What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2022-02-08 compared with 2021-11-08 · 80 added, 95 removed, 210 unchanged (45% of the section changed)

22 unchanged sentences

First quarter $ 10.12 $ 8.46 $ 7.69 (16.4) % (24.0) %

Second quarter 10.60 9.00 7.83 (15.1) % (26.1) %

(1) Net asset value per common share is determined as of the last day in the relevant quarter and therefore may not reflect the net asset value per common share on the date of the high or low sales price.

17 unchanged sentences

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

These tables are based on our assets and common stock outstanding as of September 30, 2021, except that we assume that we have issued $1.25 billion in 5.50% Preferred Stock paying dividends of 5.50% per annum, in addition to our $0.15 billion of 5.35% Preferred Stock paying dividends of 5.35% per annum, and that we have borrowed $1.28 billion under our credit facility, which is the maximum amount available under the credit facility with the current levels of other debt, in addition to our other indebtedness of $2.0 billion.

These tables are based on our assets and common stock outstanding as of December 31, 2021, except that we assume that we have issued $1.25 billion in 5.50% Preferred Stock paying dividends of 5.50% per annum, in addition to our $0.15 billion of 5.35% Preferred Stock paying dividends of 5.35% per annum, and that we have borrowed $1.3 billion under our credit facility, which is the maximum amount available under the credit facility with the current levels of other debt, in addition to our other indebtedness of $1.9 billion.

Except where the context suggests otherwise, any reference to fees or expenses paid by “you” or “us” or that “we” will pay fees or expenses, the Company will pay such fees and expenses out of our net assets and, consequently, you will indirectly bear such fees or expenses as an investor in the Company’s common stock.

48 unchanged sentences

Although no plans are in place to borrow the full amount under our line of credit, assuming that we borrowed $1.3 billion, the 2% management fee of gross assets equals approximately 4.33% of net assets.

(8) Based on our net investment income and realized capital gains, less realized and unrealized capital losses, earned on our portfolio for the year ended September 30, 2021, all of which consisted of an income incentive fee.

(8) Based on our net investment income and realized capital gains, less realized and unrealized capital losses, earned on our portfolio for the year ended December 31, 2021, all of which consisted of an income incentive fee.

This historical amount has been adjusted to reflect the issuance of 50,000,000 shares of Preferred Stock.

1 unchanged sentence

For a more detailed discussion of the calculation of the two-part incentive fee, see “Management Services-Investment Advisory Agreement” in the applicable prospectus.

(9) As of September 30, 2021, we had $2.0 billion outstanding of Unsecured Notes (as defined below) in various maturities, ranging from July 15, 2022 to September 15, 2051, and interest rates, ranging from 1.50% to 6.875%, some of which are convertible into shares of the Company’s common stock at various conversion rates.

(9) As of December 31, 2021, we had $1.9 billion outstanding of Unsecured Notes (as defined below) in various maturities, ranging from July 15, 2022 to December 15, 2051, and interest rates, ranging from 1.50% to 6.75%, some of which are convertible into shares of the Company’s common stock at various conversion rates.

(10) “Other expenses” are based on estimated amounts for the current fiscal year.

The amount shown above represents annualized expenses during our year ended September 30, 2021 representing all of our estimated recurring operating expenses (except fees and expenses reported in other items of this table) that are deducted from our operating income and reflected as expenses in our Statement of Operations.

The amount shown above represents annualized expenses during our year ended December 31, 2021 representing all of our estimated recurring operating expenses (except fees and expenses reported in other items of this table) that are deducted from our operating income and reflected as expenses in our Statement of Operations.

The estimate of our overhead expenses, including payments under an administration agreement with Prospect Administration, or the Administration Agreement is based on our projected allocable portion of overhead and other expenses incurred by Prospect Administration in performing its obligations under the Administration Agreement.

See “Business-Management Services-Administration Agreement” in the applicable prospectus.

(11) If all 50,000,000 shares of Preferred Stock were converted into common stock and assuming all the Series A and Series AA Shares of Preferred Stock pay a Holder Optional Conversion Fee of 9.00% and 9.50%, respectively, of the maximum public offering price disclosed within the applicable prospectus supplement and are converted at a conversion rate based on the 5-day VWAP of our common stock on September 30, 2021, which was $7.88, then management fees would be 3.39%, incentive fees payable under our Investment Advisory Agreement would be 1.56%, total advisory fees would be 4.95%, total interest expenses would be 2.54%, other expenses would be 0.63%, and total annual expenses would be 8.12% of net assets attributable to our common stock.

