Barry boosts Prospect Capital (PSEC) stake to 26.9% ownership

Rhea-AI Filing Summary

Prospect Capital Corp’s major shareholder John F. Barry III has updated his ownership filing, reporting control over 130,310,032.69 common shares, or 26.9% of the company. The John & Daria Barry Foundation separately reports beneficial ownership of 43,727,065.61 shares, representing 9.0% of the outstanding stock.

Since the prior amendment filed on November 22, 2024, Mr. Barry acquired an additional 8,713,656.13 shares, including 266,698.13 shares through the issuer’s dividend reinvestment plan and 8,446,958.00 shares purchased with personal funds on the open market. An IRA account controlled by his spouse acquired 75,422.54 shares via dividend reinvestment. These percentages are based on 484,825,572 shares outstanding as of February 26, 2026.

Insights

Equity ownership and governance analyst

Barry now reports a 26.9% stake in Prospect Capital, signaling very high insider concentration.

John F. Barry III reports beneficial ownership of 130,310,032.69 shares of Prospect Capital Corp, equal to 26.9% of outstanding common stock, while the John & Daria Barry Foundation reports 43,727,065.61 shares, or 9.0%. The ownership figures rely on 484,825,572 shares outstanding as of February 26, 2026.

Since the previous amendment dated November 22, 2024, Mr. Barry acquired 8,713,656.13 additional shares, including 8,446,958.00 shares bought with personal funds on the open market and 266,698.13 shares via the dividend reinvestment plan. An IRA controlled by his spouse added 75,422.54 shares through dividend reinvestment.

The filing also lists recent 60‑day transactions, such as dividend reinvestments on January 21, 2026 and February 18, 2026 at per‑share prices of $2.6315 and $2.8595. Future governance dynamics and voting outcomes will be heavily influenced by this concentrated insider and foundation ownership profile.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 11)

PROSPECT CAPITAL CORP

(Name of Issuer)

Common Stock, par value $ 0.001 per share

(Title of Class of Securities)

John F. Barry III
700 S. Rosemary Avenue, Suite 204,
West Palm Beach, FL, 33401
212-448-1858

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/27/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

John & Daria Barry Foundation

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO, WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 43,727,065.61
8	Shared Voting Power 0.00
9	Sole Dispositive Power 43,727,065.61
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

43,727,065.61

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP Number(s):

1

Name of reporting person

Barry John F

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

BK, PF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 129,906,019.72
8	Shared Voting Power 404,012.96
9	Sole Dispositive Power 129,906,019.72
10	Shared Dispositive Power 404,012.96

