UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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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
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On August 5, 2026, PhenixFIN Corporation issued a press release announcing its financial results for the quarter ended June 30, 2026. The press release is included as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release dated August 5, 2026 | |
| 104 | Cover page interactive data file (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, PhenixFIN Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DATE: August 5, 2026 | PHENIXFIN CORPORATION | |
| /s/ David Lorber | ||
| Name: | David Lorber | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
PhenixFIN Corporation Announces Third Quarter 2026 Financial Results
With Internalized Management Team NAV/Share reaches Six Year High of $81.69
New York, NY, August 5, 2026 -- PhenixFIN Corporation (NASDAQ: PFX, PFXNZ) (the "Company"), a publicly traded business development company, today announced its financial results for the third fiscal quarter of 2026.
Highlights
| ● | Third quarter total investment income of $6.5 million; net investment income of $2.1 million |
| ● | Net asset value (NAV) of $157.9 million, or $81.69 per share as of June 30, 2026 vs $79.56 per share as of March 31, 2026 |
| ● | Weighted average yield was 13.2% on debt and other income producing investments |
| ● | A special dividend of $0.07 per share was paid on May 28, 2026, to stockholders of record as of May 18, 2026 |
David Lorber, Chief Executive Officer of the Company, stated:
“Credit quality across our portfolio remained resilient this quarter amid persistent macroeconomic volatility. We continue to source attractive private credit opportunities while optimizing our platform, with continued focus on enhancing long-term shareholder value.”
Selected Third Quarter 2026 Financial Results for the Quarter Ended June 30, 2026:
Total investment income was $6.5 million of which $6.2 million was attributable to portfolio interest, dividend income and PIK interest and $0.3 million was attributable to fee and other income.
Total expenses were $4.4 million and total net investment income was $2.1 million.
The Company recorded a net realized gain of $0.4 million and net unrealized gain of $1.8 million.
Portfolio and Investment Activities for the Quarter Ended June 30, 2026:
The fair value of the Company's investment portfolio totaled $301.6 million and consisted of 31 portfolio companies.
Liquidity and Capital Resources
At June 30, 2026, the Company had $2.2 million in cash and cash equivalents, $57.5 million in aggregate principal amount of its 5.25% unsecured notes due 2028 and $90.0 million outstanding under the Credit Facility.
ABOUT PHENIXFIN CORPORATION
PhenixFIN Corporation is a non-diversified, internally managed closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. We completed our initial public offering and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. Effective January 1, 2021, the Company operates under an internalized management structure.
Safe Harbor Statement and Other Disclosures
This press release contains “forward-looking” statements. Such forward-looking statements reflect current views with respect to future events and financial performance, and the Company may make related oral forward-looking statements on or following the date hereof. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results and conditions to differ materially from those projected in these forward-looking statements, including among other things, PhenixFIN’s ability to deliver long-term value to shareholders, increase investment activity, increase net investment income, implement its investment strategy and achieve its investment objective, source and capitalize on investment opportunities, grow its net asset value and perform well in the prevailing market environment, the ability of our portfolio companies to perform well and generate income and other factors that are enumerated in the Company’s periodic filings with the Securities and Exchange Commission. PhenixFIN Corporation disclaims and does not undertake any obligation to update or revise any forward-looking statement in this press release.
Past performance is not a guarantee of future results. The press release contains unaudited financial results. For ease of review, we have excluded the word "approximately" when rounding the results. This press release is for informational purposes only and is not an offer to purchase or a solicitation of an offer to sell shares of PhenixFIN Corporation’s common stock. There can be no assurance that PhenixFIN Corporation will achieve its investment objective.
For PhenixFIN investor relations, please call 212-859-0390. For media inquiries, please contact [email protected].
