What changed in this filing

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Item 1. Business

2026-03-03 compared with 2025-03-04 · 60 added, 72 removed, 743 unchanged (15% of the section changed)

20 unchanged sentences

As of December 31, 2025, the fair value of our equity investments totaled $100.6 million in 15 portfolio companies, and the fair value of our 14 Structured Finance Security investments totaled $61.6 million.

We execute on our investment strategy, in part, through OFSCC-FS, which established the BNP Facility on June 20, 2019.

The reinvestment period of the BNP Facility ends on June 20, 2025, at which time the ability to access the unused commitment of the facility terminates.

The facility is scheduled to mature on June 20, 2027.

We execute on our investment strategy, in part, through OFSCC-FS, which established the Natixis Facility on February 18, 2026.

On February 18, 2026, in connection with the closing of the Natixis Facility, OFSCC-FS repaid in full all outstanding obligations due, and terminated all commitments, under the BNP Facility.

All liens securing the BNP Facility were released upon such repayment.

On a stand-alone basis, OFSCC-FS held approximately $125.0 million and $151.0 million in total assets as of December 31, 2025 and 2024, respectively, which accounted for approximately 36% and 35% of our consolidated total assets, respectively.

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During the years ended December 31, 2025 and 2024, we purchased $19.6 million and $27.4 million of Structured Finance Securities, respectively.

We historically have executed our investment strategy, in part, through SBIC I LP, a former licensee under the SBA’s SBIC program.

We historically had executed our investment strategy, in part, through SBIC I LP, a former licensee under the SBA’s SBIC program.

On March 1, 2024, SBIC I LP fully repaid its outstanding SBA debentures totaling $31.9 million, and, on April 17, 2024, surrendered its license to operate as a SBIC.

A BDC is generally not permitted to incur indebtedness unless, immediately after such borrowing, it has an asset coverage ratio for total borrowings of at least 200% (i.e., the amount of debt may not exceed 50% of the value of our assets).

However, Section 61(a)(2) of the 1940 Act permits BDCs to be subject to a minimum asset coverage ratio of 150%, if specific conditions are satisfied, when issuing senior securities (i.e., the amount of debt may not exceed 66 2/3% of the value of our assets).

On May 3, 2018, our Board, including a “required majority” (as such term is defined in Section 57(o) of the 1940 Act) thereof, approved the application of the modified asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act.

However, Section 61(a)(2) of the 1940 Act permits BDCs to be subject to a minimum asset coverage ratio of 150%, if specific

conditions are satisfied, when issuing senior securities (i.e., the amount of debt may not exceed 66 2/3% of the value of its assets).

On May 3, 2018, our Board, including a “required majority” (as such term is defined in Section 57(o) of the 1940 Act) thereof, approved the application of the reduced asset coverage requirements set forth in Section 61(a)(2) of the 1940 Act.

As a result, effective May 3, 2019, our minimum required asset coverage ratio decreased from 200% to 150%.

See “Part 1, Item 1A.

Risk Factors—Risks Related to our Business and Structure—Because we received the approval of our Board, we became subject to 150% asset coverage effective May 3, 2019.”

Consistent with our strategy to maintain a leveraged portfolio of credit investments, our total outstanding debt levels of $248.4 million and $302.4 million resulted in a statutory asset coverage ratio of 169% and 160% as of December 31, 2024 and December 31, 2023, respectively.

Risk Factors—Risks Related to our Business and Structure—We are subject to reduced asset coverage for borrowings, which increases the maximum amount of leverage we may incur.”

Consistent with our strategy to maintain a leveraged portfolio primarily comprised of credit investments, our total outstanding debt of $220.5 million and $248.4 million resulted in a statutory asset coverage ratio of 156% and 169% as of December 31, 2025 and December 31, 2024, respectively.

We have elected to be treated for tax purposes as a RIC under Subchapter M of the Code.

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OFS Advisor capitalizes on the deal origination and sourcing, credit underwriting, due diligence, investment structuring, execution, portfolio management and monitoring experience of OFS’s professionals.

The senior management team of OFS, including Bilal Rashid and Jeffrey A.

Cerny, provides services to OFS Advisor.

These managers have developed a broad network of contacts within the investment community, and possess an average of over 30 years of experience investing in debt and equity securities of middle-market companies.

