| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SLRC | Common Stock | Options Exercise | -203K | -5.32% | 3.6M | Mar 13, 2024 | See Footnotes | F1, F2, F3, F4, F5, F6 | ||
| transaction | SLRC | Common Stock | Award | +203K | +5.62% | 3.8M | Mar 13, 2024 | See Footnotes | F1, F2, F3, F4, F5, F6, F7 | ||
| holding | SLRC | Common Stock | 228K | Mar 13, 2024 | Direct |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | SLRC | Restricted Stock Units | Options Exercise | $0 | -203K | -59.4% | $0.00 | 138K | Mar 13, 2024 | Common Stock | 203K | See Footnote | F1, F8 | |
| transaction | SLRC | Restricted Stock Units | Award | $0 | -405K | -50% | $0.00 | 405K | Mar 13, 2024 | Common Stock | 405K | See Footnote | F1, F9 |
| Id | Content |
|---|---|
| F1 | Pursuant to the SEC staff no-action letters to Carlyle GMS Finance, Inc. (pub. Avail. Oct. 8, 2015) and to Babson Capital Management LLC (pub. Avail. Dec. 14, 2006), an employee benefit plan sponsored by an investment adviser (or an affiliated person of an investment adviser) to a closed-end investment company that has elected to be regulated as a business development company or to a closed-end investment company registered under the Investment Company Act of 1940, as amended, respectively, in either case that offers plan participants equity securities of such investment company is considered an "employee benefit plan sponsored by the issuer" for the purposes of Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
| F2 | Michael S. Gross and Bruce J. Spohler, as administrators of the Solar Capital Partners Employee Stock Plan, LLC (the "SCP Plan"), elected to settle 202,577.3852 restricted stock units ("RSUs") previously granted to employees by paying their cash value as contemplated by the RSUs, which cash settlement may be deemed to be a purchase of the shares underlying the previously granted RSUs. The shares that may be deemed to have been acquired were previously reported as beneficially owned due to Mr. Gross's partial pecuniary interest as described in footnotes 3, 4, 5 and 6. The settlement was approved in advance in accordance with Rule 16b-3. |
| F3 | The total includes 845,452 shares of SLR Investment Corp. (the "Issuer") held by the Solar Capital Partners Employee Stock Plan, LLC (the "SCP Plan"). The SCP Plan is controlled by SLR Capital Partners, LLC ("SLR Capital Partners"). Messrs. Michael S. Gross and Bruce J. Spohler may be deemed to indirectly beneficially own a portion of the shares held by the SCP Plan by virtue of their collective ownership interest in SLR Capital Partners. |
| F4 | (Continued from Footnote (3)) In addition, the total includes 1,285,013 shares of the Issuer held by Solar Capital Investors, LLC ("Solar Capital I") and 715,000 shares of the Issuer held by Solar Capital Investors II, LLC ("Solar Capital II"), a portion of each of which may be deemed to be indirectly beneficially owned by Mr. Gross, a grantor retained annuity trust (the "GRAT") setup by and for Mr. Gross and for which he serves as trustee, and Mr. Spohler. Also, 355,107 shares of the Issuer are held by Solar Senior Capital Investors, LLC ("Solar Senior Investors") and 77 shares of the Issuer are held by SLR Capital Management, LLC ("SLR Management"), a portion held by each entity may be deemed to be indirectly beneficially owned by Mr. Gross and Mr. Spohler. |
| F5 | (Continued from Footnote (4)) The total indirect ownership also includes 117,617 shares of the Issuer held by certain trusts for the benefit of family members for which Mr. Gross serves as trustee (the "Family Trusts"). Mr. Gross may be deemed to directly beneficially own these shares by virtue of his control with respect to the Family Trusts. The total includes 334,428 shares of the Issuer held by the GRAT. |
| F6 | (Continued from Footnote (5)) In addition, the total includes 152,166 shares of the Issuer directly held by Mr. Gross' profit sharing plan (the "Profit Sharing Plan"). Mr. Gross may be deemed to directly beneficially own these shares as the sole participant in the Profit Sharing Plan and as trustee and immediate family member of the Family Trusts. Mr. Gross disclaims beneficial ownership of any of the Issuer's securities directly held by the SCP Plan, Solar Capital I, Solar Capital II, Solar Senior Investors, SLR Management or the Family Trusts except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Gross is the beneficial owner of such securities for purposes of Section 16 or any other purpose. |
| F7 | These 3,804,860 shares of the Issuer are the same number of shares held prior to the settlement of RSUs in cash because this transaction may only be a deemed acquisition for purposes of Section 16. No new shares of the Issuer were actually acquired as a result of the settlement of the 202,577.3852 RSUs. |
| F8 | RSUs with respect to 202,577.3852 shares held by the SCP Plan granted to certain of SLR Capital Partners's employees on March 2, 2021 and December 7, 2022 settled on March 13, 2024. RSUs may be settled in shares of the Issuer's common stock or the cash value thereof on a one-for-one basis at the election of the SCP Plan administrators, Messrs. Gross and Spohler. The administrators elected to settle the vested portion in cash. Messrs. Gross and Spohler may be deemed to beneficially own the shares held by the SCP Plan by virtue of their collective ownership interest in SLR Capital Partners. |
| F9 | Grants of new restricted stock units ("RSUs") with respect to 405,313.3852 shares held by the SCP Plan to certain of SLR Capital Partners's employees pursuant to Restricted Stock Unit Agreements, dated March 13, 2024. Shares of the common stock of the Issuer underlying the RSUs are scheduled to vest in installments of 50% on the latter of March 1, 2026 and the date of the opening of the trading window and 50% on the latter of March 1, 2027 and the date of the opening of the trading window. Upon settlement, the RSUs will become payable on a one-for-one basis in shares of the Issuer's common stock or the cash value thereof at the election of the SCP Plan administrators, Messrs. Gross and Spohler. |
Co-Chief Executive Officer, President, Chairman of the Board