(11) If all 50,000,000 shares of Preferred Stock were converted into common stock and assuming all the Series A and Series AA Shares of Preferred Stock pay a Holder Optional Conversion Fee of 9.00% and 9.50%, respectively, of the maximum public offering price disclosed within the applicable prospectus supplement and are converted at a conversion rate based on the 5-day VWAP of our common stock on December 31, 2021, which was $8.46, then management fees would be 3.31%, incentive fees payable under our Investment Advisory Agreement would be 1.49%, total advisory fees would be 4.80%, total interest expenses would be 2.33%, other expenses would be 0.56%, and total annual expenses would be 7.69% of net assets attributable to our common stock.

The actual 5-day VWAP of our common stock on a conversion date may be more or less than $8.46, which may result in fees that are higher or lower than those described herein.

15 unchanged sentences

3.9 Certificate of Correction to the Articles Supplementary of Prospect Capital Corporation(2 1 )

4.1 Nine Hundred Eighty-Fourth Supplemental Indenture dated as of July 1, 2021, to the U.S.

Bank Indenture, and Form of 3.000% Prospect Capital InterNote® due 2027(7)

4.2 Nine Hundred Eighty-Fifth Supplemental Indenture dated as of July 1, 2021, to the U.S.

Bank Indenture, and Form of 3.400% Prospect Capital InterNote® due 2029(7)

4.3 Nine Hundred Eighty-Sixth Supplemental Indenture dated as of July 1, 2021, to the U.S.

Bank Indenture, and Form of 3.700% Prospect Capital InterNote® due 2031(7)

4.4 Nine Hundred Eighty-Seventh Supplemental Indenture dated as of July 1, 2021, to the U.S.

4.1 One Thousand Forty-Seventh Supplemental Indenture dated as of October 7, 2021, to the U.S.

Bank Indenture, and Form of 2.250% Prospect Capital InterNote® due 2026(7)

4.5 Nine Hundred Eighty-Eighth Supplemental Indenture dated as of July 9, 2021, to the U.S.

4.2 One Thousand Forty-Eighth Supplemental Indenture dated as of October 7, 2021, to the U.S.

Bank Indenture, and Form of 2.750% Prospect Capital InterNote® due 2028(7)

4.6 Nine Hundred Eighty-Ninth Supplemental Indenture dated as of July 9, 2021, to the U.S.

4.3 One Thousand Forty-Ninth Supplemental Indenture dated as of October 7, 2021, to the U.S.

Bank Indenture, and Form of 3.150% Prospect Capital InterNote® due 2031(7)

4.7 Nine Hundred Ninetieth Supplemental Indenture dated as of July 9, 2021, to the U.S.

4.4 One Thousand Fiftieth Supplemental Indenture dated as of October 7, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2036(7)

4.8 Nine Hundred Ninety-First Supplemental Indenture dated as of July 9, 2021, to the U.S.

4.5 One Thousand Fifty-First Supplemental Indenture dated as of October 7, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(7)

4.9 Nine Hundred Ninety-Second Supplemental Indenture dated as of July 15, 2021, to the U.S.

4.6 One Thousand Fifty-Second Supplemental Indenture dated as of October 15, 2021, to the U.S.

Bank Indenture, and Form of 2.250% Prospect Capital InterNote® due 2026(8)

4.10 Nine Hundred Ninety-Third Supplemental Indenture dated as of July 15, 2021, to the U.S.

4.7 One Thousand Fifty-Third Supplemental Indenture dated as of October 15, 2021, to the U.S.

Bank Indenture, and Form of 2.750% Prospect Capital InterNote® due 2028(8)

4.11 Nine Hundred Ninety-Fourth Supplemental Indenture dated as of July 15, 2021, to the U.S.

4.8 One Thousand Fifty-Fourth Supplemental Indenture dated as of October 15, 2021, to the U.S.

Bank Indenture, and Form of 3.150% Prospect Capital InterNote® due 2031(8)

4.12 Nine Hundred Ninety-Fifth Supplemental Indenture dated as of July 15, 2021, to the U.S.

4.9 One Thousand Fifty-Fifth Supplemental Indenture dated as of October 15, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2036(8)