In addition, these managers have extensive experience investing in

assets that constitute our primary focus and have expertise in investing across all levels of the capital structure of middle-market companies.

For further details, see “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments.

The senior management team of OFS provides services to OFS Advisor.

These managers have developed a broad network of contacts within the investment

community, and possess an average of over 25 years of experience investing in debt and equity securities of middle-market companies.

In addition, these managers have extensive experience investing in assets that constitute our primary focus and have expertise in investing across all levels of the capital structure of middle-market companies.

Competitive Strengths and Core Competencies

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We do not have any direct employees, and our day-to-day investment operations are managed by OFS Advisor.

Currently, we have a chief executive officer, chief financial officer, chief compliance officer, chief accounting officer, corporate secretary and, to the extent necessary, our Board may elect to appoint additional officers going forward.

Currently, we have a chief executive officer, chief financial officer, chief compliance officer, corporate secretary and, to the extent necessary, our Board may elect to appoint additional officers going forward.

Our officers are employees of OFSC, an affiliate of OFS Advisor, and a portion of the compensation paid to our officers is paid by us pursuant to the Administration Agreement.

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Middle-market companies have historically constituted the bulk of OFS’s portfolio

companies since its inception and constituted 67% of our portfolio at fair value as of December 31, 2024.

companies since its inception and constituted 73% of our total portfolio at fair value as of December 31, 2025.

We believe that this market segment will continue to produce significant investment opportunities for us.

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As part of the portfolio management process, OFS Advisor performs ongoing risk assessments on each of our investments and assigns each debt investment a credit rating based on OFS’s proprietary internal ratings scale.

Our debt investments generally are assigned a rating of 3 at origination or purchase.

Our debt investments generally are assigned a rating of 3 at origination or purchase (as described below).

We categorize debt investments into the following risk categories based on relevant information about the ability of borrowers to service their debt:

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The trends and outlook for the portfolio company’s operations, balance sheet, and industry are neutral to favorable.

Collateral, if appropriate, has maintained value and would be capable of being liquidated on a timely basis.

Collateral, if appropriate, has maintained value and would be

capable of being liquidated on a timely basis.

Overall, a debt investment with a 1 risk rating is considered to be of investment grade quality.

1 unchanged sentence

It could have some financial/non-financial weaknesses which are offset by strengths;

however, the credit

demonstrates an ample current cash flow from operations.

however, the credit demonstrates an ample current cash flow from operations.

The trends and outlook for the portfolio company’s operations, balance sheet, and industry are generally positive or neutral to somewhat negative.

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These weaknesses are generally considered correctable by the borrower in the normal course of business but may weaken the asset or inadequately protect our credit position if not checked or corrected.

5 (Substandard) – The debt investment is protected inadequately by the current enterprise value or paying capacity of the obligor or of the collateral, if any.

The portfolio company has well-defined weaknesses based upon objective evidence, such as recurring or significant decreases in revenues and cash flows.

These assets are characterized by the possibility that we may sustain loss if the deficiencies are not corrected.

5 (Substandard) – The debt investment is inadequately protected by the current enterprise value or paying capacity of the obligor or of the collateral, if any.

The portfolio company has well-defined weaknesses based upon objective evidence, such as recurring or significant decreases in revenue and cash flow.

These investments are characterized by the possibility that we may sustain loss if the deficiencies are not corrected.

The possibility that liquidation would not be timely (e.g., bankruptcy or foreclosure) requires a Substandard classification even if there is little likelihood of loss.

6 (Doubtful) – The debt investment has all the weaknesses inherent in those classified as Substandard, with the additional factor that the weaknesses are pronounced to the point that collection or liquidation in full, on the basis of currently existing facts, conditions and values, is deemed uncertain.

The possibility of loss on a Doubtful asset is high but, because of certain important and reasonably specific pending factors which may strengthen the asset, its classification as an estimated loss is deferred until its more exact status can be determined.

The possibility of loss on a Doubtful investment is high but, because of certain important and reasonably specific pending factors which may strengthen the investment, its classification as an estimated loss is deferred until its more exact status can be determined.

7 (Loss) – The debt investment is considered almost fully uncollectible and of such little value that its continuance as an asset is not warranted.

It is generally a credit that is no longer supported by an operating company, a credit where the majority of our assets have been liquidated or sold and a few assets remain to be sold over many months or even years, or a credit where the remaining collections are expected to be minimal.

