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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): November
4, 2026
RAND
CAPITAL CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
| New
York |
|
814-00235 |
|
16-0961359 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
Number) |
1405
Rand Building, Buffalo,
NY 14203
(Address
of Principal Executive Offices) (Zip Code)
(716)
853-0802
(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, $0.10 par value |
|
RAND |
|
Nasdaq
Capital Market |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405)
or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
November 4, 2026, Rand Capital Corporation (the “Company”) issued a press release announcing its results for the third quarter
ended September 30, 2026. A copy of the release is furnished with this report as Exhibit 99.1 and is incorporated by reference into this
Item 2.02.
The
information contained in this report under Item 2.02 is being furnished and shall not be deemed filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section.
The information contained in this report under Item 2.02 shall not be incorporated by reference into any registration statement or other
document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
Item
7.01. Regulation FD Disclosure.
The
Company has updated its earnings conference call slide presentation for third quarter ended September 30, 2026, and will make it available
on the Company’s website at www.randcapital.com, under “Investors”. The slide presentation will be referenced during
the Company’s earnings conference call. The information found on, or otherwise accessible through, the Company’s website
is not incorporated by reference herein.
Item
9.01. Financial Statements and Exhibits.
Exhibit
Number |
|
Description
of Exhibit |
| 99.1 |
|
Press Release, dated November 4, 2026. |
| 104 |
|
Cover
Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) |
SIGNATURES
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.
| |
RAND
CAPITAL CORPORATION |
| |
|
|
| Date:
November 4, 2026 |
|
|
| |
|
|
| |
By:
|
/s/
Margaret Brechtel |
| |
Name: |
Margaret Brechtel |
| |
Title:
|
Chief Financial Officer |
Exhibit
99.1
 |
|
NEWS
RELEASE |
14
Lafayette Square, Suite 1405 ● Buffalo, New York 14203
FOR
IMMEDIATE RELEASE
Rand
Capital Reports Third Quarter Fiscal Year 2026 Results
| |
● |
Interest
income from portfolio companies rose 4% sequentially to $1.2 million, supported by contributions from investments made earlier in
2026 |
| |
|
|
| |
● |
Third
quarter total investment income was $1.3 million compared with $1.6 million in the prior-year period, primarily reflecting the impact
of certain investments being on non-accrual status |
| |
|
|
| |
● |
Net
investment income was $669,000, or $0.23 per share, in the third quarter |
| |
|
|
| |
● |
Net
asset value (NAV) per share was $17.36 at September 30, 2026 |
| |
|
|
| |
● |
Portfolio
fair value was $56.7 million, up 17.0% from year-end 2025 |
BUFFALO,
NY, November 4, 2026 – Rand Capital Corporation (Nasdaq: RAND) (“Rand” or the “Company”), a
business development company providing alternative financing for lower middle market companies, announced its results for the third quarter
ended September 30, 2026.
“Interest
income from our portfolio companies increased sequentially in the third quarter, supported by contributions from investments made earlier
in the year and building on a relatively stable income base during 2026,” said Daniel P. Penberthy, President and Chief Executive
Officer of Rand. “Improved operating performance at several portfolio companies also supported valuation gains, helping offset
declines elsewhere and contributing to a modest sequential increase in net asset value per share.”
“Our
focus remains on strengthening the portfolio’s income producing base, actively managing challenged investments and preserving financial
flexibility. With a predominantly debt-oriented portfolio and available borrowing capacity, we intend to remain selective in committing
capital, balancing new investment opportunities with the needs of our existing portfolio and long-term shareholder returns.”
Third
Quarter Review (compared with the prior-year period unless otherwise noted)
| |
● |
Total
investment income of $1.3 million decreased $268,000, or 17%, from $1.6 million in the third quarter of 2025, primarily reflecting
lower interest income from portfolio companies due to certain investments being placed on non-accrual status over the last year,
along with lower interest from other investments and fee income. Dividend income of $28,000 in the third quarter of 2026 partially
offset this decline. |
| |
|
|
| |
● |
On
a sequential basis, interest income from portfolio companies increased 4% to $1.2 million, reflecting income generated by new investments
made during the year. |
| |
|
|
| |
● |
Non-cash
payment-in-kind (PIK) interest totaled $99,000, representing 8% of interest income from portfolio companies, compared with 43% in
the prior-year period. The decline in PIK as a percentage of interest income reflects the impact of four portfolio companies being
on non-accrual status, which reduced the amount of PIK interest recognized in the quarter. |
| |
|
|
| |
● |
Total
expenses were $769,000 compared with $596,000 in the same period last year. The increase primarily reflected higher professional
fees, interest expense due to higher average borrowings and base management fees, partly offset by lower income-based incentive fees.
