N-CSRS 1 tm2617077d1_ncsrs.htm N-CSRS

 

 

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED 

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act File Number: 811-23994

 

Eagle Point Defensive Income Trust 

(Exact name of registrant as specified in charter)

 

600 Steamboat Road, Suite 202 

Greenwich, CT 06830 

(Address of principal executive offices) (Zip code)

 

Thomas P. Majewski 

c/o Eagle Point Defensive Income Trust 

600 Steamboat Road, Suite 202 

Greenwich, CT 06830 

(Name and address of agent for service)

 

Copies to

 

Thomas J. Friedmann 

Alexander C. Karampatsos

Dechert LLP

One International Place, 40th Floor 

100 Oliver Street 

Boston, MA 02110

(617) 728-7120

 

Registrant’s telephone number, including area code: (203) 340-8500

 

Date of fiscal year end: September 30

 

Date of reporting period: March 31, 2026

 

 

 

 

 

 

Item 1. Report to Stockholders

 

The Semiannual Report to shareholders of Eagle Point Defensive Income Trust for the six months ended March 31, 2026, is filed herewith.

 

 

 

 

  

 

 

 

 

 

Eagle Point Defensive Income Trust

Semi-Annual Report – March 31, 2026

  

 

Table of Contents

 

Important Information 3
Summary of Certain Unaudited Portfolio Characteristics 4
Statement of Assets and Liabilities 5
Schedule of Investments 6
Statement of Operations 13
Statements of Changes in Net Assets 14
Statement of Cash Flows 15
Notes to Financial Statements 16
Financial Highlights 34
Supplemental Information 35
Additional Information 36

 

 

 

 

 

IMPORTANT INFORMATION ABOUT THIS REPORT AND EAGLE POINT DEFENSIVE INCOME TRUST

This report is transmitted to the shareholders of Eagle Point Defensive Income Trust (“we,” “us,” “our” or the “Fund”) and is furnished pursuant to certain regulatory requirements. This report and the information and views herein do not constitute investment advice or a recommendation or an offer to enter into any transaction with the Fund or any of its affiliates. This report is provided for informational purposes only, does not constitute an offer to sell securities of the Fund or a solicitation of an offer to purchase any such securities and is not a prospectus. From time to time, the Fund may have a registration statement relating to one or more of its securities on file with the SEC. Any registration statement that has not yet been declared effective by the SEC, and any prospectus relating thereto, is not complete and may be changed. Any securities that are the subject of such a registration statement may not be sold until the registration statement filed with the SEC is effective.

 

The information and its contents are the property of Eagle Point Defensive Income Management LLC (the “Adviser”) and/or the Fund. Any unauthorized dissemination, copying or use of this presentation is strictly prohibited and may be in violation of law. This presentation is being provided for informational purposes only.

 

Investors should read the Fund’s prospectus and SEC filings (which are publicly available on the EDGAR Database on the SEC website at www.sec.gov) carefully and consider their investment goals, time horizons and risk tolerance before investing in the Fund. Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing in securities of the Fund. There is no guarantee that any of the goals, targets or objectives described in this report will be achieved.

 

An investment in the Fund is not appropriate for all investors. The investment program of the Fund is speculative, entails substantial risk and includes investment techniques not employed by traditional mutual funds. An investment in the Fund is not intended to be a complete investment program. Past performance is not indicative of, or a guarantee of, future performance. The performance and certain other portfolio information quoted herein represents information as of March 31, 2026. Nothing herein should be relied upon as a representation as to the future performance or portfolio holdings of the Fund. Investment return and principal value of an investment will fluctuate, and shares, when sold, may be worth more or less than their original cost. The Fund’s performance is subject to change since the end of the period noted in this report and may be lower or higher than the performance data shown herein.

 

To provide some liquidity to shareholders, the Fund will conduct quarterly repurchase offers for a limited amount of the Fund’s shares (at least 5%). The offer to purchase between 5% and 25% of shares outstanding at net asset value on a quarterly basis is a fundamental policy that may not be changed without the vote of the holders of a majority of the Fund’s outstanding voting securities. An investment in the Fund is suitable only for investors who can bear the risks associated with the limited liquidity of the Fund’s shares and should be viewed as a long-term investment. The Fund’s shares will not be publicly traded, and an investor should not expect to be able to sell shares regardless of how the Fund performs.

 

Neither the Adviser nor the Fund provides legal, accounting or tax advice. Any statement regarding such matters is explanatory and may not be relied upon as definitive advice. Investors should consult with their legal, accounting and tax advisers regarding any potential investment. The information presented herein is as of the dates noted herein and is derived from financial and other information of the Fund, and, in certain cases, from third-party sources and reports (including reports of third-party custodians, CLO managers and trustees) that have not been independently verified by the Fund. As noted herein, certain of this information is estimated and unaudited, and therefore subject to change. We do not represent that such information is accurate or complete, and it should not be relied upon as such.

 

Forward-Looking Statements

This report may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this report may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the Fund’s filings with the SEC. The Fund undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this report.

  

3

 

 

  

The summary of portfolio characteristics is reflected below as of March 31, 2026:

 

Portfolio Breakdown1

 

 

 

Top Ten Investments by Fair Value

 

Issuer  Asset Type  Fair Value   % of Assets 
Senior Credit Corp 2022 LLC  Senior Unsecured Note  $10.6   5.6%
Nexus Apex Holdings, LLC  Senior Secured Loan  $7.9   4.2%
Metropolitan Levered Partners Fund VIII LP  Senior Secured Loan  $6.3   3.3%
ASPF II 2022-I, L.P.  Senior Secured Rated Feeder Fund Debt  $5.5   2.9%
CION Investment Corporation  Senior Unsecured Note  $5.4   2.8%
Metropolitan Leverage Partners Fund VII LP  Senior Secured Loan  $5.3   2.8%
Senior Credit Corp 2022 LLC  Common Equity  $4.9   2.6%
Waterfall Eden Master Fund LTD  Senior Secured Loan  $4.9   2.6%
Invesco Senior Secured Management  Preferred Stock  $4.8   2.6%
Granite Point Mortgage Trust Inc.  Preferred Stock  $4.4   2.3%
Total     $60.0   31.7%

  

Dollar amounts in millions.

 

Notes 

(1)   The summary of portfolio investments shown is based on the fair value of the underlying positions as of March 31, 2026.

  

4

 

 

  

ASSETS     
Investments, at fair value:     
Affiliated investments, at fair value (Cost $15,781,171)  $15,522,502 
Unaffiliated investments, at fair value (Cost $163,852,450)   164,439,296 
Total investments (Cost $179,633,621)   179,961,798 
Cash and cash equivalents   6,404,801 
Interest and dividends receivable:     
Affiliated investments   77,681 
Unaffiliated investments   3,487,562 
Total interest and dividends receivable   3,565,243 
Receivable for investments sold   9,998 
Deferred offering costs   8,885 
Prepaid expenses   29,639 
Total assets   189,980,364 
      
LIABILITIES     
Series A Term Preferred Shares due 2028, less unamortized deferred issuance costs of $421,327 (35,000 shares outstanding) (Note 7 )   34,578,673 
Borrowings under Revolving Credit Facility (less unamortized deferred financing costs of $204,088) (Note 6)   30,181,678 
Investments sold under participation agreement (Note 2)   2,238,724 
Interest payable   546,524 
Professional fees payable   258,236 
Administration fees payable   98,748 
Trustees’ fees payable   64,033 
Transfer agent fees payable   3,245 
Payable for securities purchased   2,869 
Unfunded investment commitments, at fair value   74,181 
Other expenses payable   488,282 
Total liabilities   68,535,193 
      
COMMITMENTS AND CONTINGENCIES (Note 9)     
NET ASSETS applicable to common shares, unlimited shares authorized  $121,445,171 
      
NET ASSETS consist of:     
Paid-in capital (Note 5)  $99,689,869 
Aggregate distributable earnings (losses)   21,755,302 
Total Net Assets  $121,445,171 
      
Shares issued and outstanding   10,010,000 
Net asset value per share  $12.13 

 

See accompanying notes to the financial statements

 

5

 

 

  

       Principal         
   Acquisition   Amount/         
Issuer/Investment(1)  Date(2)   Shares   Cost   Fair Value(3) 
Investments at Fair Value - 148.18% of Net Assets(4)                
Collateralized Fund Obligation Equity - 6.58% of Net Assets                
United States                
Structured Finance                
ALP CFO 2024, L.P.                
Subordinated Note (effective yield 38.50%, maturity 10/15/2036)(5),(6),(7)   10/21/2024  $814,000‌  $814,000‌  $705,944‌ 
ALP CFO 2025, L.P.                
Subordinated Note (effective yield 39.04%, maturity 07/15/2037)(5),(6),(7)   7/30/2025   1,896,000‌   1,896,000‌   1,680,575‌ 
Coller Private Equity Backed Notes & Loans II-A L.P.                
Preferred Equity (effective yield 21.86%, maturity 04/30/2037)(5),(6),(7),(8)   7/28/2025   1,577,846‌   1,577,846‌   1,435,920‌ 
Glendower Capital Secondaries CFO, LLC                
Subordinated Loan (effective yield 10.54%, maturity 07/13/2038)(5),(6),(7)   8/06/2024   783,052‌   1,212,531‌   620,159‌ 
PILATUS CFO 1 LLC                
Term Preferred Equity (effective yield 23.20%, maturity 03/20/2041)(5),(6),(7)   3/20/2026   3,550,000‌   3,550,000‌   3,550,000‌ 
Total Collateralized Fund Obligation Equity          9,050,377‌   7,992,598‌ 
                 
Equity Securities - 5.19% of Net Assets                
United States                
Entertainment                
SI Tickets, Inc.                
Common Equity(5),(7),(9)   8/25/2025   120,000‌   352,800‌   344,400‌ 
Financial Services                
Horizon Technology Finance Corporation                
Common Equity  9/24/2025   3,198‌   22,770‌   13,463‌ 
Oxford Lane Capital Corp.                
Common Equity  7/24/2025   91,470‌   1,258,114‌   894,577‌ 
Pasadena Private Lending, Inc.                
Common Equity, Class A-2(5),(7),(9)   12/18/2025   5,340‌   49,889‌   39,543‌ 
Senior Credit Corp 2022 LLC                
Common Equity(10)   8/06/2024   4,548,434‌   5,168,158‌   4,909,489‌ 
XAI Octagon Floating Rate Alternative Income Trust                
Common Equity  9/18/2025   5,729‌   128,827‌   98,424‌ 
Total Financial Services          6,627,758‌   5,955,496‌ 
Total Equity Securities          6,980,558‌   6,299,896‌ 
                 
Loans and Notes - 121.79% of Net Assets                
Singapore                
Financial Services                
FinAccel Pte Ltd                
Senior Secured Loan, Class C Note, 20.00% (due 06/30/2026)(5),(7),(11)   8/06/2024   1,871,174‌   1,875,803‌   1,880,530‌ 
United States                
Entertainment                
SI Tickets, Inc.                
Senior Secured Loan, 10.00% (due 08/30/2026)(5),(7),(8),(11),(12)   11/12/2025   659,402‌   659,402‌   743,146‌ 
SI Tickets, Inc.                
Senior Secured Loan, 10.00% (CD 1M SOFR + 5.75%, due 08/28/2028)(5),(7),(13)   8/25/2025   1,298,803‌   1,247,231‌   1,233,863‌ 
SI Tickets, Inc.                
Senior Secured Loan, 12.50% (CD 1M SOFR + 5.75%, due 08/28/2028)(5),(7),(13)   8/25/2025   1,736,911‌   1,436,501‌   1,650,065‌ 
Total Entertainment          3,343,134‌   3,627,074‌ 
Financial Services                
Adamas Trust Inc.                
Senior Unsecured Note, 9.25% (due 04/01/2031)(11)   1/06/2026   1,551‌   38,155‌   37,906‌ 
Arbor Realty SR Inc.                
Senior Unsecured Note, 7.88% (due 07/15/2030)(7),(11)   1/12/2026   1,075,000‌   985,526‌   994,715‌ 
Axar Master Fund Ltd.                
Senior Secured Loan, 11.00% (due 04/08/2029)(5),(7),(11)   8/06/2024   1,391,864‌   1,380,174‌   1,350,804‌ 

 

See accompanying notes to the financial statements

 

6

 

 

 

