~~0001396440Clad-Rex Steel,~~0001396440ATS Operating, LLC, Secured Debt ~~22023-01-012023-06-30~~22023-12-310001396440us-gaap:RelatedPartyMembermain:MSCIncomeMember2023-05-310001396440Freeport Financial SBIC Fund LP, LP Interests (Freeport First Lien Loan Fund III LP)2023-01-012023-03-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)


xþ			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June 30, 2023~~March 31, 2024


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: to

Commission File Number: 001-33723

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)


Maryland			41-2230745
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
1300 Post Oak Boulevard, 8th Floor Houston, TX			77056
(Address of principal executive offices)			(Zip Code)

(713) 350-6000

(Registrant’s telephone number including area code)

n/a

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on Which

Registered

Common Stock, par value $0.01 per share

MAIN

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes xþ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes xþ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

xþ

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No xþ

The number of shares outstanding of the issuer’s common stock as of ~~August 3, 2023~~May 6, 2024 was ~~82,428,020.~~85,715,621.

Table of contents

TABLE OF CONTENTS


	PART I
	FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements
	Consolidated Balance Sheets—~~June 30~~March 31 , 202 34 (unaudited) and December 31, 20223	1
	Consolidated Statements of Operations (unaudited)—Three ~~and six~~ months ended ~~June 30~~Ma rch 31 , 202 34 and 20223	2
	Consolidated Statements of Changes in Net Assets (unaudited)—~~Six~~Three months ended ~~June~~M arch 31, 2024 30 ~~, 202~~3 and 20223	3
	Consolidated Statements of Cash Flows (unaudited)—~~Six~~Three months ended ~~June 30, 202~~3March 31, 2024 and 20223	4
	Consolidated Schedule of Investments (unaudited)—~~June 30, 2023~~M a rch 31 , 2024	5
	Consolidated Schedule of Investments—December 31, ~~2022~~2023	3635
	Notes to Consolidated Financial Statements (unaudited)	6766
	Consolidated Schedules of Investments in and Advances to Affiliates (unaudited)—~~Six~~Three months ended ~~June~~ 3 0March 31 , ~~2023~~202 4 and ~~2022~~202 3	108
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	~~124~~126
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	~~144~~141
Item 4.	Controls and Procedures	~~145~~142
	PART II
	OTHER INFORMATION
Item 1.	Legal Proceedings	~~146~~143
Item 1A.	Risk Factors	~~146~~143
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	~~146~~143
Item 5.	Other Information	143
Item 6.	Exhibits	~~147~~144
	Signatures	~~148~~145

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Balance Sheets

(in thousands, except shares and per share amounts)


		June 30, 2023		December 31, 2022
		(Unaudited)
	March 31, 2024						March 31, 2024	December 31, 2023
	(Unaudited)
ASSETS
ASSETS
ASSETS	ASSETS
Investments at fair value:	Investments at fair value:
Control investments (cost: $1,377,194 and $1,270,802 as of June 30, 2023 and December 31, 2022, respectively)		$	1,883,699	$	1,703,172
Affiliate investments (cost: $539,826 and $635,536 as of June 30, 2023 and December 31, 2022, respectively)		563,125		618,359
Non‑Control/Non‑Affiliate investments (cost: $1,825,669 and $1,867,414 as of June 30, 2023 and December 31, 2022, respectively)		1,763,719		1,780,646
Total investments (cost: $3,742,689 and $3,773,752 as of June 30, 2023 and December 31, 2022, respectively)		4,210,543		4,102,177
Investments at fair value:
Investments at fair value:
Control investments (cost: $1,453,666 and $1,435,131 as of March 31, 2024 and December 31, 2023, respectively)
Control investments (cost: $1,453,666 and $1,435,131 as of March 31, 2024 and December 31, 2023, respectively)
Control investments (cost: $1,453,666 and $1,435,131 as of March 31, 2024 and December 31, 2023, respectively)
Affiliate investments (cost: $614,825 and $575,894 as of March 31, 2024 and December 31, 2023, respectively)
Non‑Control/Non‑Affiliate investments (cost: $1,879,039 and $1,714,935 as of March 31, 2024 and December 31, 2023, respectively)
Total investments (cost: $3,947,530 and $3,725,960 as of March 31, 2024 and December 31, 2023, respectively)
Cash and cash equivalents	Cash and cash equivalents	70,886		49,121
Interest and dividend receivable and other assets	Interest and dividend receivable and other assets	117,749		82,731
Receivable for securities sold	Receivable for securities sold	13,959		381
Deferred financing costs (net of accumulated amortization of $11,420 and $10,603 as of June 30, 2023 and December 31, 2022, respectively)		7,101		7,475
Deferred financing costs (net of accumulated amortization of $12,850 and $12,329 as of March 31, 2024 and December 31, 2023, respectively)
Total assets	Total assets	$	4,420,238	$	4,241,885
LIABILITIES	LIABILITIES
Credit Facilities	Credit Facilities	$	580,000	$	607,000
July 2026 Notes (par: $500,000 as of both June 30, 2023 and December 31, 2022)		498,399		498,136
May 2024 Notes (par: $450,000 as of both June 30, 2023 and December 31, 2022)		450,454		450,727
SBIC debentures (par: $350,000 ($63,800 due within one year) and $350,000 as of June 30, 2023 and December 31, 2022, respectively)		343,943		343,914
December 2025 Notes (par: $150,000 and $100,000 as of June 30, 2023 and December 31, 2022, respectively)		148,706		99,325
Credit Facilities
Credit Facilities
July 2026 Notes (par: $500,000 as of both March 31, 2024 and December 31, 2023)
May 2024 Notes (par: $450,000 as of both March 31, 2024 and December 31, 2023)
March 2029 Notes (par: $350,000 as of March 31, 2024)
SBIC debentures (par: $286,200 and $350,000 as of March 31, 2024 and December 31, 2023, respectively)
December 2025 Notes (par: $150,000 as of both March 31, 2024 and December 31, 2023)

Accounts payable and other liabilities	Accounts payable and other liabilities	48,502		52,092
Accounts payable and other liabilities
Accounts payable and other liabilities

Interest payable
Interest payable
Interest payable	Interest payable	15,355		16,580
Dividend payable	Dividend payable	18,729		17,676
Deferred tax liability, net	Deferred tax liability, net	61,202		47,849
Total liabilities	Total liabilities	2,165,290		2,133,299
Commitments and contingencies (Note K)	Commitments and contingencies (Note K)					Commitments and contingencies (Note K)
NET ASSETS	NET ASSETS
Common stock, $0.01 par value per share (150,000,000 shares authorized; 81,026,676 and 78,463,599 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively)		814		784
Common stock, $0.01 par value per share (150,000,000 shares authorized; 85,144,062 and 84,830,679 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively)
Common stock, $0.01 par value per share (150,000,000 shares authorized; 85,144,062 and 84,830,679 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively)
Common stock, $0.01 par value per share (150,000,000 shares authorized; 85,144,062 and 84,830,679 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively)
Additional paid‑in capital	Additional paid‑in capital	2,132,041		2,030,531

Total undistributed earnings

Total undistributed earnings

Total undistributed earnings	Total undistributed earnings	122,093		77,271
Total net assets	Total net assets	2,254,948		2,108,586
Total liabilities and net assets	Total liabilities and net assets	$	4,420,238	$	4,241,885
NET ASSET VALUE PER SHARE	NET ASSET VALUE PER SHARE	$	27.69	$	26.86

The accompanying notes are an integral part of these consolidated financial statements

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Operations

(in thousands, except shares and per share amounts)

(Unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2024
		2024
		2024
INVESTMENT INCOME:
INVESTMENT INCOME:
INVESTMENT INCOME:	INVESTMENT INCOME:
Interest, fee and dividend income:	Interest, fee and dividend income:
Interest, fee and dividend income:
Interest, fee and dividend income:
Control investments
Control investments
Control investments	Control investments	$	47,979	$	36,808	$	96,841	$	69,385
Affiliate investments	Affiliate investments	20,999		11,893		38,455		25,810
Affiliate investments
Affiliate investments
Non‑Control/Non‑Affiliate investments
Non‑Control/Non‑Affiliate investments
Non‑Control/Non‑Affiliate investments	Non‑Control/Non‑Affiliate investments	58,605		36,499		112,542		69,401
Total investment income	Total investment income	127,583		85,200		247,838		164,596
Total investment income
Total investment income
EXPENSES:
EXPENSES:
EXPENSES:	EXPENSES:
Interest	Interest	(26,754)		(17,295)		(51,752)		(33,982)
Interest
Interest
Compensation
Compensation
Compensation	Compensation	(12,188)		(8,807)		(23,300)		(16,076)
General and administrative	General and administrative	(4,514)		(4,238)		(8,591)		(7,464)
General and administrative
General and administrative
Share‑based compensation
Share‑based compensation
Share‑based compensation	Share‑based compensation	(4,087)		(3,596)		(8,187)		(6,414)
Expenses allocated to the External Investment Manager	Expenses allocated to the External Investment Manager	5,688		3,462		10,686		6,279
Expenses allocated to the External Investment Manager
Expenses allocated to the External Investment Manager
Total expenses
Total expenses
Total expenses	Total expenses	(41,855)		(30,474)		(81,144)		(57,657)
NET INVESTMENT INCOME	NET INVESTMENT INCOME	85,728		54,726		166,694		106,939
NET INVESTMENT INCOME
NET INVESTMENT INCOME
NET REALIZED GAIN (LOSS):
NET REALIZED GAIN (LOSS):
NET REALIZED GAIN (LOSS):	NET REALIZED GAIN (LOSS):
Control investments	Control investments	(48,111)		—		(51,077)		—
Control investments
Control investments
Affiliate investments	Affiliate investments	9,997		47		(16,267)		739
Affiliate investments
Affiliate investments
Non‑Control/Non‑Affiliate investments
Non‑Control/Non‑Affiliate investments
Non‑Control/Non‑Affiliate investments	Non‑Control/Non‑Affiliate investments	(37,392)		(5,111)		(36,542)		(2,467)

Total net realized loss	Total net realized loss	(75,506)		(5,064)		(103,886)		(1,728)

Total net realized loss

Total net realized loss
NET UNREALIZED APPRECIATION (DEPRECIATION):
NET UNREALIZED APPRECIATION (DEPRECIATION):
NET UNREALIZED APPRECIATION (DEPRECIATION):	NET UNREALIZED APPRECIATION (DEPRECIATION):
Control investments	Control investments	75,779		4,822		92,940		13,101
Control investments
Control investments
Affiliate investments
Affiliate investments
Affiliate investments	Affiliate investments	(11,469)		1,731		21,672		4,772
Non‑Control/Non‑Affiliate investments	Non‑Control/Non‑Affiliate investments	40,631		(31,146)		25,447		(27,714)
Non‑Control/Non‑Affiliate investments
Non‑Control/Non‑Affiliate investments

Total net unrealized appreciation (depreciation)		104,941		(24,593)		140,059		(9,841)
Total net unrealized appreciation

Total net unrealized appreciation

Total net unrealized appreciation
INCOME TAXES:
INCOME TAXES:
INCOME TAXES:	INCOME TAXES:
Federal and state income, excise and other taxes	Federal and state income, excise and other taxes	(1,671)		(809)		(3,407)		(2,118)
Federal and state income, excise and other taxes
Federal and state income, excise and other taxes
Deferred taxes
Deferred taxes
Deferred taxes	Deferred taxes	(6,976)		(9,511)		(13,353)		(13,299)
Income tax provision	Income tax provision	(8,647)		(10,320)		(16,760)		(15,417)
Income tax provision
Income tax provision
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	106,516	$	14,749	$	186,107	$	79,953
NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED	NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED	$	1.06	$	0.75	$	2.08	$	1.47
NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED
NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED	NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED	$	1.32	$	0.20	$	2.32	$	1.10
WEIGHTED AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED		80,807,861		73,304,619		80,190,630		72,512,793
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED
WEIGHTED-AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED
WEIGHTED-AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED
WEIGHTED-AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED

The accompanying notes are an integral part of these consolidated financial statements

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Changes in Net Assets

(in thousands, except shares)

(Unaudited)


		Common Stock			Additional Paid-In Capital				Total Undistributed (Overdistributed) Earnings				Total Net Asset Value
		Number of Shares	Par Value
Balances at December 31, 2021		70,737,021	$	707			$	1,736,346			$	51,793			$	1,788,846
Public offering of common stock, net of offering costs		1,502,430	15		63,507				—				63,522
Share‑based compensation		—	—		2,818				—				2,818

Dividend reinvestment		114,043	1		4,812				—				4,813
Amortization of directors’ deferred compensation		—	—		147				—				147
Issuance of restricted stock, net of forfeited shares		16,913	—		—				—				—
Dividends to stockholders		—	—		109				(51,804)				(51,695)

Net increase resulting from operations		—	—		—				65,203				65,203
Balances at March 31, 2022		72,370,407	$	723	$	1,807,739			$	65,192			$	1,873,654
	Common Stock																Common Stock	Additional Paid-In Capital	Total Undistributed (Overdistributed) Earnings	Total Net Asset Value
	Number of Shares
Balances at December 31, 2022
Balances at December 31, 2022
Balances at December 31, 2022
Public offering of common stock, net of offering costs	Public offering of common stock, net of offering costs	662,828	7		25,626				—				25,633
Share‑based compensation	Share‑based compensation	—	—		3,596				—				3,596
Purchase of vested stock for employee payroll tax withholding	Purchase of vested stock for employee payroll tax withholding	(115,071)	(1)		(4,894)				—				(4,895)
Dividend reinvestment	Dividend reinvestment	132,156	1		4,999				—				5,000
Amortization of directors’ deferred compensation	Amortization of directors’ deferred compensation	—	—		130				—				130
Issuance of restricted stock, net of forfeited shares	Issuance of restricted stock, net of forfeited shares	467,238	5		(5)				—				—
Dividends to stockholders	Dividends to stockholders	—	—		114				(52,818)				(52,704)

Net increase resulting from operations	Net increase resulting from operations	—	—		—				14,749				14,749
Balances at June 30, 2022		73,517,558	$	735	$	1,837,305			$	27,123			$	1,865,163
Net increase resulting from operations
Net increase resulting from operations
Balances at March 31, 2023

Balances at December 31, 2022		78,506,816	$	784	$	2,030,531			$	77,271			$	2,108,586
Public offering of common stock, net of offering costs		1,058,914	11		40,885				—				40,896
Share‑based compensation		—	—		4,100				—				4,100
Purchase of vested stock for employee payroll tax withholding		(10,489)	—		(404)				—				(404)
Dividend reinvestment		199,282	2		7,806				—				7,808
Amortization of directors’ deferred compensation		—	—		121				—				121
Issuance of restricted stock, net of forfeited shares		39,566	—		—				—				—
Dividends to stockholders		—	—		136				(67,913)				(67,777)

Net increase resulting from operations		—	—		—				79,592				79,592
Balances at March 31, 2023		79,794,089	$	797	$	2,083,175			$	88,950			$	2,172,922
Public offering of common stock, net of offering costs		1,096,514	11		43,193				—				43,204
Share‑based compensation		—	—		4,087				—				4,087
Purchase of vested stock for employee payroll tax withholding		(140,569)	(1)		(5,545)				—				(5,546)
Dividend reinvestment		174,891	2		6,878				—				6,880
Amortization of directors’ deferred compensation		—	—		109				—				109
Issuance of restricted stock, net of forfeited shares		506,081	5		(5)				—				—
Dividends to stockholders		—	—		149				(73,373)				(73,224)

Net increase resulting from operations		—	—		—				106,516				106,516
Balances at June 30, 2023		81,431,006	$	814	$	2,132,041			$	122,093			$	2,254,948

Balances at December 31, 2023

Balances at December 31, 2023

Balances at December 31, 2023
Public offering of common stock, net of offering costs
Share‑based compensation
Purchase of vested stock for employee payroll tax withholding
Dividend reinvestment
Amortization of directors’ deferred compensation
Issuance of restricted stock, net of forfeited shares
Dividends to stockholders

Net increase resulting from operations
Net increase resulting from operations
Net increase resulting from operations
Balances at March 31, 2024

The accompanying notes are an integral part of these consolidated financial statements

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

Six Months Ended
June 30,

2023

2022

Three Months Ended
March 31,

2024

CASH FLOWS FROM OPERATING ACTIVITIES

Net increase in net assets resulting from operations

186,107

79,953

Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:

Net increase in net assets resulting from operations

Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:

Investments in portfolio companies

(395,305)

(540,429)

Proceeds from sales and repayments of debt investments in portfolio companies

291,557

381,697

Proceeds from sales and repayments of debt investments in portfolio companies

Proceeds from sales and return of capital of equity investments in portfolio companies

31,057

30,293

Net unrealized (appreciation) depreciation

(140,059)

9,841

Proceeds from sales and return of capital of equity investments in portfolio companies

Net unrealized appreciation

Net realized loss

103,886

1,728

Accretion of unearned income

(9,900)

(7,354)

Accretion of unearned income

Payment-in-kind interest

(5,219)

(2,364)

Cumulative dividends

(717)

(1,062)

Cumulative dividends

Share-based compensation expense

8,187

6,414

Amortization of deferred financing costs

1,582

1,372

Amortization of deferred financing costs

Deferred tax provision

13,353

13,299

Changes in other assets and liabilities:

Interest and dividend receivable and other assets

(34,644)

(3,686)

Interest payable

(1,225)

Interest payable

Accounts payable and other liabilities

(3,360)

(10,216)

Deferred fees and other

2,382

1,037

Deferred fees and other

Net cash provided by (used in) operating activities

47,682

(39,435)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from public offering of common stock, net of offering costs

84,100

89,155

Proceeds from public offering of December 2025 Notes

50,000

—

Proceeds from public offering of December 2025 Notes

Proceeds from public offering of March 2029 Notes

Dividends paid

(125,260)

(94,071)

Proceeds from issuance of SBIC debentures

16,000

—

Dividends paid

Repayments of SBIC debentures

(16,000)

—

Proceeds from credit facilities

243,000

303,000

Repayments on credit facilities

(270,000)

(243,000)

Proceeds from Credit Facilities

Repayments on Credit Facilities

Debt issuance costs, net

(1,807)

—

Debt issuance costs, net

Purchases of vested stock for employee payroll tax withholding

(5,950)

(4,895)

Net cash provided by (used in) financing activities

(25,917)

50,189

Net increase in cash and cash equivalents

21,765

10,754

Net cash provided by (used in) financing activities

Net increase (decrease) in cash and cash equivalents

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

49,121

32,629

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

CASH AND CASH EQUIVALENTS AT END OF PERIOD

70,886

43,383

Supplemental cash flow disclosures:

Interest paid

51,333

32,505

Interest paid

Taxes paid

5,909

4,920

Non-cash financing activities:

Value of shares issued pursuant to the DRIP

14,688

9,813

Value of shares issued pursuant to the DRIP

The accompanying notes are an integral part of these consolidated financial statements

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)		Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Control Investments (5)	Control Investments (5)
Control Investments (5)
Control Investments (5)

Analytical Systems Keco Holdings, LLC	Analytical Systems Keco Holdings, LLC		Manufacturer of Liquid and Gas Analyzers
					Secured Debt	(9) (25)	8/16/2019			L+	10.00%		8/16/2024	$	—	$	(2)	$	(2)
Analytical Systems Keco Holdings, LLC
					Secured Debt	(9)	8/16/2019		15.25%	L+	10.00%		8/16/2024	4,525		4,444		4,444
					Preferred Member Units		8/16/2019	3,200	14.13%							3,200		—
					Preferred Member Units		5/20/2021	2,427								2,427		4,070
					Warrants	(27)	8/16/2019	420					8/16/2029			316		—
																10,385		8,512
Analytical Systems Keco Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Preferred Member Units
				Warrants
															10,193
ASC Interests, LLC	ASC Interests, LLC		Recreational and Educational Shooting Facility
					Secured Debt		12/31/2019		13.00%				7/31/2024	400		400		400
					Secured Debt		8/1/2013		13.00%				7/31/2024	1,650		1,649		1,597
					Member Units		8/1/2013	1,500								1,594		510
																3,643		2,507
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Member Units
															3,728
ATS Workholding, LLC	ATS Workholding, LLC	(10)	Manufacturer of Machine Cutting Tools and Accessories
					Secured Debt	(14)	11/16/2017		5.00%				8/16/2023	2,027		2,027		483
					Secured Debt	(14)	11/16/2017		5.00%				8/16/2023	3,015		2,855		719
					Preferred Member Units		11/16/2017	3,725,862								3,726		—
																8,608		1,202
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
															8,817
Barfly Ventures, LLC	Barfly Ventures, LLC	(10)	Casual Restaurant Group
					Secured Debt		10/15/2020		7.00%				10/31/2024	711		711		711
					Member Units		10/26/2020	37								1,584		3,040
																2,295		3,751
					Secured Debt
					Secured Debt
					Secured Debt
				Member Units
															2,295
Batjer TopCo, LLC	Batjer TopCo, LLC		HVAC Mechanical Contractor
					Secured Debt	(25)	3/7/2022						3/7/2027	—		(7)		—

					Secured Debt		3/7/2022		10.00%				3/7/2027	10,575		10,497		10,575
					Preferred Stock	(8)	3/7/2022	4,073								4,095		6,150
																14,585		16,725
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Stock
															15,322
Bolder Panther Group, LLC	Bolder Panther Group, LLC		Consumer Goods and Fuel Retailer
					Secured Debt	(9) (28) (44)	12/31/2020		14.37%	SF+	9.19%		10/31/2027	97,875		97,328		97,875
					Class B Preferred Member Units	(8)	12/31/2020	140,000	8.00%							14,000		31,120
																111,328		128,995
					Secured Debt
					Secured Debt
					Secured Debt
				Class B Preferred Member Units
															116,945
Brewer Crane Holdings, LLC	Brewer Crane Holdings, LLC		Provider of Crane Rental and Operating Services
					Secured Debt	(9)	1/9/2018		15.17%	L+	10.00%		1/9/2024	5,716		5,716		5,653
					Preferred Member Units	(8)	1/9/2018	2,950								4,280		6,360
																9,996		12,013
Bridge Capital Solutions Corporation			Financial Services and Cash Flow Solutions Provider
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
															9,654

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)	Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

				Secured Debt		7/25/2016		13.00%				12/11/2024	8,813		8,813	8,813
				Secured Debt	(29)	7/25/2016		13.00%				12/11/2024	1,000		1,000	1,000
				Preferred Member Units	(8) (29)	7/25/2016	17,742								1,000	1,000
				Warrants	(27)	7/25/2016	82					7/25/2026			2,132	4,450
															12,945	15,263
Bridge Capital Solutions Corporation
Bridge Capital Solutions Corporation
Bridge Capital Solutions Corporation
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Warrants
			Preferred Member Units
														12,945
Café Brazil, LLC	Café Brazil, LLC	Casual Restaurant Group
				Member Units	(8)	6/9/2006	1,233								1,742	2,130
				Member Units
				Member Units
				Member Units

California Splendor Holdings LLC	California Splendor Holdings LLC	Processor of Frozen Fruits
				Secured Debt	(9)	3/30/2018		15.25%	L+	10.00%		7/29/2026	28,000		27,958	28,000
				Preferred Member Units	(8)	3/30/2018	6,157								10,775	23,435
				Preferred Member Units	(8)	7/31/2019	3,671	15.00%			15.00%				4,295	4,295
															43,028	55,730
California Splendor Holdings LLC
California Splendor Holdings LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Member Units
			Preferred Member Units
														48,554
CBT Nuggets, LLC	CBT Nuggets, LLC	Produces and Sells IT Training Certification Videos
				Member Units	(8)	6/1/2006	416								1,300	50,570
				Member Units
				Member Units
				Member Units

Centre Technologies Holdings, LLC	Centre Technologies Holdings, LLC	Provider of IT Hardware Services and Software Solutions
				Secured Debt	(9) (25)	1/4/2019			L+	9.00%		1/4/2026	—		—	—
				Secured Debt	(9)	1/4/2019		14.25%	L+	9.00%		1/4/2026	15,030		14,966	15,030
				Preferred Member Units		1/4/2019	13,309								6,122	10,400
															21,088	25,430
Centre Technologies Holdings, LLC
Centre Technologies Holdings, LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Member Units
														27,839
Chamberlin Holding LLC	Chamberlin Holding LLC	Roofing and Waterproofing Specialty Contractor
				Secured Debt	(9) (25) (28)	2/26/2018			SF+	6.00%		2/26/2026	—		(77)	—
				Secured Debt	(9) (28)	2/26/2018		13.36%	SF+	8.00%		2/26/2026	16,407		16,402	16,407
				Member Units	(8)	2/26/2018	4,347								11,440	23,940
				Member Units	(8) (29)	11/2/2018	1,047,146								1,773	2,830
															29,538	43,177
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Member Units
			Member Units
														28,658
Charps, LLC	Charps, LLC	Pipeline Maintenance and Construction
				Unsecured Debt		8/26/2020		10.00%				1/31/2026	5,694		4,661	5,694
				Preferred Member Units	(8)	2/3/2017	1,829								1,963	13,800
															6,624	19,494
				Unsecured Debt
				Unsecured Debt
				Unsecured Debt
			Preferred Member Units
														6,762
Clad-Rex Steel, LLC	Clad-Rex Steel, LLC	Specialty Manufacturer of Vinyl-Clad Metal
				Secured Debt	(25)	10/28/2022						1/15/2024	—		—	—
				Secured Debt		12/20/2016		11.50%				1/15/2024	9,720		9,698	9,634
				Secured Debt		12/20/2016		10.00%				12/20/2036	1,031		1,022	1,022
				Member Units	(8)	12/20/2016	717								7,280	6,380
				Member Units	(29)	12/20/2016	800								509	1,129
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

																18,509	18,165
					Member Units
					Member Units
					Member Units
				Member Units
															17,332
Cody Pools, Inc.	Cody Pools, Inc.		Designer of Residential and Commercial Pools															Cody Pools, Inc.	Designer of Residential and Commercial Pools
					Secured Debt	(25)	3/6/2020						12/17/2026	—		(12)	—
					Secured Debt		3/6/2020		12.50%				12/17/2026	46,312		46,273	46,312
					Preferred Member Units	(8) (29)	3/6/2020	587								8,317	65,120
																54,578	111,432
				Preferred Member Units
															49,709
Colonial Electric Company LLC	Colonial Electric Company LLC		Provider of Electrical Contracting Services
					Secured Debt	(25)	3/31/2021						3/31/2026	—		—	—
					Secured Debt		3/31/2021		12.00%				3/31/2026	22,680		22,549	22,049
					Preferred Member Units		6/27/2023	960								960	2,400
					Preferred Member Units		3/31/2021	17,280								7,680	7,680
																31,189	32,129
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Preferred Member Units
															28,611
CompareNetworks Topco, LLC	CompareNetworks Topco, LLC		Internet Publishing and Web Search Portals

					Secured Debt	(9)	1/29/2019		14.25%	L+	9.00%		1/29/2024	4,869		4,864	4,869
					Preferred Member Units	(8)	1/29/2019	1,975								1,975	16,380
																6,839	21,249
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
															5,068
Compass Systems & Sales, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
															24,496
Copper Trail Fund Investments	Copper Trail Fund Investments	(12) (13)	Investment Partnership
					LP Interests (CTMH, LP)	(30)	7/17/2017	38.75%								588	588
					LP Interests (CTMH, LP)
					LP Interests (CTMH, LP)
					LP Interests (CTMH, LP)

Cybermedia Technologies, LLC	Cybermedia Technologies, LLC		IT and Digital Services Provider
					Secured Debt	(25)	5/5/2023						5/5/2028	—		—	—
					Secured Debt		5/5/2023		13.00%				5/5/2028	29,000		28,720	28,720
					Preferred Member Units		5/5/2023	556								15,000	15,000
																43,720	43,720
Cybermedia Technologies, LLC
Cybermedia Technologies, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
															43,044
Datacom, LLC	Datacom, LLC		Technology and Telecommunications Provider
					Secured Debt		3/1/2022		7.50%				12/31/2025	720		716	716
					Secured Debt		3/31/2021		10.00%				12/31/2025	8,487		8,132	7,732
					Preferred Member Units	(8)	3/31/2021	9,000								2,610	2,350
																11,458	10,798
Digital Products Holdings LLC			Designer and Distributor of Consumer Electronics
					Secured Debt	(9) (28)	4/1/2018		15.25%	SF+	10.00%		4/27/2026	14,873		14,733	14,733
					Preferred Member Units	(8)	4/1/2018	3,857								9,501	9,835
																24,234	24,568
Direct Marketing Solutions, Inc.			Provider of Omni-Channel Direct Marketing Services
					Secured Debt	(25)	2/13/2018						2/13/2026	—		(74)	—
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
															11,144

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt		12/27/2022		13.00%				2/13/2026	26,465		26,355	26,465
					Preferred Stock	(8)	2/13/2018	8,400								8,400	23,350
																34,681	49,815
Digital Products Holdings LLC
Digital Products Holdings LLC
Digital Products Holdings LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
															22,828
Direct Marketing Solutions, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Stock
															33,405
Elgin AcquireCo, LLC	Elgin AcquireCo, LLC		Manufacturer and Distributor of Engine and Chassis Components
					Secured Debt	(9) (25) (28)	10/3/2022			SF+	6.00%		10/3/2027	—		(8)	(8)
					Secured Debt		10/3/2022		12.00%				10/3/2027	18,773		18,613	18,613
					Secured Debt		10/3/2022		9.00%				10/3/2052	6,335		6,274	6,274
					Common Stock		10/3/2022	285								5,726	6,090
					Common Stock	(29)	10/3/2022	939								1,558	1,670
																32,163	32,639
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Stock
				Common Stock
															31,693
Gamber-Johnson Holdings, LLC	Gamber-Johnson Holdings, LLC		Manufacturer of Ruggedized Computer Mounting Systems
					Secured Debt	(9) (25) (28) (41)	6/24/2016			SF+	8.50%		1/1/2028	—		—	—
					Secured Debt	(9) (28) (41)	12/15/2022		11.00%	SF+	8.00%		1/1/2028	59,678		59,349	59,678
					Member Units	(8)	6/24/2016	9,042								17,692	70,160
																77,041	129,838
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Member Units
															69,929
Garreco, LLC	Garreco, LLC		Manufacturer and Supplier of Dental Products
					Secured Debt	(9) (42)	7/15/2013		12.00%	L+	10.00%		1/31/2024	3,272		3,272	3,272
					Member Units		7/15/2013	1,200								1,200	1,580
																4,472	4,852
					Secured Debt
					Secured Debt
					Secured Debt
				Member Units
															4,288
GRT Rubber Technologies LLC	GRT Rubber Technologies LLC		Manufacturer of Engineered Rubber Products
					Secured Debt		12/21/2018		11.17%	L+	6.00%		12/21/2023	1,300		1,300	1,300
					Secured Debt		12/19/2014		13.17%	L+	8.00%		10/29/2026	40,493		40,336	40,493
					Member Units		12/19/2014	5,879								13,065	44,440
																54,701	86,233
Gulf Manufacturing, LLC			Manufacturer of Specialty Fabricated Industrial Piping Products
					Member Units	(8)	8/31/2007	438								2,980	8,000

					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Member Units
															55,831
Gulf Publishing Holdings, LLC	Gulf Publishing Holdings, LLC		Energy Industry Focused Media and Publishing
					Secured Debt	(9) (25)	9/29/2017			L+	9.50%		7/1/2027	—		—	—
					Secured Debt		7/1/2022		12.50%				7/1/2027	2,400		2,400	2,284
					Preferred Equity		7/1/2022	63,720								5,600	3,780
					Member Units		4/29/2016	3,681								3,681	—
																11,681	6,064
Harris Preston Fund Investments		(12) (13)	Investment Partnership
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
				Member Units
															11,681

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					LP Interests (2717 MH, L.P.)	(8) (30)	10/1/2017	49.26%								3,364	6,346
					LP Interests (2717 HPP-MS, L.P.)	(30)	3/11/2022	49.26%								248	315
																3,612	6,661
Harris Preston Fund Investments
Harris Preston Fund Investments
Harris Preston Fund Investments
					LP Interests (2717 MH, L.P.)
					LP Interests (2717 MH, L.P.)
					LP Interests (2717 MH, L.P.)
				LP Interests (2717 HPP-MS, L.P.)
															3,593
Harrison Hydra-Gen, Ltd.	Harrison Hydra-Gen, Ltd.		Manufacturer of Hydraulic Generators
					Common Stock		6/4/2010	107,456								718	3,490
					Common Stock
					Common Stock
					Common Stock

IG Investor, LLC	IG Investor, LLC		Military and Other Tactical Gear
					Secured Debt	(25)	6/21/2023						6/21/2028	—		(39)	(39)
					Secured Debt		6/21/2023		13.00%				6/21/2028	37,704		37,333	37,333
					Common Equity		6/21/2023	15,096								15,096	15,096
																52,390	52,390
Independent Pet Partners Intermediate Holdings, LLC		(10)	Omnichannel Retailer of Specialty Pet Products
					Common Equity		4/7/2023	18,006,407								18,300	18,300

IG Investor, LLC
IG Investor, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															50,883
Jensen Jewelers of Idaho, LLC	Jensen Jewelers of Idaho, LLC		Retail Jewelry Store
					Secured Debt	(25)	8/29/2017			P+	6.75%		11/14/2023	—		—	—
					Secured Debt	(9)	11/14/2006		15.00%	P+	6.75%		11/14/2023	2,450		2,448	2,450
					Member Units	(8)	11/14/2006	627								811	13,510
																3,259	15,960
Johnson Downie Opco, LLC			Executive Search Services
					Secured Debt	(9) (25)	12/10/2021			L+	11.50%		12/10/2026	—		(12)	—
					Secured Debt	(9)	12/10/2021		16.75%	L+	11.50%		12/10/2026	9,838		9,771	9,838
					Preferred Equity	(8)	12/10/2021	3,150								3,150	6,550
																12,909	16,388
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Member Units
															2,711
JorVet Holdings, LLC	JorVet Holdings, LLC		Supplier and Distributor of Veterinary Equipment and Supplies
					Secured Debt		3/28/2022		12.00%				3/28/2027	25,650		25,458	25,458
					Preferred Equity	(8)	3/28/2022	107,406								10,741	10,741
																36,199	36,199
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
															36,237
KBK Industries, LLC	KBK Industries, LLC		Manufacturer of Specialty Oilfield and Industrial Products
					Secured Debt		2/24/2023		9.00%				2/24/2028	5,300		5,251	5,300
					Member Units	(8)	1/23/2006	325								783	12,360
																6,034	17,660
					Secured Debt
					Secured Debt
					Secured Debt
				Member Units
															5,248
Kickhaefer Manufacturing Company, LLC	Kickhaefer Manufacturing Company, LLC		Precision Metal Parts Manufacturing
					Secured Debt		10/31/2018		12.00%				10/31/2026	20,599		20,569	20,569
					Secured Debt		10/31/2018		9.00%				10/31/2048	3,860		3,824	3,824
					Preferred Equity		10/31/2018	581								12,240	7,730
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
				Member Units
															36,803
Metalforming Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Member Units	(8) (29)	10/31/2018	800							992	2,780
															37,625	34,903
MetalForming AcquireCo, LLC			Distributor of Sheet Metal Folding and Metal Forming Equipment
					Secured Debt	(25)	10/19/2022					10/19/2024	—		—	—
					Secured Debt		10/19/2022		12.75%			10/19/2027	23,802		23,599	23,599
					Preferred Equity	(8)	10/19/2022	5,915,585	8.00%		8.00%				6,127	6,245
					Common Stock	(8)	10/19/2022	1,537,219							1,537	1,400
															31,263	31,244
					Common Stock
					Common Stock
					Common Stock
														29,950
MH Corbin Holding LLC	MH Corbin Holding LLC		Manufacturer and Distributor of Traffic Safety Products
					Secured Debt	(17)	8/31/2015		13.00%			12/31/2022	5,960		5,960	5,503
					Preferred Member Units		3/15/2019	66,000							4,400	—
					Preferred Member Units		9/1/2015	4,000							6,000	—
															16,360	5,503
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
				Preferred Member Units
														15,720
MS Private Loan Fund I, LP	MS Private Loan Fund I, LP	(12) (13)	Investment Partnership
					Secured Debt	(25)	1/26/2021					12/31/2024	—		—	—
					LP Interests	(8) (30)	1/26/2021	14.51%							14,250	14,635
															14,250	14,635
					Secured Debt
					Secured Debt
					Secured Debt
				LP Interests
														16,250
MS Private Loan Fund II, LP
					Secured Debt
					Secured Debt
					Secured Debt
				LP Interests
														31,158
MSC Adviser I, LLC	MSC Adviser I, LLC	(16)	Third Party Investment Advisory Services
					Member Units	(8)	11/22/2013	100%							29,500	133,970
					Member Units
					Member Units
					Member Units

MSC Income Fund, Inc.	MSC Income Fund, Inc.	(12) (13)	Business Development Company
					Common Equity	(8)	5/2/2022	350,451							2,750	2,688
MSC Income Fund, Inc.
MSC Income Fund, Inc.
					Common Equity
					Common Equity
					Common Equity

Mystic Logistics Holdings, LLC	Mystic Logistics Holdings, LLC		Logistics and Distribution Services Provider for Large Volume Mailers
					Secured Debt	(25)	8/18/2014					1/31/2024	—		—	—
					Secured Debt		8/18/2014		10.00%			1/31/2024	5,746		5,746	5,746
					Common Stock	(8)	8/18/2014	5,873							2,720	27,150
															8,466	32,896
Mystic Logistics Holdings, LLC
Mystic Logistics Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
														8,446
NAPCO Precast, LLC	NAPCO Precast, LLC		Precast Concrete Manufacturing
					Member Units		1/31/2008	2,955							2,975	12,710
					Member Units
					Member Units
					Member Units

Nebraska Vet AcquireCo, LLC	Nebraska Vet AcquireCo, LLC		Mixed-Animal Veterinary and Animal Health Product Provider

					Secured Debt		12/31/2020		12.00%			12/31/2025	21,294		21,166	21,294
					Secured Debt		12/31/2020		12.00%			12/31/2025	10,500		10,445	10,500
					Preferred Member Units	(8)	12/31/2020	6,987							6,987	12,790
															38,598	44,584
Nebraska Vet AcquireCo, LLC
Nebraska Vet AcquireCo, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Member Units
														43,137
NexRev LLC	NexRev LLC		Provider of Energy Efficiency Products & Services
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)	Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

				Secured Debt	(25)	2/28/2018						2/28/2025	—		—	—
				Secured Debt		2/28/2018		10.00%				2/28/2025	9,811		9,725	8,368
				Preferred Member Units	(8)	2/28/2018	103,144,186								8,213	3,450
															17,938	11,818
															19,577
															19,577
															19,577
NRP Jones, LLC	NRP Jones, LLC	Manufacturer of Hoses, Fittings and Assemblies
				Secured Debt		12/21/2017		12.00%				3/20/2025	2,080		2,080	2,080
				Member Units	(8)	12/22/2011	65,962								114	145
				Member Units	(8)	12/22/2011	65,962								3,603	3,865
															5,797	6,090
				Secured Debt
				Secured Debt
				Secured Debt
			Member Units
			Member Units
														5,797
NuStep, LLC	NuStep, LLC	Designer, Manufacturer and Distributor of Fitness Equipment
				Secured Debt	(9)	1/31/2017		11.75%	L+	6.50%		1/31/2025	4,400		4,399	4,399
				Secured Debt		1/31/2017		12.00%				1/31/2025	18,440		18,420	18,420
				Preferred Member Units		1/31/2017	406								10,200	8,380
				Preferred Member Units		11/2/2022	2,062								2,062	5,150
															35,081	36,349
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Member Units
			Preferred Member Units
														34,291
OMi Topco, LLC	OMi Topco, LLC	Manufacturer of Overhead Cranes
				Secured Debt		8/31/2021		12.00%				8/31/2026	14,250		14,159	14,250
				Preferred Member Units	(8)	4/1/2008	900								1,080	29,310
															15,239	43,560
				Secured Debt
				Secured Debt
				Secured Debt
			Preferred Member Units
														13,022
Orttech Holdings, LLC	Orttech Holdings, LLC	Distributor of Industrial Clutches, Brakes and Other Components
				Secured Debt	(9) (25)	7/30/2021			L+	11.00%		7/31/2026	—		—	—
				Secured Debt	(9)	7/30/2021		16.25%	L+	11.00%		7/31/2026	22,800		22,658	22,800
				Preferred Stock	(8) (29)	7/30/2021	10,000								10,000	16,560
															32,658	39,360
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Stock
														31,856
Pearl Meyer Topco LLC	Pearl Meyer Topco LLC	Provider of Executive Compensation Consulting Services
				Secured Debt		4/27/2020		12.00%				4/27/2025	3,500		3,496	3,500
				Secured Debt		4/27/2020		12.00%				4/27/2025	13,500		13,460	13,500
				Secured Debt		4/27/2020		12.00%				4/27/2025	27,681		27,571	27,681
				Preferred Equity	(8)	4/27/2020	13,800								13,000	44,090
															57,527	88,771
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Secured Debt
			Preferred Equity
														69,545
Pinnacle TopCo, LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Equity
														43,099
PPL RVs, Inc.	PPL RVs, Inc.	Recreational Vehicle Dealer
				Secured Debt	(9) (25)	10/31/2019			L+	8.75%		11/15/2027	—		(8)	—
				Secured Debt	(9)	11/15/2016		13.63%	L+	8.75%		11/15/2027	20,290		20,083	20,290
				Common Stock	(8)	6/10/2010	2,000								2,150	18,070
				Common Stock	(29)	6/14/2022	238,421								238	250
															22,463	38,610
Principle Environmental, LLC		Noise Abatement Service Provider

				Secured Debt		7/1/2011		13.00%				11/15/2026	5,897		5,817	5,817
				Preferred Member Units	(8)	2/1/2011	21,806								5,709	10,480
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Common Stock
			Common Stock
														21,848

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)

Business Description

Type of Investment (2) (3) (15)

Investment Date
(24)

Shares/Units

Total Rate

Reference Rate and Spread (28)

PIK Rate (19)

Maturity
Date

Principal (4)

Cost (4)

Fair Value (18)

Portfolio Company (1) (20)

Business Description

Type of Investment (2) (3) (15)

Investment Date
(24)

Shares/Units

Total Rate

Reference Rate and Spread (28)

PIK Rate (19)

Maturity
Date

Principal (4)

Cost (4)

Fair Value (18)

Common Stock

1/27/2021

1,037

1,200

500

12,726

16,797

Principle Environmental, LLC

Secured Debt

Preferred Member Units

Common Stock

12,744

Quality Lease Service, LLC

Provider of Rigsite Accommodation Unit Rentals and Related Services

Member Units

6/8/2015

1,000

7,546

460

Member Units

River Aggregates, LLC

Processor of Construction Aggregates

Member Units

(29)

12/20/2013

1,500

369

3,620

River Aggregates, LLC

Member Units

Robbins Bros. Jewelry, Inc.

