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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. ¨

 

 

 

 

 

 

Item 8.01.Other Events.

 

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 9.01Financial 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