8-K
Main Street Capital CORP (MAIN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________________________________________________
FORM 8-K
__________________________________________________________________________
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 26, 2026
__________________________________________________________________________
Main Street Capital Corporation
(Exact name of registrant as specified in its charter)
| Maryland | 814-00746 | 41-2230745 | |||
|---|---|---|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | 1300 Post Oak Boulevard, 8th Floor, Houston, Texas | 77056 | |
| --- | --- | ||||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 350-6000
Not Applicable
___________________________________________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | MAIN | New York Stock Exchange<br><br>NYSE Texas |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the
Exchange Act. o
Item 2.02Results of Operations and Financial Condition.
On February 26, 2026, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by
reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such
filing.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press release dated February 26, 2026 |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly authorized.
| Main Street Capital Corporation | ||
|---|---|---|
| Date: February 26, 2026 | By: | /s/ Jason B. Beauvais |
| Name: Jason B. Beauvais | ||
| Title: General Counsel |
MAIN - Q4 2025 - Earnings Release - EX-99.1 1
Exhibit 99.1
| NEWS RELEASE |
|---|
| Contacts:<br><br>Main Street Capital Corporation<br><br>Dwayne L. Hyzak, CEO, dhyzak@mainstcapital.com<br><br>Ryan R. Nelson, CFO, rnelson@mainstcapital.com<br><br>713-350-6000<br><br>Dennard Lascar Investor Relations<br><br>Ken Dennard / ken@dennardlascar.com<br><br>Zach Vaughan / zvaughan@dennardlascar.com<br><br>713-529-6600 |
MAIN STREET ANNOUNCES
2025 FOURTH QUARTER AND ANNUAL RESULTS
Fourth Quarter 2025 Net Investment Income of $1.03 Per Share
Fourth Quarter 2025 Distributable Net Investment Income(1) of $1.09 Per Share
Net Asset Value of $33.33 Per Share
HOUSTON, February 26, 2026 – Main Street Capital Corporation (NYSE: MAIN) (“Main Street”) is pleased
to announce its financial results for the fourth quarter and full year ended December 31, 2025. Unless otherwise
noted or the context otherwise indicates, the terms “we,” “us,” “our” and the “Company” refer to Main Street
and its consolidated subsidiaries.
Fourth Quarter 2025 Highlights
•Net investment income (“NII”) of $92.1 million, or $1.03 per share
•Distributable net investment income (“DNII”)(1) of $98.0 million, or $1.09 per share
•DNII before taxes(2) of $100.0 million, or $1.11 per share
•Total investment income of $145.5 million
•An industry leading position in cost efficiency, with a ratio of total non-interest operating expenses as a
percentage of quarterly average total assets (“Operating Expenses to Assets Ratio”) of 1.4% on an
annualized basis
•Net increase in net assets resulting from operations of $131.1 million, or $1.46 per share
•Return on equity(3) of 17.7% on an annualized basis
•Net asset value of $33.33 per share as of December 31, 2025, representing an increase of $0.55 per share, or
1.7%, compared to $32.78 per share as of September 30, 2025
•Declared regular monthly dividends totaling $0.78 per share for the first quarter of 2026, or $0.26 per share
for each of January, February and March 2026, representing a 4.0% increase from the regular monthly
dividends paid in the first quarter of 2025 and a 2.0% increase from the regular monthly dividends paid in
the fourth quarter of 2025
•Declared and paid a supplemental dividend of $0.30 per share, resulting in total dividends paid in the fourth
quarter of 2025 of $1.065 per share and representing a 2.9% increase from the total dividends paid in the
fourth quarter of 2024
•Completed $300.0 million in total lower middle market (“LMM”) portfolio investments, including
investments totaling $241.0 million in five new portfolio companies, which after aggregate repayments,
return of invested equity capital and a decrease in cost basis due to realized losses resulted in a net increase
of $253.1 million in the total cost basis of the LMM investment portfolio
2
•Completed $231.4 million in total private loan portfolio investments, which after aggregate repayments,
return of invested equity capital and a decrease in cost basis due to a realized loss resulted in a net increase
of $108.8 million in the total cost basis of the private loan investment portfolio
•Fully exited investments in Purge Rite LLC, realizing a gain of $33.9 million and resulting in annual
internal rates of return (“IRR”) and times money invested (“TMI”) returns of 179.9% and 9.4 times,
respectively, on the equity investment, and 98.2% and 3.3 times, respectively, including all debt and equity
investments in the company on a cumulative basis since Main Street's initial investment in 2023
•Fully exited investments in Mystic Logistics Holdings, LLC, realizing a gain of $23.8 million, which in
addition to the total dividends of $22.1 million received over the life of the equity investment, resulted in
annual IRRs and TMI returns of 32.9% and 17.9 times, respectively, on the equity investment, and 22.9%
and 5.1 times, respectively, including all debt and equity investments in the company on a cumulative basis
since Main Street’s initial investment in 2014
Full Year 2025 Highlights
•NII, including excise tax and NII related income taxes, of $352.7 million, or $3.95 per share
•DNII,(1) including excise tax and NII related income taxes, of $376.0 million, or $4.21 per share