Neither period included a capital gains incentive fee expense or benefit. |
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 2 of 7 |
| |
● |
Net
investment income was $669,000, or $0.23 per share, compared with $993,000, or $0.33 per share, in the third quarter of 2025. |
| |
|
|
| |
● |
Net
assets were $51.5 million, or $17.36 per share, at September 30, 2026, compared with $17.33 per share, at June 30, 2026. Net investment
income of $669,000 and net realized and unrealized gains of $275,000 more than offset $861,000 of dividends declared during the third
quarter. At December 31, 2025, net assets were $17.57 per share. |
Portfolio
and Investment Activity
As
of September 30, 2026, Rand’s investment portfolio had a fair value of $56.7 million, up 17.0% from $48.5 million at December 31, 2025. The portfolio consisted of investments in 20 portfolio businesses and was comprised of approximately
77% debt investments and 23% equity investments at fair value. Portfolio fair value increased $235,000 from June 30, 2026.
Rand
deployed $12.0 million into new and follow-on investments during the first nine months of 2026, with all of that deployment occurring
in the first half of the year. No new or follow-on cash investments were made during the third quarter of 2026.
The
annualized weighted average yield of debt investments, including PIK interest, was 8.97% at September 30, 2026, compared with 11.3% at
December 31, 2025. This change in the annualized weighted average yield primarily reflects the timing of placing certain portfolio investments
on non-accrual status.
Third
Quarter 2026 portfolio activity included:
| |
● |
BMP
Swanson Holdco LLC: Rand recognized a $2.0 million realized loss on its debt and equity investments, which had previously been written
down to zero. Recognition of the realized loss was accompanied by an equivalent reversal of previously recorded unrealized depreciation
and therefore did not result in an additional reduction in NAV during the quarter. |
| |
|
|
| |
● |
BlackJet
Direct Marketing LLC: Rand received a $250,000 principal repayment on its debt investment and recognized a $7,500 prepayment fee. |
| |
|
|
| |
● |
Feature
Healthcare LLC, doing business as 4 Seasons Home Care: Rand received a $16,250 principal repayment. |
| |
|
|
| |
● |
Valuation
increases in Bauer Sheet Metal and Fabricating, Inter-National Electronic Alloys and Open Exchange were partly offset by decreases
in Autotality, ITA Acquisition and OnCore Golf. |
Liquidity
and Capital Resources
Rand
ended the quarter with $223,000 in cash and cash equivalents on hand, compared with $4.2 million at December 31, 2025. The Company had
$5.0 million outstanding on its line of credit as of September 30, 2026, with estimated remaining availability of approximately $12.4
million. The applicable borrowing rate at quarter-end was 7.4%.
The
Company did not repurchase any outstanding common stock during the third quarter of 2026.
Dividends
Rand
paid its regular quarterly cash dividend of $0.29 per share on September 9, 2026, to shareholders of record as of August 26, 2026. The
dividend totaled approximately $861,000.
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 3 of 7 |
Webcast
and Conference Call
Rand
will host a conference call and webcast on Wednesday, November 4, 2026, at 1:30 p.m. Eastern Time, to review its financial results. The
review will be accompanied by a slide presentation, which will be available on Rand’s website at www.randcapital.com in
the “Investor Relations” section. Rand’s conference call can be accessed by calling (201) 689-8263. Alternatively,
the webcast can be monitored on Rand’s website at www.randcapital.com under “Investors” where the replay will
also be available.
A
telephonic replay will be available from 4:30 p.m. Eastern Time on the day of the call through Wednesday, November 18, 2026. To listen
to the archived call, dial (412) 317-6671 and enter replay pin 13762865. A transcript of the call will also be posted once available.