      Principal       
   Acquisition  Amount/       
Issuer/Investment(1)  Date(2)  Shares  Cost  Fair Value(3) 
Loans and Notes - 121.79% of Net Assets (continued)                
United States (continued)                
Financial Services (continued)                
Blue Owl Technology Income Corporation                
Senior Unsecured Note, 8.42% (3M SOFR + 4.75%, due 01/15/2029)(5),(7),(13)   8/06/2024  $3,450,000‌   $3,515,199‌  $3,477,600‌ 
BP LPI A-1/A-2 LLC                
Senior Secured Loan, 8.42% (1M SOFR + 4.75%, due 12/22/2031)(5),(7),(13)   12/18/2025   4,137,021‌   4,053,376‌   4,021,184‌ 
BP LPI A-1/A-2 LLC                
Senior Secured Note, 13.67% (1M SOFR + 10.00%, due 12/22/2031)(5),(7),(13)   12/18/2025   1,411,964‌   1,411,964‌   1,400,669‌ 
Braemar Hotels & Resorts Inc.                
Convertible Senior Unsecured Note, 4.50% (due 06/01/2026)(7),(11)   8/06/2024   220,000‌   218,214‌   218,207‌ 
Broadmark Realty Capital Inc.                
Senior Unsecured Note, 5.00% (due 11/15/2026)(7),(11)   8/06/2024   508,000‌   490,797‌   493,549‌ 
BSD Capital Inc.                
Senior Unsecured Note, 6.31% (3M SOFR + 2.66%, due 10/31/2027)(5),(7),(13)   1/16/2025   803,000‌   719,965‌   743,177‌ 
CION Investment Corporation                
Senior Unsecured Note, 8.40% (3M SOFR + 4.75%, due 11/08/2027)(5),(7),(13)   8/06/2024   5,320,000‌   5,308,825‌   5,370,540‌ 
Galway Sustainable Capital, Inc.                
Senior Secured Term Loan, 8.50% (due 03/31/2031)(5),(7),(11)   3/18/2026   1,684,363‌   1,650,940‌   1,650,676‌ 
Great Ajax Operating Partnership L.P.                
Senior Unsecured Note, 9.88% (due 09/01/2027)(7),(11)   5/05/2025   488,000‌   481,679‌   487,505‌ 
Horizon Technology Finance Corporation                
Convertible Senior Unsecured Note, 5.50% (due 09/04/2030)(5),(7),(11)   9/04/2025   798,060‌   736,795‌   713,386‌ 
Invesco CLO Equity Fund 5, L.P.                
Senior Unsecured Note, 9.00% (due 03/14/2035)(5),(7),(8),(11)   3/20/2025   3,786,720‌   3,747,537‌   3,682,963‌ 
Logan Ridge Finance Corporation                
Convertible Senior Unsecured Note, 6.00% (due 04/01/2032)(5),(7),(11)   8/06/2024   160,625‌   158,301‌   158,489‌ 
Metropolitan Financing VII LLC                
Senior Secured Loan, 9.17% (3M SOFR + 5.50%, due 08/12/2026)(5),(7),(13)   8/06/2024   2,336,728‌   2,337,164‌   2,336,728‌ 
Metropolitan Leverage Partners Fund VII LP                
Senior Secured Loan, Tranche 1, 8.70% (3M SOFR + 5.00%, due 03/10/2027)(5),(7),(13)   8/06/2024   5,280,973‌   5,295,289‌   5,280,973‌ 
Metropolitan Leverage Partners Fund VII LP                
Senior Secured Loan, Tranche 2, 8.70% (3M SOFR + 5.00%, due 03/10/2027)(5),(7),(13)   8/06/2024   1,189,693‌   1,192,918‌   1,189,693‌ 
Metropolitan Levered Partners Fund VIII LP                
Senior Secured Loan, 9.70% (3M SOFR + 6.00%, due 02/21/2028)(5),(7),(13)   8/06/2024   1,322,524‌   1,325,318‌   1,328,211‌ 
Metropolitan Levered Partners Fund VIII LP                
Senior Secured Loan, Tranche 1, 9.70% (3M SOFR + 6%, due 02/21/2028)(5),(7),(13)   8/06/2024   6,305,137‌   6,330,512‌   6,332,249‌ 
MGG Offshore Funding IV LLC                
Senior Secured Loan, 9.31% (3M SOFR + 5.65%, due 02/21/2030)(5),(7),(13)   2/20/2025   3,375,000‌   3,288,001‌   3,273,750‌ 
MGG Onshore Funding IV LLC                
Senior Secured Loan, 9.31% (3M SOFR + 5.65%, due 02/04/2030)(5),(7),(13)   1/30/2025   3,375,000‌   3,288,931‌   3,277,125‌ 
Monroe Capital Income Plus Corporation                
Senior Unsecured Note, 9.42% (due 11/15/2028)(5),(7),(11)   8/06/2024   1,670,000‌   1,736,372‌   1,768,530‌ 
Monroe Capital Private Credit Fund 559 LP                
Senior Unsecured Note, 8.63% (due 11/14/2028)(5),(7),(11)   8/06/2024   1,750,000‌   1,748,185‌   1,744,792‌ 
North Haven Private Income Fund LLC                
Senior Unsecured Note, 8.88% (due 08/10/2028)(5),(7),(11)   8/06/2024   1,950,000‌   1,990,696‌   2,022,150‌ 
Pasadena Private Lending, Inc.                
Senior Secured Loan, 14.70% (3M SOFR + 9.75%, due 01/31/2031)(5),(7),(8),(12),(13)   12/18/2025   1,878,000‌   1,731,692‌   1,803,819‌ 
Ready Capital Corporation                
Senior Unsecured Note, 5.50% (due 12/30/2028)(7),(11)   12/27/2024   406,000‌   339,220‌   314,775‌ 
Ready Capital Corporation                
Senior Unsecured Note, 6.20% (due 07/30/2026)(11)   3/11/2025   12,376‌   295,531‌   311,999‌ 

 

See accompanying notes to the financial statements

 

7

 

 

 

       Principal         
   Acquisition   Amount/         
Issuer/Investment(1)  Date(2)   Shares   Cost   Fair Value(3) 
Loans and Notes - 121.79% of Net Assets (continued)                
United States (continued)                
Financial Services (continued)                
Ready Capital Corporation                
Senior Unsecured Note, 7.38% (due 07/31/2027)(7),(11)   7/30/2025  $245,000‌   $234,641‌  $235,480‌ 
Ready Capital Corporation                
Senior Unsecured Note, 9.00% (due 12/15/2029)(11)   12/03/2024   72,898‌   1,681,923‌   1,355,903‌ 
Ready Term Holdings, LLC                
Senior Secured Loan, 10.16% (3M SOFR + 6.50%, due 04/12/2029)(5),(7),(13)   8/06/2024   1,150,000‌   1,137,049‌   1,087,843‌ 
ReadyCap Holdings LLC                
Senior Secured Note, 4.50% (due 10/20/2026)(7),(11)   8/06/2024   219,000‌   214,390‌   214,175‌ 
Sachem Capital Corp.                
Senior Unsecured Note, 6.00% (due 12/30/2026)(11)   8/05/2025   14,511‌   343,603‌   354,069‌ 
Sachem Capital Corp.                
Senior Unsecured Note, 6.00% (due 03/30/2027)(11)   8/05/2025   8,595‌   193,156‌   205,077‌ 
Sachem Capital Corp.                
Senior Unsecured Note, 7.13% (due 06/30/2027)(11)   8/05/2025   5,562‌   125,946‌   131,263‌ 
Sachem Capital Corp.                
Senior Unsecured Note, 8.00% (due 09/30/2027)(11)   8/05/2025   2,715‌   62,151‌   64,508‌ 
Senior Credit Corp 2022 LLC                
Senior Unsecured Note, 8.50% (due 12/05/2028)(10),(11)   8/06/2024   10,613,013‌   10,613,013‌   10,613,013‌ 
Steeprock Real Estate Yield Investors LLC                
Senior Unsecured Note, 9.20% (3M SOFR + 5.50%, due 04/28/2027)(5),(7),(13)   8/06/2024   2,388,000‌   2,365,474‌   2,371,284‌ 
Steeprock Real Estate Yield Investors LLC                
Senior Unsecured Note, Tranche B, 10.20% (3M SOFR + 6.50%, due 04/28/2027)(5),(7),(13)   8/06/2024   2,284,000‌   2,284,214‌   2,290,852‌ 
Velocity Commercial Capital LLC                
Senior Unsecured Note, 9.38% (due 02/15/2031)(7),(11)   1/28/2026   546,000‌   546,000‌   546,285‌ 
Velocity Commercial Capital, LLC                
Senior Secured Note, 9.88% (due 02/15/2029)(7),(11)   8/06/2024   485,000‌   497,195‌   486,805‌ 
Visio - Beach Point Mortgage Trust, LLC                
Senior Unsecured Loan, 10.00% (due 03/17/2030)(5),(7),(11)   3/14/2025   3,363,000‌   3,363,000‌   3,416,808‌ 
Waterfall Eden Master Fund LTD                
Senior Secured Loan, Tranche 2, 9.27% (3M SOFR + 5.58%, due 03/07/2027)(5),(7),(13)   8/06/2024   4,877,383‌   4,858,457‌   4,862,751‌ 
Total Financial Services          84,317,488‌   84,022,280‌ 
Infrastructure                
Circular Services Organics, LLC                
Senior Secured Loan, 10.67% (1M SOFR + 7.00%, due 10/31/2030)(5),(7),(13)   11/26/2025   2,500,000‌   2,458,520‌   2,444,250‌ 
Heritage Energy Holdings, LLC                
Senior Secured Loan, 15.00% (due 06/30/2027)(5),(7),(11),(12)   12/31/2025   1,239,848‌   1,219,365‌   1,215,051‌ 
Integrated Modular Data Centers, LLC                
Senior Secured Loan, 11.00% (due 10/19/2026)(5),(7),(8),(11),(12)   9/22/2025   1,834,676‌   1,834,676‌   1,979,615‌ 
Nexus Apex Holdings, LLC                
Senior Secured Loan, Tranche B-1, 14.70% (1M SOFR + 11.00%, due 02/28/2029)(5),(7),(12),(13)(14)   2/26/2026   7,063,824‌   6,927,767‌   7,929,143‌ 
Nexus Apex Holdings, LLC                
Senior Secured Loan, Tranche B-2, 14.70% (1M SOFR + 11.00%, due 02/28/2029)(5),(7),(12),(13)(14)   2/26/2026   1,450,211‌   1,422,077‌   1,627,862‌ 
Nexus Apex Holdings, LLC                
Senior Secured Loan, Tranche B-3, 14.70% (1M SOFR + 11.00%, due 02/28/2029)(5),(7),(8),(12),(13)   2/26/2026   844,026‌   827,421‌   947,419‌ 
Total Infrastructure          14,689,826‌   16,143,340‌ 
Municipal                
California Municipal Finance Authority                
Environmental Improvement Revenue Bonds (Aymium Williams Project), Series 2022A, 12.25% (due 12/15/2042)(5),(7),(11)   4/03/2025   270,270‌   260,378‌   260,294‌ 

 

See accompanying notes to the financial statements

 

8

 

 

 

       Principal         
   Acquisition   Amount/         
Issuer/Investment(1)  Date(2)   Shares   Cost   Fair Value(3) 
Loans and Notes - 121.79% of Net Assets (continued)                
United States (continued)                
Municipal (continued)                
California Municipal Finance Authority                
Environmental Improvement Revenue Bonds (Aymium Williams Project), Series 2022A, 12.25% (due 12/15/2042)(5),(7),(11)   4/03/2025  $367,568‌   $357,997‌  $354,000‌ 
California Municipal Finance Authority                
Environmental Improvement Revenue Bonds (Aymium Williams Project), Series 2022A, 12.25% (due 12/15/2042)(5),(7),(11)   4/03/2025   180,180‌   173,585‌   173,529‌ 
California Municipal Finance Authority                
Environmental Improvement Revenue Bonds (Aymium Williams Project), Series 2022A, 12.25% (due 12/15/2042)(5),(7),(11)   4/28/2025   846,590‌   846,590‌   815,341‌ 
California Municipal Finance Authority                
Environmental Improvement Revenue Bonds (Aymium Williams Project), Series 2022A, 12.25% (due 12/15/2042)(5),(7),(11)   4/28/2025   65,122‌   65,122‌   62,718‌ 
Total Municipal          1,703,672‌   1,665,882‌ 
Structured Finance                
ALP CFO 2024, L.P.                
Senior Secured CFO Debt, Class B Note, 10.04% (due 10/15/2036)(5),(7),(11)   10/21/2024   1,788,000‌   1,788,000‌   1,825,012‌ 
ALP CFO 2024, L.P.                
Senior Secured CFO Debt, Class C Note, 12.88% (due 10/15/2036)(5),(7),(11)   10/21/2024   2,000,000‌   2,000,000‌   2,035,013‌ 
ALP CFO 2025, L.P.                
Senior Secured CFO Debt, Class C Note, 12.24% (due 07/15/2037)(5),(7),(11)   7/31/2025   917,000‌   917,000‌   916,465‌ 
ALP CFO 2025, L.P.                
Senior Secured CFO Debt, Class M Note, 14.00% (due 07/15/2037)(5),(7),(11)   7/30/2025   1,033,000‌   1,033,000‌   1,056,196‌ 
Ares PBN Finance Co V LLC                
Senior Secured CFO Debt, Class C Loan, 12.16% (3M SOFR + 8.50%, due 12/09/2040)(5),(7),(8),(13)   2/02/2026   131,510‌   131,510‌   130,734‌ 
Ares Secondaries PBN Finance CO IV LLC                
Senior Secured CFO Debt, Class C Loan, 12.49% (3M SOFR + 8.50%, due 04/14/2039)(5),(7),(8),(13)   5/13/2025   342,453‌   342,453‌   340,854‌ 
ASPF II 2022-I, L.P.                
Senior Secured Rated Feeder Fund Debt, Class B-2 Note, 11.35% (due 10/15/2034)(5),(7),(11)   8/06/2024   5,420,178‌   5,426,187‌   5,522,369‌ 
ASPF II 2022-I, L.P.                
Senior Secured Rated Feeder Fund Debt, Class C-2B Note, 15.60% (due 10/15/2034)(5),(7),(11)   8/06/2024   2,981,098‌   2,984,465‌   3,078,847‌ 
Brightwood Capital Offshore Fund V-U RN, LLC                
Senior Secured Rated Feeder Fund Debt, Class B Loan, 9.09% (3M SOFR + 5.25%, due 01/27/2036)(5),(7),(13)   1/27/2025   940,000‌   940,000‌   953,969‌ 
Brightwood Capital Offshore Fund V-U RN, LLC                
Senior Secured Rated Feeder Fund Debt, Class C Loan, 11.34% (3M SOFR + 7.5%, due 01/27/2036)(5),(7),(13)   1/27/2025   1,150,000‌   1,150,000‌   1,155,351‌ 
Brightwood Capital Offshore Fund V-U RN, LLC                
Senior Secured Rated Feeder Fund Debt, Class D Loan, 13.49% (3M SOFR + 9.65%, due 01/27/2036)(5),(7),(13)   1/27/2025   2,158,699‌   2,158,699‌   2,233,426‌ 
CVC Structured Solutions 2, LLC                
Senior Secured CFO Debt, Class C Loan, 12.49% (US CMT 5Y + 8.75%, due 09/03/2040)(5),(7),(8),(13)   9/22/2025   274,832‌   237,755‌   275,469‌ 
Dawson Rated Fund 5-R1 LP                
Senior Secured Rated Feeder Fund Debt, Class B-1 Loan, 10.82% (due 12/15/2032)(5),(7),(11)   8/06/2024   135,107‌   139,054‌   137,941‌ 
Dawson Rated Fund 5-R1 LP                
Senior Secured Rated Feeder Fund Debt, Class C Loan, 14.22% (due 12/15/2032)(5),(7),(11)   8/06/2024   379,010‌   385,548‌   380,554‌ 
Dawson Rated Fund 6-R2 LP                
Senior Secured Rated Feeder Fund Debt, Class B Loan, 9.53% (US CMT 3Y 5Y AVG + 6.00%, due 12/15/2034)(5),(7),(8),(13)   12/16/2024   816,277‌   816,277‌   849,010‌ 

