Welcome to our dedicated page for RAND CAPITAL SEC filings (Ticker: RAND), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Rand Capital Corporation filings document regulatory disclosures for an externally managed business development company focused on lower middle market debt and related equity investments. Its Form 8-K reports record quarterly and annual operating results, Regulation FD presentation materials, portfolio activity, net asset value, dividend declarations, repurchase authorizations, liquidity, and other material events tied to its investment portfolio.
Proxy and shareholder-vote filings cover director elections, auditor ratification, annual meeting matters, and governance procedures. Other current reports disclose changes in the company’s independent registered public accounting firm and related audit-committee actions.
Rand Capital Corporation reported a net increase in net assets from operations of $998,809, or $0.34 per share, for the six months ended June 30, 2026, compared with a decrease of $6,894,707, or $2.36 per share, for the same period in 2025. Net investment income was $1,254,688 versus $3,696,349 a year earlier.
At June 30, 2026, investments at fair value were $56,500,906 (cost $67,460,476), within total assets of $57,660,666. Net assets were $51,459,887, or $17.33 per share, with 2,969,814 common shares outstanding. The company had $5,100,000 outstanding on its line of credit and cash and cash equivalents of $429,639.
The portfolio consisted entirely of restricted securities and was designated 100% Level 3 under ASC 820, with net unrealized depreciation of approximately $11.0 million based on a tax cost of approximately $68.8 million. Operating activities used $7,156,934 of cash in the first half of 2026, while financing activities provided $3,377,625, including borrowings on the credit facility and $1,722,375 of cash dividends paid.
Rand Capital Corporation, an externally managed business development company, reported second-quarter 2026 results. As of June 30, 2026, the investment portfolio had a fair value of $56.5 million, up 16.5% from December 31, 2025, driven by new commitments of $6.9 million to two portfolio companies and a realized gain on the exit of Applied Image. The portfolio was 79% debt and 21% equity at fair value, with an annualized weighted average debt yield of 8.98% versus 11.3% at year-end, reflecting timing of non-accruals.
Total investment income for the quarter was $1.39 million compared with $1.60 million a year earlier. Net investment income was $709,661, or $0.24 per share, versus $2,478,234, or $0.83 per share, in the prior-year quarter; adjusted net investment income per share was $0.24 versus $0.33. Net realized gains of $958,948 and smaller unrealized losses resulted in a net increase in net assets from operations of $1,366,278, or $0.46 per share, compared with a $7,736,154 decrease a year earlier. Net asset value per share was $17.33, slightly below $17.57 at December 31, 2025.
Cash and cash equivalents were $429,639, down from $4.21 million at year-end, and $5.1 million was outstanding on the line of credit with estimated remaining availability of about $12.4 million; the weighted average interest rate for the first half of 2026 was 7.12% versus 7.88% a year earlier. Rand maintained its regular quarterly dividend of $0.29 per share, including a dividend declared July 30, 2026, payable on or about September 9, 2026, to shareholders of record as of August 26, 2026.
Rand Capital Corporation reported a small net loss for the quarter as lower investment income and unrealized losses offset gains. Total investment income was $1.24M for the three months ended March 31, 2026, down from $2.01M a year earlier, mainly due to lower interest and fee income from portfolio companies.
Expenses declined to $0.64M from $0.79M, but the net change in unrealized depreciation on investments was a loss of $1.99M, compared with a $1.30M loss in the prior-year quarter. After including realized gains of $1.08M, Rand recorded a net decrease in net assets from operations of $0.37M, versus an increase of $0.84M last year.
Net assets were $50.95M, or $17.16 per share, at March 31, 2026, slightly below $17.57 per share at December 31, 2025. The company invested heavily in new and existing portfolio positions, driving cash and cash equivalents down to $0.33M from $4.21M, and drew $0.50M on its credit facility. A quarterly dividend of $0.29 per share was declared and paid.
Rand Capital Corporation reported weaker first quarter 2026 results as it works through a portfolio transition. Total investment income was $1.24 million versus $2.01 million a year earlier, and net investment income fell to $545,027 from $1.22 million, or $0.18 per share compared with $0.42.
The company recorded a net decrease in net assets from operations of $367,469, versus an increase of $841,447 in the prior-year quarter, driven by $1.99 million of net unrealized depreciation. The investment portfolio’s fair value rose to $51.5 million from $48.5 million at year-end, but the weighted average debt yield declined to 9.43% from 11.3% due to non-accruals.
