Overview
- TickerFRBP on OTC2
- HeadquartersNew York, United States2
- Incorporated inDE3
- Business addressOne Madison Avenue, Suite 1600, New York, Ny 100103
- Filer categoryNon-accelerated filer, Emerging growth company3
- Legal formCorporation2
- Kind of organizationInvestment fund2
- LEI549300KJEVMKATLINB362
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 78247132
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In addition to factors previously disclosed in our U.S. Securities and Exchange Commission (“SEC”) reports and those identified elsewhere in this report, including the “Risk Factors” section, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance:5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 5 fiscal years, latest first.8
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Interest from cash and cash equivalents | $3.7M | $4.3M | $1.7M | ||
| Total investment income | $418.5M | $413.3M | $94.7M | ||
| Management fees | $61.1M | $54.1M | $4.2M | ||
| Incentive fee on income | $33.0M | $36.0M | $7.7M | ||
| Interest and debt fees | $140.7M | $117.4M | $31.1M | ||
| Professional fees | $7.4M | $7.5M | $2.0M | ||
| Other general and administrative | $7.1M | $6.8M | $2.1M | ||
| Administrative services | $865.0K | $917.0K | $302.0K | ||
| Directors' fees | $1.0M | $1.1M | $1.0M | ||
| Total expenses | $251.2M | $223.9M | $48.5M | ||
| Incentive fee waiver | $0 | $0 | -$7.7M | ||
| Expenses, net of incentive fee waiver | $251.2M | $223.9M | $40.8M | ||
| Net investment income (loss) before income taxes | $167.2M | $189.4M | $53.9M | ||
| Income tax expense, including excise tax | $3.3M | $1.0M | $334.0K | ||
| Net investment income (loss) | $163.9M | $188.4M | $53.6M | ||
| Net realized gain (loss) from investments | -$32.9M | -$22.8M | $496.0K | ||
| Net realized loss on extinguishment of debt | $0 | $0 | -$1.5M | ||
| Net realized gain (loss) on derivatives | $21.0K | $0 | $0 | ||
| Total net realized gain (loss) | -$32.9M | -$22.8M | -$987.0K | ||
| Net change in deferred taxes | -$6.1M | -$2.1M | -$768.0K | ||
| Net change in unrealized appreciation (depreciation) on derivatives | -$336.0K | $0 | $0 | ||
| Total net change in unrealized appreciation (depreciation) on investments | -$26.7M | -$76.3M | -$7.8M | ||
| Net realized and unrealized gain (loss) | -$59.6M | -$99.1M | -$8.8M | ||
| Net increase (decrease) in net assets resulting from operations attributable to common stockholders and participating securities | $104.3M | $89.3M | $44.8M | ||
| Accretion to redemption value of Series A redeemable convertible preferred stock | -$18.0K | -$18.0K | -$17.0K | ||
| Accrual of Series A redeemable convertible preferred stock distributions | -$6.3M | -$7.3M | -$7.6M | ||
| Net increase (decrease) in net assets resulting from operations attributable to common stockholders | $98.0M | $82.0M | $37.1M | ||
| Net investment income (loss) (in dollars per share) | $1.21 | $1.47 | $2.11 | $1.68 | $0.78 |
| Net increase (decrease) in net assets resulting from operations attributable to common stockholders and participating securities (in dollars per share) | $0.77 | $0.70 | $1.77 | $1.24 | $1.30 |
| Basic earnings (loss) per share (in dollar per share) | $0.73 | $0.64 | $1.41 | ||
| Diluted earnings (loss) per share (in dollar per share) | $0.73 | $0.64 | $1.41 | ||
| Weighted average common shares outstanding, basic (in shares) | 135.0M shares | 128.1M shares | 25.5M shares | ||