11

Aggregate amount beneficially owned by each reporting person

130,310,032.69

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

26.9 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $ 0.001 per share
(b)	Name of Issuer: PROSPECT CAPITAL CORP
(c)	Address of Issuer's Principal Executive Offices: 10 EAST 40TH STREET 44TH FL, NEW YORK, NEW YORK , 10016.
Item 1 Comment: This Schedule 13D/A constitutes Amendment No. 9 to the Schedule 13D on behalf of the John and Daria Barry Foundation (the Foundation) and Amendment No. 11 to the Schedule 13D of John F. Barry III originally filed with the SEC on February 29, 2016 (the Original Schedule 13D), as amended by Amendment No. 1 filed with the SEC on November 21, 2017 (Amendment No. 1), Amendment No. 2 filed with the SEC on November 28, 2017 (Amendment No. 2), Amendment No. 3 filed with the SEC on December 29, 2017 (Amendment No. 3), Amendment No. 4 filed with the SEC on July 2, 2018 (Amendment No.4), Amendment No. 5 filed with the SEC on January 7, 2019 (Amendment No. 5), Amendment No. 6 filed with SEC on March 23, 2020 (Amendment No. 6), Amendment No. 7 filed with the SEC on July 6, 2020 (Amendment No. 7), Amendment No. 8 filed with the SEC on January 8, 2021 (Amendment No. 8), Amendment No. 9 filed with the SEC on March 22, 2024 (Amendment No. 9) and Amendment No. 10 file with the SEC on November 22, 2024 (Amendment No. 10). Except as expressly set forth herein, there have been no changes in the information set forth in the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8, Amendment No. 9 or Amendment No. 10, and such prior disclosure, as so amended, is incorporated into this Amendment No. 9 to the Schedule 13D on behalf of the Foundation and Amendment No. 11 to the Schedule 13D of John F. Barry III.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is amended by adding the following: Since the filing of Amendment No. 10 on November 22, 2024 through March 3, 2026, (i) Mr. Barry acquired an aggregate of 8,713,656.13 Shares, which include Shares held in an IRA account in his name (the John F. Barry III IRA) and consist of 266,698.13 Shares purchased with dividends through the Issuers dividend reinvestment plan and 8,446,958.00 Shares purchased with personal funds on the open market, and (ii) 75,422.54 Shares were purchased with dividends through the Issuers dividend reinvestment account by an IRA account controlled by Mr. Barrys spouse, Daria Barry (the Daria Barry IRA), and 0 Shares purchased with existing cash on hand on the open market.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows 7 through 13 of the cover pages to this Schedule 13D is incorporated herein by reference. The percentage set forth in row 13 is based on 484,825,572 outstanding Shares as of February 26, 2026, as reported in the Issuers Proxy Statement filed on February 27, 2026.
(b)	Mr. Barry has sole voting and dispositive power over the 129,906,019.72 Shares held by him directly and through the Foundation as of March 3, 2026. Mr. Barry has shared voting and dispositive power over the 404,012.96 Shares acquired through the Daria Barry IRA as of March 3, 2026.
(c)	The following table sets forth all other transactions with respect to shares effected during the past sixty days by Mr. Barry and the Foundation. Except as otherwise noted below, all such transactions were purchases of shares effected in the open market, and the table includes commissions paid in per share prices. Date of Transaction Account Amount of Securities Weighted Average Price per Share Type 2/18/2026 Daria Barry IRA 5,969.66 $2.8595 Dividend 2/18/2026 John F. Barry III IR 21,056.63 $2.8595 Dividend 2/18/2026 John F. Barry III 17.45 $2.8595 Dividend 1/21/2026 Daria Barry IRA 6,380.95 $2.6315 Dividend 1/21/2026 John F. Barry III IRA 22,507.37 $2.6315 Dividend 1/21/2026 John F. Barry III 18.64 $2.6315 Dividend
(d)	Not applicable.
(e)	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

John & Daria Barry Foundation

Signature:	John Barry
Name/Title:	John Barry
Date:	03/03/2026

Barry John F

Signature:	John Barry
Name/Title:	John Barry
Date:	03/03/2026

FAQ

How much of Prospect Capital Corp (PSEC) does John F. Barry III now own?

John F. Barry III reports beneficial ownership of 130,310,032.69 Prospect Capital shares, equal to 26.9% of the company’s outstanding common stock. This percentage is calculated using 484,825,572 shares outstanding as of February 26, 2026, from the issuer’s proxy statement.

What is the John & Daria Barry Foundation’s stake in Prospect Capital Corp (PSEC)?

The John & Daria Barry Foundation reports beneficial ownership of 43,727,065.61 Prospect Capital shares, or 9.0% of the outstanding stock. These holdings are reported separately from John F. Barry III’s personal and related-account ownership positions in the same Schedule 13D/A.

How many Prospect Capital (PSEC) shares did Barry acquire since the last amendment?

Since the November 22, 2024 amendment, John F. Barry III acquired 8,713,656.13 additional Prospect Capital shares. This includes 266,698.13 shares from the dividend reinvestment plan and 8,446,958.00 shares purchased with personal funds on the open market during the period to March 3, 2026.

What role did dividend reinvestment play in recent PSEC share accumulation?

Dividend reinvestment contributed meaningfully to accumulation. Mr. Barry added 266,698.13 shares via the company’s dividend reinvestment plan, and the Daria Barry IRA acquired 75,422.54 shares the same way. Recent dividend reinvestments occurred at prices like $2.6315 and $2.8595 per share.

On what share count is Barry’s 26.9% PSEC ownership based?

The reported 26.9% beneficial ownership for John F. Barry III is based on 484,825,572 Prospect Capital shares outstanding. This outstanding share figure comes from the issuer’s proxy statement, which reported that number as of February 26, 2026.

What recent transactions are disclosed for Prospect Capital (PSEC) shares?

The filing lists several recent transactions, primarily dividend reinvestments in January and February 2026. For example, the John F. Barry III IRA reinvested dividends at $2.6315 and $2.8595 per share, adding tens of thousands of shares to Barry-related accounts over those two dates.