Bridal Jewelry Retailer

Secured Debt

(25)

12/15/2021

12/15/2026

—

(31)

Secured Debt

12/15/2021

12.50%

12/15/2026

35,010

34,769

34,325

Preferred Equity

12/15/2021

11,070

6,140

45,808

40,434

Robbins Bros. Jewelry, Inc.

Secured Debt

Preferred Equity

44,525

Tedder Industries, LLC

Manufacturer of Firearm Holsters and Accessories

Secured Debt

8/31/2018

12.00%

8/31/2023

1,840

Secured Debt

8/31/2018

12.00%

8/31/2023

15,200

15,198

15,127

Preferred Member Units

8/31/2018

544

9,245

6,290

Preferred Member Units

2/1/2023

3,551

355

533

26,638

23,790

Secured Debt

Preferred Member Units

27,510

Televerde, LLC

Provider of Telemarketing and Data Services

Member Units

(8)

1/6/2011

460

1,290

6,082

Preferred Stock

1/26/2022

248

718

1,794

2,008

7,876

Preferred Stock

Member Units

2,008

Trantech Radiator Topco, LLC

Transformer Cooling Products and Services

Secured Debt

(25)

5/31/2019

5/31/2024

—

(3)

—

Secured Debt

5/31/2019

12.00%

5/31/2024

7,920

7,903

7,920

Common Stock

(8)

5/31/2019

615

4,655

11,770

12,555

19,690

UnionRock Energy Fund III, LP

(12) (13)

Investment Partnership

LP Interests

(30)

6/6/2023

150

Secured Debt

Common Stock

12,489

Vision Interests, Inc.

Manufacturer / Installer of Commercial Signage

Series A Preferred Stock

(8)

12/23/2011

3,000,000

3,000

Series A Preferred Stock

Volusion, LLC

Provider of Online Software-as-a-Service eCommerce Solutions

Secured Debt

3/31/2023

10.00%

3/31/2025

2,100

Volusion, LLC

Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)		Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Preferred Member Units		1/26/2015	4,876,670								14,000		—
					Preferred Member Units		3/31/2023	5,097,595								11,446		10,740
					Preferred Member Units		3/31/2023	142,512								—		—
					Common Stock		3/31/2023	1,802,780								2,576		—
																30,122		12,840
					Preferred Member Units
					Preferred Member Units
					Preferred Member Units
				Preferred Member Units
				Preferred Member Units
				Common Stock
															26,307
VVS Holdco LLC	VVS Holdco LLC		Omnichannel Retailer of Animal Health Products
					Secured Debt	(9) (25) (29)	12/1/2021			L+	6.00%		12/1/2023	—		(10)		(10)
					Secured Debt	(29)	12/1/2021		11.50%				12/1/2026	29,158		28,958		28,958
					Preferred Equity	(8) (29)	12/1/2021	11,840								11,840		11,840
																40,788		40,788
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
															40,289
Ziegler’s NYPD, LLC	Ziegler’s NYPD, LLC		Casual Restaurant Group
					Secured Debt		6/1/2015		12.00%				10/1/2024	450		450		450
					Secured Debt		10/1/2008		6.50%				10/1/2024	1,000		1,000		945
					Secured Debt		10/1/2008		14.00%				10/1/2024	2,750		2,750		2,461
					Preferred Member Units		6/30/2015	10,072								2,834		70
					Warrants	(27)	7/1/2015	587					10/1/2025			600		—
																7,634		3,926
Subtotal Control Investments (83.5% of net assets at fair value)																$	1,377,194	$	1,883,699
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Member Units
				Warrants
															7,634
Subtotal Control Investments (81.5% of net assets at fair value)
Affiliate Investments (6)	Affiliate Investments (6)
AAC Holdings, Inc.	AAC Holdings, Inc.	(11)	Substance Abuse Treatment Service Provider
					Secured Debt		1/31/2023		18.00%			18.00%	6/25/2025	$	381	$	376	$	360
					Secured Debt		12/11/2020		18.00%			18.00%	6/25/2025	12,848		12,739		12,141
					Common Stock		12/11/2020	593,928								3,148		—
					Warrants	(27)	12/11/2020	554,353					12/11/2025			—		—
																16,263		12,501
BBB Tank Services, LLC			Maintenance, Repair and Construction Services to the Above-Ground Storage Tank Market
					Unsecured Debt	(9) (17)	4/8/2016		16.17%	L+	11.00%		4/8/2021	800		800		800
					Unsecured Debt	(9) (17)	4/8/2016		16.17%	L+	11.00%		4/8/2021	4,000		4,000		2,202
					Member Units		4/8/2016	800,000								800		—
					Preferred Stock (non-voting)		12/17/2018		15.00%							162		—
																5,762		3,002
AAC Holdings, Inc.
AAC Holdings, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
				Warrants
															18,775
Boccella Precast Products LLC	Boccella Precast Products LLC		Manufacturer of Precast Hollow Core Concrete
					Secured Debt		9/23/2021		10.00%				2/28/2027	320		320		320
					Member Units		6/30/2017	2,160,000								2,256		2,350
																2,576		2,670
					Secured Debt
					Secured Debt
					Secured Debt
				Member Units
															2,576
Buca C, LLC	Buca C, LLC		Casual Restaurant Group
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
															21,750
Career Team Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
															24,219

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)

Business Description

Type of Investment (2) (3) (15)

Investment Date
(24)

Shares/Units

Total Rate

Reference Rate and Spread (28)

PIK Rate (19)

Maturity
Date

Principal (4)

Cost (4)

Fair Value (18)

Portfolio Company (1) (20)

Business Description

Type of Investment (2) (3) (15)

Investment Date
(24)

Shares/Units

Total Rate

Reference Rate and Spread (28)

PIK Rate (19)

Maturity
Date

Principal (4)

Cost (4)

Fair Value (18)

Secured Debt

6/30/2015

12.00%

6/30/2023

16,980

11,964

Preferred Member Units

6/30/2015

6.00%

4,770

—

21,750

11,964

Career Team Holdings, LLC

Provider of Workforce Training and Career Development Services

Secured Debt

(9)

12/17/2021

11.25%

L+

6.00%

12/17/2026

450

442

Secured Debt

12/17/2021

12.50%

12/17/2026

20,250

20,110

Common Stock

12/17/2021

450,000

4,500

25,052

Classic H&G Holdings, LLC

Provider of Engineered Packaging Solutions

Secured Debt

(9)

3/12/2020

11.25%

L+

6.00%

3/12/2025

4,560

Secured Debt

3/12/2020

8.00%

3/12/2025

19,274

19,203

19,274

Preferred Member Units

(8)

3/12/2020

154

5,760

18,230

29,523

42,064

Classic H&G Holdings, LLC

Secured Debt

Preferred Member Units

28,755

Congruent Credit Opportunities Funds

(12) (13)

Investment Partnership

LP Interests (Congruent Credit Opportunities Fund
III, LP)

(8) (30)

2/4/2015

13.32%

6,224

5,562

LP Interests (Congruent Credit Opportunities Fund
III, LP)

DMA Industries, LLC

Distributor of aftermarket ride control products

Secured Debt

11/19/2021

12.00%

11/19/2026

20,000

19,856

20,000

Preferred Equity

11/19/2021

5,944

7,260

25,800

27,260

DMA Industries, LLC

Secured Debt

Preferred Equity

24,638

Dos Rios Partners

(12) (13)

Investment Partnership

LP Interests (Dos Rios Partners, LP)

(30)

4/25/2013

20.24%

6,313

9,138

LP Interests (Dos Rios Partners - A, LP)

(30)

4/25/2013

6.43%

2,005

2,852

8,318

11,990

LP Interests (Dos Rios Partners, LP)

LP Interests (Dos Rios Partners - A, LP)

8,318

Dos Rios Stone Products LLC

(10)

Limestone and Sandstone Dimension Cut Stone Mining Quarries

Class A Preferred Units

(29)

6/27/2016

2,000,000

2,000

1,580

Class A Preferred Units

EIG Fund Investments

(12) (13)

Investment Partnership

LP Interests (EIG Global Private Debt Fund-A, L.P.)

(8) (30)

11/6/2015

5,000,000

1,021

974

EIG Fund Investments

LP Interests (EIG Global Private Debt Fund-A, L.P.)

Flame King Holdings, LLC

Propane Tank and Accessories Distributor

Preferred Equity

(8)

10/29/2021

9,360

10,400

24,350

Flame King Holdings, LLC

Preferred Equity

Freeport Financial Funds

(12) (13)

Investment Partnership

Freeport Financial Funds

LP Interests (Freeport Financial SBIC Fund LP)

LP Interests (Freeport First Lien Loan Fund III LP)

7,019

GFG Group, LLC

Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)			Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					LP Interests (Freeport Financial SBIC Fund LP)	(30)	3/23/2015	9.30%								3,507	3,628
					LP Interests (Freeport First Lien Loan Fund III LP)	(8) (30)	7/31/2015	5.95%								5,767	5,312
																9,274	8,940
GFG Group, LLC			Grower and Distributor of a Variety of Plants and Products to Other Wholesalers, Retailers and Garden Centers
					Secured Debt		3/31/2021		9.00%				3/31/2026	11,345		11,281	11,345
					Preferred Member Units	(8)	3/31/2021	226								4,900	8,310
																16,181	19,655
					Preferred Member Units
					Preferred Member Units
					Preferred Member Units
															14,207
Gulf Manufacturing, LLC																		Gulf Manufacturing, LLC	(13) (21)	Manufacturer of Specialty Fabricated Industrial Piping Products
				Secured Debt
				Secured Debt
				Member Units
															42,538
Harris Preston Fund Investments	Harris Preston Fund Investments	(12) (13)	Investment Partnership
					LP Interests (HPEP 3, L.P.)	(8) (30)	8/9/2017	8.22%								2,050	4,106
					LP Interests (HPEP 4, L.P.)	(30)	7/12/2022	8.71%								2,796	2,796
					LP Interests (423 COR, L.P.)	(8) (30)	6/2/2022	22.93%								1,400	1,400
					LP Interests (423 HAR, L.P.)	(30)	6/2/2023	15.60%								750	750
																6,996	9,052
					LP Interests (HPEP 3, L.P.)
					LP Interests (HPEP 3, L.P.)
					LP Interests (HPEP 3, L.P.)
				LP Interests (HPEP 4, L.P.)
				LP Interests (423 COR, L.P.)
				LP Interests (423 HAR, L.P.)
															8,219
Hawk Ridge Systems, LLC	Hawk Ridge Systems, LLC		Value-Added Reseller of Engineering Design and Manufacturing Solutions
					Secured Debt	(9) (28)	12/2/2016		11.53%	SF+	6.00%		1/15/2026	3,666		3,664	3,666
					Secured Debt		12/2/2016		12.50%				1/15/2026	41,942		41,823	41,942
					Preferred Member Units	(8)	12/2/2016	226								2,850	17,460
					Preferred Member Units	(29)	12/2/2016	226								150	920
																48,487	63,988
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Preferred Member Units
															49,592
Houston Plating and Coatings, LLC	Houston Plating and Coatings, LLC		Provider of Plating and Industrial Coating Services
					Unsecured Convertible Debt		5/1/2017		8.00%				10/2/2024	3,000		3,000	2,830
					Member Units		1/8/2003	322,297								2,352	3,560
																5,352	6,390
I-45 SLF LLC		(12) (13)	Investment Partnership
					Member Units (Fully diluted 20.0%; 21.75% profits interest)	(8)	10/20/2015	20.00%								20,200	11,751
					Unsecured Convertible Debt
					Unsecured Convertible Debt
					Unsecured Convertible Debt
				Member Units
															5,352
Independent Pet Partners Intermediate Holdings, LLC
					Common Equity
					Common Equity
					Common Equity

Infinity X1 Holdings, LLC	Infinity X1 Holdings, LLC		Manufacturer and Supplier of Personal Lighting Products
					Secured Debt		3/31/2023		13.00%				3/31/2028	18,000		17,832	17,832
					Preferred Equity		3/31/2023	80,000								4,000	4,000
																21,832	21,832
Infinity X1 Holdings, LLC
Infinity X1 Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
															21,557
Integral Energy Services	Integral Energy Services	(10)	Nuclear Power Staffing Services
					Secured Debt	(9)	8/20/2021		13.04%	L+	7.50%		8/20/2026	15,769		15,560	15,575
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
				Common Stock
															14,590

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)	Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

				Common Stock		8/20/2021	9,968								1,356	820
															16,916	16,395
Iron-Main Investments, LLC	Iron-Main Investments, LLC	Consumer Reporting Agency Providing Employment Background Checks and Drug Testing
				Secured Debt		8/2/2021		13.50%				1/31/2028	4,514		4,484	4,484
				Secured Debt		9/1/2021		13.50%				1/31/2028	3,140		3,119	3,119
				Secured Debt		11/15/2021		13.50%				1/31/2028	8,944		8,944	8,944
				Secured Debt		11/15/2021		13.50%				1/31/2028	19,624		19,488	19,488
				Secured Debt		1/31/2023		13.50%				1/31/2028	11,162		10,819	10,819
				Common Stock		8/3/2021	203,016								2,756	2,756
															49,610	49,610
Iron-Main Investments, LLC
Iron-Main Investments, LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Secured Debt
			Secured Debt
			Secured Debt
			Common Stock
														48,718
ITA Holdings Group, LLC	ITA Holdings Group, LLC	Air Ambulance Services
				Secured Debt	(25) (28)	6/21/2023			SF+	9.00%	2.00%	6/21/2027	—		(12)	(12)
				Secured Debt	(25) (28)	6/21/2023			SF+	9.00%	2.00%	6/21/2027	—		(10)	(10)
				Secured Debt	(28)	6/21/2023		15.38%	SF+	8.00%	2.00%	6/21/2027	4,318		3,252	3,252
				Secured Debt	(28)	6/21/2023		17.38%	SF+	10.00%	2.00%	6/21/2027	4,318		3,252	3,252
				Warrants	(27)	6/21/2023	193,307					6/21/2033			2,091	2,091
															8,573	8,573
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Secured Debt
			Secured Debt
			Warrants
														10,650
Johnson Downie Opco, LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Preferred Equity
														27,697
OnAsset Intelligence, Inc.	OnAsset Intelligence, Inc.	Provider of Transportation Monitoring / Tracking Products and Services
				Secured Debt	(14)	5/20/2014		12.00%			12.00%	12/31/2023	964		964	441
				Secured Debt	(14)	3/21/2014		12.00%			12.00%	12/31/2023	983		983	450
				Secured Debt	(14)	5/10/2013		12.00%			12.00%	12/31/2023	2,116		2,116	969
				Secured Debt	(14)	4/18/2011		12.00%			12.00%	12/31/2023	4,415		4,415	2,022
				Unsecured Debt	(14)	6/5/2017		10.00%			10.00%	12/31/2023	305		305	305
				Preferred Stock		4/18/2011	912	7.00%			7.00%				1,981	—
				Common Stock		4/15/2021	635								830	—
				Warrants	(27)	4/18/2011	4,699					5/10/2025			1,089	—
															12,683	4,187
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt
			Secured Debt
			Secured Debt
			Unsecured Debt
			Preferred Stock
			Common Stock
			Warrants
														12,683
Oneliance, LLC	Oneliance, LLC	Construction Cleaning Company
				Secured Debt	(9) (25)	8/6/2021			L+	11.00%		8/6/2023	—		—	—
				Secured Debt	(9)	8/6/2021		16.25%	L+	11.00%		8/6/2026	5,520		5,485	5,424
				Preferred Stock		8/6/2021	1,128								1,128	1,128
															6,613	6,552
				Secured Debt
				Secured Debt
				Secured Debt
			Preferred Stock
														6,462
Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)	Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)	Provider of Rigsite Accommodation Unit Rentals and Related Services
				Preferred Member Units		1/8/2013	250								2,500	—
				Preferred Member Units
				Preferred Member Units
				Preferred Member Units

SI East, LLC	SI East, LLC	Rigid Industrial Packaging Manufacturing
				Secured Debt	(25)	8/31/2018						6/16/2028	—		—	—
				Secured Debt	(23)	6/16/2023		12.78%				6/16/2028	54,536		54,268	54,536
				Preferred Member Units	(8)	8/31/2018	165								1,525	15,780
SI East, LLC
SI East, LLC
				Secured Debt
				Secured Debt
				Secured Debt
			Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Preferred Member Units
					Preferred Member Units
					Preferred Member Units
														56,942
Slick Innovations, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Common Stock
														18,679
Student Resource Center, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
														4,884
Superior Rigging & Erecting Co.
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Member Units
														24,938
The Affiliati Network, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Stock
				Preferred Stock
														13,708
UnionRock Energy Fund II, LP
					LP Interests
					LP Interests
					LP Interests
															55,793	70,316
Slick Innovations, LLC			Text Message Marketing Platform
					Secured Debt		9/13/2018		14.00%			12/22/2027	13,040		12,920	13,040
					Common Stock	(8)	9/13/2018	70,000							456	1,850
															13,376	14,890
Student Resource Center, LLC		(10)	Higher Education Services
					Secured Debt		12/31/2022		8.50%		8.50%	12/31/2027	5,214		4,770	4,770
					Preferred Equity		12/31/2022	5,907,649							—	—
															4,770	4,770
Superior Rigging & Erecting Co.			Provider of Steel Erecting, Crane Rental & Rigging Services
					Secured Debt		8/31/2020		12.00%			8/31/2025	20,500		20,405	20,405
					Preferred Member Units		8/31/2020	1,636							4,500	5,640
															24,905	26,045
The Affiliati Network, LLC			Performance Marketing Solutions
					Secured Debt	(25)	8/9/2021					8/9/2026	—		(12)	(12)
					Secured Debt		8/9/2021		13.00%			8/9/2026	8,921		8,857	8,728
					Preferred Stock	(8)	8/9/2021	1,280,000							6,400	6,400
															15,245	15,116
UnionRock Energy Fund II, LP		(12) (13)	Investment Partnership
					LP Interests	(8) (30)	6/15/2020	11.11%							4,067	5,224
UnionRock Energy Fund III, LP
UnionRock Energy Fund III, LP
UnionRock Energy Fund III, LP
					LP Interests
					LP Interests
					LP Interests

UniTek Global Services, Inc.	UniTek Global Services, Inc.	(11)	Provider of Outsourced Infrastructure Services
					Secured Convertible Debt		1/1/2021		15.00%		15.00%	2/20/2025	2,590		2,590	6,159
					Preferred Stock	(8)	8/29/2019	1,133,102	20.00%		20.00%				2,362	2,833
					Preferred Stock		8/21/2018	1,521,122	20.00%		20.00%				2,188	3,659
					Preferred Stock		6/30/2017	2,281,682	19.00%		19.00%				3,667	—
					Preferred Stock		1/15/2015	4,336,866	13.50%		13.50%				7,924	—
					Common Stock		4/1/2020	945,507							—	—
															18,731	12,651
UniTek Global Services, Inc.
UniTek Global Services, Inc.
					Secured Convertible Debt
					Secured Convertible Debt
					Secured Convertible Debt
				Secured Convertible Debt
				Preferred Stock
				Preferred Stock
				Preferred Stock
				Preferred Stock
				Common Stock
														19,171
Universal Wellhead Services Holdings, LLC	Universal Wellhead Services Holdings, LLC	(10)	Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
					Preferred Member Units	(29)	12/7/2016	716,949	14.00%		14.00%				1,034	220
					Member Units	(29)	12/7/2016	4,000,000							4,000	—
															5,034	220
World Micro Holdings, LLC			Supply Chain Management
					Secured Debt		12/12/2022		13.00%			12/12/2027	14,280		14,154	14,154
					Preferred Equity	(8)	12/12/2022	3,845							3,845	3,845
															17,999	17,999

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)		Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Subtotal Affiliate Investments (25.0% of net assets at fair value)																$	539,826	$	563,125
					Preferred Member Units
					Preferred Member Units
					Preferred Member Units
				Member Units
															5,032
Urgent DSO LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
															12,758
World Micro Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Preferred Equity
															15,879
Subtotal Affiliate Investments (26.5% of net assets at fair value)
Non-Control Investments (7)	Non-Control Investments (7)
AB Centers Acquisition Corporation	AB Centers Acquisition Corporation	(10)	Applied Behavior Analysis Therapy Provider
AB Centers Acquisition Corporation
AB Centers Acquisition Corporation
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															24,644
Acumera, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Warrants
															24,382
Adams Publishing Group, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															28,446
ADS Tactical, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
					Secured Debt	(9) (25)	9/6/2022			P+	5.00%		9/6/2028	$	—	$	(68)	$	(68)
					Secured Debt	(9) (25) (28)	9/6/2022			SF+	6.00%		9/6/2028	—		(83)		—
					Secured Debt	(9) (28)	9/6/2022		11.20%	SF+	6.00%		9/6/2028	21,296		20,736		21,296
																20,585		21,228
Acousti Engineering Company of Florida		(10)	Interior Subcontractor Providing Acoustical Walls and Ceilings
					Secured Debt	(9)	11/2/2020		15.75%	P+	7.50%		11/2/2025	1,678		1,673		1,678
					Secured Debt	(9)	11/2/2020		15.75%	P+	7.50%		11/2/2025	9,620		9,567		9,620
					Secured Debt	(9)	5/26/2021		19.75%	P+	11.50%		11/2/2025	785		780		785
																12,020		12,083
Acumera, Inc.		(10)	Managed Security Service Provider
					Secured Debt	(9) (25) (28)	6/7/2023			SF+	7.50%		6/7/2028	—		(30)		(30)
					Secured Debt	(9) (28)	6/7/2023		12.85%	SF+	7.50%		6/7/2028	43,656		43,162		43,162
					Warrants	(43)	6/7/2023	47,352					2/15/2028			—		—
																43,132		43,132
Adams Publishing Group, LLC		(10)	Local Newspaper Operator
					Secured Debt	(9) (28) (41)	3/11/2022		10.00%	SF+	7.00%		3/11/2027	7,094		7,094		6,976
					Secured Debt	(9) (28) (41)	3/11/2022		10.00%	SF+	7.00%		3/11/2027	22,383		22,337		22,383
																29,431		29,359
ADS Tactical, Inc.		(11)	Value-Added Logistics and Supply Chain Provider to the Defense Industry
					Secured Debt	(9) (28)	3/29/2021		10.94%	SF+	5.75%		3/19/2026	20,424		20,181		19,492

AMEREQUIP LLC.		(10)	Full Service Provider of Comprehensive Commercial Production Services, Including the Design, Engineering, and Manufacturing of Products It
					Secured Debt	(9) (25) (28)	8/31/2022			SF+	7.40%		8/31/2027	—		(122)		(122)
					Secured Debt	(9) (28)	8/31/2022		12.70%	SF+	7.40%		8/31/2027	37,264		36,665		37,264
					Common Stock	(8)	8/31/2022	235								1,844		1,930
AMEREQUIP LLC
AMEREQUIP LLC
AMEREQUIP LLC
					Common Stock
					Common Stock
					Common Stock
																38,387		39,072
American Health Staffing Group, Inc.	American Health Staffing Group, Inc.	(10)	Healthcare Temporary Staffing
American Health Staffing Group, Inc.
American Health Staffing Group, Inc.

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt	(9) (25)	11/19/2021			L+	6.00%		11/19/2026	—		(9)	(9)
					Secured Debt	(9)	11/19/2021		11.43%	L+	6.00%		11/19/2026	6,583		6,538	6,583
																6,529	6,574
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															6,491
American Nuts, LLC	American Nuts, LLC	(10)	Roaster, Mixer and Packager of Bulk Nuts and Seeds
					Secured Debt	(9) (28)	3/11/2022		11.79%	SF+	6.75%		4/10/2026	14,800		14,625	12,216
					Secured Debt	(9) (14) (28)	3/11/2022		14.79%	SF+	8.75%	1.00%	4/10/2026	14,800		14,625	10,618
																29,250	22,834
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															32,311
American Teleconferencing Services, Ltd.	American Teleconferencing Services, Ltd.	(11)	Provider of Audio Conferencing and Video Collaboration Solutions
					Secured Debt	(14) (17)	9/17/2021		7.50%	L+	6.50%		4/7/2023	2,980		2,980	135
					Secured Debt	(9) (14) (17)	5/19/2016		7.50%	L+	6.50%		6/8/2023	14,370		13,706	647
																16,686	782
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															16,747
ArborWorks, LLC	ArborWorks, LLC	(10)	Vegetation Management Services
					Secured Debt	(9) (28)	11/9/2021		15.25%	SF+	7.00%	3.00%	11/9/2026	4,928		4,833	3,799
					Secured Debt	(9) (28)	11/9/2021		15.23%	SF+	7.00%	14.40%	11/9/2026	29,789		29,362	22,962
					Common Equity		11/9/2021	234								234	—
																34,429	26,761
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
				Preferred Equity
				Common Equity
															25,337
Archer Systems, LLC	Archer Systems, LLC	(10)	Mass Tort Settlement Administration Solutions Provider
					Secured Debt	(9) (25) (28)	8/11/2022			SF+	6.00%		8/11/2027	—		(121)	(121)
					Secured Debt	(9) (28)	8/11/2022		11.39%	SF+	6.00%		8/11/2027	53,233		52,304	52,846
					Common Stock		8/11/2022	1,387,832								1,388	1,940
					Common Stock
					Common Stock
					Common Stock
																53,571	54,665
ATS Operating, LLC	ATS Operating, LLC	(10)	For-Profit Thrift Retailer
					Secured Debt	(9) (28)	1/18/2022		11.75%	SF+	6.50%		1/18/2027	720		720	720
					Secured Debt	(9) (28)	1/18/2022		10.65%	SF+	5.50%		1/18/2027	6,660		6,660	6,660
					Secured Debt	(9) (28)	1/18/2022		12.65%	SF+	7.50%		1/18/2027	6,660		6,660	6,660
					Common Stock		1/18/2022	720,000								720	660
																14,760	14,700
ATS Operating, LLC
ATS Operating, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Stock
															14,400
AVEX Aviation Holdings, LLC	AVEX Aviation Holdings, LLC	(10)	Specialty Aircraft Dealer & MRO Provider
					Secured Debt	(9) (28)	12/23/2022		12.63%	SF+	7.25%		12/23/2027	1,474		1,339	1,425
					Secured Debt	(9) (28)	12/23/2022		12.65%	SF+	7.25%		12/23/2027	19,346		18,855	18,714
					Common Equity		12/15/2021	984								965	1,011
																21,159	21,150
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															24,655
Berry Aviation, Inc.	Berry Aviation, Inc.	(10)	Charter Airline Services
					Preferred Member Units	(8) (29)	7/6/2018	1,548,387								—	3,940
					Preferred Member Units	(8) (29)	11/12/2019	122,416								—	310
																—	4,250
					Preferred Member Units
					Preferred Member Units
					Preferred Member Units
				Preferred Member Units
				Preferred Member Units
															293

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Bettercloud, Inc.	Bettercloud, Inc.	(10)	SaaS Provider of Workflow Management and Business Application Solutions
					Secured Debt	(9) (25) (28)	6/30/2022			SF+	7.00%		6/30/2028	—		(69)	(69)
					Secured Debt	(9) (28)	6/30/2022		12.26%	SF+	7.00%	6.00%	6/30/2028	28,345		27,904	28,345
																27,835	28,276
Bettercloud, Inc.
Bettercloud, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															29,436
Binswanger Enterprises, LLC	Binswanger Enterprises, LLC	(10)	Glass Repair and Installation Service Provider
					Member Units		3/10/2017	1,050,000								1,050	180
					Member Units
					Member Units
					Member Units

Bluestem Brands, Inc.	Bluestem Brands, Inc.	(11)	Multi-Channel Retailer of General Merchandise
					Secured Debt	(9)	10/19/2022		15.75%	P+	7.50%	14.75%	8/28/2025	1,418		1,418	1,333
					Secured Debt	(9) (28)	8/28/2020		13.77%	SF+	8.50%	12.77%	8/28/2025	3,415		2,635	3,210
					Common Stock		10/1/2020	723,184								1	2,265
					Warrants	(27)	10/19/2022	163,295					10/19/2032			1,036	510
																5,090	7,318
Bluestem Brands, Inc.
Bluestem Brands, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Stock
				Warrants
															7,434
Bond Brand Loyalty ULC	Bond Brand Loyalty ULC	(10) (13) (21)	Provider of Loyalty Marketing Services
					Secured Debt	(9) (25) (28)	5/1/2023			SF+	7.00%		5/1/2028	—		(28)	(28)
					Secured Debt	(9) (28)	5/1/2023		11.19%	SF+	6.00%		5/1/2028	6,421		6,297	6,297
					Secured Debt	(9) (28)	5/1/2023		13.19%	SF+	8.00%		5/1/2028	6,421		6,297	6,297
					Common Equity		5/1/2023	571								571	571
																13,137	13,137
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Equity
				Common Equity
															13,118
BP Loenbro Holdings Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															28,412
Brainworks Software, LLC	Brainworks Software, LLC	(10)	Advertising Sales and Newspaper Circulation Software
					Secured Debt	(9) (14) (17)	8/12/2014		12.50%	P+	9.25%		7/22/2019	761		761	761
					Secured Debt	(9) (14) (17)	8/12/2014		12.50%	P+	9.25%		7/22/2019	7,056		7,056	1,382
																7,817	2,143
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															7,817
Brightwood Capital Fund Investments	Brightwood Capital Fund Investments	(12) (13)	Investment Partnership
					LP Interests (Brightwood Capital Fund III, LP)	(30)	7/21/2014	1.55%								7,062	4,586
					LP Interests (Brightwood Capital Fund IV, LP)	(8) (30)	10/26/2016	0.59%								4,350	4,589
					LP Interests (Brightwood Capital Fund V, LP)	(8) (30)	7/12/2021	1.31%								2,000	2,331
																13,412	11,506
Burning Glass Intermediate Holding Company, Inc.		(10)	Provider of Skills-Based Labor Market Analytics
					Secured Debt	(9) (28)	6/14/2021		10.20%	SF+	5.00%		6/10/2026	774		751	774
					Secured Debt	(9) (28)	6/14/2021		10.20%	SF+	5.00%		6/10/2028	19,782		19,530	19,782
					LP Interests (Brightwood Capital Fund III, LP)
					LP Interests (Brightwood Capital Fund III, LP)
					LP Interests (Brightwood Capital Fund III, LP)
				LP Interests (Brightwood Capital Fund IV, LP)

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

																20,281	20,556
Cadence Aerospace LLC		(10)	Aerostructure Manufacturing
					Secured Debt	(9) (28)	11/14/2017		13.91%	SF+	6.50%	2.00%	11/14/2024	5,044		5,038	5,044
					Secured Debt	(9) (28)	11/14/2017		13.91%	SF+	6.50%	2.00%	11/14/2024	1,569		1,568	1,569
					Secured Debt	(9) (28)	11/14/2017		13.91%	SF+	6.50%	2.00%	11/14/2024	2,064		2,062	2,064
					Secured Debt	(9) (28)	11/14/2017		13.91%	SF+	6.50%	2.00%	11/14/2024	594		593	594
																9,261	9,271
					LP Interests (Brightwood Capital Fund V, LP)
					LP Interests (Brightwood Capital Fund V, LP)
					LP Interests (Brightwood Capital Fund V, LP)
															12,640
Burning Glass Intermediate Holding Company, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															20,025
CAI Software LLC	CAI Software LLC		Provider of Specialized Enterprise Resource Planning Software
					Preferred Equity		12/13/2021	1,788,527								1,789	1,789
					Preferred Equity		12/13/2021	596,176								—	—
																1,789	1,789
Camin Cargo Control, Inc.		(11)	Provider of Mission Critical Inspection, Testing and Fuel Treatment Services
					Secured Debt	(9) (28)	6/14/2021		11.72%	SF+	6.50%		6/4/2026	15,138		15,047	14,608

					Preferred Equity
					Preferred Equity
					Preferred Equity
				Preferred Equity
															2,142
CaseWorthy, Inc.	CaseWorthy, Inc.	(10)	SaaS Provider of Case Management Solutions
					Secured Debt	(9) (25) (28)	5/18/2022			SF+	6.00%		5/18/2027	—		(9)	(9)
					Secured Debt	(9) (28)	5/18/2022		11.54%	SF+	6.00%		5/18/2027	7,973		7,903	7,973
					Secured Debt	(9) (28)	5/18/2022		11.54%	SF+	6.00%		5/18/2027	6,133		6,086	6,133
					Common Equity		12/30/2022	245,926								246	246
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															14,144
Central Moloney, LLC
					Secured Debt
					Secured Debt
					Secured Debt
																14,226	14,343
Channel Partners Intermediateco, LLC	Channel Partners Intermediateco, LLC	(10)	Outsourced Consumer Services Provider
					Secured Debt	(9) (28) (33)	2/7/2022		11.51%	SF+	6.25%		2/7/2027	3,940		3,851	3,877
					Secured Debt	(9) (28) (33)	2/7/2022		11.39%	SF+	6.25%		2/7/2027	38,735		38,166	38,121
					Secured Debt	(9) (28)	3/27/2023		11.39%	SF+	6.25%		2/7/2027	4,914		4,796	4,836
																46,813	46,834
Channel Partners Intermediateco, LLC
Channel Partners Intermediateco, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															44,306
Clarius BIGS, LLC	Clarius BIGS, LLC	(10)	Prints & Advertising Film Financing
					Secured Debt	(14) (17)	9/23/2014		15.00%			15.00%	1/5/2015	2,696		2,696	22
					Secured Debt
					Secured Debt
					Secured Debt

Computer Data Source, LLC	Computer Data Source, LLC	(10)	Third Party Maintenance Provider to the Data Center Ecosystem
					Secured Debt	(9) (34)	8/6/2021		12.71%	L+	7.50%		8/6/2026	5,000		4,938	4,682
					Secured Debt	(9)	8/6/2021		12.82%	L+	7.50%		8/6/2026	18,450		18,217	17,277
																23,155	21,959
Computer Data Source, LLC
Computer Data Source, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															22,780
Construction Supply Investments, LLC	Construction Supply Investments, LLC	(10)	Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Member Units
					Member Units
					Member Units
					Member Units		12/29/2016	861,618								3,335	24,435
Corel Corporation
Corel Corporation
Corel Corporation
					Secured Debt
					Secured Debt
					Secured Debt