| Weighted average common shares outstanding, diluted (in shares) | 135.0M shares | 128.1M shares | 25.5M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 7 quarters (quarterly), latest first.8
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Investments at Fair Value | $4.1B | $4.0B | |||
| Cash and cash equivalents | $100.6M | $119.1M | $48.5M | ||
| Restricted cash | $20.1M | $11.7M | $6.7M | ||
| Interest and dividends receivable | $49.4M | $52.5M | |||
| Receivable for unsettled trades | $2.4M | $5.1M | |||
| Prepaid expenses and other assets | $4.4M | $6.9M | |||
| Due from broker | $0 | $7.7M | |||
| Total assets | $4.2B | $4.2B | |||
| Debt (net of deferred financing costs of $14,922 and $8,547, respectively) | $2.2B | $2.1B | |||
| Secured borrowings | $0 | $30.8M | |||
| Management fees payable | $15.4M | $15.2M | |||
| Incentive fees on income payable | $8.4M | $9.0M | |||
| Accounts payable and accrued expenses | $31.6M | $27.8M | |||
| Payable for unsettled trades | $0 | $24.0M | |||
| Interest and debt fees payable | $28.3M | $18.2M | |||
| Directors' fees payable | $16.0K | $16.0K | |||
| Other liabilities | $1.3M | $1.5M | |||
| Unrealized loss on derivatives | $336.0K | $0 | |||
| Total liabilities | $2.3B | $2.2B | |||
| Redeemable convertible preferred stock Series A, $0.001 par value, 50,000,000 shares authorized; 77,500 issued and outstanding at both December 31, 2025 and December 31, 2024 | $77.4M | $77.4M | $77.4M | ||
| Common stock, $0.001 par value, 450,000,000 shares authorized; $135,487,319 issued and outstanding at December 31, 2025, and $135,487,595 issued and outstanding at December 31, 2024 | $135.0K | $135.0K | |||
| Additional paid in capital | $2.5B | $2.5B | |||
| Total distributable earnings (loss) | -$691.0M | -$607.6M | |||
| Total net assets attributable to common stock | $1.8B | $1.9B | $388.1M | $372.4M | |
| Total liabilities, redeemable convertible preferred stock, and net assets attributable to common stock | $4.2B | $4.2B | |||
| Net asset value per share attributable to common stock (in dollar per share) | $13.58 | $14.10 | $14.88 | $15.13 | $15.46 |
| Amortized cost | $4.2B | $4.1B | |||
| Deferred financing costs | $14.9M | $8.5M | |||
| Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 | |||
| Redeemable convertible preferred stock, authorized (in shares) | 50.0M shares | 50.0M shares | |||
| Redeemable convertible preferred stock, outstanding (in shares) | 77.5K shares | 77.5K shares | 77.5K shares | ||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | |||
| Common stock, authorized (in shares) | 450.0M shares | 450.0M shares | |||
| Common stock, issued (in shares) | 135.5M shares | 135.5M shares | |||
| Common stock, outstanding (in shares) | 135.5M shares | 135.5M shares | 26.1M shares | 24.6M shares | 15.3M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 | 2021-08-31 | 2020-12-31 |
|---|---|---|---|---|---|---|---|
| Investments at Fair Value | $4.1B | $4.0B | |||||
| Cash and cash equivalents | $100.6M | $119.1M | $48.5M | ||||
| Restricted cash | $20.1M | $11.7M | $6.7M | ||||
| Interest and dividends receivable | $49.4M | $52.5M | |||||
| Receivable for unsettled trades | $2.4M | $5.1M | |||||
| Prepaid expenses and other assets | $4.4M | $6.9M | |||||
| Due from broker | $0 | $7.7M | |||||
| Total assets | $4.2B | $4.2B | |||||
