC were $ 2,711,842 and $ 250,000 , respectively.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

addition, Ms.

Findley and Claire Councill, a former investment professional of the Company until her departure on April 15, 2022,

were non-controlling members of the board of directors of Colombier Acquisition Corp., a SPAC, which was sponsored by Colombier

Sponsor LLC, one of the Company’s portfolio companies until its dissolution upon completion of Colombier Acquisition

Corp.’s business combination into PSQ Holdings, Inc.

(d/b/a PublicSquare).

The Company’s investment in AltC Sponsor LLC,

the sponsor of AltC Acquisition Corp, a SPAC, constituted a “remote-affiliate” transaction for purposes of the 1940 Act

in light of the fact that Mr.

Klein 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, 2023, the fair values of the Company’s aggregate

investments in each of PSQ Holdings, Inc.

(d/b/a PublicSquare) and AltC Sponsor LLC were $ 10,507,136

and $ 935,391 ,

respectively.

4— INVESTMENTS AT FAIR VALUE

9 unchanged sentences

had 64 positions in 39 portfolio companies.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

following tables summarize the composition of the Company’s investment portfolio by security type at cost and fair value as of

December 31, 2023 and December 31, 2022:

OF COMPOSITION OF INVESTMENT PORTFOLIO

SCHEDULE OF COMPOSITION OF INVESTMENT PORTFOLIO

December 31, 2023

7 unchanged sentences

$ 118,472,118

$ 117,214,465

Debt Investments

10 unchanged sentences

$ 242,245,395

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

geographic and industrial compositions of the Company’s portfolio at fair value as of December 31, 2023 and December 31, 2022 were

17 unchanged sentences

Education Technology

$ 109,048,688

Financial Technology

8 unchanged sentences

table below details the composition of the Company’s industrial themes presented in the preceding tables:

Management Software

Chain Technology

Innovation Platform

21 unchanged sentences

level of significant input used in the valuation as of December 31, 2023 and December 31, 2022 are as follows:

OF FAIR VALUE OF INVESTMENT VALUATION INPUTS

SCHEDULE OF FAIR VALUE OF INVESTMENT VALUATION INPUTS

As of December 31, 2023

11 unchanged sentences

Publicly Traded Portfolio Companies

Total Portfolio Investments

Non-Portfolio Investments

16 unchanged sentences

Publicly Traded Portfolio Companies

Non-Portfolio Investments

Treasury bills

Total Investments at Fair Value

5 unchanged sentences

Unobservable Inputs for Level 3 Assets and Liabilities

accordance with FASB ASC 820, Fair Value Measurement , the tables below provide quantitative information about the Company’s

fair value measurements of its Level 3 assets as of December 31, 2022 and December 31, 2021.

In addition to the techniques and inputs

noted in the tables below, according to the Company’s valuation policy, the Company may also use other valuation techniques and

methodologies when determining the Company’s fair value measurements.

The tables below are not intended to be all-inclusive, but

rather provide information on the significant Level 3 inputs as they relate to the Company’s fair value measurements.

To the extent

an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s Level

3 fair value measurements as of December 31, 2022 and December 31, 2021.

Significant changes in the inputs in isolation would result

in a significant change in the fair value measurement, depending on the input and the materiality of the investment.

Refer to “Note

2—Significant Accounting Policies— Investments at Fair Value ” for more detail.

OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT

accordance with FASB ASC 820, Fair Value Measurement , the tables below provide quantitative information about the fair value

measurements of the Company’s Level 3 assets as of December 31, 2023 and December 31, 2022.

In addition to the techniques and

inputs noted in the tables below, according to the Company’s valuation policy, the Board of Directors may also use other

valuation techniques and methodologies when determining the fair value measurements of the Company’s assets.

The tables below

are not intended to be all-inclusive, but rather provide information on the significant Level 3 inputs as they relate to the fair

value measurements of the Company’s assets.

To the extent an unobservable input is not reflected in the tables below, such

input is deemed insignificant with respect to the Company’s Level 3 fair value measurements as of December 31, 2023 and

December 31, 2022.

Significant changes in the inputs in isolation would result in a significant change in the fair value

measurement, depending on the input and the materiality of the investment.

Refer to “Note 2—Significant Accounting

Policies— Investments at Fair Value ” for more detail.

SCHEDULE OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT

of December 31, 2023

Valuation Approach/

Technique (1)

Unobservable Inputs (2)

Range (Weighted Average) (3)

Common stock in private companies

Market approach

Revenue multiples

1.06 x - 4.42 x ( 1.74 x)

Liquidation Value

8.62 x - 12.62 x ( 10.94 x)

Preferred stock in private companies

Approach/ Technique (1)

(Weighted Average) (3)

stock in private companies

- 11.13 x ( 9.29 x)

15.0 % - 25.0 % ( 18.5 % )

Market approach

Revenue multiples

0.47 x - 5.45 x ( 2.38 x)

Liquidation Value

Discounted cash flow

Discount Rate

stock in private companies

$ 122,744,564

Revenue multiples

- 11.41 x ( 2.73 x)

10.0 % ( 10.0 %)

Financing Risk

- 1.66 x ( 1.56 x)

to expiration (Years)

- 5.63 ( 0.79 )

Debt investments

Market approach

Revenue multiples

0.47 x - 5.45 x ( 3.6 x)

Option pricing model

Term to expiration (Years)

1.00 x - 5.29 x ( 1.65 x)

Discounted cash flow

Discount Rate

15% - 18% ( 16.0 % )

of December 31, 2022, the Board used a hybrid market and income approach to value certain common and preferred stock investments

as the Board felt this approach better reflected the fair value of these investments.

In considering multiple valuation approaches

(and consequently, multiple valuation techniques), the valuation approaches and techniques are not likely to change from one period

of measurement to the next;

however, the weighting of each in determining the final fair value of a Level 3 investment may change

based on recent events or transactions.

of December 31, 2023, the Board of Directors used a hybrid market and income approach to value certain

common and preferred stock investments, as the Board of Directors felt this approach better reflected the

fair value of these investments.

In considering multiple valuation approaches (and consequently,

multiple valuation techniques), the valuation approaches and techniques are not likely to

change from one period of measurement to the next;

however, the weighting of each in determining

the final fair value of a Level 3 investment may change based on recent events or transactions.

The hybrid approach may also consider certain risk weightings to account for the uncertainty

of future events.

Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for

Board considers all relevant information that can reasonably be obtained when determining the fair value of Level 3 investments.

Due to any given portfolio company’s information rights, changes in capital structure, recent events, transactions, or liquidity

events, the type and availability of unobservable inputs may change.

Increases/(decreases) in revenue multiples, earnings before

interest and taxes (“EBIT”) multiples, time to expiration, and stock price/strike price would result in higher (lower)

fair values, all else equal.

Decreases/(increases) in discount rates, volatility, and annual risk rates, would result in higher (lower)

fair values, all else equal.

The market approach utilizes market value (revenue and EBIT) multiples of publicly traded comparable

companies and available precedent sales transactions of comparable companies.

The Company carefully considers numerous factors when

selecting the appropriate companies whose multiples are used to value its portfolio companies.

These factors include, but are not

limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size, profitability

and growth expectations.

In general, precedent transactions include recent rounds of financing, recent purchases made by the Company,

and tender offers.

Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for

Refer to “Note 2—Significant Accounting Policies— Investments

at Fair Value ” for more detail.

Board of Directors considers all relevant information that can reasonably be obtained when determining the fair value of

Level 3 investments.

Due to any given portfolio company’s information rights, changes in capital structure, recent

events, transactions, or liquidity events, the type and availability of unobservable inputs may change.

Increases/(decreases) in

revenue multiples, earnings before interest and taxes (“EBIT”) multiples, time to expiration, and stock price/strike

price would result in higher (lower) fair values, all else equal.

Decreases/(increases) in discount rates, volatility, and annual

risk rates, would result in higher (lower) fair values, all else equal.

The market approach utilizes market value (revenue and EBIT)

multiples of publicly traded comparable companies and available precedent sales transactions of comparable companies.