•DNII before taxes(2) of $390.0 million, or $4.36 per share
•Total investment income of $566.4 million
•An industry leading position in cost efficiency, with an Operating Expenses to Assets Ratio of 1.3%
•Net increase in net assets resulting from operations of $493.4 million, or $5.52 per share
•Return on equity(3) of 17.1%
•Net asset value of $33.33 per share as of December 31, 2025, representing an increase of $1.68 per share, or
5.3%, compared to $31.65 per share as of December 31, 2024
•Paid regular monthly dividends totaling $3.03 per share, representing a 4.1% increase from prior year
•Paid supplemental dividends totaling $1.20 per share, resulting in total dividends paid of $4.23 per share,
representing a 2.9% increase from prior year and a new record for total annual dividends paid
•Completed $701.6 million in total LMM portfolio investments, including investments totaling $482.2
million in 13 new portfolio companies, which after aggregate repayments, return of invested equity capital
and a decrease in cost basis due to realized losses resulted in a net increase of $480.1 million in the total cost
basis of the LMM investment portfolio
•Completed $671.5 million in total private loan portfolio investments, which after aggregate repayments and
sales of debt investments, return of invested equity capital and a decrease in cost basis due to realized losses
resulted in a net increase of $30.8 million in the total cost basis of the private loan investment portfolio
•Net decrease of $76.4 million in the total cost basis of the middle market investment portfolio
•Further strengthened our capital structure and enhanced our liquidity position by (i) amending the SPV
Facility to decrease the interest rate, extend the final maturity date to September 2030 and decrease the
unused fee, (ii) amending the Corporate Facility to decrease the interest rate, increase the total commitments
to $1.145 billion and extend the maturity date to April 2030, (iii) issuing an aggregate principal amount of
$350.0 million of the August 2028 Notes and (iv) fully prepaying $150.0 million of notes outstanding in
September 2025 ahead of their December 2025 maturity date (the “December 2025 Notes,” with the SPV
Facility, Corporate Facility and August 2028 Notes each defined in the Liquidity and Capital Resources
section below)
•MSC Income Fund, Inc., an externally managed business development company for which Main Street’s
wholly owned registered investment adviser serves as investment advisor and administrator, completed a
follow-on public offering of its common stock and, in conjunction with the offering, began trading on the
New York Stock Exchange in January 2025
3
In commenting on the Company’s operating results for the fourth quarter and full year of 2025, Dwayne L.
Hyzak, Main Street’s Chief Executive Officer, stated, “We are extremely pleased with our continued strong
performance in the fourth quarter, which closed another great year for Main Street. This strong performance
included several new quarterly and annual records across our key performance metrics. After our positive
performance in the first three quarters of 2025, our strong performance in the fourth quarter resulted in a return
on equity of 17.7% for the fourth quarter and 17.1% for the full year, strong levels of net investment income per
share and distributable net investment income per share and a record net asset value per share, primarily driven
by a significant net fair value increase of our investments, and including the benefits of material net realized
gains in both our lower middle market and private loan investment portfolios. We also produced extremely
strong fourth quarter investment activity in our unique lower middle market investment strategy, resulting in an
annual record for gross investments of over $700 million in 2025. We believe that these continued strong results
demonstrate the sustainable strength of our overall platform, the benefits of our differentiated and diversified
investment strategies, the unique contributions of our asset management business and the continued underlying
strength and quality of our portfolio companies.”
Mr. Hyzak continued, “Our positive performance for the quarter and full year resulted in distributable net
investment income before taxes per share which continued to significantly exceed the monthly dividends paid to
our shareholders for these periods. In addition, our strong fourth quarter results and favorable outlook for the
first quarter resulted in the declaration of another $0.30 per share supplemental dividend to be paid in March
2026, representing our eighteenth consecutive quarterly supplemental dividend, to go with the 11 increases to
our regular monthly dividends declared since the fourth quarter of 2021. Our recent declarations of our monthly
dividends and our supplemental dividend allowed us to continue our trend of increasing the total dividends paid
to our shareholders over the past several years. Additionally, with the continued support from our long-term
lender relationships, we continue to maintain strong liquidity and a conservative leverage profile, which we
believe is important in the current economic environment. We remain confident that our diversified lower
middle market and private loan investment strategies, both of which have continued to generate favorable
investment activity in the first quarter, together with the benefits of our asset management business, our cost
efficient operating structure and conservative capital structure, will allow us to continue to deliver superior
results for our shareholders.”