| Debt (net of deferred financing costs of $14,922 and $8,547, respectively) | $2.2B | $2.1B | |||||
| Secured borrowings | $0 | $30.8M | |||||
| Management fees payable | $15.4M | $15.2M | |||||
| Incentive fees on income payable | $8.4M | $9.0M | |||||
| Accounts payable and accrued expenses | $31.6M | $27.8M | |||||
| Payable for unsettled trades | $0 | $24.0M | |||||
| Interest and debt fees payable | $28.3M | $18.2M | |||||
| Directors' fees payable | $16.0K | $16.0K | |||||
| Other liabilities | $1.3M | $1.5M | |||||
| Unrealized loss on derivatives | $336.0K | $0 | |||||
| Total liabilities | $2.3B | $2.2B | |||||
| Redeemable convertible preferred stock Series A, $0.001 par value, 50,000,000 shares authorized; 77,500 issued and outstanding at both December 31, 2025 and December 31, 2024 | $77.4M | $77.4M | $77.4M | ||||
| Common stock, $0.001 par value, 450,000,000 shares authorized; $135,487,319 issued and outstanding at December 31, 2025, and $135,487,595 issued and outstanding at December 31, 2024 | $135.0K | $135.0K | |||||
| Additional paid in capital | $2.5B | $2.5B | |||||
| Total distributable earnings (loss) | -$691.0M | -$607.6M | |||||
| Total net assets attributable to common stock | $1.8B | $1.9B | $388.1M | $372.4M | |||
| Total liabilities, redeemable convertible preferred stock, and net assets attributable to common stock | $4.2B | $4.2B | |||||
| Net asset value per share attributable to common stock (in dollar per share) | $13.58 | $14.10 | $14.88 | $15.13 | $15.46 | $15.00 | |
| Amortized cost | $4.2B | $4.1B | |||||
| Deferred financing costs | $14.9M | $8.5M | |||||
| Redeemable convertible preferred stock, par value (in dollars per share) | $0.00 | $0.00 | $0.00 | ||||
| Redeemable convertible preferred stock, authorized (in shares) | 50.0M shares | 50.0M shares | 50.0M shares | ||||
| Redeemable convertible preferred stock, outstanding (in shares) | 77.5K shares | 77.5K shares | 77.5K shares | ||||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | |||||
| Common stock, authorized (in shares) | 450.0M shares | 450.0M shares | |||||
| Common stock, issued (in shares) | 135.5M shares | 135.5M shares | |||||
| Common stock, outstanding (in shares) | 135.5M shares | 135.5M shares | 26.1M shares | 24.6M shares | 15.3M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.8
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net increase (decrease) in net assets resulting from operations attributable to common stockholders and participating securities | $104.3M | $89.3M | $44.8M |
| Payment-in-kind interest income | -$21.5M | -$22.9M | -$3.2M |
| Net accretion of discount on investments | -$9.6M | -$21.5M | -$1.8M |
| Amortization of deferred financing costs | $3.0M | $1.3M | $1.0M |
| Accretion of discount on unsecured notes | $814.0K | $421.0K | $0 |
| Amortization of premium on unsecured notes | -$282.0K | -$49.0K | $0 |
| Sales and repayments of investments | $965.8M | $651.2M | $101.7M |
| Purchases of investments | -$1.1B | -$1.1B | -$77.0M |
| Net realized (gain) loss from investments | $32.9M | $22.8M | -$496.0K |
| Net realized (gain) loss on derivatives | -$21.0K | $0 | $0 |
| Extinguishment of debt | $0 | $0 | $1.5M |
| Net change in carrying value of unsecured notes attributed to hedging | -$609.0K | $0 | $0 |
| Net change in unrealized (appreciation) depreciation on investments | $20.2M | $74.2M | $7.0M |
