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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):
August 20, 2025
Oxford Square Capital Corp.
(Exact name of registrant as specified in its
charter)
Maryland |
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814-00638 |
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20-0188736 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
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(IRS Employer
Identification No.) |
8 Sound Shore Drive, Suite 255
Greenwich CT |
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06830 |
(Address of principal executive offices) |
|
(Zip Code) |
(203) 983-5275
(Registrant’s telephone number, including
area code)
n/a
(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 (see General
Instructions A.2. below):
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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|
☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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|
☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
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 Exchange Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
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OXSQ |
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NASDAQ Global Select Market LLC |
6.25% Notes due 2026 |
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OXSQZ |
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NASDAQ Global Select Market LLC |
5.50% Notes due 2028 |
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OXSQG |
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NASDAQ Global Select Market LLC |
7.75% Notes due 2030 |
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OXSQH |
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NASDAQ Global Select Market LLC |
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 ☐
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. ☐
Item 8.01 Other Events.
On
August 20, 2025, Oxford Square Capital Corp. (the “Company”) notified
U.S. Bank Trust Company, National Association, the trustee (the “Trustee”)
for the Company’s 6.25% Notes due 2026 (CUSIP No. 69181V 305; NasdaqGS: OXSQZ) (the “Notes”), of
the Company’s election to redeem $24,790,750 in aggregate principal amount of the Notes outstanding, and instructed the Trustee
to provide notice of such redemption to the holders of the Notes in accordance with the terms of the indenture governing the Notes.
The Company expects to redeem
all $24,790,750 in aggregate principal amount of the issued and outstanding Notes on September 19, 2025 (the “Redemption Date”)
following which the Notes will be delisted from the NASDAQ Global Select Market LLC. The redemption price per Note will be $25 plus accrued
and unpaid interest thereon from July 31, 2025 to, but not including, the Redemption Date.
The Notes should be presented
and surrendered by mail, hand or overnight mail at U.S. Bank Corporate Trust Services, 111 Fillmore Avenue E., St. Paul, MN 55107, Attention:
Oxford Square Capital Corp. (Glen Fougere) (6.25% Notes Due 2026). This Current Report on Form 8-K
does not constitute a notice of redemption of the Notes.
FORWARD-LOOKING STATEMENTS
All statements other than
statements of historical facts included in this Current Report on Form 8-K are forward-looking statements and are not guarantees of future
events, performance or results and involve a number of risks and uncertainties. Actual events or results may differ materially from those
in the forward-looking statements as a result of a number of factors, including those described from time to time in the Company’s
filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein.
You should not place undue influence on such forward-looking statements as such statements speak only as of the date on which they are
made.
The Company may use words
such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,”
“continue,” “believes,” “seeks,” “estimates,” “would,” “could,”
“should,” “targets,” “projects,” and variations of these words and similar expressions to identify
forward-looking statements. Such statements are based on currently available operating, financial and competitive information and are
subject to various risks and uncertainties that could cause actual events or results to differ materially from the Company’s historical
experience and its present expectations.
SIGNATURE
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.
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Oxford Square Capital Corp. |
Date: August 20, 2025 |
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By: |
/s/ Saul B. Rosenthal |
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Name: |
Saul B. Rosenthal |
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Title: |
President |