[8-K] PennantPark Floating Rate Capital Ltd. Reports Material Event

Rhea-AI Filing Summary

On August 11, 2025, PennantPark Floating Rate Capital Ltd. furnished a press release announcing its financial results for the third fiscal quarter ended June 30, 2025. The press release is provided as Exhibit 99.1 to this Form 8-K.

The filing confirms that no financial statements or pro forma information are included in the report and that the furnished materials are not being treated as "filed" for purposes of the Exchange Act. The filing also warns that the report may contain forward-looking statements and notes that the statutory safe-harbor protections do not apply to forward-looking statements in periodic reports; the company disclaims any duty to update such statements.

Positive

• The company furnished a press release announcing third fiscal quarter results for the period ended June 30, 2025.
• The press release is provided as Exhibit 99.1, giving investors a direct source for the announced results.

Negative

• The Form 8-K states no financial statements or pro forma information are included, so the filing itself lacks substantive financial tables.
• The filing specifies that the furnished information is not deemed "filed" and that the usual safe-harbor for forward-looking statements in periodic reports does not apply.

Insights

Financial Analyst

TL;DR: Routine earnings press release furnished; useful for transparency but the 8-K itself contains no financial statements, limiting immediate analytical use.

The company furnished its third-quarter press release as Exhibit 99.1, which signals timely disclosure of quarterly results. However, because the 8-K explicitly states no financial statements or pro forma information are included, analysts must review Exhibit 99.1 itself to obtain substantive metrics. The filing's clarification that the furnished information is not "filed" reduces automatic incorporation into other SEC filings, which can affect legal recourse and the permanence of the disclosure.

Corporate Governance Expert

TL;DR: Disclosure follows routine Form 8-K practice; the forward-looking statement caution and non-filing status are important governance details for investors.

The Form 8-K documents standard disclosure procedures: a press release was furnished and forward-looking language is attached. The filing's note that the "safe harbor" does not apply to forward-looking statements in periodic reports is a notable legal clarification for stakeholders. From a governance perspective, the absence of financial statements in the filing means the company is relying on the press release exhibit for substantive detail rather than embedding financial tables in the Form 8-K itself.

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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 11, 2025

_______________________________

PennantPark Floating Rate Capital Ltd.

(Exact name of registrant as specified in its charter)

_______________________________

Maryland	814-00891	27-3794690
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1691 Michigan Avenue

Miami Beach, Florida 33139

(Address of Principal Executive Offices) (Zip Code)

(786) 297-9500

(Registrant's telephone number, including area code)

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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	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(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	PFLT	The 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 ☐

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 2.02. Results of Operations and Financial Condition.

On August 11, 2025, PennantPark Floating Rate Capital Ltd., or the Company, issued a press release announcing its financial results for the third fiscal quarter ended June 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report pursuant to Item 2.02 on Form 8-K and Regulation FD.

The information in this report on Form 8-K, including Exhibits 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of such section. The information in this report on Form 8-K shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Act, or under the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Forward-Looking Statements

This report on Form 8-K, including Exhibits 99.1 furnished herewith, may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You should understand that under Section 27A(b)(2)(B) of the Securities Act and Section 21E(b)(2)(B) of the Exchange Act, the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports the Company files under the Exchange Act. All statements other than statements of historical facts included in this report on Form 8-K, including Exhibit 99.1 furnished herewith, are forward-looking statements and are not guarantees of future performance or results, and involve a number of risks and uncertainties. Actual 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 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,” “believes,” “expects,” “intends,” “seeks,” “plans,” “estimates” 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 results to differ materially from its historical experience and present expectations.

Item 9.01. Financial Statements and Exhibits.

(a) Financial statements:

             None

(b) Pro forma financial information:

             None

(c) Shell company transactions:

             None

(d) Exhibits

99.1		Press Release of PennantPark Floating Rate Capital Ltd. dated August 11, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	PennantPark Floating Rate Capital Ltd.
Date: August 11, 2025	By:	/s/ Richard T. Allorto, Jr.
		Richard T. Allorto, Jr.
		Chief Financial Officer & Treasurer

FAQ

What did PennantPark (PFLT) disclose in this 8-K?

The company furnished a press release dated August 11, 2025 announcing financial results for the third fiscal quarter ended June 30, 2025, provided as Exhibit 99.1.

Are financial statements included in the 8-K for PFLT?

No. The filing explicitly states no financial statements and no pro forma information are included in this report.

Is the press release considered "filed" with the SEC?

No. The 8-K states the furnished information, including Exhibit 99.1, is not to be deemed "filed" for purposes of the Exchange Act.

Does the filing contain forward-looking statements?

Yes. The report notes it may contain forward-looking statements and cautions that the statutory safe-harbor does not apply to such statements in periodic reports.

Where can I find the press release referenced in the 8-K?

The press release is attached to the filing as Exhibit 99.1; investors should review that exhibit for the detailed results.