| Net change in unrealized (appreciation) depreciation on derivatives | $336.0K | $0 | $0 |
| Interest and dividend receivable | $3.0M | -$3.3M | -$1.7M |
| Receivable for unsettled trades | $2.7M | -$3.2M | $291.0K |
| Prepaid expenses and other assets | $2.5M | $2.6M | -$3.3M |
| Due from broker | $7.7M | $647.0K | -$8.3M |
| Cash received in the Mergers | $0 | $58.5M | $0 |
| Management fees payable | $257.0K | $11.4M | $59.0K |
| Incentive fees on income payable | -$661.0K | $5.9M | $0 |
| Accounts payable and accrued expenses | $3.8M | -$3.3M | $1.6M |
| Payable for unsettled trades | -$24.0M | $24.0M | $0 |
| Interest and debt fees payable | $10.0M | $3.3M | $5.5M |
| Directors' fees payable | $0 | -$410.0K | $158.0K |
| Other liabilities | -$211.0K | $945.0K | -$1.7M |
| Net cash provided by (used in) operating activities | $6.1M | -$210.3M | $66.1M |
| Proceeds from secured borrowings | $0 | $0 | $33.3M |
| Repayments of secured borrowings | -$29.1M | $0 | $0 |
| Proceeds from issuance of shares of common stock | $0 | $900.0K | $9.9M |
| Proceeds from issuance of shares of preferred stock | $0 | $0 | $41.4M |
| Repurchase of common stock | -$36.2M | -$43.0M | $0 |
| Proceeds from debt | $1.4B | $1.6B | $384.0M |
| Payments on debt | -$1.2B | -$1.1B | -$443.9M |
| Proceeds from short-term borrowings | $0 | $0 | $68.6M |
| Repayments on short-term borrowings | $0 | $0 | -$89.4M |
| Payments of financing costs | -$9.3M | -$7.6M | -$2.3M |
| Common stockholder distributions | -$132.1M | -$111.9M | -$31.2M |
| Preferred stockholder distributions | -$6.3M | -$7.3M | -$7.6M |
| Net cash provided by (used in) financing activities | -$16.2M | $285.8M | -$37.1M |
| Net increase (decrease) in cash, cash equivalents and restricted cash | -$10.1M | $75.5M | $29.0M |
| Non-cash repayments of secured borrowings | $1.7M | $2.6M | $0 |
| Interest and non-usage fees paid during the period | $125.8M | $108.3M | $17.9M |
| Net taxes paid, including excise tax, during the period | $1.1M | $4.3M | $325.0K |
| Distributions reinvested during the period | $35.7M | $33.1M | $12.4M |
| Issuance of shares in connection with merger | $0 | $1.6B | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
Franklin BSP Capital Corp sits at the top of its group. 7 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Franklin BSP Capital Corp
- Ohio Strs Filed SCHEDULE 13G/A on Franklin BSP Capital Corp, latest Jan 8, 2024 (4 filings since Jun 30, 2022)
- Franklin BSP Capital Corp New York, New York, United States
- 54th Street Equity Holdings, Inc. Subsidiary · Delaware, United States
- FBCC Jupiter Funding, LLC Subsidiary · Delaware, United States
- FBLC Funding I, LLC Subsidiary · Delaware, United States
- FBLC Senior Loan Fund, LLC Subsidiary · Delaware, United States
- Opps X EEF CTB, LLC Subsidiary · Delaware, United States
- Post Road Equipment Finance, LLC Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Franklin BSP Capital Corp reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $100.6M8 Dec 31, 2025 | $119.1M8 Dec 31, 2024 | −15.5% |
Properties, in its own words
We do not own any real estate or other physical properties materially important to our operation. Our executive offices are located at One Madison Avenue, Suite 1600, New York, NY 10010. We believe that our current office facilities are adequate for our business as we intend to conduct it.