Directors carefully considers numerous factors when selecting the appropriate companies whose multiples are used to value the

Company’s portfolio companies.

These factors include, but are not limited to, the type of organization, similarity to the

business being valued, relevant risk factors, as well as size, profitability and growth expectations.

In general, precedent

transactions include recent rounds of financing, recent purchases made by the Company, and tender offers.

Refer to “Note

2—Significant Accounting Policies— Investments at Fair Value ” for more detail.

weighted averages are calculated based on the fair market value of each investment.

11 unchanged sentences

- 12.62 x ( 10.94 x)

- 5.45 x ( 2.38 x)

stock in private companies

1 unchanged sentence

- 5.45 x ( 3.6 x)

- 9.62 x ( 3.04 x)

- 2.91 x ( 1.95 x)

pricing model

to expiration (Years)

- 6.61 ( 3.08 )

- 56.5 % ( 37.7 %)

of December 31, 2021, the Company used a hybrid market and income approach to value certain common and preferred stock investments

as the Company felt this approach better reflected the fair value of these investments.

In considering multiple valuation approaches

(and consequently, multiple valuation techniques), the valuation approaches and techniques are not likely to change from one period

of measurement to the next;

however, the weighting of each in determining the final fair value of a Level 3 investment may change

based on recent events or transactions.

- 5.29 x ( 1.65 x)

of December 31, 2022, the Board of Directors used a hybrid market and income approach to value certain

common and preferred stock investments, as the Board of Directors felt this approach better reflected the

fair value of these investments.

In considering multiple valuation approaches (and consequently,

multiple valuation techniques), the valuation approaches and techniques are not likely to

change from one period of measurement to the next;

however, the weighting of each in determining

the final fair value of a Level 3 investment may change based on recent events or transactions.

The hybrid approach may also consider certain risk weightings to account for the uncertainty

of future events.

Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for

Company considers all relevant information that can reasonably be obtained when determining the fair value of Level 3 investments.

Due to any given portfolio company’s information rights, changes in capital structure, recent events, transactions, or liquidity

events, the type and availability of unobservable inputs may change.

Increases/(decreases) in revenue multiples, earnings before

interest and taxes (“EBIT”) multiples, time to expiration, and stock price/strike price would result in higher (lower)

fair values, all else equal.

Decreases/(increases) in discount rates, volatility, and annual risk rates, would result in higher (lower)

fair values, all else equal.

The market approach utilizes market value (revenue and EBIT) multiples of publicly traded comparable

companies and available precedent sales transactions of comparable companies.

The Company carefully considers numerous factors when

selecting the appropriate companies whose multiples are used to value its portfolio companies.

These factors include, but are not

limited to, the type of organization, similarity to the business being valued, relevant risk factors, as well as size, profitability

and growth expectations.

In general, precedent transactions include recent rounds of financing, recent purchases made by the Company,

and tender offers.

Refer to “Note 2—Significant Accounting Policies— Investments at Fair Value ” for

Refer to “Note 2—Significant Accounting Policies— Investments

at Fair Value ” for more detail.

Board of Directors considers all relevant information that can reasonably be obtained when determining the fair value of

Level 3 investments.

Due to any given portfolio company’s information rights, changes in capital structure, recent events,

transactions, or liquidity events, the type and availability of unobservable inputs may change.

Increases/(decreases) in revenue multiples,

EBIT multiples, time to expiration, and stock price/strike price would result in higher (lower) fair values, all else

Decreases/(increases) in discount rates, volatility, and annual risk rates, would result in higher (lower) fair values, all else

The market approach utilizes market value (revenue and EBIT) multiples of publicly traded comparable companies and available precedent

sales transactions of comparable companies.

The Board of Directors carefully considers numerous factors

when selecting the appropriate companies whose multiples are used to value the Company’s portfolio

These factors include, but are not limited to, the type of organization, similarity

to the business being valued, relevant risk factors, as well as size, profitability and growth

expectations.

In general, precedent transactions include recent rounds of financing, recent

purchases made by the Company, and tender offers.

Refer to “Note 2—Significant

Accounting Policies— Investments at Fair Value ” for more detail.

weighted averages are calculated based on the fair market value of each investment.

2 unchanged sentences

Expected Return Method, or “PWERM”.

for Lack of Marketability, or “DLOM”

CAPITAL CORP.

2 unchanged sentences

aggregate values of Level 3 assets and liabilities changed during the year ended December 31, 2023 as follows:

OF AGGREGATE VALUE OF ASSETS AND LIABILITIES

SCHEDULE OF AGGREGATE VALUE OF ASSETS AND LIABILITIES

Year Ended December 31, 2023

10 unchanged sentences

( 1,374,302 )

Realized gains/(losses)

Net change in unrealized appreciation/(depreciation) included in earnings

Exercises and conversions (1)

( 2,859,095 )

Realized gains/(losses)

( 10,914,376 )

( 9,815,023 )

Net change in unrealized appreciation/(depreciation) included in earnings

( 2,010,693 )

Transfers out of Level 3 (1)

Fair Value as of December 31, 2023

5 unchanged sentences

$ ( 512,480 )

$ ( 70,818,192 )

the year ended December 31, 2023, the Company’s portfolio investments had the following

corporate actions which are reflected above:

Portfolio Company

Conversion from

Conversion to

Forge Global, Inc.

Common Shares, Class AA

Junior Preferred Shares

Junior Preferred Warrants, Strike Price $ 12.42 , Expiration Date 11/9/2025

Public Common shares (Level 2)

Common warrants, Strike Price $ 3.98 , Expiration Date 11/9/2025 (Level 2)

Technologies, Inc.

shares, Series D

Agreement for Future Equity

Preferred shares, Series 1

Preferred shares, Series 2

Shares, Class A

Enterprises, Inc.

(d/b/a Hearth)

Preferred Shares, Series B-3

Holdings, Inc.

(d/b/a PublicSquare) - Common shares, Class A (Level 2)

Holdings, Inc.

(d/b/a PublicSquare) Warrants (Level 1)

shares, Class A

shares, Class B

aggregate values of Level 3 assets and liabilities changed during the year ended December 31, 2022 as follows:

3 unchanged sentences

$ 214,632,504

Fair value, beginning

Fair value beginning balance

$ 163,801,798

4 unchanged sentences

( 8,742,396 )

( 1,619,463 )

( 193,897,910 )

Purchases, capitalized fees and interest

2 unchanged sentences

( 1,874,470 )

( 13,053,111 )

Realized gains/(losses)

1 unchanged sentence

( 16,535,469 )

( 65,579,615 )

( 1,873,780 )

( 83,021,195 )

Fair Value as of December 31, 2022

1 unchanged sentence

$ 143,865,093

Fair value, ending

Fair value ending balance

$ 117,214,465

2 unchanged sentences

$ ( 7,023,165 )

Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held

$ ( 63,138,372 )

During the year ended December 31, 2021, the Company’s

portfolio investments had the following corporate actions which are reflected above:

Portfolio Company

Conversion from

Conversion to

Coursera, Inc.

Preferred shares, Series F 8 %

Preferred shares, Series B 8 %

Public Common shares (Level 2)

Churchill Capital Corp.

Common shares, Class A

Skillsoft Corp.

Public Common shares (Level 2)

NewLake Capital Partners, Inc.

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

Common shares

Public Common shares (Level 2)

A Place for Rover, Inc.

(f/k/a DogVacay, Inc.)

Common shares

Rover Group, Inc.

Public Common shares

Enjoy Technology, Inc.

Preferred shares, Series B 6 %

Preferred shares, Series A 6 %

Convertible Promissory Note 14 % Due 1/30/2024

Public Common shares (Level 2)

Nextdoor Holdings, Inc.

Common shares

Public Common shares (Level 2)

Rent the Runway, Inc.

Preferred shares, Series G

Public Common shares (Level 2)

$ ( 1,624,324 )

$ ( 70,818,192 )

the year ended December 31, 2022, the Company’s portfolio investments had the following

corporate actions which are reflected above:

Shares, Class AA

Preferred Shares

Preferred Warrants, Strike Price $ 12.42 , Expiration Date 11/9/2025

Common shares (Level 2)

warrants, Strike Price $ 3.98 , Expiration Date 11/9/2025 (Level 2)

CAPITAL CORP.

