Annual Report for Fiscal Year Ending December 31, 2025 (Form 10-K)

Management's Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this report. Some of the statements in this report (including in the following discussion) contain forward-looking statements that involve risks and uncertainties, which relate to future events or the future performance or financial condition of Silver Point Specialty Lending Fund (the "Fund," "we," "us," or "our"). Our actual results could differ materially from those anticipated by such forward-looking information including statements concerning:

We use words such as "may," "will," "should," "expect," "anticipate," "project," "estimate," "intend," "continue" or "believe" or the negatives thereof or other variations thereon or comparable terminology to identify forward-looking statements.

We have based the forward-looking statements included in this report on information available to us on the date of this report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the Securities and Exchange Commission (the "SEC"), including annual reports on Form 10-K, registration statements on Form 10, quarterly reports on Form 10-Q and current reports on Form 8-K.

Overview

The Fund was originally formed on July 31, 2014 as a Delaware limited partnership and started operations on July 1, 2015. The Fund converted into a statutory trust organized under the laws of the state of Maryland on November 15, 2021. We have elected to be regulated as a BDC under the 1940 Act and intend to qualify as a RIC for U.S. federal income tax purposes. We are an "emerging growth company" under the JOBS Act. For so long as we remain an emerging growth company under the JOBS Act, we will be subject to reduced public company reporting requirements.

Investment Framework

We are a specialty finance company that is a closed-end management investment company. We have elected to be regulated as a BDC under the 1940 Act. Our investment objective is to achieve stable income generation with attractive risk-adjusted returns by investing primarily in U.S. middle market lending opportunities, and specialty asset based financings. We define "middle market companies" to generally mean companies with earnings before interest expense, income tax expense, depreciation and amortization ("EBITDA") between $50 million and $200 million annually and/or enterprise value between $150 million and $2 billion at the time of investment. As of December 31, 2025, the portfolio median EBITDA for our portfolio companies was approximately $116.6 million. We may also, from time to time invest in larger or smaller companies. In seeking to achieve our investment objective, we may also invest across a broad range of industries. We will invest primarily in first-lien

If we are successful in achieving our investment objective, we believe that we will be able to provide our Shareholders with consistent dividend distributions and attractive risk-adjusted total returns, although there can be no assurances in this regard. Since we commenced investment operations on July 1, 2015, through December 31, 2025, we have invested approximately $4.3 billion in 304 portfolio companies, excluding any subsequent exits or repayments. As of December 31, 2025, the fair value of our portfolio was invested approximately 94.5% in first lien secured debt, 1.5% in second lien debt, 1.8% in unsecured debt, 1.1% in equity investments and 1.1% in other investments.

Relationship with our Adviser

Silver Point Specialty Credit Fund Management, LLC (the "Adviser"), a Delaware limited liability company and wholly owned subsidiary of Silver Point Capital, L.P. ("Silver Point"), serves as our investment adviser and administrator (see Note 3 to the consolidated financial statements for more details). Subject to the supervision of our Board of Trustees, our Adviser manages our day-to-day operations and provides us with investment advisory and management services. Our Adviser is responsible for sourcing, researching and structuring potential investments, monitoring portfolio companies, and providing operating and managerial assistance to us and to our portfolio companies as required. We believe our Adviser will be able to leverage Silver Point's existing relationships across advisors, intermediaries, investment banks, financial sponsors, broker-dealers, lawyers, and investors to source attractive investment opportunities.

We seek to accomplish our investment objective through leveraging the Silver Point investment platform with $44.0 billion of investable assets (including leverage for applicable funds) and Silver Point's significant credit investing expertise, which enables us to source and identify less competitive and/or mispriced market opportunities. We target secured, floating rate loans with stable income that are structured with significant downside protection, which we believe includes strong covenant packages and comprehensive collateral packages. We prioritize investments in first lien debt, which we believe offers more attractive risk-adjusted return characteristics.

We and our Adviser have obtained an exemptive order from the SEC to permit greater flexibility to negotiate the terms of co-investments if our Board of Trustees determines that it would be advantageous for us to co-invest with other affiliated funds managed by our Adviser or its affiliates in a manner consistent with our investment objectives, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors.

Key Components of Our Results of Operations

Investments

We focus primarily on targeting direct lending opportunities to U.S. middle market companies throughout the business cycle. Our level of investment activity can and does vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to middle market companies, the level of merger and acquisition activity for such companies, the prevailing economic and market environment, the amount of capital we have available to us and the competitive environment for the type of investments we make.