Item 2 of the 10-K filed Mar 16, 2026.5
Leadership
Who has led Franklin BSP Capital Corp, and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
Chief operating officer
- Chief executive officerRichard J. Byrne Jul 1, 2022 to Nov 28, 202212
- PresidentBlair David Faulstich Mar 21, 2024 to Mar 21, 202413
- Chief financial officerNina Kang Baryski Nov 23, 2020 to Nov 23, 202014
- Chief operating officerJamie Robert Smith Feb 9, 2026 to now15
Board members and other officers (11)
- Chief Accounting OfficerKathleen Lauren Oates Aug 5, 2026 to now16
- SecretaryKaitlin Curry Jan 13, 2025 to Jan 13, 202517
- SecretaryMichael Frick Aug 19, 2021 to Aug 19, 202118
- SecretaryLeeor P. Avigdor Nov 23, 2020 to Nov 23, 202019
- OfficerRichard J. Byrne Nov 23, 2020 to Jan 26, 202420
- Board memberDennis M. Schaney Nov 23, 2020 to Nov 23, 202021
- Board memberEdward G. Rendell Nov 23, 2020 to Nov 23, 202022
- Board memberLee S. Hillman Nov 23, 2020 to Nov 23, 202023
- Board memberLeslie D. Michelson Nov 23, 2020 to Jan 26, 202424
- Board memberRichard J. Byrne Nov 23, 2020 to Jan 26, 202420
- Board memberRonald J. Kramer Nov 23, 2020 to Nov 23, 202025
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- 54th Street Equity Holdings, Inc. Delaware4
- FBCC Jupiter Funding, LLC Delaware4
- FBLC Funding I, LLC Delaware4
- FBLC Senior Loan Fund, LLC Delaware4
- Opps X EEF CTB, LLC Delaware4
- Post Road Equipment Finance, LLC Delaware4
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
- Franklin BSP Capital L.L.C.Sep 23, 2020 to Sep 23, 20203
Timeline
- Jul 30, 20268-K Executive or director change26
- Jun 29, 20268-K Shareholder vote27
- May 8, 20268-K Executive or director change28
- Apr 16, 20268-K Entered a material agreement; New debt or obligation29
- Jan 29, 20268-K Executive or director change30
- Oct 3, 20258-K Entered a material agreement; New debt or obligation31
- Sep 29, 20258-K Entered a material agreement32
- Jul 3, 20258-K Entered a material agreement; New debt or obligation33
- Jun 26, 20258-K Shareholder vote34
- Jan 22, 20258-K Entered a material agreement; New debt or obligation35
- Jan 3, 20258-K Entered a material agreement; Ended a material agreement; New debt or obligation36
- Oct 25, 20248-K Other events37
- Jul 1, 2022New chief executive Richard J. Byrne becomes CEO12
- Jan 29, 2020Founded Franklin BSP Capital Corp is founded2
Filings
168 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 44 major events, 11 insider forms, 4 large holders, 1 private raises, 88 other. The latest 20:
- Aug 12, 202610-Q EDGAR
- Aug 5, 20263 EDGAR
- Jul 30, 20268-K CURRENT REPORT EDGAR
- Jul 6, 2026EFFECT EDGAR
- Jul 6, 2026424B3 PROSPECTUS EDGAR
- Jun 29, 20268-K CURRENT REPORT EDGAR
- Jun 26, 2026N-14 8C/A REGISTRATION STATEMENT EDGAR
- Jun 16, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Jun 5, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- May 18, 2026N-14 8C REGISTRATION STATEMENT EDGAR
- May 13, 202610-Q EDGAR
- May 12, 2026SC TO-I/A ISSUER TENDER OFFER STATEMENT EDGAR
- May 8, 20268-K CURRENT REPORT EDGAR
- Apr 28, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Apr 16, 20268-K CURRENT REPORT EDGAR
- Apr 16, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Apr 16, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Apr 14, 2026ARS EDGAR
- Apr 14, 2026DEF 14A PROXY STATEMENT EDGAR
- Apr 1, 2026PRE 14A PROXY STATEMENT EDGAR
The 168 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
7 open-market trades by officers, directors and large owners since October 2021: 7 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Nov 23, 2022 | Byrne Richard JSee Remarks | Buy | 3,308 | $15.00 | $49.6K | Form 4 |
| Sep 30, 2022 | Byrne Richard JSee Remarks | Buy | 7,048 | $15.20 | $107.1K | Form 4 |
| Jul 20, 2022 | Byrne Richard JSee Remarks | Buy | 7,787 | $15.26 | $118.8K | Form 4 |
| May 27, 2022 | Byrne Richard JSee Remarks | Buy | 4,531 | $15.12 | $68.5K | Form 4 |
| May 27, 2022 | Byrne Richard JSee Remarks | Buy | 1,926 | $15.12 | $29.1K | Form 4 |
| Dec 27, 2021 | Byrne Richard JSee Remarks | Buy | 42,619 | $15.39 | $655.9K | Form 4 |
| Dec 27, 2021 | Byrne Richard JSee Remarks | Buy | 42,619 | $15.39 | $655.9K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Ohio StrsSCHEDULE 13G/A, 4 filings Jun 30, 2022 to Jan 8, 202438
Money raised
Private offerings the company reported to the SEC on Form D.