5 unchanged sentences

OF INVESTMENTS IN AND ADVANCES TO AFFILIATES

Type/Industry/Portfolio Company/Investment

Type/Industry/Portfolio

Company/Investment

Value at December 31,

Fees, Interest and

Gains/(Losses)

1 unchanged sentence

Value at December 31,

Percentage of

INVESTMENTS * (2)

Special Purpose Acquisition Company

Purpose Acquisition Company

Sponsor II LLC**–Class W Units

$ ( 262,347 )

Sponsor LLC** (6) –Class W Units

Total Options

Preferred Stock

Clean Technology

( 1,159,150 )

(f/k/a GSV Sustainability Partners, Inc.)–Preferred shares, Class A

Total Preferred Stock

Clean Technology

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

Mobile Finance Technology

Preferred Stock

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

Finance Technology

Capital PayJoy SPV, LLC**–Membership Interest in Lending SPV***

Special Purpose Acquisition Company

Purpose Acquisition Company

Sponsor II LLC**–Class B Units

Sponsor LLC** (6) –Class B Units

Total Common Stock

( 1,556,587 )

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Type/Industry/Portfolio

Company/Investment

Value at December 31,

Fees, Interest and

Gains/(Losses)

Value at December 31,

Percentage of

CONTROLLED INVESTMENTS* (2)

$ ( 2,715,737 )

$ ( 600,693 )

NON-CONTROLLED/AFFILIATE

INVESTMENTS * (1)

Debt Investments

Global Innovation Platform

Innovation Platform

(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8 %, Due 8/23/2024 (3)

Total Debt Investments

Preferred Stock

$ ( 720,805 )

Debt Investments

Research, Inc.–Preferred shares, Series C

Research, Inc.–Preferred shares, Series B

Knowledge Networks

Maven Research, Inc.–Preferred shares, Series

Maven Research, Inc.–Preferred

shares, Series B

Total Knowledge Networks

Media Platform

(7) – Preferred shares, Series C-2 6%

( 2,414,178 )

(7) – Preferred shares, Series B 6%

( 4,999,999 )

(7) – Preferred shares, Series A 6%

( 3,000,200 )

(7) – Preferred shares, Series Seed 6%

Digital Media Platform

Ozy Media, Inc.–Preferred shares, Series C-2

Ozy Media, Inc.–Preferred shares, Series B 6%

Ozy Media, Inc.–Preferred shares, Series A 6%

Ozy Media, Inc.–Preferred

shares, Series Seed 6%

Total Digital Media Platform

Interactive Learning

( 10,914,377 )

LLC (4) – Preferred shares, Series D 8%

2 unchanged sentences

LLC (4) – Preferred shares, Series A 8%

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Type/Industry/Portfolio

Company/Investment

Value at December 31,

Fees, Interest and

Gains/(Losses)

Value at December 31,

Percentage of Net

Total Interactive Learning

— 9,950,835 — —

— 2,585,040 12,535,875 6.16 %

Total Preferred Stock — 9,950,835 — —

1 unchanged sentence

Media Platform

Ozy Media, Inc.–Common Warrants, Strike Price

(7) – Common Warrants, Strike Price $ 0.01 ,

Expiration Date 4/9/2028 — — — — —

( 30,647 ) 30,647 — — %

Global Innovation Platform

OneValley, Inc.

(f/k/a NestGSV, Inc.)–Preferred

Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022

(f/k/a NestGSV, Inc.)–Preferred Warrant Series

B, Strike Price $ 2.31 ,

Expiration Date 12/31/2023

( 5,080 ) 5,080 — — %

OneValley, Inc.

(f/k/a NestGSV,

Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023

(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (5) 1

Innovation Platform — 652,127 — —

( 5,080 ) ( 26,120 ) 620,927 0.31 %

Total Global Innovation Platform

Holdings, Inc.

(d/b/a PublicSquare)** (6) –Warrants

2,396,037 — — 1,159,150 —

Total Options

187,872 936,096 1,964,750 0.97 %

Online Education

Curious.com, Inc.–Common shares

Total Common Stock

— 652,127 1,159,150 —

152,145 940,623 2,585,677 1.27 %

Inc.–Common shares 1,135,944 — — — —

Holdings, Inc.

(d/b/a PublicSquare)** (6) – Class A Common shares

1,976,032 — — 1,556,587 —

— 6,985,799 8,542,386 4.20 %

Common Stock —

NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)

18 unchanged sentences

at Fair Value”).

Indicates assets that SuRo Capital Corp.

believes do not represent “qualifying assets” under Section

55(a) of the 1940 Act.

Of the Company’s total investments as of December 31, 2022, 14.47 % of

its total investments are non-qualifying assets.

assets that SuRo Capital Corp.

believes do not represent “qualifying assets” under Section 55(a) of the 1940 Act.

the Company’s total investments as of December 31, 2023, 14.03 % of its total investments are non-qualifying assets.

is income-producing.

12 unchanged sentences

of December 31, 2023, the investments noted had been placed on non-accrual status.

(f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp.

do not entitle SuRo Capital Corp.

to a preferred dividend rate.

SuRo Capital Corp.

does not anticipate that SPBRX, INC.

will pay distributions on a quarterly or regular

basis or become a predictable distributor of distributions.

Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.’s wholly owned subsidiary, GSVC SW

5 unchanged sentences

OneValley, Inc.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024, while SuRo Capital Corp.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024,

while SuRo Capital Corp.

can put the shares to OneValley, Inc.

(f/k/a NestGSV, Inc.) at the end of the five year period.

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

July 19, 2023, Colombier Acquisition Corp.

(“Colombier”) stockholders approved a business combination with PSQ Holdings,

(d/b/a PublicSquare) and related proposals at a special meeting.

Also on July 19, 2023, PSQ Holdings, Inc.

announced that it had

consummated the business combination with Colombier pursuant to a merger agreement between the parties, creating the resultant combined

company PSQ Holdings, Inc.

(d/b/a PublicSquare).

SuRo Capital Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare) Class A Common

shares are subject to certain restrictions on transfer, while the Company’s PSQ Holdings, Inc.

warrants are freely tradable.

March 1, 2023, Ozy Media, Inc.

suspended operations.

On May 4, 2023, SuRo Capital Corp.

abandoned its investment in Ozy Media, Inc.

CAPITAL CORP.

4 unchanged sentences

were as follows:

Type/Industry/Portfolio Company/Investment

Value at December 31, 2020

Type/Industry/Portfolio

Company/Investment

Gains/(Losses)

Value at December 31, 2021

INVESTMENTS * (2)

9 unchanged sentences

Mobile Finance Technology

Capital PayJoy SPV, LLC**–Membership Interest in Lending SPV*** (7)

Architect Capital PayJoy SPV, LLC**–Membership

Interest in Lending SPV***

Special Purpose Acquisition Company

2 unchanged sentences

CONTROLLED INVESTMENTS* (2)

NON-CONTROLLED/AFFILIATE

INVESTMENTS * (1)

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Type/Industry/Portfolio

Company/Investment

Gains/(Losses)

NON-CONTROLLED/AFFILIATE INVESTMENTS * (1)

Debt Investments

Corporate Education

(d/b/a CorpU)–Senior Subordinated Convertible

Promissory Note 4% Due 2/14/2023

$ ( 1,344,981 )

Global Innovation Platform

OneValley, Inc.