As a BDC, we must not acquire any assets other than "qualifying assets" specified in the 1940 Act unless, at the time the acquisition is made, at least 70% of our total assets are qualifying assets (with certain limited exceptions). Qualifying assets include investments in "eligible portfolio companies." Pursuant to rules adopted by the SEC, "eligible portfolio companies" include certain U.S. companies that do not have any securities listed on a national securities exchange and public companies whose securities are listed on a national securities exchange but whose market capitalization is less than $250 million.

Since formation, in excess of 70% of the Fund's assets have been "qualifying assets" under Section 55(a) of the 1940 Act. As of December 31, 2025, the fair value of the Fund's total assets was comprised of approximately 77.4% of "qualifying assets."

Revenues

We generate revenue primarily in the form of interest income on the investments we hold and, to a lesser extent, capital gains on the sales of loans and debt and equity securities and dividend income on direct equity investments. In addition, we generate revenue in the form of commitment, origination, structuring or diligence fees, fees for providing managerial assistance, consulting fees and prepayment fees.

Interest and dividend income are recorded on an accrual basis. Loan origination fees, original issue discount and market discounts or premiums are capitalized, and we accrete or amortize such amounts to income. We record contractual prepayment premiums and the acceleration of unamortized premiums or discounts on loans and debt securities as income, which can cause investment income to vary quarter by quarter.

Interest on debt investments is generally payable monthly or quarterly. Some of our investments provide for deferred interest payments or PIK interest. The principal amount of debt investments and any accrued but unpaid interest generally becomes due at the maturity date. Generally a small but varied number of portfolio companies may make voluntary prepayments in any quarter, meaning that changes in the amount of prepayment fees received can vary significantly between periods and can vary without regard to underlying credit trends. Repayments of our debt investments can reduce interest income from period to period.

We recognize realized gains or losses on sales of investments based on the difference between the net proceeds from the disposition and the amortized cost basis of the investment at time of disposition, without regard to unrealized gains or losses previously recorded. We record changes in unrealized gain or loss on investments based on the current period changes in fair value of investments inclusive of the reversal of previously recorded unrealized gains or losses with respect to investments realized during the current period.

Expenses

Our primary operating expenses include interest and financing costs incurred from our credit facilities and the payment of fees to our Adviser under the Advisory Agreement. Additionally, we bear other costs and expenses of our operations, administration and transactions, including, but not limited to, the following:

We bear other costs and expenses of our operations and transactions in accordance with and as set forth in more detail in our Advisory Agreement (see Note 3 to the consolidated financial statements).

Use of Leverage

We are a party to debt financing arrangements that allow us to borrow money and lever our investment portfolio, subject to the limitations of the 1940 Act, with the objective of increasing our yield. This is known as "leverage" and could increase or decrease returns to our Shareholders. The use of leverage involves significant risks. As a BDC, pursuant to the 1940 Act, our total borrowings are limited. We are allowed to borrow amounts such that the ratio of our total assets (less total liabilities other than indebtedness represented by senior securities) to our total indebtedness represented by senior securities plus preferred shares, if any, is at or above 150% immediately after such borrowing. This means that we can borrow up to $2 for every $1 of investor equity. The amount of leverage that we employ will depend on our Adviser's and our Board of Trustees' assessment of market conditions and other factors at the time of any proposed borrowing.

Market Opportunity

We believe the middle market lending environment, and in particular our focus area within middle market lending, is attractive throughout the credit cycle as a result of a combination of the following:

Size of the Middle Market Environment and Resulting Demand for Capital.The middle market is a critical portion of the U.S. economy and serves an outsized role in terms of GDP and revenues. According to the National Center for The Middle Market Year-End 2025 Middle Market Indicator, there are nearly 200,000 businesses in the U.S. middle market which represents one-third of private sector GDP and employment. Moreover, average year-over-year revenue growth in the middle market remained strong at 11.7%, with 84% of companies reporting top-line growth year-over-year. The Middle Market Indicator defines U.S. middle market companies as those with annual revenue between $10 million and $1 billion, significantly overlapping with our definition of U.S. middle market companies. The contribution from middle market companies to the economy has grown over time, and as the sector continues to expand, we believe there will be a similarly outsized need for capital. Historically, U.S. commercial and regional banks were traditional lenders to the middle market. However, regulatory and structural changes have taken place in the lending space that have resulted in less supply of capital for middle market companies from these traditional lenders. This has created an attractive lending opportunity for direct lenders to fill the void of traditional lenders.