CQ Fluency, LLC
CQ Fluency, LLC
CQ Fluency, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															10,822
Dalton US Inc.	Dalton US Inc.	(10)	Provider of Supplemental Labor Services
					Secured Debt	(9) (28) (35)	8/16/2022		13.69%	SF+	8.50%		8/16/2027	3,614		3,417	3,614
					Secured Debt	(9) (25) (28)	8/16/2022			SF+	8.50%		8/16/2027	—		(66)	(66)
					Secured Debt	(9) (28)	8/16/2022		13.69%	SF+	8.50%		8/16/2027	14,270		14,035	14,270
					Common Stock		8/16/2022	201								201	201
					Common Stock
					Common Stock
					Common Stock
																17,587	18,019
DTE Enterprises, LLC	DTE Enterprises, LLC	(10)	Industrial Powertrain Repair and Services
DTE Enterprises, LLC
DTE Enterprises, LLC
					Class AA Preferred Member Units (non-voting)
					Class AA Preferred Member Units (non-voting)
					Class AA Preferred Member Units (non-voting)
				Class A Preferred Member Units
															2,092
Dynamic Communities, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
				Preferred Equity
				Common Equity
															4,041
Eastern Wholesale Fence LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															27,692
Emerald Technologies Acquisition Co, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
					Class A Preferred Member Units		4/13/2018	776,316	8.00%			8.00%				776	260
					Class AA Preferred Member Units (non-voting)	(8)	4/13/2018		10.00%			10.00%				1,220	1,220
																1,996	1,480
Dynamic Communities, LLC		(10)	Developer of Business Events and Online Community Groups
					Secured Debt		12/20/2022						7/17/2023	1		1	1
					Secured Debt	(9) (28)	12/20/2022		9.70%	SF+	4.50%	9.70%	12/31/2026	1,957		1,798	1,798
					Secured Debt	(9) (28)	12/20/2022		11.70%	SF+	6.50%	11.70%	12/31/2026	1,972		1,739	1,739
					Preferred Equity		12/20/2022	125,000								128	128
					Preferred Equity		12/20/2022	2,376,241								—	—
					Common Equity		12/20/2022	1,250,000								—	—
																3,666	3,666
Eastern Wholesale Fence LLC		(10)	Manufacturer and Distributor of Residential and Commercial Fencing Solutions
					Secured Debt	(9) (28)	11/19/2020		13.39%	SF+	8.00%		10/30/2025	3,346		3,300	3,219
					Secured Debt	(9) (28)	11/19/2020		13.39%	SF+	8.00%		10/30/2025	4,827		4,784	4,644
					Secured Debt	(9) (28)	11/19/2020		13.39%	SF+	8.00%		10/30/2025	22,549		22,306	21,695
																30,390	29,558
Emerald Technologies Acquisition Co, Inc.		(11)	Design & Manufacturing
					Secured Debt	(9) (28)	2/10/2022		11.66%	SF+	6.25%		2/10/2028	9,141		8,999	8,821

EnCap Energy Fund Investments		(12) (13)	Investment Partnership
					LP Interests (EnCap Energy Capital Fund VIII, L.P.)	(8) (30)	1/22/2015	0.14%								3,566	1,984
					LP Interests (EnCap Energy Capital Fund VIII Co- Investors, L.P.)	(8) (30)	1/21/2015	0.38%								1,979	950
					LP Interests (EnCap Energy Capital Fund IX, L.P.)	(8) (30)	1/22/2015	0.10%								3,590	1,631

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					LP Interests (EnCap Energy Capital Fund X, L.P.)	(8) (30)	3/25/2015	0.15%								7,160	6,862
					LP Interests (EnCap Flatrock Midstream Fund II, L.P.)	(8) (30)	3/30/2015	0.84%								5,225	1,555
					LP Interests (EnCap Flatrock Midstream Fund III, L.P.)	(8) (30)	3/27/2015	0.25%								5,106	5,102
																26,626	18,084
EnCap Energy Fund Investments
EnCap Energy Fund Investments
EnCap Energy Fund Investments
					LP Interests (EnCap Energy Capital Fund VIII, L.P.)
					LP Interests (EnCap Energy Capital Fund VIII, L.P.)
					LP Interests (EnCap Energy Capital Fund VIII, L.P.)
				LP Interests (EnCap Energy Capital Fund VIII Co- Investors, L.P.)
				LP Interests (EnCap Energy Capital Fund IX, L.P.)
				LP Interests (EnCap Energy Capital Fund X, L.P.)
				LP Interests (EnCap Energy Capital Fund XII, L.P.)
				LP Interests (EnCap Flatrock Midstream Fund II, L.P.)
				LP Interests (EnCap Flatrock Midstream Fund III, L.P.)
															27,775
Engineering Research & Consulting, LLC	Engineering Research & Consulting, LLC	(10)	Provider of Engineering & Consulting Services to US Department of Defense
					Secured Debt	(9)	5/23/2022		13.75%	P+	5.50%		5/23/2027	655		615	655
					Secured Debt	(9) (28)	5/23/2022		11.76%	SF+	6.50%		5/23/2028	16,216		15,953	16,216
																16,568	16,871
EPIC Y-Grade Services, LP		(11)	NGL Transportation & Storage
					Secured Debt	(9) (28)	6/22/2018		11.36%	SF+	6.00%		6/30/2027	6,788		6,736	6,073

					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															16,396
Escalent, Inc.	Escalent, Inc.	(10)	Market Research and Consulting Firm
					Secured Debt	(9) (25) (28)	4/7/2023			SF+	8.00%		4/6/2029	—		(38)	(38)
					Secured Debt	(9) (28)	4/7/2023		13.34%	SF+	8.00%		4/6/2029	26,306		25,545	25,545
					Common Equity		4/7/2023	649,794								663	663
																26,170	26,170
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															26,216
Event Holdco, LLC	Event Holdco, LLC	(10)	Event and Learning Management Software for Healthcare Organizations and Systems
					Secured Debt	(9) (28) (29)	12/22/2021		12.54%	SF+	7.00%		12/22/2026	3,692		3,667	3,566
					Secured Debt	(9) (28) (29)	12/22/2021		12.54%	SF+	7.00%		12/22/2026	44,308		43,999	42,797
																47,666	46,363
Flip Electronics LLC		(10)	Distributor of Hard-to-Find and Obsolete Electronic Components
					Secured Debt	(28)	3/24/2022		12.55%	SF+	7.50%		1/2/2026	982		982	982
					Secured Debt	(28)	1/4/2021		12.69%	SF+	7.50%		1/2/2026	11,095		10,892	11,095
																11,874	12,077
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															48,493
Fuse, LLC	Fuse, LLC	(11)	Cable Networks Operator
					Secured Debt		6/30/2019		12.00%				6/28/2024	1,810		1,810	1,374
					Common Stock		6/30/2019	10,429								256	—
																2,066	1,374
GeoStabilization International (GSI)		(11)	Geohazard Engineering Services & Maintenance
					Secured Debt	(28)	1/2/2019		10.17%	SF+	5.25%		12/19/2025	20,444		20,385	19,831

					Secured Debt
					Secured Debt
					Secured Debt
				Common Stock
															2,066
Garyline, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															32,665
GS HVAM Intermediate, LLC	GS HVAM Intermediate, LLC	(10)	Specialized Food Distributor

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt	(9) (25) (28)	10/18/2019			SF+	6.50%		10/2/2024	—		(6)	(6)
					Secured Debt	(25)	10/18/2019						10/2/2024	—		(14)	(14)
					Secured Debt	(9) (28)	10/18/2019		11.70%	SF+	6.50%		10/2/2024	10,679		10,651	10,679
																10,631	10,659
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															13,108
GULF PACIFIC ACQUISITION, LLC	GULF PACIFIC ACQUISITION, LLC	(10)	Rice Processor and Merchandiser
					Secured Debt	(9) (28) (36)	9/30/2022		11.14%	SF+	5.75%		9/30/2028	303		285	303
					Secured Debt	(9) (28)	9/30/2022		11.14%	SF+	5.75%		9/30/2028	303		287	303
					Secured Debt	(9) (28)	9/30/2022		11.14%	SF+	5.75%		9/30/2028	3,642		3,579	3,642
																4,151	4,248
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															4,276
HDC/HW Intermediate Holdings	HDC/HW Intermediate Holdings	(10)	Managed Services and Hosting Provider
					Secured Debt	(9) (28)	12/21/2018		14.34%	SF+	9.50%	14.34%	12/21/2023	344		343	315
					Secured Debt	(9) (28)	12/21/2018		14.34%	SF+	9.50%	14.34%	12/21/2023	3,487		3,480	3,188
																3,823	3,503
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															2,945
HEADLANDS OP-CO LLC	HEADLANDS OP-CO LLC	(10)	Clinical Trial Sites Operator
					Secured Debt	(9) (25) (28)	8/1/2022			SF+	6.50%		8/1/2027	—		(55)	(55)
					Secured Debt	(9) (25) (28)	8/1/2022			SF+	6.50%		8/1/2027	—		(55)	(55)
					Secured Debt	(9) (28)	8/1/2022		11.60%	SF+	6.50%		8/1/2027	16,706		16,433	16,706
																16,323	16,596
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															22,927
HOWLCO LLC	HOWLCO LLC	(11) (13) (21)	Provider of Accounting and Business Development Software to Real Estate End Markets
					Secured Debt	(9) (28)	8/19/2021		11.32%	SF+	6.00%		10/23/2026	25,162		25,162	24,464
					Secured Debt
					Secured Debt
					Secured Debt

Hybrid Promotions, LLC	Hybrid Promotions, LLC	(10)	Wholesaler of Licensed, Branded and Private Label Apparel
					Secured Debt	(9) (28)	6/30/2021		15.76%	SF+	10.25%	2.00%	6/30/2026	7,088		7,001	5,716
Hybrid Promotions, LLC
Hybrid Promotions, LLC
					Secured Debt
					Secured Debt
					Secured Debt

IG Parent Corporation	IG Parent Corporation	(11)	Software Engineering
					Secured Debt	(9) (25) (28)	7/30/2021			SF+	5.75%		7/30/2026	—		(24)	—
					Secured Debt	(9) (28)	7/30/2021		10.95%	SF+	5.75%		7/30/2028	14,426		14,249	14,426
																14,225	14,426
IG Parent Corporation
IG Parent Corporation
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															15,087
Imaging Business Machines, L.L.C.	Imaging Business Machines, L.L.C.	(10)	Technology Hardware & Equipment
					Secured Debt	(9) (28)	6/8/2023		12.24%	SF+	7.00%		6/30/2028	20,872		20,167	20,167
					Common Equity		6/8/2023	849								1,166	1,166
																21,333	21,333
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

																22,471
																22,471
																22,471
Implus Footcare, LLC	Implus Footcare, LLC	(10)	Provider of Footwear and Related Accessories
					Secured Debt	(9) (28)	6/1/2017		14.65%	SF+	7.75%	1.50%	7/31/2024	18,592		18,506	16,591

Industrial Services Acquisition, LLC		(10)	Industrial Cleaning Services
					Secured Debt	(9) (28)	8/13/2021		12.25%	SF+	6.75%		8/13/2026	1,004		976	1,004
					Secured Debt	(9) (28)	8/13/2021		12.25%	SF+	6.75%		8/13/2026	19,142		18,900	19,142
					Preferred Member Units	(8) (29)	1/31/2018	144	10.00%			10.00%				133	149
					Preferred Member Units	(8) (29)	5/17/2019	80	20.00%			20.00%				97	98
					Member Units	(29)	6/17/2016	900								900	600
					Secured Debt
					Secured Debt
					Secured Debt
																21,006	20,993
Infolinks Media Buyco, LLC	Infolinks Media Buyco, LLC	(10)	Exclusive Placement Provider to the Advertising Ecosystem
					Secured Debt	(9) (28)	11/1/2021		10.70%	SF+	5.50%		11/1/2026	1,512		1,481	1,481
					Secured Debt	(9) (28)	11/1/2021		10.70%	SF+	5.50%		11/1/2026	8,550		8,435	8,550
																9,916	10,031
Infolinks Media Buyco, LLC
Infolinks Media Buyco, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															9,048
Insight Borrower Corporation
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															14,527
Inspire Aesthetics Management, LLC	Inspire Aesthetics Management, LLC	(10)	Surgical and non-surgical plastic surgery and aesthetics provider
					Secured Debt	(9) (28)	4/3/2023		13.14%	SF+	8.00%		4/3/2028	286		264	264
					Secured Debt	(9) (28)	4/3/2023		13.07%	SF+	8.00%		4/3/2028	10,273		10,023	10,023
					Common Equity		4/3/2023	106,032								336	336
																10,623	10,623
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															11,200
Interface Security Systems, L.L.C	Interface Security Systems, L.L.C	(10)	Commercial Security & Alarm Services
					Secured Debt	(28)	12/9/2021		15.34%	SF+	10.00%	15.34%	8/7/2023	1,835		1,835	1,781
					Secured Debt	(9) (14) (28)	8/7/2019		12.23%	SF+	7.00%	12.23%	8/7/2023	7,313		7,237	823
					Common Stock		12/7/2021	2,143								—	—
																9,072	2,604
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
															9,072
Intermedia Holdings, Inc.	Intermedia Holdings, Inc.	(11)	Unified Communications as a Service
					Secured Debt	(9) (28)	8/3/2018		11.19%	SF+	6.00%		7/19/2025	20,361		20,322	16,594
					Secured Debt
					Secured Debt
					Secured Debt

Invincible Boat Company, LLC.	Invincible Boat Company, LLC.	(10)	Manufacturer of Sport Fishing Boats
					Secured Debt	(9)	8/28/2019		12.04%	L+	6.50%		8/28/2025	622		618	605
					Secured Debt	(9)	8/28/2019		12.04%	L+	6.50%		8/28/2025	16,889		16,804	16,429
																17,422	17,034
Invincible Boat Company, LLC.
Invincible Boat Company, LLC.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															16,858
INW Manufacturing, LLC	INW Manufacturing, LLC	(11)	Manufacturer of Nutrition and Wellness Products
					Secured Debt	(9) (28)	5/19/2021		11.29%	SF+	5.75%		3/25/2027	6,938		6,803	5,504

					Secured Debt
					Secured Debt
					Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Isagenix International, LLC	Isagenix International, LLC	(11)	Direct Marketer of Health & Wellness Products
					Secured Debt	(9) (28)	4/13/2023		12.46%	SF+	5.50%	3.00%	4/14/2028	2,305		2,050	2,074
Isagenix International, LLC
					Common Equity		4/13/2023	186,322								—	—
																2,050	2,074
Isagenix International, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Common Equity
															2,696
Jackmont Hospitality, Inc.	Jackmont Hospitality, Inc.	(10)	Franchisee of Casual Dining Restaurants
					Secured Debt	(9)	10/26/2022		12.69%	L+	7.50%		11/4/2024	651		639	651
					Secured Debt	(9)	11/8/2021		12.69%	L+	7.50%		11/4/2024	2,027		2,027	2,027
					Preferred Equity		11/8/2021	2,826,667								110	500
																2,776	3,178
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Equity
															3,027
Joerns Healthcare, LLC	Joerns Healthcare, LLC	(11)	Manufacturer and Distributor of Health Care Equipment & Supplies
					Secured Debt	(14) (28)	11/15/2021		23.35%	SF+	18.00%	23.35%	1/31/2024	2,431		2,431	2,151
					Secured Debt	(14) (28)	8/21/2019		21.48%	SF+	16.00%	21.48%	8/21/2024	4,034		3,997	280
					Common Stock		8/21/2019	472,579								4,429	—
																10,857	2,431
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
				Common Stock
				Common Stock
															9,981
JTI Electrical & Mechanical, LLC	JTI Electrical & Mechanical, LLC	(10)	Electrical, Mechanical and Automation Services
					Secured Debt	(9) (25)	12/22/2021			L+	6.00%		12/22/2026	—		(118)	(118)
					Secured Debt	(9)	12/22/2021		11.54%	L+	6.00%		12/22/2026	36,474		35,961	36,474
					Common Equity		12/22/2021	1,684,211								1,684	2,660
																37,527	39,016
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															47,553
KMS, LLC	KMS, LLC	(10)	Wholesaler of Closeout and Value-priced Products
					Secured Debt	(9)	10/4/2021		12.81%	L+	7.25%		10/4/2026	1,042		1,003	954
					Secured Debt	(9)	10/4/2021		12.81%	L+	7.25%		10/4/2026	7,467		7,368	6,835
																8,371	7,789
Kore Wireless Group Inc.		(11)	Mission Critical Software Platform
					Secured Debt	(28)	12/31/2018		10.84%	SF+	5.50%		9/21/2024	11,238		11,205	10,657

					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															8,355
Lightbox Holdings, L.P.	Lightbox Holdings, L.P.	(11)	Provider of Commercial Real Estate Software
					Secured Debt	(28)	5/9/2019		10.50%	SF+	5.00%		5/9/2026	14,400		14,293	14,040
					Secured Debt
					Secured Debt
					Secured Debt

LKCM Headwater Investments I, L.P.	LKCM Headwater Investments I, L.P.	(12) (13)	Investment Partnership
					LP Interests	(8) (30)	1/25/2013	2.27%								1,746	3,354
LKCM Headwater Investments I, L.P.
LKCM Headwater Investments I, L.P.
					LP Interests
					LP Interests
					LP Interests

LL Management, Inc.	LL Management, Inc.	(10)	Medical Transportation Service Provider
					Secured Debt	(9) (28)	5/2/2019		12.43%	SF+	7.25%		9/25/2023	8,004		7,998	8,004
					Secured Debt	(9) (28) (38)	5/2/2019		12.45%	SF+	7.25%		9/25/2023	9,154		9,141	9,154
					Secured Debt	(9) (28)	5/12/2022		12.44%	SF+	7.25%		9/25/2023	10,778		10,746	10,778
																27,885	27,936
LL Management, Inc.
LL Management, Inc.
					Secured Debt
					Secured Debt
					Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															29,554
LLFlex, LLC	LLFlex, LLC	(10)	Provider of Metal-Based Laminates
					Secured Debt	(9) (28)	8/16/2021		15.22%	SF+	9.00%	1.00%	8/16/2026	4,428		4,320	4,037
					Secured Debt
					Secured Debt
					Secured Debt

Logix Acquisition Company, LLC	Logix Acquisition Company, LLC	(10)	Competitive Local Exchange Carrier
					Secured Debt	(9)	1/8/2018		11.48%	L+	5.75%		12/22/2024	23,921		22,663	19,137
Logix Acquisition Company, LLC
Logix Acquisition Company, LLC
					Secured Debt
					Secured Debt
					Secured Debt

Looking Glass Investments, LLC	Looking Glass Investments, LLC	(12) (13)	Specialty Consumer Finance
					Member Units		7/1/2015	3								125	25
Looking Glass Investments, LLC
Looking Glass Investments, LLC
					Member Units
					Member Units
					Member Units

Mako Steel, LP	Mako Steel, LP	(10)	Self-Storage Design & Construction
Mako Steel, LP
Mako Steel, LP
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															19,078
Microbe Formulas, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															21,825
Mills Fleet Farm Group, LLC
					Secured Debt
					Secured Debt
					Secured Debt
					Secured Debt	(9)	3/15/2021		12.91%	L+	7.25%		3/15/2026	2,373		2,339	2,373
					Secured Debt	(9)	3/15/2021		12.91%	L+	7.25%		3/15/2026	15,147		14,980	15,147
																17,319	17,520
MB2 Dental Solutions, LLC		(11)	Dental Partnership Organization
					Secured Debt	(9) (28) (32)	1/28/2021		11.20%	SF+	6.00%		1/29/2027	10,244		10,165	10,244
					Secured Debt	(9) (28)	1/28/2021		11.20%	SF+	6.00%		1/29/2027	7,836		7,756	7,836
																17,921	18,080
Microbe Formulas, LLC		(10)	Nutritional Supplements Provider
					Secured Debt	(9) (25) (28)	4/4/2022			SF+	6.25%		4/3/2028	—		(57)	(57)
					Secured Debt	(9) (28)	4/4/2022		11.44%	SF+	6.25%		4/3/2028	24,123		23,741	23,945
																23,684	23,888
Mills Fleet Farm Group, LLC		(10)	Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
					Secured Debt	(9) (28)	10/24/2018		11.77%	SF+	6.50%		10/24/2024	18,769		18,618	17,884

Mini Melts of America, LLC
Mini Melts of America, LLC
Mini Melts of America, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															11,592
MonitorUS Holding, LLC	MonitorUS Holding, LLC	(10) (13) (21)	SaaS Provider of Media Intelligence Services
					Secured Debt	(9)	5/24/2022		12.54%	L+	7.00%		5/24/2027	3,709		3,652	3,648
					Secured Debt	(9)	5/24/2022		12.54%	L+	7.00%		5/24/2027	10,107		9,944	10,899
					Secured Debt	(9) (28)	5/24/2022		12.54%	SF+	7.00%		5/24/2027	17,038		16,779	17,038
					Common Stock		8/30/2022	44,445,814								889	889
																31,264	32,474
NBG Acquisition Inc		(11)	Wholesaler of Home Décor Products
					Secured Debt	(9) (14)	4/28/2017		10.71%	L+	5.50%		4/26/2024	3,849		3,834	154

NinjaTrader, LLC		(10)	Operator of Futures Trading Platform
					Secured Debt	(9) (25) (28)	12/18/2019			SF+	6.25%		12/18/2024	—		(1)	—
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt	(9) (25) (28)	12/18/2019			SF+	6.25%		12/18/2024	—		(29)	(29)
					Secured Debt	(9) (28)	12/18/2019		11.26%	SF+	6.00%		12/18/2024	20,467		20,291	20,467
																20,261	20,438
NTM Acquisition Corp.		(11)	Provider of B2B Travel Information Content
					Secured Debt	(9) (28)	7/12/2016		13.64%	SF+	7.25%	1.00%	6/7/2024	4,237		4,237	4,068

NWN Corporation		(10)	Value Added Reseller and Provider of Managed Services to a Diverse Set of Industries
					Secured Debt	(9) (28) (39)	5/7/2021		13.13%	SF+	8.00%		5/7/2026	2,919		2,797	2,811
					Secured Debt	(9) (28)	5/7/2021		13.19%	SF+	8.00%		5/7/2026	39,381		38,747	37,923
					Secured Debt		12/16/2022		20.00%			20.00%	8/6/2026	7,190		6,918	6,934
																48,462	47,668
					Unsecured Debt
					Unsecured Debt
					Unsecured Debt
				Common Stock
															32,290
NinjaTrader, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															28,462
Obra Capital, Inc	Obra Capital, Inc	(11)	Alternative Asset Manager
					Secured Debt	(28)	10/10/2019		11.22%	SF+	6.00%		10/1/2026	18,230		17,243	13,763
					Secured Debt
					Secured Debt
					Secured Debt

Ospemifene Royalty Sub LLC	Ospemifene Royalty Sub LLC	(10)	Estrogen-Deficiency Drug Manufacturer and Distributor
					Secured Debt	(14)	7/8/2013		11.50%				11/15/2026	4,461		4,461	75

Paragon Healthcare, Inc.		(10)	Infusion Therapy Treatment Provider
					Secured Debt	(9) (28)	1/19/2022		11.10%	SF+	5.75%		1/19/2027	216		125	216
					Secured Debt	(9) (28)	1/19/2022		10.92%	SF+	5.75%		1/19/2027	3,221		3,140	3,221
					Secured Debt	(9) (28)	1/19/2022		10.88%	SF+	5.75%		1/19/2027	18,692		18,306	18,692
Ospemifene Royalty Sub LLC
Ospemifene Royalty Sub LLC
					Secured Debt
					Secured Debt
					Secured Debt
																21,571	22,129
Power System Solutions	Power System Solutions	(10)	Backup Power Generation
					Secured Debt	(9) (25) (28)	6/7/2023			SF+	6.75%		6/7/2028	—		(91)	(91)
					Secured Debt	(9) (25) (28)	6/7/2023			SF+	6.75%		6/7/2028	—		(91)	(91)
					Secured Debt	(9) (28)	6/7/2023		11.90%	SF+	6.75%		6/7/2028	18,511		17,965	17,965
					Common Equity		6/7/2023	1,234								1,234	1,234
																19,017	19,017
Power System Solutions
Power System Solutions
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Equity
															25,074
PrimeFlight Aviation Services	PrimeFlight Aviation Services	(10)	Air Freight & Logistics
					Secured Debt	(9) (28)	5/1/2023		11.94%	SF+	6.85%		5/1/2029	8,000		7,770	7,770

Project Eagle Holdings, LLC		(10)	Provider of Secure Business Collaboration Software
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															9,225
PTL US Bidco, Inc
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															24,300
Purge Rite, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
															12,859
RA Outdoors LLC
					Secured Debt
					Secured Debt
					Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt
					Secured Debt
					Secured Debt
															14,561
Research Now Group, Inc. and Survey Sampling International, LLC
					Secured Debt
					Secured Debt
					Secured Debt
					Secured Debt	(9) (25) (28)	7/6/2020			SF+	6.00%		7/6/2026	—		(16)	(16)
					Secured Debt	(9) (28)	7/6/2020		11.22%	SF+	6.00%		7/6/2026	29,271		28,901	29,271
																28,885	29,255
PTL US Bidco, Inc		(10) (13)	Manufacturers of Equipment, Including Drilling Rigs and Equipment, and Providers of Supplies and Services to Companies Involved In the Drilling, Evaluation and Completion of Oil and Gas Wells.
					Secured Debt	(9)	8/19/2022		14.50%	P+	6.25%		8/19/2027	2,385		2,230	2,385
					Secured Debt	(9) (28)	8/19/2022		12.64%	SF+	7.25%		8/19/2027	27,552		27,096	26,681
																29,326	29,066
RA Outdoors LLC		(10)	Software Solutions Provider for Outdoor Activity Management
					Secured Debt	(9) (25) (28)	4/8/2021			SF+	6.75%		4/8/2026	—		(9)	(37)
					Secured Debt	(9) (28)	4/8/2021		11.88%	SF+	6.75%		4/8/2026	13,369		13,261	12,171
																13,252	12,134
Research Now Group, Inc. and Survey Sampling International, LLC		(11)	Provider of Outsourced Online Surveying
					Secured Debt	(9) (28)	12/29/2017		10.80%	SF+	5.50%		12/20/2024	19,862		19,696	14,238

RM Bidder, LLC		(10)	Scripted and Unscripted TV and Digital Programming Provider
					Member Units		11/12/2015	2,779								46	17
					Warrants	(26)	11/12/2015	327,532					10/20/2025			425	—
																471	17
Richardson Sales Solutions
Richardson Sales Solutions
Richardson Sales Solutions
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															40,324
Roof Opco, LLC	Roof Opco, LLC	(10)	Residential Re-Roofing/Repair
					Secured Debt	(9) (25) (28)	8/27/2021			SF+	6.50%		8/27/2026	—		(10)	—
					Secured Debt	(9) (28)	8/27/2021		11.65%	SF+	6.50%		8/27/2026	2,333		2,297	2,333
					Secured Debt	(9) (28) (37)	8/27/2021		12.65%	SF+	7.50%		8/27/2026	4,418		4,342	4,418
																6,629	6,751
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															6,659
RTIC Subsidiary Holdings, LLC	RTIC Subsidiary Holdings, LLC	(10)	Direct-To-Consumer eCommerce Provider of Outdoor Products
					Secured Debt	(9) (28)	9/1/2020		13.01%	SF+	7.75%		9/1/2025	1,781		1,766	1,645
					Secured Debt	(9) (28)	9/1/2020		13.01%	SF+	7.75%		9/1/2025	15,141		15,055	13,985
																16,821	15,630
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															16,820
Rug Doctor, LLC.	Rug Doctor, LLC.	(10)	Carpet Cleaning Products and Machinery
					Secured Debt	(9) (28)	7/16/2021		13.43%	SF+	6.00%	2.00%	11/16/2024	5,682		5,656	5,343
					Secured Debt	(9) (28)	7/16/2021		13.43%	SF+	6.00%	2.00%	11/16/2024	8,425		8,338	7,922
																13,994	13,265
SIB Holdings, LLC		(10)	Provider of Cost Reduction Services
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															13,683
South Coast Terminals Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Equity
															33,704
SPAU Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
															17,038
Stellant Systems, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															16,837

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt	(9) (28)	10/29/2021		11.68%	SF+	6.25%		10/29/2026	590		582	534
					Secured Debt	(9) (28)	10/29/2021		11.68%	SF+	6.25%		10/29/2026	1,534		1,511	1,387
					Secured Debt	(9) (28)	10/29/2021		11.68%	SF+	6.25%		10/29/2026	7,633		7,526	6,899
					Common Equity		10/29/2021	95,238								200	97
																9,819	8,917
South Coast Terminals Holdings, LLC		(10)	Specialty Toll Chemical Manufacturer
					Secured Debt	(9) (25)	12/10/2021			L+	5.25%		12/13/2026	—		(62)	(62)
					Secured Debt	(9)	12/10/2021		10.90%	L+	5.25%		12/13/2026	35,094		34,608	35,094
					Common Equity		12/10/2021	863,636								864	1,208
																35,410	36,240
SPAU Holdings, LLC		(10)	Digital Photo Product Provider
					Secured Debt	(9) (28)	7/1/2022		12.96%	SF+	7.50%		7/1/2027	958		907	958
					Secured Debt	(9) (28)	7/1/2022		12.61%	SF+	7.50%		7/1/2027	15,808		15,554	15,808
					Common Stock		7/1/2022	638,710								639	550
																17,100	17,316
Staples Canada ULC		(10) (13) (21)	Office Supplies Retailer
					Secured Debt	(9) (22)	9/14/2017		12.26%	L+	7.00%		9/12/2024	12,552		12,523	11,660

Stellant Systems, Inc.		(11)	Manufacturer of Traveling Wave Tubes and Vacuum Electronic Devices
					Secured Debt	(9) (28)	10/22/2021		10.91%	SF+	5.50%		10/1/2028	7,565		7,508	7,234

Team Public Choices, LLC	Team Public Choices, LLC	(11)	Home-Based Care Employment Service Provider
					Secured Debt	(9) (28)	12/22/2020		10.27%	SF+	5.00%		12/18/2027	14,888		14,643	14,466
Team Public Choices, LLC
Team Public Choices, LLC
					Secured Debt
					Secured Debt
					Secured Debt

Tectonic Financial, LLC	Tectonic Financial, LLC		Financial Services Organization
					Common Stock	(8)	5/15/2017	200,000								2,000	5,170
Tectonic Financial, LLC
Tectonic Financial, LLC
					Common Stock
					Common Stock
					Common Stock

Tex Tech Tennis, LLC	Tex Tech Tennis, LLC	(10)	Sporting Goods & Textiles
Tex Tech Tennis, LLC
Tex Tech Tennis, LLC
					Preferred Equity
					Preferred Equity
					Preferred Equity
					Preferred Equity	(29)	7/7/2021	1,000,000								1,000	2,040
Titan Meter Midco Corp.
Titan Meter Midco Corp.
Titan Meter Midco Corp.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Equity
															34,102
U.S. TelePacific Corp.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															3,677
USA DeBusk LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
															36,237
UserZoom Technologies, Inc.
					Secured Debt
					Secured Debt
					Secured Debt

U.S. TelePacific Corp.		(11)	Provider of Communications and Managed Services
Veregy Consolidated, Inc.
Veregy Consolidated, Inc.
Veregy Consolidated, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															17,194
Vistar Media, Inc.
					Preferred Stock
					Preferred Stock
					Preferred Stock
					Secured Debt	(9) (28)	6/1/2023		6.00%	SF+	1.00%	6.00%	5/2/2027	9,457		3,903	3,924
Vitesse Systems
Vitesse Systems
Vitesse Systems
					Secured Debt
					Secured Debt
					Secured Debt
					Secured Debt	(9) (28)	6/1/2023		6.00%	SF+	1.00%	6.00%	5/2/2027	946		20	—
																3,923	3,924
USA DeBusk LLC		(10)	Provider of Industrial Cleaning Services

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)	Fair Value (18)	Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

					Secured Debt	(9)	10/22/2019		10.94%	L+	5.75%		9/8/2026	33,407		32,936	33,407

UserZoom Technologies, Inc.		(10)	Provider of User Experience Research Automation Software
					Secured Debt	(9) (28)	1/11/2023		12.42%	SF+	7.50%		4/5/2029	4,000		3,890	3,890

Veregy Consolidated, Inc.		(11)	Energy Service Company
					Secured Debt	(9) (25) (28)	11/9/2020			SF+	5.25%		11/3/2025	—		(519)	(519)
					Secured Debt	(9) (28)	11/9/2020		11.31%	SF+	6.00%		11/3/2027	17,512		17,242	15,321
																16,723	14,802
Vistar Media, Inc.		(10)	Operator of Digital Out-of-Home Advertising Platform
					Preferred Stock		4/3/2019	70,207								767	2,340

VORTEQ Coil Finishers, LLC	VORTEQ Coil Finishers, LLC	(10)	Specialty Coating of Aluminum and Light-Gauge Steel
					Common Equity	(8)	11/30/2021	1,038,462								1,038	3,810
VORTEQ Coil Finishers, LLC
VORTEQ Coil Finishers, LLC
					Common Equity
					Common Equity
					Common Equity

Wall Street Prep, Inc.	Wall Street Prep, Inc.	(10)	Financial Training Services
Wall Street Prep, Inc.
Wall Street Prep, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Common Stock
															4,030
Watterson Brands, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															30,833
West Star Aviation Acquisition, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Common Stock
															19,589
Winter Services LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Secured Debt
															19,395
Xenon Arc, Inc.
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
															60,943
YS Garments, LLC
					Secured Debt
					Secured Debt
					Secured Debt
					Secured Debt	(9) (25) (28)	7/19/2021			SF+	7.00%		7/19/2026	—		(5)	(5)
					Secured Debt	(9) (28)	7/19/2021		12.19%	SF+	7.00%		7/19/2026	3,751		3,704	3,747
					Common Stock		7/19/2021	400,000								400	420
																4,099	4,162
Watterson Brands, LLC		(10)	Facility Management Services
					Secured Debt	(9) (28) (40)	12/17/2021		11.64%	SF+	6.25%		12/17/2026	1,482		1,450	1,482
					Secured Debt	(9) (28)	12/17/2021		11.64%	SF+	6.25%		12/17/2026	389		363	389
					Secured Debt	(9) (28)	12/17/2021		11.64%	SF+	6.25%		12/17/2026	28,811		28,493	28,811
																30,306	30,682
West Star Aviation Acquisition, LLC		(10)	Aircraft, Aircraft Engine and Engine Parts
					Secured Debt	(9) (25) (28)	3/1/2022			SF+	6.00%		3/1/2028	—		(18)	(18)
					Secured Debt	(9) (28)	3/1/2022		10.79%	SF+	6.00%		3/1/2028	10,712		10,546	10,712
					Common Stock		3/1/2022	1,541,400								1,541	2,390
																12,069	13,084
Winter Services LLC		(10)	Provider of Snow Removal and Ice Management Services
					Secured Debt	(9) (25) (28)	11/19/2021			SF+	7.00%		11/19/2026	—		(30)	—
Zips Car Wash, LLC
Zips Car Wash, LLC
Zips Car Wash, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (28) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (9) (28) 11/19/2021 12.55% SF+ 7.00% 11/19/2026 2,067 2,030 2,030
Secured Debt (9) (28) 11/19/2021 12.17% SF+ 7.00% 11/19/2026 9,300 9,173 9,300
11,173 11,330
Xenon Arc, Inc. (10) Tech-enabled Distribution Services to Chemicals and Food Ingredients Primary Producers
Secured Debt (28) 12/17/2021 10.41% SF+ 5.25% 12/17/2026 3,192 3,002 3,192
Secured Debt (28) 12/17/2021 10.58% SF+ 5.25% 12/17/2027 24,239 23,848 24,239
Secured Debt (28) 12/17/2021 10.35% SF+ 5.25% 12/17/2027 38,021 37,465 38,021
64,315 65,452
YS Garments, LLC (11) Designer and Provider of Branded Activewear
Secured Debt (9) (28) 8/22/2018 12.59% SF+ 7.50% 8/9/2026 12,378 12,119 11,484
Zips Car Wash, LLC (10) Express Car Wash Operator
Secured Debt (9) (28) (38) 2/11/2022 12.50% SF+ 7.25% 3/1/2024 17,424 17,291 17,277
Secured Debt (9) (28) (38) 2/11/2022 12.46% SF+ 7.25% 3/1/2024 4,367 4,351 4,309
21,642 21,586
Subtotal Non-Control/Non-Affiliate Investments (78.2% of net assets at fair value) $ 1,825,669 $ 1,763,719
Total Portfolio Investments, June 30, 2023 (186.7% of net assets at fair value) $ 3,742,689 $ 4,210,543


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)		Fair Value (18)

											21,626		21,381
Short-term portfolio investments	(39)
			Secured Debt			8.68%				103,103	103,308		103,383

Subtotal Non-Control/Non-Affiliate Investments (72.8% of net assets at fair value)											$	1,879,039	$	1,830,866
Total Portfolio Investments, March 31, 2024 (180.8% of net assets at fair value)											$	3,947,530	$	4,548,027










Money market funds (included in cash and cash equivalents) (31)
Dreyfus Government Cash Management (36)											$	45,214	$	45,214
Fidelity Government Fund (37)											3,566		3,566
Fidelity Treasury (38)											3,079		3,079
Total money market funds											$	51,859	$	51,859

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)

___________________

(1)All investments are Lower Middle Market portfolio investments, unless otherwise noted. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for a description of Lower Middle Market portfolio investments. All of the Company’s investments, unless otherwise noted, are encumbered either as security for the Company’s Corporate Facility or SPV Facility (each as defined in Note B.5. — ~~Deferred~~Summary of Significant Accounting Policies —Deferred Financing Costs, and together the “Credit Facilities”) or in support of the SBA-guaranteed debentures issued by the Funds.

(2)Debt investments are income producing, unless otherwise noted by footnote (14), as described below. Equity and warrants are non-income producing, unless otherwise noted by footnote (8), as described below.

(3)See Note C—Fair Value Hierarchy for Investments—Portfolio Composition and Schedule 12-14 for a summary of geographic location of portfolio companies.

(4)Principal is net of repayments. Cost is net of repayments and accumulated unearned income. Negative cost is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

(5)Control investments are defined by the 1940 Act as investments in which more than 25% of the voting securities are owned or where the ability to nominate greater than 50% of the board representation is maintained.

(6)Affiliate investments are defined by the 1940 Act as investments in which between 5% and 25% (inclusive) of the voting securities are owned and the investments are not classified as Control investments.

(7)Non-Control/Non-Affiliate investments are defined by the 1940 Act as investments that are neither Control investments nor Affiliate investments.

(8)Income producing through dividends or distributions.

(9)Index based floating interest rate is subject to contractual minimum interest rate. As noted in this schedule, ~~91%~~93% of the loans (based on the par amount) contain LIBOR or Term SOFR (“SOFR”) floors which range between 0.50% and ~~2.00%~~5.25%, with a weighted-average floor of ~~1.08%~~1.21%.