(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8 %, Due 8/23/2024 (3)

Total Debt Investments

( 1,344,981 )

Preferred Stock

Corporate Education

(d/b/a CorpU)–Convertible preferred

shares, Series D 6%

( 1,159,243 )

(d/b/a CorpU) -Convertible

preferred shares, Series C 8%

( 3,504,871 )

Total Corporate Education

( 4,664,114 )

Knowledge Networks

Maven Research, Inc.–Preferred shares, Series

Maven Research, Inc.–Preferred

shares, Series B

Maven Research, Inc.–Preferred shares, Series C

Maven Research, Inc.–Preferred shares, Series B

Total Knowledge Networks

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Ozy Media, Inc.–Preferred shares, Series C-2 6%

( 1,865,547 )

Ozy Media, Inc.–Preferred shares, Series B 6%

( 3,350,952 )

Ozy Media, Inc.–Preferred shares, Series A 6%

( 2,824,679 )

Ozy Media, Inc.–Preferred

shares, Series Seed 6%

( 1,294,645 )

Ozy Media, Inc.–Preferred shares, Series Seed 6%

Total Digital Media Platform

( 9,335,823 )

Interactive Learning

LLC–Preferred shares, Series D 8% (5)

LLC–Preferred shares, Series C 8% (5)

LLC–Preferred shares, Series B 8% (5)

LLC–Preferred shares, Series A 8% (5)

StormWind, LLC–Preferred shares, Series D 8% (5)

StormWind, LLC–Preferred shares, Series C 8% (5)

StormWind, LLC–Preferred shares, Series B 8% (5)

StormWind, LLC–Preferred shares, Series A 8% (5)

Total Interactive Learning

Total Preferred Stock

( 1,879,887 )

Total Preferred Stock

( 1,879,887 )

Media Platform

Ozy Media, Inc.–Common Warrants, Strike Price

$ 0.01 , Expiration Date 4/9/2028

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Type/Industry/Portfolio

Company/Investment

Gains/(Losses)

Digital Media Platform

Ozy Media, Inc.–Common Warrants, Strike Price $ 0.01 , Expiration Date 4/9/2028

Global Innovation Platform

OneValley, Inc.

(f/k/a NestGSV,

Inc.)–Preferred Warrant Series A-3 - Strike Price $ 1.33 , Expiration Date 4/4/2021

OneValley, Inc.

(f/k/a NestGSV,

Inc.)–Preferred Warrant Series A-4, Strike Price $ 1.33 , Expiration Date 7/18/2021

OneValley, Inc.

(f/k/a NestGSV, Inc.)–Preferred

Warrant Series A-4, Strike Price $ 1.33 , Expiration Date 10/6/2021

OneValley, Inc.

(f/k/a NestGSV, Inc.)–Preferred

Warrant Series B, Strike Price $ 2.31 , Expiration Date 11/29/2021

(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022

OneValley, Inc.

(f/k/a NestGSV, Inc.)–Preferred

Warrant Series B, Strike Price $ 2.31 , Expiration Date 5/29/2022

(f/k/a NestGSV, Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023

OneValley, Inc.

(f/k/a NestGSV,

Inc.)–Preferred Warrant Series B, Strike Price $ 2.31 , Expiration Date 12/31/2023

Security, Expiration Date 8/23/2024 (6)

(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (6)

( 1,616,141 )

Total Global Innovation Platform

( 1,550,762 )

Total Options

( 1,550,762 )

Online Education

Curious.com, Inc.–Common shares

Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.)**–Common shares*** (8)

$ ( 9,009,952 )

$ ( 428,057 )

Total Common Stock

( 9,009,952 )

NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)

$ ( 9,009,952 )

$ ( 6,009,095 )

TOTAL NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)

$ ( 1,947,548 )

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

portfolio investments are non-income-producing, unless otherwise identified.

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is income-producing.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined

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if SuRo Capital Corp.

5% or more of the voting securities ( i.e.

, securities with the right to elect directors) of such company.

owns, directly or indirectly, between 5% and 25% of the voting securities ( i.e.

, securities with the right to elect directors)

of such company.

Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined

in the 1940 Act.

In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company owned

more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors) and/or had the power to exercise

control over the management or policies of such portfolio company.

In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company beneficially

owns, directly or indirectly, more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors)

and/or had the power to exercise control over the management or policies of such portfolio company.

of December 31, 2022, the investments noted had been placed on non-accrual status.

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OneValley, Inc.

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, while SuRo Capital

(f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, ending August 23, 2024,

while SuRo Capital Corp.

can put the shares to OneValley, Inc.

(f/k/a NestGSV, Inc.) at the end of the five year period.

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, NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) declared an aggregate of

approximately $ 0.3 million in dividend distributions, of which approximately $ 0.1 million reflects the dividend income earned while

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) was a non-controlled/affiliate investment.

SuRo Capital Corp.

does not anticipate that NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) will pay distributions on a recurring

or regular basis or become a predictable distributor of distributions.

On August 20, 2021, NewLake Capital Partners, Inc.(f/k/a GreenAcreage

Real Estate Corp.) went public via an initial public offering on the OTCQX.

As of December 31, 2021, none of SuRo Capital Corp.’s

common shares in NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) were subject to lock-up restrictions.

Sponsor LLC is the sponsor of Colombier Acquisition Corp., a special purpose acquisition company formed for the purpose of effecting

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Repurchase Program

August 8, 2017, the Company announced a $ 5.0 million discretionary open-market share repurchase program of shares of the Company’s

common stock, $ 0.01 par value per share, of up to $ 5.0 million until the earlier of (i) August 6, 2018 or (ii) the repurchase of $ 5.0

million in aggregate amount of the Company’s common stock (the “Share Repurchase Program”).

On November 7, 2017, the

August 8, 2017, the Company announced a $ 5.0 million

discretionary open-market share repurchase program of shares of the Company’s common stock, $ 0.01 par

value per share, of up to $ 5.0 million

until the earlier of (i) August 6, 2018 or (ii) the repurchase of $ 5.0 million

in aggregate amount of the Company’s common stock (the “Share Repurchase Program”).

Following several intervening approvals from the Company’s 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 to extend the Share Repurchase Program

to later expiration dates, most recently, on August 7, 2023, the

Company’s Board of Directors authorized an extension of, and an 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) November 6, 2018 or (ii) the

repurchase of $ 10.0 million in aggregate amount of the Company’s common stock.

On May 3, 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) November 6, 2018 or (ii) the repurchase of $ 15.0 million in aggregate amount of the

Company’s common stock.

On November 1, 2018, 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) October 31, 2019

or (ii) the repurchase of $ 20.0 million in aggregate amount of our 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

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 the Company’s common stock.

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the Company to acquire any specific number of shares of its common stock.

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 Securities Exchange Act of 1934, as amended.

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, the Company may repurchase

its outstanding common stock in the open market, provided that it complies with the prohibitions under its insider trading policies and

procedures and the applicable provisions of the 1940 Act and the Exchange Act.

the year ended December 31, 2023, the Company repurchased 186,493 of the Company’s common stock under the Share Repurchase Program.

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

Repurchase Program.

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

the Share Repurchase Program was approximately $ 20.7 million.

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

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

to purchase up to 3,000,000 shares of its common stock from its 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 $ 3.00 per share and

not greater than $ 4.50 per share.

CAPITAL CORP.

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TO CONSOLIDATED FINANCIAL STATEMENTS

to the Modified Dutch Auction Tender Offer, the Company repurchased 3,000,000 shares, representing 10.6 % of its outstanding shares, on

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

The Company used available cash to fund the purchase of its shares of common stock

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

and Restated 2019 Equity Incentive Plan

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under the Amended & Restated 2019 Equity Incentive Plan (as defined therein).

Paid in Common Stock

May 4, 2021, the Company’s Board of Directors declared a dividend of $ 2.50 per share that was paid on June 30, 2021 to stockholders

of record as of the close of business on May 18, 2021.

The ex-dividend date was May 17, 2021.

The dividend was paid in cash and shares

of the Company’s common stock at the election of the stockholders, although the total amount of cash to be distributed to all stockholders

was limited to no more than 50% of the total dividend paid to all stockholders.

The total dividend amount paid to all stockholders consisted

of approximately $ 30.0 million in cash and 2,335,527 in shares of common stock issued.

August 3, 2021, the Company’s Board of Directors declared a dividend of $ 2.25 per share that was paid on September 30, 2021 to

stockholders of record as of the close of business on August 18, 2021.

The ex-dividend date was August 17, 2021.

