Fidus Investment Corporation filings document a business development company’s portfolio results, distribution policy, capital structure and governance. Its 8-K reports furnish quarterly and annual operating results, net asset value measures, investment activity, repayment and realization proceeds, and base or supplemental dividend declarations.
Other disclosures cover annual meeting proxy matters, common stock registered on the Nasdaq Global Select Market, at-the-market equity distribution agreements, debt-note offerings, SPV credit facilities and related material agreements. The filings also identify the adviser relationship and formal terms for financing arrangements used to fund or manage the investment portfolio.
Fidus Investment Corporation (FDUS) closed its exchange offer on October 20, 2026, covering the previously issued $120.0 aggregate principal amount of 6.625% Notes due 2029. Holders of the initial Restricted Notes now hold the same aggregate principal amount of registered Exchange Notes.
The Exchange Notes mature June 1, 2029, and bear interest at 6.625% per year, payable semiannually on June 1 and December 1, beginning December 1, 2026. They are direct unsecured obligations, rank pari passu with the company’s unsecured, unsubordinated debt, and are effectively subordinated to secured debt to the value of collateral and structurally subordinated to subsidiary obligations. The indenture includes covenants requiring compliance with the Investment Company Act asset coverage ratio, subject to limitations and exceptions. Before March 1, 2029, redemption pricing includes a prepayment settlement amount; on or after that date, it includes accrued and unpaid interest. A qualifying Change of Control Repurchase Event requires an offer to repurchase for cash at 100% of principal plus accrued and unpaid interest, unless the notes are redeemed in full.
Fidus Investment Corporation (FDUS) is conducting an exchange offer for $120,000,000 aggregate principal amount of its privately placed 6.625% Notes due 2029, issuing an equal principal amount of SEC-registered notes with substantially identical terms. The offer expires at 5:00 p.m. New York City time on October 16, 2026, and Fidus will receive no cash proceeds; tendered restricted notes will be retired.
The exchange notes are senior unsecured obligations maturing on June 1, 2029, ranking equally with other senior unsecured debt but effectively subordinated to secured borrowings and structurally subordinated to subsidiary liabilities. As of September 8, 2026, Fidus had $700.5 million of debt outstanding, including $80.3 million under a secured SPV credit facility and $289.5 million in SBA debentures. The notes are redeemable at Fidus’s option (with a make-whole before a par call date) and must be offered to be repurchased at 100% of principal plus accrued interest upon a Change of Control Repurchase Event. The notes will not be listed on an exchange, and the indenture provides limited protective covenants, so holders bear credit, subordination and liquidity risk.
Fidus Investment Corporation is updating its ongoing at-the-market common stock offering of up to $400,000,000. From November 10, 2022 through June 30, 2026, it sold 13,300,342 shares under the program for gross proceeds of $265.2 million and net proceeds of $261.8 million. As of August 4, 2026, $134.8 million of common stock capacity remains available for sale.
The filing details investor cost estimates: a 1.50% sales load, offering expenses of 0.32%, and total stockholder transaction expenses of 1.82% of the offering price. Ongoing annual expenses equal 13.32% of net assets after a small base management fee waiver, or 6.77% when measured against average consolidated total assets, reflecting the use of leverage. As of June 30, 2026, Fidus had $296.0 million in SBA debentures, $320.0 million of unsecured notes, and borrowings under a $225.0 million SPV credit facility.
Illustrative examples show that a $1,000 investment could incur cumulative expenses of $146 over one year and $909 over ten years at a 5.0% annual return. The filing also lists recent trading ranges versus net asset value; on August 4, 2026, the last reported share price was $20.47.
FDUS provides an extensive schedule of portfolio investments, showing a diversified mix of non-control/non-affiliate, affiliate and control positions across business services, information technology services, healthcare, component manufacturing, specialty distribution, utilities and consumer sectors.
The portfolio combines first lien, second lien and subordinated debt, revolving loans with unfunded commitments, preferred and common equity, and warrants. Many loans bear floating rates described as a spread over an index (such as “S + 5.50%”) with stated floors and separate cash and PIK rate components, with individual cash coupons often in the high single to mid‑teens and some PIK components reaching the mid‑teens. Maturities for these instruments span the medium to long term, including examples running into 2028–2032, illustrating a laddered debt profile alongside long-dated equity stakes.
Fidus Investment Corporation reported second‑quarter 2026 results with total investment income of $43.5 million, an 8.8% increase compared with the prior‑year quarter. Net investment income was $18.7 million, or $0.49 per share, and adjusted net investment income was $18.9 million, or $0.50 per share. The net increase in net assets resulting from operations was $19.96 million, or $0.53 per share.
The investment portfolio had a fair value of about $1.4 billion across 100 active portfolio companies, with 72.4% of debt investments at variable rates and a weighted average yield of 12.5%. Net asset value totaled $738.5 million, or $19.46 per share, and estimated spillover income was $38.0 million, or $1.00 per share, as of June 30, 2026.
Fidus invested $98.0 million in the quarter and received $39.2 million of repayments and realizations. The board paid total second‑quarter dividends of $0.62 per share and declared third‑quarter 2026 dividends totaling $0.50 per share (base $0.43 plus supplemental $0.07), payable September 29, 2026 to stockholders of record on September 15, 2026.
Fidus Investment Corporation held its 2026 annual stockholder meeting, where investors elected two Class III directors and approved a key share issuance authorization. Stockholders re-elected Raymond Anstiss, Jr. and Edward H. Ross to serve until the 2029 annual meeting.
They also approved a proposal allowing the company, with board approval, to sell or issue common shares over the next year at prices below its then-current net asset value per share. Any such sales are capped so that the cumulative shares issued under this authority do not exceed 25% of the company’s then outstanding common stock immediately before each sale.
Fidus Investment Corporation reported that its 2026 annual meeting of stockholders was convened and immediately adjourned on June 10, 2026 because a quorum was not present. No business was conducted at the meeting.
The annual meeting is scheduled to reconvene on June 24, 2026 at 9:30 A.M. Central Time at the company’s offices in Evanston, Illinois. The record date remains March 19, 2026, so only stockholders of record as of that date may vote when the meeting reconvenes, and the polls will remain open for voting during the adjournment period.
Fidus Investment Corporation has issued $120.0 million of 6.625% senior unsecured notes due June 1, 2029 in a private placement and plans to use the approximately $117.6 million in net proceeds, together with cash, to redeem its $125.0 million 3.50% notes due 2026. The new 2029 notes were sold at 99.45% of principal, carry semi-annual interest starting December 1, 2026, and rank pari passu with other unsecured unsubordinated debt while being effectively and structurally subordinated to secured and subsidiary obligations. Fidus entered a Registration Rights Agreement requiring it to complete an exchange offer for registered notes within 365 days of initial issuance or pay additional interest. The company has called the 3.50% 2026 notes for full redemption on June 29, 2026 at 100% of principal plus accrued interest and a make-whole premium.
The filing presents a detailed schedule of FDUS’s portfolio, listing numerous non-control, non-affiliate, affiliate, and control investments across business services, information technology, healthcare, industrials, retail, and specialty distribution. Holdings span first lien and second lien debt, subordinated debt, revolving loans, preferred equity, common equity, and warrants.
Many loans carry floating interest rates based on a benchmark spread, such as spreads of S+5.00% to S+8.50%, with stated cash coupons and, in some cases, payment-in-kind (PIK) components up to 17.00%. The schedule also discloses unfunded commitments on several revolving loans and term loans, including amounts like $3,500, $3,427, and $3,126, along with specific investment and maturity dates extending into the early 2030s.