4.13 Nine Hundred Ninety-Sixth Supplemental Indenture dated as of July 15, 2021, to the U.S.

4.10 One Thousand Fifty-Sixth Supplemental Indenture dated as of October 15, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(8)

4.14 Nine Hundred Ninety-Seventh Supplemental Indenture dated as of July 22, 2021, to the U.S.

4.11 One Thousand Fifty-Seventh Supplemental Indenture dated as of October 21, 2021, to the U.S.

Bank Indenture, and Form of 2.250% Prospect Capital InterNote® due 2026(9)

4.15 Nine Hundred Ninety-Eighth Supplemental Indenture dated as of July 22, 2021, to the U.S.

4.12 One Thousand Fifty-Eighth Supplemental Indenture dated as of October 21, 2021, to the U.S.

Bank Indenture, and Form of 2.750% Prospect Capital InterNote® due 2028(9)

4.16 Nine Hundred Ninety-Ninth Supplemental Indenture dated as of July 22, 2021, to the U.S.

4.13 One Thousand Fifty-Ninth Supplemental Indenture dated as of October 21, 2021, to the U.S.

Bank Indenture, and Form of 3.150% Prospect Capital InterNote® due 2031(9)

4.17 One Thousandth Supplemental Indenture dated as of July 22, 2021, to the U.S.

4.14 One Thousand Sixtieth Supplemental Indenture dated as of October 21, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2036(9)

4.18 One Thousand First Supplemental Indenture dated as of July 22, 2021, to the U.S.

4.15 One Thousand Sixty-First Supplemental Indenture dated as of October 21, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(9)

4.19 One Thousand Second Supplemental Indenture dated as of July 29, 2021, to the U.S.

4.16 One Thousand Sixty-Second Supplemental Indenture dated as of October 28, 2021, to the U.S.

Bank Indenture, and Form of 2.250% Prospect Capital InterNote® due 2026(10)

4.20 One Thousand Third Supplemental Indenture dated as of July 29, 2021, to the U.S.

4.17 One Thousand Sixty-Third Supplemental Indenture dated as of October 28, 2021, to the U.S.

Bank Indenture, and Form of 2.750% Prospect Capital InterNote® due 2028(10)

4.21 One Thousand Fourth Supplemental Indenture dated as of July 29, 2021, to the U.S.

4.18 One Thousand Sixty-Fourth Supplemental Indenture dated as of October 28, 2021, to the U.S.

Bank Indenture, and Form of 3.150% Prospect Capital InterNote® due 2031(10)

4.22 One Thousand Fifth Supplemental Indenture dated as of July 29, 2021, to the U.S.

4.19 One Thousand Sixty-Fifth Supplemental Indenture dated as of October 28, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2036(10)

4.23 One Thousand Sixth Supplemental Indenture dated as of July 29, 2021, to the U.S.

4.20 One Thousand Sixty-Sixth Supplemental Indenture dated as of October 28, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(10)

4.24 One Thousand Seventh Supplemental Indenture dated as of August 5, 2021, to the U.S.

4.21 One Thousand Sixty-Seventh Supplemental Indenture dated as of November 4, 2021, to the U.S.

Bank Indenture, and Form of 2.400% Prospect Capital InterNote® due 2026(11)

4.25 One Thousand Eighth Supplemental Indenture dated as of August 5, 2021, to the U.S.

4.22 One Thousand Sixty-Eighth Supplemental Indenture dated as of November 4, 2021, to the U.S.

Bank Indenture, and Form of 2.800% Prospect Capital InterNote® due 2028(11)

4.26 One Thousand Ninth Supplemental Indenture dated as of August 5, 2021, to the U.S.

4.23 One Thousand Sixty-Ninth Supplemental Indenture dated as of November 4, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2031(11)

4.27 One Thousand Tenth Supplemental Indenture dated as of August 5, 2021, to the U.S.

4.24 One Thousand Seventieth Supplemental Indenture dated as of November 4, 2021, to the U.S.

Bank Indenture, and Form of 3.600% Prospect Capital InterNote® due 2036(11)

4.28 One Thousand Eleventh Supplemental Indenture dated as of August 5, 2021, to the U.S.

4.25 One Thousand Seventy-First Supplemental Indenture dated as of November 4, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(11)