Specialty Lending Market.We believe that middle market lending opportunities yield higher returns with better creditor protections when compared to broadly syndicated loan opportunities and that a unique opportunity exists for specialty lenders with differentiated sourcing channels and underwriting expertise to structure deals with more favorable terms than the broader market. We believe there persists a void in the market for deals where the borrower is in an industry or position that requires the lender to (i) conduct independent in-depth enterprise and collateral analysis and/or understand complexity, (ii) offer creative customized solutions and/or (iii) provide capital with speed and certainty of execution. We believe the reduced competition and barriers to entry within these deals allow us to originate loans at a risk-adjusted return premium to the broader market and to secure relatively stronger covenant packages, which provides our loans with significant downside protection.

Specialty Lending Expertise.Successfully lending within the middle market space requires a specialized skill set, particularly in assessing credit quality and risk, assessing business valuations, structuring and documentation, and asset management. Lenders in the middle market space have the ability to enhance value through intricate knowledge of capital structures and business dynamics, and through thoughtful structuring of financial covenants. Furthermore, lenders who engage in robust asset monitoring and management can successfully enhance returns throughout the business and credit cycle. We believe Silver Point is well-positioned to extract value from middle market opportunities given its platform, deep credit expertise, and experience managing portfolios of loans across cycles.

Attractive Opportunities to Invest in Senior Secured and Floating Rate Loans. We believe that opportunities to invest in senior secured loans are attractive because of the floating rate structure of most senior secured debt issuances and the defensive characteristics of these types of investments. We believe that floating rate debt investments can offer a superior return profile relative to fixed-rate investments, since floating rate structures are generally less susceptible to declines in value. In addition, senior secured debt possesses attractive defensive characteristics given its priority in payment relative to junior debt holders and equity holders.

Ability to invest throughout cycles including during periods of economic uncertainty. We believe that direct lending can offer attractive risk adjusted returns throughout cycles, as there is consistently a stream of borrowers that prioritize private credit for their capital needs. We have also found that times of increased volatility often results in a weakened capital base for new loan supply and an increase in lending opportunities that require private capital to be accretive solution providers. Given our capabilities and expertise in the direct lending market, having invested throughout cycles, including the Global Financial Crisis, we believe we have built an all-cycle business model and we are well positioned to take advantage the opportunity set in any market environment.

Portfolio and Investment Activity

As of December 31, 2025 and December 31, 2024, we had investments in 109 and 83 portfolio companies, respectively, with an aggregate fair value of $1,183.7 million and $891.0 million, respectively. As of December 31, 2025 and December 31, 2024, our portfolio had an average portfolio company investment size of $10.9 million and $10.7 million based on fair value, respectively.

Our average investment portfolio size based on fair value was $997.0 million and $905.0 million for the years ended December 31, 2025 and 2024, respectively.

The table below summarizes our investments as of December 31, 2025 and December 31, 2024:

The following table summarizes the performing and non-accrual investments, based on fair value and amortized cost, as of December 31, 2025 and December 31, 2024:

For the year ended December 31, 2025, we funded an aggregate principal amount of $551.5 million. We funded $451.8 million in 45 new portfolio companies and $99.7 million in existing portfolio companies. For this period, the weighted average term for investments in new portfolio companies was 4.8 years. For the same period, we received $251.3 million of aggregate repayments, paydowns and sales.

For the year ended December 31, 2024, we funded an aggregate principal amount of $321.2 million. We funded $271.6 million in 29 new portfolio companies and $49.6 million in existing portfolio companies. For this period, the weighted average term for investments in new portfolio companies was 5.4 years. For the same period, we received $308.1 million of aggregate repayments, paydowns and sales.

Our investment activity for the years ended December 31, 2025 and 2024 is presented below:

The weighted average yields and interest rates of our debt investments at fair value, as of December 31, 2025 and 2024 were as follows:

Results of Operations

For the years ended December 31, 2025 and 2024

Operating results for the years ended December 31, 2025 and 2024 were as follows:

Investment Income

Investment income for the years ended December 31, 2025 and 2024 was as follows:

For the year ended December 31, 2025, total investment income of $111.9 million decreased by approximately $(11.6) million compared to $123.5 million for the year ended December 31, 2024, primarily due to a decrease in interest income (excluding PIK) of $10 million. The decrease in interest income (excluding PIK) was primarily driven by lower spreads and base rate declines contributing to the decrease in annualized yield (excluding PIK) of approximately 218 basis points.

