What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-08-08 compared with 2024-05-09 · 1261 added, 1113 removed, 1278 unchanged (65% of the section changed)

4 unchanged sentences

Investments at fair value:

Non-controlled/non-affiliate investments (cost of $ 170,371,625 and $ 160,994,161 , respectively)

Non-controlled/non-affiliate investments

(cost of $ 195,251,769 and $ 160,994,161 , respectively)

$ 161,548,344

$ 147,167,535

Non-controlled/affiliate investments (cost of $ 32,733,009 and $ 32,775,940 , respectively)

Controlled investments (cost of $ 18,771,097 and $ 18,771,097 , respectively)

Non-controlled/affiliate investments (cost

of $ 32,733,009 and $ 32,775,940 , respectively)

Controlled investments (cost of $ 8,764,352

and $ 18,771,097 , respectively)

Total Portfolio Investments

Investments in U.S.

Treasury bills (cost of $ 29,245,079 and $ 63,792,704 , respectively)

Total Investments (cost of $ 251,120,810 and $ 276,333,902 , respectively)

Treasury bills (cost of

$ 0 and $ 63,792,704 , respectively)

Total Investments (cost of $ 236,749,130 and

$ 276,333,902 , respectively)

Escrow proceeds receivable

1 unchanged sentence

Deferred financing costs

expenses and other assets (1)

Prepaid expenses and other

Accounts payable and accrued

1 unchanged sentence

6.00% Notes due December 30, 2026 (2)

Total Liabilities

Commitments and contingencies (Notes 7 and 10)

Commitments and contingencies

(Notes 7 and 10)

$ 162,312,191

$ 203,357,646

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

25,353,284 and 25,445,805 issued and

outstanding, respectively)

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

23,378,002 and 25,445,805 issued and outstanding, respectively)

Paid-in capital in excess of par

2 unchanged sentences

( 4,304,111 )

Accumulated net realized loss on investments, net of distributions

Accumulated net realized loss on investments,

net of distributions

( 12,802,458 )

( 12,348,772 )

Accumulated net unrealized appreciation/(depreciation) of investments

Accumulated net unrealized appreciation/(depreciation)

of investments

( 54,082,352 )

4 unchanged sentences

accompanying notes to condensed consolidated financial statements.

balance includes a right of use asset and corresponding operating lease liability, respectively.

Refer to “Note 7—Commitments

and Contingencies— Operating Leases and Related Deposits ” for more detail.

of March 31, 2024, 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, 2023, 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

This balance includes a right

of use asset and corresponding operating lease liability, respectively.

Refer to “Note 7—Commitments and Contingencies— Operating

Leases and Related Deposits ” for more detail.

As of June 30, 2024, 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,

2023, 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.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

Ended March 31,

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Months Ended June 30,

INVESTMENT INCOME

15 unchanged sentences

Total Operating Expenses

Net Investment Loss

Investment Loss

( 3,655,625 )

( 3,805,340 )

Realized Gain/(Loss) on Investments:

( 6,878,527 )

( 8,027,105 )

Realized Gain/(Loss) on

Non-controlled/non-affiliated investments

( 2,325,175 )

( 2,135,832 )

Non-controlled/affiliate investments

Net Realized Gain/(Loss) on Investments

Change in Unrealized Appreciation/(Depreciation) of Investments:

( 10,945,024 )

Controlled investments

Realized Loss on Investments

( 13,270,199 )

( 13,080,856 )

Change in Unrealized Appreciation/(Depreciation)

of Investments:

Non-controlled/non-affiliated investments

1 unchanged sentence

( 12,152,800 )

( 19,876,809 )

( 14,216,377 )

Non-controlled/affiliate investments

2 unchanged sentences

Controlled investments

Net Change in Unrealized Appreciation/(Depreciation)

of Investments

Change in Unrealized Appreciation/(Depreciation) of Investments

( 6,965,946 )

Net Change in Net Assets Resulting from

( 25,384,316 )

Net Change in Net Assets Resulting from Operations per Common

Weighted-Average Common Shares Outstanding

Change in Net Assets Resulting from Operations

$ ( 10,651,183 )

$ ( 15,620,024 )

$ ( 32,716,529 )

$ ( 11,003,515 )

Change in Net Assets Resulting from Operations per Common Share:

Weighted-Average Common

Shares Outstanding

accompanying notes to condensed consolidated financial statements.

interest income earned on idle cash.

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

For the three months ended March 31, 2024 and March 31, 2023, 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”.

Includes interest income

earned on cash.

the three and six months ended June 30, 2024 and June 30, 2023, 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.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)

Three Months Ended March

Net Assets at Beginning of Year

Months Ended June 30,

Net Assets at

Beginning of Year

$ 203,357,646

$ 210,020,702

Change in Net Assets Resulting from Operations

Change in Net Assets Resulting

from Operations

Net investment loss

1 unchanged sentence

( 4,221,765 )

Net realized gain/(loss) on investments

Net change in unrealized appreciation/(depreciation) of investments

Net realized gain/(loss)

on investments

Net change in unrealized

appreciation/(depreciation) of investments

( 18,418,370 )

Net Change in Net Assets Resulting from Operations

Change in Net Assets Resulting from Operations

( 22,065,346 )

Change in Net Assets Resulting from Capital Transactions

Change in Net Assets Resulting

from Capital Transactions

Stock-based compensation

Net Change in Net Assets Resulting from

Capital Transactions

Change in Net Assets Resulting from Capital Transactions

Total Change in Net Assets

3 unchanged sentences

$ 215,043,069

Change in Net Assets Resulting

from Operations

Net investment loss

( 3,655,625 )

( 3,805,340 )

Net realized loss on investments

( 13,270,199 )

Net change in unrealized

appreciation/(depreciation) of investments

( 6,965,946 )

Change in Net Assets Resulting from Operations

( 10,651,183 )

( 15,620,024 )

Change in Net Assets Resulting

from Capital Transactions

Stock-based compensation

Repurchases of common stock

( 9,400,000 )

( 13,500,000 )

Change in Net Assets Resulting from Capital Transactions

( 8,757,761 )

( 12,730,321 )

Total Change in Net Assets

( 19,408,944 )

( 28,350,345 )

Net Assets at June 30

$ 162,312,191

$ 186,692,724

Capital Share Activity

Shares outstanding at beginning of year

Shares outstanding at beginning

of common stock under restricted stock plan, net (1)

Shares repurchased

( 2,000,000 )

( 3,000,000 )

Shares Outstanding at End of Period

accompanying notes to condensed consolidated financial statements.

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

Refer to “Note 11 —

Stock-Based Compensation” for more detail.

CAPITAL CORP.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

Ended March 31,

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Months Ended June 30,

Cash Flows from Operating Activities

Net change in net assets resulting from operations

Net change in net assets resulting

from operations

$ ( 32,716,529 )

Adjustments to reconcile net change in net assets resulting from operations to net

cash provided by operating activities:

Net realized (gain)/loss on investments

Net change in unrealized (appreciation)/depreciation of investments

$ ( 11,003,515 )

Amortization of discount on 6.00 % Notes due 2026

Adjustments to reconcile

net change in net assets resulting from operations to net cash provided by/(used in) operating activities:

Net realized loss on investments

Net change in unrealized

(appreciation)/depreciation of investments

( 10,104,446 )

Amortization of discount

on 6.00 % Notes due 2026

Stock-based compensation

Adjustments to escrow proceeds receivable

Adjustments to escrow proceeds

Accrued interest on U.S.

Treasury bills

Purchases of investments in:

Purchases of investments

Portfolio investments

3 unchanged sentences

( 141,793,045 )

Proceeds from sales or maturity of investments in:

Proceeds from sales or

maturity of investments in:

Portfolio investments

Treasury bills

Change in operating assets and liabilities:

Prepaid expenses and other assets

Interest and dividends receivable

Change in operating assets

and liabilities:

Prepaid expenses and other

Interest and dividends

Proceeds receivable

Escrow proceeds receivable

Accounts payable and accrued expenses

Net Cash Provided by Operating Activities

Cash Flows from Financing Activities

Accounts payable and accrued

Net Cash Provided by/(Used

in) Operating Activities

( 1,967,046 )

Cash Flows from Financing

Repurchases of common stock

( 9,400,000 )

( 13,500,000 )

Cash dividends paid

Net Cash Used in Financing Activities

Total Increase in Cash Balance

Net Cash Used in Financing

( 9,507,823 )

( 13,607,823 )

Total Increase/(Decrease)

in Cash Balance

( 15,574,869 )

Cash Balance at Beginning of Year

6 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED)

Portfolio Investments *

Investments *

Headquarters/

of Initial Investment

NON-CONTROLLED/NON-AFFILIATE

Learneo, Inc.

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

Redwood City, CA

Preferred shares, Series A 8%

Preferred shares,

Online Education

1 unchanged sentence

Online Education

ServiceTitan, Inc.

Common shares

Contractor Management Software

Blink Health, Inc.

Preferred shares, Series A

2 unchanged sentences

Pharmaceutical Technology

Locus Robotics Corp.

CW Opportunity

Class A Interest **(16)

GPUs-as-a-Service

ServiceTitan,

Common shares

Contractor Management Software

Robotics Corp.

Wilmington, MA

1 unchanged sentence

Warehouse Automation

Supplying Demand, Inc.

(d/b/a Liquid Death)

2 unchanged sentences

Lifestyle Beverage Brand

Sydney, Australia

Common shares **

Productivity Software

Preferred shares, Series C

Fitness Technology

FourKites, Inc.

Common shares

10 unchanged sentences

Home Improvement Finance

Common Warrants, Strike Price $0.01, Expiration Date 7/12/2026

Common Warrants, Strike Price

$0.01, Expiration Date 7/12/2026

Home Improvement Finance

Holdings, Inc.

(d/b/a/ Lime)

San Francisco, CA

Junior Preferred shares, Series

Micromobility

Junior Preferred Convertible

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

Micromobility

Common Warrants, Strike Price

$0.01, Expiration Date 5/11/2027

Micromobility

Global Ventures 4 Plus Pte Ltd **(8)

Singapore, Singapore

Limited Partner Fund Investment **(8)

Venture Investment Fund

Technologies, Inc.

7 unchanged sentences

Real Estate Platform

Global Ventures 4 Plus Pte Ltd **

Singapore, Singapore

Limited Partner Fund Investment (8) **(8)

Venture Investment Fund

Neutron Holdings, Inc.