It is generally a credit that is no longer supported by an operating company, a credit where the majority of our investment has been liquidated or sold and a few assets remain to be sold over many months or even years, or a credit where the remaining collections are expected to be minimal.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Risk Monitoring” for the classification of our debt investments by risk category.

1 unchanged sentence

OFS Advisor’s Pre-Allocation Investment Committee, Broadly Syndicated Investment Committee, Structured Credit Investment Committee and Middle-Market Investment Committee (collectively, the “Advisor Investment Committees”) are responsible for the overall asset allocation decisions and the evaluation and approval of investments of OFS Advisor’s advisory clients.

The Middle-Market Investment Committee, comprised of Richard Ressler (Chairman), Jeffrey A.

Cerny (through March 31, 2025), Kyde Sharp and Bilal Rashid, is responsible for the evaluation and approval of all debt and equity investments made by us, including ultimate asset allocations to us.

The Middle-Market Investment Committee, comprised of Richard Ressler (Chairman), Bilal Rashid and Kyde Sharp, is responsible for the evaluation and approval of all debt and equity investments made by us, including ultimate asset allocations to us.

The Broadly Syndicated Investment Committee, comprised of Messrs.

Ressler (Chairman), Rashid, Cerny (through March 31, 2025), and Kenneth A.

Ressler (Chairman), Rashid and Kenneth A.

Brown, assists with the review and evaluation of potential investments in Broadly Syndicated Loans made by us.

The Structured Credit Investment Committee, comprised of Messrs.

Ressler (Chairman), Rashid, Cerny (through March 31, 2025), Brown, and Glen Ostrander, assists with the review and evaluation of potential investments in Structured Finance Security investments made by us.

Ressler (Chairman), Rashid, Brown and Glen Ostrander, assists with the review and evaluation of potential investments in Structured Finance Security investments made by us.

The Pre-Allocation Investment Committee, comprised of Messrs.

Ressler (Chairman), Rashid, Cerny (through March 31, 2025), Ostrander, Tod K.

Ressler (Chairman), Rashid, Ostrander, Tod K.

Reichert and Manish Rajguru, is responsible for determining whether a prospective investment is appropriate for allocation to one or more clients managed by registered investment advisor subsidiaries of OFSAM, including OFS Advisor, and the allocation of such investment among groups of advisory clients.

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The process employed by the Advisor Investment Committees is intended to bring the diverse experience and perspectives of the committees’ members to the investment process.

The Middle-Market Investment Committee serves to

provide investment consistency and adherence to our core investment philosophy and policies.

The Middle-Market Investment Committee serves to provide investment consistency and adherence to our core investment philosophy and policies.

The Middle-Market Investment Committee also determines appropriate investment sizing and implements ongoing monitoring requirements of our investments.

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Cerny notified our Board of his intention to retire.

Cerny’s resignation as Chief Financial Officer and Treasurer is effective on March 31, 2025.

Cerny’s resignation as Chief Financial Officer and Treasurer was effective on March 31, 2025.

As of March 31, 2025, Mr.

Cerny will no longer be a member of the Middle-Market Investment Committee, Broadly Syndicated Investment Committee, Structure Credit Investment Committee, or Pre-Allocation Investment Committee.

For further details, see “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Recent Developments.

Cerny was no longer a member of the Middle-Market Investment Committee, Broadly Syndicated Investment Committee, Structured Credit Investment Committee, or Pre-Allocation Investment Committee.

We pursue an investment strategy focused primarily on investments in middle-market companies in the United States.

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OFS Advisor’s base management fee reduction is renewable on an annual basis and OFS Advisor is not entitled to recoup the amount of the base management fee reduced with respect to the OFSCC-FS Assets.

OFS Advisor most recently renewed the agreement to reduce its base management fee for the 2025 calendar year on January 8, 2025.

During the years ended December 31, 2025, 2024 and 2023, this resulted in a reduction to our base management fee of $1.0 million, $1.1 million and $1.2 million, respectively.

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The first part of the incentive fee (the “Income Incentive Fee”) is calculated and payable quarterly in arrears based on our pre-incentive fee net investment income for the immediately preceding calendar quarter.

“Pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment, origination and sourcing, structuring, diligence and consulting fees or other fees that we receive from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the quarter (including the base management fee, any expenses payable under the Administration Agreement and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee).

“Pre-incentive fee net investment income” means interest income, dividend income and any other income (including any other fees such as commitment, syndication, and consulting fees or other fees that we receive from portfolio companies but excluding fees for providing managerial assistance) accrued during the calendar quarter, minus operating expenses for the quarter (including the base management fee, any expenses payable under the Administration Agreement and any interest expense and dividends paid on any outstanding preferred stock, but excluding the incentive fee).

Pre-incentive fee net investment income includes, in the case of investments with a deferred interest or dividend feature (such as OID, debt instruments with PIK interest, equity investments with accruing or PIK dividend, and zero coupon securities), accrued income that we have not yet received in cash.

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Capital Gains Fee — — —

(1) During the year ended December 31, 2022, we reversed the previously accrued $1.9 million Capital Gains Fee due to a reduction in net unrealized appreciation on the investment portfolio.

Examples of Incentive Fee Calculation

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Under the Administration Agreement, OFS Services provides managerial assistance on our behalf to certain portfolio companies that accept our offer to provide such assistance.

Payments under the Administration Agreement are equal to an amount based upon our allocable portion (subject to the review and approval of our Board) of OFS

Services’ overhead in performing its obligations under the Administration Agreement, including rent, necessary software licenses and subscriptions, and our allocable portion of the cost of our officers, including our chief executive officer, chief financial officer, chief compliance officer, chief accounting officer and their respective staffs.

Payments under the Administration Agreement are equal to an amount based upon our allocable portion (subject to the review and approval of our Board) of OFS Services’ overhead in performing its obligations under the Administration Agreement, including rent, necessary software licenses and subscriptions, and our allocable portion of the cost of our officers, including our chief executive officer, chief financial officer, chief compliance officer and their respective staffs.

The Administration Agreement may be renewed annually with the approval of our Board, including a majority of our directors who are not “interested persons.” The Administration Agreement may be terminated by either party without penalty upon 60 days’ written notice to the other party.

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We have elected to be regulated as a BDC under the 1940 Act.

The 1940 Act contains prohibitions and restrictions relating to transactions between BDCs and their affiliates (including any investment advisers or sub-advisers), principal

underwriters and affiliates of those affiliates or underwriters and requires that a majority of the directors be persons other than “interested persons,” as that term is defined in the 1940 Act.

The 1940 Act contains prohibitions and restrictions relating to transactions between BDCs and their affiliates (including any investment advisers or sub-advisers), principal underwriters and affiliates of those affiliates or underwriters and requires that a majority of the directors be persons other than “interested persons,” as that term is defined in the 1940 Act.

In addition, the 1940 Act provides that we may not change the nature of our business so as to cease to be, or to withdraw our election as, a BDC unless approved by “a majority of our outstanding voting securities” as defined in the 1940 Act.

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In any such case, the price at which our securities are to be issued and sold may not be less than a price which, in the determination of our Board, closely approximates the market value of such securities.

On June 26, 2024, our stockholders approved a proposal to authorize us, with approval of our Board, to sell or otherwise issue shares of our common stock (during a twelve-month period) at a price below our then-current NAV per share in one or more offerings, subject to certain limitations (including that the cumulative number of shares sold pursuant to such authority does not exceed 25% of our then outstanding common stock immediately prior to each such sale).

On July 30, 2025, our stockholders approved a proposal to authorize us, with approval of our Board, to sell or otherwise issue shares of our common stock (during a twelve-month period) at a price below our then-current NAV per share in one or more offerings, subject to certain limitations (including that the cumulative number of shares sold pursuant to such authority does not exceed 25% of our then outstanding common stock immediately prior to each such sale).

The 1940 Act generally prohibits BDCs from making certain negotiated co-investments with certain affiliates absent an order from the SEC permitting the BDC to do so.

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and (4) the proposed investment by us would not benefit OFS Advisor, the other Affiliated Funds that are participating in the investment, or any affiliated person of any of them (other than parties to the transaction), except to the extent permitted by the exemptive relief and applicable law, including the limitations set forth in Section 57(k) of the 1940 Act.

In addition, we may file an application for an amendment to our existing Order to permit us to co-invest in our existing portfolio companies with certain affiliates that are private funds even if such other funds had not previously invested in such existing portfolio companies, subject to certain conditions.