Expenses

Operating expenses for the years ended December 31, 2025 and 2024 were as follows:

For the year ended December 31, 2025, total expenses of $50.1 million decreased by approximately $5.6 million compared to $55.7 million for the year ended December 31, 2024. Interest and financing expenses for the year ended December 31, 2025 decreased $4.4 million over the prior year, primarily driven by base rate declines contributing to the decrease in weighted average borrowing costs of approximately 131 basis points. Additionally, for the year ended December 31, 2025, Income Incentive Fee decreased by approximately $2.4 million, primarily as a result of the new advisory agreement that became effective May 1, 2025.

Net Realized Gain (Loss) and Net Change in Unrealized Appreciation (Depreciation)

The following table summarizes the net realized gain (loss) and net change in unrealized appreciation (depreciation) for the years ended December 31, 2025 and 2024:

Net Realized Gain (Loss)

For the year ended December 31, 2025, net realized gain (loss) on investments was $(11.0) million, primarily driven by three portfolio companies with respective realized losses greater than $(1.0) million. For the year ended December 31, 2024, net realized gain (loss) on investments was $5.9 million primarily driven by one portfolio company exit with respective gains greater than $1.0 million.

Net Change in Unrealized Appreciation (Depreciation)

We fair value our portfolio investments quarterly and any changes in fair value are recorded as unrealized appreciation or depreciation. Upon exiting an investment, we reverse the unrealized appreciation or depreciation and recognize realized gain or loss, if any.

For the year ended December 31, 2025, net change in unrealized appreciation (depreciation) on investments was $(9.6) million, primarily driven certain portfolio-company specific developments. We had gross unrealized appreciation (including reversal of previously recognized unrealized depreciation associated with disposals) of $25.0 million, primarily driven by six portfolio companies with respective unrealized gains greater than $1.0 million; we had gross unrealized depreciation of $(34.6) million, primarily driven by seven portfolio companies with respective unrealized depreciation above $(1.0) million.

For the year ended December 31, 2024, net change in unrealized appreciation (depreciation) on investments was $(19.5)
million, primarily driven by tightening of credit spreads and certain portfolio-company specific developments. We had gross
unrealized appreciation (including reversal of previously recognized unrealized depreciation associated with disposals) of $18.6
million, primarily driven by two portfolio companies with respective unrealized gains greater than $1.0 million; we had gross
unrealized depreciation of $(38.1) million, primarily driven by eleven portfolio companies with respective unrealized
depreciation above $(1.0) million.

Income Taxes, Including Excise Taxes

The Fund intends to elect and qualify annually, to be treated as a RIC, as defined under Subchapter M of the Code. To qualify for tax treatment as a RIC, the Fund must, among other requirements, distribute to its shareholders, in each taxable year, generally at least 90% of its investment company taxable income, as defined by the Code, and net tax-exempt income for that taxable year. To maintain its tax treatment as a RIC, the Fund intends, among other things, to make the requisite distributions to its shareholders, which generally relieve the Fund from corporate-level U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, the Fund may carry forward taxable income (including net capital gains, if any) in excess of current year dividend distributions into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that the Fund determines that its estimated current year taxable income will exceed its estimated current year dividend distributions, the Fund will accrue excise tax on the estimated excess taxable income.

For the years ended December 31, 2024 and 2023

The comparison of the years ended December 31, 2024 and 2023 can be found within "Item 2-Financial Information-Results of Operations" in our statement on Form 10-K, filed with the SEC on March 14, 2025.

Derivatives and Hedging

We have designated certain interest rate swaps to be in a hedge accounting relationship associated with our fixed rate debt and we also use interest rate swaps to reduce the interest rate risk exposure of certain fixed rate investments. We also entered into foreign currency forward contracts to manage the foreign currency exposure in our non-U.S. dollar denominated investments. See Note 2 and Note 7 to the consolidated financial statements for more details regarding the accounting policies and additional disclosure for derivative instruments. See Note 6 to the consolidated financial statements for additional disclosure regarding the carrying value of the hedged debt.