- Jan 7, 2021Raised $156.1 million in a private offering of equity Form D: 1,519 investors so far Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Financial Gravity Companies, Inc. | 62,565 | $842.7K | 0.1% | New |
| Your Advocates Ltd., LLP | 5,198 | $70.0K | 0.0% | New |
| Luminist Capital LLC | 356 | $4.8K | 0.0% | New |
| Main Street Group, LTD | 182 | $2.4K | 0.0% | No change |
| Hantz Financial Services, Inc. | 8,362 | $113 | 0.0% | +19 |
| Vestor Capital, LLC | 487 | $48 | 0.0% | −4,257 |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Franklin BSP Capital Corp is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFranklin BSP Capital Corp1
- CIK0001825248
- Employer ID (EIN)85-29500845
- Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company5
- Incorporated inDelaware5
- Fiscal year endsDecember 311
- Business addressOne Madison Avenue, Suite 1600, New York, NY 100101
- Phone(212) 588-67001
- Shares outstanding133,826,844 as of Aug 6, 202610
- Public float$0 as of Jun 30, 20258
- AuditorErnst & Young LLP, New York, NY PCAOB ID 42; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceSep 23, 20201
- Filings203 in all: 8-K (55), DEFA14A (23), 10-Q (17), 3 (14), 40-APP/A (8), CORRESP (8), 10-K (6), 4 (6)1
All 34 form types
425 (6), DEF 14A (6), 40-17G (5), N-14 8C/A (5), SC TO-I/A (5), 40-APP (4), 424B3 (3), APP WD (3), ARS (3), EFFECT (3), N-14 8C (3), PRE 14A (3), SC TO-I (3), SC 13G/A (2), 10-12G (1), 10-12G/A (1), 4/A (1), 40-17G/A (1), APP NTC (1), APP ORDR (1), D (1), D/A (1), N-54A (1), SC 13G (1), SCHEDULE 13G/A (1), UPLOAD (1)
- Latest filingsAnnual report (10-K) Mar 16, 2026
Quarterly report (10-Q) Aug 12, 2026
Proxy statement (DEF 14A) Apr 14, 2026
Latest 8-K (8-K) Jul 30, 2026
Risk factors and legal proceedings
The risks Franklin BSP Capital Corp names in Item 1A of its 10-K filed Mar 16, 2026: 72 risks under these headings, as written.5
- RISKS RELATED TO OUR ADVISER AND ITS AFFILIATES
- We may be obligated to pay our Adviser incentive compensation even if we incur a net loss due to a decline in the value of our portfolio.
- The time and resources that individuals and the executive officers of our Adviser devote to us may be diverted and we may face additional competition due to the fact that neither our Adviser nor its affiliates are prohibited from raising money for or managing another entity that makes the same types of investments that we target.
- There are significant potential conflicts of interest that could impact our investment returns.
- Our fee structure may induce our Adviser to make speculative investments or incur debt.
- In selecting and structuring investments appropriate for us, our Adviser will consider our investment and tax objectives and those of our stockholders as a whole, not the investment, tax or other objectives of any stockholder individually.
- Our Adviser can resign on 60 days’ notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business, and results of operations.
- Our Administrator can resign on 60 days’ notice, and we may not be able to find a suitable replacement, resulting in a disruption in our operations that could adversely affect our financial condition, business, and results of operations.
- A significant portion of our investment portfolio is recorded at fair value as determined in good faith by our Adviser and, as a result, there is uncertainty as to the value of our portfolio investments.
- Our ability to achieve our investment objective depends on our Adviser’s and its affiliates’ ability to manage and support our investment process. If our Adviser were to lose any members of its senior management team, our ability to achieve our investment objective could be significantly harmed.
- Because our business model depends, to a significant extent, upon relationships with investment banks, business brokers, loan syndication and trading desks, and commercial banks, the inability of our Adviser to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business.
- RISKS RELATED TO BUSINESS DEVELOPMENT COMPANIES
The other 62 risks
- Our failure to invest a sufficient portion of our assets in qualifying assets could result in our failure to maintain our status as a BDC.