4.29 One Thousand Twelfth Supplemental Indenture dated as of August 12, 2021, to the U.S.

4.26 One Thousand Seventy-Second Supplemental Indenture dated as of November 18, 2021, to the U.S.

Bank Indenture, and Form of 2.500% Prospect Capital InterNote® due 2026(12)

4.30 One Thousand Thirteenth Supplemental Indenture dated as of August 12, 2021, to the U.S.

4.27 One Thousand Seventy-Third Supplemental Indenture dated as of November 18, 2021, to the U.S.

Bank Indenture, and Form of 3.000% Prospect Capital InterNote® due 2028(12)

4.31 One Thousand Fourteenth Supplemental Indenture dated as of August 12, 2021, to the U.S.

4.28 One Thousand Seventy-Fourth Supplemental Indenture dated as of November 18, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2031(12)

4.32 One Thousand Fifteenth Supplemental Indenture dated as of August 12, 2021, to the U.S.

4.29 One Thousand Seventy-Fifth Supplemental Indenture dated as of November 18, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2036(12)

4.33 One Thousand Sixteenth Supplemental Indenture dated as of August 12, 2021, to the U.S.

4.30 One Thousand Seventy-Sixth Supplemental Indenture dated as of November 18, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(12)

4.34 One Thousand Seventeenth Supplemental Indenture dated as of August 19, 2021, to the U.S.

4.31 One Thousand Seventy-Seventh Supplemental Indenture dated as of November 26, 2021, to the U.S.

Bank Indenture, and Form of 2.500% Prospect Capital InterNote® due 2026(13)

4.35 One Thousand Eighteenth Supplemental Indenture dated as of August 19, 2021, to the U.S.

4.32 One Thousand Seventy-Eighth Supplemental Indenture dated as of November 26, 2021, to the U.S.

Bank Indenture, and Form of 3.000% Prospect Capital InterNote® due 2028(13)

4.36 One Thousand Nineteenth Supplemental Indenture dated as of August 19, 2021, to the U.S.

4.33 One Thousand Seventy-Ninth Supplemental Indenture dated as of November 26, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2031(13)

4.37 One Thousand Twentieth Supplemental Indenture dated as of August 19, 2021, to the U.S.

4.34 One Thousand Eightieth Supplemental Indenture dated as of November 26, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2036(13)

4.38 One Thousand Twenty-First Supplemental Indenture dated as of August 19, 2021, to the U.S.

4.35 One Thousand Eighty-First Supplemental Indenture dated as of November 26, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(13)

4.39 One Thousand Twenty-Second Supplemental Indenture dated as of August 26, 2021, to the U.S.

4.36 One Thousand Eighty-Second Supplemental Indenture dated as of December 2, 2021, to the U.S.

Bank Indenture, and Form of 2.750% Prospect Capital InterNote® due 2026(14)

4.4 One Thousand Twenty-Third Supplemental Indenture dated as of August 26, 2021, to the U.S.

4.37 One Thousand Eighty-Third Supplemental Indenture dated as of December 2, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2028(14)

4.41 One Thousand Twenty-Fourth Supplemental Indenture dated as of August 26, 2021, to the U.S.

4.38 One Thousand Eighty-Fourth Supplemental Indenture dated as of December 2, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2031(14)

4.42 One Thousand Twenty-Fifth Supplemental Indenture dated as of August 26, 2021, to the U.S.

4.39 One Thousand Eighty-Fifth Supplemental Indenture dated as of December 2, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2036(14)

4.43 One Thousand Twenty-Sixth Supplemental Indenture dated as of August 26, 2021, to the U.S.

4.4 One Thousand Eighty-Sixth Supplemental Indenture dated as of December 2, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(14)

4.44 One Thousand Twenty-Seventh Supplemental Indenture dated as of September 10, 2021, to the U.S.

4.41 One Thousand Eighty-Seventh Supplemental Indenture dated as of December 9, 2021, to the U.S.

Bank Indenture, and Form of 3.000% Prospect Capital InterNote® due 2026(15)

4.45 One Thousand Twenty-Eighth Supplemental Indenture dated as of September 10, 2021, to the U.S.

4.42 One Thousand Eighty-Eighth Supplemental Indenture dated as of December 9, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2028(15)