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PHENIXFIN CORPORATION
Consolidated Statements of Assets and Liabilities
| June 30, 2026 (Unaudited) | September 30, 2025 | |||||||
| Assets: | ||||||||
| Investments at fair value | ||||||||
| Non-controlled, non-affiliated investments (amortized cost of $133,498,823 and $139,342,491, respectively) | $ | 136,419,212 | $ | 145,280,169 | ||||
| Affiliated investments (amortized cost of $38,802,355 and $35,390,223, respectively) | 36,682,577 | 35,381,405 | ||||||
| Controlled investments (amortized cost of $155,112,950 and $149,656,451, respectively) | 128,535,521 | 121,610,914 | ||||||
| Total Investments at fair value | 301,637,310 | 302,272,488 | ||||||
| Cash and cash equivalents | 2,178,083 | 7,289,371 | ||||||
| Receivables: | ||||||||
| Interest receivable | 1,421,515 | 1,203,404 | ||||||
| Other receivable | — | 44,971 | ||||||
| Dividends receivable | 61,200 | 42,950 | ||||||
| Other assets | 2,389,994 | 2,746,775 | ||||||
| Deferred tax asset, net | 670,560 | 1,234,847 | ||||||
| Deferred financing costs | 1,185,184 | 1,384,767 | ||||||
| Due from Affiliate | 258,310 | 572,331 | ||||||
| Prepaid share repurchase | 84,797 | 96,342 | ||||||
| Receivable for investments sold | — | 21,549 | ||||||
| Total Assets | $ | 309,886,953 | $ | 316,909,795 | ||||
| Liabilities: | ||||||||
| Credit facility and notes payable (net of debt issuance costs of $781,263 and $1,141,393, respectively) | $ | 146,710,356 | $ | 148,011,724 | ||||
| Accounts payable and accrued expenses | 1,427,432 | 4,226,889 | ||||||
| Other liabilities | 2,463,039 | 2,439,405 | ||||||
| Interest and fees payable | 1,121,388 | 1,187,574 | ||||||
| Taxes payable | 77,509 | 137,538 | ||||||
| Due to Affiliate | 126,936 | 132,365 | ||||||
| Administrator expenses payable (see Note 6) | 97,386 | — | ||||||
| Total Liabilities | 152,024,046 | 156,135,495 | ||||||
| Commitments and Contingencies (see Note 8) | ||||||||
| Net Assets: | ||||||||
| Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 1,932,473 and 2,003,769 common shares outstanding, respectively | 1,932 | 2,004 | ||||||
| Capital in excess of par value | 701,284,360 | 704,640,648 | ||||||
| Total distributable earnings (loss) | (543,423,385 | ) | (543,868,352 | ) | ||||
| Total Net Assets | 157,862,907 | 160,774,300 | ||||||
| Total Liabilities and Net Assets | $ | 309,886,953 | $ | 316,909,795 | ||||
| Net Asset Value Per Common Share | $ | 81.69 | $ | 80.24 | ||||
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PHENIXFIN CORPORATION
Consolidated Statements of Operations
(Unaudited)
| For the Three Months Ended June 30, | For the Nine Months Ended June 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Interest Income: | ||||||||||||||||
| Interest from investments | ||||||||||||||||
| Non-controlled, non-affiliated investments: | ||||||||||||||||
| Cash | $ | 2,437,421 | $ | 3,758,928 | $ | 7,237,718 | $ | 9,708,993 | ||||||||
| Payment in-kind | 349,010 | 213,590 | 627,201 | 832,055 | ||||||||||||
| Affiliated investments: | - | |||||||||||||||
| Cash | 582,491 | 1,884,957 | - | |||||||||||||
| Payment in-kind | 314,673 | - | 764,594 | - | ||||||||||||
| Controlled investments: | - | |||||||||||||||