(10)Private Loan portfolio investment. See Note C—Fair Value Hierarchy for Investments—Portfolio Composition for a description of Private Loan portfolio investments.

(11)Middle Market portfolio investment. See Note C—Fair Value Hierarchy for Investments—Portfolio Composition for a description of Middle Market portfolio investments.

(12)Other Portfolio investment. See Note C—Fair Value Hierarchy for Investments—Portfolio Composition for a description of Other Portfolio investments.

(13)Investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act. Qualifying assets must represent at least 70% of total assets at the time of acquisition of any additional non-qualifying assets.

(14)Non-accrual and non-income producing debt investment.

(15)All of the Company’s portfolio investments are generally subject to restrictions on resale as “restricted securities.”

(16)External Investment Manager. Investment is not encumbered as security for the Company's Credit Facilities or in support of the SBA-guaranteed debentures issued by the Funds.

(17)Maturity date is under on-going negotiations with the portfolio company and other lenders, if applicable.

(18)Investment fair value was determined using significant unobservable inputs, unless otherwise noted. See Note C—Fair Value Hierarchy for Investments—Portfolio Composition for further discussion. Negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par.

(19)Investments may have a portion, or all, of their income received from Paid-in-Kind (“PIK”) interest or dividends. PIK interest income and cumulative dividend income represent income not paid currently in cash. The difference between the Total Rate and PIK Rate represents the cash rate as of ~~June 30, 2023.~~March 31, 2024.

(20)All portfolio company headquarters are based in the United States, unless otherwise noted.

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

(Unaudited)

(21)Portfolio company headquarters are located outside of the United States.

(22)~~In connection with~~The Company has entered into an intercreditor agreement that entitles the ~~Company's debt investment in Staples Canada ULC and in an attempt~~Company to ~~mitigate any potential adverse change in foreign exchange rates during~~ the ~~term~~“last out” tranche of the ~~Company’s investment,~~first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company ~~maintains~~receives a ~~forward foreign currency contract with Cadence Bank to lend $15.5 million Canadian Dollars~~higher interest rate than the contractual stated interest rate of SOFR+8.09% (Floor 1.50%) per the credit agreement and ~~receive $12.0 million U.S. Dollars with a settlement date~~the Consolidated Schedule of ~~September 14, 2023. The unrealized appreciation on the forward foreign currency contract was $0.3 million as of June 30, 2023.~~Investments above reflects such higher rate.

(23)The Company has entered into an intercreditor agreement that entitles the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of ~~11.25%~~12.45% per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.

(24)Investment date represents the date of initial investment in the security position.

(25)The position is unfunded and no interest income is being earned as of ~~June 30, 2023.~~March 31, 2024. The position may earn a nominal unused facility fee on committed amounts.

(26)~~Warrants are~~Each new draw or funding on the facility has a different floating rate reset date. The rate presented ~~in equivalent units with~~represents a ~~strike price~~weighted-average rate for borrowings under the facility, as of ~~$14.28 per unit.~~March 31, 2024.

(27)Warrants are presented in equivalent shares/units with a strike price of $0.01 per share/unit.

(28)A majority of the variable rate loans in the Company’s ~~investment portfolio~~Investment Portfolio (defined below) bear interest at a rate that may be determined by reference to either LIBOR (“L”), SOFR (“SF”) or an alternate Base Rate (commonly based on the Federal Funds Rate or the Prime Rate (“P”)), which typically resets every one, three, or six months at the borrower’s option. SOFR based contracts may include a credit spread adjustment (the “Adjustment”) that is charged in addition to the stated spread. The Adjustment is applied when the SOFR rate, plus the Adjustment, exceeds the stated floor rate, as applicable. As of ~~June 30, 2023,~~March 31, 2024, SOFR based contracts in the portfolio had Adjustments ranging from 0.10% to ~~0.26%~~0.43%.

(29)Shares/Units represent ownership in a related Real Estate or HoldCo entity.

(30)Investment is not unitized. Presentation is made in percent of fully diluted ownership unless otherwise indicated.

(31)~~Short-term portfolio investments. See~~ ~~Note C—Fair Value Hierarchy for Investments—Portfolio Composition~~ ~~for a description of short-term portfolio investments.~~Money market fund interests included in cash and cash equivalents.

(32)As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+6.00% (Floor 1.00%). Each new draw or funding on the delayed draw term loan facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(33)~~As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+6.25% (Floor 1.00%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(34)As of June 30, 2023, borrowings under the loan facility bore interest at LIBOR+7.50% (Floor 1.00%).~~ RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of ~~June 30, 2023.~~March 31, 2024.

~~(35)~~As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+8.50% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(36)~~As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+5.75% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments (Continued)~~

~~June 30, 2023~~

~~(dollars in thousands)~~

~~(Unaudited)~~

~~(37)~~As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+6.50% (Floor 1.50%) and SOFR+8.50% (Floor 1.50%). The spread and rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(38)~~As of June 30, 2023, borrowings under the loan facility bear interest at SOFR+7.25% (Floor 1.00%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(39)~~As of June 30, 2023, borrowings under the loan facility bore interest at SOFR+8.00% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(40)~~As of June 30, 2023, borrowings under the loan facility bore interest at LIBOR+6.25% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of June 30, 2023.

~~(41)~~(33)Index based floating interest rate is subject to contractual maximum base rate of 3.00%.

~~(42)~~(34)Index based floating interest rate is subject to contractual maximum base rate of ~~2.00%~~1.50%.

~~(43)~~(35)Warrants are presented in equivalent shares/units with a strike price of $1.00 per share/unit.

~~(44)~~(36)~~The Company has entered into an intercreditor agreement that entitles~~Effective yield as of March 31, 2024 was approximately 4.94% on the ~~Company~~Dreyfus Government Cash Management.

(37)Effective yield as of March 31, 2024 was approximately 4.97% on the Fidelity Government Fund.

(38)Effective yield as of March 31, 2024 was approximately 4.95% on the Fidelity Treasury.

(39)Short-term portfolio investments. See Note C—Fair Value Hierarchy for Investments and Debentures—Portfolio Composition for a description of short-term portfolio investments. Short-term portfolio investments bear interest at index based floating interest rates which range from SOFR plus 2.75% to ~~the “last out” tranche~~SOFR plus 4.00%, with SOFR floors which range from 0% to 0.75% (with a weighted average SOFR floor of ~~the first lien secured loans, whereby the “first out” tranche will receive priority~~approximately 0.39%) and resulting interest rates which range from 8.08% to 9.44% as ~~to the “last out” tranche~~of March 31, 2024, with ~~respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives~~ a ~~higher interest rate than the contractual stated~~weighted-average interest rate of ~~SOFR+8.00% (Floor 1.50%) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.~~8.68%.

3534

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

December 31, ~~2022~~2023

(dollars in thousands)


Portfolio Company (1) (20)	Portfolio Company (1) (20)		Business Description		Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (29)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)		Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Control Investments (5)	Control Investments (5)
Control Investments (5)
Control Investments (5)

Analytical Systems Keco Holdings, LLC	Analytical Systems Keco Holdings, LLC		Manufacturer of Liquid and Gas Analyzers
					Secured Debt	(9) (25)	8/16/2019			L+	10.00%		8/16/2024	$	—	$	(3)	$	(3)
Analytical Systems Keco Holdings, LLC
					Secured Debt	(9)	8/16/2019		14.13%	L+	10.00%		8/16/2024	4,665		4,545		4,545
					Preferred Member Units		8/16/2019	3,200	14.13%							3,200		—
					Preferred Member Units		5/20/2021	2,427								2,427		3,504
					Warrants	(27)	8/16/2019	420					8/16/2029			316		—
																10,485		8,046
Analytical Systems Keco Holdings, LLC
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Preferred Member Units
				Warrants
															10,246
ASC Interests, LLC	ASC Interests, LLC		Recreational and Educational Shooting Facility
					Secured Debt		12/31/2019		13.00%				7/31/2024	400		400		400
					Secured Debt		8/1/2013		13.00%				7/31/2024	1,650		1,649		1,649
					Member Units		8/1/2013	1,500								1,500		800
																3,549		2,849
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
				Member Units
															3,727
ATS Workholding, LLC	ATS Workholding, LLC	(10)	Manufacturer of Machine Cutting Tools and Accessories
					Secured Debt	(14)	11/16/2017		5.00%				8/16/2023	1,901		1,901		634
					Secured Debt	(14)	11/16/2017		5.00%				8/16/2023	3,015		2,857		1,005
					Preferred Member Units		11/16/2017	3,725,862								3,726		—
																8,484		1,639
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Preferred Member Units
															8,647
Barfly Ventures, LLC	Barfly Ventures, LLC	(10)	Casual Restaurant Group
					Secured Debt		10/15/2020		7.00%				10/31/2024	711		711		711
					Member Units		10/26/2020	37								1,584		3,320
																2,295		4,031
					Secured Debt
					Secured Debt
					Secured Debt
				Member Units
															2,295
Batjer TopCo, LLC	Batjer TopCo, LLC		HVAC Mechanical Contractor
					Secured Debt	(25)	3/7/2022						3/31/2027	—		(8)		(8)
					Secured Debt	(25)	3/7/2022						3/31/2027	—		—		—
					Secured Debt		3/7/2022		11.00%				3/31/2027	11,025		10,933		10,933
					Preferred Stock	(8)	3/7/2022	4,073								4,095		4,095
																15,020		15,020
					Secured Debt
					Secured Debt
					Secured Debt
				Secured Debt
				Secured Debt
				Preferred Stock
															14,867
Bolder Panther Group, LLC	Bolder Panther Group, LLC		Consumer Goods and Fuel Retailer
					Secured Debt	(9) (29) (40)	12/31/2020		13.39%	SF+	9.26%		10/31/2027	99,194		98,576		99,194
					Class B Preferred Member Units	(8)	12/31/2020	140,000	8.00%							14,000		31,420
																112,576		130,614
					Secured Debt
					Secured Debt
					Secured Debt
				Class B Preferred Member Units
															110,078
Brewer Crane Holdings, LLC	Brewer Crane Holdings, LLC		Provider of Crane Rental and Operating Services
					Secured Debt	(9)	1/9/2018		14.12%	L+	10.00%		1/9/2023	5,964		5,964		5,964

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2023

(dollars in thousands)


Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
		Secured Debt	(9)	1/9/2018		15.46%	L+	10.00%		1/9/2025	5,498	5,498	5,498
		Preferred Member Units	(8)	1/9/2018	2,950							4,280	5,620
												9,778	11,118
Bridge Capital Solutions Corporation	Financial Services and Cash Flow Solutions Provider
		Secured Debt		7/25/2016		13.00%				12/11/2024	8,813	8,813	8,813
		Secured Debt		7/25/2016		13.00%				12/11/2024	1,000	1,000	1,000
		Warrants	(27)	7/25/2016	82					7/25/2026		2,132	4,290
		Preferred Member Units	(8) (29)	7/25/2016	17,742							1,000	1,000
												12,945	15,103
Café Brazil, LLC	Casual Restaurant Group
		Member Units	(8)	6/9/2006	1,233							1,742	1,980

California Splendor Holdings LLC	Processor of Frozen Fruits
		Secured Debt	(8) (9)	3/30/2018		15.69%	SF+	10.00%		7/29/2026	28,000	27,965	27,655
		Preferred Member Units	(8)	7/31/2019	3,671	15.00%			15.00%			4,601	4,601
		Preferred Member Units	(8)	3/30/2018	6,157							10,775	15,695
												43,341	47,951
CBT Nuggets, LLC	Produces and Sells IT Training Certification Videos
		Member Units	(8)	6/1/2006	416							1,300	50,130

Centre Technologies Holdings, LLC	Provider of IT Hardware Services and Software Solutions
		Secured Debt	(9) (25)	1/4/2019			SF+	9.00%		1/4/2026	—	—	—
		Secured Debt	(9)	1/4/2019		14.48%	SF+	9.00%		1/4/2026	17,574	17,512	17,574
		Preferred Member Units		1/4/2019	13,309							6,122	11,040
												23,634	28,614
Chamberlin Holding LLC	Roofing and Waterproofing Specialty Contractor
		Secured Debt	(9) (25)	2/26/2018			SF+	6.00%		2/26/2026	—	(195)	—
		Secured Debt	(9)	2/26/2018		13.49%	SF+	8.00%		2/26/2026	15,620	15,617	15,620
		Member Units	(8)	2/26/2018	4,347							11,440	29,320
		Member Units	(8) (29)	11/2/2018	1,047,146							1,773	2,860
												28,635	47,800
Charps, LLC	Pipeline Maintenance and Construction
		Unsecured Debt		8/26/2020		10.00%				1/31/2026	5,694	4,678	5,694
		Preferred Member Units	(8)	2/3/2017	1,829							1,963	15,690
												6,641	21,384
Clad-Rex Steel, LLC	Specialty Manufacturer of Vinyl-Clad Metal
		Secured Debt	(25)	10/28/2022						1/15/2024	—	—	—

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Preferred Member Units (8) 1/9/2018 2,950 4,280 7,080
10,244 13,044
Bridge Capital Solutions Corporation Financial Services and Cash Flow Solutions Provider
Secured Debt 7/25/2016 13.00% 12/11/2024 8,813 8,813 8,813
Secured Debt (30) 7/25/2016 13.00% 12/11/2024 1,000 1,000 1,000
Preferred Member Units (8) (30) 7/25/2016 17,742 1,000 1,000
Warrants (27) 7/25/2016 82 7/25/2026 2,132 4,340
12,945 15,153
Café Brazil, LLC Casual Restaurant Group
Member Units (8) 6/9/2006 1,233 1,742 2,210
California Splendor Holdings LLC Processor of Frozen Fruits
Secured Debt (9) 3/30/2018 13.75% L+ 10.00% 7/29/2026 28,000 27,951 28,000
Preferred Member Units (8) 3/30/2018 6,157 10,775 25,495
Preferred Member Units (8) 7/31/2019 3,671 15.00% 15.00% 3,994 3,994
42,720 57,489
CBT Nuggets, LLC Produces and Sells IT Training Certification Videos
Member Units (8) 6/1/2006 416 1,300 49,002
Centre Technologies Holdings, LLC Provider of IT Hardware Services and Software Solutions
Secured Debt (9) (25) 1/4/2019 L+ 9.00% 1/4/2026 — — —
Secured Debt (9) 1/4/2019 13.13% L+ 9.00% 1/4/2026 15,030 14,954 14,954
Preferred Member Units 1/4/2019 13,309 6,122 8,700
21,076 23,654
Chamberlin Holding LLC Roofing and Waterproofing Specialty Contractor
Secured Debt (9) (25) 2/26/2018 L+ 6.00% 2/26/2023 — — —
Secured Debt (9) 2/26/2018 12.13% L+ 8.00% 2/26/2023 16,945 16,935 16,945
Member Units (8) 2/26/2018 4,347 11,440 22,920
Member Units (8) (30) 11/2/2018 1,047,146 1,773 2,710
30,148 42,575
Charps, LLC Pipeline Maintenance and Construction
Unsecured Debt 8/26/2020 10.00% 1/31/2026 5,694 4,643 5,694
Preferred Member Units (8) 2/3/2017 1,829 1,963 13,340
6,606 19,034
Clad-Rex Steel, LLC Specialty Manufacturer of Vinyl-Clad Metal


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt		12/20/2016		11.50%				1/15/2024	8,560	8,560	8,422
			Secured Debt		12/20/2016		10.00%				12/20/2036	1,013	1,004	1,004
			Member Units	(8)	12/20/2016	717							7,280	5,200
			Member Units	(29)	12/20/2016	800							509	1,129
													17,353	15,755
Cody Pools, Inc.		Designer of Residential and Commercial Pools
			Secured Debt	(25)	3/6/2020						12/17/2026	—	(11)	—
			Secured Debt		3/6/2020		12.50%				12/17/2026	42,073	42,042	42,073
			Preferred Member Units	(8) (29)	3/6/2020	587							8,317	72,470
													50,348	114,543
Colonial Electric Company LLC		Provider of Electrical Contracting Services
			Secured Debt	(25)	3/31/2021						3/31/2026	—	—	—
			Secured Debt		3/31/2021		12.00%				3/31/2026	22,050	21,946	21,627
			Preferred Member Units		6/27/2023	960							960	2,400
			Preferred Member Units		3/31/2021	17,280							7,680	7,680
													30,586	31,707
CompareNetworks Topco, LLC		Internet Publishing and Web Search Portals
			Secured Debt	(9) (17) (25)	1/29/2019			SF+	9.00%		1/29/2022	—	—	—
			Secured Debt	(9)	1/29/2019		14.48%	SF+	9.00%		1/29/2024	3,454	3,454	3,454
			Preferred Member Units	(8)	1/29/2019	1,975							1,975	14,450
													5,429	17,904
Compass Systems & Sales, LLC		Designer of End-to-End Material Handling Solutions
			Secured Debt	(25)	11/22/2023						11/22/2028	—	—	—
			Secured Debt		11/22/2023		13.50%				11/22/2028	17,200	17,034	17,034
			Preferred Equity		11/22/2023	7,454							7,454	7,454
													24,488	24,488
Copper Trail Fund Investments	(12) (13)	Investment Partnership
			LP Interests (CTMH, LP)	(8) (30)	7/17/2017	38.75%							568	568

Cybermedia Technologies, LLC		IT and Digital Services Provider
			Secured Debt	(25)	5/5/2023						5/5/2028	—	—	—
			Secured Debt		5/5/2023		13.00%				5/5/2028	28,638	28,389	28,389
			Preferred Member Units		5/5/2023	556							15,000	15,000
													43,389	43,389
Datacom, LLC		Technology and Telecommunications Provider
			Secured Debt		3/1/2022		7.50%				12/31/2025	450	447	447
			Secured Debt		3/31/2021		10.00%				12/31/2025	8,352	8,073	7,587
			Preferred Member Units		3/31/2021	9,000							2,610	70

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (9) (25) (29) 10/28/2022 SF+ 9.00% 1/15/2024 — — —
Secured Debt (9) (29) 12/20/2016 13.23% SF+ 9.00% 1/15/2024 10,480 10,440 10,440
Secured Debt 12/20/2016 10.00% 12/20/2036 1,049 1,039 1,039
Member Units (8) 12/20/2016 717 7,280 8,220
Member Units (30) 12/20/2016 800 210 610
18,969 20,309
CMS Minerals Investments Oil & Gas Exploration & Production
Member Units (8) (30) 4/1/2016 100 1,304 1,670
Cody Pools, Inc. Designer of Residential and Commercial Pools
Secured Debt (9) 3/6/2020 15.38% L+ 10.50% 12/17/2026 1,462 1,443 1,462
Secured Debt (9) 3/6/2020 15.38% L+ 10.50% 12/17/2026 40,801 40,521 40,801
Preferred Member Units (8) (30) 3/6/2020 587 8,317 58,180
50,281 100,443
Colonial Electric Company LLC Provider of Electrical Contracting Services
Secured Debt (25) 3/31/2021 3/31/2026 — — —
Secured Debt 3/31/2021 12.00% 3/31/2026 23,310 23,151 23,151
Preferred Member Units (8) 3/31/2021 17,280 7,680 9,160
30,831 32,311
CompareNetworks Topco, LLC Internet Publishing and Web Search Portals
Secured Debt (9) (17) (25) 1/29/2019 L+ 9.00% 1/29/2022 — — —
Secured Debt (9) 1/29/2019 13.13% L+ 9.00% 1/29/2024 5,241 5,232 5,241
Preferred Member Units (8) 1/29/2019 1,975 1,975 19,830
7,207 25,071
Copper Trail Fund Investments (12) (13) Investment Partnership
LP Interests (CTMH, LP) (31) 7/17/2017 38.75% 588 588
Datacom, LLC Technology and Telecommunications Provider
Secured Debt 3/1/2022 7.50% 12/31/2025 223 223 223
Secured Debt 3/31/2021 7.50% 12/31/2025 8,622 8,190 7,789
Preferred Member Units (8) 3/31/2021 9,000 2,610 2,670
11,023 10,682
Digital Products Holdings LLC Designer and Distributor of Consumer Electronics
Secured Debt (9) 4/1/2018 14.13% L+ 10.00% 4/1/2023 15,533 15,523 15,523
Preferred Member Units (8) 4/1/2018 3,857 9,501 9,835


Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
												11,130	8,104
Digital Products Holdings LLC	Designer and Distributor of Consumer Electronics
		Secured Debt	(9)	4/1/2018		15.38%	SF+	10.00%		4/27/2026	14,873	14,758	14,690
		Preferred Member Units	(8)	4/1/2018	3,857							9,501	9,835
												24,259	24,525
Direct Marketing Solutions, Inc.	Provider of Omni-Channel Direct Marketing Services
		Secured Debt		2/13/2018		14.00%				2/13/2026	1,233	1,174	1,233
		Secured Debt		12/27/2022		14.00%				2/13/2026	25,543	25,457	25,543
		Preferred Stock	(8)	2/13/2018	8,400							8,400	20,740
												35,031	47,516
Elgin AcquireCo, LLC	Manufacturer and Distributor of Engine and Chassis Components
		Secured Debt	(9) (25)	10/3/2022			SF+	6.00%		10/3/2027	—	(7)	(7)
		Secured Debt		10/3/2022		12.00%				10/3/2027	18,773	18,632	18,632
		Secured Debt		10/3/2022		9.00%				10/3/2052	6,313	6,252	6,252
		Common Stock		10/3/2022	285							5,726	6,090
		Common Stock	(29)	10/3/2022	939							1,558	1,670
												32,161	32,637
Gamber-Johnson Holdings, LLC	Manufacturer of Ruggedized Computer Mounting Systems
		Secured Debt	(9) (25) (41)	6/24/2016			SF+	7.50%		1/1/2028	—	—	—
		Secured Debt	(9) (41)	12/15/2022		10.50%	SF+	7.50%		1/1/2028	54,078	53,813	54,078
		Member Units	(8)	6/24/2016	9,042							17,692	96,710
												71,505	150,788
Garreco, LLC	Manufacturer and Supplier of Dental Products
		Secured Debt	(9) (42)	7/15/2013		9.50%	SF+	8.00%		1/31/2024	3,088	3,088	3,088
		Member Units		7/15/2013	1,200							1,200	1,580
												4,288	4,668
GRT Rubber Technologies LLC	Manufacturer of Engineered Rubber Products
		Secured Debt		12/21/2018		11.48%	SF+	6.00%		10/29/2026	2,400	2,394	2,400
		Secured Debt		12/19/2014		13.48%	SF+	8.00%		10/29/2026	40,493	40,360	40,493
		Member Units		12/19/2014	5,879							13,065	44,440
												55,819	87,333
Gulf Manufacturing, LLC	Manufacturer of Specialty Fabricated Industrial Piping Products
		Member Units	(8)	8/31/2007	438							2,980	9,070

Gulf Publishing Holdings, LLC	Energy Industry Focused Media and Publishing

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
25,024 25,358
Direct Marketing Solutions, Inc. Provider of Omni-Channel Direct Marketing Services
Secured Debt (9) (25) 2/13/2018 L+ 11.00% 2/13/2026 — (88) —
Secured Debt (9) 12/27/2022 15.13% L+ 11.00% 2/13/2026 27,267 27,122 27,267
Preferred Stock (8) 2/13/2018 8,400 8,400 22,220
35,434 49,487
Elgin AcquireCo, LLC Manufacturer and Distributor of Engine and Chassis Components
Secured Debt (9) (25) (29) 10/3/2022 SF+ 6.00% 10/3/2027 — (9) (9)
Secured Debt 10/3/2022 12.00% 10/3/2027 18,773 18,594 18,594
Secured Debt 10/3/2022 9.00% 10/3/2052 6,357 6,294 6,294
Common Stock 10/3/2022 378 7,603 7,603
Common Stock (30) 10/3/2022 939 1,558 1,558
34,040 34,040
Gamber-Johnson Holdings, LLC Manufacturer of Ruggedized Computer Mounting Systems
Secured Debt (9) (25) (29) 6/24/2016 SF+ 8.50% 1/1/2028 — — —
Secured Debt (9) (29) 12/15/2022 11.50% SF+ 8.50% 1/1/2028 64,078 63,685 64,078
Member Units (8) 6/24/2016 9,042 17,692 50,890
81,377 114,968
Garreco, LLC Manufacturer and Supplier of Dental Products
Secured Debt (9) (37) 7/15/2013 9.50% L+ 8.00% 7/31/2023 3,826 3,826 3,826
Member Units (8) 7/15/2013 1,200 1,200 1,800
5,026 5,626
GRT Rubber Technologies LLC Manufacturer of Engineered Rubber Products
Secured Debt 12/21/2018 10.12% L+ 6.00% 12/21/2023 670 670 670
Secured Debt 12/19/2014 12.12% L+ 8.00% 10/29/2026 40,493 40,313 40,493
Member Units (8) 12/19/2014 5,879 13,065 44,440
54,048 85,603
Gulf Manufacturing, LLC Manufacturer of Specialty Fabricated Industrial Piping Products
Member Units (8) 8/31/2007 438 2,980 6,790
Gulf Publishing Holdings, LLC Energy Industry Focused Media and Publishing
Secured Debt (9) (25) 9/29/2017 L+ 9.50% 7/1/2027 — — —
Secured Debt 7/1/2022 12.50% 7/1/2027 2,400 2,400 2,284
Preferred Equity 7/1/2022 63,720 5,600 3,780


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9) (25)	9/29/2017			SF+	9.50%		7/1/2027	—	—	—
			Secured Debt		7/1/2022		12.50%				7/1/2027	2,400	2,400	2,284
			Preferred Equity		7/1/2022	63,720							5,600	2,460
			Member Units		4/29/2016	3,681							3,681	—
													11,681	4,744
Harris Preston Fund Investments	(12) (13)	Investment Partnership
			LP Interests (2717 MH, L.P.)	(8) (30)	10/1/2017	49.26%							3,345	6,050
			LP Interests (2717 HPP-MS, L.P.)	(30)	3/11/2022	49.26%							248	315
													3,593	6,365
Harrison Hydra-Gen, Ltd.		Manufacturer of Hydraulic Generators
			Common Stock		6/4/2010	107,456							718	4,660

IG Investor, LLC		Military and Other Tactical Gear
			Secured Debt	(25)	6/21/2023						6/21/2028	—	(35)	(35)
			Secured Debt		6/21/2023		13.00%				6/21/2028	37,264	36,934	36,934
			Common Equity		6/21/2023	14,400							14,400	14,400
													51,299	51,299
Jensen Jewelers of Idaho, LLC		Retail Jewelry Store
			Secured Debt	(17) (25)	8/29/2017			P+	6.75%		11/14/2023	—	—	—
			Secured Debt	(9) (17)	11/14/2006		15.25%	P+	6.75%		11/14/2023	1,998	1,998	1,998
			Member Units	(8)	11/14/2006	627							811	12,420
													2,809	14,418
JorVet Holdings, LLC		Supplier and Distributor of Veterinary Equipment and Supplies
			Secured Debt		3/28/2022		12.00%				3/28/2027	25,650	25,483	25,483
			Preferred Equity	(8)	3/28/2022	107,406							10,741	10,741
													36,224	36,224
KBK Industries, LLC		Manufacturer of Specialty Oilfield and Industrial Products
			Secured Debt		2/24/2023		9.00%				2/24/2028	4,700	4,662	4,700
			Member Units	(8)	1/23/2006	325							783	22,770
													5,445	27,470
Kickhaefer Manufacturing Company, LLC		Precision Metal Parts Manufacturing
			Secured Debt		10/31/2018		12.00%				10/31/2026	19,799	19,774	19,774
			Secured Debt		10/31/2018		9.00%				10/31/2048	3,840	3,805	3,805
			Preferred Equity		10/31/2018	581							12,240	9,690
			Member Units	(29)	10/31/2018	800							992	2,730
													36,811	35,999
Metalforming Holdings, LLC		Distributor of Sheet Metal Folding and Metal Forming Equipment

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Member Units 4/29/2016 3,681 3,681 —
11,681 6,064
Harris Preston Fund Investments (12) (13) Investment Partnership
LP Interests (2717 MH, L.P.) (31) 10/1/2017 49.26% 3,895 7,552
LP Interests (2717 HPP-MS, L.P.) (31) 3/11/2022 49.26% 248 248
4,143 7,800
Harrison Hydra-Gen, Ltd. Manufacturer of Hydraulic Generators
Common Stock 6/4/2010 107,456 718 3,280
Jensen Jewelers of Idaho, LLC Retail Jewelry Store
Secured Debt (25) 8/29/2017 P+ 6.75% 11/14/2023 — — —
Secured Debt (9) 11/14/2006 13.75% P+ 6.75% 11/14/2023 2,450 2,444 2,450
Member Units (8) 11/14/2006 627 811 14,970
3,255 17,420
Johnson Downie Opco, LLC Executive Search Services
Secured Debt (9) (25) 12/10/2021 L+ 11.50% 12/10/2026 — (14) —
Secured Debt (9) 12/10/2021 15.63% L+ 11.50% 12/10/2026 9,999 9,920 9,999
Preferred Equity (8) 12/10/2021 3,150 3,150 5,540
13,056 15,539
JorVet Holdings, LLC Supplier and Distributor of Veterinary Equipment and Supplies
Secured Debt 3/28/2022 12.00% 3/28/2027 25,650 25,432 25,432
Preferred Equity (8) 3/28/2022 107,406 10,741 10,741
36,173 36,173
KBK Industries, LLC Manufacturer of Specialty Oilfield and Industrial Products
Member Units (8) 1/23/2006 325 783 15,570
Kickhaefer Manufacturing Company, LLC Precision Metal Parts Manufacturing
Secured Debt 10/31/2018 11.50% 10/31/2023 20,415 20,374 20,374
Secured Debt 10/31/2018 9.00% 10/31/2048 3,879 3,842 3,842
Preferred Equity 10/31/2018 581 12,240 7,220
Member Units (8) (30) 10/31/2018 800 992 2,850
37,448 34,286
Market Force Information, LLC Provider of Customer Experience Management Services
Secured Debt (9) 7/28/2017 15.13% L+ 11.00% 7/28/2023 6,275 6,253 6,090
Secured Debt (14) 7/28/2017 12.00% 12.00% 7/28/2023 26,079 25,952 1,610


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(25)	10/19/2022						10/19/2024	—	—	—
			Secured Debt		10/19/2022		12.75%				10/19/2027	23,802	23,623	23,623
			Preferred Equity	(8)	10/19/2022	5,915,585	8.00%			8.00%			6,035	6,035
			Common Stock		10/19/2022	1,537,219							1,537	1,500
													31,195	31,158
MH Corbin Holding LLC		Manufacturer and Distributor of Traffic Safety Products
			Secured Debt	(17)	8/31/2015		13.00%				12/31/2022	5,400	5,400	5,022
			Preferred Member Units		3/15/2019	66,000							4,400	330
			Preferred Member Units		9/1/2015	4,000							6,000	—
													15,800	5,352
MS Private Loan Fund I, LP	(12) (13)	Investment Partnership
			Secured Debt	(25)	1/26/2021						12/31/2024	—	—	—
			LP Interests	(8) (30)	1/26/2021	14.51%							14,250	14,527
													14,250	14,527
MS Private Loan Fund II, LP	(12) (13)	Investment Partnership
			Secured Debt	(9)	9/5/2023		8.88%	SF+	3.50%		9/5/2025	23,500	23,367	23,367
			LP Interests	(30)	9/5/2023	13.37%							1,561	1,561
													24,928	24,928
MSC Adviser I, LLC	(16)	Third Party Investment Advisory Services
			Member Units	(8)	11/22/2013	100%							29,500	174,063

MSC Income Fund, Inc.	(12) (13)	Business Development Company
			Common Equity	(8)	5/2/2022	1,290,267							10,000	10,025

Mystic Logistics Holdings, LLC		Logistics and Distribution Services Provider for Large Volume Mailers
			Secured Debt	(25)	8/18/2014						1/31/2024	—	—	—
			Secured Debt		8/18/2014		10.00%				1/31/2024	5,746	5,746	5,746
			Common Stock	(8)	8/18/2014	5,873							2,720	26,390
													8,466	32,136
NAPCO Precast, LLC		Precast Concrete Manufacturing
			Member Units		1/31/2008	2,955							2,975	11,730

Nebraska Vet AcquireCo, LLC		Mixed-Animal Veterinary and Animal Health Product Provider
			Secured Debt	(9) (25)	12/31/2020			SF+	7.00%		12/31/2025	—	—	—
			Secured Debt		12/31/2020		12.00%				12/31/2025	25,794	25,673	25,794
			Secured Debt		12/31/2020		12.00%				12/31/2025	10,500	10,456	10,500
			Preferred Member Units	(8)	12/31/2020	6,987							6,987	15,020
													43,116	51,314

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Member Units 7/28/2017 743,921 16,642 —
48,847 7,700
MetalForming AcquireCo, LLC Distributor of Sheet Metal Folding and Metal Forming Equipment
Secured Debt (25) 10/19/2022 10/19/2024 — — —
Secured Debt 10/19/2022 12.75% 10/19/2027 23,802 23,576 23,576
Preferred Equity (8) 10/19/2022 5,915,585 8.00% 8.00% 6,010 6,010
Common Stock 10/19/2022 1,537,219 1,537 1,537
31,123 31,123
MH Corbin Holding LLC Manufacturer and Distributor of Traffic Safety Products
Secured Debt 8/31/2015 13.00% 12/31/2022 6,156 6,156 4,548
Preferred Member Units 3/15/2019 66,000 4,400 —
Preferred Member Units 9/1/2015 4,000 6,000 —
16,556 4,548
MS Private Loan Fund I, LP (12) (13) Investment Partnership
Secured Debt (25) 1/26/2021 12/31/2024 — — —
LP Interests (8) (31) 1/26/2021 14.51% 14,250 14,833
14,250 14,833
MSC Adviser I, LLC (16) Third Party Investment Advisory Services
Member Units (8) 11/22/2013 1 29,500 122,930
MSC Income Fund, Inc. (12) (13) Business Development Company
Common Equity (8) 5/2/2022 94,697 750 753
Mystic Logistics Holdings, LLC Logistics and Distribution Services Provider for Large Volume Mailers
Secured Debt (25) 8/18/2014 1/31/2024 — — —
Secured Debt 8/18/2014 10.00% 1/31/2024 5,746 5,746 5,746
Common Stock (8) 8/18/2014 5,873 2,720 22,830
8,466 28,576
NAPCO Precast, LLC Precast Concrete Manufacturing
Member Units 1/31/2008 2,955 2,975 11,830
Nebraska Vet AcquireCo, LLC Mixed-Animal Veterinary and Animal Health Product Provider
Secured Debt (9) (25) 12/31/2020 L+ 7.00% 12/31/2025 — — —
Secured Debt 12/31/2020 12.00% 12/31/2025 20,094 19,972 20,094
Secured Debt 12/31/2020 12.00% 12/31/2025 10,500 10,434 10,500


Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
NexRev LLC	Provider of Energy Efficiency Products & Services
		Secured Debt	(25)	2/28/2018						2/28/2025	—	—	—
		Secured Debt		2/28/2018		10.00%				2/28/2025	9,811	9,751	9,751
		Preferred Member Units	(8)	2/28/2018	103,144,186							8,213	6,350
												17,964	16,101
NRP Jones, LLC	Manufacturer of Hoses, Fittings and Assemblies
		Secured Debt		12/21/2017		12.00%				3/20/2025	2,080	2,080	2,080
		Member Units		12/22/2011	65,962							114	53
		Member Units	(8)	12/22/2011								3,603	1,466
												5,797	3,599
NuStep, LLC	Designer, Manufacturer and Distributor of Fitness Equipment
		Secured Debt	(9)	1/31/2017		11.98%	SF+	6.50%		1/31/2025	3,600	3,600	3,600
		Secured Debt		1/31/2017		12.00%				1/31/2025	18,440	18,426	18,426
		Preferred Member Units		11/2/2022	2,062							2,062	5,150
		Preferred Member Units		1/31/2017	406							10,200	9,240
												34,288	36,416
OMi Topco, LLC	Manufacturer of Overhead Cranes
		Secured Debt		8/31/2021		12.00%				8/31/2026	12,750	12,682	12,750
		Preferred Member Units	(8)	4/1/2008	900							1,080	36,380
												13,762	49,130
Orttech Holdings, LLC	Distributor of Industrial Clutches, Brakes and Other Components
		Secured Debt	(9) (25)	7/30/2021			SF+	11.00%		7/31/2026	—	—	—
		Secured Debt	(9)	7/30/2021		16.48%	SF+	11.00%		7/31/2026	22,040	21,925	22,040
		Preferred Stock	(8) (29)	7/30/2021	10,000							10,000	17,050
												31,925	39,090
Pearl Meyer Topco LLC	Provider of Executive Compensation Consulting Services
		Secured Debt		4/27/2020		12.00%				12/31/2027	3,500	3,497	3,500
		Secured Debt		4/27/2020		12.00%				12/31/2027	20,000	19,956	20,000
		Secured Debt		4/27/2020		12.00%				12/31/2027	27,681	27,601	27,681
		Preferred Equity	(8)	4/27/2020	15,061							13,000	44,090
												64,054	95,271
Pinnacle TopCo, LLC	Manufacturer and Distributor of Garbage Can Liners, Poly Bags, Produce Bags, and Other Similar Products
		Secured Debt		12/21/2023		8.00%				12/31/2028	460	444	444
		Secured Debt		12/21/2023		13.00%				12/31/2028	30,640	30,339	30,339
		Preferred Equity		12/21/2023	440							12,540	12,540
												43,323	43,323
PPL RVs, Inc.	Recreational Vehicle Dealer