4.46 One Thousand Twenty-Ninth Supplemental Indenture dated as of September 10, 2021, to the U.S.

4.43 One Thousand Eighty-Ninth Supplemental Indenture dated as of December 9, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2031(15)

4.47 One Thousand Thirtieth Supplemental Indenture dated as of September 10, 2021, to the U.S.

4.44 One Thousand Ninetieth Supplemental Indenture dated as of December 9, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2036(15)

4.48 One Thousand Thirty-First Supplemental Indenture dated as of September 10, 2021, to the U.S.

4.45 One Thousand Ninety-First Supplemental Indenture dated as of December 9, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(15)

4.49 One Thousand Thirty-Second Supplemental Indenture dated as of September 16, 2021, to the U.S.

4.46 One Thousand Ninety-Second Supplemental Indenture dated as of December 16, 2021, to the U.S.

Bank Indenture, and Form of 3.000% Prospect Capital InterNote® due 2026(16)

4.5 One Thousand Thirty-Third Supplemental Indenture dated as of September 16, 2021, to the U.S.

4.47 One Thousand Ninety-Third Supplemental Indenture dated as of December 16, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2028(16)

4.51 One Thousand Thirty-Fourth Supplemental Indenture dated as of September 16, 2021, to the U.S.

4.48 One Thousand Ninety-Fourth Supplemental Indenture dated as of December 16, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2031(16)

4.52 One Thousand Thirty-Fifth Supplemental Indenture dated as of September 16, 2021, to the U.S.

4.49 One Thousand Ninety-Fifth Supplemental Indenture dated as of December 16, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2036(16)

4.53 One Thousand Thirty-Sixth Supplemental Indenture dated as of September 16, 2021, to the U.S.

4.5 One Thousand Ninety-Sixth Supplemental Indenture dated as of December 16, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2051(16)

4.54 One Thousand Thirty-Seventh Supplemental Indenture dated as of September 23, 2021, to the U.S.

4.51 One Thousand Ninety-Seventh Supplemental Indenture dated as of December 23, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2026(17)

4.55 One Thousand Thirty-Eighth Supplemental Indenture dated as of September 23, 2021, to the U.S.

4.52 One Thousand Ninety-Eighth Supplemental Indenture dated as of December 23, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2028(17)

4.56 One Thousand Thirty-Ninth Supplemental Indenture dated as of September 23, 2021, to the U.S.

4.53 One Thousand Ninety-Ninth Supplemental Indenture dated as of December 23, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2031(17)

4.57 One Thousand Fortieth Supplemental Indenture dated as of September 23, 2021, to the U.S.

4.54 One Thousand One Hundredth Supplemental Indenture dated as of December 23, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2036(17)

4.58 One Thousand Forty-First Supplemental Indenture dated as of September 23, 2021, to the U.S.

4.55 One Thousand One Hundred First Supplemental Indenture dated as of December 23, 2021, to the U.S.

Bank Indenture, and Form of 4.250% Prospect Capital InterNote® due 2051(17)

4.59 One Thousand Forty-Second Supplemental Indenture dated as of September 30, 2021, to the U.S.

4.56 One Thousand One Hundred Second Supplemental Indenture dated as of December 30, 2021, to the U.S.

Bank Indenture, and Form of 3.250% Prospect Capital InterNote® due 2026(18)

4.60 One Thousand Forty-Third Supplemental Indenture dated as of September 30, 2021, to the U.S.

4.57 One Thousand One Hundred Third Supplemental Indenture dated as of December 30, 2021, to the U.S.

Bank Indenture, and Form of 3.500% Prospect Capital InterNote® due 2028(18)

4.61 One Thousand Forty-Fourth Supplemental Indenture dated as of September 30, 2021, to the U.S.

4.58 One Thousand One Hundred Fourth Supplemental Indenture dated as of December 30, 2021, to the U.S.

Bank Indenture, and Form of 3.750% Prospect Capital InterNote® due 2031(18)

4.62 One Thousand Forty-Fifth Supplemental Indenture dated as of September 30, 2021, to the U.S.

4.59 One Thousand One Hundred Fifth Supplemental Indenture dated as of December 30, 2021, to the U.S.

Bank Indenture, and Form of 4.000% Prospect Capital InterNote® due 2036(18)

4.63 One Thousand Forty-Sixth Supplemental Indenture dated as of September 30, 2021, to the U.S.

4.60 One Thousand One Hundred Sixth Supplemental Indenture dated as of December 30, 2021, to the U.S.

Bank Indenture, and Form of 4.250% Prospect Capital InterNote® due 2051(18)

10.1 Underwriting Agreement, dated September 23, 2021, by and among Prospect Capital Corporation, Prospect Capital Management L.P., Prospect Administration LLC, and RBC Capital Markets, LLC, Goldman Sachs & Co.