Financial Condition, Liquidity and Capital Resources

Our liquidity and capital resources are derived primarily from proceeds from net investor capital contributions/equity issuances, advances from our credit facilities and cash flows from operations. The primary uses of our cash and cash equivalents are investments, costs of operations, debt service, repayment and other financing costs and distributions to investors.

We may from time to time enter into additional credit facilities, increase the size of existing facilities or issue debt and convertible debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. As of December 31, 2025 and December 31, 2024, our asset coverage ratio was 199% and 221%, respectively. We have carefully considered our unfunded portfolio commitments for the purpose of planning our capital resources and liquidity including our financial leverage. As of December 31, 2025 and December 31, 2024, our unfunded portfolio commitments were approximately $66.9 million and $52.5 million, respectively. Further, we maintain sufficient cash, cash equivalents and borrowing capacity to cover any short term funding requirements.

Cash as of December 31, 2025, taken together with cash available from our credit facilities, is expected to be sufficient for our investing activities and to conduct our operations in the near term. As of December 31, 2025, we had approximately $98.9 million of availability on our third-party debt facilities, subject to asset coverage limitations.

As of December 31, 2025, we had $34.1 million in cash and cash equivalents, restricted cash and cash equivalents, and foreign cash held at banks. During the year ended December 31, 2025, cash used in operating activities was $(230.1) million, primarily driven by payments for the purchase of investments of $(551.5) million offset by proceeds from sales, paydowns and resolutions of investments of $251.3 million, other operating activity of $13.8 million, net change in unsettled transactions of $17.7 million and an increase in net assets resulting from operations of $38.6 million. Lastly, cash used in financing activities was $165.0 million, primarily due to net proceeds from debt borrowings and principal repayments of $150 million and new issuance of common shares of $57.6 million offset by dividends paid of $(42.0) million.

Contractual Obligations

As of December 31, 2025, our contractual payment obligations are as follows:

2021 Debt Securitization

On September 9, 2021, the Fund completed a $400 million term debt securitization (the "2021 Debt Securitization") and the Fund owned $112 million of Class D and Subordinated Notes. The debt offered in the 2021 Debt Securitization (the "2021 CLO") was issued by Silver Point SCF CLO I, Ltd., a wholly-owned, consolidated subsidiary of the Fund, and was backed by a diversified portfolio of senior secured bonds and loans and second lien loans (see Note 6 to the consolidated financial statements for more details).

2024 Debt Securitization

On September 26, 2024, the Fund completed a $428 million term debt securitization (the "2024 Debt Securitization") and the Fund owns $124 million of Class D and Subordinated Notes. The 2024 Debt Securitization is commonly referred to as a "CLO Reset", in which the 2021 CLO was reset with a new capital structure and reinvestment period. The debt offered in the 2024 Debt Securitization (the "2024 CLO") was issued by Silver Point SCF CLO IV, Ltd., a wholly-owned, consolidated

subsidiary of the Fund, and was backed by a diversified portfolio of senior secured bonds and loans and second lien loans (see Note 6 to the consolidated financial statements for more details). The 2024 CLO consists of the following:

2026 Notes

On November 4, 2021, the Fund placed $145 million aggregate principal amount of notes that mature on November 4, 2026 (the "2026 Notes"). The 2026 Notes were issued in two tranches, with $100 million of tranche A notes funded on November 4, 2021 and $45 million of tranche B notes funded on January 21, 2022. The 2026 Notes bear interest at a rate of 4.00% per year, payable semi-annually on November 4 and May 4, of each year, commencing on May 4, 2022. The 2026 Notes are governed by a purchase agreement, dated November 4, 2021, by and among the Fund and the purchasers. In connection with the 2026 Notes, the Fund entered into interest rate swaps and applied hedge accounting for the designated hedge relationship between the 2026 Notes and the swaps. As a result of these swaps, the Fund's effective interest rate on the 2026 Notes is SOFR plus 13 basis points during the swaps' outstanding period (see Note 6 to the consolidated financial statements for more details).

Revolving Credit Facility

On October 17, 2017 and amended on April 14, 2023, Specialty Credit Facility, LLC, a wholly-owned subsidiary of the Fund, entered into a secured revolving credit facility (the "Revolving Credit Facility") with Deutsche Bank AG, as facility agent (the "Facility Agent") and U.S. Bank National Association as collateral agent (the "Collateral Agent").