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Preferred Member Units 12/31/2020 6,987 6,987 7,700
37,393 38,294
NexRev LLC Provider of Energy Efficiency Products & Services
Secured Debt (25) 2/28/2018 2/28/2025 — — —
Secured Debt 2/28/2018 11.00% 2/28/2025 11,465 11,335 8,477
Preferred Member Units (8) 2/28/2018 103,144,186 8,213 1,110
19,548 9,587
NRP Jones, LLC Manufacturer of Hoses, Fittings and Assemblies
Secured Debt 12/21/2017 12.00% 3/20/2023 2,080 2,080 2,080
Member Units (8) 12/22/2011 65,962 3,717 4,790
5,797 6,870
NuStep, LLC Designer, Manufacturer and Distributor of Fitness Equipment
Secured Debt (9) 1/31/2017 10.63% L+ 6.50% 1/31/2025 4,400 4,399 4,399
Secured Debt 1/31/2017 12.00% 1/31/2025 18,440 18,414 18,414
Preferred Member Units 1/31/2017 406 10,200 8,040
Preferred Member Units 11/2/2022 2,062 2,062 5,150
35,075 36,003
OMi Topco, LLC Manufacturer of Overhead Cranes
Secured Debt 8/31/2021 12.00% 8/31/2026 15,750 15,634 15,750
Preferred Member Units (8) 4/1/2008 900 1,080 22,810
16,714 38,560
Orttech Holdings, LLC Distributor of Industrial Clutches, Brakes and Other Components
Secured Debt (9) (25) 7/30/2021 L+ 11.00% 7/31/2026 — — —
Secured Debt (9) 7/30/2021 15.13% L+ 11.00% 7/31/2026 23,600 23,429 23,429
Preferred Stock (8) (30) 7/30/2021 10,000 10,000 11,750
33,429 35,179
Pearl Meyer Topco LLC Provider of Executive Compensation Consulting Services
Secured Debt (25) 4/27/2020 4/27/2025 — — —
Secured Debt (25) 4/27/2020 4/27/2025 — — —
Secured Debt 4/27/2020 12.00% 4/27/2025 28,681 28,537 28,681
Preferred Equity (8) 4/27/2020 13,800 13,000 43,260
41,537 71,941
PPL RVs, Inc. Recreational Vehicle Dealer
Secured Debt (9) (25) 10/31/2019 L+ 7.00% 11/15/2027 — (9) —
Secured Debt (9) 11/15/2016 10.25% L+ 7.00% 11/15/2027 21,655 21,408 21,655
Common Stock (8) 6/10/2010 2,000 2,150 18,950


Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
		Secured Debt	(9) (25)	10/31/2019			SF+	8.75%		11/15/2027	—	(7)	—
		Secured Debt	(9)	11/15/2016		14.23%	SF+	8.75%		11/15/2027	19,877	19,697	19,877
		Common Stock		6/10/2010	2,000							2,150	16,980
		Common Stock	(29)	6/14/2022	238,421							238	368
												22,078	37,225
Principle Environmental, LLC	Noise Abatement Service Provider
		Secured Debt	(25)	2/1/2011						11/15/2026	—	—	—
		Secured Debt		7/1/2011		13.00%				11/15/2026	5,897	5,829	5,829
		Preferred Member Units	(8)	2/1/2011	21,806							5,709	10,750
		Common Stock		1/27/2021	1,037							1,200	510
												12,738	17,089
Quality Lease Service, LLC	Provider of Rigsite Accommodation Unit Rentals and Related Services
		Member Units		6/8/2015	1,000							7,546	460

River Aggregates, LLC	Processor of Construction Aggregates
		Member Units	(29)	12/20/2013	1,500							369	3,710

Robbins Bros. Jewelry, Inc.	Bridal Jewelry Retailer
		Secured Debt	(25)	12/15/2021						12/15/2026	—	(26)	(26)
		Secured Debt		12/15/2021		12.50%				12/15/2026	34,110	33,909	30,798
		Preferred Equity		12/15/2021	11,070							11,070	—
												44,953	30,772
Tedder Industries, LLC	Manufacturer of Firearm Holsters and Accessories
		Secured Debt	(17)	8/31/2018		12.00%				8/31/2023	1,840	1,840	1,726
		Secured Debt	(17)	8/31/2018		12.00%				8/31/2023	15,200	15,200	14,262
		Preferred Member Units		8/28/2023	6,605							661	—
		Preferred Member Units		2/1/2023	5,643							564	—
		Preferred Member Units		8/31/2018	544							9,245	—
												27,510	15,988
Televerde, LLC	Provider of Telemarketing and Data Services
		Preferred Stock		1/26/2022	248							718	1,794
		Member Units	(8)	1/6/2011	460							1,290	4,734
												2,008	6,528
Trantech Radiator Topco, LLC	Transformer Cooling Products and Services
		Secured Debt	(25)	5/31/2019						5/31/2024	—	(1)	—
		Secured Debt		5/31/2019		12.00%				5/31/2024	7,920	7,911	7,920
		Common Stock	(8)	5/31/2019	615							4,655	12,740

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Common Stock 6/14/2022 238,421 238 238
23,787 40,843
Principle Environmental, LLC Noise Abatement Service Provider
Secured Debt (25) 2/1/2011 11/15/2026 — — —
Secured Debt 7/1/2011 13.00% 11/15/2026 5,897 5,806 5,806
Preferred Member Units (8) 2/1/2011 21,806 5,709 12,420
Common Stock 1/27/2021 1,037 1,200 590
12,715 18,816
Quality Lease Service, LLC Provider of Rigsite Accommodation Unit Rentals and Related Services
Member Units 6/8/2015 1,000 7,513 525
River Aggregates, LLC Processor of Construction Aggregates
Member Units (30) 12/20/2013 1,500 369 3,620
Robbins Bros. Jewelry, Inc. Bridal Jewelry Retailer
Secured Debt (9) (25) 12/15/2021 12/15/2026 — (35) (35)
Secured Debt (9) 12/15/2021 12.50% 12/15/2026 35,685 35,404 35,404
Preferred Equity 12/15/2021 11,070 11,070 14,880
46,439 50,249
Tedder Industries, LLC Manufacturer of Firearm Holsters and Accessories
Secured Debt 8/31/2018 12.00% 8/31/2023 1,840 1,840 1,840
Secured Debt 8/31/2018 12.00% 8/31/2023 15,200 15,192 15,120
Preferred Member Units 8/31/2018 544 9,245 7,681
26,277 24,641
Televerde, LLC Provider of Telemarketing and Data Services
Member Units 1/6/2011 460 1,290 5,408
Preferred Stock 1/26/2022 248 718 1,794
2,008 7,202
Trantech Radiator Topco, LLC Transformer Cooling Products and Services
Secured Debt (25) 5/31/2019 5/31/2024 — (5) —
Secured Debt 5/31/2019 12.00% 5/31/2024 7,920 7,894 7,920
Common Stock (8) 5/31/2019 615 4,655 7,800
12,544 15,720
Vision Interests, Inc. Manufacturer / Installer of Commercial Signage
Series A Preferred Stock (8) 12/23/2011 3,000,000 3,000 3,000


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)
														12,565		20,660
Vision Interests, Inc.		Manufacturer / Installer of Commercial Signage
			Series A Preferred Stock	(8)	12/23/2011	3,000,000								3,000		3,000

Volusion, LLC		Provider of Online Software-as-a-Service eCommerce Solutions
			Secured Debt		3/31/2023		10.00%				3/31/2025	2,100		2,100		2,100
			Preferred Member Units		3/31/2023	5,097,595								8,646		7,250
			Preferred Member Units		3/31/2023	142,512								—		—
			Preferred Member Units		1/26/2015	4,876,670								14,000		—
			Common Stock		3/31/2023	1,802,780								2,576		—
														27,322		9,350
VVS Holdco LLC		Omnichannel Retailer of Animal Health Products
			Secured Debt	(9) (17) (25)	12/1/2021			SF+	6.00%		12/1/2023	—		—		—
			Secured Debt		12/1/2021		11.50%				12/1/2026	28,200		28,035		28,035
			Preferred Equity	(8) (29)	12/1/2021	12,240								12,240		12,240
														40,275		40,275
Ziegler’s NYPD, LLC		Casual Restaurant Group
			Secured Debt		6/1/2015		12.00%				10/1/2024	450		450		450
			Secured Debt		10/1/2008		6.50%				10/1/2024	1,000		1,000		945
			Secured Debt		10/1/2008		14.00%				10/1/2024	2,750		2,750		2,080
			Preferred Member Units		6/30/2015	10,072								2,834		—
			Warrants	(27)	7/1/2015	587					10/1/2025			600		—
														7,634		3,475
Subtotal Control Investments (81.0% of net assets at fair value)														$	1,435,131	$	2,006,698
Affiliate Investments (6)
AAC Holdings, Inc.	(11)	Substance Abuse Treatment Service Provider
			Secured Debt		1/31/2023		18.00%			18.00%	6/25/2025	$	423	$	419	$	418
			Secured Debt		12/11/2020		18.00%			18.00%	6/25/2025	14,053		13,970		13,895
			Common Stock		12/11/2020	593,928								3,148		—
			Warrants	(27)	12/11/2020	554,353					12/11/2025			—		—
														17,537		14,313
Boccella Precast Products LLC		Manufacturer of Precast Hollow Core Concrete
			Secured Debt		9/23/2021		10.00%				2/28/2027	320		320		320
			Member Units		6/30/2017	2,160,000								2,256		1,990
														2,576		2,310
Buca C, LLC		Casual Restaurant Group
			Secured Debt	(17)	6/30/2015		12.00%				8/31/2023	16,980		16,980		12,144
			Preferred Member Units		6/30/2015	6	6.00%			6.00%				4,770		—

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
VVS Holdco LLC Omnichannel Retailer of Animal Health Products
Secured Debt (9) (25) (30) 12/1/2021 L+ 6.00% 12/1/2023 — (21) (21)
Secured Debt (30) 12/1/2021 11.50% 12/1/2026 30,400 30,158 30,161
Preferred Equity (8) (30) 12/1/2021 11,840 11,840 11,940
41,977 42,080
Ziegler’s NYPD, LLC Casual Restaurant Group
Secured Debt 6/1/2015 12.00% 10/1/2024 450 450 450
Secured Debt 10/1/2008 6.50% 10/1/2024 1,000 1,000 945
Secured Debt 10/1/2008 14.00% 10/1/2024 2,750 2,750 2,676
Preferred Member Units 6/30/2015 10,072 2,834 240
Warrants (27) 7/1/2015 587 10/1/2025 600 —
7,634 4,311
Subtotal Control Investments (80.8% of net assets at fair value) $ 1,270,802 $ 1,703,172
Affiliate Investments (6)
AAC Holdings, Inc. (11) Substance Abuse Treatment Service Provider
Secured Debt 12/11/2020 18.00% 18.00% 6/25/2025 $ 11,726 $ 11,590 $ 11,550
Common Stock 12/11/2020 593,928 3,148 —
Warrants (27) 12/11/2020 554,353 12/11/2025 — —
14,738 11,550
AFG Capital Group, LLC Provider of Rent-to-Own Financing Solutions and Services
Preferred Member Units (8) 11/7/2014 186 1,200 9,400
ATX Networks Corp. (11) Provider of Radio Frequency Management Equipment
Secured Debt (9) 9/1/2021 12.23% L+ 7.50% 9/1/2026 6,783 6,208 6,343
Unsecured Debt 9/1/2021 10.00% 10.00% 9/1/2028 3,396 2,291 2,598
Common Stock 9/1/2021 583 — 3,270
8,499 12,211
BBB Tank Services, LLC Maintenance, Repair and Construction Services to the Above-Ground Storage Tank Market
Unsecured Debt (9) (17) 4/8/2016 15.12% L+ 11.00% 4/8/2021 800 800 800
Unsecured Debt (9) (17) 4/8/2016 15.12% L+ 11.00% 4/8/2021 4,000 4,000 2,086
Member Units 4/8/2016 800,000 800 —
Preferred Stock (non-voting) 12/17/2018 15.00% 162 —
5,762 2,886


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
													21,750	12,144
Career Team Holdings, LLC		Provider of Workforce Training and Career Development Services
			Secured Debt	(9)	12/17/2021		11.38%	SF+	6.00%		12/17/2026	900	881	881
			Secured Debt		12/17/2021		13.00%				12/17/2026	20,025	19,906	19,906
			Common Stock		12/17/2021	450,000							4,500	4,500
													25,287	25,287
Classic H&G Holdings, LLC		Provider of Engineered Packaging Solutions
			Secured Debt	(9)	3/12/2020		11.69%	SF+	6.00%		3/12/2025	4,560	4,560	4,560
			Secured Debt		3/12/2020		8.00%				3/12/2025	19,274	19,224	19,274
			Preferred Member Units	(8)	3/12/2020	154							5,760	16,000
													29,544	39,834
Congruent Credit Opportunities Funds	(12) (13)	Investment Partnership
			LP Interests (Congruent Credit Opportunities Fund III, LP)	(8) (30)	2/4/2015	12.49%							4,778	4,352

DMA Industries, LLC		Distributor of aftermarket ride control products
			Secured Debt		11/19/2021		12.00%				11/19/2026	18,800	18,685	18,800
			Preferred Equity		11/19/2021	5,944							5,944	7,660
													24,629	26,460
Dos Rios Partners	(12) (13)	Investment Partnership
			LP Interests (Dos Rios Partners, LP)	(30)	4/25/2013	20.24%							6,313	8,443
			LP Interests (Dos Rios Partners - A, LP)	(30)	4/25/2013	6.43%							2,005	2,631
													8,318	11,074
Dos Rios Stone Products LLC	(10)	Limestone and Sandstone Dimension Cut Stone Mining Quarries
			Class A Preferred Units	(29)	6/27/2016	2,000,000							2,000	1,580

EIG Fund Investments	(12) (13)	Investment Partnership
			LP Interests (EIG Global Private Debt Fund-A, L.P.)	(8) (30)	11/6/2015	5,000,000							808	760

Flame King Holdings, LLC		Propane Tank and Accessories Distributor
			Preferred Equity	(8)	10/29/2021	9,360							10,400	27,900

Freeport Financial Funds	(12) (13)	Investment Partnership

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Boccella Precast Products LLC Manufacturer of Precast Hollow Core Concrete
Secured Debt 9/23/2021 10.00% 2/28/2027 320 320 320
Member Units (8) 6/30/2017 2,160,000 2,256 2,970
2,576 3,290
Buca C, LLC Casual Restaurant Group
Secured Debt 6/30/2015 9.00% 6/30/2023 17,355 17,355 12,337
Preferred Member Units 6/30/2015 6 6.00% 6.00% 4,770 —
22,125 12,337
Career Team Holdings, LLC Provider of Workforce Training and Career Development Services
Secured Debt (9) (25) 12/17/2021 L+ 6.00% 12/17/2026 — (9) (9)
Secured Debt 12/17/2021 12.50% 12/17/2026 20,250 20,090 20,090
Common Stock 12/17/2021 450,000 4,500 4,500
24,581 24,581
Chandler Signs Holdings, LLC (10) Sign Manufacturer
Class A Units 1/4/2016 1,500,000 1,500 1,790
Classic H&G Holdings, LLC Provider of Engineered Packaging Solutions
Secured Debt (9) 3/12/2020 9.75% L+ 6.00% 3/12/2025 4,560 4,560 4,560
Secured Debt 3/12/2020 8.00% 3/12/2025 19,274 19,182 19,274
Preferred Member Units (8) 3/12/2020 154 5,760 24,637
29,502 48,471
Congruent Credit Opportunities Funds (12) (13) Investment Partnership
LP Interests (Congruent Credit Opportunities Fund
III, LP) (8) (31) 2/4/2015 13.32% 8,096 7,657
DMA Industries, LLC Distributor of aftermarket ride control products
Secured Debt 11/19/2021 12.00% 11/19/2026 21,200 21,035 21,200
Preferred Equity 11/19/2021 5,944 5,944 7,260
26,979 28,460
Dos Rios Partners (12) (13) Investment Partnership
LP Interests (Dos Rios Partners, LP) (31) 4/25/2013 20.24% 6,459 9,127
LP Interests (Dos Rios Partners - A, LP) (31) 4/25/2013 6.43% 2,051 2,898
8,510 12,025
Dos Rios Stone Products LLC (10) Limestone and Sandstone Dimension Cut Stone Mining Quarries


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			LP Interests (Freeport Financial SBIC Fund LP)	(30)	3/23/2015	9.30%							2,859	3,012
			LP Interests (Freeport First Lien Loan Fund III LP)	(8) (30)	7/31/2015	5.95%							4,160	3,704
													7,019	6,716
GFG Group, LLC		Grower and Distributor of a Variety of Plants and Products to Other Wholesalers, Retailers and Garden Centers
			Secured Debt		3/31/2021		8.00%				3/31/2026	9,345	9,302	9,345
			Preferred Member Units	(8)	3/31/2021	226							4,900	11,460
													14,202	20,805
Harris Preston Fund Investments	(12) (13)	Investment Partnership
			LP Interests (HPEP 3, L.P.)	(30)	8/9/2017	8.22%							2,296	4,225
			LP Interests (HPEP 4, L.P.)	(30)	7/12/2022	11.61%							3,773	3,773
			LP Interests (423 COR, L.P.)	(8) (30)	6/2/2022	22.93%							1,400	1,869
			LP Interests (423 HAR, L.P.)	(30)	6/2/2023	15.60%							750	996
													8,219	10,863
Hawk Ridge Systems, LLC		Value-Added Reseller of Engineering Design and Manufacturing Solutions
			Secured Debt	(9)	12/2/2016		11.65%	SF+	6.00%		1/15/2026	1,974	1,972	1,974
			Secured Debt		12/2/2016		12.50%				1/15/2026	45,256	45,144	45,256
			Preferred Member Units		12/2/2016	226							2,850	17,460
			Preferred Member Units	(29)	12/2/2016	226							150	920
													50,116	65,610
Houston Plating and Coatings, LLC		Provider of Plating and Industrial Coating Services
			Unsecured Convertible Debt		5/1/2017		8.00%				10/2/2024	3,000	3,000	2,880
			Member Units	(8)	1/8/2003	322,297							2,352	3,340
													5,352	6,220
I-45 SLF LLC	(12) (13)	Investment Partnership
			Member Units (Fully diluted 20.0%; 21.75% profits interest)	(8)	10/20/2015								20,200	13,490

Independent Pet Partners Intermediate Holdings, LLC	(10)	Omnichannel Retailer of Specialty Pet Products
			Common Equity		4/7/2023	18,006,407							18,300	17,690

Infinity X1 Holdings, LLC		Manufacturer and Supplier of Personal Lighting Products
			Secured Debt		3/31/2023		13.00%				3/31/2028	17,550	17,403	17,403

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Class A Preferred Units (30) 6/27/2016 2,000,000 2,000 1,330
EIG Fund Investments (12) (13) Investment Partnership
LP Interests (EIG Global Private Debt Fund-A, L.P.) (8) (31) 11/6/2015 5,000,000.00 1,060 1,013
Flame King Holdings, LLC Propane Tank and Accessories Distributor
Secured Debt (9) 10/29/2021 10.75% L+ 6.50% 10/31/2026 7,600 7,537 7,600
Secured Debt (9) 10/29/2021 13.25% L+ 9.00% 10/31/2026 21,200 21,038 21,200
Preferred Equity (8) 10/29/2021 9,360 10,400 17,580
38,975 46,380
Freeport Financial Funds (12) (13) Investment Partnership
LP Interests (Freeport Financial SBIC Fund LP) (31) 3/23/2015 9.30% 3,507 3,483
LP Interests (Freeport First Lien Loan Fund III LP) (8) (31) 7/31/2015 5.95% 6,303 5,848
9,810 9,331
GFG Group, LLC Grower and Distributor of a Variety of Plants and Products to Other Wholesalers, Retailers and Garden Centers
Secured Debt 3/31/2021 9.00% 3/31/2026 11,345 11,269 11,345
Preferred Member Units (8) 3/31/2021 226 4,900 7,140
16,169 18,485
Harris Preston Fund Investments (12) (13) Investment Partnership
LP Interests (HPEP 3, L.P.) (31) 8/9/2017 8.22% 2,558 4,331
LP Interests (HPEP 4, L.P.) (31) 7/12/2022 8.71% 2,332 2,332
LP Interests (423 COR, LP) (31) 6/2/2022 22.93% 1,400 1,400
6,290 8,063
Hawk Ridge Systems, LLC Value-Added Reseller of Engineering Design and Manufacturing Solutions
Secured Debt (9) 12/2/2016 10.13% L+ 6.00% 1/15/2026 3,185 3,183 3,185
Secured Debt 12/2/2016 9.00% 1/15/2026 37,800 37,685 37,800
Preferred Member Units (8) 12/2/2016 226 2,850 17,460
Preferred Member Units (30) 12/2/2016 226 150 920
43,868 59,365
Houston Plating and Coatings, LLC Provider of Plating and Industrial Coating Services
Unsecured Convertible Debt 5/1/2017 8.00% 10/2/2024 3,000 3,000 3,000
Member Units 1/8/2003 322,297 2,352 2,400
5,352 5,400


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Preferred Equity		3/31/2023	80,000							4,000	4,000
													21,403	21,403
Integral Energy Services	(10)	Nuclear Power Staffing Services
			Secured Debt	(9)	8/20/2021		13.16%	SF+	7.50%		8/20/2026	14,485	14,323	13,891
			Preferred Equity		12/7/2023	3,188	10.00%			10.00%			227	300
			Common Stock		8/20/2021	9,968							1,356	160
													15,906	14,351
Iron-Main Investments, LLC		Consumer Reporting Agency Providing Employment Background Checks and Drug Testing
			Secured Debt		8/2/2021		13.50%				1/31/2028	4,514	4,487	4,487
			Secured Debt		9/1/2021		13.50%				1/31/2028	2,940	2,922	2,922
			Secured Debt		11/15/2021		13.50%				1/31/2028	8,944	8,944	8,944
			Secured Debt		11/15/2021		13.50%				1/31/2028	19,624	19,503	19,503
			Secured Debt		1/31/2023		13.50%				1/31/2028	10,562	10,273	10,273
			Common Stock		8/3/2021	203,016							2,756	2,680
													48,885	48,809
ITA Holdings Group, LLC		Air Ambulance Services
			Secured Debt	(9)	6/21/2023		16.59%	SF+	9.00%	2.00%	6/21/2027	826	816	816
			Secured Debt	(9)	6/21/2023		16.59%	SF+	9.00%	2.00%	6/21/2027	711	697	697
			Secured Debt	(9)	6/21/2023		15.59%	SF+	8.00%	2.00%	6/21/2027	4,362	3,430	3,430
			Secured Debt	(9)	6/21/2023		17.59%	SF+	10.00%	2.00%	6/21/2027	4,362	3,430	3,430
			Warrants	(27)	6/21/2023	193,307					6/21/2033		2,091	2,091
													10,464	10,464
Johnson Downie Opco, LLC		Executive Search Services
			Secured Debt	(25)	12/10/2021						12/10/2026	—	(18)	—
			Secured Debt		12/10/2021		15.00%				12/10/2026	24,207	24,066	24,207
			Preferred Equity		12/10/2021	3,310							3,635	9,620
													27,683	33,827
OnAsset Intelligence, Inc.		Provider of Transportation Monitoring / Tracking Products and Services
			Secured Debt	(14)	4/18/2011		12.00%			12.00%	12/31/2024	4,415	4,415	1,493
			Secured Debt	(14)	5/10/2013		12.00%			12.00%	12/31/2024	2,116	2,116	716
			Secured Debt	(14)	3/21/2014		12.00%			12.00%	12/31/2024	983	983	332
			Secured Debt	(14)	5/20/2014		12.00%			12.00%	12/31/2024	964	964	326
			Unsecured Debt	(14)	6/5/2017		10.00%			10.00%	12/31/2024	305	305	305
			Preferred Stock		4/18/2011	912	7.00%			7.00%			1,981	—
			Common Stock		4/15/2021	635							830	—
			Warrants	(27)	4/18/2011	4,699					5/10/2025		1,089	—
													12,683	3,172
Oneliance, LLC		Construction Cleaning Company
			Secured Debt	(9) (17) (25)	8/6/2021			SF+	11.00%		8/6/2023	—	—	—
			Secured Debt	(9)	8/6/2021		16.48%	SF+	11.00%		8/6/2026	5,440	5,411	5,350

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
I-45 SLF LLC (12) (13) Investment Partnership
Member Units (Fully diluted 20.0%; 21.75% profits
interest)
(8) 10/20/2015 20.00% 19,000 11,758
Iron-Main Investments, LLC Consumer Reporting Agency Providing Employment Background Checks and Drug Testing
Secured Debt 8/2/2021 12.50% 11/15/2026 4,534 4,500 4,500
Secured Debt 9/1/2021 12.50% 11/15/2026 3,154 3,130 3,130
Secured Debt 11/15/2021 12.50% 11/15/2026 8,944 8,944 8,944
Secured Debt 11/15/2021 12.50% 11/15/2026 19,712 19,559 19,559
Common Stock 8/3/2021 179,778 1,798 1,798
37,931 37,931
OnAsset Intelligence, Inc. Provider of Transportation Monitoring / Tracking Products and Services
Secured Debt (14) 5/20/2014 12.00% 12.00% 12/31/2023 964 964 569
Secured Debt (14) 3/21/2014 12.00% 12.00% 12/31/2023 983 983 580
Secured Debt (14) 5/10/2013 12.00% 12.00% 12/31/2023 2,116 2,116 1,249
Secured Debt (14) 4/18/2011 12.00% 12.00% 12/31/2023 4,415 4,415 2,606
Unsecured Debt (14) 6/5/2017 10.00% 10.00% 12/31/2023 305 305 305
Preferred Stock 4/18/2011 912 7.00% 7.00% 1,981 —
Common Stock 4/15/2021 635 830 —
Warrants (27) 4/18/2011 4,699 12/31/2023 1,089 —
12,683 5,309
Oneliance, LLC Construction Cleaning Company
Secured Debt (9) (25) 8/6/2021 L+ 11.00% 8/6/2023 — — —
Secured Debt (9) 8/6/2021 15.13% L+ 11.00% 8/6/2026 5,600 5,559 5,559
Preferred Stock 8/6/2021 1,056 1,056 1,056
6,615 6,615
Rocaceia, LLC (Quality Lease and Rental Holdings, LLC) Provider of Rigsite Accommodation Unit Rentals and Related Services
Secured Debt (14) (17) (39) 6/30/2015 12.00% 1/8/2018 30,369 29,865 —
Preferred Member Units 1/8/2013 250 2,500 —
32,365 —
SI East, LLC Rigid Industrial Packaging Manufacturing
Secured Debt (25) 8/31/2018 8/31/2023 — — —
Secured Debt 8/31/2018 9.50% 8/31/2023 89,786 89,708 89,786
Preferred Member Units (8) 8/31/2018 157 1,218 13,650


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Preferred Stock		8/6/2021	1,128						1,128	1,128
												6,539	6,478
Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)		Provider of Rigsite Accommodation Unit Rentals and Related Services
			Preferred Member Units		1/8/2013	250						2,500	—

SI East, LLC		Rigid Industrial Packaging Manufacturing
			Secured Debt		8/31/2018		11.25%			6/16/2028	1,125	1,108	1,125
			Secured Debt	(23)	6/16/2023		12.47%			6/16/2028	54,536	54,295	54,536
			Preferred Member Units	(8)	8/31/2018	165						1,525	19,170
												56,928	74,831
Slick Innovations, LLC		Text Message Marketing Platform
			Secured Debt		9/13/2018		14.00%			12/22/2027	11,440	11,345	11,440
			Common Stock		9/13/2018	70,000						456	2,310
												11,801	13,750
Student Resource Center, LLC	(10)	Higher Education Services
			Secured Debt	(14)	12/31/2022		8.50%		8.50%	12/31/2027	5,327	4,884	3,190
			Preferred Equity		12/31/2022	5,907,649						—	—
												4,884	3,190
Superior Rigging & Erecting Co.		Provider of Steel Erecting, Crane Rental & Rigging Services
			Secured Debt		8/31/2020		12.00%			8/31/2025	20,500	20,427	20,427
			Preferred Member Units		8/31/2020	1,636						4,500	5,940
												24,927	26,367
The Affiliati Network, LLC		Performance Marketing Solutions
			Secured Debt		8/9/2021		13.00%			8/9/2026	160	150	150
			Secured Debt		8/9/2021		13.00%			8/9/2026	7,521	7,475	7,347
			Preferred Stock		9/1/2023	172,110						172	172
			Preferred Stock	(8)	8/9/2021	1,280,000						6,400	6,400
												14,197	14,069
UnionRock Energy Fund II, LP	(12) (13)	Investment Partnership
			LP Interests	(30)	6/15/2020	11.11%						3,719	5,694

UnionRock Energy Fund III, LP	(12) (13)	Investment Partnership
			LP Interests	(30)	6/6/2023	25.00%						2,493	2,838

UniTek Global Services, Inc.	(11)	Provider of Outsourced Infrastructure Services
			Secured Convertible Debt		1/1/2021		15.00%		15.00%	6/30/2028	1,714	1,714	3,889
			Secured Convertible Debt		1/1/2021		15.00%		15.00%	6/30/2028	840	840	1,908

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
90,926 103,436
Slick Innovations, LLC Text Message Marketing Platform
Secured Debt 9/13/2018 14.00% 12/22/2027 13,840 13,698 13,840
Common Stock (8) 9/13/2018 70,000 456 1,530
14,154 15,370
Sonic Systems International, LLC (10) Nuclear Power Staffing Services
Secured Debt (9) 8/20/2021 11.24% L+ 7.50% 8/20/2026 15,769 15,527 15,769
Common Stock 8/20/2021 9,968 1,356 1,280
16,883 17,049
Student Resource Center, LLC (10) Higher Education Services
Secured Debt 12/31/2022 13.27% L+ 8.50% 12/31/2027 5,000 4,556 4,556
Preferred Equity 12/31/2022 5,907,649 — —
4,556 4,556
Superior Rigging & Erecting Co. Provider of Steel Erecting, Crane Rental & Rigging Services
Secured Debt 8/31/2020 12.00% 8/31/2025 21,500 21,378 21,378
Preferred Member Units 8/31/2020 1,571 4,500 4,500
25,878 25,878
The Affiliati Network, LLC Performance Marketing Solutions
Secured Debt 8/9/2021 13.00% 8/9/2026 120 106 106
Secured Debt 8/9/2021 13.00% 8/9/2026 9,521 9,442 9,442
Preferred Stock (8) 8/9/2021 1,280,000 6,400 6,400
15,948 15,948
UnionRock Energy Fund II, LP (12) (13) Investment Partnership
LP Interests (8) (31) 6/15/2020 11.11% 3,734 5,855
UniTek Global Services, Inc. (11) Provider of Outsourced Infrastructure Services
Secured Debt (9) (29) 10/15/2018 10.76% SF+ 5.50% 2.00% 8/20/2024 406 405 382
Secured Debt (9) (29) 8/27/2018 10.76% SF+ 5.50% 2.00% 8/20/2024 1,814 1,807 1,712
Secured Convertible Debt 1/1/2021 15.00% 15.00% 2/20/2025 2,403 2,403 4,592
Preferred Stock (8) 8/29/2019 1,133,102 20.00% 20.00% 2,141 2,833
Preferred Stock 8/21/2018 1,521,122 20.00% 20.00% 2,188 1,991
Preferred Stock 6/30/2017 2,281,682 19.00% 19.00% 3,667 —
Preferred Stock 1/15/2015 4,336,866 13.50% 13.50% 7,924 —
Common Stock 4/1/2020 945,507 — —
20,535 11,510
Universal Wellhead Services Holdings, LLC (10) Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
Preferred Member Units (30) 12/7/2016 716,949 14.00% 14.00% 1,032 220


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)		Cost (4)		Fair Value (18)
			Preferred Stock	(8)	8/29/2019	1,133,102	20.00%			20.00%				2,609		2,833
			Preferred Stock		8/21/2018	1,521,122	20.00%			20.00%				2,188		3,698
			Preferred Stock		6/30/2017	2,281,682	19.00%			19.00%				3,667		—
			Preferred Stock		1/15/2015	4,336,866	13.50%			13.50%				7,924		—
			Common Stock		4/1/2020	945,507								—		—
														18,942		12,328
Universal Wellhead Services Holdings, LLC	(10)	Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
			Preferred Member Units	(29)	12/7/2016	716,949	14.00%			14.00%				1,032		150
			Member Units	(29)	12/7/2016	4,000,000								4,000		—
														5,032		150
World Micro Holdings, LLC		Supply Chain Management
			Secured Debt		12/12/2022		13.00%				12/12/2027	12,123		12,028		12,028
			Preferred Equity	(8)	12/12/2022	3,845								3,845		3,845
														15,873		15,873
Subtotal Affiliate Investments (24.8% of net assets at fair value)														$	575,894	$	615,002
Non-Control Investments (7)
AB Centers Acquisition Corporation	(10)	Applied Behavior Analysis Therapy Provider
			Secured Debt	(9) (25)	9/6/2022			P+	5.00%		9/6/2028	$	—	$	(62)	$	—
			Secured Debt	(9)	9/6/2022		11.43%	SF+	6.00%		9/6/2028	1,921		1,894		1,921
			Secured Debt	(9)	9/6/2022		11.43%	SF+	6.00%		9/6/2028	19,817		19,303		19,817
			Secured Debt	(9)	6/21/2023		11.43%	SF+	6.00%		9/6/2028	1,372		1,305		1,372
														22,440		23,110
Acumera, Inc.	(10)	Managed Security Service Provider
			Secured Debt	(9) (25)	6/7/2023			SF+	7.50%		6/7/2028	—		(2)		(2)
			Secured Debt	(9)	6/7/2023		12.98%	SF+	7.50%		6/7/2028	24,796		24,526		24,796
			Warrants	(43)	6/7/2023	17,525					5/19/2028			—		110
														24,524		24,904
Adams Publishing Group, LLC	(10)	Local Newspaper Operator
			Secured Debt	(9) (41)	3/11/2022		11.00%	SF+	7.00%	1.00%	3/11/2027	7,841		7,841		7,684
			Secured Debt	(9) (41)	3/11/2022		11.00%	SF+	7.00%	1.00%	3/11/2027	21,207		21,168		20,784
														29,009		28,468
ADS Tactical, Inc.	(11)	Value-Added Logistics and Supply Chain Provider to the Defense Industry
			Secured Debt	(9)	3/29/2021		11.22%	SF+	5.75%		3/19/2026	10,952		10,856		10,860

AMEREQUIP LLC	(10)	Full Services Provider Including Design, Engineering and Manufacturing of Commercial and Agricultural Equipment

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Member Units (30) 12/7/2016 4,000,000 4,000 —
5,032 220
Volusion, LLC Provider of Online Software-as-a-Service eCommerce Solutions
Secured Debt (17) 1/26/2015 11.50% 1/26/2020 16,734 16,734 14,914
Unsecured Convertible Debt 5/16/2018 8.00% 11/16/2023 409 409 —
Preferred Member Units 1/26/2015 4,876,670 14,000 —
Warrants (27) 1/26/2015 1,831,355 1/26/2025 2,576 —
33,719 14,914
World Micro Holdings, LLC Supply Chain Management
Secured Debt 12/12/2022 13.00% 12/12/2027 $ 14,280 $ 14,140 $ 14,140
Preferred Equity 12/12/2022 3,845 $ 3,845 $ 3,845
$ 17,985 $ 17,985
Subtotal Affiliate Investments (29.3% of net assets at fair value) $ 635,536 $ 618,359
Non-Control Investments (7)
AB Centers Acquisition Corporation (10) Applied Behavior Analysis Therapy Provider
Secured Debt (9) (25) (29) 9/6/2022 SF+ 6.00% 9/6/2028 $ — $ (39) $ (39)
Secured Debt (9) (29) 9/6/2022 10.20% SF+ 6.00% 9/6/2028 741 653 741
Secured Debt (9) (29) 9/6/2022 10.58% SF+ 6.00% 9/6/2028 17,052 16,602 17,052
17,216 17,754
Acousti Engineering Company of Florida (10) Interior Subcontractor Providing Acoustical Walls and Ceilings
Secured Debt (9) 11/2/2020 13.23% L+ 8.50% 11/2/2025 1,678 1,669 1,678
Secured Debt (9) 11/2/2020 13.23% L+ 8.50% 11/2/2025 9,891 9,825 9,891
Secured Debt (9) 5/26/2021 16.17% L+ 12.50% 11/2/2025 807 800 807
12,294 12,376
Acumera, Inc. (10) Managed Security Service Provider
Secured Debt (9) 6/28/2022 13.88% L+ 9.50% 10/26/2027 14,618 14,291 14,618
Secured Debt (9) 6/28/2022 13.57% L+ 9.00% 10/26/2027 4,368 4,270 4,368
18,561 18,986
Adams Publishing Group, LLC (10) Local Newspaper Operator
Secured Debt (9) (36) 3/11/2022 10.00% L+ 6.00% 3/11/2027 4,729 4,729 4,729
Secured Debt (9) (36) 3/11/2022 10.00% L+ 7.50% 3/11/2027 24,086 24,033 24,086
28,762 28,815
ADS Tactical, Inc. (11) Value-Added Logistics and Supply Chain Provider to the Defense Industry
Secured Debt (9) 3/29/2021 10.14% L+ 5.75% 3/19/2026 21,077 20,781 18,969


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9) (25)	8/31/2022			SF+	7.40%		8/31/2027	—	(108)	(108)
			Secured Debt	(9)	8/31/2022		12.76%	SF+	7.40%		8/31/2027	28,422	28,018	28,422
			Common Stock	(8)	8/31/2022	235							1,844	2,120
													29,754	30,434
American Health Staffing Group, Inc.	(10)	Healthcare Temporary Staffing
			Secured Debt	(9) (25)	11/19/2021			P+	5.00%		11/19/2026	—	(8)	(8)
			Secured Debt	(9)	11/19/2021		13.50%	P+	5.00%		11/19/2026	6,550	6,512	6,550
													6,504	6,542
American Nuts, LLC	(10)	Roaster, Mixer and Packager of Bulk Nuts and Seeds
			Secured Debt	(9)	3/11/2022		15.29%	SF+	9.75%	15.29%	4/10/2026	6,462	6,413	5,495
			Secured Debt	(9)	3/11/2022		15.29%	SF+	9.75%	15.29%	4/10/2026	10,507	10,413	8,922
			Secured Debt	(9) (14)	3/11/2022		17.29%	SF+	11.75%	17.29%	4/10/2026	5,705	5,645	3,369
			Secured Debt	(9) (14)	3/11/2022		17.29%	SF+	11.75%	17.29%	4/10/2026	9,283	9,169	5,482
													31,640	23,268
American Teleconferencing Services, Ltd.	(11)	Provider of Audio Conferencing and Video Collaboration Solutions
			Secured Debt	(14) (17)	9/17/2021						4/7/2023	2,980	2,980	134
			Secured Debt	(14) (17)	5/19/2016						6/8/2023	14,370	13,706	647
													16,686	781
ArborWorks, LLC	(10)	Vegetation Management Services
			Secured Debt		11/6/2023		15.00%			15.00%	11/6/2028	1,907	1,907	1,907
			Secured Debt	(9)	11/6/2023		12.04%	SF+	6.50%	12.04%	11/6/2028	7,149	7,149	7,149
			Preferred Equity		11/6/2023	32,507							14,060	14,060
			Preferred Equity		11/6/2023	32,507							—	—
			Common Equity		11/9/2021	3,898							234	—
													23,350	23,116
Archer Systems, LLC	(10)	Mass Tort Settlement Administration Solutions Provider
			Common Stock		8/11/2022	1,387,832							1,388	2,230