4
Fourth Quarter 2025 Operating Results
The following table provides a summary of our operating results for the fourth quarter of 2025:
| Three Months Ended December 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | Change ($) | Change (%) | |
| (dollars in thousands, except per share amounts) | ||||
| Interest income | $102,759 | $109,963 | $(7,204) | (7)% |
| Dividend income | 35,898 | 24,513 | 11,385 | 46% |
| Fee income | 6,884 | 5,966 | 918 | 15% |
| Total investment income | $145,541 | $140,442 | $5,099 | 4% |
| Net investment income (4) | $92,100 | $86,690 | $5,410 | 6% |
| Net investment income per share (4) | $1.03 | $0.98 | $0.05 | 5% |
| Distributable net investment income (1)(4) | $98,030 | $91,672 | $6,358 | 7% |
| Distributable net investment income per share (1)(4) | $1.09 | $1.04 | $0.05 | 5% |
| Distributable net investment income before taxes (2) | $100,012 | $95,338 | $4,674 | 5% |
| Distributable net investment income before taxes per share (2) | $1.11 | $1.08 | $0.03 | 3% |
| Net increase in net assets resulting from operations | $131,111 | $174,237 | $(43,126) | (25)% |
| Net increase in net assets resulting from operations per share | $1.46 | $1.97 | $(0.51) | (26)% |
The $5.1 million increase in total investment income in the fourth quarter of 2025 from the comparable period
of the prior year was principally attributable to (i) an $11.4 million increase in dividend income, primarily due
to a $10.9 million increase in dividend income from our LMM portfolio companies and (ii) a $0.9 million
increase in fee income, primarily due to a $1.6 million increase in fee income related to increased investment
activity, partially offset by a $0.7 million decrease in fee income from the refinancing and prepayment of debt
investments. These increases were partially offset by a $7.2 million decrease in interest income, principally
attributable to a larger negative impact from investments on non-accrual status and a decrease in interest rates,
primarily resulting from decreases in benchmark index rates on floating rate debt investments and other
decreases in interest rates on existing debt investments, partially offset by higher average levels of income
producing investment portfolio debt investments. The $5.1 million increase in total investment income in the
fourth quarter of 2025 includes the impact of an increase of $3.9 million in certain income considered less
consistent or non-recurring, primarily related to an increase of $4.5 million in such dividend income, partially
offset by a $0.7 million decrease in such fee income, in each case when compared to the same period in 2024.
Total cash expenses(5) increased $0.4 million, or 0.9%, to $45.5 million in the fourth quarter of 2025 from $45.1
million for the same period in 2024. This increase in total cash expenses was principally attributable to (i) a $2.3
million increase in cash compensation expenses(5) and (ii) a $0.6 million increase in general and administrative
expenses, partially offset by (i) a $2.2 million decrease in interest expense and (ii) a $0.3 million increase in
expenses allocated to our External Investment Manager (as defined in the External Investment Manager section
below). The increase in cash compensation expenses(5) is primarily related to increased incentive compensation
accruals. The increase in general and administrative expenses is primarily related to increased professional fees.
The decrease in interest expense is primarily related to (i) a decreased weighted-average interest rate on our
unsecured debt obligations resulting from the issuance of the August 2028 Notes and the early repayment of the
December 2025 Notes and (ii) a decreased weighted-average interest rate on our Credit Facilities due to
decreases in benchmark index rates and decreases to the applicable margin rates related to the amendments of
our Credit Facilities in April 2025.
5
Non-cash compensation expenses(5) increased $0.9 million in the fourth quarter of 2025 from the comparable
period of the prior year, primarily driven by an $0.8 million increase in share-based compensation.
Our Operating Expenses to Assets Ratio (which includes non-cash compensation expenses(5)) on an annualized
basis was 1.4% for the fourth quarter of 2025, an increase from 1.3% for the fourth quarter of 2024.
Excise tax expense decreased $3.1 million and NII related federal and state income and other tax expenses
increased $1.5 million in the fourth quarter of 2025 compared to the same period in 2024, resulting in a net
decrease in tax expenses included in NII of $1.7 million. The decrease in excise tax is due to the decrease in
undistributed taxable income as of December 31, 2025 and the increase in NII related federal and state income
and other tax expenses is due to an increase in taxable NII between the relevant periods.
The $5.4 million increase in NII and the $6.4 million increase in DNII(1) in the fourth quarter of 2025 from the
comparable period of the prior year were both principally attributable to (i) the increase in total investment
income and (ii) the decrease in tax expenses included in NII, partially offset by an increase in total expenses,
each as discussed above. NII and DNII(1) on a per share basis both increased by $0.05 for the fourth quarter of
2025 as compared to the fourth quarter of 2024, to $1.03 per share and $1.09 per share, respectively. These
increases include the impact of a 1.6% increase in the weighted-average shares outstanding compared to the
fourth quarter of 2024, primarily due to shares issued since the beginning of the comparable period of the prior
year through our (i) dividend reinvestment plan, (ii) at-the-market (“ATM”) equity issuance program and (iii)
equity incentive plans. NII and DNII(1) on a per share basis in the fourth quarter of 2025 each include a net
increase of $0.04 per share resulting from an increase in investment income considered less consistent or non-
recurring in nature compared to the fourth quarter of 2024, as discussed above.
The $131.1 million net increase in net assets resulting from operations in the fourth quarter of 2025 represents a
$43.1 million decrease from the fourth quarter of 2024. This decrease was primarily the result of (i) a $38.3
million decrease in the net fair value change of our portfolio investments resulting from the net impact of net
realized gains/losses and net unrealized appreciation/depreciation, with the decrease resulting from a net fair
value increase of $42.5 million in the fourth quarter of 2025 compared to a net fair value increase of $80.8
million in the prior year and (ii) a $10.2 million increase in net tax provision on the net fair value change of our
portfolio investments resulting from a net tax provision of $3.5 million in the fourth quarter of 2025 compared
to a net tax benefit of $6.8 million in the comparable period of the prior year, with these decreases partially
offset by a $5.4 million increase in NII as discussed above. The $42.5 million net fair value increase in the
fourth quarter of 2025 was the result of a net realized gain of $50.8 million, partially offset by unrealized
depreciation (including the reversal of net fair value appreciation recognized in prior periods due to the net
realized gain in the quarter) of $8.3 million. The $80.8 million net fair value increase in the fourth quarter of
2024 was the result of a net realized gain of $28.6 million and net unrealized appreciation of $52.2 million. The
$50.8 million net realized gain from investments for the fourth quarter of 2025 was primarily the result of (i)
$42.0 million of realized gains on the full exits of two private loan portfolio investments, (ii) a $23.8 million
realized gain on the full exit of a LMM portfolio investment, (iii) a $1.4 million realized gain on the partial exit
of a LMM portfolio investment and (iv) a $1.1 million realized gain on the partial exit of an other portfolio
investment, partially offset by (i) a $17.8 million realized loss on the restructure of a private loan portfolio
investment and (ii) a $0.6 million realized loss on the partial exit of a LMM portfolio investment.
