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Great Elm Capital Corp 8-K Filings

GECC NASDAQ

Every 8-K that Great Elm Capital Corp (GECC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow GECC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GECC filings page.

Rhea-AI Summary

Great Elm Capital Corp. reported second-quarter 2026 total investment income of $10.9 million, up from $9.5 million in the prior quarter. Net investment income was $4.5 million, or $0.32 per share, and earnings per share were $0.46, supported by approximately $1.9 million of net realized and unrealized gains. Net asset value per share increased to $7.95 as of June 30, 2026, from $7.74 as of March 31, 2026.

The company’s adviser waived $0.9 million of incentive fees in the quarter, in addition to $2.8 million previously waived through March 31, 2026. The board declared a $0.25 per share cash distribution for Q3 2026, implying an 18.9% annualized yield on the August 4, 2026, closing price and 12.6% on NAV. Liquidity included about $6 million of cash, $39 million of revolver availability, and an asset coverage ratio of 166.4%. Total debt outstanding was $166.4 million, with no debt maturities until 2029, and the company repurchased roughly 0.1 million shares for $0.5 million under its $10 million buyback program.

Rhea-AI Summary

Great Elm Capital Corp. is electing to partially redeem its 8.50% Notes due 2029. The company will redeem $6,500,000 aggregate principal amount, or 260,000 Notes, on August 19, 2026, at 100% of principal plus accrued and unpaid interest, pursuant to its Indenture terms.

Each Note will be redeemed at $25.00 plus $0.28924 of accrued interest per Note through, but excluding, the Redemption Date, after which interest on the redeemed Notes will stop accruing. The redemption price will be payable on the Redemption Date to holders of the Notes on July 21, 2026, and payments may be subject to 24% backup withholding if required tax documentation is not provided.

Rhea-AI Summary

Great Elm Capital Corp. entered into a material definitive amendment to its Loan, Guarantee and Security Agreement with City National Bank on June 8, 2026. The change updates the maturity of borrowings under the revolving credit facility.

The revolver will now mature on the earlier of June 8, 2029, or March 31, 2029 if the company’s 8.50% notes due 2029 have not been refinanced by that date. The full text of the sixth amendment, including the updated loan agreement, is attached as Exhibit 10.1.

Rhea-AI Summary

Great Elm Capital Corp. reported the results of its 2026 annual stockholder meeting. Stockholders elected Mark Kuperschmid as director with 6,104,023 votes for, 1,162,844 withheld, and 2,641,901 broker non-votes. They also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 9,334,470 votes for, 519,924 against, and 54,374 abstentions.

Rhea-AI Summary

Great Elm Capital Corp. reported first quarter 2026 results and announced a leadership change. Net investment income was $5.0 million, or $0.36 per share, up from $0.31 in the prior quarter, helped by a $2.8 million incentive fee waiver. Net asset value per share declined to $7.74 from $8.07 as unrealized losses outweighed realized gains.

The board appointed Jason Reese as Chief Executive Officer, effective after the Q1 10-Q filing, succeeding Matt Kaplan, who remains a portfolio manager at the external adviser. GECC called or repurchased all $57.5 million of 2026 notes, leaving no funded debt maturities until 2029, and maintained strong liquidity with about $10 million in cash, $50 million of revolver availability, and $4 million of liquid exchange-traded assets as of March 31, 2026.

The board declared a $0.25 per share cash distribution for the second quarter of 2026, equating to an 18% annualized yield on the May 1, 2026, closing price and 12.9% on NAV. The company repurchased roughly 1% of outstanding shares at an average 36% discount to March 31, 2026 NAV, and its adviser waived all accrued incentive fees through June 30, 2026.

Rhea-AI Summary

Great Elm Capital Corp. is redeeming all of its 5.875% Notes due 2026 on May 27, 2026. Holders will receive 100% of principal, equal to $25.00 per Note, plus $0.228472 of accrued and unpaid interest per Note through, but excluding, the redemption date.

After May 27, 2026, interest on the redeemed Notes will stop accruing, and holders’ remaining right will be to receive the redemption payment upon surrender of their Notes. Notes held in book-entry form will be processed through The Depository Trust Company, with Equiniti Trust Company, LLC acting as trustee and paying agent.

Rhea-AI Summary

Great Elm Capital Corp. reported fourth quarter 2025 results showing strong income but significant valuation pressure. Total investment income was $12.6 million, generating net investment income of $4.4 million, or $0.31 per share, more than 50% higher than the prior quarter as higher cash income from investments flowed through.

However, net realized and unrealized losses of about $26.4 million, mostly unrealized, reduced net asset value from $10.01 to $8.07 per share, with full‑year net losses of $49.1 million. The board declared a $0.30 per share cash distribution for the first quarter of 2026, equating to a 19.2% annualized yield on the February 27, 2026 closing price of $6.26.

The company is also reshaping governance and its balance sheet. Jason Reese was appointed Executive Chairman, succeeding Matthew Drapkin, and the external adviser waived all accrued incentive fees of approximately $2.3 million, or $0.16 per share, as of December 31, 2025, plus first quarter 2026 incentive fees. GECC repurchased and called portions of its GECCO notes and authorized up to $10 million of common share repurchases, while ending 2025 with $5 million of cash, $50 million of undrawn revolver capacity, and about $11 million of liquid exchange‑traded assets.