ABOUT
RAND CAPITAL
Rand
Capital Corporation (Nasdaq: RAND) is an externally managed business development company (BDC). The Company’s investment objective
is to maximize total return to its shareholders with current income and capital appreciation by focusing its debt and related equity
investments in privately-held, lower middle market companies with committed and experienced managements in a broad variety of industries.
Rand primarily invests in businesses that have sustainable, differentiated and market-proven products, revenue of more than $10 million
and EBITDA in excess of $1.5 million. The Company’s investment activities are managed by its external investment adviser, Rand
Capital Management, LLC. Additional information can be found at the Company’s website where it regularly posts information: randcapital.com.
Safe
Harbor Statement
This
press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than historical facts, including but not limited
to statements regarding the strategy of the Company and its outlook; statements regarding the implementation of the Company’s strategy
and the growth of its dividend; and any assumptions underlying any of the foregoing, are forward-looking statements. Forward-looking
statements concern future circumstances and results and other statements that are not historical facts and are sometimes identified by
the words “may,” “will,” “should,” “potential,” “intend,” “expect,”
“endeavor,” “seek,” “anticipate,” “estimate,” “overestimate,” “underestimate,”
“believe,” “could,” “project,” “predict,” “continue,” “target”
or other similar words or expressions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions
prove to be incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The
inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved.
Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others,
(1) evolving legal, regulatory and tax regimes; (2) changes in general economic and/or industry specific conditions; and (3) other risk
factors as detailed from time to time in Rand’s reports filed with the Securities and Exchange Commission (“SEC”),
including Rand’s annual report on Form 10-K for the year ended December 31, 2025, quarterly reports on Form 10-Q, and other documents
filed with the SEC. Consequently, such forward-looking statements should be regarded as Rand’s current plans, estimates and beliefs.
Except as required by applicable law, Rand assumes no obligation to update the forward-looking information contained in this release.
Contacts:
| Company: |
Investors:
|
| |
|
| Daniel
P. Penberthy |
Craig
P. Mychajluk |
| President
and CEO |
Alliance
Advisors IR |
| 716.853.0802 |
716-843-3832 |
| invest@randcapital.com |
cmychajluk@allianceadvisors.com
|
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 4 of 7 |
FINANCIAL TABLES FOLLOW
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Financial Position
| | |
September
30, 2026 (Unaudited) | | |
December
31, 2025 | |
| ASSETS | |
| | | |
| | |
| Investments
at fair value: | |
| | | |
| | |
| Control
investments (cost of $6,563,940 and $6,563,940, respectively) | |
$ | 1,000,000 | | |
$ | 1,400,000 | |
| Affiliate
investments (cost of $44,436,906 and $40,867,599, respectively) | |
| 38,938,209 | | |
| 36,775,685 | |
| Non-Control/Non-Affiliate
investments (cost of $14,271,955 and $9,630,860, respectively) | |
| 16,797,846 | | |
| 10,304,811 | |
| Total
investments, at fair value (cost of $65,272,801 and $57,062,399, respectively) | |
| 56,736,055 | | |
| 48,480,496 | |
| Cash
and cash equivalents | |
| 222,920 | | |
| 4,208,948 | |
| Interest
receivable (net of allowance of $25,337 at September 30, 2026 and December 31, 2025) | |