6
The following table provides a summary of the total net unrealized depreciation of $8.3 million for the fourth
quarter of 2025:
| Three Months Ended December 31, 2025 | |||||
|---|---|---|---|---|---|
| LMM (a) | Private<br><br>Loan | Middle<br><br>Market | Other | Total | |
| (in millions) | |||||
| Accounting reversals of net unrealized (appreciation) depreciation<br><br>recognized in prior periods due to net realized (gains / income) losses<br><br>recognized during the current period | $(25.4) | $(25.1) | $— | (1.5) | $(52.0) |
| Net unrealized appreciation (depreciation) relating to portfolio<br><br>investments | 48.4 | 11.0 | (6.8) | (8.9) | 43.7 |
| Total net unrealized appreciation (depreciation) relating to portfolio<br><br>investments | $23.0 | $(14.1) | $(6.8) | (10.4) | $(8.3) |
All values are in US Dollars.
___________________________
(a)Includes unrealized appreciation on 43 LMM portfolio investments and unrealized depreciation on 21 LMM
portfolio investments.
(b)Includes $11.3 million of unrealized depreciation related to the External Investment Manager.
Liquidity and Capital Resources
As of December 31, 2025, we had aggregate liquidity of $1.265 billion, including (i) $42.0 million in cash and
cash equivalents and (ii) $1.223 billion of aggregate unused capacity under our corporate revolving credit
facility (the “Corporate Facility”) and our special purpose vehicle revolving credit facility (the “SPV Facility”
and, together with the Corporate Facility, the “Credit Facilities”), which we maintain to support our investment
and operating activities.
Several details regarding our capital structure as of December 31, 2025 are as follows:
•The Corporate Facility included $1.145 billion in total commitments from a diversified group of 18
participating lenders, plus an accordion feature that allows us to request an increase in the total
commitments under the facility to up to $1.718 billion.
•$432.0 million in outstanding borrowings under the Corporate Facility, with an interest rate of 5.6% based
on the applicable Secured Overnight Financing Rate (“SOFR”) effective for the contractual reset date of
January 1, 2026.
•The SPV Facility included $600.0 million in total commitments from a diversified group of six participating
lenders, plus an accordion feature that allows us to request an increase in the total commitments under the
facility to up to $800.0 million.
•$86.0 million in outstanding borrowings under the SPV Facility, with an interest rate of 5.6% based on the
applicable SOFR effective for the contractual reset date of January 1, 2026.
•$500.0 million of unsecured notes outstanding that bear interest at a rate of 3.00% per year (the “July 2026
Notes”). The July 2026 Notes mature on July 14, 2026 and may be redeemed in whole or in part at any time
at our option subject to certain make-whole provisions.
•$400.0 million of unsecured notes outstanding that bear interest at a rate of 6.50% per year with a yield-to-
maturity of approximately 6.34% (the “June 2027 Notes”). The June 2027 Notes mature on June 4, 2027
and may be redeemed in whole or in part at any time at our option subject to certain make-whole provisions.
•$350.0 million of unsecured notes outstanding that bear interest at a rate of 5.40% per year (the “August
2028 Notes”). The August 2028 Notes mature on August 15, 2028 and may be redeemed in whole or in part
at any time at our option subject to certain make-whole provisions.
•$350.0 million of unsecured notes outstanding that bear interest at a rate of 6.95% per year (the “March
2029 Notes”). The March 2029 Notes mature on March 1, 2029 and may be redeemed in whole or in part at
any time at our option subject to certain make-whole provisions.
7
•$350.0 million of outstanding Small Business Investment Company (“SBIC”) debentures through our
wholly-owned SBIC subsidiaries. These debentures, which are guaranteed by the U.S. Small Business
Administration (the “SBA”), had a weighted-average annual fixed interest rate of 3.26% and mature ten
years from original issuance. The first maturity related to our existing SBIC debentures occurs in the first
quarter of 2027, and the weighted-average remaining duration was 4.6 years.
•We maintain investment grade credit ratings from each of Fitch Ratings and S&P Global Ratings, both of
which have assigned us investment grade credit ratings of BBB- with a stable outlook.
•Our net asset value totaled $3.0 billion, or $33.33 per share.
In February 2026, we expanded the total commitments under our Corporate Facility by $30.0 million to $1.175
billion. The increase in total commitments was the result of the addition of a new lender relationship, which
further diversifies our lender group.