Liquidity tightened, with cash and cash equivalents at $330,550, down from $4.21 million at December 31, 2025, and $500,000 drawn on the credit line. Net asset value was $17.16 per share, down from $17.57 at year-end. Rand maintained its regular quarterly dividend of $0.29 per share and renewed a share repurchase program authorizing up to $1.5 million of additional buybacks through April 22, 2027.
Rand Capital Corporation held its 2026 Annual Meeting of Shareholders on April 22, 2026. Shareholders re-elected all five director nominees, including Benjamin E. Godley and Adam S. Gusky, with each receiving more than 1.23 million votes for, versus roughly 73–77 thousand votes withheld and 1,097,624 broker non-votes per nominee.
Shareholders also ratified the appointment of WithumSmith+Brown, PC as the independent registered public accounting firm for the year ending December 31, 2026, with 2,382,171 votes for, 13,227 against, and 9,739 abstentions.
Rand Capital Corporation filed an amendment to its annual report to add the predecessor auditor’s opinion for earlier years, without changing 2025 results. The company remains a business development company focused on Level 3, privately valued investments, which totaled $48.5 million at fair value as of December 31, 2025.
For 2025, Rand generated $6.5 million of investment income and $5.3 million of net investment income but recorded an $11.3 million unrealized loss on investments, leading to an $8.0 million decrease in net assets from operations. Net asset value per share declined from $25.31 to $17.57, while the company continued regular and special cash dividends under its regulated investment company structure.
Rand Capital Corporation will hold its 2026 annual shareholder meeting virtually on April 22, 2026, to elect five directors and ratify WithumSmith+Brown as auditor for 2026. Shareholders of record on March 5, 2026, may vote, with 2,969,814 common shares outstanding, each carrying one vote.
East Asset Management owns 1,906,672 shares (64.2%) and, under a shareholder agreement, designates two director nominees, including Adam Gusky. Rand operates as an externally managed BDC, paying Rand Capital Management LLC a 2025 base management fee of $830,630, an income-based incentive fee of $186,178, and $216,230 of reimbursed expenses.
Directors received cash retainers in 2025 and, effective January 1, 2026, board and committee fees rose from $50,000 to $57,500 annually, with modest increases for committee chairs and the board chair. The board highlights its independent leadership structure, risk oversight framework, and policies on related-party transactions, ethics, insider trading and anti-hedging.
Rand Capital Corporation, a New York-based business development company, describes its strategy of generating current income primarily from higher-yielding private debt, complemented by potential equity upside in lower middle-market companies with more than $10 million in revenue and at least $1.5 million of EBITDA.
East Asset Management owns about 64% of Rand’s common stock, and its affiliate RCM serves as external adviser and administrator under agreements renewed through December 31, 2026. As of December 31, 2025, Rand had 2,969,814 common shares outstanding and no senior securities, following an earlier board decision to reduce the asset coverage requirement for future leverage from 200% to 150%.
To support its regulated investment company tax status, Rand uses wholly owned blocker subsidiaries and maintains diversification and distribution requirements. The board declared four regular quarterly dividends of $0.29 per share and a $0.56 special dividend in 2025, following a $4.20 largely stock-paid dividend declared in 2024.
Rand Capital Corporation reported weaker investment income but stronger full-year net investment income per share for 2025, alongside a significantly smaller portfolio and lower net asset value. Fourth-quarter total investment income was $1.3 million, down 40%, with net investment income of $0.20 per share versus $0.86 a year earlier.
For 2025, total investment income declined to $6.5 million from $8.6 million, while net investment income per share rose to $1.80 from $1.33, helped by sharply lower expenses, including reduced capital gains incentive fees and interest expense. However, adjusted net investment income per share fell to $1.26 from $1.72, and net assets dropped to $52.2 million, or $17.57 per share, reflecting realized losses and sizable unrealized depreciation.
Rand ended 2025 with more than $23 million in total liquidity, including $4.2 million of cash and no debt outstanding, and a $48.5 million portfolio across 20 companies, now 79% in debt investments. The company paid $1.72 per share in dividends during 2025 and declared a $0.29 quarterly cash dividend payable in March 2026.