(d/b/a/ Lime)

San Francisco, CA

Junior Preferred shares, Series 1-D

Micromobility

Junior Preferred Convertible

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

Micromobility

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

Micromobility

San Francisco, CA

Preferred shares

Mobile Access Technology

Simple Agreement for Future Equity

Simple Agreement for Future

Mobile Access Technology

San Francisco, CA

Common shares (3) **(3)

Online Marketplace Finance

San Francisco, CA

Common shares **

Financial Services

accompanying notes to condensed consolidated financial statements.

2 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued

Portfolio Investments *

Investments *

Headquarters/

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

of Initial Investment

Holdings Limited (d/b/a Xpoint) (7)(15)

Philadelphia, PA

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

Preferred shares, Series A-1 (7)(15)

Geolocation Technology

Aventine Property Group, Inc.

Series A-1 Warrants, Strike

Price $0.0001, Expiration Date 5/14/2044 (7)(15)

Series A Warrants, Strike Price

$0.0001, Expiration Date 5/14/2044 (7)(15)

Total (7)(15)

San Francisco, CA

Common shares **

Financial Services

San Francisco, CA

Common shares (3) ** (3)

Online Marketplace Finance

Santa Clara, CA

Common shares, Class A (3) **(12)(3)

Advanced Nuclear Technology

Property Group, Inc.

Common shares*** ***

Cannabis REIT

Homes for Rent, LLC (d/b/a Second Avenue) (6)

Preferred shares, Series A (6)

Real Estate Platform

Streaming Solutions Inc.

1 unchanged sentence

Las Vegas, NV

Simple Agreement for Future Equity (7)

Simple Agreement for Future

Interactive Media & Services

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

Simple Agreement for Future Equity (7)

Simple Agreement for Future

Sports Betting

Sponsor LLC ** (10)(12)

Common shares, Class B **

Special Purpose Acquisition Company

Common shares, Class A **

Special Purpose Acquisition

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

Preferred shares, Series A (6) (6)

Real Estate Platform

Common shares (3) **

Online Education

Markets, Inc.

2 unchanged sentences

Gaming Technology

Skillsoft Corp.**

Common shares (3) **(3)

Online Education

Sponsor VII LLC ** (10)(14)

Common share units ** (10)(14)

Special Purpose Acquisition Company

Special Purpose Acquisition

Warrant units ** (10)(14)

1 unchanged sentence

Total ** (10)(14)

Technology, Inc.

(d/b/a FanPower) (7)

Preferred shares, Series Seed-2 (7)

Digital Media Technology

(d/b/a Compliable) (7)

1 unchanged sentence

Gaming Licensing

Kinetiq Holdings, LLC

Holdings, LLC

Philadelphia, PA

1 unchanged sentence

Social Data Platform

Technology, Inc.

(d/b/a FanPower) (7)

Preferred shares, Series Seed-2 (7)

Digital Media Technology

Singapore, Singapore

1 unchanged sentence

Retail Technology

Preferred shares, Investec Series **

Preferred shares, Investec

Retail Technology

Aspiration Partners, Inc.

Holdings, Inc.

(d/b/a Catona Climate, f/k/a Aspiration Partners, Inc.)

Marina Del Rey, CA

Preferred shares, Series A

Financial Services

Carbon Credit Services

Preferred shares, Series C-3

Financial Services

Fullbridge, Inc.

Carbon Credit Services

Cambridge, MA

1 unchanged sentence

Business Education

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

Business Education

Treehouse Real Estate Investment Trust, Inc.

Common shares

Cannabis REIT

Total Non-controlled/Non-affiliate

$ 170,371,625

Promissory Note 1.47%, Due

11/9/2021 (4)(11) (4)(11)

Business Education

accompanying notes to condensed consolidated financial statements.

2 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued

Portfolio Investments *

Investments *

Headquarters/

of Initial Investment

Real Estate Investment Trust, Inc.

Common shares

Cannabis REIT

Non-controlled/Non-affiliate

$ 195,251,769

$ 161,548,344

NON-CONTROLLED/AFFILIATE (1)

13 unchanged sentences

E-Commerce Marketplace

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

** (1)(3)(13)

Warrants, Strike Price $11.50,

Expiration Date 7/19/2028 (3) **

E-Commerce Marketplace

** (1)(3)(13)

OneValley, Inc.

(f/k/a NestGSV, Inc.)

3 unchanged sentences

Global Innovation Platform

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

Convertible Promissory Note

8% Due 8/23/2024 (4)

Global Innovation Platform

Maven Research, Inc.

Research, Inc.

San Francisco, CA

3 unchanged sentences

Knowledge Networks

Curious.com, Inc.

Menlo Park, CA

1 unchanged sentence

Online Education

Total Non-controlled/Affiliate *

Non-controlled/Affiliate

CONTROLLED (2)

Architect Capital PayJoy SPV, LLC**

San Francisco, CA

Membership Interest in Lending SPV***

Mobile Finance Technology

Sponsor II LLC ** (10)

1 unchanged sentence

Class B Units **(2)(10)

Special Purpose Acquisition Company

Special Purpose Acquisition

Class W Units **(2)(10)

Special Purpose Acquisition

Total **(2)(10)

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

4 unchanged sentences

Clean Technology

Total Controlled *

Total Portfolio Investments *

$ 221,875,731

$ 175,015,571

Treasury bill, 0%, due 6/27/2024*** (3) ***(3)

TOTAL INVESTMENTS

Controlled (2)

Portfolio Investments

$ 236,749,130

1 unchanged sentence

accompanying notes to condensed consolidated financial statements.

All portfolio investments

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

Equity investments may be 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.

“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.

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

Indicates assets that SuRo Capital Corp.

do not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940

Of the Company’s total investments as of June 30, 2024, 24.20 % of its total investments are non-qualifying assets.

is income-producing.

CAPITAL CORP.

1 unchanged sentence

CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - 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

(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 March 31, 2024, 15.66 % of its

total investments are non-qualifying assets.

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.

“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,

beneficially 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”.

“Control Investments”

are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined in the 1940 Act.

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”.

Denotes an investment considered Level 1 or

Level 2 and valued using observable inputs.

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

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

Refer to “Note 4—Investments at Fair

of March 31, 2024, 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 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.

As of June 30, 2024, the investments noted

had been placed on non-accrual status.

SuRo Capital Corp.’s investments in

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

SuRo Capital Corp.’s investment in Residential Homes for Rent, LLC (d/b/a Second Avenue) is held through SuRo Capital Corp.’s wholly owned subsidiary,

GSVC AV Holdings, Inc.

SuRo 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., 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.

August 23, 2019, SuRo Capital Corp.

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

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”).

SuRo 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.

On August 23, 2019, SuRo

Capital Corp.

amended the structure of its investment in OneValley, Inc.

(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.

can put the shares to 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.

put the shares to OneValley, Inc.

(f/k/a 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.

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 in AltC Sponsor LLC converted to 24,900

Class A Common shares and 214,400

Class B Common shares.

SuRo Capital Corp.’s AltC Sponsor LLC position is adjusted for certain lock-up provisions.

July 19, 2023, Colombier Acquisition Corp.

(“Colombier”) stockholders approved a business combination with PSQ Holdings,

(d/b/a PublicSq.) 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 PublicSq.).

SuRo Capital Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare)

Class A Common shares are subject to contractual sale restrictions in the form of a lock-up agreement applicable to the common

shares after the company’s IPO, while the PSQ Holdings, Inc.

(d/b/a PublicSquare) warrants are freely tradable.

agreement expires on July 19, 2024.

The lock-up agreement has early lock-up expiration provisions which would allow SuRo Capital

to sell its Class A common shares in PSQ Holdings, Inc.

(d/b/a PublicSquare) if the closing price of the Class A common stock

equals or exceeds $ 12.00

per share, as adjusted for stock splits, stock dividends, reorganizations, and recapitalizations for any 20 trading days within any

30 trading day period commencing on December 16, 2023.

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 November 9, 2021, Fullbridge,

Inc.’s obligations under its financing arrangements with the Company became past due.

On May 7, 2024, AltC Acquisition Corp.

stockholders approved a business combination with Oklo, Inc.

(“Oklo”) and related proposals at a special meeting.

9, 2024, Oklo announced that it had consummated the business combination with AltC pursuant to a merger agreement between the

parties, creating the resultant combined company Oklo, Inc.

Upon closing of the business combination with Oklo, SuRo Capital Corp.’s Class A common shares and Class B common shares

were converted into Class A shares of the post-closing company.

SuRo Capital Corp.’s shares of Oklo, Inc.

are subject to

certain vesting conditions.

Capital Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare) Class A Common shares are subject to contractual sale restrictions

in the form of a lock-up agreement applicable to the common shares after the company’s IPO.

The lock-up agreement expires on July 19, 2024.

On August 1, 2023, Churchill Capital Corp.

VII announced it signed a definitive agreement to merge with CorpAcq Holdings Limited.

The fair value of SuRo Capital Corp.’s Churchill Sponsor VII LLC position is adjusted for certain lock-up provisions.

The fair value of SuRo Capital Corp.’s

Churchill Sponsor VII LLC position is adjusted for certain lock-up provisions.

On May 14, 2024,

as part of the most recent financing round, the 6% Convertible Note due October 17, 2024 which SuRo Capital Corp.

previously extended

to Xgroup Holdings Limited (d/b/a Xpoint) converted into Series A Warrants, Series A-1 Warrants, and Series A-1 Shares.

CW Opportunity 2 LP is a special purpose vehicle that is invested in the Series C Preferred Shares of CoreWeave, Inc.

CAPITAL CORP.

1 unchanged sentence

CONSOLIDATED SCHEDULE OF INVESTMENTS

Portfolio Investments *

Investments *

Headquarters/

of Initial Investment

NON-CONTROLLED/NON-AFFILIATE

Learneo, Inc.

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

Redwood City, CA

Preferred shares, Series A 8%

Preferred shares,

Online Education

1 unchanged sentence

Online Education

ServiceTitan, Inc.

ServiceTitan,

Common shares

Contractor Management Software

Blink Health, Inc.

Preferred shares, Series A

2 unchanged sentences

Pharmaceutical Technology

Locus Robotics Corp.

Robotics Corp.

Wilmington, MA

13 unchanged sentences

Home Improvement Finance

Common Warrants, Strike Price $0.01, Expiration Date 7/12/2026 (13)

Common Warrants, Strike Price

$0.01, Expiration Date 7/12/2026 (13)

Home Improvement Finance

FourKites, Inc.