Rhea-AI Summary

Great Elm Capital Corp. is redeeming $20,000,000 aggregate principal amount of its 5.875% Notes due 2026 on March 31, 2026. Holders will receive 100% of principal, or $25.00 per Note, plus any accrued and unpaid interest through, but excluding, the redemption date.

Interest from December 31, 2025 to March 31, 2026 will be paid on March 31, 2026 to holders of record as of March 15, 2026, so the company does not expect additional accrued interest outstanding on the redemption date. After redemption, interest on the redeemed Notes will cease to accrue and holders’ remaining right will be payment of the redemption price upon surrender.

Rhea-AI Summary

Great Elm Capital Corp. (GECC) furnished an earnings press release as Exhibit 99.1 in a Form 8-K filed under Item 2.02. The company states the press release, dated November 4, 2025, is being furnished and not deemed filed under the Exchange Act, and thus is not subject to Section 18 liabilities nor incorporated by reference except as specifically indicated.

The filing also lists GECC’s securities on the Nasdaq Global Market, including common stock (GECC) and publicly traded notes: 5.875% Notes due 2026 (GECCO), 8.50% Notes due 2029 (GECCI), 8.125% Notes due 2029 (GECCH), and 7.75% Notes due 2030 (GECCG).

Rhea-AI Summary

Great Elm Capital Corp. filed a current report to share that it has furnished a press release with investors. The press release, attached as Exhibit 99.1, contains selected preliminary and unaudited financial information for the quarter ended September 30, 2025. Because the figures are preliminary and unaudited, they may change once the full quarterly reporting process is completed.

The company notes that the exhibit is being furnished rather than filed, which affects how it is treated under securities laws but still makes the information publicly available to the market.

Rhea-AI Summary

Great Elm Capital Corp. reports that underwriters have fully exercised the over-allotment option for its 7.75% notes due 2030, purchasing an additional $7,500,000 aggregate principal amount of notes. This follows the previously disclosed base offering of $50,000,000 of the same notes under an Underwriting Agreement with Lucid Capital Markets, LLC as representative of the underwriters. The additional notes generated approximately $7.3 million in net proceeds to the company. The over-allotment exercise occurred on October 1, 2025, and the closing of these additional notes took place on October 2, 2025.

Rhea-AI Summary

Great Elm Capital Corp. issued $50,000,000 aggregate principal amount of 7.75% notes due 2030, with up to an additional $7,500,000 available through an underwriters’ over-allotment option that expires on October 4, 2025. The notes are unsecured, bear interest at 7.75% per year, pay quarterly starting December 31, 2025, and are callable at par on or after December 31, 2027. The company received approximately $48.1 million in net proceeds at closing, or about $55.4 million if the over-allotment is fully exercised, and expects to use these funds primarily to redeem its outstanding 8.75% notes due 2028 and potentially to redeem or repurchase other existing notes, repay borrowings under its credit facility, or for general corporate purposes.

Rhea-AI Summary

Great Elm Capital Corp. entered an underwriting agreement with Great Elm Capital Management and a group of underwriters led by Lucid Capital Markets for the offering and sale of $50,000,000 aggregate principal amount of 7.75% notes due 2030, with an additional $7,500,000 available through an underwriters’ over-allotment option that expires on October 4, 2025. The notes are expected to be listed on the Nasdaq Global Market under the symbol GECCG, and the offering is expected to close on September 11, 2025.

The notes are being issued under Great Elm’s effective shelf registration statement on Form N-2 and related prospectus supplements dated September 4, 2025. The underwriting agreement includes customary representations, warranties, closing conditions, indemnification provisions and termination rights for the company and the underwriters.

Rhea-AI Summary

Great Elm Capital Corp. filed a Current Report disclosing notices related to its 8.75% Notes due 2028. The filing includes a Notice of Redemption and a Conditional Notice of Redemption referencing numeric values 99.2 and 104 respectively, the cover page formatted as inline XBRL, and identifies Keri A. Davis as Chief Financial Officer. The document lists several regulatory communication checkboxes and contains limited substantive detail beyond the redemption notices and administrative information.

Rhea-AI Summary

Great Elm Capital Corp. entered into a Stock Purchase Agreement with Poor Richard LLC, an affiliate of Booker Smith, for a private sale of new common shares. The purchaser bought 1,290,000 shares of common stock at $11.65 per share, providing the company with aggregate gross proceeds of $15,028,500. The shares were issued in a private placement relying on exemptions under Section 4(a)(2) and Rule 506(b) of Regulation D.

As part of the deal, Great Elm Capital agreed to file a registration statement to allow the resale of the purchaser’s securities from time to time, within one hundred and fifty days after the agreement date, and to include these securities in certain future registration statements. These registration rights end once the securities are either sold under an effective registration statement or Rule 144, become freely resalable under Rule 144 without restrictions, or are no longer outstanding.

Rhea-AI Summary

Great Elm Capital Corp. amended its senior secured loan agreement with City National Bank to increase its senior secured revolving facility commitment to up to $50 million (subject to the loan agreement's borrowing base). The amendment permits the company to request an additional aggregate increase of up to $40 million (up to a $90 million revolver) at the lender's discretion.

The amendment resets the revolver maturity to the earlier of May 5, 2027 or May 31, 2026 if the company’s 5.875% notes due 2026 are not refinanced before that date. Interest will accrue either at SOFR plus 2.50% (or a base rate plus 1.50%) when a minimum deposit test is met, or at SOFR plus 3.50% (or a base rate plus 2.50%) when it is not met. The amendment also amends the financial covenant to require minimum net assets of not less than $80 million.