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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 24, 2025
Stellus
Capital Investment Corporation
(Exact Name of Registrant as Specified in
its Charter)
| Maryland |
|
814-00971 |
|
46-0937320 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
| |
|
4400
Post Oak Parkway, Suite
2200
Houston,
Texas |
|
77027 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s Telephone Number, Including
Area Code: (713) 292-5400
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 (see General
Instruction A.2. below):
| ¨ | 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 |
SCM |
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. ¨
On
November 24, 2025, Stellus Capital Investment Corporation (the “Company”) announced that it will redeem 100% of its remaining
outstanding 4.875% Notes due 2026 (the “2026 Notes”) pursuant to Section 1104 of the indenture, dated as of May 5, 2014,
by and between the Company and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association)
(the “Trustee”), as trustee, and Section 1.01(h) of the third supplemental indenture, dated as of January 14, 2021, by
and between the Company and the Trustee. On September 30, 2025, the Company redeemed 50% (or $50,000,000 aggregate principal amount)
of the 2026 Notes. The Company will redeem 100% (or $50,000,000 aggregate principal amount) of the remaining outstanding 2026 Notes on
December 31, 2025 (the “Redemption Date”). The redemption price for the 2026 Notes equals 100% of the $50,000,000 aggregate
principal amount of the Notes being redeemed, plus accrued and unpaid interest otherwise payable for the current quarterly interest period
accrued to, but excluding, the Redemption Date. This Current Report on Form 8-K does not constitute notice of redemption of
the 2026 Notes. A copy of the notice of redemption is attached to this Current Report on Form 8-K as Exhibit 99.1 and is
incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description |
| |
|
| 99.1 |
Notice of Redemption of 4.875% Notes due 2026 |
| 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.
| Date: November 24, 2025 |
Stellus Capital Investment Corporation |
| |
|
| |
|
| |
By: |
/s/
W. Todd Huskinson |
| |
|
W. Todd Huskinson |
| |
|
Chief Financial Officer, Chief Compliance Officer,
Treasurer, and Secretary |