Investment Portfolio Information as of December 31, 2025(6)
The following table provides a summary of the investments in our LMM portfolio and private loan portfolio as
of December 31, 2025:
| December 31, 2025 | ||
|---|---|---|
| LMM (a) | Private Loan | |
| (dollars in millions) | ||
| Number of portfolio companies | 92 | 86 |
| Fair value | $3,057.0 | $1,988.4 |
| Cost | $2,419.3 | $2,014.1 |
| Debt investments as a % of portfolio (at cost) | 71.2% | 93.5% |
| Equity investments as a % of portfolio (at cost) | 28.8% | 6.5% |
| % of debt investments at cost secured by first priority lien | 99.4% | 99.9% |
| Weighted-average annual effective yield (b) | 12.5% | 10.5% |
| Average EBITDA (c) | $11.1 | $33.9 |
___________________________
(a)We had equity ownership in all of our LMM portfolio companies, and our average fully diluted equity
ownership in those portfolio companies was 37%.
(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt
investments as of December 31, 2025, including amortization of deferred debt origination fees and accretion
of original issue discount but excluding fees payable upon repayment of the debt investments and any debt
investments on non-accrual status, and are weighted based upon the principal amount of each applicable
debt investment as of December 31, 2025.
(c)The average EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) is calculated using
a simple average for LMM portfolio companies and a weighted-average for private loan portfolio
companies. These calculations exclude certain portfolio companies, including five LMM portfolio
companies and six private loan portfolio companies, as EBITDA is not a meaningful valuation metric for
our investments in these portfolio companies, and those portfolio companies whose primary purpose is to
own real estate and those portfolio companies whose primary operations have ceased and only residual
value remains.
The fair value of our LMM portfolio company equity investments was 199% of the related cost basis of such
equity investments, and our LMM portfolio companies had a median net senior debt (senior interest-bearing
debt through our debt position less cash and cash equivalents) to EBITDA ratio of 2.4 to 1.0 and a median total
EBITDA to senior interest expense ratio of 3.0 to 1.0. Including all debt that is junior in priority to our debt
position, these median ratios were 2.5 to 1.0 and 2.9 to 1.0, respectively.(6)(7)
8
As of December 31, 2025, our investment portfolio also included:
•Other portfolio investments in 33 entities, spread across 13 investment managers, collectively totaling
$134.1 million in fair value and $141.6 million in cost basis, which comprised 2.4% and 3.0% of our
investment portfolio at fair value and cost, respectively;
•Middle market portfolio investments in 11 portfolio companies, collectively totaling $83.5 million in fair
value and $120.1 million in cost basis, which comprised 1.5% and 2.5% of our investment portfolio at fair
value and cost, respectively; and
•Our investment in the External Investment Manager, with a fair value of $255.0 million and a cost basis of
$29.5 million, which comprised 4.6% and 0.6% of our investment portfolio at fair value and cost,
respectively.
As of December 31, 2025, investments on non-accrual status comprised 1.0% of the total investment portfolio at
fair value and 3.3% at cost, and our total portfolio investments at fair value were 117% of the related cost basis.
External Investment Manager
MSC Adviser I, LLC is our wholly-owned portfolio company and registered investment adviser that provides
investment management services to external parties (the “External Investment Manager”). We share employees
with the External Investment Manager and allocate costs related to such shared employees and other operating
expenses to the External Investment Manager. The total contribution of the External Investment Manager to our
NII consists of the combination of the expenses we allocate to the External Investment Manager and the
dividend income we earn from the External Investment Manager. During the fourth quarter of 2025, the
External Investment Manager earned $10.2 million of total fee income, an increase of $0.5 million from the
fourth quarter of 2024. The fee income earned by the External Investment Manager in the fourth quarter of 2025
included (i) $5.8 million of management fee income, a decrease of $0.3 million from the fourth quarter of 2024,
and (ii) incentive fees of $4.2 million, an increase of $0.9 million from the fourth quarter of 2024. We allocated
$6.6 million of total expenses to the External Investment Manager during the fourth quarter of 2025, an increase
of $0.3 million from the fourth quarter of 2024. The decrease in management fee income was primarily
attributable to a decrease in the base management fees earned resulting from changes in the advisory agreement
between the External Investment Manager and its client, MSC Income Fund, Inc., in conjunction with the listing
of MSC Income Fund, Inc.’s shares on the New York Stock Exchange in January 2025, partially offset by an
increase in total assets managed for clients. The increase in incentive fees was attributable to the favorable
performance and improved operating results from the assets managed for clients in the fourth quarter of 2025
relative to the fourth quarter of 2024. The combination of the dividend income we earned from the External
Investment Manager and expenses we allocated to it resulted in a total contribution to our NII of $9.3 million,
representing an increase of $0.5 million from the fourth quarter of 2024.
The External Investment Manager ended the fourth quarter of 2025 with total assets under management of $1.7
billion.
Fourth Quarter and Full Year 2025 Financial Results Conference Call / Webcast
Main Street has scheduled a conference call for Friday, February 27, 2026 at 10:00 a.m. Eastern time to discuss
the fourth quarter and full year 2025 financial results.(8)
You may access the conference call by dialing 412-902-0030 at least 10 minutes prior to the start time. The
conference call can also be accessed via a simultaneous webcast by logging into the investor relations section of
the Main Street website at https://www.mainstcapital.com.
