[8-K] MSC Income Fund, Inc. Reports Material Event

Rhea-AI Filing Summary

Customers Bancorp, Inc. (CUBI) filed a Form 4 reporting an equity award to Chief Banking Officer Lyle Cunningham on 07/09/2025. The filing shows the acquisition of 6,893 shares of common stock, identified as a grant (transaction code A) at a reference price of $63.97 per share. These shares were issued as Restricted Stock Units (RSUs) that will vest in three equal annual installments. Following the grant, Cunningham’s total beneficial ownership increased to 55,571 shares, of which 32,372 are RSUs. No derivative securities were involved, and ownership remains direct.

Insights

Securities Analyst

TL;DR: Routine equity award to CUBI’s C-suite; aligns incentives but has negligible market impact.

The Form 4 documents a standard executive compensation grant—6,893 RSUs—to Chief Banking Officer Lyle Cunningham. The award raises his direct stake to 55,571 shares, roughly 0.18 million-share increments are typical for C-level retention at regional banks. Because the transaction is compensatory rather than an open-market buy, it signals alignment rather than conviction purchasing. The vesting schedule over three years promotes long-term performance focus but does not alter capital structure or liquidity. For investors, the disclosure is neutral: it neither changes earnings outlook nor involves insider selling pressure.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________________________________________________

FORM 8-K

__________________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) July 10, 2025

__________________________________________________________________________

MSC Income Fund, Inc.

(Exact name of registrant as specified in its charter)

Maryland	814-00939	45-3999996
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1300 Post Oak Boulevard, 8th Floor, Houston, Texas	77056
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 350-6000

Not Applicable

___________________________________________________________________________________

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the

registrant under any of the following provisions:

o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		MSIF		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act

of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition

period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the

Exchange Act. o

Item 2.02Results of Operations and Financial Condition.

On July 10, 2025, the Registrant issued a press release. A copy of such press release is attached hereto as Exhibit 99.1 and

is incorporated herein by reference.

The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, is being furnished and shall not be deemed

“filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by

reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such

filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits

99.1	Press release dated July 10, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be

signed on its behalf by the undersigned hereunto duly authorized.

	MSC Income Fund, Inc.
Date: July 10, 2025	By:	/s/ Cory E. Gilbert
		Name:      Cory E. Gilbert
		Title:        Chief Financial Officer

FAQ

How many Customers Bancorp (CUBI) shares did Lyle Cunningham acquire?

He was granted 6,893 shares on 07/09/2025.

What price was recorded for the RSU grant to CUBI’s Chief Banking Officer?

The reference price listed in the Form 4 is $63.97 per share.

What is Lyle Cunningham’s total beneficial ownership after the transaction?

His aggregate holding is 55,571 shares, including 32,372 unvested RSUs.

When will the newly granted RSUs to Cunningham vest?

The RSUs will vest in three equal annual installments as stated in the filing.