The dividend was paid

in cash and shares of the Company’s common stock at the election of the stockholders, although the total amount of cash to be distributed

to all stockholders was limited to no more than 50% of the total dividend paid to all stockholders.

The total dividend amount paid to

all stockholders consisted of approximately $ 29.6 million in cash and 2,225,193 in shares of common stock issued.

November 2, 2021, the Company’s Board of Directors declared a dividend of $ 2.00 per share that was paid on December 30, 2021 to

stockholders of record as of the close of business on November 17, 2021.

The ex-dividend date was November 16, 2021.

The dividend was

paid in cash and shares of the Company’s common stock at the election of the stockholders, although the total amount of cash to

be distributed to all stockholders was limited to no more than 50% of the total dividend paid to all stockholders.

The total dividend

amount paid to all stockholders consisted of approximately $ 28.5 million in cash and 2,170,807 in shares of common stock issued.

of 4.75% Convertible Senior Notes due 2023

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.

Refer to “Note 10—Debt

Capital Activities” for more detail regarding conversion terms.

At-the-Market

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

July 29, 2020, the Company 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 “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 Amendment No.

1 to the At-the-Market

Sales Agreement, dated September 23, 2020, with the Agents (the “Amendment No.

1 to the Sales Agreement,” and together with

the Initial Sales Agreement, the “Sales Agreement”).

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.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Under the Sales Agreement,

the Company may, but has no obligation to, issue and sell up to $ 150.0

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

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.

of the Shares, if any, will be made by any method that is deemed to be an “at-the-market” offering as defined in Rule

under the Securities Act, including sales made directly on the Nasdaq Global Select Market or sales made to or through a market maker

other than on an exchange, at market prices prevailing at the time of sale, at prices related to prevailing market prices or at other

negotiated prices.

Actual sales in the ATM Program will depend on a variety of factors to be determined by the Company from time to time.

415 under the Securities Act of 1933, as amended, including sales made directly on the Nasdaq Global Select Market or sales made to or through a market

maker other than on an exchange, at market prices prevailing at the time of sale, at prices related to prevailing market prices or

at other negotiated prices.

Actual sales in the ATM Program will depend on a variety of factors to be determined by the Company from

time to time.

Agents will receive a commission from the Company equal to up to 2.0 % of the gross sales price of any Shares sold through the Agents

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agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions.

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

the ATM Program.

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

During the year ended December 31,

2022, the Company issued and sold 17,807

Shares under the ATM Program at 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.

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.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

6— NET CHANGE IN NET ASSETS RESULTING FROM OPERATIONS PER COMMON SHARE—BASIC AND DILUTED

following information sets forth the computation of basic and diluted net increase in net assets resulting from operations per common

share, pursuant to ASC 260, for the years ended December 31, 2022, 2021, and 2020.

OF BASIC AND DILUTED COMMON SHARE

following information sets forth the computation of basic and diluted net change in net assets resulting from operations per common share,

pursuant to ASC 260, for the years ended December 31, 2023, 2022, and 2021.

SCHEDULE OF BASIC AND

DILUTED COMMON SHARE

Year Ended December 31,

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Adjustment for dilutive effect of 4.75% Convertible Senior Notes due 2023 (1)

Weighted-average common shares outstanding–diluted

Weighted-average common

shares outstanding–diluted (1)

Earnings per common share–diluted

As of December 31, 2023, 2022, and 2021, there were no potentially dilutive securities outstanding.

year ended December 31, 2020, 0 potentially dilutive common shares were excluded from the weighted average common shares outstanding for

diluted net change in net assets resulting from operations per common share because the effect of these shares would have been anti-dilutive.

7— COMMITMENTS AND CONTINGENCIES

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company at some future date or over a specified period of time.

As of December 31, 2022 and December 31, 2021, the Company had $ 1,330,000

and $ 1,330,000 , respectively, in non-binding investment agreements that required it to make a future investment in a portfolio company.

time to time, the Company may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating

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The Company is not currently a party to any material legal proceedings.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Leases & Related Deposits

Leases and Related Deposits

Company currently has one operating lease for office space for which the Company has recorded a right-of-use asset and lease liability

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a security deposit of $ 16,574 and $ 16,574 , respectively, on the Consolidated Statement of Assets and Liabilities.

For the years ended

December 31, 2022 and 2021, the Company incurred $ 192,176 and $ 186,738 , respectively, of operating lease expense.

The amounts reflected

on the Consolidated Statement of Assets and Liabilities have been discounted using the rate implicit in the lease.

For the years

ended December 31, 2023 and 2022, the Company incurred $ 204,109 and $ 192,176 , respectively, of operating lease expense.

reflected on the Consolidated Statement of Assets and Liabilities have been discounted using the rate implicit in the lease.

As of December

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following table shows future minimum payments under the Company’s operating lease as of December 31, 2023:

OF FUTURE MINIMUM PAYMENTS OF OPERATING LEASE

For the Years Ended December 31,

OF FUTURE MINIMUM PAYMENTS OF OPERATION LEASE

For the Year Ended December 31,

CAPITAL CORP.

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Net realized gain/(loss) on investments (1)

Realized loss on partial repurchase of 5.25% Convertible Senior Notes due 2018 (1)

Net change in unrealized appreciation/(depreciation) of investments (1)

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Ratio of gross operating expenses to average net assets (3)

Ratio of incentive fee waiver to average net assets

Ratio of management fee waiver to average net assets

Ratio of income tax provision to average net assets

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equity issuances.

the year ended December 31, 2021, the Company excluded $ 100,274 of non-recurring expenses.

For the year ended December 31, 2021, the Company excluded $ 100,274 of non-recurring expenses.

For the year ended December 31, 2019, the Company excluded $ 1,769,820 of non-recurring expenses.

For the year ended December 31, 2018, the Company excluded $ 352,667 of non-recurring expenses.

Because the ratios are calculated for the Company’s common stock taken as a whole, an individual investor’s ratios may vary

from these ratios.

For the year ended

December 31, 2020, the Company excluded $ 1,962,431 of non-recurring expenses.

For the year ended December 31, 2019, the Company excluded

$ 1,769,820 of non-recurring expenses.

Because the ratios are calculated for the Company’s common stock taken

as a whole, an individual investor’s ratios may vary from these ratios.

CAPITAL CORP.

22 unchanged sentences

stockholders.

the year ended December 31, 2022, the Company declared distributions of $ 0.11 per share.

The determination of the tax attributes of the

Company’s distributions is made annually as of the end of the Company’s taxable year generally based upon its taxable income

for the full taxable year and distributions paid for the full taxable year.

As a result, a determination made on a by-dividend basis

may not be representative of the actual tax attributes of the Company’s distributions for a full taxable year.

If the Company had

determined the tax attributes of our distributions taxable year-to-date as of December 31, 2022, 100 % would be from net realized investment

However, there can be no certainty to stockholders that this determination is representative of what the actual tax attributes

of the Company’s fiscal year of 2022 distributions to stockholders will be.

a RIC, the Company will be subject to a 4 % nondeductible U.S.

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federal income tax purposes in a timely manner to its stockholders in respect of each calendar

year of an amount at least equal to the sum of (1) 98% of our ordinary income (taking into account certain deferrals and elections) for

each calendar year, (2) 98.2% of our capital gain net income (adjusted for certain ordinary losses) for the 1-year period ending October

year of an amount at least equal to the sum of (1) 98% of its ordinary income (taking into account certain deferrals and elections) for

each calendar year, (2) 98.2% of its capital gain net income (adjusted for certain ordinary losses) for the 1-year period ending October

31 of each such calendar year and (3) any ordinary income and net capital gains for preceding years, but not distributed during such

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generated by these taxable subsidiaries generally would be subject to tax at normal corporate tax rates based on its taxable income.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Company intends to timely distribute to its stockholders substantially all of its annual taxable income for each year, except that it

3 unchanged sentences

of December 31, 2023 and December 31, 2022, the Company recorded a deferred tax liability of $ 0 .

The Company is required to include net

deferred tax provision/benefit in calculating its total expenses even though these net deferred taxes are not currently payable/receivable.