LLC and BNP Paribas Securities Corp., as representatives of the several underwriters named in Schedule I thereto(20)

10.2 Supplemental Indenture, dated as of September 30, 2021, by and between Prospect Capital Corporation and U.S.

Bank National Association, as Trustee(21)

10.3 Form of Global Note of 3.437% Notes due 2028 (22)

11 Computation of Per Share Earnings (included in the notes to the financial statements contained in this report)

13 unchanged sentences

(7) Incorporated by reference from the Registrant's Post-Effective Amendment No.

63 to the Registration Statement on Form N-2, filed on July 1, 2021.

(8) Incorporated by reference from the Registrant's Post-Effective Amendment No.

64 to the Registration Statement on Form N-2, filed on July 9, 2021.

76 to the Registration Statement on Form N-2, filed on October 7, 2021.

(8) Incorporated by reference from the Registrant's Post-Effective Amendment No.

65 to the Registration Statement on Form N-2, filed on July 15, 2021.

77 to the Registration Statement on Form N-2, filed on October 15, 2021.

(9) Incorporated by reference from the Registrant's Post-Effective Amendment No.

66 to the Registration Statement on Form N-2, filed on July 22, 2021.

78 to the Registration Statement on Form N-2, filed on October 21, 2021.

(10) Incorporated by reference from the Registrant's Post-Effective Amendment No.

67 to the Registration Statement on Form N-2, filed on July 29, 2021.

79 to the Registration Statement on Form N-2, filed on October 28, 2021.

(11) Incorporated by reference from the Registrant's Post-Effective Amendment No.

68 to the Registration Statement on Form N-2, filed on August 5, 2021.

80 to the Registration Statement on Form N-2, filed on November 4, 2021.

(12) Incorporated by reference from the Registrant's Post-Effective Amendment No.

69 to the Registration Statement on Form N-2, filed on August 12, 2021.

81 to the Registration Statement on Form N-2, filed on November 18, 2021.

(13) Incorporated by reference from the Registrant's Post-Effective Amendment No.

70 to the Registration Statement on Form N-2, filed on August 19, 2021.

82 to the Registration Statement on Form N-2, filed on November 26, 2021.

(14) Incorporated by reference from the Registrant's Post-Effective Amendment No.

71 to the Registration Statement on Form N-2, filed on August 26, 2021.

83 to the Registration Statement on Form N-2, filed on December 2, 2021.

(15) Incorporated by reference from the Registrant's Post-Effective Amendment No.

72 to the Registration Statement on Form N-2, filed on September 10, 2021.

84 to the Registration Statement on Form N-2, filed on December 9, 2021.

(16) Incorporated by reference from the Registrant's Post-Effective Amendment No.

73 to the Registration Statement on Form N-2, filed on September 16, 2021.

85 to the Registration Statement on Form N-2, filed on December 16, 2021.

(17) Incorporated by reference from the Registrant's Post-Effective Amendment No.

74 to the Registration Statement on Form N-2, filed on September 23, 2021.

86 to the Registration Statement on Form N-2, filed on December 23, 2021.

(18) Incorporated by reference from the Registrant's Post-Effective Amendment No.

75 to the Registration Statement on Form N-2, filed on September 30, 2021.

(20) Incorporated by reference to Exhibit 1.1 of the Registrant’s Form 8-K, filed on September 24, 2021.

(21) Incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K, filed on September 30, 2021.

(22) Incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K, filed on September 30, 2021.

87 to the Registration Statement on Form N-2, filed on December 30, 2021.

(19) Incorporated by reference to Exhibit 3.1 of the Registrant’s Form 8-K filed on May 26, 2021.

3 unchanged sentences

PROSPECT CAPITAL CORPORATION

November 8, 2021 By:

February 8, 2022 By:

Chairman of the Board and Chief Executive Officer

November 8, 2021 By:

February 8, 2022 By:

/s/ KRISTIN L.

2 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-Q

Item 5. Other Information