Common shares

13 unchanged sentences

Venture Investment Fund

Neutron Holdings, Inc.

Holdings, Inc.

(d/b/a/ Lime)

San Francisco, CA

Junior Preferred shares, Series 1-D

Junior Preferred shares, Series

Micromobility

2 unchanged sentences

Micromobility

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

Common Warrants, Strike Price

$0.01, Expiration Date 5/11/2027

Micromobility

5 unchanged sentences

Mobile Access Technology

Simple Agreement for Future Equity

Simple Agreement for Future

Mobile Access Technology

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

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

Preferred shares, Series A (6) (6)

7 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS - continued

Portfolio Investments *

Investments *

Headquarters/

Aventine Property Group, Inc.

of Initial Investment

Property Group, Inc.

Common shares*** ***

7 unchanged sentences

Las Vegas, NV

Simple Agreement for Future Equity (7)

Simple Agreement for Future

Interactive Media & Services

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

Simple Agreement for Future Equity (7)

Simple Agreement for Future

Sports Betting

1 unchanged sentence

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

Special Purpose Acquisition Company

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

Special Purpose Acquisition

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

Special Purpose Acquisition

Total **(10)(14)

Skillsoft Corp.**

Common shares (3) **(3)

9 unchanged sentences

Common share units **(10)

Special Purpose Acquisition Company

Warrant units **(10)

Special Purpose Acquisition

Nextdoor Holdings, Inc.**

Special Purpose Acquisition

Holdings, Inc.

San Francisco, CA

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

Social Networking

Technology, Inc.

2 unchanged sentences

Digital Media Technology

Kinetiq Holdings, LLC

Holdings, LLC

Philadelphia, PA

1 unchanged sentence

Social Data Platform

Singapore, Singapore

Common shares **

Retail Technology

Preferred shares, Investec Series **

Aspiration Partners, Inc.

Marina Del Rey, CA

Preferred shares, Series A

Financial Services

Preferred shares, Series C-3

Fullbridge, Inc.

shares, Investec Series **

Partners, Inc.

shares, Series A

Preferred shares, Series

Cambridge, MA

2 unchanged sentences

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

Treehouse Real Estate Investment Trust, Inc.

Business Education

Real Estate Investment Trust, Inc.

Common shares

7 unchanged sentences

CONSOLIDATED SCHEDULE OF INVESTMENTS - continued

Portfolio Investments *

Investments *

Headquarters/

of Initial Investment

NON-CONTROLLED/AFFILIATE (1)

Scottsdale, AZ

Preferred shares, Series D 8% *

Preferred shares,

Series D 8% (1)(5)

Interactive Learning

9 unchanged sentences

Common shares, Class A **

** (1)(3)(15)

E-Commerce Marketplace

Warrants, Strike Price $11.50, Expiration Date 7/19/2028 *

** (1)(3)(15)

OneValley, Inc.

Warrants, Strike Price $11.50,

Expiration Date 7/19/2028 **

E-Commerce Marketplace

(f/k/a NestGSV, Inc.)

3 unchanged sentences

Global Innovation Platform

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

Innovation Platform

Maven Research, Inc.

Convertible Promissory Note

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

Global Innovation Platform

Research, Inc.

San Francisco, CA

2 unchanged sentences

Preferred shares, Series B (1)

Curious.com, Inc.

Knowledge Networks

Menlo Park, CA

1 unchanged sentence

Online Education

Total Non-controlled/Affiliate *

Non-controlled/Affiliate (1)

CONTROLLED (2)

Architect Capital PayJoy SPV, LLC**

Capital PayJoy SPV, LLC **

San Francisco, CA

Membership Interest in Lending SPV*** *

Membership Interest in Lending

SPV*** ** (2)***

Mobile Finance Technology

2 unchanged sentences

Class B Units **(2)(10)

Special Purpose Acquisition Company

Special Purpose Acquisition

Class W Units **(2)(10)

Purpose Acquisition Company

Special Purpose Acquisition

Total **(2)(10)

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

3 unchanged sentences

Common shares (2)

Total Controlled *

Total Portfolio Investments *

Clean Technology

Controlled (2)

Portfolio Investments

$ 212,541,198

1 unchanged sentence

Treasury bill, 0%, due

3/28/2024*** (3)***

Treasury bill, 0%, due

6/27/2024*** (3)***

TOTAL INVESTMENTS

2 unchanged sentences

accompanying notes to condensed consolidated financial statements.

All 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 noted.

“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.

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

Indicates assets that SuRo Capital Corp.

do not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940

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.

CAPITAL CORP.

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CONSOLIDATED 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

(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, 2023, 14.03 % of

its total investments are non-qualifying assets.

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.

“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,

beneficially 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”.

“Control 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”.

Denotes an investment considered Level 1 or

Level 2 and valued using observable inputs.

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

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

Refer to “Note 4—Investments at Fair

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 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.

As of December 31, 2023,

the investments noted had been placed on non-accrual status.

SuRo Capital Corp.’s investments in

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

SuRo 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.

SuRo 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., 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.

On March 31, 2023, the previously unfunded capital commitment of $ 1.3 million was deemed fully

contributed in lieu of cash distributions.

On March 31, 2023, the full $ 2.0 million capital commitment to True Global Ventures 4

Plus Fund LP had been called and funded.

August 23, 2019, SuRo Capital Corp.

(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”).

SuRo 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.

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

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

On August 23, 2019, SuRo

Capital Corp.

amended the structure of its investment in OneValley, Inc.

(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.

can put the shares to 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.

put the shares to OneValley, Inc.

(f/k/a 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

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.

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 November 9, 2021, Fullbridge, Inc.’s

obligations under its financing arrangements with the Company became past due.

On January 13, 2023, SuRo Capital Corp.

$ 2.0 million in Orchard Technologies, Inc.’s Series 1 Senior Preferred financing round.

As part of the transaction, SuRo Capital

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.

On July 12, 2023, SuRo Capital

invested $ 0.5 million in Shogun Enterprises, Inc.

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

As part of the transaction, the previous investment in the Convertible Note was converted into Series B-3 Preferred shares.

Additionally, SuRo Capital Corp.

(d/b/a 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

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,

(d/b/a PublicSquare) and related proposals at a special meeting.

On July 11, 2023, AltC Acquisition Corp.

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.

On 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.

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.

freely tradable.

(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.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

1— NATURE OF OPERATIONS

Capital Corp.

(“we”, “us”, “our”, the “Company” or “SuRo Capital”),

formerly known as Sutter Rock Capital Corp.

(“we”, “us”, “our”, the “Company” or “SuRo Capital”), formerly

known as Sutter Rock Capital Corp.

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 “Code”).

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.

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The Company began its investment operations during the second quarter of 2011.

table below displays the Company’s subsidiaries as of March 31, 2024, which, other than GSV Capital Lending, LLC (“GCL”)

table below displays the Company’s subsidiaries as of June 30, 2024, which, other than GSV Capital Lending, LLC (“GCL”)

and SuRo Capital Sports, LLC, are collectively referred to as the “Taxable Subsidiaries.” The Taxable Subsidiaries were formed

7 unchanged sentences

Incorporation

April 13, 2012

SuRo Capital Sports, LLC (“SuRo Sports”)

March 19, 2021

Subsidiaries below are referred to collectively as the “Taxable Subsidiaries”

GSVC AE Holdings, Inc.

November 28, 2012

GSVC AV Holdings, Inc.

November 28, 2012

GSVC SW Holdings, Inc.

November 28, 2012

GSVC SVDS Holdings, Inc.

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 (“SPACs”).

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 Sports, LLC (“SuRo Sports”)

below are referred to collectively as the “Taxable Subsidiaries”

AE Holdings, Inc.

AV Holdings, Inc.

SW Holdings, Inc.

SVDS Holdings, Inc.

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 direct 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.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

2— SIGNIFICANT ACCOUNTING POLICIES

of Presentation

The interim unaudited condensed

consolidated financial statements of the Company are prepared on the accrual basis of accounting in conformity with U.S.

generally accepted

accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X under the Securities

Exchange Act of 1934, as amended (the “Exchange Act”).

The Company is an investment company following the specialized accounting

and reporting guidance specified in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification

(“ASC”) Topic 946, Financial Services—Investment Companies .

In the opinion of management, all adjustments, all

of which were of a normal recurring nature, were considered necessary for the fair presentation of consolidated financial statements

for the period have been included.

interim unaudited condensed consolidated financial statements of the Company are prepared on the accrual basis of accounting in conformity

generally accepted accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and

Regulation S-X under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The Company is an investment company

following the specialized accounting and reporting guidance specified in the Financial Accounting Standards Board’s (“FASB”)

Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies .

In the opinion

of management, all adjustments, all of which were of a normal recurring nature, were considered necessary for the fair presentation of

consolidated financial statements for the period have been included.

results of operations for the current interim period are not necessarily indicative of results that ultimately may be achieved for any

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The levels of the fair value hierarchy are as follows:

1 —Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has

the ability to access at the measurement date.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

1 —Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has

the ability to access at the measurement date.

2 —Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities;

24 unchanged sentences

as of the valuation date.

If there are legal or contractual restrictions on the sale or use of such security that under ASC 820-10-35, as modified by ASU 2022-03 (as defined below),

should be incorporated into the security’s fair value measurement as a characteristic of the security that would transfer to market

participants who would buy the security, the Company will consider those restrictions in the fair value determination of that security.

Contractual sale

restrictions on the sale or use of a security which are an entity-specific characteristic, rather than a security-specific characteristic

(as discussed in ASU 2022-03), are not considered in the fair value determinations for such securities.

The Company may also obtain quotes with respect to certain of its investments from pricing services,

brokers or dealers in order to value assets.

When doing so, the Company determines whether the quote obtained is sufficient according

to GAAP to determine the fair value of the security.

If there are legal or contractual restrictions on the sale or use of such security that under ASC 820-10-35,

as modified by ASU 2022-03 (as defined below), should be incorporated into the security’s fair value measurement as a characteristic

of the security that would transfer to market participants who would buy the security, the Company will consider those restrictions in

the fair value determination of that security.

Contractual sale restrictions on the sale or use of a security which are an entity-specific

characteristic, rather than a security-specific characteristic (as discussed in ASU 2022-03), are not considered in the fair value determinations

for such securities.