ATS Operating, LLC	(10)	For-Profit Thrift Retailer
			Secured Debt	(9)	1/18/2022		12.16%	SF+	6.50%		1/18/2027	360	360	360
			Secured Debt	(9)	1/18/2022		11.16%	SF+	5.50%		1/18/2027	6,660	6,660	6,660
			Secured Debt	(9)	1/18/2022		13.16%	SF+	7.50%		1/18/2027	6,660	6,660	6,660
			Common Stock		1/18/2022	720,000							720	670
													14,400	14,350
AVEX Aviation Holdings, LLC	(10)	Specialty Aircraft Dealer & MRO Provider
			Secured Debt	(9) (25)	12/23/2022			SF+	7.25%		12/23/2027	—	(120)	(38)
			Secured Debt	(9)	12/23/2022		12.76%	SF+	7.25%		12/23/2027	24,602	23,816	24,080
			Common Equity	(8)	12/15/2021	984							965	892
													24,661	24,934

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
AMEREQUIP LLC. (10) Full Service Provider of Comprehensive Commercial Production Services, Including the Design, Engineering, and Manufacturing of Products It
Secured Debt (9) (25) (29) 8/31/2022 SF+ 7.40% 8/31/2027 — (137) (137)
Secured Debt (9) (29) 8/31/2022 11.72% SF+ 7.40% 8/31/2027 37,491 36,819 37,463
Common Stock 8/31/2022 235 1,779 1,779
38,461 39,105
American Health Staffing Group, Inc. (10) Healthcare Temporary Staffing
Secured Debt (9) (25) 11/19/2021 L+ 6.00% 11/19/2026 — (10) (10)
Secured Debt (9) 11/19/2021 11.12% L+ 6.00% 11/19/2026 6,617 6,565 6,617
6,555 6,607
American Nuts, LLC (10) Roaster, Mixer and Packager of Bulk Nuts and Seeds
Secured Debt (9) (29) 3/11/2022 10.46% SF+ 6.75% 4/10/2026 15,628 15,408 14,606
Secured Debt (9) (29) 3/11/2022 12.46% SF+ 8.75% 4/10/2026 15,628 15,408 14,654
30,816 29,260
American Teleconferencing Services, Ltd. (11) Provider of Audio Conferencing and Video Collaboration Solutions
Secured Debt (14) 9/17/2021 7.50% L+ 6.50% 1/31/2023 2,980 2,980 168
Secured Debt (9) (14) 5/19/2016 7.50% L+ 6.50% 6/8/2023 14,370 13,706 808
16,686 976
ArborWorks, LLC (10) Vegetation Management Services
Secured Debt (9) 11/9/2021 13.41% L+ 9.00% 11/9/2026 4,678 4,569 3,945
Secured Debt (9) 11/9/2021 13.56% L+ 9.00% 11/9/2026 29,722 29,261 25,065
Common Equity 11/9/2021 234 234 —
34,064 29,010
Archer Systems, LLC (10) Mass Tort Settlement Administration Solutions Provider
Secured Debt (9) (25) (29) 8/11/2022 SF+ 6.50% 8/11/2027 — (135) (135)
Secured Debt (9) (29) 8/11/2022 10.92% SF+ 6.50% 8/11/2027 67,597 66,330 66,511
Common Stock 8/11/2022 1,387,832 1,388 1,388
67,583 67,764
Arrow International, Inc (10) Manufacturer and Distributor of Charitable Gaming Supplies
Secured Debt (9) (23) (29) 12/21/2020 10.36% SF+ 6.60% 12/21/2025 36,000 35,737 36,000
ATS Operating, LLC (10) For-Profit Thrift Retailer
Secured Debt (9) (25) (29) 1/18/2022 SF+ 5.50% 1/18/2027 — — —
Secured Debt (9) (29) 1/18/2022 9.32% SF+ 5.50% 1/18/2027 6,660 6,660 6,582
Secured Debt (9) (29) 1/18/2022 11.32% SF+ 7.50% 1/18/2027 6,660 6,660 6,593


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
Berry Aviation, Inc.	(10)	Charter Airline Services
			Preferred Member Units	(29)	11/12/2019	122,416							—	200
			Preferred Member Units	(8) (29)	7/6/2018	1,548,387							—	2,560
													—	2,760
Bettercloud, Inc.	(10)	SaaS Provider of Workflow Management and Business Application Solutions
			Secured Debt	(9) (25)	6/30/2022			SF+	7.25%		6/30/2028	—	(62)	(62)
			Secured Debt	(9)	6/30/2022		12.64%	SF+	7.25%	6.25%	6/30/2028	29,403	29,006	27,550
													28,944	27,488
Binswanger Enterprises, LLC	(10)	Glass Repair and Installation Service Provider
			Member Units		3/10/2017	1,050,000							1,050	120

Bluestem Brands, Inc.	(11)	Multi-Channel Retailer of General Merchandise
			Secured Debt	(9)	10/19/2022		16.00%	P+	7.50%	15.00%	8/28/2025	1,885	1,885	1,767
			Secured Debt	(9)	8/28/2020		13.96%	SF+	8.50%	12.96%	8/28/2025	3,676	3,076	3,446
			Common Stock		10/1/2020	723,184							1	550
			Warrants	(27)	10/19/2022	163,295					10/19/2032		1,036	120
													5,998	5,883
Bond Brand Loyalty ULC	(10) (13) (21)	Provider of Loyalty Marketing Services
			Secured Debt	(9) (25)	5/1/2023			SF+	7.00%		5/1/2028	—	(25)	(25)
			Secured Debt	(9)	5/1/2023		11.54%	SF+	6.00%		5/1/2028	6,405	6,294	6,405
			Secured Debt	(9)	5/1/2023		13.54%	SF+	8.00%		5/1/2028	6,405	6,294	6,405
			Preferred Equity		5/1/2023	571							571	500
			Common Equity		5/1/2023	571							—	—
													13,134	13,285
Brainworks Software, LLC	(10)	Advertising Sales and Newspaper Circulation Software
			Secured Debt	(9) (14) (17)	8/12/2014		15.75%	P+	7.25%		7/22/2019	761	761	761
			Secured Debt	(9) (14) (17)	8/12/2014		15.75%	P+	7.25%		7/22/2019	7,056	7,056	1,075
													7,817	1,836
Brightwood Capital Fund Investments	(12) (13)	Investment Partnership
			LP Interests (Brightwood Capital Fund III, LP)	(30)	7/21/2014	1.55%							6,527	4,080
			LP Interests (Brightwood Capital Fund IV, LP)	(8) (30)	10/26/2016	0.59%							4,350	4,358
			LP Interests (Brightwood Capital Fund V, LP)	(8) (30)	7/12/2021	0.82%							2,000	2,448
													12,877	10,886
Burning Glass Intermediate Holding Company, Inc.	(10)	Provider of Skills-Based Labor Market Analytics
			Secured Debt	(9)	6/14/2021		10.46%	SF+	5.00%		6/10/2026	465	445	465

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Common Stock 1/18/2022 720,000 720 660
14,040 13,835
AVEX Aviation Holdings, LLC (10) Specialty Aircraft Dealer
Secured Debt (9) (25) (29) 12/23/2022 SF+ 7.25% 12/23/2027 — (57) (57)
Secured Debt (9) (29) 12/23/2022 12.17% SF+ 7.25% 12/23/2027 29,071 27,927 27,927
Common Equity 12/15/2021 360 360 406
28,230 28,276
Berry Aviation, Inc. (10) Charter Airline Services
Secured Debt 7/6/2018 12.00% 1.50% 1/6/2024 195 195 195
Preferred Member Units (8) (30) 7/6/2018 1,548,387 8.00% 8.00% 1,161 4,561
Preferred Member Units (8) (25) (30) 11/12/2019 122,416 16.00% — 270
1,356 5,026
Bettercloud, Inc. (10) SaaS Provider of Workflow Management and Business Application Solutions
Secured Debt (9) (25) (29) 6/30/2022 SF+ 1.00% 6.00% 6/30/2028 — (76) (76)
Secured Debt (9) (29) 6/30/2022 11.40% SF+ 1.00% 6.00% 6/30/2028 27,505 27,020 27,505
26,944 27,429
Binswanger Enterprises, LLC (10) Glass Repair and Installation Service Provider
Member Units 3/10/2017 1,050,000 1,050 420
Bluestem Brands, Inc. (11) Multi-Channel Retailer of General Merchandise
Secured Debt (9) (25) 10/19/2022 L+ 8.50% 8/28/2025 — — —
Secured Debt (9) 8/28/2020 12.94% L+ 8.50% 8/28/2025 3,239 2,280 3,139
Common Stock (8) 10/1/2020 723,184 1 4,860
Warrants (27) 10/19/2022 163,295 10/19/2032 1,036 1,095
3,317 9,094
Brainworks Software, LLC (10) Advertising Sales and Newspaper Circulation Software
Secured Debt (9) (14) (17) 8/12/2014 12.50% P+ 9.25% 7/22/2019 761 761 761
Secured Debt (9) (14) (17) 8/12/2014 12.50% P+ 9.25% 7/22/2019 7,056 7,056 2,916
7,817 3,677
Brightwood Capital Fund Investments (12) (13) Investment Partnership
LP Interests (Brightwood Capital Fund III, LP) (8) (31) 7/21/2014 1.55% 7,062 4,727
LP Interests (Brightwood Capital Fund IV, LP) (8) (31) 10/26/2016 0.59% 4,350 4,541
LP Interests (Brightwood Capital Fund V, LP) (31) 7/12/2021 1.31% 2,000 2,229
13,412 11,497


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9)	6/14/2021		10.46%	SF+	5.00%		6/10/2028	19,681	19,455	19,681
													19,900	20,146
CAI Software LLC		Provider of Specialized Enterprise Resource Planning Software
			Preferred Equity		12/13/2021	1,788,527							1,789	1,789
			Preferred Equity		12/13/2021	596,176							—	—
													1,789	1,789
CaseWorthy, Inc.	(10)	SaaS Provider of Case Management Solutions
			Secured Debt	(9) (25)	5/18/2022			SF+	6.00%		5/18/2027	—	(8)	(8)
			Secured Debt	(9)	5/18/2022		11.61%	SF+	6.00%		5/18/2027	7,933	7,872	7,933
			Secured Debt	(9)	5/18/2022		11.61%	SF+	6.00%		5/18/2027	6,102	6,061	6,102
			Common Equity		12/30/2022	245,926							246	246
													14,171	14,273
Channel Partners Intermediateco, LLC	(10)	Outsourced Consumer Services Provider
			Secured Debt	(9) (51)	2/7/2022		12.60%	SF+	7.00%		2/7/2027	2,071	1,901	1,988
			Secured Debt	(9)	2/7/2022		12.66%	SF+	7.00%		2/7/2027	36,540	36,077	35,064
			Secured Debt	(9)	6/24/2022		12.66%	SF+	7.00%		2/7/2027	2,024	1,999	1,943
			Secured Debt	(9)	3/27/2023		12.66%	SF+	7.00%		2/7/2027	4,893	4,792	4,695
													44,769	43,690
Clarius BIGS, LLC	(10)	Prints & Advertising Film Financing
			Secured Debt	(14) (17)	9/23/2014						1/5/2015	2,677	2,677	16

Computer Data Source, LLC	(10)	Third Party Maintenance Provider to the Data Center Ecosystem
			Secured Debt	(9) (34)	8/6/2021		13.52%	SF+	8.00%		8/6/2026	5,000	4,948	4,848
			Secured Debt	(9)	8/6/2021		13.52%	SF+	8.00%		8/6/2026	18,313	18,119	17,757
													23,067	22,605
Construction Supply Investments, LLC	(10)	Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors
			Member Units		12/29/2016	861,618							3,335	23,135

CQ Fluency, LLC	(10)	Global Language Services Provider
			Secured Debt	(9) (25)	12/27/2023			SF+	7.00%		6/27/2027	—	(66)	(66)
			Secured Debt	(9) (25)	12/27/2023			SF+	7.00%		6/27/2027	—	(66)	(66)
			Secured Debt	(9)	12/27/2023		12.45%	SF+	7.00%		6/27/2027	11,250	10,920	10,920
													10,788	10,788
Dalton US Inc.	(10)	Provider of Supplemental Labor Services
			Common Stock		8/16/2022	515							720	830

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Burning Glass Intermediate Holding Company, Inc. (10) Provider of Skills-Based Labor Market Analytics
Secured Debt (9) (25) 6/14/2021 L+ 5.00% 6/10/2026 — (28) —
Secured Debt (9) 6/14/2021 8.91% L+ 5.00% 6/10/2028 19,933 19,656 19,933
19,628 19,933
Cadence Aerospace LLC (10) Aerostructure Manufacturing
Secured Debt (9) (34) 11/14/2017 11.99% L+ 8.50% 0.01% 11/14/2023 28,328 28,264 28,328
CAI Software LLC Provider of Specialized Enterprise Resource Planning Software
Preferred Equity (8) 12/13/2021 1,788,527 1,789 1,789
Preferred Equity 12/13/2021 596,176 — —
1,789 1,789
Camin Cargo Control, Inc. (11) Provider of Mission Critical Inspection, Testing and Fuel Treatment Services
Secured Debt (9) 6/14/2021 10.88% L+ 6.50% 6/4/2026 15,218 15,110 14,685
CaseWorthy, Inc. (10) SaaS Provider of Case Management Solutions
Secured Debt (9) (25) 5/18/2022 L+ 6.00% 5/18/2027 — (11) (11)
Secured Debt (9) 5/18/2022 10.73% L+ 6.00% 5/18/2027 7,993 7,914 7,914
Secured Debt (9) 5/18/2022 10.48% L+ 5.75% 5/18/2027 6,133 6,079 6,133
Common Equity 12/30/2022 245,926 246 246
14,228 14,282
Channel Partners Intermediateco, LLC (10) Outsourced Consumer Services Provider
Secured Debt (9) (29) (42) 2/7/2022 10.72% SF+ 6.25% 2/7/2027 1,868 1,767 1,841
Secured Debt (9) (28 ) (29) 2/7/2022 10.71% SF+ 6.25% 2/7/2027 39,047 38,396 38,484
40,163 40,325
Clarius BIGS, LLC (10) Prints & Advertising Film Financing
Secured Debt (14) (17) 9/23/2014 15.00% 15.00% 1/5/2015 2,712 2,712 19
Computer Data Source, LLC (10) Third Party Maintenance Provider to the Data Center Ecosystem
Secured Debt (9) (43) 8/6/2021 12.56% L+ 8.00% 8/6/2026 5,000 4,928 4,621
Secured Debt (9) 8/6/2021 12.56% L+ 8.00% 8/6/2026 18,588 18,315 17,178
23,243 21,799
Construction Supply Investments, LLC (10) Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

DTE Enterprises, LLC	(10)	Industrial Powertrain Repair and Services
			Class AA Preferred Member Units (non-voting)	(8)	4/13/2018		10.00%			10.00%			1,284	1,284
			Class A Preferred Member Units		4/13/2018	776,316	8.00%			8.00%			776	260
													2,060	1,544
Dynamic Communities, LLC	(10)	Developer of Business Events and Online Community Groups
			Secured Debt	(9)	12/20/2022		10.45%	SF+	5.00%	10.45%	12/31/2026	2,071	1,912	1,912
			Secured Debt	(9)	12/20/2022		12.45%	SF+	7.00%	12.45%	12/31/2026	2,113	1,880	1,859
			Preferred Equity		12/20/2022	125,000							128	60
			Preferred Equity		12/20/2022	2,376,241							—	—
			Common Equity		12/20/2022	1,250,000							—	—
													3,920	3,831
Eastern Wholesale Fence LLC	(10)	Manufacturer and Distributor of Residential and Commercial Fencing Solutions
			Secured Debt	(9)	11/19/2020		13.50%	SF+	8.00%		10/30/2025	967	930	927
			Secured Debt	(9)	11/19/2020		13.50%	SF+	8.00%		10/30/2025	4,792	4,758	4,596
			Secured Debt	(9)	11/19/2020		13.50%	SF+	8.00%		10/30/2025	9,557	9,483	9,167
			Secured Debt	(9)	4/20/2021		13.50%	SF+	8.00%		10/30/2025	1,982	1,964	1,901
			Secured Debt	(9)	10/14/2021		13.50%	SF+	8.00%		10/30/2025	10,846	10,747	10,403
													27,882	26,994
Emerald Technologies Acquisition Co, Inc.	(11)	Design & Manufacturing
			Secured Debt	(9)	2/10/2022		11.79%	SF+	6.25%		12/29/2027	8,965	8,841	8,158

EnCap Energy Fund Investments	(12) (13)	Investment Partnership
			LP Interests (EnCap Energy Capital Fund VIII, L.P.)	(8) (30)	1/22/2015	0.14%							3,567	1,918
			LP Interests (EnCap Energy Capital Fund VIII Co- Investors, L.P.)	(8) (30)	1/21/2015	0.38%							1,980	899
			LP Interests (EnCap Energy Capital Fund IX, L.P.)	(8) (30)	1/22/2015	0.10%							3,564	1,720
			LP Interests (EnCap Energy Capital Fund X, L.P.)	(8) (30)	3/25/2015	0.15%							6,742	5,858
			LP Interests (EnCap Flatrock Midstream Fund II, L.P.)	(8) (30)	3/30/2015	0.84%							5,083	1,413
			LP Interests (EnCap Flatrock Midstream Fund III, L.P.)	(8) (30)	3/27/2015	0.25%							4,495	4,056
													25,431	15,864

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Member Units (8) 12/29/2016 861,618 3,335 21,165
Dalton US Inc. (10) Provider of Supplemental Labor Services
Secured Debt (9) (29) 8/16/2022 11.90% SF+ 8.00% 8/16/2027 1,092 871 1,077
Secured Debt (9) (25) (29) 8/16/2022 SF+ 8.00% 8/16/2027 — (74) (74)
Secured Debt (9) (29) 8/16/2022 12.56% SF+ 8.00% 8/16/2027 14,389 14,125 14,186
Common Stock 8/16/2022 201 201 201
15,123 15,390
DTE Enterprises, LLC (10) Industrial Powertrain Repair and Services
Secured Debt (9) (25) 4/13/2018 L+ 7.50% 4/13/2023 — (1) (1)
Secured Debt (9) 4/13/2018 12.24% L+ 7.50% 4/13/2023 6,074 6,065 5,934
Class A Preferred Member Units 4/13/2018 776,316 8.00% 8.00% 776 380
Class AA Preferred Member Units (non-voting) (8) 4/13/2018 10.00% 10.00% 1,161 1,161
8,001 7,474
Dynamic Communities, LLC (10) Developer of Business Events and Online Community Groups
Secured Debt (9) (29) 12/20/2022 9.18% SF+ 4.50% 9.18% 12/31/2026 1,875 1,717 1,717
Secured Debt (9) (29) 12/20/2022 11.18% SF+ 6.50% 11.18% 12/31/2026 1,875 1,642 1,642
Preferred Equity 12/20/2022 125,000 128 128
Preferred Equity 12/20/2022 2,376,241 — —
Common Equity 12/20/2022 1,250,000 — —
3,487 3,487
Eastern Wholesale Fence LLC (10) Manufacturer and Distributor of Residential and Commercial Fencing Solutions
Secured Debt (9) 11/19/2020 11.73% L+ 7.00% 10/30/2025 3,346 3,290 3,276
Secured Debt (9) 11/19/2020 11.73% L+ 7.00% 10/30/2025 5,021 4,967 4,916
Secured Debt (9) 11/19/2020 11.73% L+ 7.00% 10/30/2025 23,456 23,149 22,967
31,406 31,159
Emerald Technologies Acquisition Co, Inc. (11) Design & Manufacturing
Secured Debt (9) (29) 2/10/2022 10.67% SF+ 6.25% 2/10/2028 9,258 9,099 8,787
EnCap Energy Fund Investments (12) (13) Investment Partnership
LP Interests (EnCap Energy Capital Fund VIII, L.P.) (8) (31) 1/22/2015 0.14% 3,566 2,092
LP Interests (EnCap Energy Capital Fund VIII Co-
Investors, L.P.) (8) (31) 1/21/2015 0.38% 1,984 1,037


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
Engineering Research & Consulting, LLC	(10)	Provider of Engineering & Consulting Services to US Department of Defense
			Secured Debt	(9) (25)	5/23/2022			P+	5.50%		5/23/2027	—	(35)	—
			Secured Debt	(9)	5/23/2022		11.98%	SF+	6.50%		5/23/2028	16,134	15,899	16,134
													15,864	16,134
Escalent, Inc.	(10)	Market Research and Consulting Firm
			Secured Debt	(9) (25)	4/7/2023			SF+	8.00%		4/7/2029	—	(35)	(35)
			Secured Debt	(9)	4/7/2023		13.45%	SF+	8.00%		4/7/2029	26,313	25,620	26,313
			Common Equity		4/7/2023	649,794							663	730
													26,248	27,008
Event Holdco, LLC	(10)	Event and Learning Management Software for Healthcare Organizations and Systems
			Secured Debt	(9)	12/22/2021		12.61%	SF+	7.00%		12/22/2026	3,692	3,670	3,626
			Secured Debt	(9)	12/22/2021		12.61%	SF+	7.00%		12/22/2026	44,169	43,905	43,373
													47,575	46,999
Fuse, LLC	(11)	Cable Networks Operator
			Secured Debt		6/30/2019		12.00%				12/31/2026	1,810	1,810	1,320
			Common Stock		6/30/2019	10,429							256	—
													2,066	1,320
Garyline, LLC	(10)	Manufacturer of Consumer Plastic Products
			Secured Debt	(9) (25)	11/10/2023			SF+	6.75%		11/10/2028	—	(256)	(256)
			Secured Debt	(9)	11/10/2023		12.22%	SF+	6.75%		11/10/2028	32,471	31,529	31,529
			Common Equity		11/10/2023	705,882							706	706
													31,979	31,979
GS HVAM Intermediate, LLC	(10)	Specialized Food Distributor
			Secured Debt	(9) (52)	10/18/2019		11.96%	SF+	6.50%		4/2/2025	1,545	1,542	1,545
			Secured Debt	(9) (25)	10/18/2019			SF+	6.50%		4/2/2025	—	(9)	(9)
			Secured Debt	(9)	10/18/2019		11.96%	SF+	6.50%		4/2/2025	10,624	10,605	10,624
			Secured Debt	(9)	9/15/2023		11.96%	SF+	6.50%		4/2/2025	952	952	952
			Secured Debt	(9)	12/22/2023		11.96%	SF+	6.50%		4/2/2025	227	224	227
													13,314	13,339
GULF PACIFIC ACQUISITION, LLC	(10)	Rice Processor and Merchandiser
			Secured Debt	(9) (47)	9/30/2022		11.28%	SF+	5.75%		9/30/2028	454	438	454
			Secured Debt	(9)	9/30/2022		11.38%	SF+	5.75%		9/30/2028	301	286	301
			Secured Debt	(9)	9/30/2022		11.25%	SF+	5.75%		9/30/2028	3,615	3,558	3,615
													4,282	4,370
HDC/HW Intermediate Holdings	(10)	Managed Services and Hosting Provider
			Secured Debt	(9) (17)	12/21/2018		14.34%	SF+	9.50%	14.34%	12/21/2023	370	370	336
			Secured Debt	(9) (17)	12/21/2018		14.34%	SF+	9.50%	14.34%	12/21/2023	3,751	3,751	3,406
													4,121	3,742

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
LP Interests (EnCap Energy Capital Fund IX, L.P.) (8) (31) 1/22/2015 0.10% 3,699 2,019
LP Interests (EnCap Energy Capital Fund X, L.P.) (8) (31) 3/25/2015 0.15% 8,236 9,351
LP Interests (EnCap Flatrock Midstream Fund II, L.P.) (31) 3/30/2015 0.84% 5,358 1,688
LP Interests (EnCap Flatrock Midstream Fund III, L.P.) (8) (31) 3/27/2015 0.25% 6,023 5,718
28,866 21,905
Engineering Research & Consulting, LLC (10) Provider of Engineering & Consulting Services to US Department of Defense
Secured Debt (9) (29) 5/23/2022 11.68% SF+ 6.50% 5/23/2027 131 85 131
Secured Debt (9) (29) 5/23/2022 10.92% SF+ 6.50% 5/23/2028 16,338 16,047 16,338
16,132 16,469
EPIC Y-Grade Services, LP (11) NGL Transportation & Storage
Secured Debt (9) 6/22/2018 10.70% L+ 6.00% 6/30/2027 6,823 6,764 6,141
Event Holdco, LLC (10) Event and Learning Management Software for Healthcare Organizations and Systems
Secured Debt (9) (30) 12/22/2021 10.67% L+ 7.00% 12/22/2026 3,692 3,663 3,507
Secured Debt (9) (30) 12/22/2021 10.67% L+ 7.00% 12/22/2026 44,308 43,955 42,083
47,618 45,590
Flip Electronics LLC (10) Distributor of Hard-to-Find and Obsolete Electronic Components
Secured Debt (9) (29) 3/24/2022 11.21% SF+ 7.50% 1/2/2026 736 736 736
Secured Debt (9) (29) 1/4/2021 12.19% SF+ 7.50% 1/2/2026 11,095 10,852 11,095
11,588 11,831
Fuse, LLC (11) Cable Networks Operator
Secured Debt 6/30/2019 12.00% 6/28/2024 1,810 1,810 1,512
Common Stock 6/30/2019 10,429 256 —
2,066 1,512
GeoStabilization International (GSI) (11) Geohazard Engineering Services & Maintenance
Secured Debt (29) 1/2/2019 9.44% SF+ 5.25% 12/19/2025 20,497 20,427 19,472
GS HVAM Intermediate, LLC (10) Specialized Food Distributor
Secured Debt (9) 10/18/2019 11.20% L+ 6.50% 10/2/2024 2,177 2,169 2,171
Secured Debt (9) 10/18/2019 11.24% L+ 6.50% 10/2/2024 10,734 10,695 10,705
12,864 12,876
GULF PACIFIC ACQUISITION, LLC (10) Rice Processor and Merchandiser


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
HEADLANDS OP-CO LLC	(10)	Clinical Trial Sites Operator
			Secured Debt	(9) (25)	8/1/2022			SF+	6.50%		8/1/2027	—	(48)	(48)
			Secured Debt	(9)	8/1/2022		11.86%	SF+	6.50%		8/1/2027	6,733	6,622	6,733
			Secured Debt	(9)	8/1/2022		11.86%	SF+	6.50%		8/1/2027	16,622	16,384	16,622
													22,958	23,307
HOWLCO LLC	(11) (13) (21)	Provider of Accounting and Business Development Software to Real Estate End Markets
			Secured Debt	(9)	8/19/2021		11.53%	SF+	6.00%		10/23/2026	25,162	25,162	24,397

Hybrid Promotions, LLC	(10)	Wholesaler of Licensed, Branded and Private Label Apparel
			Secured Debt	(9)	6/30/2021		15.91%	SF+	8.25%	2.00%	6/30/2026	7,167	7,031	6,581

IG Parent Corporation	(11)	Software Engineering
			Secured Debt	(9) (25)	7/30/2021			SF+	5.75%		7/30/2026	—	(20)	—
			Secured Debt	(9)	7/30/2021		10.96%	SF+	5.50%		7/30/2028	9,399	9,294	9,399
			Secured Debt	(9)	7/30/2021		10.96%	SF+	5.50%		7/30/2028	4,953	4,899	4,953
													14,173	14,352
Imaging Business Machines, L.L.C.	(10)	Technology Hardware & Equipment
			Secured Debt	(9) (33)	6/8/2023		12.41%	SF+	7.00%		6/30/2028	1,581	1,500	1,571
			Secured Debt	(9)	6/8/2023		12.45%	SF+	7.00%		6/30/2028	20,768	20,217	20,637
			Common Equity		6/8/2023	849							1,166	1,110
													22,883	23,318
Implus Footcare, LLC	(10)	Provider of Footwear and Related Accessories
			Secured Debt	(9)	6/1/2017		14.25%	SF+	7.75%	1.00%	7/31/2024	18,645	18,600	17,334

Industrial Services Acquisition, LLC	(10)	Industrial Cleaning Services
			Secured Debt	(9) (37)	8/13/2021		12.22%	SF+	6.75%		8/13/2026	1,390	1,367	1,390
			Secured Debt	(9)	8/13/2021		12.22%	SF+	6.75%		8/13/2026	19,044	18,842	19,044
			Preferred Member Units	(8) (29)	1/31/2018	144	10.00%			10.00%			138	178
			Preferred Member Units	(8) (29)	5/17/2019	80	20.00%			20.00%			102	120
			Member Units	(29)	6/17/2016	900							900	690
													21,349	21,422
Infolinks Media Buyco, LLC	(10)	Exclusive Placement Provider to the Advertising Ecosystem
			Secured Debt	(9)	11/1/2021		11.21%	SF+	5.75%		11/1/2026	1,504	1,480	1,504
			Secured Debt	(9)	11/1/2021		11.21%	SF+	5.75%		11/1/2026	7,752	7,663	7,752
													9,143	9,256
Insight Borrower Corporation	(10)	Test, Inspection, and Certification Instrument Provider

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (9) (29) 9/30/2022 10.42% SF+ 6.00% 9/30/2028 252 233 252
Secured Debt (9) (25) (29) 9/30/2022 SF+ 6.00% 9/30/2028 — (15) (15)
Secured Debt (9) (29) 9/30/2022 10.73% SF+ 6.00% 9/30/2028 3,661 3,591 3,661
3,809 3,898
HDC/HW Intermediate Holdings (10) Managed Services and Hosting Provider
Secured Debt (9) (29) 12/21/2018 14.34% SF+ 9.50% 2.00% 12/21/2023 320 319 311
Secured Debt (9) (29) 12/21/2018 14.34% SF+ 9.50% 2.00% 12/21/2023 3,277 3,262 3,186
3,581 3,497
HEADLANDS OP-CO LLC (10) Clinical Trial Sites Operator
Secured Debt (9) (25) (29) 8/1/2022 SF+ 6.50% 8/1/2027 — (62) (62)
Secured Debt (9) (25) (29) 8/1/2022 SF+ 6.50% 8/1/2027 — (62) (62)
Secured Debt (9) (29) 8/1/2022 10.62% SF+ 6.50% 8/1/2027 16,791 16,483 16,791
16,359 16,667
Heartland Dental, LLC (10) Dental Support Organization
Secured Debt (9) 9/9/2020 10.88% L+ 6.50% 4/30/2025 14,663 14,430 13,599
HOWLCO LLC (11) (13) (21) Provider of Accounting and Business Development Software to Real Estate End Markets
Secured Debt (9) 8/19/2021 10.69% L+ 6.00% 10/23/2026 25,290 25,290 24,381
Hybrid Promotions, LLC (10) Wholesaler of Licensed, Branded and Private Label Apparel
Secured Debt (29) 6/30/2021 12.07% SF+ 8.25% 6/30/2026 7,088 6,986 6,144
IG Parent Corporation (11) Software Engineering
Secured Debt (9) (29) (41) 7/30/2021 10.17% SF+ 5.75% 7/30/2026 698 670 698
Secured Debt (9) (29) 7/30/2021 10.17% SF+ 5.75% 7/30/2028 14,499 14,304 14,499
14,974 15,197
Implus Footcare, LLC (10) Provider of Footwear and Related Accessories
Secured Debt (9) 6/1/2017 13.98% L+ 7.75% 1.50% 4/30/2024 18,515 18,384 17,464
Independent Pet Partners Intermediate Holdings, LLC (10) Omnichannel Retailer of Specialty Pet Products
Secured Debt (9) (35) 8/20/2020 13.00% P+ 5.50% 13.00% 2/27/2023 7,027 7,027 7,027
Secured Debt (14) 12/10/2020 6.00% 6.00% 11/20/2023 18,428 17,664 7,633
Secured Debt (29) 11/28/2022 14.42% SF+ 10.00% 14.42% 2/27/2023 806 769 769
Preferred Stock (non-voting) 12/10/2020 6.00% 6.00% 3,235 —


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9) (25)	7/19/2023			SF+	6.25%		7/19/2028	—	(70)	(70)
			Secured Debt	(9) (25)	7/19/2023			SF+	6.25%		7/19/2029	—	(57)	(57)
			Secured Debt	(9)	7/19/2023		11.65%	SF+	6.25%		7/19/2029	14,406	14,009	14,258
			Common Equity		7/19/2023	131,100							656	656
													14,538	14,787
Inspire Aesthetics Management, LLC	(10)	Surgical and Non-Surgical Plastic Surgery and Aesthetics Provider
			Secured Debt	(9) (35)	4/3/2023		13.53%	SF+	8.00%		4/3/2028	790	770	776
			Secured Debt	(9)	4/3/2023		13.55%	SF+	8.00%		4/3/2028	7,308	7,146	7,177
			Secured Debt	(9)	6/14/2023		13.55%	SF+	8.00%		4/3/2028	2,940	2,879	2,887
			Common Equity		4/3/2023	131,569							417	240
													11,212	11,080
Interface Security Systems, L.L.C	(10)	Commercial Security & Alarm Services
			Secured Debt	(17) (32)	12/9/2021		15.48%	SF+	10.00%		8/7/2023	1,835	1,835	1,781
			Secured Debt	(9) (14) (17)	8/7/2019		12.46%	SF+	7.00%	12.46%	8/7/2023	7,313	7,237	431
			Common Stock		12/7/2021	2,143							—	—
													9,072	2,212
Intermedia Holdings, Inc.	(11)	Unified Communications as a Service
			Secured Debt	(9)	8/3/2018		11.47%	SF+	6.00%		7/19/2025	20,201	20,172	19,570

Invincible Boat Company, LLC.	(10)	Manufacturer of Sport Fishing Boats
			Secured Debt	(9)	8/28/2019		12.00%	SF+	6.50%		8/28/2025	519	516	509
			Secured Debt	(9)	8/28/2019		12.00%	SF+	6.50%		8/28/2025	16,812	16,747	16,515
													17,263	17,024
INW Manufacturing, LLC	(11)	Manufacturer of Nutrition and Wellness Products
			Secured Debt	(9)	5/19/2021		11.36%	SF+	5.75%		3/25/2027	6,656	6,544	5,325

Isagenix International, LLC	(11)	Direct Marketer of Health & Wellness Products
			Secured Debt	(9)	4/13/2023		11.04%	SF+	5.50%	8.54%	4/14/2028	2,615	2,374	2,301
			Common Equity		4/13/2023	186,322							—	—
													2,374	2,301
Jackmont Hospitality, Inc.	(10)	Franchisee of Casual Dining Restaurants
			Secured Debt	(9) (26)	10/26/2022		12.46%	SF+	7.00%		11/4/2024	835	823	835
			Secured Debt	(9)	11/8/2021		12.46%	SF+	7.00%		11/4/2024	1,974	1,974	1,974
			Preferred Equity		11/8/2021	2,826,667							110	1,090
													2,907	3,899

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Preferred Stock (non-voting) 12/10/2020 — —
Member Units 11/20/2018 1,558,333 1,558 —
Warrants (25) (38) 11/20/2018 242,914 11/19/2028 — —
30,253 15,429
Industrial Services Acquisition, LLC (10) Industrial Cleaning Services
Secured Debt (9) 8/13/2021 11.50% L+ 6.75% 8/13/2026 463 430 463
Secured Debt (9) 8/13/2021 11.50% L+ 6.75% 8/13/2026 19,239 18,956 19,239
Preferred Member Units (8) (30) 1/31/2018 144 10.00% 10.00% 129 145
Preferred Member Units (8) (30) 5/17/2019 80 20.00% 20.00% 92 93
Member Units (30) 6/17/2016 900 900 600
20,507 20,540
Infolinks Media Buyco, LLC (10) Exclusive Placement Provider to the Advertising Ecosystem
Secured Debt (9) (25) 11/1/2021 L+ 5.50% 11/1/2026 — (19) (19)
Secured Debt (9) 11/1/2021 10.23% L+ 5.50% 11/1/2026 8,593 8,461 8,593
8,442 8,574
Interface Security Systems, L.L.C (10) Commercial Security & Alarm Services
Secured Debt (44) 12/9/2021 14.22% L+ 10.00% 8/7/2023 1,682 1,682 1,682
Secured Debt (9) (14) 8/7/2019 12.07% L+ 7.00% 1.00% 8/7/2023 7,313 7,237 1,082
Common Stock 12/7/2021 2,143 — —
8,919 2,764
Intermedia Holdings, Inc. (11) Unified Communications as a Service
Secured Debt (9) 8/3/2018 10.38% L+ 6.00% 7/19/2025 20,467 20,418 15,811
Invincible Boat Company, LLC. (10) Manufacturer of Sport Fishing Boats
Secured Debt (9) 8/28/2019 10.14% L+ 6.50% 8/28/2025 622 618 622
Secured Debt (9) 8/28/2019 10.17% L+ 6.50% 8/28/2025 16,889 16,784 16,889
17,402 17,511
INW Manufacturing, LLC (11) Manufacturer of Nutrition and Wellness Products
Secured Debt (9) 5/19/2021 10.48% L+ 5.75% 3/25/2027 7,125 6,968 6,092
Isagenix International, LLC (11) Direct Marketer of Health & Wellness Products
Secured Debt (9) (14) 6/21/2018 9.93% L+ 7.75% 6/14/2025 5,053 5,038 1,537
Jackmont Hospitality, Inc. (10) Franchisee of Casual Dining Restaurants


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
Joerns Healthcare, LLC	(11)	Manufacturer and Distributor of Health Care Equipment & Supplies
			Secured Debt	(9) (14)	11/15/2021		23.63%	SF+	18.00%	23.63%	1/31/2024	2,431	2,431	2,074
			Secured Debt	(9) (14)	8/21/2019		21.63%	SF+	16.00%	21.63%	8/21/2024	2,057	2,038	143
			Secured Debt	(9) (14)	8/21/2019		21.63%	SF+	16.00%	21.63%	8/21/2024	1,978	1,959	137
			Common Stock		8/21/2019	472,579							4,429	—
													10,857	2,354
JTI Electrical & Mechanical, LLC	(10)	Electrical, Mechanical and Automation Services
			Secured Debt	(9) (49)	12/22/2021		11.64%	SF+	6.00%		12/22/2026	3,137	3,036	3,137
			Secured Debt	(9)	12/22/2021		11.61%	SF+	6.00%		12/22/2026	36,000	35,562	36,000
			Common Equity		12/22/2021	1,684,211							1,684	1,710
													40,282	40,847
KMS, LLC	(10)	Wholesaler of Closeout and Value-priced Products
			Secured Debt	(9)	10/4/2021		14.75%	SF+	9.25%		10/4/2026	1,034	1,002	943
			Secured Debt	(9)	10/4/2021		14.75%	SF+	9.25%		10/4/2026	7,448	7,365	6,782
													8,367	7,725
Lightbox Holdings, L.P.	(11)	Provider of Commercial Real Estate Software
			Secured Debt		5/9/2019		10.62%	SF+	5.00%		5/9/2026	14,325	14,237	13,895