- Failure to maintain our status as a BDC would reduce our operating flexibility.
- Regulations governing our operation as a BDC and RIC will affect our ability to raise, and the way in which we raise, additional capital or borrow for investment purposes, which may have an effect on our growth.
- Our ability to enter into transactions with our affiliates is restricted.
- We are uncertain of our sources for funding our future capital needs; if we cannot obtain debt or equity financing on acceptable terms, our ability to acquire investments and to expand our operations will be adversely affected.
- RISKS RELATED TO OUR INVESTMENTS
- Our investments in portfolio companies may be risky, and we could lose all or part of our investment.
- Second Lien, or Other Subordinated Loans or Debt.
- Investments in Privately Held Companies.
- Term Loans, Delayed Draw Term Loans, or Revolvers.
- Financially Troubled Companies.
- Our investments are subject to interest rate risk.
- Our debt investments are subject to prepayment or refinancing risk.
- Our investments are generally subject to credit risk.
- We and our investments are subject to risks associated with non-U.S. investing.
- The lack of liquidity in our investments may adversely affect our business.
- Changes in interest rates may affect our cost of capital and net investment income.
- We may from time to time incur contingent liabilities in connection with an investment that may adversely affect us.
- We generally will not control our portfolio companies and may co-invest with third-parties.
- Investments in a portfolio company, whether debt, equity, or a combination thereof, may lead to receiving material non-public information or obtaining “control” of the target company. The ability to exit an investment where we have material non-public information or control could be limited and could result in a realized loss on the investment.
- We may be subject to allegations of lender liability.
- We may be subject to risks due to borrower fraud.
- We are subject to U.S. federal and state and applicable foreign laws enacted for the protection of creditors.
- Our investment activities may subject us to the normal risks of becoming involved in litigation by third parties.
- The effect of global climate change may impact the operations of our portfolio companies.
- We may not have the funds or ability to make additional investments in our portfolio companies.
- We may concentrate our investments in companies in a particular industry or industries.
- We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer.
- RISKS RELATED TO DEBT FINANCING
- We have entered into revolving credit facilities that contain various covenants which, if not complied with, could accelerate repayment under such credit facilities, thereby materially and adversely affecting our liquidity, financial condition, results of operations and our ability to pay distributions to our stockholders.
- Because we borrow money, the potential for gain or loss on amounts invested in us will be magnified and may increase the risk of investing in us.
- RISKS RELATING TO OUR CORPORATE STRUCTURE, COMMON STOCK AND PREFERRED STOCK
- Shares of our Common Stock will not be listed on an exchange or quoted through a quotation system for the foreseeable future, if ever. Therefore, stockholders will have limited liquidity and may not receive a full return of their invested capital if they tender shares of our Common Stock.
- We are not obligated to complete a liquidity event by a specified date; therefore, it will be difficult to sell shares of our Common Stock.
- Our stockholders may experience dilution in their ownership percentage, which could reduce the overall value of their investment.
- Under the terms of our charter, our Board of Directors is authorized to issue shares of preferred stock with rights and privileges superior to common stockholders without common stockholder approval.
- Provisions of the Delaware General Corporation Law and of our certificate of incorporation and bylaws could deter takeover attempts.
- The issuance of shares of our Series A Preferred Stock, par value $0.001 per share dilutes the relative voting power and ownership of holders of our Common Stock.
- Our Series A Preferred Stock may be unrated securities.
- Our Series A Preferred Stock is subordinate to our existing and future indebtedness.
- Holders of our Series A Preferred Stock bear dividend risk.
- U.S. FEDERAL INCOME TAX RISKS
- We may be subject to corporate-level U.S. federal taxes if we fail to maintain our qualification as a RIC.
- We may have difficulty paying our required distributions if we recognize income before or without receiving cash representing such income.
- You may receive shares of our Common Stock as distributions which could result in adverse tax consequences to you.
- You may have current tax liability on distributions you elect to reinvest in our Common Stock but would not receive cash from such distributions to pay such tax liability.
