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Prospect Capital (NASDAQ: PSEC) shareholders reelect Barry and Stark

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Prospect Capital Corporation reported the results of its virtual Annual Meeting of Stockholders held on January 15, 2026. Common and multiple series of preferred stock, each entitled to one vote per share, were eligible to vote on a single proposal described in the company’s definitive proxy statement filed on September 18, 2025.

As of September 17, 2025, the company had 465,087,009 shares of common stock outstanding, along with several series of preferred stock, including 26,232,644 shares of 5.50% Series A1 Preferred Stock and 5,251,157 shares of 5.35% Series A Fixed Rate Cumulative Perpetual Preferred Stock, among others. Stockholders elected two Class III directors: John F. Barry III and Eugene S. Stark, who will serve until the 2028 annual meeting or until their successors are elected and qualified or they otherwise cease to serve.

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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): January 15, 2026

Prospect Capital Corporation
(Exact name of registrant as specified in its charter)

Maryland814-0065943-2048643
(State or other jurisdiction(Commission File Number)(IRS Employer
of incorporation)Identification No.)

10 East 40th Street, 42nd Floor, New York, New York 10016
(Address of principal executive offices, including zip code)

(212) 448-0702

(Registrant’s telephone number, including area code)

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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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 classTrading symbolName of each exchange on which registered
Common Stock, $0.001 par valuePSECNASDAQ Global Select Market
5.35% Series A Fixed Rate Cumulative Perpetual Preferred Stock, par value $0.001PSEC PRANew 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 5.07. Submission of Matters to a Vote of Security Holders.

On January 15, 2026, Prospect Capital Corporation (the “Company”) held its Annual Meeting of Stockholders virtually (the “Annual Meeting”).  At the Annual Meeting, the Company’s common and preferred stockholders voted on one proposal.  The proposal is described in detail in the Company’s definitive proxy statement for the Annual Meeting as filed with the Securities and Exchange Commission (the “SEC”) on September 18, 2025.

As of September 17, 2025, there were 465,087,009 shares of the Company's common stock outstanding, 26,232,644 shares of the Company’s 5.50% Series A1 Preferred Stock outstanding, 163,000 shares of the Company’s 5.50% Series A2 Preferred Stock outstanding, 5,251,157 shares of the Company’s 5.35% Series A Fixed Rate Cumulative Perpetual Preferred Stock outstanding, 1,062,493 shares of the Company’s 5.50% Series M1 Preferred Stock outstanding, 23,857,330 shares of the Company’s 6.50% Series A3 Preferred Stock outstanding, 2,154,155 shares of the Company’s 6.50% Series M3 Preferred Stock outstanding, 6,961,866 shares of the Company’s Floating Rate Series A4 Preferred Stock outstanding, 2,208,807 shares of the Company’s Floating Rate Series M4 Preferred Stock outstanding, 2,143,366 shares of the Company’s 7.50% Series A5 Preferred Stock outstanding and 546,053 shares of the Company’s 7.50% Series M5 Preferred Stock outstanding. Each share of common stock is entitled to one vote on each matter to be voted on by holders of the common stock at the Annual Meeting, and each share of preferred stock is entitled to one vote on each matter to be voted on by holders of the preferred stock at the Annual Meeting. The final voting results from the Annual Meeting were as follows:

Proposal 1.      The Company’s stockholders elected two Class III directors of the Company. John F. Barry III and Eugene S. Stark shall serve as Class III directors until the annual meeting of stockholders of the Company in 2028 or, in each case, until his successor is duly elected and qualifies or until his earlier resignation, removal from office, death or incapacity.  The directors were re-elected pursuant to the voting results set forth below:

NameForAgainstAbstainedBroker Non-Votes
John F. Barry III290,642,90035,895,5018,645,708
Eugene S. Stark35,341,2981,357,0872,303,961



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SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

Prospect Capital Corporation


By:     /s/ M. Grier Eliasek
Name: M. Grier Eliasek
Title: Chief Operating Officer
Date:  January 15, 2026

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FAQ

What did Prospect Capital (PSEC) report in this 8-K filing?

Prospect Capital Corporation reported the results of its January 15, 2026 virtual Annual Meeting of Stockholders, including the election of two Class III directors.

Which directors were elected at Prospect Capital’s 2026 Annual Meeting?

Stockholders elected John F. Barry III and Eugene S. Stark as Class III directors to serve until the 2028 annual meeting or until their successors are elected and qualified or they otherwise cease to serve.

How many Prospect Capital (PSEC) common shares were outstanding for voting?

As of September 17, 2025, Prospect Capital Corporation had 465,087,009 shares of common stock outstanding that were entitled to one vote per share at the Annual Meeting.

Which preferred stock series of Prospect Capital were outstanding and voting eligible?

As of September 17, 2025, outstanding preferred series included 26,232,644 shares of 5.50% Series A1, 163,000 shares of 5.50% Series A2, 5,251,157 shares of 5.35% Series A, 1,062,493 shares of 5.50% Series M1, 23,857,330 shares of 6.50% Series A3, 2,154,155 shares of 6.50% Series M3, 6,961,866 shares of Floating Rate Series A4, 2,208,807 shares of Floating Rate Series M4, 2,143,366 shares of 7.50% Series A5, and 546,053 shares of 7.50% Series M5, each entitled to one vote per share.

How were votes allocated between common and preferred stockholders at the Prospect Capital meeting?

Each share of common stock and each share of each preferred stock series was entitled to one vote on each matter presented to its respective holders at the Annual Meeting.

Who signed the Prospect Capital (PSEC) report related to the Annual Meeting?

The report was signed on behalf of Prospect Capital Corporation by M. Grier Eliasek, the company’s Chief Operating Officer, dated January 15, 2026.

Prospect Capital

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