Monroe Capital (NASDAQ: MRCC) director exits stake as shares convert in Horizon merger

Rhea-AI Filing Summary

Director Robert S. Rubin reported disposing of Monroe Capital Corp common stock in connection with the closing of its merger with Horizon Technology Finance Corporation. The filing shows a disposition of 51,886 shares held indirectly through Cousins, LLC and 6,000 shares held directly, all as issuer dispositions.

Under the Merger Agreement, each MRCC common share was converted into the right to receive 0.9402 shares of Horizon Technology Finance Corporation common stock. The filing notes Horizon’s share price was $4.57 at the close on April 13, 2026, the last trading day before the merger closed. Following these transactions, Rubin reported holding 0 MRCC shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider RUBIN ROBERT S

Role null

Type	Security	Shares	Price	Value
Disposition	Common Stock	6,000	$0.00	--
Disposition	Common Stock	51,886	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null); Common Stock — 0 shares (Indirect, In Partnership by Cousins, LLC)

Footnotes (1)

1. [object Object]

Key Figures

Indirect shares disposed: 51,886 shares Direct shares disposed: 6,000 shares Post-transaction MRCC holdings: 0 shares +2 more

5 metrics

Indirect shares disposed 51,886 shares Common Stock held indirectly via Cousins, LLC, disposed 2026-04-14

Direct shares disposed 6,000 shares Common Stock held directly by Robert S. Rubin, disposed 2026-04-14

Post-transaction MRCC holdings 0 shares Total MRCC common stock reported following each disposition

Share exchange ratio 0.9402 shares HRZN common stock per MRCC share under Merger Agreement

HRZN market price $4.57 Horizon common stock closing price on April 13, 2026

Key Terms

Agreement and Plan of Merger, Disposition to issuer, par value, Merger Agreement, +1 more

5 terms

Agreement and Plan of Merger regulatory

"pursuant to, the transactions contemplated by the Agreement and Plan of Merger, dated as of August 7, 2025"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

Disposition to issuer financial

"transaction_code_description": "Disposition to issuer""

par value financial

"each share of MRCC common stock, par value $0.001 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

Merger Agreement regulatory

"Horizon Technology Finance Management LLC, a Delaware limited liability company (the "Merger Agreement")"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

indirect ownership financial

"nature_of_ownership": "In Partnership by Cousins, LLC""

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

X

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^*

RUBIN ROBERT S

(Last) (First) (Middle)

C/O MONROE CAPITAL CORPORATION

155 NORTH WACKER DRIVE, 35TH FLOOR

(Street)

CHICAGO ILLINOIS 60606

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MONROE CAPITAL Corp [ MRCC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026

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

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

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

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	04/14/2026		D(1)		6,000	D	(1)	0	D
Common Stock	04/14/2026		D(1)		51,886	D	(1)	0	I	In Partnership by Cousins, LLC

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. Disposed of upon the completion of, and pursuant to, the transactions contemplated by the Agreement and Plan of Merger, dated as of August 7, 2025, by and among Horizon Technology Finance Corporation ("HRZN"), a Delaware corporation, Monroe Capital Corporation ("MRCC"), a Maryland corporation, HMMS, Inc., a Maryland corporation, Monroe Capital BDC Advisors, LLC, a Delaware limited liability company, and Horizon Technology Finance Management LLC, a Delaware limited liability company (the "Merger Agreement"). Pursuant to the Merger Agreement, each share of MRCC common stock, par value $0.001 per share, was converted into the right to receive 0.9402 shares of HRZN common stock, par value $0.001 per share. The market price of HRZN common stock at the close of trading on April 13, 2026, the last trading day prior to closing of the merger, was $4.57.

	/s/ Robert S. Rubin by Nelson Mullins Riley & Scarborough LLP with Power of Attorney	04/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Robert S. Rubin report at MONROE CAPITAL Corp (MRCC)?

Robert S. Rubin reported disposing of MRCC common stock through issuer dispositions. The filing shows 51,886 shares held indirectly via Cousins, LLC and 6,000 shares held directly, all surrendered as part of the merger with Horizon Technology Finance Corporation.

How were MONROE CAPITAL Corp (MRCC) shares converted in the Horizon merger?

Each MRCC common share was converted into the right to receive 0.9402 shares of Horizon Technology Finance Corporation common stock. This fixed share-exchange ratio comes directly from the Merger Agreement referenced in the Form 4 footnote.

What happened to Robert S. Rubin’s MONROE CAPITAL Corp holdings after the merger?

After the reported issuer dispositions, Rubin’s MRCC holdings fell to zero. The Form 4 shows total shares following each transaction as 0, indicating no remaining MRCC common stock position following completion of the merger transactions.

What was Horizon Technology Finance’s share price referenced in the MRCC Form 4?

The Form 4 cites a Horizon Technology Finance Corporation share price of $4.57. This reflects the market price at the close of trading on April 13, 2026, the last trading day before the closing of the merger involving Monroe Capital Corp.

How were Robert S. Rubin’s indirect MONROE CAPITAL Corp shares held before disposition?

Rubin’s indirect MRCC holdings were held “In Partnership by Cousins, LLC,” according to the filing. The Form 4 records the disposition of 51,886 indirectly held shares by this entity as part of the merger-related issuer transactions.

Which entities were parties to the MONROE CAPITAL Corp merger referenced in the Form 4?

The footnote lists Horizon Technology Finance Corporation, Monroe Capital Corporation, HMMS, Inc., Monroe Capital BDC Advisors, LLC, and Horizon Technology Finance Management LLC as parties to the Agreement and Plan of Merger dated August 7, 2025.