Taxable income generally differs from net income for financial reporting purposes due to temporary and permanent differences in the recognition

of income and expenses, and generally excludes net unrealized appreciation or depreciation, as such gains or losses are not included

in taxable income until they are realized.

The Company is required to include

net deferred tax provision/benefit in calculating its total expenses even though these net deferred taxes are not currently

payable/receivable.

Taxable income generally differs from net income for financial reporting purposes due to temporary and permanent

differences in the recognition of income and expenses, and generally excludes net unrealized appreciation or depreciation, as such

gains or losses are not included in taxable income until they are realized.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

federal and state income tax purposes, a portion of the Taxable Subsidiaries’ net operating loss carryforwards and basis differences

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federal, New York, and California and may be subject

to the taxing authorities’ examination for the tax years 2019–2022 and 2018–2022, respectively.

Further, the Company

and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions as incurred.

As of December 31, 2022,

there were no material interest or penalties incurred related to uncertain tax positions.

to the taxing authorities’ examination for the tax years 2020–2023 in New York and 2019–2023 in California, respectively.

Further, the Company and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions as incurred.

of December 31, 2023, there were no material interest or penalties incurred related to uncertain tax positions.

differences between ICTI and net investment income for financial reporting purposes are reclassified among capital accounts in the consolidated

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( 2,953,733 )

In general, we make certain

adjustments to the classification of net assets as a result of permanent book-to-tax differences, which may include nondeductible federal

excise taxes and net operating losses, among other items.

Certain prior period amounts have been reclassified to conform with the tax-based

components of capital at the period end.

income tax purposes, distributions paid to stockholders are reported as ordinary income, return of capital, long term capital gains or

13 unchanged sentences

on investments owned at December 31, 2023 and 2022, was $( 20,461,845 ) and $( 52,428,951 ), respectively.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023 and 2022, the components of distributable earnings on a tax basis detailed below differ from the amounts reflected

4 unchanged sentences

Year Ended December 31,

Undistributed ordinary income/(loss)

Undistributed ordinary loss

$ ( 45,822,672 )

Accumulated net realized losses on investments

( 20,584,963 )

Accumulated net realized gains/(losses) on investments

( 3,901,291 )

Unrealized appreciation/(depreciation)

Unrealized appreciation/(depreciation) on investments

( 20,461,845 )

( 52,428,951 )

Components of distributable earnings at year-end

$ ( 41,046,808

$ ( 102,152,914 )

10— DEBT CAPITAL ACTIVITIES

Notes due 2026

December 17, 2021, the Company issued $ 70.0 million aggregate principal amount of its 6.00% Notes due 2026 (the “6.00% Notes due

2026”), pursuant to an Indenture, dated as of March 28, 2018 (the “Base Indenture”), between the Company and U.S.

December 17, 2021, the Company issued $ 70.0 million aggregate principal amount of its 6.00% Notes due 2026, pursuant to an Indenture, dated as of March 28, 2018 (the “Base Indenture”), between the Company and U.S.

Trust Company, National Association (as successor in interest to U.S.

33 unchanged sentences

TO CONSOLIDATED FINANCIAL STATEMENTS

Convertible Senior Notes due 2023

March 28, 2018, the Company issued $ 40.0 million aggregate principal amount of convertible senior notes, 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, 2018 .

The 4.75% Convertible Senior Notes due 2023 had a maturity date of March 28, 2023 (the “4.75% Convertible Senior Notes due 2023”),

unless previously repurchased or converted in accordance with their terms.

The Company did not have the right to redeem the 4.75% Convertible

Senior Notes due 2023 prior to March 27, 2021.

On or after March 27, 2021, the Company could redeem the 4.75% Convertible Senior Notes

due 2023 for cash, in whole or in part, from time to time, at the Company’s option if (i) the closing sale price of the Company’s

common stock for at least 15 trading days (whether or not consecutive) during the period of any 20 consecutive trading days was greater

than or equal to 150% of the conversion price on each applicable trading day, (ii) no public announcement of a pending, proposed or intended

fundamental change had occurred which had not been abandoned, terminated or consummated, and (iii) no event of default under the indenture

governing the 4.75% Convertible Senior Notes due 2023, and no event that with the passage of time or giving of notice would constitute

an event of default under such indenture, had occurred or existed.

of these conditions were met and on February 19, 2021, the Company caused notices to be issued to the holders of the 4.75% Convertible

Senior Notes due 2023 regarding the Company’s exercise of its option to redeem, in whole, the issued and outstanding 4.75% Convertible

Senior Notes due 2023, pursuant to the governing indenture.

The Company established March 29, 2021 as the date on which all of the 4.75%

Convertible Senior Notes due 2023 would be redeemed (the “Redemption Date”), at 100% of their principal amount ($ 1,000 per

convertible note), plus the accrued and unpaid interest thereon from September 30, 2020, through, but excluding, the Redemption Date.

Holders of the 4.75% Convertible Senior Notes due 2023 had the option to surrender their 4.75% Convertible Senior Notes due 2023 for

conversion into shares of the Company’s common stock at the then existing conversion rate, in lieu of receiving cash, at any time

prior to the close of business on the business day immediately preceding the Redemption Date.

the Redemption Date, 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.

to the election of certain holders to surrender their 4.75% Convertible Senior Notes due 2023 for conversion into shares of the Company’s

common stock prior to the Redemption Date, the Company issued a total of 4,272,696 shares since the 4.75% Convertible Senior Notes due

2023 were initially issued.

As result of such redemption and conversions, the 4.75% Convertible Senior Notes due 2023 were no longer

outstanding as of the Redemption Date.

initial conversion rate for the 4.75% Convertible Senior Notes due 2023 was 93.2836 shares of the Company’s common stock for each

$ 1,000 principal amount of the 4.75% Convertible Senior Notes due 2023, which represented an initial conversion price of approximately

$ 10.72 per share.

As a result of the Company’s Modified Dutch Auction Tender Offer and cash dividends, the conversion rate for

the 4.75% Convertible Senior Notes due 2023 changed to 108.0505 shares of the Company’s common stock for each $ 1,000 principal

amount of the 4.75% Convertible Senior Notes due 2023, which represented a conversion price of approximately $ 9.25 per share.

indenture governing the 4.75% Convertible Senior Notes due 2023 contained customary financial reporting requirements and contained certain

restrictions on mergers, consolidations, and asset sales.

The indenture also contained certain events of default, the occurrence of which

could have caused the 4.75% Convertible Senior Notes due 2023 to become due and payable before their maturity or immediately.

During 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.

The Company also redeemed approximately $ 0.3 million of aggregate principal amount for cash

plus accrued and unpaid interest on March 29, 2021.

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.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

table below shows a reconciliation from the aggregate principal amount of 4.75% Convertible Senior Notes due 2023 to the balance shown

on the Consolidated Statement of Assets and Liabilities.

December 31, 2022

December 31, 2021

Initial aggregate principal amount of 4.75% Convertible Senior Notes due 2023

Conversion of 4.75% Convertible Senior Notes due 2023

( 37,925,000 )

Redemption of 4.75% Convertible Senior Notes due 2023

Direct deduction of deferred debt issuance costs

4.75% Convertible Senior Notes due 2023 Payable

4.75% Convertible Senior Notes due 2023 were the Company’s general, unsecured, senior obligations and ranked senior in right of

payment to any future indebtedness that was expressly subordinated in right of payment to the 4.75% Convertible Senior Notes due 2023,

equal in right of payment to any existing and future unsecured indebtedness that was not so subordinated to the 4.75% Convertible Senior

Notes due 2023, effectively junior to any future secured indebtedness to the extent of the value of the assets securing such indebtedness,

and structurally junior to all future indebtedness (including trade payables) incurred by the Company’s subsidiaries.

connection with the issuance of the 4.75% Convertible Senior Notes due 2023, the Company was required under the terms of its credit facility

with Western Alliance Bank (the “Credit Facility”) to deposit any proceeds from the 4.75% Convertible Senior Notes due 2023

offering into an account at Western Alliance Bank and was required to maintain at least $ 65.0 million (or such lesser amount to the extent

such funds are used to repay or repurchase a portion of the outstanding 5.25% Convertible Senior Notes due 2018 prior to their maturity

and repayment in full) in an account at Western Alliance Bank until such time as the 5.25% Convertible Senior Notes due 2018 were repaid

The 5.25% Convertible Senior Notes due 2018 matured on September 15, 2018 , at which time the Company repaid the remaining outstanding

aggregate principal amount of the 5.25% Convertible Senior Notes due 2018, including accrued but unpaid interest.