| Cash | 671,985 | 607,929 | 1,843,148 | 1,822,914 | ||||||||||||
| Total interest income | 4,355,580 | 4,580,447 | 12,357,618 | 12,363,962 | ||||||||||||
| Dividend income | ||||||||||||||||
| Non-controlled, non-affiliated investments | 420,369 | 247,322 | 1,644,616 | 1,221,852 | ||||||||||||
| Affiliated investments | - | - | 268,540 | 254,231 | ||||||||||||
| Controlled investments | 1,391,618 | 617,056 | 3,298,977 | 3,597,022 | ||||||||||||
| Total dividend income | 1,811,987 | 864,378 | 5,212,133 | 5,073,105 | ||||||||||||
| Interest from cash and cash equivalents | 28,038 | 27,804 | 132,275 | 132,557 | ||||||||||||
| Fee income (see Note 9) | 255,318 | 684,330 | 607,525 | 822,841 | ||||||||||||
| Total Investment Income | 6,450,923 | 6,156,959 | 18,309,551 | 18,392,465 | ||||||||||||
| Expenses: | ||||||||||||||||
| Interest and financing expenses | 2,319,759 | 2,660,472 | 7,060,672 | 7,785,246 | ||||||||||||
| Salaries and benefits | 1,078,675 | 1,237,767 | 3,064,684 | 3,451,438 | ||||||||||||
| Professional fees, net | 285,347 | 304,540 | 1,085,619 | 1,300,518 | ||||||||||||
| General and administrative expenses | 355,438 | 398,494 | 1,078,416 | 928,026 | ||||||||||||
| Directors fees | 152,500 | 204,000 | 525,928 | 612,000 | ||||||||||||
| Administrator expenses (see Note 6) | 109,123 | 106,740 | 320,407 | 303,924 | ||||||||||||
| Insurance expenses | 74,812 | 87,460 | 224,436 | 262,379 | ||||||||||||
| Total expenses | 4,375,654 | 4,999,473 | 13,360,162 | 14,643,531 | ||||||||||||
| Net Investment Income | 2,075,269 | 1,157,486 | 4,949,389 | 3,748,934 | ||||||||||||
| Realized and unrealized gains (losses) on investments | ||||||||||||||||
| Net realized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | 411,093 | (1,665,458 | ) | (17,385 | ) | (1,561,801 | ) | |||||||||
| Affiliated investments | (334 | ) | (10,320,353 | ) | 3,162 | (10,320,353 | ) | |||||||||
| Controlled investments | - | - | - | - | ||||||||||||
| Total net realized gains (losses) | 410,759 | (11,985,811 | ) | (14,223 | ) | (11,882,154 | ) | |||||||||
| Net change in unrealized gains (losses): | ||||||||||||||||
| Non-controlled, non-affiliated investments | 1,124,905 | (18,517 | ) | (3,017,289 | ) | 1,973,193 | ||||||||||
| Affiliated investments | (1,067,771 | ) | 8,379,055 | (2,110,960 | ) | 7,397,502 | ||||||||||
| Controlled investments | 1,767,513 | 914,813 | 1,468,108 | (892,789 | ) | |||||||||||
| Total net change in unrealized gains (losses) | 1,824,647 | 9,275,351 | (3,660,141 | ) | 8,477,906 | |||||||||||
| Deferred tax benefit (expense) | (86,737 | ) | 55,511 | (676,181 | ) | (274,125 | ) | |||||||||
| Loss on Extinguishment of Debt (see Note 5) | - | - | (12,314 | ) | - | |||||||||||
| Total realized and unrealized gains (losses) | 2,148,669 | (2,654,949 | ) | (4,362,859 | ) | (3,678,373 | ) | |||||||||
| Net Increase (Decrease) in Net Assets Resulting from Operations | $ | 4,223,938 | $ | (1,497,463 | ) | $ | 586,530 | $ | 70,561 | |||||||
| Weighted average basic and diluted earnings per common share | $ | 2.19 | $ | (0.74 | ) | $ | 0.30 | $ | 0.03 | |||||||
| Weighted average common shares outstanding - basic and diluted (see Note 11) | 1,932,597 | 2,017,330 | 1,969,108 | 2,018,962 | ||||||||||||
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