 

See accompanying notes to the financial statements

 

9

 

 

 

       Principal         
   Acquisition   Amount/         
Issuer/Investment(1)  Date(2)   Shares   Cost   Fair Value(3) 
Loans and Notes - 121.79% of Net Assets (continued)                
United States (continued)                
Structured Finance (continued)                
Dawson Rated Fund 6-R2 LP                
Senior Secured Rated Feeder Fund Debt, Class C Loan, 12.68% (US CMT 3Y 5Y AVG + 9.15%, due 12/15/2034)(5),(7),(8),(13)   12/16/2024  $1,636,559‌   $1,636,559‌  $1,690,238‌ 
Dawson Rated Fund 6-R3 LP                
Senior Secured Rated Feeder Fund Debt, Class B Loan, 9.52% (US CMT 3Y 5Y AVG + 6.00%, due 05/15/2035)(5),(7),(8),(13)   4/11/2025   596,225‌   596,225‌   603,738‌ 
Dawson Rated Fund 6-R3 LP                
Senior Secured Rated Feeder Fund Debt, Class C Loan, 12.52% (US CMT 3Y 5Y AVG + 9.00%, due 05/15/2035)(5),(7),(8),(13)   4/11/2025   208,996‌   208,996‌   212,507‌ 
GCM Grosvenor Credit Secondaries Structured Note 2025, LP                
Senior Secured CFO Debt, Class C Note, 11.99% (3M SOFR + 8.00%, due 09/20/2037)(5),(7),(8),(13)   9/22/2025   569,100‌   569,100‌   566,816‌ 
Glendower Capital Secondaries CFO, LLC                
Senior Secured CFO Debt, Class B Loan, 11.50% (due 07/13/2038)(5),(7),(11)   8/06/2024   750,164‌   759,558‌   765,895‌ 
Glendower Capital Secondaries CFO, LLC                
Senior Secured CFO Debt, Class C Loan, 14.50% (due 07/13/2038)(5),(7),(11)   8/06/2024   343,499‌   348,464‌   354,354‌ 
Guggenheim Investments Private Debt Fund IV Rated Note Feeder, LLC                
Senior Secured Rated Feeder Fund Debt, Class C Note, 11.34% (3M SOFR + 7.50%, due 04/10/2039)(5),(7),(8),(13)   4/15/2025   1,792,536‌   1,792,536‌   1,791,998‌ 
MOPAC Issuer, LLC                
Senior Secured CFO Debt, Class C Loan, 11.81% (due 12/30/2050)(5),(7),(8),(11)   12/08/2025   2,430,428‌   2,430,428‌   2,270,620‌ 
NB Blueprint 2025 LLC                
Senior Secured CFO Debt, Class B Loan, 9.74% (due 04/15/2040)(5),(7),(11)   3/28/2025   1,986,000‌   1,986,000‌   1,998,069‌ 
New Mountain Guardian IV Rated Feeder I, Ltd.                
Senior Secured Rated Feeder Fund Debt, Class B Note, 10.87% (3M SOFR + 6.35%, due 08/22/2036)(5),(7),(13)   8/06/2024   421,000‌   419,406‌   436,081‌ 
New Mountain Guardian IV Rated Feeder III Ltd.                
Senior Secured Rated Feeder Fund Debt, Class B Note, 9.42% (3M SOFR + 5.10%, due 08/28/2037)(5),(7),(13)   10/17/2024   970,000‌   970,000‌   992,484‌ 
New Mountain Guardian IV Rated Feeder III Ltd.                
Senior Secured Rated Feeder Fund Debt, Class C Note, 11.82% (3M SOFR + 7.50%, due 08/28/2037)(5),(7),(13)   10/17/2024   1,582,000‌   1,582,000‌   1,576,563‌ 
New Mountain Guardian IV Rated Feeder III Ltd.                
Senior Secured Rated Feeder Fund Debt, Class D Note, 12.34% (3M SOFR + 8.02%, due 08/28/2037)(5),(7),(13)   10/17/2024   2,314,000‌   2,280,475‌   2,269,148‌ 
Vista Credit Partners Fund IV-B, L.P.                
Senior Secured Rated Feeder Fund Debt, Class A-2 Loan, 8.83% (3M SOFR + 5.04%, due 11/30/2034)(5),(7),(8),(13)   2/27/2026   902,000‌   902,000‌   901,991‌ 
Vista Credit Partners Fund IV-B, L.P.                
Senior Secured Rated Feeder Fund Debt, Class B-1 Loan, 10.95% (3M SOFR + 7.16%, due 11/30/2034)(5),(7),(13)   7/21/2025   2,953,531‌   2,953,531‌   2,953,609‌ 
Vista Credit Partners Fund IV-B, L.P.                
Senior Secured Rated Feeder Fund Debt, Class B-2 Loan, 10.95% (3M SOFR + 7.16%, due 11/30/2034)(5),(7),(8),(13)   2/27/2026   299,000‌   299,000‌   298,992‌ 
Total Structured Finance          40,184,226‌   40,574,313‌ 
Total United States          144,238,346‌   146,032,889‌ 
Total Loans and Notes          146,114,149‌   147,913,419‌ 
                 
Preferred Stock - 13.97% of Net Assets                
United States                
Financial Services                
Adamas Trust Inc.                
Preferred Stock, Series F, 6.88%(11)   8/27/2025   13,897‌   314,899‌   326,301‌ 
Adamas Trust Inc.                
Preferred Stock, Series M, 11.28%(11)   7/01/2025   3,371‌   83,508‌   82,455‌ 

 

See accompanying notes to the financial statements

 

10

 

 

        Principal           
   Acquisition    Amount/           
Issuer/Investment(1)  Date(2)    Shares    Cost    Fair Value(3) 
Preferred Stock - 13.97% of Net Assets (continued)                   
United States (continued)                       
Financial Services (continued)                       
Arbor Realty Trust Inc.                       
Preferred Stock, Series F, 6.25%(11)   1/27/2025    $23,791‌    $510,068‌    $518,406‌ 
Granite Point Mortgage Trust Inc.                       
Preferred Stock, 7.00%(11)   8/06/2024     241,240‌     3,921,628‌     4,378,506‌ 
Invesco Senior Secured Management                       
Preferred Stock, 8.00% (due 06/16/2031)(5),(7),(11)   8/06/2024     4,846,902‌     4,959,831‌     4,844,961‌ 
IQHQ, Inc.                       
Preferred Stock, Series D-1, 10.50%(5),(7),(11)   8/06/2024     4,000‌     4,091,075‌     3,933,000‌ 
KKR Real Estate Finance Trust Inc.                       
Preferred Stock, 6.50%(11)   12/05/2025     2,532‌     44,306‌     43,753‌ 
National Healthcare Properties, Inc.                       
Preferred Stock, 7.38%(11)   7/08/2025     493‌     8,892‌     9,367‌ 
National Healthcare Properties, Inc.                       
Preferred Stock, Series B, 7.12%(11)   7/09/2025     5,556‌     89,202‌     103,453‌ 
Pasadena Private Lending, Inc.                       
Convertible Preferred Stock, Class C-2, 10.00% (due 12/22/2031)(5),(7),(11)   12/18/2025     5,340‌     185,071‌     173,855‌ 
Pasadena Private Lending, Inc.                       
Preferred Stock, Class D, 15.00% (due 04/20/2031)(5),(7),(11),(12)   10/17/2025     960‌     902,345‌     903,830‌ 
Ready Capital Corporation                       
Preferred Stock, Series E, 6.50%(11)   3/03/2025     8,211‌     124,538‌     83,177‌ 
Rithm Property Trust Inc.                       
Preferred Stock, 9.88%(11)   2/27/2025     62,576‌     1,549,221‌     1,557,830‌ 
Sachem Capital Corp.                       
Preferred Stock, Series A, 7.75%(11)   8/05/2025     133‌     2,116‌     2,328‌ 
Total Preferred Stock               16,786,700‌     16,961,222‌ 
                        
Warrants - 0.65% of Net Assets                       
Singapore                       
Financial Services                       
FinAccel Pte Ltd                       
Equity Warrant(5),(7),(9),(12)   8/06/2024     12,235‌     503,588‌     574,653‌ 
FinAccel Pte Ltd                       
Equity Warrant(5),(7),(9)   8/06/2024     3,471‌     82,402‌     128,250‌ 
Total Singapore               585,990‌     702,903‌ 
United States                       
Financial Services                       
Pasadena Private Lending, Inc.                       
Equity Warrant(5),(7),(9)   10/20/2025     12,400‌     115,847‌     91,760‌ 
Total Warrants               701,837‌     794,663‌ 
Total investments at fair value as of March 31, 2026               179,633,621‌     179,961,798 
                        
Liabilities at Fair Value - (0.06%) of Net Assets(4)                       
                        
Unfunded Loan Commitments - (0.06)% of Net Assets                       
United States                       
Financial Services                       
Pasadena Private Lending, Inc. (Unfunded)                       
Senior Secured Loan, 14.70% (3M SOFR + 9.75%, due 01/31/2031)(7),(8),(13)   12/18/2025     (1,878,000)    –‌     (74,181) 
Total Unfunded Loan Commitments               –‌     (74,181‌) 
Total Liabilities at Fair Value as of March 31, 2026               –‌     (74,181)

 

See accompanying notes to the financial statements

 

11

 

 

 

       Principal         
   Acquisition   Amount/         
Issuer/Investment(1)  Date(2)   Shares   Cost   Fair Value(3) 
Unfunded Loan Commitments - (0.06)% of Net Assets (continued)                    
United States (continued)                    
Financial Services (continued)                    
Net assets above (below) investments at fair value and unfunded loan commitments at fair value                  (58,442,446)
                     
Net Assets as of March 31, 2026                 $121,445,171 

 

(1)Unless otherwise noted, the Fund is neither affiliated with, nor does it “control” (as such term is defined in the Investment Company Act of 1940, as amended(the “1940 Act”)), any of the issuers listed. In general, under the 1940 Act, the Fund would be presumed to “control” an issuer if it owned 25% or more of its voting securities.
(2)Acquisition date represents the initial date of purchase or the date the investment was acquired by the Fund.
(3)Fair value is determined by the Adviser in accordance with written valuation policies and procedures, subject to oversight by the Fund’s Board of Trustees, in accordance with Rule 2a-5 under the 1940 Act.
(4)Country represents the principal country of risk where the investment has exposure.
(5)Classified as Level III investment.
(6)Collateralized fund obligation equity investments are entitled to recurring distributions which are generally equal to the remaining cash flow of payments made by underlying assets less contractual payments to debt holders and fund expenses. The effective yield is estimated based on the current projection of the amount and timing of these recurring distributions in addition to the estimated amount of terminal principal payment. The effective yield and investment cost may ultimately not be realized.

(7)Securities exempt from registration under the Securities Act of 1933, and are deemed to be “restricted securities”. As of March 31, 2026, the aggregate fair value of these securities is $153.9 million, or 126.69% of the Fund’s net assets.
(8)This investment has an unfunded commitment as of March 31, 2026.
(9)Non-income producing security.
(10)This investment is an affiliated investment as defined under the 1940 Act, which represents investments in which the Fund owns 5% or more of the outstanding voting securities under common ownership or control. Refer to Note 5 “Related Party Transactions” for further discussion.
(11)Fixed rate investment.
(12)As of March 31, 2026, the investment includes interest income capitalized as additional investment principal, referred to as “PIK” interest. The PIK interest rate represents the interest rate at payment date when PIK interest is received.
(13)Variable rate investment. Interest rate shown reflects the rate in effect at the reporting date. Investment description includes the reference rate and spread.
(14)The Fund sold a participation interest in the following investment that did not qualify as a “sale” in accordance with U.S. generally accepted accounting principles. The Fund recorded a liability titled “Investments sold under participation agreements, at fair value”, in the accompanying Consolidated Statement of Assets and Liabilities.