The Company may also obtain quotes with respect to certain of its investments from pricing services, brokers or

dealers in order to value assets.

When doing so, the Company determines whether the quote obtained is sufficient according to GAAP to

determine the fair value of the security.

If determined to be adequate, the Company uses the quote obtained.

3 unchanged sentences

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.

The quarterly valuation process

begins with each portfolio company or investment being initially valued by the internal investment professionals responsible for the

portfolio investment;

Preliminary valuation estimates are then documented

and discussed with senior management;

For 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;

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

The 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;

The 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

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

26 unchanged sentences

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

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

closing market prices and are classified as Level 1 assets.

Equity investments with readily available market quotations that are subject

to sales restrictions due to an initial public offering (“IPO”) by the portfolio company will be classified as Level 1.

other equity investments with readily available market quotations that are subject to sales restrictions that would transfer to market

participants who would buy the security may be valued at a discount for a lack of marketability (“DLOM”) to the most recently

available closing market prices.

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

available closing market prices and are classified as Level 1 assets.

Equity investments with readily available market quotations

that are subject to sales restrictions due to an initial public offering (“IPO”) by the portfolio company will be

classified as Level 1.

Any other equity investments with readily available market quotations that are subject to sales restrictions

that would transfer to market participants who would buy the security may be valued at a discount for a lack of marketability

(“DLOM”) to the most recently available closing market prices.

These investments are generally classified as Level 2

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

For equity securities with readily available market quotations that are subject to entity-specific contractual

sale restrictions, rather than security-specific contractual sale restrictions, if such entity-specific contractual sale restrictions

first applied or were modified on or after December 15, 2023, the restrictions are not considered in the determination of fair value for

that security.

securities with readily available market quotations that are subject to entity-specific contractual sale restrictions, rather than

security-specific contractual sale restrictions, if such entity-specific contractual sale restrictions first applied or were

modified on or after December 15, 2023, the restrictions are not considered in the determination of fair value for that security.

See “Recently Issued or Adopted Accounting Standards” for more information.

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

9 unchanged sentences

in fair value, while material deterioration of these metrics may indicate a possible reduction in fair value.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

determining the fair value of equity or equity-linked securities (including simple agreement for future equity (“SAFE”) notes

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

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

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

Treasuries), which are 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.

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

Treasuries), which are 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 indices 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

1 unchanged sentence

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.

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

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 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 security-specific contractual sale restrictions on selling.

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

Investment Funds

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 security-specific contractual sale restrictions.

The Company’s SPAC investments are valued

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

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

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The Company classifies its investments by level of control.

As defined in the 1940 Act, control investments are those where the investor retains the power to exercise a controlling influence

over the management or policies of a company.

Control is generally deemed to exist when a company or individual directly or

indirectly owns beneficially more than 25% of the voting securities of an investee company.

Affiliated investments and affiliated

companies are defined by a lesser degree of influence and are deemed to exist when a company or individual directly or indirectly

owns, controls or holds the power to vote 5% or more of the outstanding voting securities of a portfolio company.

Condensed Consolidated Schedules of Investments as of March 31, 2024 and December 31, 2023 for details regarding the nature and

composition of the Company’s investment portfolio.

As defined in the 1940 Act, control investments are those where the investor retains the power to exercise a controlling influence over

the management or policies of a company.

Control is generally deemed to exist when a company or individual directly or indirectly owns

beneficially more than 25% of the voting securities of an investee company.

Affiliated investments and affiliated companies are defined

by a lesser degree of influence and are deemed to exist when a company or individual directly or indirectly owns, controls or holds the

power to vote 5% or more of the outstanding voting securities of a portfolio company.

Refer to the Condensed Consolidated Schedules of

Investments as of June 30, 2024 and December 31, 2023 for details regarding the nature and composition of the Company’s investment

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

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

The Company’s shares in such portfolio

companies are typically subject to lock-up agreements for 180 days following the IPO.

Upon the IPO date, the Company transfers its

investment from Level 3 to Level 1 due to the presence of an active market, or Level 2 if limited by the lock-up agreement.

Company prices the investment at the closing price on a public exchange as of the measurement date.

In situations where there are legal or contractual restrictions on the sale or use of such security that under ASC 820-10-35 (as

modified by ASU 2022-03) should be incorporated into the security’s fair value measurement as a characteristic of the security

that would transfer to market participants who would buy the security, the Company will classify the investment as Level 2 subject

to an appropriate DLOM to reflect the restrictions upon sale.

The Company transfers investments between levels based on the fair

value at the beginning of the measurement period in accordance with FASB ASC 820.

For investments transferred out of Level 3 due to

an IPO, the Company transfers these investments based on their fair value at the IPO date.

The Company’s shares in such portfolio companies

are typically subject to lock-up agreements for 180 days following the IPO.

Upon the IPO date, the Company transfers its investment from

Level 3 to Level 1 due to the presence of an active market, or Level 2 if limited by the lock-up agreement.

The Company prices the investment

at the closing price on a public exchange as of the measurement date.

In situations where there are legal or contractual restrictions

on the sale or use of such security that under ASC 820-10-35 (as modified by ASU 2022-03) should be incorporated into the security’s

fair value measurement as a characteristic of the security that would transfer to market participants who would buy the security, the

Company will classify the investment as Level 2 subject to an appropriate DLOM to reflect the restrictions upon sale.

The Company transfers

investments between levels based on the fair value at the beginning of the measurement period in accordance with FASB ASC 820.

For investments

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

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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from contingent consideration are to be recognized when the amount of the contingent consideration becomes realized or realizable.

of March 31, 2024 and December 31, 2023, the Company had $ 236,303 and $ 309,293 ,

respectively, in escrow proceeds receivable.

of June 30, 2024 and December 31, 2023, the Company had $ 71,044 and $ 309,293 , respectively, in escrow proceeds receivable.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

Financing Costs

Company records fees and expenses incurred in connection with financing or capital raising activities other than the Company’s 6.00 %

6.00 % Notes due 2026 as deferred financing costs.

These costs are deferred and amortized as part of interest expense using the

straight-line method over the respective life of the financing instrument.

For modifications to a financing instrument, any

unamortized origination costs are expensed.

Included within deferred financing costs are offering costs incurred relating to the

Company’s shelf registration statement on Form N-2.

The Company defers these offering costs until capital is raised pursuant

to the shelf registration statement or until the shelf registration statement expires.

For equity capital raised, the offering

costs reduce paid-in capital resulting from the offering.

The Company records fees and expenses incurred in connection with its 6.00% Notes due 2026 as deferred debt

issuance costs.

Such costs are reflected in the carrying value of the 6.00% Notes due 2026, and not the Company’s deferred

financing costs .

For debt capital raised, the associated offering costs are amortized over the life of the debt instrument.

March 31, 2024 and December 31, 2023, the Company had deferred financing costs of $ 577,900

Notes due 2026

as deferred financing costs.

These costs are deferred and amortized using the straight-line method over the respective life of the

financing instrument.

For modifications to a financing instrument, any unamortized origination costs are expensed.

Included within

deferred financing costs are offering costs incurred relating to the Company’s shelf registration statement on Form N-2.

Company defers these offering costs until capital is raised pursuant to the shelf registration statement or until the shelf

registration statement expires.

For equity capital raised, the offering costs reduce paid-in capital resulting from the offering.

Company records fees and expenses incurred in connection with its 6.00% Notes due 2026 as deferred debt issuance costs.

are reflected in the carrying value of the 6.00% Notes due 2026, and not the Company’s deferred financing costs.

debt capital raised, the associated offering costs are deferred and amortized as part of interest expense using the straight-line

method over the life of the debt instrument.

As of June 30, 2024 and December 31, 2023, the Company had deferred financing costs of

and $ 594,726 ,

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OF DEFERRED FINANCING COSTS

March 31, 2024

December 31, 2023

Deferred debt issuance costs

Deferred financing costs

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

to “Note 10 — Debt Capital Activities” for further detail regarding the Company’s deferred debt issuance costs.

Leases & Related Deposits

Company accounts for its operating leases as prescribed by ASC 842, Leases , which requires lessees to recognize a right-of-use

asset on the balance sheet, representing its right to use the underlying asset for the lease term, and a corresponding lease liability

for all leases with terms greater than 12 months.

The lease expense is presented as a single lease cost that is amortized on a straight-line

basis over the life of the lease.

Non-lease components (maintenance, property tax, insurance and parking) are not included in the lease

On June 3, 2019, the Company entered a 5 -year operating lease for office space for which the Company has recorded a right-of-use

asset and a corresponding lease liability for the operating lease obligation.

These amounts have been discounted using the rate implicit

in the lease.

Refer to “Note 7—Commitments and Contingencies— Operating Leases and Related Deposits ” for

further detail.

Company accounts for its operating leases as prescribed by ASC 842, Leases , which requires lessees to recognize a

right-of-use asset on the balance sheet, representing its right to use the underlying asset for the lease term, and a corresponding

lease liability for all leases with terms greater than 12 months.

The lease expense is presented as a single lease cost that is

amortized on a straight-line basis over the life of the lease.

Non-lease components (maintenance, property tax, insurance and

parking) are not included in the lease cost.

On June 3, 2019, the Company entered an operating lease expiring August 31, 2024 for

office space, for which the Company has recorded a right-of-use asset and a corresponding lease liability for the operating lease

These amounts have been discounted using the rate implicit in the lease.

Refer to “Note 7—Commitments and

Contingencies— Operating Leases and Related Deposits ” for further detail.

the fair value recognition provisions as prescribed by ASC 718, Stock Compensation , stock-based compensation cost is measured

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

As of March 31, 2024 and December 31, 2023, the

As of June 30, 2024 and December 31, 2023, the

Company had no escrow deposits.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

Appreciation or Depreciation of Investments

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

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

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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long as the Company qualifies and maintains its tax treatment as a RIC, it generally will not be subject to U.S.

federal and state

income taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends.

any tax liability related to income earned by the RIC will represent obligations of the Company’s investors and will not be

reflected in the condensed consolidated financial statements of the Company.

Included in the Company’s condensed consolidated

financial statements, the Taxable Subsidiaries are taxable subsidiaries, regardless of whether the Company is a RIC.

These Taxable

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

portfolio companies.

Such income tax expenses and deferred taxes, if any, will be reflected in the Company’s Condensed

Consolidated Financial Statements.

federal and state income

taxes on any ordinary income or capital gains that it distributes at least annually to its stockholders as dividends.