LKCM Headwater Investments I, L.P.	(12) (13)	Investment Partnership
			LP Interests	(30)	1/25/2013	2.27%							1,746	2,988

LL Management, Inc.	(10)	Medical Transportation Service Provider
			Secured Debt	(9)	5/2/2019		12.71%	SF+	7.25%		9/25/2024	7,960	7,940	7,960
			Secured Debt	(9)	5/2/2019		12.71%	SF+	7.25%		9/25/2024	5,246	5,231	5,246
			Secured Debt	(9)	11/20/2020		12.71%	SF+	7.25%		9/25/2024	2,803	2,796	2,803
			Secured Debt	(9)	2/26/2021		12.71%	SF+	7.25%		9/25/2024	1,056	1,053	1,056
			Secured Debt	(9)	5/12/2022		12.71%	SF+	7.25%		9/25/2024	10,694	10,658	10,694
													27,678	27,759
LLFlex, LLC	(10)	Provider of Metal-Based Laminates
			Secured Debt	(9)	8/16/2021		15.54%	SF+	9.00%	1.00%	8/16/2026	4,428	4,338	3,979

Logix Acquisition Company, LLC	(10)	Competitive Local Exchange Carrier
			Secured Debt	(9)	1/8/2018		13.25%	P+	4.75%		12/22/2024	23,921	23,082	18,778

Looking Glass Investments, LLC	(12) (13)	Specialty Consumer Finance
			Member Units		7/1/2015	3							125	25

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (9) 10/26/2022 12.23% L+ 7.50% 11/4/2024 500 483 500
Secured Debt (9) 11/8/2021 12.23% L+ 7.50% 11/4/2024 2,079 2,079 2,079
Preferred Equity (8) 11/8/2021 2,826,667 12.00% 12.00% 123 623
2,685 3,202
Joerns Healthcare, LLC (11) Manufacturer and Distributor of Health Care Equipment & Supplies
Secured Debt 11/15/2021 18.00% 1/31/2024 2,297 2,297 2,297
Secured Debt (14) 8/21/2019 19.75% 19.75% 8/21/2024 4,034 3,997 504
Common Stock 8/21/2019 472,579 4,429 —
10,723 2,801
JTI Electrical & Mechanical, LLC (10) Electrical, Mechanical and Automation Services
Secured Debt (9) (25) 12/22/2021 L+ 6.00% 12/22/2026 — (135) (135)
Secured Debt (9) 12/22/2021 10.73% L+ 6.00% 12/22/2026 36,947 36,358 36,947
Common Equity 12/22/2021 1,684,211 1,684 2,840
37,907 39,652
KMS, LLC (10) Wholesaler of Closeout and Value-priced Products
Secured Debt (9) 10/4/2021 12.00% L+ 7.25% 10/4/2026 1,064 1,019 995
Secured Debt (9) 10/4/2021 12.00% L+ 7.25% 10/4/2026 7,505 7,391 7,022
8,410 8,017
Kore Wireless Group Inc. (11) Mission Critical Software Platform
Secured Debt (29) 12/31/2018 10.08% SF+ 5.50% 9/21/2024 11,326 11,280 10,930
Lightbox Holdings, L.P. (11) Provider of Commercial Real Estate Software
Secured Debt 5/9/2019 9.73% L+ 5.00% 5/9/2026 14,475 14,349 13,968
LKCM Headwater Investments I, L.P. (12) (13) Investment Partnership
LP Interests (8) (31) 1/25/2013 2.27% 1,746 3,197
LL Management, Inc. (10) Medical Transportation Service Provider
Secured Debt (9) (29) 5/2/2019 11.21% SF+ 7.25% 9/25/2023 8,106 8,087 8,047
Secured Debt (9) (29) 5/2/2019 11.67% SF+ 7.25% 9/25/2023 9,197 9,160 9,130
Secured Debt (9) (29) 5/12/2022 11.67% SF+ 7.25% 9/25/2023 10,827 10,733 10,749
27,980 27,926
LLFlex, LLC (10) Provider of Metal-Based Laminates
Secured Debt (9) 8/16/2021 12.74% L+ 9.00% 8/16/2026 4,444 4,370 4,350


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)

Mako Steel, LP	(10)	Self-Storage Design & Construction
			Secured Debt	(9) (25)	3/15/2021			SF+	6.75%		3/15/2026	—	(28)	—
			Secured Debt	(9)	3/15/2021		12.28%	SF+	6.75%		3/15/2026	15,049	14,914	15,049
													14,886	15,049
MB2 Dental Solutions, LLC	(11)	Dental Partnership Organization
			Secured Debt	(9)	1/28/2021		11.46%	SF+	6.00%		1/29/2027	2,803	2,785	2,803
			Secured Debt	(9)	1/28/2021		11.46%	SF+	6.00%		1/29/2027	3,925	3,899	3,925
			Secured Debt	(9)	1/28/2021		11.46%	SF+	6.00%		1/29/2027	3,464	3,440	3,464
			Secured Debt	(9)	1/28/2021		11.46%	SF+	6.00%		1/29/2027	7,796	7,727	7,796
													17,851	17,988
Microbe Formulas, LLC	(10)	Nutritional Supplements Provider
			Secured Debt	(9) (25)	4/4/2022			SF+	6.25%		4/3/2028	—	(51)	(51)
			Secured Debt	(9)	4/4/2022		11.46%	SF+	6.00%		4/3/2028	22,168	21,855	22,168
													21,804	22,117
Mills Fleet Farm Group, LLC	(10)	Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
			Secured Debt	(9)	10/24/2018		12.52%	SF+	7.00%		12/31/2026	18,152	17,883	17,524

Mini Melts of America, LLC	(10)	Manufacturer and Distributor of Branded Premium Beaded Ice Cream
			Secured Debt	(9) (25)	11/30/2023			SF+	6.25%		11/30/2028	—	(42)	(42)
			Secured Debt	(9) (25)	11/30/2023			SF+	6.25%		11/30/2028	—	(16)	(16)
			Secured Debt	(9)	11/30/2023		10.64%	SF+	5.25%		11/30/2028	4,941	4,825	4,825
			Secured Debt	(9)	11/30/2023		12.64%	SF+	7.25%		11/30/2028	4,941	4,820	4,820
			Common Equity		11/30/2023	459,657							460	460
													10,047	10,047
MonitorUS Holding, LLC	(10) (13) (21)	SaaS Provider of Media Intelligence Services
			Secured Debt		5/24/2022		14.00%			4.00%	5/24/2027	3,889	3,839	3,938
			Secured Debt		5/24/2022		14.00%			4.00%	5/24/2027	10,211	10,068	11,164
			Secured Debt		5/24/2022		14.00%			4.00%	5/24/2027	17,213	16,987	17,213
			Common Stock		8/30/2022	44,445,814							889	678
													31,783	32,993
NBG Acquisition Inc	(11)	Wholesaler of Home Décor Products
			Secured Debt	(14)	4/28/2017						4/26/2024	3,849	3,834	115

NinjaTrader, LLC	(10)	Operator of Futures Trading Platform
			Secured Debt	(9) (25)	12/18/2019			SF+	7.00%		12/18/2026	—	(9)	(8)

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Logix Acquisition Company, LLC (10) Competitive Local Exchange Carrier
Secured Debt (9) 1/8/2018 10.13% L+ 5.75% 12/22/2024 19,662 19,033 16,221
Looking Glass Investments, LLC (12) (13) Specialty Consumer Finance
Member Units 7/1/2015 3 125 25
Mako Steel, LP (10) Self-Storage Design & Construction
Secured Debt (9) (45) 3/15/2021 11.79% L+ 7.25% 3/15/2026 3,103 3,063 3,083
Secured Debt (9) 3/15/2021 11.09% L+ 7.25% 3/15/2026 15,324 15,122 15,224
18,185 18,307
MB2 Dental Solutions, LLC (11) Dental Partnership Organization
Secured Debt (9) (29) 1/28/2021 10.42% SF+ 6.00% 1/29/2027 8,338 8,267 8,338
Secured Debt (9) (29) 1/28/2021 10.42% SF+ 6.00% 1/29/2027 7,876 7,784 7,876
16,051 16,214
Microbe Formulas, LLC (10) Nutritional Supplements Provider
Secured Debt (9) (25) (29) 4/4/2022 SF+ 6.25% 4/3/2028 — (63) (63)
Secured Debt (9) (29) 4/4/2022 9.86% SF+ 6.25% 4/3/2028 26,075 25,619 25,181
25,556 25,118
Mills Fleet Farm Group, LLC (10) Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
Secured Debt (9) 10/24/2018 10.66% L+ 6.25% 10/24/2024 18,769 18,562 18,338
MonitorUS Holding, LLC (10) (13) (21) SaaS Provider of Media Intelligence Services
Secured Debt (9) (25) 5/24/2022 L+ 7.00% 5/24/2027 — (64) (64)
Secured Debt (9) 5/24/2022 11.73% L+ 7.00% 5/24/2027 10,107 9,923 10,714
Secured Debt (9) 5/24/2022 11.73% L+ 7.00% 5/24/2027 17,038 16,746 17,038
Common Stock 8/30/2022 44,445,814 889 889
27,494 28,577
NBG Acquisition Inc (11) Wholesaler of Home Décor Products
Secured Debt (9) 4/28/2017 9.67% L+ 5.50% 4/26/2024 3,849 3,834 1,251
NinjaTrader, LLC (10) Operator of Futures Trading Platform
Secured Debt (9) (25) 12/18/2019 L+ 6.25% 12/18/2024 — (1) —
Secured Debt (9) (25) 12/18/2019 L+ 6.25% 12/18/2024 — (38) (38)
Secured Debt (9) 12/18/2019 9.99% L+ 6.25% 12/18/2024 21,666 21,418 21,666


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9) (25)	12/18/2019			SF+	7.00%		12/18/2026	—	—	—
			Secured Debt	(9)	12/18/2019		12.54%	SF+	7.00%		12/18/2026	20,467	20,255	20,467
			Secured Debt	(9)	12/18/2023		12.52%	SF+	7.00%		12/18/2026	7,222	7,089	7,222
													27,335	27,681
Obra Capital, Inc. (f/k/a Vida Capital, Inc.)	(11)	Alternative Asset Manager
			Secured Debt		10/10/2019		11.47%	SF+	6.00%		10/1/2026	17,373	16,558	14,897

Ospemifene Royalty Sub LLC	(10)	Estrogen-Deficiency Drug Manufacturer and Distributor
			Secured Debt	(14)	7/8/2013						11/15/2026	4,443	4,443	57

Paragon Healthcare, Inc.	(10)	Infusion Therapy Treatment Provider
			Secured Debt	(9) (25)	1/19/2022			SF+	5.75%		1/19/2027	—	(79)	—
			Secured Debt	(9) (48)	1/19/2022		11.24%	SF+	5.75%		1/19/2027	3,204	3,135	3,186
			Secured Debt	(9)	1/19/2022		11.25%	SF+	5.75%		1/19/2027	18,597	18,265	18,490
													21,321	21,676
Power System Solutions	(10)	Backup Power Generation
			Secured Debt	(9) (25)	6/7/2023			SF+	6.75%		6/7/2028	—	(82)	(82)
			Secured Debt	(9) (25)	6/7/2023			SF+	6.75%		6/7/2028	—	(82)	(82)
			Secured Debt	(9)	6/7/2023		12.12%	SF+	6.75%		6/7/2028	18,418	17,930	18,418
			Common Equity		6/7/2023	1,234							1,234	1,160
													19,000	19,414
PrimeFlight Aviation Services	(10)	Air Freight & Logistics
			Secured Debt	(9)	5/1/2023		12.28%	SF+	6.85%		5/1/2029	7,960	7,750	7,960
			Secured Debt	(9)	9/7/2023		12.20%	SF+	6.85%		5/1/2029	760	738	760
													8,488	8,720
PTL US Bidco, Inc	(10) (13) (21)	Manufacturers of Equipment, Including Drilling Rigs and Equipment, and Providers of Supplies and Services to Companies Involved In the Drilling, Evaluation and Completion of Oil and Gas Wells
			Secured Debt	(9) (39)	8/19/2022		12.80%	SF+	7.25%		8/19/2027	3,022	2,885	2,998
			Secured Debt	(9)	8/19/2022		12.88%	SF+	7.25%		8/19/2027	26,478	26,084	26,263
													28,969	29,261
Purge Rite, LLC	(10)	HVAC Flushing and Filtration Services
			Secured Debt	(9) (25)	10/2/2023			SF+	8.00%		10/2/2028	—	(47)	(47)
			Secured Debt	(9)	10/2/2023		13.70%	SF+	8.00%		10/2/2028	9,844	9,610	9,610
			Preferred Equity		10/2/2023	3,281,250							3,281	3,281
													12,844	12,844

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
21,379 21,628
NTM Acquisition Corp. (11) Provider of B2B Travel Information Content
Secured Debt (9) 7/12/2016 9.50% L+ 6.25% 1.00% 6/7/2024 4,358 4,358 4,228
NWN Corporation (10) Value Added Reseller and Provider of Managed Services to a Diverse Set of Industries
Secured Debt (9) (29) (46) 5/7/2021 10.85% SF+ 8.00% 5/7/2026 3,941 3,797 3,720
Secured Debt (9) (29) 5/7/2021 12.56% SF+ 8.00% 5/7/2026 39,851 39,094 37,616
Secured Debt 12/16/2022 20.00% 20.00% 8/6/2026 6,509 6,194 6,194
49,085 47,530
Ospemifene Royalty Sub LLC (10) Estrogen-Deficiency Drug Manufacturer and Distributor
Secured Debt (14) 7/8/2013 11.50% 11/15/2026 4,489 4,489 103
OVG Business Services, LLC (10) Venue Management Services
Secured Debt (9) 11/29/2021 10.64% L+ 6.25% 11/19/2028 13,930 13,813 13,094
Paragon Healthcare, Inc. (10) Infusion Therapy Treatment Provider
Secured Debt (9) (29) 1/19/2022 10.26% SF+ 5.75% 1/19/2027 541 437 530
Secured Debt (9) (29) (47) 1/19/2022 9.96% SF+ 5.75% 1/19/2027 2,701 2,609 2,649
Secured Debt (9) (29) 1/19/2022 9.81% SF+ 5.75% 1/19/2027 18,293 17,852 17,939
20,898 21,118
Project Eagle Holdings, LLC (10) Provider of Secure Business Collaboration Software
Secured Debt (9) (25) 7/6/2020 L+ 6.25% 7/6/2026 — (18) (18)
Secured Debt (9) 7/6/2020 10.64% L+ 6.25% 7/6/2026 29,475 29,040 29,419
29,022 29,401
PTL US Bidco, Inc (10) (13) Manufacturers of Equipment, Including Drilling Rigs and Equipment, and Providers of Supplies and Services to Companies Involved In the Drilling, Evaluation and Completion of Oil and Gas Wells.
Secured Debt (9) (25) (29) 8/19/2022 SF+ 7.25% 8/19/2027 — (174) (174)
Secured Debt (9) (29) 8/19/2022 11.80% SF+ 7.25% 8/19/2027 28,265 27,749 27,911
27,575 27,737
RA Outdoors LLC (10) Software Solutions Provider for Outdoor Activity Management
Secured Debt (9) (25) (29) 4/8/2021 SF+ 6.75% 4/8/2026 — (11) (11)


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
RA Outdoors LLC	(10)	Software Solutions Provider for Outdoor Activity Management
			Secured Debt	(9) (37)	4/8/2021		12.22%	SF+	6.75%		4/8/2026	824	816	772
			Secured Debt	(9)	4/8/2021		12.21%	SF+	6.75%		4/8/2026	13,369	13,280	12,512
													14,096	13,284
Research Now Group, Inc. and Survey Sampling International, LLC	(11)	Provider of Outsourced Online Surveying
			Secured Debt	(9)	12/29/2017		11.14%	SF+	5.50%		12/20/2024	19,704	19,595	14,715

Richardson Sales Solutions	(10)	Business Services
			Secured Debt	(9) (36)	8/24/2023		18.47%	SF+	6.50%		8/24/2028	3,167	3,087	3,109
			Secured Debt	(9)	8/24/2023		11.88%	SF+	6.50%		8/24/2028	40,102	38,858	39,376
													41,945	42,485
Roof Opco, LLC	(10)	Residential Re-Roofing/Repair
			Secured Debt	(9) (25)	8/27/2021			SF+	6.50%		8/27/2026	—	(8)	—
			Secured Debt	(9)	8/27/2021		12.16%	SF+	6.50%		8/27/2026	3,376	3,328	3,314
			Secured Debt	(9)	8/27/2021		14.16%	SF+	8.50%		8/27/2026	3,376	3,328	3,266
													6,648	6,580
RTIC Subsidiary Holdings, LLC	(10)	Direct-To-Consumer eCommerce Provider of Outdoor Products
			Secured Debt	(9)	9/1/2020		13.21%	SF+	7.75%		9/1/2025	548	536	534
			Secured Debt	(9)	9/1/2020		13.19%	SF+	7.75%		9/1/2025	14,323	14,260	13,951
			Secured Debt	(9)	9/1/2020		13.19%	SF+	7.75%		9/1/2025	574	572	559
													15,368	15,044
Rug Doctor, LLC.	(10)	Carpet Cleaning Products and Machinery
			Secured Debt	(9)	7/16/2021		13.54%	SF+	6.00%	2.00%	11/16/2025	5,769	5,749	5,744
			Secured Debt	(9)	7/16/2021		13.54%	SF+	6.00%	2.00%	11/16/2025	8,121	8,059	8,086
													13,808	13,830
South Coast Terminals Holdings, LLC	(10)	Specialty Toll Chemical Manufacturer
			Secured Debt	(9)	12/10/2021		11.46%	SF+	6.00%		12/13/2026	446	394	394
			Secured Debt	(9)	12/10/2021		11.70%	SF+	6.00%		12/13/2026	34,886	34,472	34,886
			Common Equity		12/10/2021	863,636							864	836
													35,730	36,116
SPAU Holdings, LLC	(10)	Digital Photo Product Provider
			Secured Debt	(9) (25)	7/1/2022			SF+	8.00%		7/1/2027	—	(45)	—
			Secured Debt	(9)	7/1/2022		13.72%	SF+	8.00%		7/1/2027	15,728	15,506	15,728
			Common Stock		7/1/2022	638,710							639	500
													16,100	16,228
Stellant Systems, Inc.	(11)	Manufacturer of Traveling Wave Tubes and Vacuum Electronic Devices
			Secured Debt	(9)	10/22/2021		11.04%	SF+	5.50%		10/1/2028	7,527	7,475	7,527

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (9) (29) 4/8/2021 10.56% SF+ 6.75% 4/8/2026 13,369 13,241 12,094
13,230 12,083
Research Now Group, Inc. and Survey Sampling International, LLC (11) Provider of Outsourced Online Surveying
Secured Debt (9) 12/29/2017 8.84% L+ 5.50% 12/20/2024 19,966 19,745 15,116
RM Bidder, LLC (10) Scripted and Unscripted TV and Digital Programming Provider
Member Units 11/12/2015 2,779 46 19
Warrants (26) 11/12/2015 327,532 10/20/2025 425 —
471 19
Roof Opco, LLC (10) Residential Re-Roofing/Repair
Secured Debt (9) (29) 8/27/2021 10.97% SF+ 6.50% 8/27/2026 311 300 311
Secured Debt (9) (29) 8/27/2021 10.32% SF+ 6.50% 8/27/2026 2,333 2,291 2,333
Secured Debt (9) (29) 8/27/2021 10.32% SF+ 6.50% 8/27/2026 3,173 3,125 3,173
5,716 5,817
RTIC Subsidiary Holdings, LLC (10) Direct-To-Consumer eCommerce Provider of Outdoor Products
Secured Debt (9) (29) (48) 9/1/2020 12.02% SF+ 7.75% 9/1/2025 1,361 1,343 1,258
Secured Debt (9) (29) 9/1/2020 11.49% SF+ 7.75% 9/1/2025 16,623 16,506 15,367
17,849 16,625
Rug Doctor, LLC. (10) Carpet Cleaning Products and Machinery
Secured Debt (9) (29) 7/16/2021 13.02% SF+ 6.25% 2.00% 11/16/2024 5,625 5,590 5,037
Secured Debt (9) (29) 7/16/2021 13.02% SF+ 6.25% 2.00% 11/16/2024 8,340 8,223 7,478
13,813 12,515
Savers, Inc. (11) For-Profit Thrift Retailer
Secured Debt (9) (29) 5/14/2021 10.34% SF+ 5.50% 4/26/2028 11,286 11,199 10,938
SIB Holdings, LLC (10) Provider of Cost Reduction Services
Secured Debt (9) 10/29/2021 11.01% L+ 6.25% 10/29/2026 417 408 393
Secured Debt (9) 10/29/2021 11.01% L+ 6.25% 10/29/2026 1,553 1,527 1,433
Secured Debt (9) 10/29/2021 11.01% L+ 6.25% 10/29/2026 7,750 7,626 7,151
Common Equity 10/29/2021 95,238 200 146
9,761 9,123
South Coast Terminals Holdings, LLC (10) Specialty Toll Chemical Manufacturer
Secured Debt (9) (25) 12/10/2021 L+ 5.75% 12/13/2026 — (71) (71)
Secured Debt (9) 12/10/2021 9.69% L+ 5.75% 12/13/2026 41,255 40,603 41,255
Common Equity 12/10/2021 863,636 864 1,316


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)	Fair Value (18)
			Secured Debt	(9)	11/7/2023		11.28%	SF+	5.75%		10/1/2028	8,978	8,717	8,977
													16,192	16,504
Team Public Choices, LLC	(11)	Home-Based Care Employment Service Provider
			Secured Debt	(9)	12/22/2020		10.88%	SF+	5.00%		12/18/2027	14,804	14,588	14,717

Tectonic Financial, LLC		Financial Services Organization
			Common Stock	(8)	5/15/2017	200,000							2,000	5,030

Tex Tech Tennis, LLC	(10)	Sporting Goods & Textiles
			Preferred Equity	(29)	7/7/2021	1,000,000							1,000	2,840

U.S. TelePacific Corp.	(11)	Provider of Communications and Managed Services
			Secured Debt	(9) (14)	6/1/2023		12.53%	SF+	7.15%	6.00%	5/2/2027	9,298	3,585	3,333
			Secured Debt	(14)	6/1/2023						5/2/2027	946	20	—
													3,605	3,333
USA DeBusk LLC	(10)	Provider of Industrial Cleaning Services
			Secured Debt	(9)	10/22/2019		11.46%	SF+	6.00%		9/8/2026	23,101	22,817	23,101
			Secured Debt	(9)	7/19/2023		11.96%	SF+	6.50%		9/8/2026	9,017	8,862	9,017
			Secured Debt	(9)	11/21/2023		11.96%	SF+	6.50%		9/8/2026	4,689	4,601	4,689
													36,280	36,807
UserZoom Technologies, Inc.	(10)	Provider of User Experience Research Automation Software
			Secured Debt	(9)	1/11/2023		12.99%	SF+	7.50%		4/5/2029	4,000	3,899	4,000

Veregy Consolidated, Inc.	(11)	Energy Service Company
			Secured Debt	(9) (25)	11/9/2020			SF+	5.25%		11/3/2025	—	(408)	(408)
			Secured Debt	(9)	11/9/2020		11.64%	SF+	6.00%		11/3/2027	17,433	17,195	15,775
													16,787	15,367
Vistar Media, Inc.	(10)	Operator of Digital Out-of-Home Advertising Platform
			Preferred Stock		4/3/2019	70,207							767	2,180

Vitesse Systems	(10)	Component Manufacturing and Machining Platform
			Secured Debt	(9)	12/22/2023		12.63%	SF+	7.00%		12/22/2028	42,500	41,455	41,455

VORTEQ Coil Finishers, LLC	(10)	Specialty Coating of Aluminum and Light-Gauge Steel

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
41,396 42,500
SPAU Holdings, LLC (10) Digital Photo Product Provider
Secured Debt (9) (25) (29) 7/1/2022 SF+ 7.50% 7/1/2027 — (57) (57)
Secured Debt (9) (29) 7/1/2022 11.06% SF+ 7.50% 7/1/2027 15,928 15,641 15,928
Common Stock 7/1/2022 638,710 639 639
16,223 16,510
Staples Canada ULC (10) (13) (21) Office Supplies Retailer
Secured Debt (9) (22) 9/14/2017 11.83% L+ 7.00% 9/12/2024 13,740 13,698 12,481
Stellant Systems, Inc. (11) Manufacturer of Traveling Wave Tubes and Vacuum Electronic Devices
Secured Debt (9) (29) 10/22/2021 10.05% SF+ 5.50% 10/1/2028 7,623 7,559 7,166
Tacala Investment Corp. (33) Quick Service Restaurant Group
Secured Debt (9) (32) 3/19/2021 7.88% L+ 3.50% 2/5/2027 1,974 1,974 1,904
Team Public Choices, LLC (11) Home-Based Care Employment Service Provider
Secured Debt (9) 12/22/2020 9.93% L+ 5.00% 12/18/2027 14,964 14,690 14,290
Tectonic Financial, LLC Financial Services Organization
Common Stock (8) 5/15/2017 200,000 2,000 5,630
Tex Tech Tennis, LLC (10) Sporting Goods & Textiles
Preferred Equity (30) 7/7/2021 1,000,000 1,000 1,830
U.S. TelePacific Corp. (11) Provider of Communications and Managed Services
Secured Debt (9) (29) 5/17/2017 11.57% SF+ 1.25% 7.25% 5/2/2026 18,352 18,284 6,859
USA DeBusk LLC (10) Provider of Industrial Cleaning Services
Secured Debt (9) 10/22/2019 9.82% L+ 5.75% 9/8/2026 33,577 33,031 33,577
Veregy Consolidated, Inc. (11) Energy Service Company
Secured Debt (9) (25) 11/9/2020 L+ 5.25% 11/3/2025 — (630) (630)
Secured Debt (9) 11/9/2020 10.41% L+ 6.00% 11/3/2027 17,685 17,381 15,479


Portfolio Company (1) (20)		Business Description	Type of Investment (2) (3) (15)		Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)		PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)		Fair Value (18)
			Common Equity	(8)	11/30/2021	1,038,462							1,038		2,570

Wall Street Prep, Inc.	(10)	Financial Training Services
			Secured Debt	(9) (25)	7/19/2021			SF+	7.00%		7/19/2026	—	(4)		(4)
			Secured Debt	(9)	7/19/2021		12.54%	SF+	7.00%		7/19/2026	3,723	3,685		3,723
			Common Stock		7/19/2021	400,000							400		731
													4,081		4,450
Watterson Brands, LLC	(10)	Facility Management Services
			Secured Debt	(9) (49)	12/17/2021		11.50%	SF+	6.00%		12/17/2026	1,853	1,825		1,853
			Secured Debt	(9)	12/17/2021		11.50%	SF+	6.00%		12/17/2026	386	364		386
			Secured Debt	(9)	12/17/2021		11.50%	SF+	6.00%		12/17/2026	15,886	15,736		15,886
			Secured Debt	(9)	12/17/2021		11.50%	SF+	6.00%		12/17/2026	12,707	12,585		12,707
													30,510		30,832
West Star Aviation Acquisition, LLC	(10)	Aircraft, Aircraft Engine and Engine Parts
			Secured Debt	(9) (50)	3/1/2022		11.34%	SF+	6.00%		3/1/2028	2,405	2,365		2,405
			Secured Debt	(9)	3/1/2022		11.35%	SF+	6.00%		3/1/2028	10,658	10,512		10,658
			Secured Debt	(9)	11/3/2023		11.35%	SF+	6.00%		3/1/2028	5,303	5,199		5,303
			Common Stock		3/1/2022	1,541,400							1,541		2,990
													19,617		21,356
Winter Services LLC	(10)	Provider of Snow Removal and Ice Management Services
			Secured Debt	(9) (40)	11/19/2021		12.64%	SF+	7.00%		11/19/2026	2,222	2,198		2,222
			Secured Debt	(9)	11/19/2021		12.66%	SF+	7.00%		11/19/2026	2,067	2,036		2,067
			Secured Debt	(9)	11/19/2021		12.66%	SF+	7.00%		11/19/2026	9,300	9,193		9,300
													13,427		13,589
Xenon Arc, Inc.	(10)	Tech-enabled Distribution Services to Chemicals and Food Ingredients Primary Producers
			Secured Debt	(9) (25)	12/17/2021			SF+	5.25%		12/17/2026	—	(163)		—
			Secured Debt	(9)	12/17/2021		11.22%	SF+	5.75%		12/17/2027	24,057	23,713		24,057
			Secured Debt	(9)	12/17/2021		11.25%	SF+	5.75%		12/17/2027	37,828	37,336		37,828
													60,886		61,885
YS Garments, LLC	(11)	Designer and Provider of Branded Activewear
			Secured Debt	(9)	8/22/2018		13.00%	SF+	7.50%		8/9/2026	11,167	10,970		10,220

Zips Car Wash, LLC	(10)	Express Car Wash Operator
			Secured Debt	(9) (38)	2/11/2022		12.71%	SF+	7.25%		3/1/2024	17,279	17,246		16,380
			Secured Debt	(9) (38)	2/11/2022		12.71%	SF+	7.25%		3/1/2024	4,331	4,327		4,067
													21,573		20,447
Subtotal Non-Control/Non-Affiliate Investments (67.2% of net assets at fair value)													$	1,714,935	$	1,664,571

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, ~~2022~~2023

(dollars in thousands)

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
16,751 14,849
Vida Capital, Inc (11) Alternative Asset Manager
Secured Debt 10/10/2019 10.38% L+ 6.00% 10/1/2026 15,448 15,313 12,049
Vistar Media, Inc. (10) Operator of Digital Out-of-Home Advertising Platform
Preferred Stock 4/3/2019 70,207 767 2,250
VORTEQ Coil Finishers, LLC (10) Specialty Coating of Aluminum and Light-Gauge Steel
Common Equity (8) 11/30/2021 1,038,462 1,038 3,930
Wahoo Fitness Acquisition L.L.C. (11) Fitness Training Equipment Provider
Secured Debt (9) (29) 8/17/2021 10.64% SF+ 5.75% 8/12/2028 14,625 14,268 8,409
Wall Street Prep, Inc. (10) Financial Training Services
Secured Debt (9) (25) 7/19/2021 L+ 7.00% 7/19/2026 — (6) (6)
Secured Debt (9) 7/19/2021 10.74% L+ 7.00% 7/19/2026 4,235 4,173 4,146
Common Stock 7/19/2021 400,000 400 420
4,567 4,560
Watterson Brands, LLC (10) Facility Management Services
Secured Debt (9) 12/17/2021 10.73% L+ 6.00% 12/17/2026 371 334 370
Secured Debt (9) 12/17/2021 10.73% L+ 6.00% 12/17/2026 391 361 391
Secured Debt (9) 12/17/2021 10.73% L+ 6.00% 12/17/2026 28,957 28,591 28,947
29,286 29,708
West Star Aviation Acquisition, LLC (10) Aircraft, Aircraft Engine and Engine Parts
Secured Debt (9) (25) (29) 3/1/2022 SF+ 6.00% 3/1/2028 — (20) (20)
Secured Debt (9) (29) 3/1/2022 8.59% SF+ 6.00% 3/1/2028 10,794 10,608 10,685
Common Stock 3/1/2022 1,541,400 1,541 1,950
12,129 12,615
Winter Services LLC (10) Provider of Snow Removal and Ice Management Services
Secured Debt (9) (25) 11/19/2021 L+ 7.00% 11/19/2026 — (34) —
Secured Debt (9) (25) 11/19/2021 L+ 7.00% 11/19/2026 — (17) (17)
Secured Debt (9) 11/19/2021 10.74% L+ 7.00% 11/19/2026 10,000 9,848 9,992
9,797 9,975
Xenon Arc, Inc. (10) Tech-enabled Distribution Services to Chemicals and Food Ingredients Primary Producers

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments (Continued)~~

~~December 31, 2022~~

~~(dollars in thousands)~~

Portfolio Company (1) (20) Business Description Type of Investment (2) (3) (15) Investment Date
(24) Shares/Units Total Rate Reference Rate and Spread (29) PIK Rate (19) Maturity
Date Principal (4) Cost (4) Fair Value (18)
Secured Debt (25) 12/17/2021 L+ 5.25% 12/17/2026 — (218) (218)
Secured Debt 12/17/2021 10.84% L+ 5.25% 12/17/2027 24,300 23,864 24,135
Secured Debt 12/17/2021 8.63% L+ 5.25% 12/17/2027 38,311 37,691 38,051
61,337 61,968
YS Garments, LLC (11) Designer and Provider of Branded Activewear
Secured Debt (9) 8/22/2018 9.51% L+ 5.50% 8/9/2024 12,659 12,619 12,127
Zips Car Wash, LLC (10) Express Car Wash Operator
Secured Debt (9) (29) 2/11/2022 11.67% SF+ 7.25% 3/1/2024 17,512 17,279 17,512
Secured Debt (9) (29) (33) 2/11/2022 11.67% SF+ 7.25% 3/1/2024 4,389 4,360 4,379
21,639 21,891
Subtotal Non-Control/Non-Affiliate Investments (84.4%% of net assets at fair value) $ 1,867,414 $ 1,780,646
Total Portfolio Investments, December 31, 2022 (194.5%% of net assets at fair value) $ 3,773,752 $ 4,102,177


Portfolio Company (1) (20)	Business Description	Type of Investment (2) (3) (15)	Investment Date (24)	Shares/Units	Total Rate	Reference Rate and Spread (28)	PIK Rate (19)	Maturity Date	Principal (4)	Cost (4)		Fair Value (18)
Total Portfolio Investments, December 31, 2023 (173.0% of net assets at fair value)										$	3,725,960	$	4,286,271





Money market funds (included in cash and cash equivalents) (31)
Dreyfus Government Cash Management (44)										$	13,476	$	13,476
Fidelity Government Fund (45)										1,678		1,678
Fidelity Treasury (46)										70		70
Total money market funds										$	15,224	$	15,224

____________________

(1)All investments are Lower Middle Market portfolio investments, unless otherwise noted. See Note C—C — Fair Value Hierarchy for ~~Investments—~~Investments — Portfolio Composition for a description of Lower Middle Market portfolio investments. All of the Company’s investments, unless otherwise noted, are encumbered either as security for the Company’s Credit Facilities or in support of the SBA-guaranteed debentures issued by the Funds.

(3)See Note C — Fair Value Hierarchy for Investments — Portfolio Composition and Schedule 12-14 for a summary of geographic location of portfolio companies.

(7)Non-Control/Non-Affiliate investments are defined by the 1940 Act as investments that are neither Control investments nor Affiliate investments.

(8)Income producing through dividends or distributions.

(9)Index based floating interest rate is subject to contractual minimum interest rate. As noted in this schedule, ~~66%~~96% of these floating rate loans (based on the par amount) contain LIBOR or ~~Term~~ SOFR ~~(“SOFR”)~~ floors which range between 0.50% and 2.00%, with a weighted-average floor of ~~1.04%~~1.20%.

(10)Private Loan portfolio investment. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for a description of Private Loan portfolio investments.

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments (Continued)~~

~~December 31, 2022~~

~~(dollars in thousands)~~

(11)Middle Market portfolio investment. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for a description of Middle Market portfolio investments.

(12)Other Portfolio investment. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for a description of Other Portfolio investments.

(14)Non-accrual and non-income producing debt investment.

(15)All of the Company’s portfolio investments are generally subject to restrictions on resale as “restricted securities.”

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2023

(dollars in thousands)

(16)External Investment Manager. Investment is not encumbered as security for the Company’s Credit Facilities or in support of the SBA-guaranteed debentures issued by the Funds.

(17)Maturity date is under on-going negotiations with the portfolio company and other lenders, if applicable.

(18)Investment fair value was determined using significant unobservable inputs, unless otherwise noted. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for further discussion. Negative fair value is the result of the capitalized discount on the loan or the unfunded commitment being valued below par.

(19)Investments may have a portion, or all, of their income received from ~~Paid-in-Kind (“PIK”)~~PIK interest or dividends. PIK interest income and cumulative dividend income represent income not paid currently in cash. The difference between the Total Rate and PIK Rate represents the cash rate as of December 31, ~~2022.~~2023.

(20)All portfolio company headquarters are based in the United States, unless otherwise noted.

(21)Portfolio company headquarters are located outside of the United States.

(22)~~In connection with~~The Company has entered into an intercreditor agreement that entitles the ~~Company’s debt investment in Staples Canada ULC and in an attempt~~Company to ~~mitigate any potential adverse change in foreign exchange rates during~~ the ~~term~~“last out” tranche of the ~~Company’s investment,~~first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company ~~maintains~~receives a ~~forward foreign currency contract with Cadence Bank to lend $16.9 million Canadian Dollars~~higher interest rate than the contractual stated interest rate of SOFR plus 8.00% (Floor 1.50%) per the credit agreement and ~~receive $13.1 million U.S. Dollars with a settlement date~~the Consolidated Schedule of ~~September 14, 2023. The unrealized appreciation on the forward foreign currency contract was $0.6 million as of December 31, 2022.~~Investments above reflects such higher rate.

(23)The Company has entered into an intercreditor agreement that entitles the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of ~~SOFR+6.00% (Floor 1.00%)~~11.25% per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.

(24)Investment date represents the date of initial investment in the security position.

(25)The position is unfunded and no interest income is being earned as of December 31, ~~2022.~~2023. The position may earn a nominal unused facility fee on committed amounts.

(26)~~Warrants are~~As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.00% (Floor 1.00%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented ~~in equivalent units with~~represents a ~~strike price~~weighted-average rate for borrowings under the facility, as of ~~$14.28 per unit.~~December 31, 2023.

(27)Warrants are presented in equivalent shares/units with a strike price of $0.01 per share/unit.

(28)As of December 31, 2022, borrowings under the loan facility bore interest at SOFR+6.25% (Floor 1.00%). Due to an amendment and subsequent funding during the quarter, the term loan facility has different floating rate reset dates. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~(29)~~A majority of the variable rate loans in the Company’s Investment Portfolio (defined below) bear interest at a rate that may be determined by reference to either LIBOR (“L”), SOFR (“SF”) or an alternate Base rate (commonly based on the Federal Funds Rate or the Prime rate (“P”)), which typically resets every one, three, or six months at the borrower’s option. SOFR based contracts may include a credit spread adjustment (the “Adjustment”) that is charged in addition to the stated spread. The Adjustment is applied when the SOFR rate, plus the Adjustment, exceeds the stated floor rate, as applicable. As of December 31, ~~2022,~~2023, SOFR based contracts in the portfolio had Adjustments ranging from 0.10% to ~~0.35%~~0.43%.