 

Reference Key:

SOFR  Secured Overnight Financing Rate 
US CMT  U.S. Constant Maturity Treasury Yield

 

See accompanying notes to the financial statements

 

12

 

 

 

INVESTMENT INCOME    
Interest income:    
Affiliated investments  $456,065 
Unaffiliated investments   7,915,262 
Total interest income   8,371,327 
Dividend income:     
Affiliated investments   916,329 
Unaffiliated investments   1,026,416 
Total dividend income   1,942,745 
Other income   44,317 
Total investment income   10,358,389 
      
EXPENSES     
Interest expense   2,231,237 
Management fee   1,303,853 
Incentive fee   928,772 
Professional fees   332,844 
Administration fees   166,632 
Organizational expenses   74,465 
Trustees’ fees   42,733 
Amortization of offering costs   33,107 
Interest expense on investments sold under participation agreement   20,342 
Transfer agent fees   11,260 
Other expenses   57,670 
Total expenses   5,202,915 
      
Management fee voluntarily waived by the Adviser (Note 4)   (1,303,853)
Incentive fee voluntarily waived by the Adviser (Note 4)   (928,772)
Net expenses   2,970,290 
      
NET INVESTMENT INCOME   7,388,099 
      
NET REALIZED GAIN (LOSS) FROM INVESTMENTS:     
Affiliated investments    
Unaffiliated investments   1,354,706 
Net realized gain (loss) from investments   1,354,706 
      
NET CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON INVESTMENTS:     
Affiliated investments   115,439 
Unaffiliated investments   (1,037,710)
Net change in unrealized appreciation (depreciation) on investments   (922,271)
NET REALIZED AND UNREALIZED GAIN (LOSS)   432,435 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS  $7,820,534 

 

See accompanying notes to the financial statements

 

13

 

 

 

       For the 
   For the six   year ended 
   months ended   September 30, 
   March 31, 2026   2025 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS:          
Net investment income  $7,388,099   $12,940,568 
Net realized gain (loss) on affiliated investments        
Net realized gain (loss) on unaffiliated investments   1,354,706    268,511 
Net change in unrealized appreciation (depreciation) on affiliated investments   115,439    (276,090)
Net change in unrealized appreciation (depreciation) on unaffiliated investments   (1,037,710)   680,989 
Total net increase (decrease) in net assets resulting from operations   7,820,534    13,613,978 
           
DISTRIBUTIONS TO SHAREHOLDERS:          
Total earnings distributed       (2,377,429)
Distributions from tax return of capital        
Total distributions to shareholders       (2,377,429)
           
CAPITAL SHARE TRANSACTIONS:          
           
TOTAL INCREASE (DECREASE) IN NET ASSETS   7,820,534    11,236,549 
           
NET ASSETS AT BEGINNING OF PERIOD   113,624,637    102,388,088 
NET ASSETS AT END OF PERIOD  $121,445,171   $113,624,637 
           
CAPITAL SHARE ACTIVITY          
Total increase (decrease) in capital share activity        

 

See accompanying notes to the financial statements

 

14

 

 

 

   For the Six Months 
   Ended 
   March 31, 2026 
   (Unaudited) 
CASH FLOWS FROM OPERATING ACTIVITIES:     
Net increase (decrease) in net assets from operations  $7,820,534 
Adjustments to reconcile net increase (decrease) in net assets from operations to net cash provided by (used in) operating activities:     
Purchase of investments   (61,881,246)
Payment in Kind interest   (314,628)
Proceeds from sales of investments and repayments of principal   33,034,143 
Net realized (gain) loss on investments   (1,354,706)
Net change in unrealized appreciation/(depreciation) on investments   922,271 
Amortization of deferred issuance costs attributed to preferred shares   191,889 
Amortization of deferred financing costs attributed to revolving credit facility   76,869 
Amortization of deferred offering costs attributed to common shares   33,107 
Amortization (accretion) of premiums or discounts on debt securities   (201,109)
Change in assets and liabilities:     
Interest and dividends receivable - unaffiliated   (642,039)
Interest and dividends receivable - affiliated   (2,505)
Prepaid expenses   (29,639)
Interest payable   (180,926)
Professional fees payable   98,319 
Administration fees payable   (83,023)
Transfer agent fees payable   (4,140)
Trustees’ fees payable   42,733 
Unfunded loan commitments, at fair value   (67,248)
Other expenses payable   444,126 
Net cash provided by (used in) operating activities   (22,097,218)
      
CASH FLOWS FROM FINANCING ACTIVITIES:     
Borrowings under credit facility   26,500,000 
Repayments under credit facility   (4,000,000)
Issuance costs, paid and deferred   (24,610)
Net proceeds from investments sold under participation agreement   2,159,643 
Offering costs, paid and deferred   (6,168)
Net cash provided by (used in) financing activities   24,628,865 
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  $2,531,647 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD  $3,873,154 
CASH AND CASH EQUIVALENTS, END OF PERIOD  $6,404,801 
      
Supplemental disclosure of non-cash operating and financing activities:     
Cash paid for interest expense  $2,412,161 

 

See accompanying notes to the financial statements

 

15

 

 

 

1. Organization

 

Eagle Point Defensive Income Trust (the “Fund”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company that offers its shares on a continuous basis. The Fund is managed by Eagle Point Defensive Income Management LLC (the “Adviser”), which is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”), and is subject to the supervision of the Fund’s Board of Trustees (the “Board”). An affiliate of the Adviser, Eagle Point Credit Management LLC, provides investment professionals and other resources to the Adviser. The Fund has elected to be treated, and to qualify, as a regulated investment company (“RIC”) under the Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), for federal income tax purposes.

 

The Fund’s primary investment objective is to generate high current income, with a secondary objective to generate capital gains. The Fund seeks to achieve these investment objectives by focusing on proactively sourcing, structuring and investing primarily in debt and preferred equity securities issued by funds and investment vehicles, such as business development companies, registered closed-end investment companies, unregistered private funds, real estate investment trusts, collateralized fund obligations (“CFOs”) and rated feeder funds and similar investment vehicles, to finance a portion of their underlying investment portfolio (collectively, “Portfolio Debt Securities”). Portfolio Debt Securities may also include loans to such issuers. Portfolio Debt Securities may be primary issuances originated by the Adviser or its affiliates or secondary market opportunities. The Fund may also invest in other securities that the Adviser believes, in its discretion, are consistent with the Fund’s investment objectives. The Fund commenced its operations on July 29, 2024. The Fund’s registration under the 1940 Act was effective as of August 9, 2024. As of March 31, 2026, the Fund offered Class I common shares of beneficial interest.

 

2. Summary of Significant Accounting Policies

 

Basis of Accounting

The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”). The Fund is an investment company and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946 Financial Services — Investment Companies. Items included in the financial statements are measured and presented in U.S. dollars.

 

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions, which affect the reported amounts included in the financial statements and accompanying notes as of the reporting date. The most significant estimate inherent in the preparation of the financial statements is the valuation of the Fund’s investments. Actual results may differ from those estimates.

 

Operating Segments

The Fund has a single reportable segment with investment objectives described in Note 1 “Organization”. The chief operating decision maker (“CODM”) of the Fund is comprised of the Fund’s Chief Executive Officer and Chief Financial Officer.

 

Key financial information used by the CODM to assess the Fund’s performance and make operational decisions –  including the Fund’s portfolio composition, total return, changes in net assets and expense ratios –  is consistent with the presentation within the Fund’s financial statements. Segment assets are reflected as “Total Assets” on the accompanying Statement of Assets and Liabilities and significant segment expenses are listed on the Statement of Operations.

 

Securities Transactions

The Fund records the purchase and sale of securities on the trade date. Realized gains and losses on investments sold are recorded on the basis of the specific identification method.

 

Cash and Cash Equivalents

The Fund defines cash and cash equivalents as cash and short-term, highly liquid investments with original maturities of three months or less from the date of purchase. The Fund maintains its cash and cash equivalents in major financial institutions, which may, at times, exceed federal insured limits. The Adviser monitors the performance of the financial institutions where such accounts are held to manage associated risk.

 

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Cash equivalents are carried at cost, plus accrued interest, which approximates fair value. Cash equivalents are held for meeting short-term liquidity requirements, rather than for investment purposes. Cash equivalents are classified as Level I in the fair value hierarchy. As of March 31, 2026, the Fund held no cash equivalents.

 

Warrants

The Fund may receive warrants from issuers upon an investment in the debt or equity of an issuer. Warrants provide the Fund with exposure to and potential gains upon equity appreciation of the issuer’s share price.

 

The value of a warrant has two components: time value and intrinsic value. A warrant has a limited life and expires on a certain date. As the expiration date of a warrant approaches, the time value declines. In addition, if the stock underlying the warrant declines in price, the intrinsic value of an in-the-money warrant will also decline. Furthermore, at expiration, if the price of the stock underlying the warrant does not exceed the warrant’s strike price, the warrant will expire worthless. As a result, the Fund could potentially lose its entire investment in a warrant.

 

The Fund is also exposed to counterparty risk, which arises from the potential failure of an issuer of warrants to settle exercised warrants. The maximum potential loss to the Fund from counterparty risk is limited to the fair value of the contracts.

 

Investment Income Recognition

Interest Income from Investments

Interest income from debt securities is recorded using the accrual basis of accounting to the extent such amounts are expected to be collected.

 

Premiums and discounts on debt securities are amortized or accreted, respectively, using the effective interest method and are included in interest income. The Fund applies the provisions of Accounting Standards Update No. 2017-08 Premium Amortization on Purchased Callable Debt Securities (“ASU 2017-08”) in calculating amortization of premium for applicable investments.

 

In certain circumstances, all or a portion of interest income from a given investment may be paid in the form of additional investment principal, often referred to as payment-in-kind (“PIK”) interest. PIK interest is included in interest income and interest receivable through the PIK capitalization date. On the capitalization date, the PIK component of interest receivable is capitalized as additional principal in the investment, which is subject to fair value determination, and the PIK interest rate is applied to the entire principal balance of the applicable investment. To the extent the Fund does not believe it will ultimately be able to collect capitalized PIK interest, the investment will be placed on non-accrual status, and previously recorded capitalized PIK interest will be reversed. For the six months ended March 31, 2026, the Fund recorded $0.2 million of interest income as PIK, which represented approximately 4% of the Fund’s total interest income for the same period, as included on the Statement of Operations.

 

Investment income from investments in the equity tranche securities of CFOs and certain other investments is recognized using the effective interest method, in accordance with ASC Topic 325-40, Beneficial Interests in Securitized Financial Assets. Under the effective interest method, income is recognized based on an effective yield to maturity derived from projected cash flows, and any difference between cash distributed and income amount calculated pursuant to the effective interest method is recorded as an adjustment to the cost basis of the investment. It is the Adviser’s policy to review the effective yield of CFO equity and certain other investments at each measurement date and update based on the facts and circumstances known to the Adviser.

 

Dividend Income

Dividend income from preferred equity securities is recorded using the accrual basis of accounting to the extent such amounts are expected to be collected. Dividend income from common equity securities is recorded on the record date for private portfolio companies or on the ex-dividend date for publicly traded companies.

 

Expenses, Offering Cost and Deferred Financing and Issuance Costs

Expense Recognition

Expenses are recorded on the accrual basis of accounting.

 

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Offering Costs

Offering costs associated with the issuance of the Fund’s shares are capitalized to deferred offering cost on the Statement of Assets and Liabilities and amortized to expense over the twelve-month period following such capitalization on a straight-line basis.

 

Organizational Expenses

Organizational expenses of the Fund are expensed as incurred.

 

Interest Expense

Interest expense includes the Fund’s distributions associated with the Fund’s Series A Term Preferred Shares due 2028 (the “Preferred Shares”) and interest amounts due under the Revolving Credit Facility (as defined in Note 6 “Revolving Credit Facility”) in relation to outstanding borrowings, unused commitment fees and amortization of deferred financing and issuance costs associated with borrowings.

 

The following table summarizes the components of interest expense for the six months ended March 31, 2026:

 

Amounts in millions

 

   Preferred   Revolving     
   Shares   Credit Facility   Total 
Interest expense  $1.3   $0.6   $1.9 
Amortization of deferred financing and issuance costs   0.2    0.1    0.3 
Total interest expense(1)  $1.5   $0.7   $2.2 

 

(1)     Amounts may not foot due to rounding.

 

Please refer to Note 6 "Revolving Credit Facility" and Note 7 "Mandatorily Redeemable Preferred Shares" for further discussion relating to the interest expense due under the Revolving Credit Facility and the Preferred Shares, respectively.

 

Deferred Financing and Issuance Costs

Deferred financing and issuance costs consist of fees and expenses incurred in connection with the Revolving Credit Facility and the issuance of Preferred Shares. These costs are capitalized at the time of payment and amortized over the respective terms of the Revolving Credit Facility and Preferred Shares using the straight-line basis, which approximates the effective interest method.

 

Amortization of deferred financing and issuance costs is recorded as interest expense on the Statement of Operations.

 

Prepaid Expenses

Prepaid expenses consist primarily of insurance premiums and state registration fees. Insurance premiums are amortized over the term of the applicable policy. State registration fees are amortized over a twelve-month period beginning at the time of payment.

 

Federal and Other Taxes

The Fund intends to operate so as to qualify to be taxed as a RIC under subchapter M of the Code and, as such, to not be subject to federal income tax on the portion of its taxable income and gains distributed to shareholders. To qualify for RIC tax treatment, among other requirements, the Fund is required to distribute at least 90% of its investment company taxable income, as defined by the Code. The Fund has adopted November 30th as its fiscal tax year end.

 

Because U.S. federal income tax regulations differ from U.S. GAAP, distributions in accordance with tax regulations may differ from net investment income and realized gains recognized for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the consolidated financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized at some time in the future. Differences in classification may also result from the treatment of short-term gains as ordinary income for federal income tax purposes. The tax basis components of distributable earnings may differ from the amounts reflected in the Consolidated Statement of Assets and Liabilities due to temporary book/tax differences.

 

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As of March 31, 2026, net unrealized appreciation (depreciation) of the Fund’s investments on a tax basis was as follows:

 

Amounts in millions

 

Cost for federal income tax purposes  $178.2 
      
Gross unrealized appreciation  $5.7 
Gross unrealized depreciation   (3.9)
Net unrealized appreciation(1)   $1.8 

 

(1)     Amounts may not foot due to rounding.

 

The Fund’s wholly-owned subsidiary, Eagle Point Defensive Income Trust Sub (US) LLC (“Sub US”), has elected to be treated as a corporation for U.S. tax purposes. As such, Sub US may be subject to federal, state and local tax in jurisdictions where it operates or is deemed to operate. Sub US has no significant estimated tax liability as of March 31, 2026.

