Hercules Capital Form 4: Tax Withholding, No Market Sale by CEO

Rhea-AI Filing Summary

Hercules Capital, Inc. (HTGC) – Form 4 filing reports an internal share withholding transaction by Chief Executive Officer Scott Bluestein on 07/09/2025. The transaction was coded “F”, indicating that 10,593 common shares were withheld by the company to cover taxes triggered by the vesting of previously granted restricted stock. No open-market purchase or sale occurred. Following the withholding, Bluestein’s direct beneficial ownership stands at 2,281,611 common shares. No derivative securities were involved, and the filing does not alter the executive’s status or the company’s capital structure. For investors, the event is procedural and does not reflect a change in the CEO’s net economic exposure to HTGC.

Insights

Securities Analyst

TL;DR: Tax-withholding transaction; neutral impact on HTGC’s outlook.

The filing shows CEO Scott Bluestein surrendered 10,593 shares to satisfy tax obligations upon restricted-stock vesting. Such Rule 16b-3 “F” transactions are non-discretionary and do not signal insider sentiment. Bluestein retains 2.28 million shares, underscoring continued alignment with shareholder interests. Because no shares were sold into the market, supply-demand dynamics remain unchanged. From a valuation standpoint, the event is immaterial and does not influence earnings, leverage, or dividend capacity. I therefore classify the disclosure as not impactful for investors.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Bluestein Scott

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	10,593	$18.56	$197K

Holdings After Transaction: Common Stock — 2,281,611 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bluestein Scott

(Last) (First) (Middle)

C/O HERCULES CAPITAL, INC.

31 ST. JAMES AVENUE, SUITE 1005

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hercules Capital, Inc. [ HTGC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/09/2025		F		10,593(1)	D	$18.56	2,281,611	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of common stock withheld to pay taxes applicable to the vesting of restricted stock on July 9, 2025.

Remarks:

	/s/ Eileen Bagarella, Attorney-in-fact for Scott Bluestein	07/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did HTGC’s Form 4 dated 07/11/2025 disclose?

CEO Scott Bluestein withheld 10,593 HTGC shares for tax purposes related to vested restricted stock.

Does the transaction change the CEO’s ownership in Hercules Capital?

Post-transaction, Bluestein still directly owns 2,281,611 common shares; economic exposure is largely unchanged.

Was there any open-market buying or selling of HTGC shares?

No. The transaction code “F” indicates share withholding for taxes, not a discretionary market trade.

Were derivative securities involved in this Form 4 filing for HTGC?

No derivative securities were acquired or disposed of; the filing pertains solely to common stock withholding.

Is the Form 4 event material to Hercules Capital investors?

The event is considered procedural and immaterial; it does not affect HTGC’s operations or valuation.