As of December 31, 2025, the commitment under the Revolving Credit Facility was $250 million and amounts drawn under the Revolving Credit Facility bore interest at 3-month SOFR plus a margin of 1.70% per annum. We also pay a commitment fee of 0.40% per annum on any undrawn amount. Amounts borrowed under the Revolving Credit Facility are secured by the assets of the borrower (see Note 6 to the consolidated financial statements for more details).

2055 Promissory Notes

On April 30, 2025, the Fund issued $1.5 million in aggregate principal of promissory notes (the "2055 Promissory Notes"). The Fund pays interest on the principal amount of the 2055 Notes at a rate of 12% per annum, payable annually in arrears. The 2055 Promissory Notes mature on April 30, 2055 and may be prepaid by the Fund at any time, in whole or in part, provided that (i) the Fund will pay on the date of such prepayment all accrued and unpaid interest due on such prepaid principal amount to and including the date of prepayment and (ii) if the prepayment occurs within twenty-four months after the issue date of the 2055 Promissory Notes, the Fund will pay a one-time premium.

Unfunded Capital Commitments

We began accepting subscription agreements with investors, providing for the private placement of the Fund's common shares (collectively "Capital Commitments"). Under the terms of the Capital Commitments, investors are required to fund capital contributions to purchase the Fund's common shares up to the amount of their respective Capital Commitment on an as-needed basis each time a drawdown notice is delivered to investors.

As of December 31, 2025, the Fund had $26.5 million of unfunded capital commitments, of which $25.0 million will not be available to be called until January 1, 2026 (see Note 9 to the consolidated financial statements for more details).

Distributions

We intend to pay monthly dividends to our Shareholders out of assets legally available for distribution. All dividends will be paid at the discretion of our Board of Trustees and will depend on our earnings, financial condition, compliance with applicable BDC regulations and such other factors as our Board of Trustees may deem relevant from time to time (see Note 9 to the consolidated financial statements for more details).

Unfunded Portfolio Commitments

From time to time, we may enter into commitments to fund investments. We incorporate these commitments into our assessment of our liquidity position. Our senior secured revolving loan commitments are generally available on a borrower's demand and may remain outstanding until the maturity date of the applicable loan. Our senior secured term loan commitments generally require certain criteria to be met to be released, and, once drawn, generally have the same remaining term as the associated Revolving Credit Facility.

As of December 31, 2025 and December 31, 2024, we had the following commitments to fund investments in current portfolio companies:

We seek to carefully consider our unfunded portfolio company commitments for the purpose of planning our ongoing financial leverage. Further, we consider any outstanding unfunded portfolio company commitments we are required to fund within the 150% asset coverage limitation. As of December 31, 2025, we believe we had adequate financial resources to satisfy the unfunded portfolio company commitments, with cash and cash equivalents on hand and availability under the Revolving Credit Facility.

Other Commitments and Contingencies

Contracts

We have entered into two contracts under which we have future commitments: the Advisory Agreement and the sub-administration agreement (see Note 3 to the consolidated financial statements). Payments under the Advisory Agreement are equal to (1) a percentage of the Shareholders' aggregate net capital contributions, (2) a two-part incentive fee and (3) reimbursements equal to an amount that the Administrator incurs for costs and expenses and the Fund's allocable portion of overhead incurred by our Adviser in performing its obligations as Administrator under the Advisory Agreement. Either party may terminate the Advisory Agreement without penalty upon at least 60 days' written notice to the other.

Financial Instruments

We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet.

Critical Accounting Estimates

The preparation of our consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ. In addition to the discussion below, our critical accounting policies are further described in the notes to our consolidated financial statements.

Valuation of Investments and Derivative Contracts

The Board of Trustees designated the Adviser as the Fund's valuation designee pursuant to Rule 2a-5 under the 1940 Act, which establishes requirements for determining fair value in good faith for purposes of the 1940 Act. Accordingly, the Adviser has appointed its BDC Valuation Committee with the responsibility for fair value determinations pursuant to valuation

procedures adopted for the Fund. The Board of Trustees oversees the Adviser in its role as valuation designee in accordance with the requirements of Rule 2a-5 under the 1940 Act.

Investments and derivative contracts are valued in good faith by the Adviser, as the Fund's valuation designee, at fair value pursuant to the valuation policy, which considers quotations provided by independent pricing sources, when such quotations are available and deemed reliable. The Fund conducts this valuation process on a quarterly basis.

