UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): August 7, 2025 (
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Item 2.02. Results of Operations and Financial Condition.
Quarterly Base Distribution
The board of directors (the “Board”) of CĪON Investment Corporation (“CION”) has delegated to CION’s executive officers the authority to determine the amount, record dates, payment dates and other terms of distributions to shareholders, which will be ratified by the Board on a quarterly basis.
On August 4, 2025, CION’s co-chief executive officers declared a quarterly base distribution of $0.36 per share for the third quarter of 2025 payable on September 16, 2025 to shareholders of record as of September 2, 2025. A copy of the press release announcing the foregoing is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Q2 2025 Financial Results
On August 7, 2025, CION issued a press release announcing its financial results for the second quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
In connection with its conference call to be held on August 7, 2025 to discuss its financial results for the second quarter ended June 30, 2025, CION has provided an accompanying slide presentation in the Investor Resources section of its website at www.cionbdc.com. A copy of the presentation is also attached hereto as Exhibit 99.2 and incorporated by reference herein.
The information disclosed under this Item 2.02, including Exhibits 99.1 and 99.2 hereto, is being “furnished” and shall not be deemed “filed” by CION 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, and shall not be deemed incorporated by reference into any filing under 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 information in Item 2.02 of this Current Report on Form 8-K is incorporated by reference into this Item 7.01.
Item 8.01. Other Events.
Renewal of Investment Advisory Agreement and Administration Agreement
On August 5, 2025, the Board, including a majority of the Board who are not interested persons, approved the renewal of the (i) second amended and restated investment advisory agreement with CION Investment Management, LLC (“CIM”), and (ii) administration agreement with CIM, each for a period of twelve months commencing August 9, 2025.
Increase in Authorized Amount of Share Repurchase Policy
On August 5, 2025, the Board, including a majority of the Board who are not interested persons, increased the amount of shares of CION’s common stock that may be repurchased under CION’s existing share repurchase policy by $20 million to up to an aggregate of $80 million.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| 99.1 | Press Release dated August 7, 2025. |
| 99.2 | CĪON Investment Corporation Second Quarter 2025 Earnings Presentation. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CĪON Investment Corporation
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| Date: | August 7, 2025 | By: | /s/ Michael A. Reisner |
| Co-Chief Executive Officer | |||