 

Distributions to Shareholders

The composition of distributions paid to shareholders from net investment income and capital gains is determined in accordance with U.S. federal income tax regulations, which differ from U.S. GAAP. Distributions to shareholders can be comprised of net investment income, net realized capital gains and return of capital for U.S. federal income tax purposes and are intended to be paid monthly.

 

Distributions payable to shareholders are recorded as a liability on the ex-dividend date. Shareholders who participate in the Fund’s distribution reinvestment plan (the “DRIP”) will have their distributions automatically reinvested in shares of the Fund as of the payment date pursuant to the DRIP. Shareholders who do not participate in the DRIP generally will receive distributions in cash.

 

In addition to regular monthly distributions, and subject to the available taxable earnings of the Fund, the Fund may make periodic special distributions representing the excess of the Fund’s net taxable income over the Fund’s aggregate monthly distributions paid during the year (or for other purposes).

 

The characterization of distributions paid to shareholders, as set forth in the Financial Highlights, reflects estimates made by the Fund for federal income tax purposes. These estimates are subject to change once final determination of the tax attributes of all distributions has been made by the Fund.

 

For the six months ended March 31, 2026, the Fund did not declare and pay distributions to common shareholders.

 

3. Valuation of Investments

 

The Fund accounts for its investments in accordance with U.S. GAAP and determines fair values accordance with the provisions of the FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), which defines fair value, establishes a framework for measuring fair value and requires enhanced disclosures about fair value measurements. Investments are reflected in the financial statements at fair value, which represents the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date (i.e., the exit price).

 

Pursuant to Rule 2a-5 under the 1940 Act (“Rule 2a-5”), the Board has designated the Adviser as “valuation designee” responsible for performing fair value determinations, subject to Board oversight and certain other conditions. In the absence of readily available market quotations, as defined by Rule 2a-5, the Adviser determines the fair value of the Fund’s investments in accordance with its written valuation policy, which has been approved by the Board.

 

Fair value determinations require the application of judgment to the specific facts and circumstances of each investment. While the Fund applies a consistent valuation process across similar investment types, there is no single method for determining fair value in good faith. Due to the uncertainty in estimating fair value, the values assigned to investments may differ materially from values that would have been used had an active market for the investments existed.

 

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The Adviser determines fair value based on assumptions that market participants would use in pricing an asset or liability in an orderly transaction at the measurement date. When considering market participant assumptions in fair value measurements, the following fair value hierarchy prioritizes and ranks the level of market price observability in measuring investments:

 

Level I Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund is able to access as of the reporting date.
   
Level II Inputs, other than quoted prices included in Level I, that are observable either directly or indirectly as of the reporting date. These inputs may include (a) quoted prices for similar assets in active markets, (b) quoted prices for identical or similar assets in markets that are not active, (c) inputs other than quoted prices that are observable for the asset, or (d) inputs derived principally from or corroborated by observable market data by correlation or other means.
   
Level III Pricing inputs are unobservable for the investment and little, if any, active market exists as of the reporting date. Fair value inputs require significant judgment or estimation from the Adviser.

 

In cases where inputs used to measure fair value fall into multiple levels of the hierarchy, the classification is based on the lowest level input that is significant to the overall fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to each investment.

 

Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment and the state of the marketplace (including the existence and transparency of transactions between market participants). Investments with readily available quoted prices in active markets generally require a lesser degree of judgment and have a higher degree of market price observability. Conversely, investments lacking observable market data are valued using Level III inputs, which incorporate the Adviser’s own assumptions (including assumptions the Adviser believes market participants would use in valuing investments and assumptions relating to appropriate risk adjustments for nonperformance and lack of marketability), as outlined in the Adviser’s valuation policy.

 

In accordance with ASC Topic 820, the Fund may use NAV as a practical expedient to estimate the fair value of certain investments that do not have a readily determinable fair value. When NAV is used as a practical expedient, those investments are not categorized within the fair value hierarchy.

 

The Adviser estimates the fair value for each applicable investment at least monthly, based on information available as of the reporting date.

 

Fair Value Measurement

The following tables summarize the valuation of the Fund’s investments measured and reported at fair value under the fair value hierarchy levels as of March 31, 2026:

 

Amounts in millions

 

               Investments     
               Measured at     
Investments at Fair Value  Level I   Level II   Level III   Net Asset Value   Total 
CFO Equity  $   $   $8.0   $   $8.0 
Equity Securities   1.0        0.4    4.9    6.3 
Loans and Notes   2.5    4.0    130.8    10.6    147.9 
Preferred Stock   7.1        9.9        17.0 
Warrants           0.8        0.8 
Total Investments at Fair Value  $10.6   $4.0   $149.9   $15.5   $180.0 

 

(1)     Amounts may not foot due to rounding.

 

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Significant Unobservable Inputs

The following table summarizes the valuation techniques and quantitative inputs and assumptions used for investments categorized within Level III of the fair value hierarchy as of March 31, 2026:

 

   Quantitative Information about Level III Fair Value Measurements
   Fair Value  Valuation Techniques/  Unobservable  Weighted
Assets  (in millions)  Methodologies  Inputs  Average/ Range(1)(2)
Collateralized Fund  $4.4  Discounted Cash Flow  Discount Rate  21.50% - 42.50% /
Obligation Equity            33.72%
Equity Securities   0.4  Waterfall,  Next Fiscal Year ("NFY")  8.50x - 10.50x
       Guideline Public  Adjusted EBITDA Multiple   
       Company  Share Price  $7.41
Loans and Notes   127.3  Discounted Cash Flow  Discount Rate  6.49% - 23.27% / 9.75%
          Constant Prepayment Rate  20.00%
          Loss Severity  30.00%
          Constant Default Rate  1.00% - 2.00% / 1.73%
Loans and Notes   0.7  Discounted Cash Flow,  Discount Rate  8.38%
       Monte Carlo Simulation  Volatility  30.00%
          NAV per share  $6.98
          Share Price  $4.30
          Dividend Rate  17%
          Time to Expiry  4.40 years
          Risk Free Rate  4.06%
              
Preferred Stock   9.7  Discounted Cash Flow  Discount Rate  8.38% - 17.77% / 12.47%
Preferred Stock   0.2  FINCAD Convertible Model  Discount Rate  18.71%
          Volatility  40.00%
          Share Price  $7.41
          Time to Expiry  5.73 years
          Risk Free Rate  3.99%
Warrants   0.1  Black-Scholes Option  Common Stock Value  $35.88
       Pricing Model  Volatility  60.00%
              
Warrants   0.6  FINCAD Convertible Model  Common Stock Value  $35.88
          Volatility  60.00%
          Discount Rate  66.20%
Warrants   0.1  Waterfall,  Share Price  $7.41
       Guideline Public      
      Company      
Total Fair Value of Level III Investments (3)  $143.5         

 

(1)Weighted average calculations are based on the fair value of investments.

(2)Range not shown as only one position is included in category.
(3)Amounts may not foot due to rounding.

 

Unobservable inputs and assumptions are reviewed at each measurement date and updated as necessary to reflect current market conditions. The table presented is not intended to be all-inclusive, but rather provides information on significant Level III inputs relevant to the Fund’s fair value measurements as of the reporting date. In addition to the techniques and inputs outlined in the preceding table, the Adviser may use other valuation techniques and methodologies when determining the fair value of the Fund’s investments, as permitted under the Adviser’s valuation policy approved by the Board.

 

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Changes in the unobservable inputs and assumptions can have an impact on the fair value measurement, specifically:

 

Increases (decreases) in the default rate and discount rate, in isolation, would generally result in a lower (higher) fair value measurement.

 

Changes in the prepayment rate may result in either a higher or lower fair value, depending on the circumstances.

 

Generally, a change in the default rate assumption may be accompanied by a directionally opposite change in the assumption used for the prepayment and recovery rates.

 

Certain of the Fund’s Level III investments have been valued using unadjusted inputs not internally developed by the Adviser, including third-party transactions, third-party pricing services, recent market transactions and data reported by trustees. As a result, investments with a fair value of $6.4 million have been excluded from the preceding table.

 

Change in Investments Classified as Level III

The following table includes additional information pertaining to financial instruments classified within Level III for the six months ended March 31, 2026:

 

Amounts in millions

  

   Collateralized Fund         
Investments at Fair Value  Obligation Equity   Equity Securities   Preferred Stock 
Balance as of September 30, 2025  $4.5   $0.4   $11.3 
Purchases of investments, including PIK interest   4.1        1.1 
Proceeds from sales or maturities of investments           (2.5)
Net amortization (accretion) of premiums or discounts on investments            
Net realized gains (losses) and net change in unrealized appreciation (depreciation)   (0.6)        
Transfer into/(out of) Level III            
Balance as of March 31, 2026(1)   $8.0   $0.4   $9.9 
Change in unrealized appreciation (depreciation) on investments still held as of March 31, 2026  $(0.6)  $   $(0.1)

  

Investments at Fair Value  Loans and Notes   Warrants   Total 
Balance as of September 30, 2025  $101.8   $0.6   $118.6 
Purchases of investments, including PIK interest   49.2    0.2    54.6 
Proceeds from sales or maturities of investments   (22.3)       (24.8)
Net amortization (accretion) of premiums or discounts on investments   0.1        0.1 
Net realized gains (losses) and net change in unrealized appreciation (depreciation)   2.7        2.1 
Transfer into/(out of) Level III   (0.5)       (0.5)
Balance as of March 31, 2026(1)   $130.8   $0.8   $149.9 
Change in unrealized appreciation (depreciation) on investments still held as of March 31, 2026  $1.1   $   $(0.4)

 

(1)     Amounts may not foot due to rounding.

 

Net realized gains or (losses) related to Level III investments are reported in the net realized gain (loss) on investments account in the Statement of Operations, if applicable. Net changes in unrealized appreciation or (depreciation) are reported in the net change in unrealized appreciation (depreciation) on investments account in the Statement of Operations.

 

Fair Value — Valuation Techniques and Inputs

The Adviser has established valuation processes and procedures to ensure the valuation techniques are fair and consistent, and valuation inputs are supportable. Oversight of the valuation process is conducted by the Adviser’s Valuation Committee, which is composed of senior personnel from the Adviser or its affiliates, the majority of whom are not involved in the Fund’s

 

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portfolio management activities. The Valuation Committee is responsible for overseeing the implementation of the Adviser’s written valuation policies, which have been approved by the Board, and evaluating the overall fairness and consistency of the valuation process. The Valuation Committee reviews and approves the fair value determinations of the Fund’s portfolio investments on a monthly basis.

 

Exchange-Traded Investments

Exchange-traded investments are fair valued utilizing the official closing price from the applicable exchange as of the measurement date. Due to their observability and active market, the Adviser categorizes such investments as Level I investments.

 

Investments Not Listed on an Exchange

For investments not listed on an exchange, but for which an active market exists, the Adviser utilizes an independent pricing service. The valuation methodology of the independent pricing service includes incorporating data comprised of observable market transactions, executable bids, broker quotes from dealers with two-sided markets, as well as transaction activity from comparable securities to those being valued. As the independent pricing service contemplates real time market data and no unobservable inputs or significant judgment has been used by the Adviser in the valuation of these investments, such investments are categorized by the Adviser as Level II investments within the fair value hierarchy.

 

In the absence of an active market, investments not listed on an exchange require the use of unobservable inputs and significant judgment to determine fair value. For such investments, the Adviser engages a nationally recognized independent valuation agent to determine the fair value. The independent valuation agent performs a discounted cash flow analysis, or other valuation technique appropriate for the facts and circumstances, to determine the fair value of such investments, ultimately providing a high and low valuation for each investment. The Adviser generally records the mid-point of the range provided as fair value of the investment, but from time to time may record fair value at a level other than the mid-point. In all instances, the final valuation recorded is within the high and low band provided by the valuation agent. Due to the lack of observable inputs, the Adviser categorizes these investments as Level III investments within the fair value hierarchy.

 

Valuation of Joint Venture Investments

Joint venture investments consist of common stock and senior unsecured notes issued by a joint venture entity. The Adviser values the common stock using the NAV as a practical expedient, unless it is probable that the Adviser will sell a portion of the investment at an amount different than the NAV. The Fund values the senior unsecured notes at recent transacted cost.

 

Investment Risk Factors and Concentration of Investments

The following list is not intended to be a comprehensive list of all of the potential risks associated with the Fund. The Fund’s prospectus provides a detailed discussion of the Fund’s risks and considerations. The risks described in the prospectus are not the only risks the Fund faces. Additional risks and uncertainties not currently known to the Fund or that are currently deemed to be immaterial also may materially and adversely affect its business, financial condition and/or operating results.

 

Risks of Investing in Certain Pooled Issuers and other Structured Debt Securities

Portfolio Debt Securities and other structured finance securities are generally backed by a pool of credit-related assets that serve as collateral. Accordingly, such securities present risks similar to those of other types of credit investments, including default (credit), interest rate and prepayment risks. In addition, such securities may be governed by a complex series of legal documents and contracts, which increases the risk of dispute over the interpretation and enforceability of such documents relative to other types of investments.

 

Subordinated Securities Risk

Certain debt securities in which the Fund may invest are subordinated to more senior tranches of debt. Accordingly, such debt securities are subject to increased risks of default relative to the holders of superior priority interests in the same issuer. In addition, certain securities are under-collateralized in that the face amount of the issuer’s debt and equity exceeds its total assets. With respect to certain investments, the Fund will be in a first loss or subordinated position with respect to realized losses on the underlying assets held by the issuers of such securities.

 

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High Yield Investment Risk

Certain investments of the Fund are rated below investment grade or unrated. Such securities are sometimes referred to as “high yield” or “junk” securities and are considered speculative with respect to timely payment of interest and repayment of principal. The senior secured loans and other credit-related assets underlying certain investments may also be high yield investments. Investing in such investments involves greater credit and liquidity risk, which may adversely impact the Fund’s performance.