Rather, any tax

liability related to income earned by the RIC will represent obligations of the Company’s investors and will not be reflected in

the condensed consolidated financial statements of the Company.

Included in the Company’s condensed consolidated financial statements,

the Taxable Subsidiaries are taxable subsidiaries, regardless of whether the Company is a RIC.

These Taxable Subsidiaries are not consolidated

for income tax purposes and may generate income tax expenses as a result of their ownership of the portfolio companies.

Such income tax

expenses and deferred taxes, if any, will be reflected in the Company’s Condensed Consolidated Financial Statements.

it is not treated as a RIC, the Company will be taxed as a regular corporation (a “C Corporation”) under Subchapter C of

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

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

Share Information

4 unchanged sentences

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

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

the number of potentially dilutive shares outstanding.

1 unchanged sentence

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

Recently Adopted Accounting Standards

Issued or Adopted Accounting Standards

June 2022, the FASB issued ASU No.

1 unchanged sentence

Fair Value Measurement of Equity Securities

Subject to Contractual Sale Restrictions.” This change prospectively prohibits entities from taking into account contractual

restrictions on the sale of equity securities when estimating fair value and introduces required disclosures for such transactions.

Subject to Contractual Sale Restrictions.” This change prospectively prohibits entities from taking into account certain

contractual restrictions on the sale of equity securities when estimating fair value and introduces required disclosures for such

transactions.

The standard is effective for annual periods beginning after December 15, 2023, and applied prospectively.

The Company adopted the requirements of ASU 2022-03 during the period ended March 31, 2024.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

Recently Issued Accounting Standards

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.

adopted the requirements of ASU 2022-03 during the period ended March 31, 2024.

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;

however, the Company has not elected to adopt this provision as of the date of the condensed

consolidated financial statements.

The Company is still assessing the impact of the new

However, it does not expect ASU 2023-09 to have a material impact on the Company’s future financial statements.

however, the Company has not elected to adopt this provision as of the date of the condensed consolidated

financial statements.

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 Company’s future financial statements.

March 2024, the FASB issued ASU 2024-01, “Compensation - Stock Compensation (Topic 718):

Scope Application of Profits Interest

and Similar Awards.” ASU 2024-01 clarifies how an entity determines whether a profits interest or similar award is within the scope

of Topic 718 or not a share-based payment arrangement and therefore within the scope of other guidance.

ASU 2024-01 is effective for

public entities for fiscal years beginning after December 15, 2024, and interim periods in fiscal years beginning after December 15,

Early adoption is permitted;

however, the Company has not elected to adopt this provision as of the date of the condensed consolidated

financial statements.

The Company is currently evaluating the impact of the new guidance.

However, it does not expect ASU 2024-01 to

have a material impact on the Company’s future financial statements.

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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by the Company, and the Company’s executive officers and directors.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

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

12 unchanged sentences

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.

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.

Klein’s brother, Michael Klein, is a control person

of such Churchill entities.

As of March 31, 2024, the fair value of the Company’s investment in Churchill Sponsor VII LLC was $ 394,774 .

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

As of June 30, 2024, the fair value of the Company’s

remote-affiliate investment in Churchill Sponsor VII LLC was $ 403,871 .

Company’s investment in Skillsoft Corp.

(f/k/a Software Luxembourg Holding S.A.) (“Skillsoft”) 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 controlled

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

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.

(f/k/a Software Luxembourg Holding S.A.) (“Skillsoft”) 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 controlled Churchill Sponsor II LLC, the sponsor of Churchill Capital Corp.

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.

Klein’s brother, Michael

Klein, was a control person of such Churchill entities.

As of March 31, 2024, the fair value of the Company’s investment in Skillsoft was $ 441,828 .

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

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

As of June 30, 2024, the fair value of the Company’s remote-affiliate investment in Skillsoft was $ 678,942 .

Company’s initial investment in Shogun Enterprises, Inc.

2 unchanged sentences

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.

As of March 31, 2024, the fair value of the Company’s remote-affiliate investment in Shogun Enterprises, Inc.

and held a minority equity interest in such portfolio company.

As of June 30, 2024, the fair value of the Company’s remote-affiliate

investment in Shogun Enterprises, Inc.

(d/b/a Hearth) was $ 6,127,776 .

Company’s investment in Architect Capital PayJoy SPV, LLC also constituted a “remote-affiliate” transaction for

purposes of the 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

As of March 31, 2024, the fair value of the Company’s remote-affiliate investment in Architect Capital PayJoy SPV,

LLC was $ 10,000,000 .

Company’s investment in Architect Capital PayJoy SPV, LLC also constituted a “remote-affiliate” transaction for purposes

of the 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.

28, 2024, the Company redeemed the entirety of its Membership Interest in Architect Capital PayJoy SPV, LLC.

addition, Ms.

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(d/b/a PublicSquare).

As of March 31, 2024, the fair value of the Company’s investment in PSQ Holdings, Inc.

(d/b/a PublicSquare)

was $ 10,528,818 .

As of June 30, 2024, the fair value of the Company’s investment in PSQ

Holdings, Inc.

(d/b/a PublicSquare) was $ 7,966,873 .

Company’s investment in AltC Sponsor LLC, the sponsor of AltC Acquisition Corp, a SPAC, constituted a

2 unchanged sentences

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 March 31, 2024, the fair value of the Company’s investment in AltC Sponsor LLC was $ 945,983 .

Chief Compliance Officer, Treasurer and Secretary, was a non-controlling member of the board of directors of AltC Acquisition Corp

until its dissolution upon completion of AltC Acquisition Corp.’s business combination into Oklo, Inc.

As of June 30, 2024, the

fair value of the Company’s investment in Oklo, Inc.

was $ 1,425,070 .

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

4— INVESTMENTS AT FAIR VALUE

1 unchanged sentence

Company’s investments in portfolio companies consist primarily of equity securities (such as common stock, preferred stock and

options or agreements to purchase or acquire common and preferred stock) and to a lesser extent, debt securities, issued by private

and publicly traded companies.

options or agreements to purchase or acquire common and preferred stock) and to a lesser extent, debt securities, issued by private and

publicly traded companies.

The Company may also, from time to time, invest in U.S.

Treasury securities.

Non-portfolio

investments represent investments in U.S.

Treasury securities.

As of March 31, 2024, the Company had 63

positions in 38

portfolio companies.

As of December 31, 2023, the Company had 63

positions in 38

portfolio companies.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

Treasury bills.

Non-portfolio investments represent

investments in U.S.

Treasury bills.

As of June 30, 2024, the Company had 65 positions in 39 portfolio companies.

As of December

31, 2023, the Company had 63 positions in 38 portfolio companies.

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

March 31, 2024 and December 31, 2023:

June 30, 2024 and December 31, 2023:

SCHEDULE OF COMPOSITION OF INVESTMENT PORTFOLIO

March 31, 2024

December 31, 2023

Percentage of

Private Portfolio Companies

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Debt Investments

Total Private Portfolio Companies

Private Portfolio Companies

Publicly Traded Portfolio

Publicly Traded Portfolio Companies

Total Publicly Traded Portfolio Companies

Total Portfolio Investments

6 unchanged sentences

$ 247,892,104

geographic and industrial compositions of the Company’s portfolio at fair value as of March 31, 2024 and December 31, 2023 were

As of March 31, 2024

As of December 31, 2023

Percentage of

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

geographic and industrial compositions of the Company’s portfolio at fair value as of June 30, 2024 and December 31, 2023 were

of June 30, 2024

of December 31, 2023

Geographic Region

$ 108,500,197

International

1 unchanged sentence

$ 184,081,249

As of March 31, 2024

As of December 31, 2023

Percentage of

of June 30, 2024

of December 31, 2023

AI/Big Data/Cloud

Education Technology

Big Data/Cloud

Financial Technology

Social/Mobile/Consumer

Sustainability

Financial Technology

Sustainability/Alternative Energy

$ 182,904,880

2 unchanged sentences

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

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

Management Software

GPUs-as-a-Service

Chain Technology

9 unchanged sentences

Social/Mobile/Consumer

Digital Media Technology

Media Technology

Media & Services

Lifestyle Beverage Brand

Beverage Brand

Access Technology

Data Platform

Sustainability

Sustainability/Alternative Energy

Advanced Nuclear

Carbon Credit Services

Clean Technology

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2024

Valuation Inputs

fair values of the Company’s investments disaggregated into the three levels of the fair value hierarchy based upon the lowest

level of significant input used in the valuation as of March 31, 2024 and December 31, 2023 are as follows:

level of significant input used in the valuation as of June 30, 2024 and December 31, 2023 are as follows:

SCHEDULE OF FAIR VALUE OF INVESTMENT VALUATION INPUTS

As of March 31, 2024

of June 30, 2024

Investments at Fair Value

4 unchanged sentences

Debt Investments

Private Portfolio Companies

Publicly Traded Portfolio Companies

Total Portfolio Investments

Non-Portfolio Investments

Treasury bills

Total Investments at Fair Value

Portfolio Companies

Publicly Traded Portfolio

Traded Portfolio Companies

Investments at Fair Value

$ 171,161,017

$ 182,904,880

As of December 31, 2023

of December 31, 2023

Investments at Fair Value

4 unchanged sentences

Debt Investments

Private Portfolio Companies

Publicly Traded Portfolio Companies

Total Portfolio Investments

Portfolio Companies

Publicly Traded Portfolio

Traded Portfolio Companies

Portfolio Investments

Non-Portfolio Investments

Treasury bills

Total Investments at Fair Value

Investments at Fair Value

$ 168,568,251

2 unchanged sentences

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unobservable Inputs for Level 3 Assets and Liabilities

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 March 31, 2024 and December 31, 2023.

of the Company’s Level 3 assets as of June 30, 2024 and December 31, 2023.

In addition to the techniques and inputs noted in the

4 unchanged sentences

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 March 31, 2024 and December 31, 2023.

Level 3 fair value measurements as of June 30, 2024 and December 31, 2023.