However, if filed, there is no guarantee that such application will be granted.

In addition, we have submitted a new application for exemptive relief that, if granted, would supersede our existing Order and permit us to co-invest pursuant to a different set of conditions than those in our existing Order.

However, there is no guarantee that the SEC will grant such application.

We may invest up to 100% of our assets in securities acquired directly from issuers in privately negotiated transactions.

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Similarly, in connection with an acquisition, we may acquire rights to require the issuers of acquired securities or their affiliates to repurchase them under certain circumstances.

We also do not intend to acquire securities issued by any investment company that exceed the limits imposed by the 1940 Act.

Prior to January 19, 2021, except for registered money market funds, we generally were prohibited from acquiring more than 3% of the voting stock of any registered investment company, investing more than 5% of the value of our total assets in the securities of one investment company, or investing more than 10% of the value of our total assets in the securities of more than one investment company without obtaining exemptive relief from the SEC.

However, the SEC adopted new rules, which became effective on January 19, 2021, that allow us to acquire the securities of other investment companies in excess of the 3%, 5%, and 10% limitations without obtaining exemptive relief if we comply with certain conditions.

We also do not intend to acquire securities issued by any investment company that exceed the 3%, 5% and 10% limits imposed by the 1940 Act without obtaining exemptive relief.

With regard to that portion of our portfolio invested in securities issued by investment companies, it should be noted that such investments might subject our stockholders to additional expenses as they will be indirectly responsible for the costs and expenses of such companies.

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or (ii) obtain stockholder approval (of more than 50% of the votes cast for the proposal at a meeting in which quorum is present), which would become effective on the first day after the date of such stockholder approval.

As a result, effective May 3, 2019, our minimum required asset coverage ratio decreased from 200% to 150%.

See “Part 1, Item 1A.

Risk Factors—Risks Related to our Business and Structure—Because we received the approval of our Board, we became subject to 150% asset coverage effective May 3, 2019.”

Risk Factors—Risks Related to our Business and Structure—We are subject to reduced asset coverage for borrowings, which increases the maximum amount of leverage we may incur.”

We may borrow money when the terms and conditions available are favorable to do so and are aligned with our investment strategy and portfolio composition.

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The Sarbanes-Oxley Act imposes a wide variety of regulatory requirements on publicly held companies and their insiders, many of which affect us.

The Sarbanes-Oxley Act has required us to review our policies and procedures to determine

whether we comply with the Sarbanes-Oxley Act and the regulations promulgated thereunder.

The Sarbanes-Oxley Act has required us to review our policies and procedures to determine whether we comply with the Sarbanes-Oxley Act and the regulations promulgated thereunder.

We will continue to monitor, and take actions necessary to ensure, our compliance with all future regulations that are adopted under the Sarbanes-Oxley Act.

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In addition, we may file an application for an amendment to our existing Order to co-invest in our existing portfolio companies with certain affiliates that are private funds even if such other funds had not previously invested in such existing portfolio companies, subject to certain conditions.

However, if filed, there is no guarantee that such application will be granted.

However, there is no guarantee that the SEC will grant such application.

See “ Item 1A.

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We make available free of charge on our website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements and amendments to those reports as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

The SEC also maintains a website at http://www.sec.gov that contains such information.

We make our website content available for informational purposes only.

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and (2) employees involved in the decision-making process or vote administration are prohibited from revealing how we intend to vote on a proposal in order to reduce any attempted influence from interested parties.

Where conflicts of interest may be present, we will disclose such conflicts to our client, including with respect to OFS Capital, those directors who are not interested persons, and we may request guidance from such persons on how to vote such proxies for their account.

Where conflicts of interest may be present, we will disclose such conflicts to our

client, including with respect to OFS Capital, those directors who are not interested persons, and we may request guidance from such persons on how to vote such proxies for their account.

Proxy Voting Records.

You may obtain information about how we voted proxies for the Company free of charge, by making a written request for proxy voting information to:

OFS Capital Corporation, 10 S.

Wacker Drive, Suite 2500, Chicago, Illinois 60606, Attention:

OFS Capital Corporation, 222 W.

Adams Street, Suite 1850, Chicago, Illinois 60606, Attention:

Investor Relations, or by calling OFS Capital Corporation at (847) 734-2084.