 

Leverage Risk 

The use of leverage, whether directly or indirectly through investments, may magnify the Fund’s risk of loss. Certain issuers in which the Fund invests are very highly leveraged and therefore are subject to a high degree of risk of loss.

 

Credit Risk

The Fund invests primarily in credit and credit-related instruments. Such investments generally fluctuate in value based upon broader market factors, such as changes in interest rates, and also based on developments affecting the perceived creditworthiness and ability of the borrower to repay the principal and interest owed with respect to the underlying indebtedness. If a credit investment in the Fund’s portfolio declines in price and/or fails to pay interest or principal when due because the issuer or debtor, as the case may be, experiences a decline in its financial status, the Fund’s NAV and/or income would be adversely impacted.

 

Key Personnel Risk

The Adviser manages the Fund’s investments. Consequently, the Fund’s success depends, in large part, upon the services of the Adviser, including its affiliate Eagle Point Credit Management LLC (which provides the Adviser with investment professionals and other resources under a personnel and resources agreement), and the skill and expertise of the Adviser’s professional personnel. There can be no assurance that the professional personnel of the Adviser (or Eagle Point Credit Management LLC) will continue to serve in their current positions or continue to be employed by the Adviser. The Fund can offer no assurance that their services will be available for any length of time or that the Adviser will continue indefinitely as the Fund’s investment adviser.

 

Conflicts of Interest Risk

The Fund’s executive officers and trustees, and the Adviser and certain of its affiliates and their officers and employees, including the members of the Senior Investment Team, have several conflicts of interest as a result of the other activities in which they engage.

 

Risks of Default on Underlying Assets

A wide range of factors could adversely affect the ability of the issuer of an underlying asset to make interest or other payments on that asset and result in a default by such issuer. Defaults and losses of underlying assets would reduce the Fund’s collateral in the investment or otherwise impair the creditworthiness of the Fund’s investment. This could have a negative impact on the fair value of the Fund’s investment and reduce the cash flows that the Fund receives from its investment.

 

Prepayment Risk

Investments held by the Fund may be prepaid more quickly than expected. Prepayment rates are influenced by changes in interest rates and a variety of factors beyond the Fund’s control and consequently cannot be accurately predicted. Early prepayments give rise to increased reinvestment risk, as the Fund might realize excess cash from prepayments earlier than expected. If the Fund is unable to reinvest such cash in a new investment with an expected rate of return at least equal to that of the investment repaid, this may reduce the Fund’s net income and the fair value of that asset.

 

Liquidity Risk

Generally, there is no public market for many of the Fund’s investments. As such, the Fund may not be able to sell such investments quickly, or at all. If the Fund is able to sell such investments, the prices the Fund receives may not reflect the Adviser’s assessment of their fair value or the amount paid for such investments by the Fund.

 

Incentive Fee Risk

The Fund’s incentive fee structure and the formula for calculating the fee payable to the Adviser may incentivize the Adviser to pursue speculative investments and use leverage in a manner that adversely impacts the Fund’s performance.

 

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Fair Valuation of the Fund’s Investments

Generally, there is no public market for many of the Fund’s investments. As a result, the Adviser values these securities at fair value in accordance with the requirements of the 1940 Act. The Adviser’s determinations of the fair value of the Fund’s investments have a material impact on the Fund’s net earnings through the recording of unrealized appreciation or depreciation of investments and may cause the Fund’s NAV on a given date to understate or overstate, possibly materially, the value that the Fund ultimately realizes on one or more of the Fund’s investments. The Fund is offered on a daily basis and calculates a daily NAV per share. The Adviser seeks to evaluate on a daily basis material information about the Fund’s investments; however, the Adviser may not be able to acquire and/or evaluate properly such information on a daily basis.

 

Non-Diversification Risk

The Fund is a non-diversified investment company under the 1940 Act and expects to hold fewer investments than a diversified fund under the 1940 Act.

 

Market Risk

Political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market, can affect the value of the Fund’s investments. A disruption or downturn in the capital markets and the credit markets could impair the Fund’s ability to raise capital, reduce the availability of suitable investment opportunities for the Fund or adversely and materially affect the value of the Fund’s investments, any of which would negatively affect the Fund’s business. These risks may be magnified if certain events or developments adversely interrupt the global supply chain, and could affect companies worldwide.

 

Synthetic Investments Risk

The Fund may invest in synthetic investments, including regulatory capital relief securities and credit risk transfer securities, which are fixed-rate or floating -rate unsecured general obligations issued by banks or other financial institutions, or acquire interests in lease agreements that have the general characteristics of loans and are treated as loans for withholding tax purposes. In addition to the credit risks associated with the applicable reference assets, the Fund will usually have a contractual relationship only with the counterparty of such synthetic investment, and not with the reference obligor of the reference asset. Accordingly, the Fund will generally have no right to directly enforce compliance by the reference obligor with the terms of the reference asset nor will it have any rights of setoff against the reference obligor or rights with respect to the reference asset. The Fund will not directly benefit from the collateral supporting the reference asset and will not have the benefit of the remedies that would normally be available to a holder of such reference asset. In addition, in the event of the insolvency of the counterparty, the Fund may be treated as a general creditor of such counterparty, and will not have any claim with respect to the reference asset. Consequently, the Fund will be subject to the credit risk of the counterparty as well as that of the reference obligor.

 

Currency Risk

Although the Fund primarily makes investments denominated in U.S. dollars, the Fund may make investments denominated in other currencies. The Fund’s investments denominated in currencies other than U.S. dollars will be subject to the risk that the value of such currency will decrease in relation to the U.S. dollar. The Fund may or may not hedge currency risk.

 

Hedging Risk

Hedging transactions seeking to reduce risks may result in poorer overall performance than if the Fund had not engaged in such hedging transactions. Additionally, such transactions may not fully hedge the relevant risks.

 

Interest Rate Risk

Fluctuations in interest rates, whether driven by governmental policy, inflation expectations, or other market factors, could adversely affect the Fund’s results, including both the level of cash flows the Fund generates and the market value of its portfolio investments.

 

Income from the Fund’s investments in floating-rate instruments will generally rise or fall with changes in the Secured Overnight Financing Rate (“SOFR”) or another applicable benchmark rate.

 

In a sustained period of elevated interest rates and/or an economic downturn, loan default rates could rise, leading to higher credit losses that may reduce the Fund’s cash flow, the fair value of its assets and its operating results. Conversely, a significant decline in interest rates could decrease portfolio income over time as loans reprice at lower coupons.

 

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An increase in interest rates may also negatively affect the value of the Fund’s fixed-rate investments, such as high-yield bonds, and could increase the Fund’s own financing costs to the extent it issues floating-rate debt or refinances fixed-rate debt or preferred equity at higher rates in the future, thereby reducing net investment income.

 

Refinancing Risk

If the Fund incurs debt financing and subsequently refinances such debt, the replacement debt may be at a higher cost and on less favorable terms and conditions. If the Fund fails to extend, refinance or replace such debt financings prior to their maturity on commercially reasonable terms, the Fund’s liquidity will be lower than it would have been with the benefit of such financings, which would limit the Fund’s ability to grow, and holders of the Fund’s common shares would not benefit from the potential for increased returns on equity that incurring leverage creates.

 

Tax Risk

If the Fund fails to qualify for tax treatment as a RIC under Subchapter M of the Code for any reason, or otherwise becomes subject to corporate income tax, the resulting corporate taxes (and any related penalties) could substantially reduce the Fund’s net assets, the amount of income available for distributions to the Fund’s shareholders, and the amount of income available for payment of the Fund’s other liabilities.

 

Derivatives Risk

Derivative instruments in which the Fund may invest may be volatile and involve various risks different from, and in certain cases greater than, the risks presented by other instruments. The primary risks related to derivative transactions include counterparty, correlation, liquidity, leverage, volatility, OTC trading, operational and legal risks. In addition, a small investment in derivatives could have a large potential impact on the Fund’s performance, effecting a form of investment leverage on the Fund’s portfolio. In certain types of derivative transactions, the Fund could lose the entire amount of the Fund’s investment; in other types of derivative transactions, the potential loss is theoretically unlimited.

 

Counterparty Risk

The Fund may be exposed to counterparty risk, which could make it difficult for the Fund or the issuers in which the Fund invests to collect on obligations, thereby resulting in potentially significant losses.

 

Price Risk

Investors who buy shares of the Fund at different times will likely pay different prices.

 

Non-U.S. Investing Risk

Investing in foreign entities or issuers with underlying non-U.S. assets may expose the Fund to additional risks not typically associated with investing in U.S. entities and issuers. These risks include changes in exchange control regulations, political and social instability, restrictions on the types or amounts of investment, the imposition of sanctions, tariffs, or other governmental restrictions, expropriation, imposition of foreign taxes, less liquid markets and less available information than is generally the case in the U.S., higher transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations, lack of uniform accounting and auditing standards, currency fluctuations and greater price volatility. Further, the Fund and the issuers in which the Fund invests may have difficulty enforcing creditor’s rights in foreign jurisdictions.

 

Global Risk

Due to highly interconnected global economies and financial markets, the value of the Fund’s securities and its underlying investments may go up or down in response to governmental actions and/or general economic conditions throughout the world. Events such as war, military conflict, acts of terrorism, social unrest, natural disasters, recessions, inflation, rapid interest rate changes, supply chain disruptions, sanctions, the enactment of trade tariffs, the spread of infectious illness or other public health threats could also significantly impact the Fund and its investments.

 

Banking Risk

The possibility of future bank failures poses risks of reduced financial market liquidity at clearing, cash management and other custodial financial institutions. The failure of banks which hold cash on behalf of the Fund, the Fund’s underlying obligors, the sponsors or managers of the issuers in which the Fund invests, or the Fund’s service providers could adversely affect the Fund’s ability to pursue its investment strategies and objectives. For example, if an underlying obligor has a commercial relationship with a bank that has failed or is otherwise distressed, such company may experience delays or other disruptions in meeting its obligations and consummating business transactions. Additionally, if an issuer’s manager

 

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or sponsor has a commercial relationship with a distressed bank, the manager may experience issues conducting its operations or consummating transactions on behalf of the issuer it manages, which could negatively affect the performance of such issuers (and, therefore, the performance of the Fund).

 

Foreign Investing Risk

The Fund may invest in securities of foreign issuers (or U.S. issuers that hold foreign assets) to the extent consistent with the Fund’s investment strategies and objectives. Investing in foreign entities may expose the Fund to additional risks, including exchange control regulations, political and social instability, expropriation, foreign taxes, less liquid and transparent markets, high transaction costs, less government supervision of exchanges, brokers and issuers, less developed bankruptcy laws, difficulty in enforcing contractual obligations, lack of uniform accounting and auditing standards, currency fluctuations and greater price volatility. Further, the Fund, and the issuers in which the Fund invests, may have difficulty enforcing creditors’ rights in foreign jurisdictions.

 

Illiquid Shares Risk

The Fund’s shares are not publicly traded, and the Fund does not expect a secondary market in the shares to develop in the foreseeable future, if ever. Although the Fund, as a fundamental policy, will make quarterly offers to repurchase at least 5% and up to 25% of its outstanding shares at NAV, the number of shares tendered in connection with a repurchase offer may exceed the number of shares the Fund has offered to repurchase, in which case not all of an investor’s shares tendered in that offer will be repurchased. If shareholders tender for repurchase more than the repurchase offer amount for a given repurchase offer, the Fund may, but is not required to, repurchase an additional number of shares not to exceed 2% of the outstanding shares of the Fund on the repurchase request deadline. In connection with any given repurchase offer, the Fund may offer to repurchase only the minimum amount of 5% of its outstanding shares. Hence, an investor may not be able to sell their shares when and/or in the amount desired.

 

Payment-In-Kind and Original Issue Discount

To the extent that the Fund invests in original issue discount instruments, including payment-in-kind loans and zero coupon bonds, investors will be exposed to the risks associated with the inclusion of such non-cash income in taxable and accounting income prior to receipt of cash.

 

4. Related Party Transactions

 

Investment Advisory Agreement

On March 6, 2024, the Fund entered into an investment advisory agreement with the Adviser (the “Advisory Agreement”). Pursuant to the terms of the Advisory Agreement, effective July 7, 2025, the date on which the SEC declared the Fund’s registration statement effective, the Fund is subject to a management fee and an incentive fee for the Adviser’s services.

 

Management Fee

The management fee is calculated at an annual rate of 1.50% of the Fund’s “Managed Assets” and payable quarterly in arrears. Managed Assets are defined as the Fund’s total assets (including assets attributable to leverage) minus the Fund’s accrued liabilities (other than liabilities incurred for the purpose of creating leverage). The Fund was charged a management fee of $1.3 million for the six months ended March 31, 2026, all of which was voluntarily waived by the Adviser and is not subject to recoupment under the ELA (defined below).

 

Incentive Fee

The incentive fee is calculated and payable quarterly, in arrears, on the pre-incentive fee net investment income (“PNII”) attributable to each class of the Fund’s shares for the immediately preceding quarter, and is subject to a hurdle rate, expressed as a rate of return on the value of the Fund’s net assets, equal to 1.875% per quarter (7.5% annualized), and a “catch-up” feature. For this purpose, PNII means (a) interest income, dividend income and any other income (including any other fees, such as commitment, origination, structuring, diligence and consulting fees) applicable to each class accrued during the calendar quarter, minus (b) each class’s operating expenses for the quarter (including the management fee, expenses payable under the Administration Agreement (as defined below) to the Administrator, and any interest expense and/or dividends paid on any issued and outstanding debt or preferred stock, but excluding organizational and offering expenses and the incentive fee) after giving application to any reimbursement or recoupment under the ELA (as defined below). PNII includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments payment-in-kind interest and zero coupon securities), accrued income that the Fund has not yet received in cash. PNII excludes any realized or unrealized capital gains or losses.