In addition, the Credit

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

As a result, the company is no longer subject to such requirements.

11— STOCK-BASED COMPENSATION

Equity Incentive Plan

June 5, 2019, our Board of Directors adopted, and our stockholders approved, an equity-based incentive plan (the “2019 Equity Incentive

Plan”), which authorized equity awards to be granted for up to 1,976,264 shares of our common stock.

Under the 2019 Equity Incentive

Plan, the exercise price of awards would be set on the grant date and could not be less than the fair market value per share on such

date, however, that in the case of an incentive stock option granted to an employee who, at the time of the grant of such option, owned

stock representing more than ten percent ( 10 %) of the voting power of all classes of stock of the Company or the Company’s present

or future parent or subsidiary corporations, as defined in Section 424(e) or (f) of the Code, or other Affiliates the employees of which

were eligible to receive incentive stock options under the Code (the “10% Shareholders”), the exercise price per share would

be no less than one hundred ten percent (110%) of the fair market value per share on the date of grant.

The fair market value would be

the closing price of the shares on Nasdaq on the date of grant.

July 17, 2019, stock options providing the right to purchase up to 1,165,000 shares were granted under the 2019 Equity Incentive Plan

with an exercise price equal to the market price of our common stock at the grant date.

These stock options had a vesting period of 3

years with 1/3 vesting immediately on the grant date, 1/3 vesting on July 17, 2020, and the remaining 1/3 vesting on July 17, 2021.

of Stock Option Awards Under 2019 Equity Incentive Plan

April 28, 2020, all stock option awards granted under the 2019 Equity Incentive Plan were canceled for no payment pursuant to an option

cancellation agreement (the “Option Cancellation Agreement”).

As a result, there are no stock option awards outstanding under

the 2019 Equity Incentive Plan.

In accordance with FASB ASC 718, Compensation – Stock Compensation (“ASC 718”)

all unrecognized compensation cost related to still unvested shares was recognized as of the date of cancellation.

For more information,

including a description of the Option Cancellation Agreement, please refer to our current report on Form 8-K filed with the SEC on April

Such description of the Option Cancellation Agreement is qualified in its entirety by reference to the text of such Option

Cancellation Agreement filed as Exhibit 10.3 to our quarterly report on Form 10-Q for the period ended March 31, 2020 filed with the

SEC on May 8, 2020.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Company follows ASC 718 to account for stock options granted.

Under ASC 718, compensation expense associated with stock-based compensation

is measured at the grant date based on the fair value of the award and is recognized over the vesting period.

Determining the appropriate

fair value model and calculating the fair value of stock-based awards at the grant date requires judgment, including estimating stock

price volatility, forfeiture rate, and expected option life.

The time-based options granted on July 17, 2019 were ascribed a weighted-average

fair value of $ 2.57 per share.

The fair value of options granted under the 2019 Equity Incentive Plan was based upon a Black Scholes

option pricing model using the assumptions in the following table:

SCHEDULE OF STOCK OPTIONS,

VALUATION ASSUMPTIONS

Input Assumptions

As of July 17, 2019 Grant Date

Risk-free rate

Dividend yield

OF OPTION, ACTIVITY

Number of Shares

Weighted-Average Exercise Price

Weighted-Average Grant Date Fair Value

Outstanding as of December 31, 2019

Vested and Exercisable as of December 31, 2019

( 1,155,000 )

Outstanding as of December 31, 2022 and December 31, 2021

of December 31, 2022 and December 31, 2021, there was $ 0

of total unrecognized compensation cost related

to non-vested stock options granted under the 2019 Equity Incentive Plan, as the options were cancelled effective April 28, 2020.

and Restated 2019 Equity Incentive Plan

June 19, 2020, our Board of Directors adopted, and our stockholders approved, an amendment and restatement of the Company’s 2019

June 19, 2020, the Company’s Board of Directors adopted, and the Company’s stockholders approved, an amendment and restatement of the Company’s 2019

Equity Incentive Plan (the “Amended & Restated 2019 Equity Incentive Plan”) under which the Company is authorized to

14 unchanged sentences

of such grant (or, if earlier, the annual meeting of the Company’s stockholders that is closest to the anniversary of such grant).

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

than such restricted shares granted to non-employee directors, the Company’s Compensation Committee may determine the time or times

at which Options and restricted shares granted to other Participants will vest or become payable or exercisable, as applicable.

price of each Option will not be less than 100% of the fair market value of the Company’s common stock on the date the option is

However, any optionee who owns more than 10% of the combined voting power of all classes of the Company’s outstanding

common stock (a “10% Stockholder”), will not be eligible for the grant of an incentive stock option unless the exercise price

of the incentive stock option is at least 110% of the fair market value of the Company’s common stock on the date of grant.

no Option will be exercisable after the expiration of ten years from the date of grant.

In the case of an Option granted to a 10% Stockholder,

the term of an incentive stock option will be for no more than five years from the date of grant.

the year ended December 31, 2022, the Company granted 241,827 restricted shares to the Company’s officers pursuant to the Amended

& Restated 2019 Equity Incentive Plan.

These restricted shares have a vesting period of 3 years.

The Company determined that the

fair values, based on the grant date close price of such restricted shares granted under the Amended & Restated 2019 Equity Incentive

Plan during the year ended December 31, 2022 were approximately $ 3,599,972 in the aggregate.

On July 2, 2021, 21,760 restricted shares

related to the 2020 non-employee director grants vested.

The Company expensed the full value of restricted stock compensation related

to annual non-employee director grants on the vesting date.

On June 1, 2022, 15,080 restricted shares related to the 2021 non-employee

director grants vested.

For the years ended December 31, 2022 and 2021, we recognized stock-based compensation expense of $ 2,015,600

and $ 1,306,615 , respectively.

As of December 31, 2022

there were approximately $ 6,451,610 of

During the year ended December 31, 2023, the Company granted 60,060 restricted shares to the Company’s non-employee directors

pursuant to the Amended & Restated 2019 Equity Incentive Plan.

Additionally, on May 31, 2023, 26,736 restricted shares related to

the 2022 non-employee director grants vested.

Compensation expense associated with the restricted shares is recognized on a quarterly

basis over the respective vesting periods.

than such restricted shares granted to non-employee directors, the Compensation Committee of the Company’s Board of Directors may

determine the time or times at which Options and restricted shares granted to other Participants will vest or become payable or

exercisable, as applicable.

The exercise price of each Option will not be less than 100% of the fair market value of the

Company’s common stock on the date the option is granted.

However, any optionee who owns more than 10% of the combined voting

power of all classes of the Company’s outstanding common stock (a “10% Stockholder”), will not be eligible for the

grant of an incentive stock option unless the exercise price of the incentive stock option is at least 110% of the fair market value

of the Company’s common stock on the date of grant.

Generally, no Option will be exercisable after the expiration of ten years

from the date of grant.

In the case of an Option granted to a 10% Stockholder, the term of an incentive stock option will be for no

more than five years from the date of grant.

the year ended December 31, 2023, the Company granted 125,000 restricted shares to the Company’s officers pursuant to the

Amended & Restated 2019 Equity Incentive Plan.

The restricted shares have a vesting period of 3 years.

The Company determined

that the fair values, based on the grant date close price of such restricted shares granted to the Company’s officers under

the Amended & Restated 2019 Equity Incentive Plan during the year ended December 31, 2023 and 2022 were approximately $ 532,500

and $ 2,885,000 ,

respectively, in the aggregate.

the years ended December 31, 2023 and 2022, the Company recognized stock-based compensation expense of $ 2,920,526 and

$ 2,606,147 ,

respectively, not including executive and employee forfeits.