Significant changes in the inputs in isolation would result

3 unchanged sentences

SCHEDULE OF FAIR VALUE OF ASSETS ON UNOBSERVABLE INPUT

of March 31, 2024

Technique (1)

in private companies

Market approach

0.12 x - 10.08 x ( 8.23 x)

of June 30, 2024

Approach/ Technique (1)

(Weighted Average) (3)

stock in private companies

- 10.79 x ( 8.07 x)

- 18.0 % ( 16.2 %)

Discount Rate

Preferred stock in private

stock in private companies

$ 106,281,721

Market approach

Revenue multiples

0.12 x - 8.05 x ( 1.83 x)

Discount rate

Revenue multiples

Debt investments

Market approach

Revenue multiples

- 5.61 x ( 1.52 x)

Discount Rate

Option Pricing Model

Term to expiration (Years)

- 1.89 x ( 1.78 x)

- 1.60 x ( 1.49 x)

Pricing Model

to expiration (Years)

- 5.00 ( 0.27 )

Discount Rate

- 18 % ( 16.0 %)

of March 31, 2024, 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 more detail.

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

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 Board of 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.

of June 30, 2024, 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 more detail.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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.

The Board of 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.

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.

4 unchanged sentences

Technique (1)

in private companies

Market approach

(Weighted Average) (3)

stock in private companies

- 11.13 x ( 9.29 x)

- 25.0 % ( 18.5 %)

Discount Rate

Preferred stock in private

stock in private companies

$ 122,744,564

Market approach

Revenue multiples

- 11.41 x ( 2.73 x)

Discount rate

Debt investments

Market approach

Revenue multiples

- 1.66 x ( 1.56 x)

Term to expiration (Years)

to expiration (Years)

- 5.63 ( 0.79 )

Discount Rate

- 18 % ( 16.0 %)

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 more detail.

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

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 Board of 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.

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;

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 more detail.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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.

The Board of 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.

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”.

aggregate values of Level 3 assets and liabilities changed during the three months ended March 31, 2024 as follows:

aggregate values of Level 3 assets and liabilities changed during the six months ended June 30, 2024 as follows:

SCHEDULE OF AGGREGATE VALUE OF ASSETS AND LIABILITIES

Three Months Ended March 31, 2024

Six Months Ended June 30, 2024

Fair Value as of December 31, 2023

1 unchanged sentence

$ 168,568,251

Transfers out of Level 3

Purchases, capitalized fees and interest

Sales/Redemptions of investments

( 10,233,019 )

Exercises and conversions

( 1,338,976 )

Realized losses

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

2 unchanged sentences

Transfers out of Level 3

Fair Value as of March 31, 2024

$ 113,934,393

Fair Value as of June 30, 2024

$ 106,281,721

Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of March 31, 2024

$ 171,161,017

Net change in unrealized appreciation/ (depreciation) of Level 3 investments still held as of June 30, 2024

$ ( 27,885,891 )

$ ( 22,652,903 )

the six months ended June 30, 2024, the Company’s portfolio investments had the following

corporate actions which are reflected above:

Portfolio Company

Conversion from

Conversion to

AltC Sponsor LLC

Common shares, Class A

Common shares, Class B

- Common shares, Class A (Level 2)

Xgroup Holdings Limited (d/b/a Xpoint)

Convertible Note 6 %, Due 10/17/2024

Preferred shares, Series A-1

Warrants, Series A-1

Warrants, Series A

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

22 unchanged sentences

Transfers out of Level 3

( 1,554,355 )

( 1,157,487 )

( 2,711,842 )

Fair Value as of December 31, 2023

8 unchanged sentences

$ ( 512,480 )

the year ended December 31, 2023, the Company’s portfolio investments had the following corporate actions which are reflected

Technologies, Inc.

shares, Series D

Agreement for Future Equity

Preferred shares, Series 1

Preferred shares, Series 2

Shares, Class A

Enterprises, Inc.

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

$ ( 2,010,694 )

$ ( 219,349 )

$ ( 512,480 )

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

Orchard Technologies, Inc.

Preferred shares, Series D

Simple Agreement for Future Equity

Senior Preferred shares, Series 1

Senior Preferred shares, Series 2

Common Shares, Class A

Shogun Enterprises, Inc.

(d/b/a Hearth)

Shares, Series B-3

Holdings, Inc.

Convertible Note 0.5 %

Preferred Shares, Series B-3

Colombier Sponsor LLC

Class B Units

Class W Units

PSQ Holdings, Inc.

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

Holdings, Inc.

PSQ Holdings, Inc.

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

shares, Class A

shares, Class B

AltC Sponsor LLC

Common shares, Class A

Common shares, Class B

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

of Investments In, and Advances to, Affiliates

during the three months ended March 31, 2024 involving the Company’s controlled investments and non-controlled/affiliate investments

were as follows:

during the six months ended June 30, 2024 involving the Company’s controlled investments and non-controlled/affiliate

investments were as follows:

OF INVESTMENTS IN AND ADVANCES TO AFFILIATES

Type/Industry/Portfolio Company/Investment

Type/Industry/Portfolio

Company/Investment

Value at December 31, 2023

Sales/Redemptions

Gains/(Losses)

CONTROLLED INVESTMENTS * (2)

Special Purpose Acquisition Company

Colombier Sponsor II LLC**–Class W Units

Total Options

Preferred Stock

Clean Technology

Gains/(Losses)

Value at June 30, 2024

INVESTMENTS * (2)

Purpose Acquisition Company

Sponsor II LLC**–Class W Units

$ 498,305 - -

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

Total Preferred Stock

Clean Technology

Preferred Stock

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

Mobile Finance Technology

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

Special Purpose Acquisition Company

Colombier Sponsor II LLC**–Class B Units

Total Common Stock

TOTAL CONTROLLED INVESTMENTS* (2)

NON-CONTROLLED/AFFILIATE INVESTMENTS * (1)

Debt Investments

Global Innovation Platform

OneValley, Inc.

Finance Technology

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

( 10,000,000 )

Purpose Acquisition Company

Sponsor II LLC**–Class B Units

( 10,000,000 )

CONTROLLED INVESTMENTS* (2)

$ ( 10,000,000 )

NON-CONTROLLED/AFFILIATE

INVESTMENTS * (1)

Innovation Platform

(f/k/a NestGSV, Inc.) –Convertible Promissory Note 8 %, Due 8/23/2024 (4)

Total Debt Investments

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

Type/Industry/Portfolio Company/Investment

Gains/(Losses)

Preferred Stock

Debt Investments

Research, Inc.–Preferred shares, Series C

Research, Inc.–Preferred shares, Series B

Knowledge Networks

Maven Research, Inc.–Preferred shares, Series C

Maven Research, Inc.–Preferred shares, Series B

Total Knowledge Networks

LLC (5) – Preferred shares, Series D 8%

LLC (5) – Preferred shares, Series C 8%

( 1,643,930 )

LLC (5) – Preferred shares, Series B 8%

( 1,746,626 )

LLC (5) – Preferred shares, Series A 8%

Interactive Learning

StormWind, LLC (5) – Preferred shares, Series D 8%

StormWind, LLC (5) – Preferred shares, Series C 8%

StormWind, LLC (5) – Preferred shares, Series B 8%

StormWind, LLC (5) – Preferred shares, Series A 8%

Total Interactive Learning

( 3,761,224 )

Total Preferred Stock

Preferred Stock

( 3,761,224 )

Global Innovation Platform

OneValley, Inc.

Innovation Platform

(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (6)

Total Global Innovation Platform

E-Commerce Marketplace

PSQ Holdings, Inc.

Global Innovation Platform

Holdings, Inc.

(d/b/a PublicSquare)** (7)(3) – Warrants

Total Options

Online Education

Curious.com, Inc.–Common shares

E-Commerce Marketplace

PSQ Holdings, Inc.

( 1,032,105 )

Inc.–Common shares

Holdings, Inc.

(d/b/a PublicSquare)** (7)(3) – Common shares, Class A

Total Common Stock

TOTAL NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)

( 1,465,227 )

NON-CONTROLLED/AFFILIATE INVESTMENTS* (1)

$ ( 102,998 )

$ ( 5,501,866 )

portfolio investments are non-income-producing, unless otherwise identified.

Equity investments

may be subject to lock-up restrictions upon their 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”).

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

portfolio investments are non-income-producing, unless otherwise identified.

Equity investments are subject to lock-up restrictions

upon their 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

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

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 1940 Act.

the Company’s total investments as of March 31, 2024, 15.66 % of its total investments are non-qualifying assets.

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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 June 30, 2024, 24.20 %

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.

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.

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

Refer to “Note 4—Investments

at Fair Value”.

of March 31, 2024, 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.

beneficially 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 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.

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

“Note 4—Investments at Fair Value”.

of June 30, 2024, 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.

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.

July 19, 2023, Colombier Acquisition Corp.

(“Colombier”) stockholders approved a business combination with PSQ Holdings,

(d/b/a PublicSq.) 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 PublicSq.).

SuRo Capital Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare)

Class A Common shares are subject to contractual sale restrictions in the form of a lock-up agreement applicable to the common shares after the company’s

IPO, while the PSQ Holdings, Inc.

(d/b/a PublicSquare) warrants are freely tradable.

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

Capital Corp.’s shares of PSQ Holdings, Inc.

(d/b/a PublicSquare) Class A Common shares are subject to contractual sale restrictions

in the form of a lock-up agreement applicable to the common shares after the company’s IPO, while the PSQ Holdings, Inc.

PublicSquare) warrants are freely tradable.

The lock-up agreement expires on July 19, 2024.

lock-up agreement has early lock-up expiration provisions which would allow SuRo Capital Corp.

to sell its Class A common shares in PSQ

Holdings, Inc.

(d/b/a PublicSquare) if the closing price of the Class A common stock equals or exceeds $ 12.00 per share, as adjusted for

stock splits, stock dividends, reorganizations, and recapitalizations for any 20 trading days within any 30 trading day period commencing

on December 16, 2023.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

of Investments In, and Advances to, Affiliates

3 unchanged sentences

Company/Investment

Value at December 31, 2022

Gains/(Losses)

Value at December 31, 2023

INVESTMENTS * (2)

Purpose Acquisition Company

Colombier Sponsor

II LLC**–Class W Units

Sponsor II LLC**–Class W Units

$ ( 262,347 )

1 unchanged sentence

( 1,159,150 )

Total Options

( 1,159,150 )

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

Preferred Stock

Sustainability Partners, Inc.)–Preferred shares, Class A

Total Preferred Stock

Sustainability Partners, Inc.)–Common shares

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

Finance Technology

Architect Capital PayJoy

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

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

Purpose Acquisition Company

Colombier Sponsor II LLC**–Class

Sponsor II LLC**–Class B Units

Sponsor LLC** (6) –Class B Units

6 unchanged sentences

INVESTMENTS * (1)

Debt Investments

Innovation Platform

1 unchanged sentence

$ ( 720,805 )

Total Debt Investments

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

Type/Industry/Portfolio

Company/Investment

Gains/(Losses)

Preferred Stock

Maven Research,

Inc.–Preferred shares, Series C

Debt Investments

Research, Inc.–Preferred shares, Series C

Research, Inc.–Preferred shares, Series B

14 unchanged sentences

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

Total Interactive Learning

— 9,950,835 — —

— 2,585,040 12,535,875 6.16 %

Total Preferred Stock — 9,950,835 — —

Interactive Learning

Preferred Stock

( 10,914,377 )

Media Platform

(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 12/31/2023

( 5,080 ) 5,080 — — %

OneValley, Inc.