 

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The Fund pays the Adviser an incentive fee with respect to PNII in each calendar quarter as follows:

 

i. no incentive fee if PNII attributable to the applicable share class does not exceed the hurdle rate of 1.875% of such class’s NAV;

 

ii.100% of PNII attributable to the applicable share class with respect to that portion of such PNII, if any, exceeding the hurdle rate but equal to or less than 2.20588% of such class’s NAV (the “catch-up”);

 

iii.15% of the amount of PNII attributable to the applicable share class, if any, exceeding 2.20588% of such class’s NAV.

 

The Fund was charged an incentive fee of $0.9 million for the six months ended March 31, 2026, all of which was voluntarily waived by the Adviser and is not subject to recoupment under the ELA (defined below).

 

Administration Agreement

On March 6, 2024, the Fund entered into an administration agreement (the “Administration Agreement”) with Eagle Point Administration LLC (the “Administrator”), an affiliate of the Adviser. Pursuant to the Administration Agreement, the Administrator provides a range of administrative services to the Fund, including maintaining financial records, providing accounting services, calculating NAV, overseeing the preparation and filing of the Fund’s tax returns, monitoring compliance with tax laws and regulations, assisting with audits conducted by an independent public accounting firm, managing the printing and disseminating reports to the Fund’s shareholders, maintaining the Fund’s website, supporting investor relations, overseeing the payment of the Fund’s expenses, coordinating the performance of administrative and professional services rendered to the Fund by third parties, and providing other administrative services as the Fund may designate from time to time.

 

The Fund reimburses the Administrator for costs and expenses incurred by the Administrator in performing its obligations and providing personnel (for the avoidance of doubt, including salaries and related payroll expenses) and facilities. Payments under the Administration Agreement are based on the Fund’s allocable portion of the Administrator’s overhead in performing its obligations under the Administration Agreement, including rent, compliance-related fees and expenses, and the Fund’s allocable portion of the compensation of the Fund’s chief compliance officer, chief financial officer, chief operating officer and related support staff. The Fund’s allocable portion of such compensation is based on an allocation of the time spent on the Fund-related matters.

 

Certain accounting and other administrative services were delegated by the Administrator to ALPS Fund Services, Inc. (the “Sub Administrator”). To the extent the Administrator outsources any of its functions, the Fund pays the fees on a direct basis, without profit to the Administrator.

 

The Administration Agreement may be terminated by the Fund without penalty upon not less than sixty days’ written notice to the Administrator and by the Administrator upon not less than ninety days’ written notice to the Fund. The Administration Agreement is approved by the Board on an annual basis.

 

For the six months ended March 31, 2026, the Fund was charged a total of $0.2 million in administration fees, relating to services provided by the Sub-Administrator, of which $0.1 million was payable as of March 31, 2026. The Fund wasn’t charged administration fees by the Adviser for the same period.

 

The Adviser and the Administrator are under common ownership by Eagle Point Holdings LP.

 

Expense Limitation and Reimbursement Agreement

On March 6, 2024, the Fund entered into an expense limitation and reimbursement agreement (the “ELA”) with the Adviser. Pursuant to the ELA, the Adviser may, at its discretion, pay, directly or indirectly, the Fund’s operating expenses or waive fees payable to the Adviser or affiliates of the Adviser, in an effort to limit the expenses borne by the Fund. Any expense payments or waivers made by the Adviser under the ELA are subject to reimbursement by the Fund for up to three years from the date such support was provided, subject to approval by the Board.

 

For the six months ended March 31, 2026, the Adviser did not provide any expense support under the ELA.

 

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Organizational and Offering Expense Support and Reimbursement Agreements

On March 6, 2024, the Fund entered into an organizational and offering (O&O) expense support and reimbursement agreement (the “O&O Agreement”) with the Adviser. Pursuant to the O&O Agreement, the Fund may pay O&O expenses up to a limit of 1.50% of proceeds raised in the offering and equity contributions (including the value of the initial seed portfolio). These expenses may be paid directly to third-party vendors or reimbursed to affiliates of the Fund, the Adviser, or the Administrator, subject to the organizational and offering expense limit.

 

For the six months ended March 31, 2026, the Adviser did not provide any support under the O&O Agreement.

 

Board of Trustees

The Fund’s Board of Trustees currently consists of six members, four of whom are not “interested persons,” as defined in the 1940 Act, of the Fund and the Adviser. The Board is responsible for the overall management and supervision of our business and affairs, including the appointment of advisers and service providers. Key responsibilities of the Board include oversight of the valuation of the Fund’s assets, corporate governance activities, financing arrangements and investment activities.

 

For the six months ended March 31, 2026, the Fund incurred $0.1 million in the trustee’s compensation, which is recorded on the Statement of Operations and, of which all was payable as of March 31, 2026.

 

Co-Investment Exemptive Relief

On June 17, 2025, the SEC issued an exemptive order that permits the Fund to participate in certain negotiated co-investments alongside other accounts managed by the Adviser, or its affiliates, subject to certain conditions.

 

Affiliated Ownership

As of March 31, 2026, the Adviser and its affiliates held indirectly an aggregate of 1.00% of the Fund’s shareholders’ equity. Also as of March 31, 2026, an unaffiliated institutional investor (a limited partner of Eagle Point Defensive Income Fund NJ LP, an affiliate and shareholder of the Fund) held indirectly an aggregate of 99.00% of the Fund’s shareholders’ equity and held an indirect non-controlling ownership interest in the Adviser.

 

Affiliated Investments

The Fund has investments that are considered affiliated investments, as defined under the 1940 Act. These represent investments in issuers where the Fund and other funds managed by the Adviser or its affiliates collectively own 5% or more of the issuer’s outstanding voting securities.

 

The following investments were considered affiliated investments as of March 31, 2026:

 

Amounts in millions

 

              Net unrealized 
              appreciation 
      Interest   Dividend   (depreciation) 
Issuer  Investment Description  Income   Income   on investments 
Senior Credit Corp 2022 LLC  Senior Unsecured Note, 8.50% (due 12/05/2028)  $0.5   $   $ 
Senior Credit Corp 2022 LLC  Common Equity       0.9    0.1 
   Total(1)  $0.5   $0.9   $0.1 
                   
      Fair   Funded   Unfunded 
Issuer  Investment Description  Value   Commitment   Commitment 
Senior Credit Corp 2022 LLC  Senior Unsecured Note, 8.50% (due 12/05/2028)  $10.6   $10.6   $ 
Senior Credit Corp 2022 LLC  Common Equity   4.9    5.2     
   Total(1)  $15.5   $15.8   $ 

 

(1)     Amounts may not foot due to rounding.

 

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5. Shareholders' Equity

 

The Fund’s authorized shares consist of an unlimited number of common shares of beneficial interest. The Fund offers its shares on a continuous basis at the applicable period end NAV per share plus any applicable sales load. As of March 31, 2026, there were 10,010,000 common shares issued and outstanding.

 

Repurchases of Common Shares by the Fund

The Fund conducts quarterly offers to repurchase at least 5% and up to 25% of its outstanding Shares (in the aggregate, across all classes) at NAV per Share of the relevant class. For the six months ended March 31, 2026, the Fund did not repurchase any shares.

 

6. Revolving Credit Facility

 

The Fund may utilize leverage to the extent permitted by the 1940 Act. The Fund may obtain leverage using any form of financial leverage instruments, including funds borrowed from banks or other financial institutions, margin facilities, notes or preferred stock and leverage attributable to repurchase agreements or similar transactions. Instruments that create leverage are generally considered to be senior securities under the 1940 Act. The use of leverage creates an opportunity for increased net income and capital appreciation, but also creates additional risks and expenses which will be borne entirely by common shareholders. The Fund’s leverage strategy may not ultimately be successful.

 

On August 2, 2024, the Fund entered into a loan and security agreement with City National Bank, as lender, establishing a revolving credit facility (the “Revolving Credit Facility”). The Revolving Credit Facility was amended on August 1, 2025, to extend the maturity date. The Revolving Credit Facility is collateralized by certain investments held by the Fund, and the Fund has granted a security interest in certain assets to the lender. Pursuant to the terms of the Revolving Credit Facility, the Fund may borrow up to the lesser of (a) the Revolver Commitment (the “Revolver Commitment”), which can be changed from time to time, and (b) the “borrowing base”, calculated as varying percentages of the fair value of eligible Fund’s investments. As of March 31, 2026, the Revolver Commitment was $50.0 million. Borrowings under the Revolving Credit Facility can be either Base Rate (defined as the greatest of (a) the Federal Funds Rate plus a spread, (b) the rate of interest announced or otherwise established by City National Bank as its prime commercial rate and (c) Term Secured Overnight Financing Rate (“SOFR”) plus a spread) loans or SOFR loans. SOFR loans under the Revolving Credit Facility bear interest at the daily or 1 month SOFR, plus a spread. The Fund is required to pay a commitment fee on the unused amount of the Revolver Commitment.

 

The Revolving Credit Facility will mature on the earlier of (i) the termination of the Revolver Commitment, as defined by the terms of the Revolving Credit Facility or (ii) the scheduled maturity date of July 31, 2027. The Fund has the option to extend the maturity from time to time in accordance with the terms of the Revolving Credit Facility.

 

For the six months ended March 31, 2026, the Fund had an average outstanding borrowing balance of $19.2 million and an average interest rate of 6.76%. The interest expense, inclusive of the commitment fee and amortization of deferred financing costs, on the Revolving Credit Facility for the same period was $1.4 million and is recorded in the Statement of Operations.

 

As of March 31, 2026, the Fund’s outstanding borrowing amount was $30.4 million, which is presented net of unamortized deferred financing costs of $0.2 million on the Statement of Assets and Liabilities.

 

See Note 9 “Asset Coverage” for further discussion on the Fund’s calculation of asset coverage with respect to the Revolving Credit Facility.

 

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7. Mandatorily Redeemable Preferred Shares

 

As of March 31, 2026, there were 35,000 Preferred Shares authorized, issued and outstanding, with a par value of $1,000 per share.

 

On April 16, 2025, the Fund closed an underwritten private placement offering of 25,000 Preferred Shares, resulting in net proceeds to the Fund of approximately $24.5 million after payment of underwriting discounts and commissions. Subsequently, on May 14, 2025, the Fund issued an additional 10,000 Preferred Shares via a private placement, resulting in approximately $9.9 million of additional net proceeds after payment of underwriting commission and offering expenses.

 

The Fund is required to redeem all outstanding Preferred Shares on April 30, 2028 at a redemption price of $1,000 per share, plus accrued but unpaid dividends, if any. At any time on or after April 30, 2027, the Fund may, at its sole option, redeem the outstanding Preferred Shares, in whole or in part, from time to time. The holders of Preferred Shares are entitled to receive quarterly cumulative cash distributions at a rate equal to SOFR plus a 380 basis point spread per annum.

 

The Fund has accounted for its Preferred Shares as a liability under ASC Topic 480 – Distinguishing Liabilities from Equity (“ASC 480”), due to their mandatory redemption requirements.

 

Except as otherwise stated in the 1940 Act or the Fund’s declaration of trust, each holder of Preferred Shares is entitled to one vote for each Preferred Share held on each matter submitted to a vote of the Fund’s shareholders. The Fund’s preferred and common shareholders vote together as a single class on all matters submitted to the Fund’s shareholder, except that the Fund’s preferred shareholders have the right to elect two trustees at all times, the remaining members of the Board are elected jointly by preferred and common shareholders voting as a single class.

 

8. Asset Coverage

 

Under the provisions of the 1940 Act, the Fund is permitted to issue senior securities, including debt securities and preferred shares, and borrow from banks or other financial institutions, provided that the Fund satisfies certain asset coverage requirements.

 

With respect to senior securities that are equity, such as the Preferred Shares, the Fund is required to have asset coverage of at least 200%, as measured at the time of issuance of any such senior securities. Asset coverage is calculated as the ratio of the Fund’s total assets, less all liabilities and indebtedness not represented by senior securities, over the aggregate amount of the Fund’s outstanding senior securities representing indebtedness plus the aggregate liquidation preference of any outstanding shares of senior securities that are equity.

 

With respect to senior securities representing indebtedness, such as the Revolving Credit Facility or any bank borrowings (other than temporary borrowings as defined under the 1940 Act), the Fund is required to have asset coverage of at least 300%, as measured at the time of borrowing. Asset coverage is calculated as the ratio of the Fund’s total assets, less all liabilities and indebtedness not represented by senior securities, over the aggregate amount of the Fund’s outstanding senior securities representing indebtedness.

 

If the Fund’s asset coverage declines below 300% (or 200%, as applicable), the Fund is prohibited under the 1940 Act from incurring additional debt or issuing additional preferred shares and may be prohibited from declaring certain distributions to its shareholders. In addition, the terms of the Revolving Credit Facility require the Fund to cure any breach of the applicable asset coverage if the Fund fails to maintain the applicable asset coverage, and the terms of the Preferred Shares require the Fund to redeem Preferred Shares if such failure to maintain the applicable asset coverage is not cured by a certain date.

 

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The following table summarizes the Fund’s asset coverage with respect to its Preferred Shares and Revolving Credit Facility as of March 31, 2026 and September 30, 2025:

 

Amounts in millions        
   As of   As of 
   March 31, 2026   September 30, 2025 
Total assets  $190.0   $156.9 
Less liabilities and indebtedness not represented by senior securities   (3.8)   (1.3)
Net total assets and liabilities  $186.2   $155.6 
           
Preferred Shares(1)   $35.0   $35.0 
Revolving Credit Facility(1)    30.4    7.9 
Total senior securities  $65.4   $42.9 
           
Asset coverage for senior securities(2)    285%   363%
Asset coverage for Revolving Credit Facility(3)    613%   1974%

 

(1)Amounts are based on outstanding principal balance as of the date presented.