A telephonic replay of the conference call will be available through Friday, March 6, 2026 and may be accessed
by dialing 201-612-7415 and using the passcode 13757959#. An audio archive of the conference call will also
9
be available on the investor relations section of the Company’s website at https://www.mainstcapital.com
shortly after the call and will be accessible until the date of Main Street’s earnings release for the next quarter.
For a more detailed discussion of the financial and other information included in this press release, please refer
to the Main Street Annual Report on Form 10-K for the fiscal year ended December 31, 2025 to be filed with
the U.S. Securities and Exchange Commission (the “SEC”) (www.sec.gov) and Main Street’s Fourth Quarter
2025 Investor Presentation to be posted on the investor relations section of the Main Street website at https://
www.mainstcapital.com.
ABOUT MAIN STREET CAPITAL CORPORATION
Main Street (www.mainstcapital.com) is a principal investment firm that primarily provides customized long-
term debt and equity capital solutions to lower middle market companies and debt capital to private companies
owned by or in the process of being acquired by a private equity fund. Main Street’s portfolio investments are
typically made to support management buyouts, recapitalizations, growth financings, refinancings and
acquisitions of companies that operate in diverse industry sectors. Main Street seeks to partner with
entrepreneurs, business owners and management teams and generally provides customized “one-stop” debt and
equity financing solutions within its lower middle market investment strategy. Main Street seeks to partner with
private equity fund sponsors and primarily invests in secured debt investments in its private loan investment
strategy. Main Street’s lower middle market portfolio companies generally have annual revenues between $10
million and $150 million. Main Street’s private loan portfolio companies generally have annual revenues
between $25 million and $500 million.
Main Street, through its wholly-owned portfolio company MSC Adviser I, LLC (“MSC Adviser”), also
maintains an asset management business through which it manages investments for external parties. MSC
Adviser is registered as an investment adviser under the Investment Advisers Act of 1940, as amended.
FORWARD-LOOKING STATEMENTS
Main Street cautions that statements in this press release which are forward‑looking and provide other than
historical information, including but not limited to Main Street’s ability to successfully source and execute on
new portfolio investments and deliver future financial performance and results, are based on current conditions
and information available to Main Street as of the date hereof and include statements regarding Main Street’s
goals, beliefs, strategies and future operating results and cash flows. Although its management believes that the
expectations reflected in those forward‑looking statements are reasonable, Main Street can give no assurance
that those expectations will prove to be correct. Those forward-looking statements are made based on various
underlying assumptions and are subject to numerous uncertainties and risks, including, without limitation: Main
Street’s continued effectiveness in raising, investing and managing capital; adverse changes in the economy
generally or in the industries in which Main Street’s portfolio companies operate; the impacts of
macroeconomic factors on Main Street and its portfolio companies’ businesses and operations, liquidity and
access to capital, and on the U.S. and global economies, including impacts related to pandemics and other
public health crises, global conflicts, risk of recession, tariffs and trade disputes, inflation, supply chain
constraints or disruptions and changes in market index interest rates; changes in laws and regulations or
business, political and/or regulatory conditions that may adversely impact Main Street’s operations or the
operations of its portfolio companies; the operating and financial performance of Main Street’s portfolio
companies and their access to capital; retention of key investment personnel; competitive factors; and such other
factors described under the captions “Cautionary Statement Concerning Forward-Looking Statements” and
“Risk Factors” included in Main Street’s filings with the SEC (www.sec.gov). Main Street undertakes no
obligation to update the information contained herein to reflect subsequently occurring events or circumstances,
except as required by applicable securities laws and regulations.
10
MAIN STREET CAPITAL CORPORATION
Consolidated Statements of Operations
(in thousands, except shares and per share amounts)
| Three Months Ended<br><br>December 31, | Year Ended<br><br>December 31, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| INVESTMENT INCOME: | ||||
| Interest, dividend and fee income: | ||||
| Control investments | $69,459 | $52,795 | $245,940 | $205,367 |
| Affiliate investments | 24,169 | 22,555 | 96,077 | 84,367 |
| Non‑Control/Non‑Affiliate investments | 51,913 | 65,092 | 224,374 | 251,292 |
| Total investment income | 145,541 | 140,442 | 566,391 | 541,026 |
| EXPENSES: | ||||
| Interest | (31,839) | (34,018) | (127,998) | (123,429) |
| Compensation | (14,674) | (12,261) | (52,044) | (47,486) |
| General and administrative | (5,768) | (5,188) | (21,701) | (19,347) |
| Share‑based compensation | (5,749) | (4,939) | (21,440) | (18,793) |
| Expenses allocated to the External Investment Manager | 6,571 | 6,320 | 23,533 | 23,088 |
| Total expenses | (51,459) | (50,086) | (199,650) | (185,967) |
| NET INVESTMENT INCOME BEFORE TAXES | 94,082 | 90,356 | 366,741 | 355,059 |
| Excise tax expense | (1,054) | (4,199) | (4,051) | (5,851) |