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Generally, we do not receive any nonpublic personal information relating to our stockholders, although certain nonpublic personal information of our stockholders may become available to us.

We do not disclose any nonpublic personal

information about our stockholders or former stockholders to anyone, except as permitted by law or as is necessary in order to service stockholder accounts (for example, to a transfer agent or third-party administrator).

We do not disclose any nonpublic personal information about our stockholders or former stockholders to anyone, except as permitted by law or as is necessary in order to service stockholder accounts (for example, to a transfer agent or third-party administrator).

We restrict access to nonpublic personal information about our stockholders to employees of OFS Advisor and its affiliates with a legitimate business need for the information.

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We are required to recognize ICTI in circumstances in which we have not received a corresponding payment in cash.

accrues over the life of the obligation), irrespective of whether the cash representing such income is received by us in that taxable year.

For example, we hold debt obligations that are treated under applicable tax rules as issued with OID and debt instruments with PIK interest, and we must include in ICTI each year the portion of the OID and PIK interest that accrues for that year (as it accrues over the life of the obligation), irrespective of whether the cash representing such income is received by us in that taxable year.

The continued recognition of non-cash ICTI may cause difficulty in meeting the Annual Distribution Requirement.

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Such corporations are required to pay U.S.

corporate income tax on their earnings, which ultimately reduces our return on such income and fees.

corporate income tax on their

earnings, which ultimately reduces our return on such income and fees.

OFSCC-MB, our taxable C-corporation subsidiary, held equity investments with an aggregate fair value of $4.8 million and $4.6 million as of December 31, 2025 and 2024, respectively, to prevent such non-qualifying income from adversely affecting our RIC status.

During the years ended December 31, 2024, 2023 and 2022, OFSCC-MB incurred $0, $0.1 million and $0.2 million, respectively, of federal and state income taxes on its earnings and profits.

Failure to Qualify as a RIC.

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To qualify again to be taxed as a RIC in a subsequent year, we would be required to distribute to our stockholders our earnings and profits attributable to non-RIC years.

In addition, if we failed to qualify as a RIC for a period greater than two taxable years,

then we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years, in order to qualify as a RIC in a subsequent year.

In addition, if we failed to qualify as a RIC for a period greater than two taxable years, then we would be required to elect to recognize and pay tax on any net built-in gain (the excess of aggregate gain, including items of income, over aggregate loss that would have been realized if we had been liquidated) or, alternatively, be subject to taxation on such built-in gain recognized for a period of five years, in order to qualify as a RIC in a subsequent year.

Conflicts of Interests

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In the event that we or an Affiliated Account has a controlling or significantly influential position in a portfolio company, that account may have the ability to elect some or all of the board of directors of such a portfolio company, thereby controlling the policies and operations of such portfolio company, including the appointment of management, future issuances of securities, payment of dividends, incurrence of debt and entering into extraordinary transactions.

In addition, a controlling account is likely to have the ability to determine, or influence, the outcome of operational matters and to cause, or prevent, a change in control of such a company.

In addition, a controlling account is likely to have the ability to determine, or influence, the outcome of operational matters and to cause, or prevent, a

change in control of such a company.

Such management and operational decisions may, at times, be in direct conflict with other accounts that have invested in the same portfolio company that do not have the same level of control or influence over the portfolio company.

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However, if filed, there is no guarantee that such application will be granted.

However, there is no guarantee that the SEC will grant such application.

When we invest alongside Affiliated Accounts, OFS Advisor will, to the extent consistent with applicable law, regulatory guidance, or the Order, allocate investment opportunities in accordance with its allocation policy.

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• the age of the investment vehicles and the remaining term of their respective investment periods, if any.

When not relying on the Order, priority as to opportunities will generally be given to clients that are in their “ramp-up” period, or the period during which the account has yet to reach sufficient scale such that its investment income covers its operating expenses, over the accounts that are outside their ramp-up period but still within their investment or re-investment periods.

operating expenses, over the accounts that are outside their ramp-up period but still within their investment or re-investment periods.

However, application of one or more of the factors listed above, or other factors determined to be relevant or appropriate, may result in the allocation of an investment opportunity to a fund no longer in its ramp-up period over a fund that is still within its ramp-up period.

3 unchanged sentences

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

What changed 10-K

Item 1. Business