As of December 31, 2023 and December 31, 2022, there were approximately $ 4,849,887 and

$ 6,451,610 of

total unrecognized compensation costs related to the restricted share grants.

1 unchanged sentence

shares is recognized on a quarterly basis over the respective vesting periods.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

following table summarizes the activities for the Company’s restricted share grants for the year ended December 31, 2023 under

the Amended & Restated 2019 Equity Incentive Plan:

SCHEDULE OF EQUITY INCENTIVE PLAN

Number of Restricted Shares

OF EQUITY INCENTIVE PLAN

of Restricted Shares

Outstanding as of December 31, 2022

1 unchanged sentence

Vested as of December 31, 2023

balance of vested shares as of December 31, 2022 reflects the total shares vested during

the period and has not been reduced for those vested shares forfeited at time of vest related

The balance of vested shares

reflects the total shares vested during the period and has not been reduced for those vested shares forfeited at time of vest related

to net share settlement.

3 unchanged sentences

On June 16, 2020, the Company received exemptive relief from the SEC to permit such withholding

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

12— SUBSEQUENT EVENTS

January 1, 2023 through March 15, 2023, the Company exited or received proceeds from the following investments:

SCHEDULE OF INVESTMENTS

Portfolio Company

Transaction Date

Average Net Share Price (1)

Realized Loss (2)

Rent the Runway, Inc.

January 1, 2024 through March 13, 2024, the Company made the following investments (not including capitalized transaction costs or

investments in short-term U.S.

Treasury bills).

SCHEDULE OF INVESTMENTS BY COMPANY

Supplying Demand, Inc.

(d/b/a Liquid Death)

Preferred shares, Series F-1

January 1, 2024 through March 13,

2024 , the Company exited or received proceeds from the following investments

(excluding short-term U.S.

Treasury bills):

OF INVESTMENTS

Net Share Price (1)

Nextdoor Holdings, Inc.

$ ( 411,151 )

NewLake Capital Partners, Inc.

(f/k/a GreenAcreage Real Estate Corp.) (5)

Residential Homes For Rent, LLC

(d/b/a Second Avenue) (6)

PSQ Holdings,

(d/b/a PublicSquare) - Warrants (4)

$ ( 351,084 )

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

loss does not include adjustments to amounts held in escrow receivable.

of January 4, 2023, SuRo Capital had sold its public common shares of Rent the Runway, Inc.

of March 8, 2023, SuRo Capital had sold its public common shares of Kahoot!

of March 15, 2023, SuRo Capital held 105,820 common shares of NewLake Capital Partners, Inc.

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

to December 31, 2022, $ 0.2 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, $ 0.2 million repaid a portion of the outstanding principal and the remaining

proceeds were attributed to interest.

January 1, 2023 through March 15, 2023, the Company made the following investments (not including capitalized transaction costs):

OF INVESTMENTS BY COMPANY

Portfolio Company

Transaction Date

Orchard Technologies, Inc.

Series 1 Senior Preferred

Represents a follow-on investment

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 February 23, 2024, SuRo Capital had sold its remaining Nextdoor Holdings, Inc.

public common shares.

As of March 13, 2024, SuRo Capital held 2,296,037 PSQ Holdings, Inc.

(d/b/a PublicSquare) public warrants.

Company is frequently in negotiations with various private companies with respect to investments in such companies.

7 unchanged sentences

equity investments will be effectuated.

From January 1, 2023 through March 15, 2023, the Company had $ 1.3 million in non-binding investment

agreements that required it to make a future investment in a portfolio company.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

Notice of Terminating Custody Agreements

On March 10, 2023, the Company and U.S.

Bank Trust Company, National

Association (the “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”).

The Company has commenced a transition process with the U.S.

Bank Entities, and

are currently in discussions with a number of reputable qualified custodians that it expects will be able to fulfill the

Company’s needs in providing the custodial services currently provided by the U.S.

Bank Entities without disruption.

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.

The Company does not believe that such termination will have a material adverse

impact on its operations or financial condition.

See “Item 9B.

Other Information” of this Form 10-K for additional

Modified Dutch Auction Tender Offer

February 14, 2024, the Company’s Board of Directors authorized a modified Dutch Auction tender offer (the “Tender Offer”)

to purchase up to 2,000,000 shares of its 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, the Company will purchase 2,000,000 shares, or approximately 7.9 % ,

of the Company’s outstanding shares of its common stock.

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

on the number of shares tendered and the prices specified by the tendering stockholders, the Company will determine the lowest per-share

price that will enable it to acquire up to 2,000,000 shares of its common stock.

All shares accepted in the Tender Offer will be purchase

at the same price even if tendered at a lower price.

CAPITAL CORP.

3 unchanged sentences

OF QUARTERLY FINANCIAL DATA

December 31, 2022

September 30, 2022

June 30, 2022

March 31, 2022

Quarter Ended

December 31, 2022

September 30, 2022

June 30, 2022

March 31, 2022

Total Investment Income

8 unchanged sentences

( 13,270,199 )

( 1,966,225 )

Net Change in Unrealized Appreciation/(Depreciation) of Investments

( 7,633,982 )

( 36,951,920 )

( 88,562,575 )

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

Net Change in Unrealized

Appreciation/(Depreciation) of Investments

( 8,973,578 )

Net Increase/(Decrease)

in Net Assets Resulting from Operations

$ ( 9,123,023 )

$ ( 15,620,024 )

Net Increase/(Decrease) in Net Assets from Operations per Common Share:

Net Increase/(Decrease) in Net Assets from

Operations per Common Share:

Weighted Average Common Shares Outstanding–Basic

16 unchanged sentences

( 4,224,705 )

Net Realized Gain on Investments

Net Realized Gain/(Loss) on Investments

( 1,894,406 )

( 5,141,097 )

( 1,966,225 )

Net Change in Unrealized Appreciation/(Depreciation) of Investments

5 unchanged sentences

$ ( 45,902,250 )

$ ( 94,339,688 )

Net Increase/(Decrease) in Net Assets from Operations per Common Share:

1 unchanged sentence

Weighted Average Common Shares Outstanding–Diluted

CAPITAL CORP.

AND SUBSIDIARIES

TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2020

September 30, 2020

June 30, 2020

March 31, 2020

Quarter Ended

December 31, 2020

September 30, 2020

June 30, 2020

March 31, 2020

Total Investment Income

5 unchanged sentences

( 2,834,318 )

Net Realized Gain/(Loss) on Investments

Net Change in Unrealized Appreciation/(Depreciation) of Investments

Net Realized Gain on Investments

Net Change in Unrealized

Appreciation/(Depreciation) of Investments

( 53,134,601 )

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

( 15,023,778 )

Net Increase/(Decrease) in Net Assets from Operations per Common Share:

( 1,315,837 )

Net Increase/(Decrease)

in Net Assets Resulting from Operations

$ ( 9,536,110 )

$ 108,002,363

Net Increase/(Decrease) in Net Assets from

Operations per Common Share:

Weighted Average Common Shares Outstanding–Basic

21 unchanged sentences

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

Architect Capital PayJoy SPV, LLC and Colombier Sponsor LLC, did not meet the definition of a “significant subsidiary” as

set forth in Rule 1-02(w)(2).

For comparability purposes, the Company has omitted the previously disclosed summarized financial information

of the Company’s significant subsidiaries for the quarter ended December 31, 2021 as the Company’s significant subsidiaries

would not have been considered significant subsidiaries under the Final Rules.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Architect Capital PayJoy SPV, LLC, and Colombier Sponsor II LLC, did not meet the definition of a “significant

subsidiary” as set forth in Rule 1-02(w)(2).

For comparability purposes, the Company has omitted the previously disclosed

summarized financial information of the Company’s significant subsidiaries for the year ended December 31, 2022 as the

Company’s significant subsidiaries would not have been considered significant subsidiaries under the Final Rules.

in and Disagreements with Accountants on Accounting and Financial Disclosure

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 8. Financial Statements and Supplementary Data