- If we do not qualify as a “publicly offered regulated investment company,” as defined in the Code, stockholders will be taxed as though they received a distribution of some of our expenses and may be limited in the ability to deduct such expenses.
- RISKS RELATING TO THE MERGERS
- We may be unable to realize the benefits anticipated by the Mergers, including estimated cost savings, or it may take longer than anticipated to achieve such benefits.
- GENERAL RISK FACTORS
- Political, social and economic uncertainty creates and exacerbates risks.
- The capital markets are currently in a period of disruption and economic uncertainty. Such market conditions have adversely affected debt and equity capital markets, which have had, and may continue to have an impact on our business and operations.
- Inflation and supply chain risk could adversely impact our portfolio companies and our results of our operations.
- Uncertainty with respect to the financial stability of the United States could have a significant adverse effect on our business, financial condition and results of operations.
- The amount of any distributions we pay is uncertain. Our distributions to our stockholders may exceed our earnings. Therefore, portions of the distributions that we pay may represent a return of capital which will lower a stockholder’s tax basis in its shares and reduce the amount of funds we have for investment in targeted assets. A return of capital is a return of the initial investment in the Company rather than earnings or gains derived from our investment activities. We may not be able to pay distributions, and our distributions may not grow over time.
- Price declines in the large corporate leveraged loan market may adversely affect the fair value of debt securities we hold, reducing our NAV through increased net unrealized depreciation.
- We may face increasing competition for investment opportunities, which could delay deployment of our capital, reduce returns and result in losses.
- Our business and operations could be affected if we become subject to any securities litigation or stockholder activism, which could cause us to incur significant expense, hinder execution of investment strategy and impact our NAV.
- Our Board of Directors may change our operating policies and strategies without prior notice or stockholder approval, the effects of which may be adverse.
- New or modified laws or regulations governing our operations may adversely affect our business.
- We are subject to risks related to corporate social responsibility.
- Efforts to comply with the Sarbanes-Oxley Act will involve significant expenditures, and non-compliance with the Sarbanes-Oxley Act may adversely affect us.
- We may experience fluctuations in our quarterly results.
- Terrorist attacks, acts of war, global or regional conflicts (such as those in the Middle East, Central and South America and Eastern Europe), natural disasters, disease outbreaks or pandemics may impact our portfolio companies and harm our business, operating results and financial condition.
- Future disruptions or instability in capital markets could impact our ability to raise capital, and have a material adverse effect on our business, financial condition, and results of operations.
- We are highly dependent on information systems and systems failures or interruption could significantly disrupt our business, which may, in turn, affect the value of our Common Stock and our ability to pay dividends and other distributions.
- Our business could suffer in the event our Adviser or any other party that provides us with services essential to our operations experiences system failures or cyber-incidents or a deficiency in cybersecurity.
- We could potentially be involved in litigation arising out of our operations in the normal course of business.
Legal proceedings
As of December 31, 2025, we were not party to any material pending legal proceeding, and no such material proceedings are known to be contemplated. However, from time to time, we may be party to certain legal proceedings incidental to the normal course of our business including the enforcement of our rights under the contracts with our portfolio companies. Third parties may also seek to impose liability on us in connection with the activities of our portfolio companies.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 13SEC EDGARBlair David Faulstich, President
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- 17SEC EDGARKaitlin Curry, Secretary
- 18SEC EDGARMichael Frick, Secretary
- 19SEC EDGARLeeor P. Avigdor, Secretary
- 20SEC EDGARRichard J. Byrne, Officer
- 21SEC EDGARDennis M. Schaney, Board member
- 22SEC EDGAREdward G. Rendell, Board member
- 23SEC EDGARLee S. Hillman, Board member
- 24SEC EDGARLeslie D. Michelson, Board member
- 25SEC EDGARRonald J. Kramer, Board member
- 26SEC EDGARExecutive or director change
- 27SEC EDGARShareholder vote
- 28SEC EDGARExecutive or director change
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- 30SEC EDGARExecutive or director change
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- 32SEC EDGAREntered a material agreement
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- 34SEC EDGARShareholder vote
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- 37SEC EDGAROther events
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