| Federal and state income and other tax benefits (expenses) | (928) | 533 | (9,972) | (7,807) |
| NET INVESTMENT INCOME (4) | 92,100 | 86,690 | 352,718 | 341,401 |
| NET REALIZED GAIN (LOSS): | ||||
| Control investments | 32,638 | 37,274 | 19,674 | 36,922 |
| Affiliate investments | 418 | (5,005) | 58,127 | (4,219) |
| Non‑Control/Non‑Affiliate investments | 17,752 | (3,700) | (23,222) | 13,295 |
| Total net realized gain | 50,808 | 28,569 | 54,579 | 45,998 |
| NET UNREALIZED APPRECIATION (DEPRECIATION): | ||||
| Control investments | (10,728) | 29,860 | 46,288 | 117,867 |
| Affiliate investments | 4,635 | 24,690 | 9,153 | 47,299 |
| Non‑Control/Non‑Affiliate investments | (2,245) | (2,324) | 43,438 | (27,510) |
| Total net unrealized appreciation (depreciation) | (8,338) | 52,226 | 98,879 | 137,656 |
| Income tax benefit (provision) on net realized gain and net unrealized<br><br>appreciation (depreciation) | (3,459) | 6,752 | (12,778) | (16,975) |
| NET INCREASE IN NET ASSETS RESULTING FROM<br><br>OPERATIONS | $131,111 | $174,237 | $493,398 | $508,080 |
| NET INVESTMENT INCOME PER SHARE—BASIC AND<br><br>DILUTED (4) | $1.03 | $0.98 | $3.95 | $3.93 |
| NET INCREASE IN NET ASSETS RESULTING FROM<br><br>OPERATIONS PER SHARE—BASIC AND DILUTED | $1.46 | $1.97 | $5.52 | $5.85 |
| WEIGHTED-AVERAGE SHARES OUTSTANDING—BASIC<br><br>AND DILUTED | 89,840,122 | 88,406,094 | 89,363,140 | 86,805,755 |
11
MAIN STREET CAPITAL CORPORATION
Consolidated Balance Sheets
(in thousands, except per share amounts)
| December 31, | December 31, | |
|---|---|---|
| 2025 | 2024 | |
| ASSETS | ||
| Investments at fair value: | ||
| Control investments | $2,569,626 | $2,087,890 |
| Affiliate investments | 965,179 | 846,798 |
| Non‑Control/Non‑Affiliate investments | 1,983,312 | 1,997,981 |
| Total investments | 5,518,117 | 4,932,669 |
| Cash and cash equivalents | 41,959 | 78,251 |
| Interest and dividend receivable and other assets | 107,905 | 98,084 |
| Deferred financing costs, net | 13,720 | 12,337 |
| Total assets | $5,681,701 | $5,121,341 |
| LIABILITIES | ||
| Credit Facilities | $518,000 | $384,000 |
| July 2026 Notes (par: $500,000 as of both December 31, 2025 and 2024) | 499,715 | 499,188 |
| June 2027 Notes (par: $400,000 as of both December 31, 2025 and 2024) | 399,569 | 399,282 |
| August 2028 Notes (par: $350,000 as of December 31, 2025) | 347,996 | — |
| March 2029 Notes (par: $350,000 as of both December 31, 2025 and 2024) | 347,721 | 347,002 |
| SBIC debentures (par: $350,000 as of both December 31, 2025 and 2024) | 344,593 | 343,417 |
| December 2025 Notes (par: $150,000 as of December 31, 2024) | — | 149,482 |
| Accounts payable and other liabilities | 67,799 | 69,631 |
| Interest payable | 30,094 | 23,290 |
| Dividend payable | 23,358 | 22,100 |
| Deferred tax liability, net | 108,963 | 86,111 |
| Total liabilities | 2,687,808 | 2,323,503 |
| NET ASSETS | ||
| Common stock | 898 | 884 |
| Additional paid‑in capital | 2,457,660 | 2,394,492 |
| Total undistributed earnings | 535,335 | 402,462 |
| Total net assets | 2,993,893 | 2,797,838 |
| Total liabilities and net assets | $5,681,701 | $5,121,341 |
| NET ASSET VALUE PER SHARE | $33.33 | $31.65 |
12
MAIN STREET CAPITAL CORPORATION
Reconciliation of Distributable Net Investment Income, Distributable Net Investment Income Before Taxes,
Total Non-Cash Compensation Expenses, Total Cash Expenses
and Total Cash Compensation Expenses
(in thousands, except per share amounts)
| Three Months Ended | Year Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | December 31, | |||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||
| Net investment income (4) | $92,100 | $86,690 | $352,718 | $341,401 | ||||||
| Non-cash compensation expenses (5) | 5,930 | 4,982 | 23,280 | 19,910 | ||||||
| Distributable net investment income (1)(4) | $98,030 | $91,672 | $375,998 | $361,311 | ||||||
| Excise tax expense | 1,054 | 4,199 | 4,051 | 5,851 | ||||||
| Federal and state income and other tax expenses (benefits) | 928 | (533) | 9,972 | 7,807 | ||||||
| Distributable net investment income before taxes (2) | $100,012 | $95,338 | $390,021 | $374,969 | ||||||
| Per share amounts: | ||||||||||
| Net investment income per share - | ||||||||||
| Basic and diluted (4) | $1.03 | $0.98 | $3.95 | $3.93 | ||||||
| Distributable net investment income per share - | ||||||||||
| Basic and diluted (1)(4) | $1.09 | $1.04 | $4.21 | $4.16 | ||||||
| Distributable net investment income before taxes per share - | ||||||||||
| Basic and diluted (2) | $1.11 | $1.08 | $4.36 | $4.32 | Three Months Ended | Year Ended | ||||
| --- | --- | --- | --- | --- | ||||||
| December 31, | December 31, | |||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||
| Share‑based compensation | $(5,749) | $(4,939) | $(21,440) | $(18,793) | ||||||
| Deferred compensation expense | (181) | (43) | (1,840) | (1,117) | ||||||
| Total non-cash compensation expenses (5) | (5,930) | (4,982) | (23,280) | (19,910) | ||||||
| Total expenses | (51,459) | (50,086) | (199,650) | (185,967) | ||||||
| Less non-cash compensation expenses (5) | 5,930 | 4,982 | 23,280 | 19,910 | ||||||
| Total cash expenses (5) | $(45,529) | $(45,104) | $(176,370) | $(166,057) | ||||||
| Compensation | $(14,674) | $(12,261) | $(52,044) | $(47,486) | ||||||
| Share-based compensation | (5,749) | (4,939) | (21,440) | (18,793) | ||||||
| Total compensation expenses | (20,423) | (17,200) | (73,484) | (66,279) | ||||||
| Non-cash compensation expenses (5) | 5,930 | 4,982 | 23,280 | 19,910 | ||||||
| Total cash compensation expenses (5) | $(14,493) | $(12,218) | $(50,204) | $(46,369) |
13
MAIN STREET CAPITAL CORPORATION
Endnotes
(1)DNII is NII as determined in accordance with U.S. Generally Accepted Accounting Principles, or U.S.