(2)The asset coverage ratio for senior securities is calculated in accordance with Section 18(h) of the 1940 Act, as generally described above.

(3)The asset coverage for the Revolving Credit Facility is calculated in accordance with Section 18(h) of the 1940 Act, as generally described above.

 

9. Commitments and Contingencies

 

The Fund is not currently subject to any material legal proceedings. From time to time, the Fund may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of the Fund’s rights under contracts. While the outcome of these legal proceedings cannot be predicted with certainty, the Fund does not expect these proceedings will have a material effect upon its financial condition or results of operations.

 

As part of its strategy, the Fund provides financing through senior secured credit facilities, which may include revolving loan commitments and delayed drawdowns of senior secured term loans. Additionally, the Fund may make commitments to and invest in structured finance securities.

 

As of March 31, 2026, total unfunded commitments from these facilities and investments were $31.5 million, which consists of $31.5 million from unaffiliated investments. As of March 31, 2026, the Fund recorded $0.1 million in net unrealized depreciation on unfunded loan commitments.

 

10. Indemnifications

 

Under the Fund’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, during the normal course of business, the Fund enters into contracts containing a variety of representations which provide general indemnifications. The Fund’s maximum exposure under these agreements cannot be known; however, the Fund expects any risk of loss to be remote.

 

11. Recent Accounting Pronouncement

 

In December 2023, the FASB issued ASU No. 2023-09 (“ASU 2023-09”), Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires enhanced annual income tax disclosures, including disaggregation of income taxes paid by jurisdiction. The standard is effective for the Fund’s annual reporting periods beginning after December 15, 2025. The Adviser evaluated the disclosure requirements of ASU 2023-09 and determined that adoption of the standard did not have a material impact on the Fund’s financial statements or related disclosures.

 

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12. Subsequent Events

 

Management of the Fund has evaluated the need for disclosures and/or adjustments resulting from subsequent events through May 21, 2026, the date these financial statements were available to be issued. Management has determined that, other than the events described above, there are no additional events requiring disclosure or adjustment in the financial statements and related notes through this date.

 

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           For the Period 
           July 29, 2024 
           (Commencement 
   For the Six Months   For the Year   of operations) 
   Ended   Ended   through September 
Per Share Data:  March 31, 2026   September 30, 2025   30, 2024 
Net asset value at beginning of period  $11.35   $10.23   $10.00 
Net investment income (loss)(1)    0.74    1.29    0.15 
Net realized gain (loss) and change in unrealized appreciation (depreciation) on investments, foreign currency, cash equivalents and forward currency contracts(1)(2)   0.04    0.07    0.08 
Net increase (decrease) in net assets resulting from operations(1)    0.78    1.36    0.23 
Distributions to shareholders from net investment income(3)        (0.24)    
Distributions to shareholders from net realized gains on investments(3)             
Distributions to shareholders from tax return of capital(3)             
Total distributions declared to shareholders(3)        (0.24)    
Distributions to shareholders based on weighted average shares impact(4)        (0.24)    
Net asset value at end of period  $12.13   $11.35   $10.23 
                
Total net asset value return(5)    6.87%   13.28%   2.30%
Common shares outstanding at end of period   10,010,000    10,010,000    10,010,000 
                
Ratios and Supplemental Data:               
Net asset value at end of period  $121,445,171   $113,624,637   $102,388,088 
Ratio of expenses to average net assets, before fees waivers(6)    8.87%(7)    4.85%   3.65%(7) 
Ratio of expenses to average net assets, after fees waivers(6)    5.06%(7)    3.93%   3.65%(7) 
Ratio of net investment income to average net assets(6)    12.60%(7)    11.87%   13.14%(7) 
Portfolio turnover rate(8)    17.82%   26.97%   3.73%
Asset coverage for senior securities   285%   363%   N/A 
Asset coverage for Revolving Credit Facility   613%   1974%   467%
                
Revolving Credit Facility:               
Principal amount outstanding at end of period  $30,385,766   $7,885,766   $27,885,766 
Asset coverage per $1,000 at end of period(9)   $6,128   $19,737   $4,672 

 

(1)Per share amounts are based on weighted average of shares outstanding for the period.
(2)Net realized gain (loss) and change in unrealized appreciation (depreciation) on investments, foreign currency, cash equivalents and forward currency contracts may include a balancing figure to reconcile to the change in NAV per share at the end of each period. The amount per share may not agree with the change in the aggregate net realized gain (loss) and change in unrealized appreciation (depreciation) on investments for the period because of the timing of issuance of the Fund’s shares in relation to fluctuating market values for the portfolio.

(3)The information provided is based on estimates available at each respective period. The Fund’s final taxable income and the actual amount required to be distributed will be finally determined when the Fund files its final tax returns and may vary from these estimates.
(4)Represents the difference between the per share amount distributed to shareholders of record and the per share amount distributed based on the weighted average of shares outstanding for the period.
(5)Total return for the period from July 29, 2024 (commencement of operations) through September 30, 2024 is not annualized. Total return is calculated based on the change in NAV per share between the beginning and end of period NAV per share and assumes distributions paid to shareholders during the period were reinvested in accordance with the Fund’s distribution reinvestment plan.
(6)Ratios for six months ended March 31, 2026 include interest expense on the credit facility and the Series A Term Preferred Shares of 1.24% and 2.57% of average net assets, respectively and for year ended September 30, 2025 include interest expense on the credit facility and the Series A Term Preferred Shares of 1.65% and 1.31% of average net assets, respectively. Ratio of net investment income and ratio of expenses, after fee waivers, include the impact of fee waivers by the Adviser for the six months ended March 31, 2026, the year ended September 30, 2025, and for the period from July 29, 2024 (commencement of operations) through September 30, 2024. Please refer to Note 4 “Related Party Transactions” for further discussions relating to the fee waivers by the Adviser.

(7)Ratios for the presented periods are annualized.
(8)The portfolio turnover rate is calculated as the lesser of total investment purchases executed during the period or the total investment sales executed during the period and repayments of principal, divided by the average fair value of investments for the same period.
(9)The asset coverage per unit figure is the ratio of the Fund’s total assets, less liabilities and indebtedness not represented by the credit facility, to the aggregate dollar amount of outstanding borrowings of the credit facility, in accordance with section 18(h) of the 1940 Act. The asset coverage per unit figure is expressed in terms of dollar amounts per $1,000 principal amount.

 

34

 

 

 

Senior Securities Table

Information about the Fund’s senior securities shown in the following table has been derived from the Fund’s consolidated financial statements as of and for the dates noted.

 

(presented in millions)

 

Type of Security  Total Amount
Outstanding
   Asset Coverage
Per Unit(1)
   Involuntary
Liquidating
Preference Per
Unit(2)
   Average
Market Value
Per Unit(3)
 
As of March 31, 2026                
                 
Preferred Shares  $35.0   $2,848   $1,000.00   $1,000.00 
                     
Revolving Credit Facility (City National Bank)  $30.4   $6,128    N/A    N/A 
                     
As of September 30, 2025                    
                     
Preferred Shares  $35.0   $4,447   $1,000.00   $1,000.00 
                     
Revolving Credit Facility (City National Bank)  $7.9   $19,737    N/A    N/A 
                     
As of September 30, 2024                    
                     
Revolving Credit Facility (City National Bank)  $27.9   $4,672    N/A    N/A 

 

(1)The asset coverage per unit figure is the ratio of the Fund’s total assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate dollar amount of senior securities, as calculated separately for each of the Preferred Shares and Revolving Credit Facility in accordance with section 18(h) of the 1940 Act. With respect to the Preferred Shares, the asset coverage per unit figure is expressed in terms of dollar amounts per preferred share outstanding (based on a per share liquidation preference of $1,000). With respect to the Revolving Credit Facility, the asset coverage per unit figure is expressed in terms of dollar amounts per $1,000 of indebtedness.

 

(2)The involuntary liquidating preference per unit is the amount to which a Preferred Share would be entitled in preference to any security junior to it upon our involuntary liquidation.

 

(3)The average market value per unit is calculated by taking the average of the $1,000 principal value for the Preferred Shares for each day during the years for which the security was outstanding.

 

35

 

 

 

Portfolio Information

 

The Fund will file its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT will be available without charge, upon request, by calling (844) 810-6501 or from the EDGAR Database on the SEC’s website (www.sec.gov).

 

Proxy Voting Records

 

The Fund has delegated its proxy voting responsibility to the Adviser. A description of these policies and procedures is available (1) without charge, upon request, by calling toll free (844) 810-6501 or (2) in the Fund’s prospectus, filed with the SEC, which can be found on the SEC’s website (www.sec.gov).

 

Information regarding how we voted proxies relating to portfolio securities during the most recent 12-month period ended

June 30 will be available, without charge: (1) upon request, by calling toll free (844) 810-6501 or (2) on the SEC’s website at www.sec.gov. You may also obtain information about how we voted proxies by making a written request for proxy voting information to: Eagle Point Defensive Income Management LLC, 600 Steamboat Road, Suite 202, Greenwich, CT 06830.

 

Privacy Notice

 

The Fund is committed to protecting your privacy. This privacy notice explains the privacy policies of Eagle Point Defensive Income Trust and its affiliated companies. The terms of this notice apply to both current and former shareholders. The Fund will safeguard, according to strict standards of security and confidentiality, all information it receives about you. With regard to this information, the Fund maintains procedural safeguards that are reasonably designed to comply with federal standards. We have implemented procedures that are designed to restrict access to your personal information to authorized employees of the Fund’s investment adviser, Eagle Point Defensive Income Management LLC, and its affiliates who need to know your personal information to perform their jobs, and in connection with servicing your account. While we may share your personal information with our affiliates in connection with servicing your account, our affiliates are not permitted to share your information with non-affiliated entities, except as permitted or required by law.

 

When you purchase shares of the Fund and in the course of providing you with products and services, we and certain of our service providers, such as a transfer agent, may collect personal information about you, such as your name, address, social security number or tax identification number. This information may come from sources such as account applications and other forms, from other written, electronic or verbal correspondence, from your transactions, from your brokerage or financial advisory firm, financial adviser or consultant, and/or information captured on applicable websites.

 

We do not disclose any personal information provided by you or gathered by us to non-affiliated third parties, except as permitted or required by law or for our everyday business purposes, such as to process transactions or service your account. For example, we may share your personal information in order to send you annual and semiannual reports and other information required by law, and to send you information the Fund believes may be of interest to you. We may disclose your personal information to unaffiliated third-party financial service providers (which may include a custodian, transfer agent, accountant or financial printer) who need to know that information in order to provide services to you or to the Fund. These companies are required to protect your information and use it solely for the purpose for which they received it or as otherwise permitted by law. We may also provide your personal information to your brokerage or financial advisory firm and/ or to your financial adviser or consultant, as well as to professional advisers, such as accountants, lawyers and consultants.

 

We reserve the right to disclose or report personal or account information to non-affiliated third parties in limited circumstances where we believe in good faith that disclosure is required by law, such as in accordance with a court order or at the request of government regulators or law enforcement authorities or to protect our rights or property. We may also disclose your personal information to a non-affiliated third party at your request or if you consent in writing to the disclosure.

 

If you have any queries or concerns about the privacy of your personal information, please contact our investor relations team at (844) 810-6501.

 

36

 

 

 

 

 

 

 

Item 2. Code of Ethics

 

The information required by this Item is only required in an annual report on this Form N-CSR.

 

Item 3. Audit Committee Financial Expert

 

The information required by this Item is only required in an annual report on this Form N-CSR.

 

Item 4. Principal Accountant Fees and Services

 

The information required by this Item is only required in an annual report on this Form N-CSR.

 

Item 5. Audit Committee of Listed Registrants

 

The information required by this Item is only required in an annual report on this Form N-CSR.

 

Item 6. Investments

 

(a)A schedule of investments is included in the registrant’s report to stockholders under Item 1.

 

(b)Not applicable.

 

Item 7. Financial Statements and Financial Highlights For Open-End Management Investment Companies

 

Not applicable.

 

Item 8. Changes in and Disagreements With Accountants For Open-End Management Investment Companies

 

Not applicable.

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies

 

Not applicable.

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies

 

Not applicable.

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract

 

Not applicable.

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

 

The information required by this Item is only required in an annual report on this Form N-CSR.

 

Item 13. Portfolio Managers of Closed-End Investment Companies

 

(a)The information required by this Item is only required in an annual report on this Form N-CSR.

 

(b)There has been no change, as of the date of the filing of this N-CSR, to the registrant’s portfolio managers.

 

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchases

 

Not applicable.

 

 

 

 

Item 15. Submission of Matters to a Vote of Security Holders

 

Not applicable.

 

Item 16. Controls and Procedures

 

(a)The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30(a)-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing of this report, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rules 13a-15(b) or 15d-15(b) under the Exchange Act.

 

(b)There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

 

The registrant did not engage in securities lending activity during its most recent fiscal year.

 

Item 18. Recovery of Erroneously Awarded Compensation

 

Not applicable.

 

Item 19. Exhibits

 

(a) (3)Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith.

 

(b)Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 EAGLE POINT DEFENSIVE INCOME TRUST
   
By:/s/ Thomas P. Majewski
    Thomas P. Majewski 
    Chief Executive Officer (Principal Executive Officer)
Date:June 8, 2026

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacity and on the dates indicated.

 

By: /s/ Thomas P. Majewski   
  Thomas P. Majewski   
  Chief Executive Officer (Principal Executive Officer)   
Date: June 8, 2026  

 

By: /s/ Alena Umnova   
  Alena Umnova   
  Chief Financial Officer (Principal Financial Officer)   
Date: June 8, 2026