Investments that are not listed on an exchange but are actively traded over-the-counter are generally valued at the representative "bid" quotation if held long and the representative "ask" quotation if held short or, in the case of equities that trade in over-the-counter marketplaces, at the last deemed reliable sale price provided by independent pricing sources. Derivative contracts not listed on an exchange are generally valued through industry-standard valuation models using inputs obtained from pricing vendors and from the relevant derivative contract.

The estimated fair value of financial instruments is based upon available information and may not be the amount that the Fund would realize in a current transaction or might be ultimately realized, since such amounts depend on future circumstances, and the differences could be material.

In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Fund discloses the fair value of its investments according to a hierarchy that prioritizes the inputs used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices on a securities exchange in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (level 3 measurements). In accordance with U.S. GAAP, these inputs are summarized in the three broad levels listed below:

Level 1: Inputs that reflect unadjusted quoted prices on a securities exchange in active markets for identical assets or liabilities;

Level 2: Inputs other than quoted prices on a securities exchange that are observable for the asset or liability either directly or indirectly in active markets, or unadjusted prices on a securities exchange in markets that are not considered to be active;

Level 3: Significant inputs that may be unobservable or inputs, including market quotations other than quoted prices on a securities exchange, in markets that are not considered to be active.

Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics and other factors. An investment's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes "observable" requires judgment by the Adviser. The Adviser considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by multiple independent sources that are actively involved in the relevant market. The categorization of an investment within the hierarchy is based upon the pricing transparency of the investment and does not necessarily correspond to the Adviser's perceived risk of that instrument.

In determining an instrument's placement within the hierarchy, the Adviser separates the Fund's investment portfolio into two categories: investments and derivative contracts. Each of these categories can further be divided between assets and liabilities and further by investment type.

Investments whose values are based on the unadjusted quoted prices on a securities exchange in active markets for identical assets or liabilities are classified within Level 1.

Investments that are valued based on dealer quotations or alternative pricing sources supported by observable inputs are generally classified within level 2. These may include certain bonds or bank loans.

Derivative contracts can be exchange-traded or privately negotiated over-the-counter ("OTC"). OTC derivatives, including foreign currency forward contracts and interest rate swaps are generally valued using observable inputs. In instances where models are used, the value of an OTC derivative depends upon the contractual terms of, and specific risks inherent in the instrument as well as the availability and reliability of observable inputs. OTC derivatives are typically classified within level 2 of the fair value hierarchy depending on their liquidity or the observability of their inputs.

Investments classified within level 3 have significant unobservable inputs. Level 3 instruments may include certain bank loans, trust interests, private equity and real estate properties. When observable prices are not available for these investments, one or more valuation techniques (e.g., market approach or income approach) for which sufficient and reliable data is available may be used. Within level 3, the use of the market approach technique generally consists of using comparable market data, while the use of the income approach technique generally consists of the net present value of estimated future cash flows, adjusted as

appropriate for liquidity, credit, market and/or other factors. Quotations provided by independent pricing sources may also be considered, if available and deemed reliable, in determining the value of level 3 investments.

The inputs used in estimating the value of level 3 investments that are not valued using quotations provided by independent pricing sources may include but are not limited to the original transaction price, recent transactions in the same or similar instruments, completed or pending third party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations and other transactions across the capital structure, offerings in the equity or debt capital markets, discount rates, durations and changes in financial ratios or cash flows. Comparable public companies may also be identified based on industry, size, strategy, etc. and a trading multiple or yield is determined for each comparable company. Additionally, level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated in the absence of market information. Assumptions used due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund's consolidated results of operations.

See Note 2 and Note 5 to the consolidated financial statements for more information on our valuation process, as well as key assumptions and inputs used in valuation of level 3 investments period over period.

Recent Developments

On January 2, 2026, the Fund issued and sold 357,654 shares at an offering price of $27.96 per share. The Fund received $10.0 million as payment for such shares.

On January 29, 2026, the Board declared a dividend of $0.24 per share, payable on February 27, 2026, for Shareholders of record on January 31, 2026.

On February 2, 2026, the Fund issued and sold 358,038 shares at an offering price of $27.93 per share. The Fund received $10.0 million as payment for such shares.

On February 27, 2026, the Board declared a dividend of $0.24 per share, payable on March 31, 2026, for Shareholders of record on February 28, 2026.

The Fund received $10.0 million of net proceeds related to subscriptions effective March 2, 2026.