GAAP, excluding the impact of non-cash compensation expenses.(5) Main Street believes presenting DNII
and the related per share amount is useful and appropriate supplemental disclosure for analyzing its financial
performance since non-cash compensation expenses(5) do not result in a net cash impact to Main Street upon
settlement. However, DNII is a non-U.S. GAAP measure and should not be considered as a replacement for
NII or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in
connection with such U.S. GAAP measures in analyzing Main Street’s financial performance. A
reconciliation of NII in accordance with U.S. GAAP to DNII is detailed in the financial tables included with
this press release.
(2)DNII before taxes is NII as determined in accordance with U.S. GAAP, excluding the impact of non-cash
compensation expenses(5) and any tax expenses included in NII. Main Street believes presenting DNII
before taxes and the related per share amount is useful and appropriate supplemental disclosure for
analyzing its financial performance since (i) non-cash compensation expenses(5) do not result in a net cash
impact to Main Street upon settlement and (ii) tax expenses included in NII may include (a) excise tax
expense, which is not solely attributable to NII, and (b) deferred taxes, which are not payable in the current
period. However, DNII before taxes is a non-U.S. GAAP measure and should not be considered as a
replacement for NII, NII before taxes or other earnings measures presented in accordance with U.S. GAAP
and should be reviewed only in connection with such U.S. GAAP measures in analyzing Main Street’s
financial performance. A reconciliation of NII in accordance with U.S. GAAP to DNII before taxes is
detailed in the financial tables included with this press release.
(3)Return on equity equals the net increase in net assets resulting from operations divided by the average
quarterly total net assets.
(4)NII and DNII for each period in 2024 and the first quarter of 2025 necessary to present the amount for the
year ended December 31, 2025 have been revised to include the impact of excise tax and NII related federal
and state income and other tax expenses previously included within the total income tax provision. This
correction was determined to be immaterial to any impacted prior periods and had no impact on net
increases in net assets resulting from operations or the related per share amounts.
(5)Non-cash compensation expenses consist of (i) share-based compensation and (ii) deferred compensation
expense or benefit, both of which are non-cash in nature. Share-based compensation does not require
settlement in cash. Deferred compensation expense or benefit does not result in a net cash impact to Main
Street upon settlement. The appreciation (depreciation) in the fair value of deferred compensation plan
assets is reflected in Main Street’s Consolidated Statements of Operations as unrealized appreciation
(depreciation) and an increase (decrease) in compensation expenses, respectively. Cash compensation
expenses are total compensation expenses as determined in accordance with U.S. GAAP, less non-cash
compensation expenses. Total cash expenses are total expenses, as determined in accordance with U.S.
GAAP, excluding non-cash compensation expenses. Main Street believes presenting cash compensation
expenses, non-cash compensation expenses and total cash expenses is useful and appropriate supplemental
disclosure for analyzing its financial performance since non-cash compensation expenses do not result in a
net cash impact to Main Street upon settlement. However, cash compensation expenses, non-cash
compensation expenses and total cash expenses are non-U.S. GAAP measures and should not be considered
as a replacement for compensation expenses, total expenses or other earnings measures presented in
accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in
analyzing Main Street’s financial performance. A reconciliation of compensation expenses and total
expenses in accordance with U.S. GAAP to cash compensation expenses, non-cash compensation expenses
and total cash expenses is detailed in the financial tables included with this press release.
14
(6)Portfolio company financial information has not been independently verified by Main Street.
(7)These credit statistics exclude portfolio companies on non-accrual status and portfolio companies for which
EBITDA is not a meaningful metric.
(8)No information contained on the Company’s website or disclosed on the February 27, 2026 conference call,
including the webcast and the archived versions, is incorporated by reference in this press release or any of
the Company’s filings with the SEC, and you should not consider that information to be part of this press
release or any other such filing.