| 241,387 | | |
| 168,039 | |
| Prepaid
income taxes | |
| 309,395 | | |
| 283,581 | |
| Other
assets | |
| 132,337 | | |
| 54,248 | |
| Total
assets | |
$ | 57,642,094 | | |
$ | 53,195,312 | |
| LIABILITIES
AND STOCKHOLDERS’ EQUITY (NET ASSETS) | |
| | | |
| | |
| Liabilities: | |
| | | |
| | |
| Due
to investment adviser | |
$ | 555,565 | | |
$ | 519,287 | |
| Accounts
payable and accrued expenses | |
| 116,404 | | |
| 101,975 | |
| Line
of credit | |
| 5,000,000 | | |
| — | |
| Deferred
revenue | |
| 427,086 | | |
| 390,597 | |
| Total
liabilities | |
| 6,099,055 | | |
| 1,011,859 | |
| | |
| | | |
| | |
| Stockholders’
equity (net assets): | |
| | | |
| | |
| Common
stock, $0.10 par; shares authorized 100,000,000; shares issued: 3,037,709; shares outstanding: 2,969,814 at September 30, 2026 and
December 31, 2025 | |
| 303,771 | | |
| 303,771 | |
| Capital
in excess of par value | |
| 64,063,157 | | |
| 64,063,157 | |
| Treasury
stock, at cost: 67,895 shares at September 30, 2026 and December 31, 2025 | |
| (1,566,605 | ) | |
| (1,566,605 | ) |
| Total
distributable earnings | |
| (11,257,284 | ) | |
| (10,616,870 | ) |
| Total
stockholders’ equity (net assets) (per share – September 30, 2026: $17.36; December 31, 2025: $17.57) | |
| 51,543,039 | | |
| 52,183,453 | |
| Total
liabilities and stockholders’ equity (net assets) | |
$ | 57,642,094 | | |
$ | 53,195,312 | |
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 5 of 7 |
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Operations
(Unaudited)
| | |
Three
months ended September
30, 2026 | | |
Three
months ended September
30, 2025 | | |
Nine
months ended September
30, 2026 | | |
Nine
months ended September
30, 2025 | |
| Investment
income: | |
| | | |
| | | |
| | | |
| | |
| Interest
from portfolio companies: | |
| | | |
| | | |
| | | |
| | |
| Control
investments | |
$ | — | | |
$ | 13,417 | | |
$ | 16,517 | | |
$ | 26,396 | |
| Affiliate
investments | |
| 836,258 | | |
| 1,177,248 | | |
| 2,618,122 | | |
| 3,724,896 | |
| Non-Control/Non-Affiliate
investments | |
| 388,065 | | |
| 234,469 | | |
| 946,170 | | |
| 865,570 | |
| Total
interest from portfolio companies | |
| 1,224,323 | | |
| 1,425,134 | | |
| 3,580,809 | | |
| 4,616,862 | |
| Interest
from other investments: | |
| | | |
| | | |
| | | |
| | |
| Non-Control/Non-Affiliate
investments | |
| 45 | | |
| 73,488 | | |
| 13,873 | | |
| 120,427 | |
| Total
interest from other investments | |
| 45 | | |
| 73,488 | | |
| 13,873 | | |
| 120,427 | |
| Dividend
and other investment income: | |
| | | |
| | | |
| | | |
| | |
| Affiliate
investments | |
| 28,241 | | |
| — | | |
| 180,754 | | |
| 13,125 | |
| Total
dividend and other investment income | |
| 28,241 | | |
| — | | |
| 180,754 | | |
| 13,125 | |
| Fee
income: | |
| | | |
| | | |
| | | |
| | |
| Control
investments | |
| — | | |
| 4,515 | | |
| 9,032 | | |
| 13,547 | |
| Affiliate
investments | |
| 55,784 | | |
| 72,714 | | |
| 144,656 | | |
| 247,360 | |
| Non-Control/Non-Affiliate
investments | |
| 3,375 | | |
| 3,772 | | |
| 16,912 | | |
| 178,503 | |
| Total
fee income | |
| 59,159 | | |
| 81,001 | | |
| 170,600 | | |
| 439,410 | |
| Total
investment income | |
| 1,311,768 | | |
| 1,579,623 | | |
| 3,946,036 | | |
| 5,189,824 | |
| Expenses: | |
| | | |
| | | |
| | | |
| | |
| Base
management fee | |
| 214,969 | | |
| 184,382 | | |
| 609,817 | | |
| 654,239 | |
| Income
based incentive fees | |
| (2,300 | ) | |
| 66,505 | | |
| (2,300 | ) | |
| 186,178 | |
| Capital
gains incentive fees | |
| — | | |
| — | | |
| — | | |
| (1,565,000 | ) |
| Interest
expense | |
| 113,164 | | |
| 25,416 | | |