(f/k/a NestGSV, Inc.)–Derivative Security, Expiration Date 8/23/2024 (5) 1

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

Innovation Platform

( 5,080 ) ( 26,120 ) 620,927 0.31 %

(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)

Global Innovation Platform

Holdings, Inc.

(d/b/a PublicSquare)** (6) – Warrants

2,396,037 — — 1,159,150 —

187,872 936,096 1,964,750 0.97 %

— 652,127 1,159,150 —

152,145 940,623 2,585,677 1.27 %

Inc.–Common shares

1 unchanged sentence

(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)

$ ( 318,368 )

$ ( 10,762,233 )

portfolio investments are non-income-producing, unless otherwise identified.

Equity investments

are subject to lock-up restrictions upon their 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 portfolio investments are considered Level 3 and valued using unobservable

inputs, unless otherwise noted.

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”).

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

portfolio investments are non-income-producing, unless otherwise identified.

Equity investments are subject to lock-up restrictions

upon their 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

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

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 1940 Act.

the Company’s total investments as of December 31, 2023, 14.03 % of its total investments are non-qualifying assets.

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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, 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.

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.

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

wholly owned subsidiary, GSVC SW Holdings, Inc.

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.

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

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.

(“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).

SuRo Capital Corp.’s shares of 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).

Class A Common shares are subject to certain restrictions on transfer, while the Company’s PSQ Holdings, Inc.

freely tradable.

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.

1 unchanged sentence

On May 4, 2023, SuRo Capital Corp.

abandoned its investment in Ozy Media, Inc.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

its investment in Ozy Media, Inc.

SURO CAPITAL CORP.

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

5— COMMON STOCK

16 unchanged sentences

procedures and the applicable provisions of the 1940 Act and the Exchange Act.

the three months ended March 31, 2024 and 2023, the Company repurchased 0

shares of the Company’s common stock under the Share Repurchase Program.

As of March 31, 2024, the dollar value of shares that

remained available to be purchased by the Company under the Share Repurchase Program was approximately $ 20.7 million.

the three and six months ended June 30, 2024 and 2023, the Company did no t repurchase any shares of the Company’s common stock

under the Share Repurchase Program.

As of June 30, 2024, 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

February 20, 2024, 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 April 1, 2024 .

In accordance

with the terms of the Modified Dutch Auction Tender Offer, the Company selected the lowest price per share of not less than $ 4.00 per

share and not greater than $ 5.00 per share.

to the Modified Dutch Auction Tender Offer, the Company repurchased 2,000,000 shares, representing 7.9 % of its then-outstanding shares,

on or about April 5, 2024 at a price of $ 4.70 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

10 unchanged sentences

objective and strategy and for general corporate purposes.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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 415

8 unchanged sentences

agreements of the Company, conditions to closing, indemnification rights and obligations of the parties and termination provisions.

the three months ended March 31, 2024 and 2023, the Company did not issue or sell Shares under the ATM Program.

As of March 31,

2024, 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 CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

the three and six months ended June 30, 2024 and 2023, the Company did not issue or sell Shares under the ATM Program.

As of June 30,

2024, up to approximately $ 98.8 million in aggregate amount of the Shares remain available for sale under the ATM Program.

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 change in net assets resulting from operations per common share,

pursuant to ASC 260, for the three months ended March 31, 2024 and 2023.

pursuant to ASC 260, for the three and six months ended June 30, 2024 and 2023.

SCHEDULE OF BASIC AND

DILUTED COMMON SHARE

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Earnings per common share–basic:

1 unchanged sentence

$ ( 10,651,183 )

$ ( 15,620,024 )

$ ( 32,716,529 )

$ ( 11,003,515 )

Weighted-average common shares–basic

3 unchanged sentences

$ ( 10,651,183 )

$ ( 15,620,024 )

$ ( 32,716,529 )

$ ( 11,003,515 )

Weighted-average common shares outstanding–diluted (1)

Earnings per common share–diluted

For the three months ended March 31, 2024 and March 31, 2023, there were no potentially dilutive securities outstanding.

the three and six months ended June 30, 2024 and June 30, 2023, there were no potentially

dilutive securities outstanding.

7— COMMITMENTS AND CONTINGENCIES

10 unchanged sentences

for the operating lease obligation.

The lease commenced June 3, 2019 and expires July 31, 2024.

The lease commenced June 3, 2019 and expires August 31, 2024.

The lease expense is presented as a single

lease cost that is amortized on a straight-line basis over the life of the lease.

of March 31, 2024 and December 31, 2023, the Company booked a right-of-use asset and operating lease liability of $ 64,449

and $ 112,485 ,

respectively, on the Condensed Consolidated Statement of Assets and Liabilities.

As of March 31, 2024 and December 31, 2023, the

Company recorded a security deposit of $ 16,574 and

of June 30, 2024 and December 31, 2023, the Company booked a right-of-use asset and operating lease liability of $ 33,025 and $ 112,485 ,

respectively, on the Condensed Consolidated Statement of Assets and Liabilities.

For the three months ended March 31, 2024 and 2023,

the Company incurred $ 52,662 and

respectively, of operating lease expense.

The amounts reflected on the Condensed Consolidated Statement of Assets and Liabilities

have been discounted using the rate implicit in the lease.

As of March 31, 2024, the remaining lease term was 0.3

years and the discount rate was 3.00 %.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

following table shows future minimum payments under the Company’s operating lease as of March 31, 2024:

As of June 30, 2024 and December 31, 2023, the Company

recorded a security deposit of $ 16,574 and $ 16,574 , respectively, on the Condensed Consolidated Statement of Assets and Liabilities.

For the three months ended June 30, 2024 and 2023, the Company incurred $ 53,684 and $ 50,441 , respectively, of operating lease expense.

For the six months ended June 30, 2024 and 2023, the Company incurred $ 106,346 and $ 99,164 , respectively, of operating lease expense.

The amounts reflected on the Condensed Consolidated Statement of Assets and Liabilities have been discounted using the rate implicit

in the lease.

As of June 30, 2024, the remaining lease term was 0.2 years and the discount rate was 3.00 %.

following table shows future minimum payments under the Company’s operating lease as of June 30, 2024:

OF FUTURE MINIMUM PAYMENTS OF OPERATION LEASE

For the Year Ended December 31,

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

8— FINANCIAL HIGHLIGHTS

OF FINANCIAL HIGHLIGHTS

Months Ended March 31,

asset value at beginning of the year

Net investment

gain/(loss) on investments (1)

in unrealized appreciation/(depreciation) of investments (1)

Three Months Ended June 30,

Six Months Ended June 30,

Per Basic Share Data

Net asset value at beginning of the year

Net investment loss (1)

Net realized loss on investments (1)

Net change in unrealized appreciation/(depreciation) of investments (1)

Repurchase of common stock (1)

Stock-based compensation (1)

value at end of period

Per share market value at end

based on market value (2)

based on net asset value (2)

Shares outstanding

at end of period

Ratios/Supplemental

at end of period

Net asset value at end of period

Per share market value at end of period

Total return based on market value (2)

Total return based on net

asset value (2)

Shares outstanding at end of period

Ratios/Supplemental Data:

Net assets at end of period

$ 162,312,191

$ 186,692,724

$ 162,312,191

$ 186,692,724

Average net assets

1 unchanged sentence

$ 205,097,855

net operating expenses to average net assets (3)

net investment loss to average net assets (3)

Turnover Ratio

$ 188,879,950

$ 207,210,870

Ratio of net operating expenses to average net assets (3)

Ratio of net investment loss to average net assets (3)

Portfolio Turnover Ratio

on weighted-average number of shares outstanding for the relevant period.

return based on market value is based upon the change in market price per share between the opening and ending market values per

share in the period, adjusted for dividends and equity issuances.

Total return based on net asset value is based upon the change

in net asset value per share between the opening and ending net asset values per share in the period, adjusted for dividends and

equity issuances.

Financial highlights for periods of less than one year are annualized and the ratios of operating expenses to average

net assets and net investment loss to average net assets are adjusted accordingly.

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.

return based on market value is based upon the change in market price per share between the

opening and ending market values per share in the period, adjusted for dividends and equity

Total return based on net asset value is based upon the change in net asset value

per share between the opening and ending net asset values per share in the period, adjusted

for dividends and equity issuances.

(3) Financial

highlights for periods of less than one year are annualized and the ratios of operating expenses

to average net assets and net investment loss to average net assets are adjusted accordingly.

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.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

9— INCOME TAXES

40 unchanged sentences

year, or returns of capital.

Company has taxable subsidiaries which hold certain portfolio investments in an effort to limit potential legal liability and/or

comply with source-income type requirements contained in the RIC tax provisions of the Code.

These taxable subsidiaries are

consolidated for GAAP and the portfolio investments held by the taxable subsidiaries are included in the Company’s condensed

consolidated financial statements and are recorded at fair value.

These taxable subsidiaries are not consolidated with the Company

for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities as a result of their

ownership of certain portfolio investments.

Any income generated by these taxable subsidiaries generally would be subject to tax at

normal corporate tax rates based on its taxable income.

Company has taxable subsidiaries which hold certain portfolio investments in an effort to limit potential legal liability and/or comply

with source-income type requirements contained in the RIC tax provisions of the Code.

These taxable subsidiaries are consolidated for

GAAP and the portfolio investments held by the taxable subsidiaries are included in the Company’s condensed consolidated financial

statements and are recorded at fair value.

These taxable subsidiaries are not consolidated with the Company for income tax purposes and

may generate income tax expense, or benefit, and tax assets and liabilities as a result of their ownership of certain portfolio investments.