| 215,250 | | |
| 87,319 | |
| Professional
fees | |
| 240,538 | | |
| 133,415 | | |
| 588,354 | | |
| 484,277 | |
| Stockholders
and office operating | |
| 61,488 | | |
| 59,398 | | |
| 227,316 | | |
| 253,510 | |
| Directors’
fees | |
| 76,375 | | |
| 66,550 | | |
| 226,125 | | |
| 196,950 | |
| Administrative
fees | |
| 52,500 | | |
| 50,250 | | |
| 155,700 | | |
| 149,250 | |
| Insurance | |
| 10,612 | | |
| 8,250 | | |
| 31,198 | | |
| 31,386 | |
| Corporate
development | |
| 2,050 | | |
| 2,037 | | |
| 7,243 | | |
| 6,538 | |
| Bad
debt expense | |
| — | | |
| — | | |
| — | | |
| 38,462 | |
| Total
expenses | |
| 769,396 | | |
| 596,203 | | |
| 2,058,703 | | |
| 523,109 | |
| Net
investment income before income taxes: | |
| 542,372 | | |
| 983,420 | | |
| 1,887,333 | | |
| 4,666,715 | |
| Income
tax benefit | |
| (126,569 | ) | |
| (9,159 | ) | |
| (36,296 | ) | |
| (22,213 | ) |
| Net
investment income | |
| 668,941 | | |
| 992,579 | | |
| 1,923,629 | | |
| 4,688,928 | |
| Net
realized (loss) gain on sales and dispositions of investments: | |
| | | |
| | | |
| | | |
| | |
| Affiliate
investments | |
| (2,020,884 | ) | |
| (2,850,015 | ) | |
| 13,635 | | |
| (1,924,658 | ) |
| Non-Control/Non-Affiliate
investments | |
| — | | |
| (77,314 | ) | |
| — | | |
| (77,339 | ) |
| Net
realized (loss) gain on sales and dispositions of investments | |
| (2,020,884 | ) | |
| (2,927,329 | ) | |
| 13,635 | | |
| (2,001,997 | ) |
| Net
change in unrealized appreciation/depreciation on investments: | |
| | | |
| | | |
| | | |
| | |
| Control
investments | |
| (400,000 | ) | |
| — | | |
| (400,000 | ) | |
| (875,000 | ) |
| Affiliate
investments | |
| 2,520,884 | | |
| (481,647 | ) | |
| (1,406,783 | ) | |
| (11,027,301 | ) |
| Non-Control/Non-Affiliate
investments | |
| 301,940 | | |
| 189,944 | | |
| 1,851,940 | | |
| — | |
| Change
in unrealized appreciation/depreciation before income taxes | |
| 2,422,824 | | |
| (291,703 | ) | |
| 45,157 | | |
| (11,902,301 | ) |
| Deferred
income tax expense (benefit) | |
| 126,483 | | |
| 4,741 | | |
| 39,214 | | |
| (89,469 | ) |
| Net
change in unrealized appreciation/depreciation on investments | |
| 2,296,341 | | |
| (296,444 | ) | |
| 5,943 | | |
| (11,812,832 | ) |
| Net
realized and unrealized gain (loss) on investments | |
| 275,457 | | |
| (3,223,773 | ) | |
| 19,578 | | |
| (13,814,829 | ) |
| Net
increase (decrease) in net assets from operations | |
$ | 944,398 | | |
$ | (2,231,194 | ) | |
$ | 1,943,207 | | |
$ | (9,125,901 | ) |
| Weighted
average shares outstanding | |
| 2,969,814 | | |
| 2,969,814 | | |
| 2,969,814 | | |
| 2,936,938 | |
| Basic
and diluted net increase (decrease) in net assets from operations per share | |
$ | 0.32 | | |
$ | (0.75 | ) | |
$ | 0.65 | | |
$ | (3.11 | ) |
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 6 of 7 |
Rand
Capital Corporation and Subsidiaries
Consolidated
Statements of Changes in Net Assets
(Unaudited)
| | |
Three
months ended September
30, 2026 | | |
Three
months ended September
30, 2025 | | |
Nine
months ended September
30, 2026 | | |
Nine
months ended September
30, 2025 | |
| Net
assets at beginning of period | |
$ | 51,459,887 | | |
$ | 56,713,954 | | |
$ | 52,183,453 | | |
$ | 65,332,520 | |
| Net
investment income | |
| 668,941 | | |
| 992,579 | | |
| 1,923,629 | | |
| 4,688,928 | |
| Net
realized (loss) gain on sales and dispositions of investments | |
| (2,020,884 | ) | |
| (2,927,329 | ) | |
| 13,635 | | |
| (2,001,997 | ) |
| Net
change in unrealized appreciation/depreciation on investments | |
| 2,296,341 | | |
| (296,444 | ) | |
| 5,943 | | |
| (11,812,832 | ) |
| Net
increase (decrease) in net assets from operations | |
| 944,398 | | |
| (2,231,194 | ) | |
| 1,943,207 | | |
| (9,125,901 | ) |
| Declaration
of dividend | |
| (861,246 | ) | |
| (861,246 | ) | |
| (2,583,621 | ) | |
| (2,585,105 | ) |
| Net
assets at end of period | |
$ | 51,543,039 | | |
$ | 53,621,514 | | |
$ | 51,543,039 | | |
$ | 53,621,514 | |
Rand Capital Reports Second Quarter Fiscal Year 2026 Results November 4, 2026 Page 7 of 7 |
Rand
Capital Corporation and Subsidiaries
Reconciliation
of GAAP Total Expense to Non-GAAP Adjusted Expenses
(Unaudited)
In
addition to reporting total expenses, which is a U.S. generally accepted accounting principle (“GAAP”) financial measure,
Rand presents adjusted expenses, which is a non-GAAP financial measure. Adjusted expenses is defined as GAAP total expenses removing
the effect of any expenses/(credits) for capital gains incentive fees accrual. GAAP total expenses is the most directly comparable GAAP
financial measure. Rand believes that adjusted expenses provides useful information to investors regarding financial performance because
it is a method the Company uses to measure its financial and business trends related to its results of operations. The presentation of
this additional information is not meant to be considered in isolation or as a substitute for financial results prepared in accordance
with GAAP.
| | |
Three
months ended Sept
30, 2026 | | |
Three
months ended Sept
30, 2025 | | |
Nine
months ended Sept
30, 2026 | | |
Nine
months ended Sept
30, 2025 | |
| | |
| | |
| | |
| | |
| |
| Total
expenses | |
$ | 769,396 | | |
$ | 596,203 | | |
$ | 2,058,703 | | |
$ | 523,109 | |
| Exclude
(credits) for capital gains incentive fees | |
| - | | |
| - | | |
| - | | |
| (1,565,000 | ) |
| Adjusted
total expenses | |
$ | 769,396 | | |
$ | 596,203 | | |
$ | 2,058,703 | | |
$ | 2,088,109 | |
Reconciliation
of GAAP Net Investment Income per Share to
Adjusted
Net Investment Income per Share
(Unaudited)
In
addition to reporting Net Investment Income per Share, which is a GAAP financial measure, the Company presents Adjusted Net Investment
Income per Share, which is a non-GAAP financial measure. Adjusted Net Investment Income per Share is defined as GAAP Net Investment Income
per Share removing the effect of any expenses/(credits) for capital gains incentive fees. GAAP Net Investment Income per Share is the
most directly comparable GAAP financial measure. Rand believes that Adjusted Net Investment Income per Share provides useful information
to investors regarding financial performance because it is a method the Company uses to measure its financial and business trends related
to its results of operations. The presentation of this additional information is not meant to be considered in isolation or as a substitute
for financial results prepared in accordance with GAAP.
The
per share amounts for the third quarters of 2026 and 2025 were computed using 2,969,814 weighted average shares outstanding. The per
share amounts for the nine months ended September 30, 2026 were computed using 2,969,814 weighted average shares outstanding, compared
with 2,936,938 for the nine months ended September 30, 2025.
| | |
Three
months ended Sept
30, 2026 | | |
Three
months ended Sept
30, 2025 | | |
Nine
months ended Sept
30, 2026 | | |
Nine
months ended Sept
30, 2025 | |
| | |
| | |
| | |
| | |
| |
| Net
investment income per share | |
$ | 0.23 | | |
$ | 0.33 | | |
$ | 0.65 | | |
$ | 1.60 | |
| Exclude
(credits) for capital gains incentive fees per share | |
| - | | |
| - | | |
| - | | |
| (0.54 | ) |
| Adjusted
net investment income per share | |
$ | 0.23 | | |
$ | 0.33 | | |
$ | 0.65 | | |
$ | 1.06 | |
###