Any income generated by these taxable subsidiaries generally would be subject to tax at normal corporate tax rates based on its taxable

Company intends to timely distribute to its stockholders substantially all of its annual taxable income for each year, except that it

6 unchanged sentences

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

federal and state income tax purposes, a portion of the Taxable Subsidiaries’ net operating loss carryforwards and basis differences

7 unchanged sentences

Further, the Company and the Taxable Subsidiaries accrue all interest and penalties related to uncertain tax positions as incurred.

of March 31, 2024, there were no material interest or penalties incurred related to uncertain tax positions.

of June 30, 2024, there were no material interest or penalties incurred related to uncertain tax positions.

10— DEBT CAPITAL ACTIVITIES

29 unchanged sentences

reflected in the carrying value of the 6.00% Notes due 2026.

As of March 31, 2024 and December 31, 2023, the Company had deferred debt

As of June 30, 2024 and December 31, 2023, the Company had deferred debt

issuance costs of $ 1,076,259 and $ 1,254,793 , respectively, associated with the 6.00% Notes due 2026.

1 unchanged sentence

The reported closing

market price of SSSSL on March 31, 2024 and December 31, 2023 was $ 23.97

per note, respectively.

As of March 31, 2024

and December 31, 2023, the fair value of the 6.00% Notes due 2026 was $ 71.9

million and $ 71.4 million, respectively.

Notes due 2026 are classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).

As of March 31, 2024 and December 31, 2023, the Company was in compliance with the terms of the Indenture.

market price of SSSSL on June 30, 2024 and December 31, 2023 was $ 24.11 and $ 23.80 per note, respectively.

As of June 30, 2024 and December

31, 2023, the fair value of the 6.00% Notes due 2026 was $ 72.3 million and $ 71.4 million, respectively.

The 6.00% Notes due 2026 are

classified as Level 1 of the fair value hierarchy (Refer to “Note 2 — Significant Accounting Policies”).

30, 2024 and December 31, 2023, the Company was in compliance with the terms of the Indenture.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

11— STOCK-BASED COMPENSATION

12 unchanged sentences

with shares of the Company’s common stock.

the Amended & Restated 2019 Equity Incentive Plan, each non-employee director will receive an annual grant of $ 50,000

worth of restricted shares of common stock (based

on the closing stock price of the common stock on the grant date).

Each grant of $ 50,000

in restricted shares will vest, in full, if the

non-employee director is in continuous service as a director of the Company through the anniversary of such grant (or, if earlier, the

annual meeting of the Company’s stockholders that is closest to the anniversary of such grant).

the Amended & Restated 2019 Equity Incentive Plan, each non-employee director will receive an annual grant of $ 50,000 worth of restricted

shares of common stock (based on the closing stock price of the common stock on the grant date).

Each grant of $ 50,000 in restricted

shares will vest, in full, if the non-employee director is in continuous service as a director of the Company through the anniversary

of such grant (or, if earlier, the annual meeting of the Company’s stockholders that is closest to the anniversary of such grant).

During the six months ended June 30, 2024, the Company granted 48,192 restricted shares to the Company’s non-employee directors

pursuant to the Amended & Restated 2019 Equity Incentive Plan.

Additionally, on May 31, 2024, 60,060 restricted shares related to

the 2023 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

9 unchanged sentences

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 three months ended March 31, 2024, the Company did not grant any restricted shares to the Company’s officers pursuant

to the Amended & Restated 2019 Equity Incentive Plan.

the three months ended March 31, 2024 and 2023, the Company recognized stock-based compensation expense of $ 750,037

and $ 755,581 ,

respectively, not including executive and employee forfeits.

As of March 31, 2024 and December 31, 2023, there were approximately $ 4,099,850

and $ 4,849,887 , respectively, of total unrecognized compensation costs related to the restricted share grants.

Compensation expense associated

with the restricted shares is recognized on a quarterly basis over the respective vesting periods.

the six months ended June 30, 2024, the Company did not grant any restricted shares to the Company’s officers pursuant to the Amended

& Restated 2019 Equity Incentive Plan.

the six months ended June 30, 2024 and 2023, the Company recognized stock-based compensation expense of $ 1,392,266 and $ 1,525,258 , respectively,

not including executive and employee forfeits.

As of June 30, 2024 and December 31, 2023, there were approximately $ 3,657,621 and $ 4,849,887 ,

respectively, of total unrecognized compensation costs related to the restricted share grants.

Compensation expense associated with the

restricted shares is recognized on a quarterly basis over the respective vesting periods.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

following table summarizes the activities for the Company’s restricted share grants for the three months ended March 31, 2024 under

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

following table summarizes the activities for the Company’s restricted share grants for the six months ended June 30, 2024 under

the Amended & Restated 2019 Equity Incentive Plan:

OF EQUITY INCENTIVE PLAN

Restricted Shares

Number of Restricted Shares

Outstanding as of December 31, 2023

Outstanding as of March 31, 2024

Vested as of March 31, 2024

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.

Outstanding as of June 30, 2024

Vested as of June 30, 2024

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.

Amended & Restated 2019 Equity Incentive Plan provides for the concept of “net share settlement.” Specifically, it provides

2 unchanged sentences

12— SUBSEQUENT EVENTS

April 1, 2024 through May 8, 2024, the Company made the following investments (not including capitalized transaction costs or investments

in short-term U.S.

July 1, 2024 through August 7, 2024, the Company exited or received proceeds from the following investments (not including short-term U.S.

Treasury bills).

2 unchanged sentences

Transaction Date

Common shares

CW Opportunity 2 LP

Class A Interest

Average Net Share Price (1)

Realized Gain (2)

PSQ Holdings, Inc.

(d/b/a PublicSq.) - Common Shares (3)

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 August 7, 2024, SuRo Capital held 1,756,032 PSQ Holdings, Inc.

PublicSq.) public common shares.

Company is frequently in negotiations with various private companies with respect to investments in such companies.

7 unchanged sentences

equity investments will be effectuated.

CAPITAL CORP.

AND SUBSIDIARIES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2024

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

increments, using available cash.

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

Eastern Time on April 1,

Pursuant to the terms of the Tender Offer, the Company repurchased 2,000,000

shares, representing approximately 7.9 %

of its outstanding shares, on or about April 5, 2024, at a price of $ 4.70 per share.

The Company used available cash to fund the purchase

of its shares of common stock in the

Tender Offer and to pay for all related fees and expenses.

Repurchase Program

August 6, 2024, the Company’s Board of Directors approved a discretionary note

repurchase program (the “Note Repurchase Program”) which allows the Company to repurchase

up to 46.67 %, or $ 35.0 million in aggregate principal amount, of its 6.00% Notes due 2026

through open market purchases, including block purchases, in such manner as will comply with

the provisions of the 1940 Act and the Exchange Act.

As of August 7, 2024, the Company had

not repurchased any of the 6.00% Notes due 2026 under the Note Repurchase Program.

Convertible Note Purchase Agreement

On August 6, 2024,

the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”), by and between the Company and the purchaser identified

therein (the “Purchaser”), pursuant to which the Company may issue up to a maximum of $ 75.0

million in aggregate principal amount of 6.50 %

Convertible Notes due 2029 (the “Convertible Notes”).

Pursuant to the Note Purchase Agreement, the Company agreed to issue and sell,

and the Purchaser agreed to purchase, up to $ 25.0 million in aggregate principal amount of the Convertible Notes (the “Initial

Thereafter, upon mutual agreement between the Company and the Purchaser, it may issue additional Convertible Notes for

sale in subsequent offerings (the “Additional Notes”), or issue additional notes with modified pricing terms (the “New

Notes”), in the aggregate for both the Additional Notes and the New Notes, up to a maximum of $ 50.0 million in one or more private

The Purchaser will acquire, and the Company will issue, up to $ 25.0 million of the Initial Notes on or about August 14, 2024 (the “Initial

Closing Date”), and thereafter at such time and date as the Purchaser and the Company mutually agree to purchase and sell any Additional

Interest on the

Convertible Notes will be paid quarterly in arrears on March 30, June 30, September 30, and December 30, at a rate of 6.50 %

per year, beginning September 30, 2024.

The Convertible Notes will mature on August 14, 2029 and may be redeemed in whole or

in part at any time or from time to time at the Company’s option on or after August 6, 2027 upon the fulfillment of

certain conditions.

Convertible Notes will be convertible into shares of the Company’s common stock at the Purchaser’s sole discretion at an initial

conversion rate of 129.0323 shares of the Company’s common stock per $1,000 principal amount of the Convertible Notes, subject to adjustment as provided in the Note Purchase Agreement.

The net proceeds from the offering will be used to repay outstanding indebtedness, make

investments in accordance with the Company’s investment objective and investment strategy, and for other general corporate

The Note Purchase Agreement includes customary representations, warranties, and covenants by the Company.

13— SUPPLEMENTAL FINANCIAL DATA

5 unchanged sentences

under the applicable rules of Regulation S-X.

May 2020, the SEC adopted rule amendments that impacted the requirement of investment companies, including BDCs, to disclose the financial

statements of certain of their portfolio companies or acquired funds (the “Final Rules”).

The Final Rules adopted a new definition

of “significant subsidiary” set forth in Rule 1-02(w)(2) of Regulation S-X under the Securities Act.

Rules 3-09 and 4-08(g)

of Regulation S-X require investment companies to include separate financial statements or summary financial information, respectively,

in such investment company’s periodic reports for any portfolio company that meets the definition of “significant subsidiary.”

The Final Rules amended the definition of “significant subsidiary” in a manner that was intended to more accurately capture

those portfolio companies that were more likely to materially impact the financial condition of an investment company.

Company’s three controlled portfolio companies as of March 31, 2024, SPBRX, INC.

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

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 quarter ended March 31, 2023 as the

Company’s significant subsidiaries would not have been considered significant subsidiaries under the Final Rules.

Company’s two controlled portfolio companies as of June 30, 2024, SPBRX, INC.

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

Sponsor II LLC, did not meet the definition of a “significant subsidiary” as set forth in Rule 1-02(w)(2) of Regulation S-X.

For comparability purposes, the Company has omitted the previously disclosed summarized financial information of the Company’s

significant subsidiaries for the quarter ended June 30, 2023 as the Company’s significant subsidiaries would not have been considered

significant subsidiaries under Rule 1-02(w)(2).

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

What changed 10-Q

Item 1. Financial Statements