~~(30)~~(29)Shares/Units represent ownership in a related Real Estate or HoldCo entity.

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~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments (Continued)~~

~~December 31, 2022~~

~~(dollars in thousands)~~

~~(31)~~(30)Investment is not unitized. Presentation is made in percent of fully diluted ownership unless otherwise indicated.

~~(32)~~(31)~~Short-term portfolio investments. See~~ ~~Note C — Fair Value Hierarchy for Investments — Portfolio Composition~~ ~~for a description of short-term portfolio investments.~~Money market fund interests included in cash and cash equivalents.

~~(33)~~(32)As of December 31, ~~2022,~~2023, borrowings under the loan facility bore interest at SOFR+~~7.25% (Floor 1.00%)~~10.00%. Each new draw on the delayed draw term loan facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~(34)~~The security has an effective contractual interest rate of 2.00% PIK + LIBOR+6.50%, Floor 1.00%, but the issuer may, in its discretion, elect to pay the PIK interest in cash. The rate presented represents the effective current yield based on actual payments received during the period.

~~(35)As of December 31, 2022, borrowings under the loan facility bore interest at LIBOR+6.50% PIK or Prime+5.50% PIK. Revolving~~RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, ~~2022.~~2023.

Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2023

(dollars in thousands)

(33)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.00% (Floor 1.50%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(34)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+8.00% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(35)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+8.00% (Floor 2.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(36)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+6.50% (Floor 2.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(37)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+6.75% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(38)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.25% (Floor 1.00%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(39)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.25% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(40)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.00% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(41)Index based floating interest rate is subject to contractual maximum base rate of ~~2.50%~~3.00%.

~~(37)~~(42)Index based floating interest rate is subject to contractual maximum base rate of 1.50%.

~~(38)~~(43)Warrants are presented in equivalent shares/units with a strike price of $1.00 per share/unit.

~~(39)~~(44)~~Portfolio company is in a bankruptcy process and,~~Effective yield as ~~such,~~of December 31, 2023 was approximately 4.98% on the maturity date of our debt investment in this portfolio company will not be finally determined until such process is complete. As noted in footnote (14), our debt investment in this portfolio company is on non-accrual status.Dreyfus Government Cash Management.

~~(40)~~(45)~~The Company has entered into an intercreditor agreement that entitles~~Effective yield as of December 31, 2023 was approximately 5.01% on the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of SOFR+8.00% (Floor 1.50%) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.Fidelity Government Fund.

~~(41)~~(46)Effective yield as of December 31, 2023 was approximately 4.99% on the Fidelity Treasury.

(47)As of December 31, ~~2022,~~2023, borrowings under the loan facility bore interest at SOFR+5.75% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, ~~2022.~~2023.

~~(42)~~(48)As of December 31, ~~2022,~~2023, borrowings under the loan facility bore interest at SOFR+~~6.25%~~5.75% (1.00%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(49)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+6.00% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, ~~2022.~~2023.

~~(43)~~Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2023

(dollars in thousands)

(50)As of December 31, ~~2022,~~2023, borrowings under the loan facility bore interest at ~~LIBOR+8.00%~~SOFR+6.00% (0.75%). Each new draw or funding on the facility has a different floating rate reset date. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(51)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+7.00% (Floor 2.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2023.

(52)As of December 31, 2023, borrowings under the loan facility bore interest at SOFR+6.50% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, ~~2022.~~

~~(44)~~As of December 31, 2022, borrowings under the loan facility bore interest at LIBOR+10.00%. RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~(45)~~As of December 31, 2022, borrowings under the loan facility bore interest at LIBOR+7.25% (Floor 0.75%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~(46)~~As of December 31, 2022, borrowings under the loan facility bore interest at SOFR+8.00% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments (Continued)~~

~~December 31, 2022~~

~~(dollars in thousands)~~

~~(47)~~As of December 31, 2022, borrowings under the loan facility bore interest at SOFR+5.75% (Floor 1.00%). Delayed draw term loan facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

~~(48)~~As of December 31, 2022, borrowings under the loan facility bore interest at SOFR+7.75% (Floor 1.25%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.2023.

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Notes to the Consolidated Financial Statements

(Unaudited)

NOTE A — ORGANIZATION AND BASIS OF PRESENTATION

1.Organization

Main Street Capital Corporation (“MSCC”, or, together with its consolidated subsidiaries, “Main Street” or the “Company”) is a principal investment firm primarily focused on providing customized debt and equity financing to lower middle market (“LMM”) companies and debt capital to middle market (“Middle Market”) companies. Main Street’s portfolio investments are typically made to support management buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in a variety of industry sectors. Main Street seeks to partner with entrepreneurs, business owners and management teams and generally provides “one-stop” financing alternatives within its LMM investment strategy. Main Street invests primarily in secured debt investments, equity investments, warrants and other securities of LMM companies based in the United States and in secured debt investments of Middle Market companies generally headquartered in the United States.

MSCC was formed in March 2007 to operate as an internally managed business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). Because MSCC is internally managed, all of the executive officers and other employees are employed by MSCC. Therefore, MSCC does not pay any external investment advisory fees, but instead directly incurs the operating costs associated with employing investment and portfolio management professionals.

MSCC wholly owns several investment funds, including Main Street Mezzanine Fund, LP (“MSMF”) and Main Street Capital III, LP (“MSC III” and, together with MSMF, the “Funds”), and each of their general partners. The Funds are each licensed as a Small Business Investment Company (“SBIC”) by the United States Small Business Administration (“SBA”).

MSC Adviser I, LLC (the “External Investment Manager”) was formed in November 2013 as a wholly-owned subsidiary of Main Street to provide investment management and other services to parties other than Main Street (“External Parties”) and receives fee income for such services. MSCC has been granted no-action relief by the Securities and Exchange Commission (“SEC”) to allow the External Investment Manager to register as a registered investment adviser under the Investment Advisers Act of 1940, as amended. Since the External Investment Manager conducts all of its investment management activities for External Parties, it is accounted for as a portfolio investment of Main Street and is not included as a consolidated subsidiary in Main Street’s consolidated financial statements.

MSCC has elected to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a result, MSCC generally does not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that it distributes to its stockholders.

~~Main Street~~MSCC has certain direct and indirect wholly-owned subsidiaries that have elected to be taxable entities (the “Taxable Subsidiaries”). The primary purpose of the Taxable Subsidiaries is to permit MSCC to hold equity investments in portfolio companies which are “pass-through” entities for tax purposes. MSCC also has certain direct and indirect wholly-owned subsidiaries formed for financing purposes (the “Structured Subsidiaries”).

Unless otherwise noted or the context otherwise indicates, the terms “we,” “us,” “our,” the “Company” and “Main Street” refer to MSCC and its consolidated subsidiaries, which include the Funds, the Taxable Subsidiaries and the Structured Subsidiaries.

2.Basis of Presentation

Main Street’s consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The Company is an investment company following accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services—Investment Companies (“ASC 946”). For each of the periods presented herein, Main Street’s consolidated financial statements include the accounts of MSCC and its consolidated subsidiaries. The ~~Investment~~“Investment

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Portfolio,” as used herein, refers to all of Main Street’s investments in LMM portfolio companies, investments in Private Loan portfolio companies, investments in Middle Market portfolio companies, Other Portfolio investments and the investment in the External Investment Manager (see Note C — Fair Value Hierarchy for Investments — Portfolio Composition — Investment Portfolio Composition for additional discussion of Main Street’s Investment Portfolio and definitions for the defined terms Private Loan and Other Portfolio). Main Street’s results of operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ cash flows for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ and financial position as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, are presented on a consolidated basis. The effects of all intercompany transactions between MSCC and its consolidated subsidiaries have been eliminated in consolidation.

The accompanying unaudited consolidated financial statements of Main Street are presented in conformity with U.S. GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, certain disclosures accompanying annual consolidated financial statements prepared in accordance with U.S. GAAP are omitted. The unaudited consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, ~~2022.~~2023. In the opinion of management, the unaudited consolidated financial results included herein contain all adjustments, consisting solely of normal recurring accruals, considered necessary for the fair presentation of financial statements for the interim periods included herein. The results of operations for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 are not necessarily indicative of the operating results to be expected for the full year. Financial statements prepared on a U.S. GAAP basis require management to make estimates and assumptions that affect the amounts and disclosures reported in the consolidated financial statements and accompanying notes. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed herein.

Principles of Consolidation

Under ASC 946, Main Street is precluded from consolidating other entities in which Main Street has equity investments, including those in which it has a controlling interest, unless the other entity is another investment company. An exception to this general principle in ASC 946 occurs if Main Street holds a controlling interest in an operating company that provides all or substantially all of its services directly to Main Street. Accordingly, as noted above, MSCC’s consolidated financial statements include the financial position and operating results for the Funds, the Taxable Subsidiaries and the Structured Subsidiaries. Main Street has determined that none of its portfolio investments qualify for this exception, including the investment in the External Investment Manager. Therefore, Main Street’s Investment Portfolio is carried on the Consolidated Balance Sheets at fair value, as discussed further in Note B.1. — Summary of Significant Accounting Policies — Valuation of the Investment Portfolio, with any adjustments to fair value recognized as “Net Unrealized Appreciation (Depreciation)” until the investment is realized, usually upon exit, resulting in any gain or loss being recognized as a “Net Realized Gain (Loss),” in both cases on the Consolidated Statements of Operations.

Portfolio Investment Classification

Main Street classifies its Investment Portfolio in accordance with the requirements of the 1940 Act. Under the 1940 Act, (a) “Control Investments” are defined as investments in which Main Street owns more than 25% of the voting securities or has rights to maintain greater than 50% of the board representation, (b) “Affiliate Investments” are defined as investments in which Main Street owns between 5% and 25% (inclusive) of the voting securities and does not have rights to maintain greater than 50% of the board representation and (c) “Non-Control/Non-Affiliate Investments” are defined as investments that are neither Control Investments nor Affiliate Investments. For purposes of determining the classification of its Investment Portfolio, Main Street has excluded consideration of any voting securities or board appointment rights held by third-party investment funds advised by the External Investment Manager.

NOTE B — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1.Valuation of the Investment Portfolio

Main Street accounts for its Investment Portfolio at fair value. As a result, Main Street follows the provisions of ASC 820, Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

enhances disclosure requirements for fair value measurements. ASC 820 requires Main Street to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact.

Main Street’s portfolio strategy calls for it to invest primarily in illiquid debt and equity securities issued by privately held, LMM companies and debt securities issued by Middle Market companies that are generally larger in size than the LMM companies and that can be more liquid than the debt securities issued by LMM companies. Main Street categorizes some of its investments in LMM companies and Middle Market companies as Private Loan portfolio investments, which are primarily debt securities in privately held companies that have primarily been originated directly by Main Street or, to a lesser extent, through its strategic relationships with other investment funds on a collaborative basis through investments that are often referred to in the debt markets as “club deals” because of the small lender group size. In both cases, Main Street’s Private Loan investments are typically made to support a company owned by or in the process of being acquired by a private equity sponsor. Private Loan investments are made in companies that are consistent with the size of companies Main Street invests in through its LMM portfolio and Middle Market portfolio. Main Street’s portfolio also includes Other Portfolio investments which primarily consist of investments that are not consistent with the typical profiles for its LMM, Private Loan or Middle Market portfolio investments, including investments which may be managed by third parties. Main Street’s portfolio may also include short-term portfolio investments that are atypical of Main Street’s LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital and are more liquid than investments within the other portfolios. Main Street’s portfolio investments may be subject to restrictions on resale.

LMM investments and Other Portfolio investments generally have no established trading market, while Private Loan investments may include investments which have no established market or have established markets that are not active. Middle Market and short-term portfolio investments generally have established markets that are not active. Main Street determines in good faith the fair value of its Investment Portfolio pursuant to a valuation policy in accordance with ASC 820, with such valuation process approved by its Board of Directors and in accordance with the 1940 Act. Main Street’s valuation policies and processes are intended to provide a consistent basis for determining the fair value of Main Street’s Investment Portfolio.

For LMM portfolio investments, Main Street generally reviews external events, including private mergers, sales and acquisitions involving comparable companies, and includes these events in the valuation process by using an enterprise value waterfall methodology (“Waterfall”) for its LMM equity investments and an income approach using a yield-to-maturity model (“Yield-to-Maturity”) valuation method for its LMM debt investments. For Private Loan and Middle Market portfolio investments in debt securities for which it has determined that third-party quotes or other independent pricing are not available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value the investment in a current hypothetical sale using the Yield-to-Maturity valuation method. For Middle Market and short-term portfolio investments in debt securities for which it has determined that third-party quotes or other independent prices are available, Main Street primarily uses quoted prices in the valuation process. Main Street determines the appropriateness of the use of third-party broker quotes, if any, in determining fair value based on its understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer, the depth and consistency of broker quotes and the correlation of changes in broker quotes with underlying performance of the portfolio company and other market indices. For its Other Portfolio equity investments, Main Street generally calculates the fair value of the investment primarily based on the net asset value (“NAV”) of the fund and adjusts the fair value for other factors deemed relevant that would affect the fair value of the investment. All of the valuation approaches for Main Street’s portfolio investments estimate the value of the investment as if Main Street were to sell, or exit, the investment as of the measurement date.

These valuation approaches consider the value associated with Main Street’s ability to control the capital structure of the portfolio company, as well as the timing of a potential exit. For valuation purposes, “control” portfolio investments are composed of debt and equity securities in companies for which Main Street has a controlling interest in the equity ownership of the portfolio company or the ability to nominate a majority of the portfolio company’s board of directors. For valuation purposes, “non-control” portfolio investments are generally composed of debt and equity securities in companies

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

for which Main Street does not have a controlling interest in the equity ownership of the portfolio company or the ability to nominate a majority of the portfolio company’s board of directors.

Under the Waterfall valuation method, Main Street estimates the enterprise value of a portfolio company using a combination of market and income approaches or other appropriate valuation methods, such as considering recent transactions in the equity securities of the portfolio company or third-party valuations of the portfolio company, and then performs a Waterfall calculation by allocating the enterprise value over the portfolio company’s securities in order of their preference relative to one another. The enterprise value is the fair value at which an enterprise could be sold in a transaction between two willing parties, other than through a forced or liquidation sale. Typically, privately held companies are bought and sold based on multiples of earnings before interest, taxes, depreciation and amortization (“EBITDA”), cash flows, net income, revenues, or in limited cases, book value. There is no single methodology for estimating enterprise value. For any one portfolio company, enterprise value is generally described as a range of values from which a single estimate of enterprise value is derived. In estimating the enterprise value of a portfolio company, Main Street analyzes various factors including the portfolio company’s historical and projected financial results. Due to SEC deadlines for Main Street’s quarterly and annual financial reporting, the operating results of a portfolio company used in the current period valuation are generally the results from the period ended three months prior to such valuation date and may include unaudited, projected, budgeted or pro forma financial information and may require adjustments for non-recurring items or to normalize the operating results that may require significant judgment in determining. In addition, projecting future financial results requires significant judgment regarding future growth assumptions. In evaluating the operating results, Main Street also analyzes the impact of exposure to litigation, loss of customers or other contingencies. After determining the appropriate enterprise value, Main Street allocates the enterprise value to investments in order of the legal priority of the various components of the portfolio company’s capital structure. In applying the Waterfall valuation method, Main Street assumes the loans are paid-off at the principal amount in a change in control transaction and are not assumed by the buyer, which Main Street believes is consistent with its past transaction history and standard industry practices.

Under the Yield-to-Maturity valuation method, Main Street also uses the income approach to determine the fair value of debt securities based on projections of the discounted future free cash flows that the debt security will likely generate, including analyzing the discounted cash flows of interest and principal amounts for the debt security, as set forth in the associated loan agreements, as well as the financial position and credit risk of the portfolio company. Main Street’s estimate of the expected repayment date of its debt securities is generally the maturity date of the instrument, as Main Street generally intends to hold its loans and debt securities to maturity. The Yield-to-Maturity analysis also considers changes in leverage levels, credit quality, portfolio company performance, changes in market-based interest rates and other factors. Main Street will generally use the value determined by the Yield-to-Maturity analysis as the fair value for that security; however, because of Main Street’s general intent to hold its loans to maturity, the fair value will not exceed the principal amount of the debt security valued using the Yield-to-Maturity valuation method. A change in the assumptions that Main Street uses to estimate the fair value of its debt securities using the Yield-to-Maturity valuation method could have a material impact on the determination of fair value. If there is deterioration in credit quality or if a debt security is in workout status, Main Street may consider other factors in determining the fair value of the debt security, including the value attributable to the debt security from the enterprise value of the portfolio company or the proceeds that would most likely be received in a liquidation analysis.

Under the NAV valuation method, for an investment in an investment fund that does not have a readily determinable fair value, Main Street measures the fair value of the investment predominately based on the NAV of the investment fund as of the measurement date and adjusts the investment’s fair value for factors known to Main Street that would affect that fund’s NAV, including, but not limited to, fair values for individual investments held by the fund if Main Street holds the same investment or for a publicly traded investment. In addition, in determining the fair value of the investment, Main Street considers whether adjustments to the NAV are necessary in certain circumstances, based on the analysis of any restrictions on redemption of Main Street’s investment as of the measurement date, recent actual sales or redemptions of interests in the investment fund, and expected future cash flows available to equity holders, including the rate of return on those cash flows compared to an implied market return on equity required by market participants, or other uncertainties surrounding Main Street’s ability to realize the full NAV of its interests in the investment fund.

Pursuant to its internal valuation process and the requirements under the 1940 Act, Main Street performs valuation procedures on each of its portfolio investments quarterly. In addition to its internal valuation process, in arriving at

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

estimates of fair value for its investments in its LMM portfolio companies, Main Street, among other things, consults with a nationally recognized independent financial advisory services firm (the “Financial Advisory Firm”). The Financial Advisory Firm analyzes and provides observations, recommendations and an assurance certification regarding ~~the Company’s~~Main Street’s determinations of the fair value of its LMM portfolio company investments. The Financial Advisory Firm is generally consulted relative to Main Street’s investments in each LMM portfolio company at least once every calendar year, and for Main Street’s investments in new LMM portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its stockholders’ best interest, to consult with the Financial Advisory Firm on its investments in one or more LMM portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street’s investment in a LMM portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from the Financial Advisory Firm in arriving at ~~Main Street’s~~its determination of fair value onfor its investments in a total of 3717 and 19 LMM portfolio companies ~~for~~during the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, respectively, representing ~~52%~~24% and 30% of the total LMM portfolio at fair value as of ~~June 30,~~March 31, 2024 and 2023, ~~and on a~~respectively. A total of 3669 LMM portfolio companies ~~for~~were reviewed and certified by the ~~six~~Financial Advisory Firm during the trailing twelve months ended ~~June 30, 2022,~~March 31, 2024, representing ~~54%~~95% of the total LMM portfolio at fair value as of ~~June 30, 2022.~~March 31, 2024. Excluding its investments in LMM portfolio companies that, as of ~~June 30, 2023 and 2022, as applicable,~~March 31, 2024, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment or whose primary purpose is to own real estate for which a third-party appraisal is obtained on at least an annual basis, ~~the percentage~~99% of the LMM portfolio at fair value was reviewed and certified by the Financial Advisory Firm ~~for~~during the ~~six~~trailing twelve months ended ~~June 30, 2023 and 2022 was 55% and 61% of the total LMM portfolio at fair value, respectively.~~March 31, 2024.

For valuation purposes, ~~all~~the significant majority of Main Street’s Private Loan portfolio investments are non-control investments. For Private Loan portfolio investments for which it has determined that third-party quotes or other independent pricing are not available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value such Private Loan debt investments in a current hypothetical sale using the Yield-to-Maturity valuation method and such Private Loan equity investments in a current hypothetical sale using the Waterfall valuation method.

In addition to its internal valuation process, in arriving at estimates of fair value for its investments in its Private Loan portfolio companies, Main Street, among other things, consults with the Financial Advisory Firm. The Financial Advisory Firm analyzes and provides observations and recommendations and an assurance certification regarding Main Street’s determinations of the fair value of its Private Loan portfolio company investments. The Financial Advisory Firm is generally consulted relative to Main Street’s investments in each Private Loan portfolio company at least once every calendar year, and for Main Street’s investments in new Private Loan portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its stockholders’ best interest, to consult with the Financial Advisory Firm on its investments in one or more Private Loan portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street’s investment in a Private Loan portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from the Financial Advisory Firm in arriving at its determination of fair value onfor its investments in a total of 3317 and 19 Private Loan portfolio companies ~~for~~during the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, respectively, representing ~~49%~~27% and 25% of the total Private Loan portfolio at fair value as of ~~June 30,~~March 31, 2024 and 2023, ~~and on a~~respectively. A total of 2959 Private Loan portfolio companies ~~for~~were reviewed and certified by the ~~six~~Financial Advisory Firm during the trailing twelve months ended ~~June 30, 2022,~~March 31, 2024, representing ~~44%~~79% of the total Private Loan portfolio at fair value as of ~~June 30, 2022.~~March 31, 2024. Excluding its investments in Private Loan portfolio companies that, as of ~~June 30, 2023 and 2022, as applicable,~~March 31, 2024, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment and its investments in Private Loan portfolio companies that were not reviewed because the investment is valued based upon third-party quotes or other independent pricing, ~~the percentage~~94% of the Private Loan portfolio at fair value was reviewed and certified by the Financial Advisory Firm ~~for~~during the ~~six~~trailing twelve months ended ~~June 30, 2023 and 2022 was 53% and 67% of the total Private Loan portfolio at fair value, respectively.~~March 31, 2024.

For valuation purposes, all of Main Street’s Middle Market portfolio investments are non-control investments. To the extent sufficient observable inputs are available to determine fair value, Main Street uses observable inputs to determine the fair value of these investments through obtaining third-party quotes or other independent pricing. For Middle Market portfolio investments for which it has determined that third-party quotes or other independent pricing are not

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available or appropriate, Main Street generally estimates the fair value based on the assumptions that it believes hypothetical market participants would use to value such Middle Market debt investments in a current hypothetical sale

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~~(Unaudited)~~

using the Yield-to-Maturity valuation method and such Middle Market equity investments in a current hypothetical sale using the Waterfall valuation method. Main Street generally consults on a limited basis with the Financial Advisory Firm in connection with determining the fair value of its Middle Market portfolio investments due to the nature of these investments. The vast majority ~~(90% and 89%~~(98% as of ~~June 30, 2023~~both March 31, 2024 and December 31, ~~2022, respectively)~~2023) of the Middle Market portfolio investments (i) are valued using third-party quotes or other independent pricing services or (ii) Main Street has consulted with and received an assurance certification from the Financial Advisory Firm within the last twelve ~~months or (iii) are new investments that have not been in the Investment Portfolio for at least twelve months subsequent to the initial investment.~~months.

For valuation purposes, all of Main Street’s short-term portfolio investments are non-control investments. To the extent sufficient observable inputs are available to determine fair value, Main Street uses observable inputs to determine the fair value of these investments through obtaining third-party quotes or other independent pricing. Because all of the short-term portfolio investments are typically valued using third-party quotes or other independent pricing services, Main Street generally does not consult with any financial advisory services firms in connection with determining the fair value of its short-term portfolio investments.

For valuation purposes, ~~all~~the majority of Main Street’s Other Portfolio investments are non-control investments. Main Street’s Other Portfolio investments comprised ~~2.6%~~3.1% and ~~2.8%~~3.3% of Main Street’s Investment Portfolio at fair value as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively. Similar to the LMM investment portfolio, market quotations for Other Portfolio equity investments are generally not readily available. For its Other Portfolio equity investments, Main Street generally determines the fair value of these investments using the NAV valuation method.

For valuation purposes, Main Street’s investment in the External Investment Manager is a control investment. Market quotations are not readily available for this investment, and as a result, Main Street determines the fair value of the External Investment Manager using the Waterfall valuation method under the market approach. In estimating the enterprise value, Main Street analyzes various factors, including the entity’s historical and projected financial results, as well as its size, marketability and performance relative to the population of market ~~comparables.~~comparables, and the valuations for comparable publicly traded companies and private transactions involving comparable companies. This valuation approach estimates the value of the investment as if Main Street were to sell, or exit, the investment. In addition, Main Street considers its ability to control the capital structure of the company, as well as the timing of a potential exit, in connection with determining the fair value of the External Investment Manager. Main Street consults with and receives an assurance certification from the Financial Advisory Firm in arriving at its determination of fair value for its investment in the External Investment Adviser on a quarterly ~~basis.~~basis, including as of March 31, 2024 and December 31, 2023.

Due to the inherent uncertainty in the valuation process, Main Street’s determination of fair value for its Investment Portfolio may differ materially from the values that would have been determined had a ready market for the securities existed. In addition, changes in the market environment, portfolio company performance and other events that may occur over the lives of the investments may cause the gains or losses ultimately realized on these investments to be materially different than the valuations currently assigned. Main Street determines the fair value of each individual investment and records changes in fair value as unrealized appreciation or depreciation.

Main Street uses an internally developed portfolio investment rating system in connection with its investment oversight, portfolio management and analysis and investment valuation procedures for its LMM, Private Loan and Middle Market portfolio companies. This system takes into account both quantitative and qualitative factors of each LMM, Private Loan and Middle Market portfolio company.

~~In December 2020, the SEC adopted~~ Rule 2a-5 under the 1940 Act ~~which~~ permits a BDC’s board of directors to designate its executive officers or investment adviser as a valuation designee to determine the fair value for its investment portfolio, subject to the active oversight of the board. Main Street’s Board of Directors has approved policies and procedures pursuant to Rule 2a-5 (the “Valuation Procedures”) and has designated a group of its executive officers to serve as the Board of Directors’ valuation designee. Main Street believes its Investment Portfolio as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 approximates fair value as of those dates based on the markets in which it operates and other conditions in existence on those reporting dates.

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2.Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results may differ from these estimates under different conditions or assumptions. Additionally, as explained in Note B.1. — Summary of Significant Accounting Policies — Valuation of the Investment Portfolio, the consolidated financial statements include investments in the Investment Portfolio whose values have been estimated by Main Street, pursuant to valuation policies and procedures approved and overseen by Main Street’s Board of Directors, in the absence of readily ascertainable market values. Because of the inherent uncertainty of the Investment Portfolio valuations, those estimated values may differ materially from the values that would have been determined had a ready market for the securities existed.

Macroeconomic factors, including pandemics, risk of recession, inflation, supply chain constraints or disruptions, geopolitical disruptions and ~~rising~~changing market index interest rates, and the related effect on the U.S. and global economies, have impacted, and may continue to impact, the businesses and operating results of certain of Main Street’s portfolio companies. As a result of these and other current effects of macroeconomic factors, as well as the uncertainty regarding the extent and duration of their impact, the valuation of Main Street’s Investment Portfolio has and may continue to experience increased volatility.

3.Cash and Cash Equivalents

Cash and cash equivalents consist of cash and highly liquid investments with an original maturity of three months or less at the date of purchase. Cash and cash equivalents are carried at cost, which approximates fair value.

At ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, the Company had $51.9 million and $15.2 million, respectively, of cash equivalents invested in AAA-rated money market funds pending investment in the Company’s primary investment strategies. These highly liquid investments are included in the Consolidated Schedule of Investments.

At March 31, 2024 and December 31, 2023, cash balances totaling ~~$46.0~~$58.0 million ~~(excluding amounts invested in AAA rated money market funds)~~ and ~~$46.3~~$40.1 million, respectively, exceeded Federal Deposit Insurance Corporation insurance protection levels, subjecting the Company to risk related to the uninsured balance. All of the Company’s cash deposits are held at large established high credit quality financial institutions, and management believes that the risk of loss associated with any uninsured balances is remote.

4.Interest, Dividend and Fee Income

Main Street records interest and dividend income on the accrual basis to the extent amounts are expected to be collected. Dividend income is recorded when dividends are declared by the portfolio company or at such other time that an obligation exists for the portfolio company to make a distribution. Main Street evaluates accrued interest and dividend income periodically for collectability. When a loan or debt security becomes 90 days or more past due, and if Main Street otherwise does not expect the debtor to be able to service its debt obligation, Main Street will generally place the loan or debt security on non-accrual status and cease recognizing interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security’s status significantly improves regarding the debtor’s ability to service the debt obligation, or if a loan or debt security is sold or written off, Main Street removes it from non-accrual status.

As of ~~June 30, 2023,~~March 31, 2024, investments on non-accrual status comprised 0.5% of Main Street’s total Investment Portfolio ~~had nine investments on non-accrual status, which comprised 0.3% of its~~at fair value and ~~1.7% of its~~2.0% at cost. As of December 31, ~~2022,~~2023, investments on non-accrual status comprised 0.6% of Main Street’s total Investment Portfolio ~~had 12 investments on non-accrual status, which comprised 0.6% of its~~at fair value and ~~3.7% of its~~2.3% at cost.

Main Street holds certain debt and preferred equity instruments in its Investment Portfolio that contain ~~payment-in-kind (“PIK”)~~PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (as discussed in Note ~~B.9.~~B.10. — Summary of Significant Accounting Policies — Income Taxes ~~below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though~~

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below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though Main Street may not have collected the PIK interest and cumulative dividends in cash. Main Street stops accruing PIK interest and cumulative dividends and writes off any accrued and uncollected interest and dividends in arrears when it determines that such PIK interest and dividends in arrears are no longer collectible. For the three months ended ~~June 30,~~March 31, 2024 and 2023, 3.2% and ~~2022, (i) 1.8% and 1.7%~~2.4%, respectively, of Main Street’s total investment income was attributable to PIK interest income not paid currently in ~~cash and (ii) 0.2% and 0.2%, respectively, of Main Street’s total investment income was attributable to cumulative dividend income not paid currently in~~ cash. For each of the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022, (i) 2.1% and 1.4%, respectively, of Main Street’s total investment income was attributable to PIK interest income not paid currently in cash and (ii)~~ 0.3% ~~and 0.6%, respectively,~~ of Main Street’s total investment income was attributable to cumulative dividend income not paid currently in cash.

Main Street may periodically provide services, including structuring and advisory services, to its portfolio companies or other third parties. For services that are separately identifiable and evidence exists to substantiate fair value, fee income is recognized as earned, which is generally when the investment or other applicable transaction closes. Fees received in connection with debt financing transactions for services that do not meet these criteria are treated as debt origination fees and are generally deferred and accreted into income over the life of the financing.

A presentation of total investment income Main Street received from its Investment Portfolio in each of the periods presented is as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
		(dollars in thousands)
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2024
		2024
		2024
		(dollars in thousands)
		(dollars in thousands)
		(dollars in thousands)
Interest, fee and dividend income:	Interest, fee and dividend income:
Interest income	Interest income	$	97,273	$	63,984	$	190,666	$	123,426
Interest income
Interest income
Dividend income
Dividend income
Dividend income	Dividend income	25,599		17,913		49,821		34,535
Fee income	Fee income	4,711		3,303		7,351		6,635
Fee income
Fee income
Total interest, fee and dividend income	Total interest, fee and dividend income	$	127,583	$	85,200	$	247,838	$	164,596
Total interest, fee and dividend income
Total interest, fee and dividend income

5.Deferred Financing Costs

Deferred financing costs include commitment fees and other direct costs related to Main Street’s multi-year revolving credit facility (the “Corporate Facility”) and special purpose vehicle revolving credit facility (the “SPV Facility” and, together with the Corporate Facility, the “Credit Facilities”) and its unsecured notes, as well as the commitment fees and leverage fees (3.4% of the total commitment and draw amounts, as applicable) on the SBIC debentures. See further discussion of Main Street’s debt in Note E — Debt. Deferred financing costs in connection with the Credit Facilities are capitalized as an asset. Deferred financing costs in connection with all other debt arrangements are a direct deduction from the principal amount outstanding.

6.Equity Offering Costs

The Company’s offering costs are charged against the proceeds from equity offerings when the proceeds are received.

7.Unearned Income—Debt Origination Fees and Original Issue Discount and Discounts / Premiums to Par Value

Main Street capitalizes debt origination fees received in connection with financings and reflects such fees as unearned income netted against the applicable debt investments. The unearned income from the fees is accreted into income over the life of the financing.

In connection with its portfolio debt investments, Main Street sometimes receives nominal cost warrants or warrants with an exercise price below the fair value of the underlying equity (together, “nominal cost equity”) that are

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~~Notes to the Consolidated Financial Statements (Continued)~~

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valued as part of the negotiation process with the particular portfolio company. When Main Street receives nominal cost equity, it allocates its cost basis in its investment between its debt security and its nominal cost equity at the time of

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origination based on amounts negotiated with the particular portfolio company. The allocated amounts are based upon the fair value of the nominal cost equity, which is then used to determine the allocation of cost to the debt security. Any discount recorded on a debt investment resulting from this allocation is reflected as unearned income, which is netted against the applicable debt investment, and accreted into interest income over the life of the debt investment. The actual collection of this interest is deferred until the time of debt principal repayment.

Main Street may also purchase debt securities at a discount or at a premium to the par value of the debt security. In the case of a purchase at a discount, Main Street records the investment at the par value of the debt security net of the discount, and the discount is accreted into interest income over the life of the debt investment. In the case of a purchase at a premium, Main Street records the investment at the par value of the debt security plus the premium, and the premium is amortized as a reduction to interest income over the life of the debt investment.

To maintain RIC tax treatment (as discussed in Note ~~B.9.~~B.10. — Summary of Significant Accounting Policies — Income Taxes below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though Main Street may not have collected the interest income. For each of the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ 1.8% ~~and 2.0%, respectively,~~ of Main Street’s total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium reduction. For the six months ended June 30, 2023 and 2022, 1.8% and 2.0%, respectively, of Main Street’s total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium reduction.amortization.

8.Share-Based Compensation

Main Street accounts for its share-based compensation plans using the fair value method, as prescribed by ASC 718, Compensation—Stock Compensation. Accordingly, for restricted stock awards, Main Street measures the grant date fair value based upon the market price of its common stock on the date of the grant and amortizes the fair value of the awards as share-based compensation expense over the requisite service period, which is generally the vesting term.

Main Street recognizes all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) as income tax expense or benefit in the income statement and does not delay recognition of a tax benefit until the tax benefit is realized through a reduction to taxes payable. As such, the tax effects of exercised or vested awards are treated as discrete items in the reporting period in which they occur. Additionally, Main Street has elected to account for forfeitures as they occur.

9. Deferred Compensation Plan

The Main Street Capital Corporation Deferred Compensation Plan (the “Deferred Compensation Plan”) allows directors and certain employees to defer receipt of some or all of their cash compensation or directors’ fees in accordance with plan terms. Deferred Compensation Plan participants elect one or more investment options, including phantom Main Street stock units, interests in affiliated funds and various mutual funds, where their deferred amounts are notionally invested, and Main Street invests the deferred amounts through a trust (except for phantom Main Street stock units), pending distribution.

Compensation deferred under the Deferred Compensation Plan is recognized on the same basis as such compensation would have been recognized if not deferred. The appreciation (depreciation) in the fair value of deferred compensation plan assets is reflected in Main Street's Consolidated Statements of Operations as unrealized appreciation (depreciation), with the recognition of a corresponding and offsetting deferred compensation expense or (benefit), respectively. Deferred compensation expense or (benefit) does not result in a net cash impact to Main Street upon settlement. Investments in the trust are recognized on the Consolidated Balance Sheets as an asset of Main Street (other assets) and as a deferred compensation liability (other liabilities).

Phantom Main Street stock units under the Deferred Compensation Plan are not issued shares of Main Street common stock and are not included as outstanding on the Consolidated Statements of Changes in Net Assets until such shares are actually distributed to the participant, but the related phantom stock units are included in weighted-average shares outstanding with the related dollar amount of the deferral included in total expenses in Main Street’s Consolidated Statements of Operations as the deferred fees represented by such phantom stock units are earned over the service period. Additional phantom stock units from dividends on phantom stock units are included in the Consolidated Statements of

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Changes in Net Assets as an increase to dividends to stockholders offset by a corresponding increase to additional paid-in capital.

10. Income Taxes

MSCC has elected to be treated for U.S. federal income tax purposes as a RIC. MSCC’s taxable income includes the taxable income generated by MSCC and certain of its subsidiaries, including the Funds and Structured Subsidiaries, which are treated as disregarded entities for tax purposes. As a RIC, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that MSCC distributes to its stockholders. MSCC must generally distribute at least 90% of its “investment company taxable income” (which is generally its net ordinary taxable income and realized net short-term capital gains in excess of realized net long-term capital losses) and 90% of its tax-exempt income to maintain its RIC status (pass-through tax treatment for amounts distributed). As part of maintaining RIC status, undistributed taxable income (subject to a 4% non-deductible U.S. federal excise tax) pertaining to a given fiscal year may be distributed up to twelve months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (i) the filing of the U.S. federal income tax return for the applicable fiscal year or (ii) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

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~~(Unaudited)~~

investments and recorded at fair value. The Taxable Subsidiaries are not consolidated with MSCC for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities, as a result of their ownership of certain portfolio investments. The taxable income, or loss, of the Taxable Subsidiaries may differ from their book income, or loss, due to temporary book and tax timing differences and permanent differences. The Taxable Subsidiaries are each taxed at corporate income tax rates based on their taxable income. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the Taxable Subsidiaries are reflected in Main Street’s consolidated financial statements.

The External Investment Manager is an indirect wholly-owned subsidiary of MSCC owned through a Taxable Subsidiary and is a disregarded entity for tax purposes. The External Investment Manager has entered into a tax sharing agreement with its Taxable Subsidiary owner. Since the External Investment Manager is accounted for as a portfolio investment of MSCC and is not included as a consolidated subsidiary of MSCC in MSCC’s consolidated financial statements, and as a result of the tax sharing agreement with its Taxable Subsidiary owner, for its stand-alone financial reporting purposes the External Investment Manager is treated as if it is taxed at corporate income tax rates based on its taxable income and, as a result of its activities, may generate income tax expense or benefit. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the External Investment Manager are reflected in the External Investment Manager’s separate financial statements.

The Taxable Subsidiaries and the External Investment Manager use the liability method in accounting for income taxes. Deferred tax assets and liabilities are recorded for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements, using statutory tax rates in effect for the year in which the temporary differences are expected to reverse. A valuation allowance is provided, if necessary, against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. Main Street’s net assets as included on the Consolidated Balance Sheets and Consolidated Statements of Changes in Net Assets include an adjustment to classification as a result of permanent book-to-tax differences, which include differences in the book and tax treatment of income and expenses.

Taxable income generally differs from net income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. Taxable income generally excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

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11. Net Realized Gains or Losses and Net Unrealized Appreciation or Depreciation

Realized gains or losses are measured by the difference between the net proceeds from the sale or redemption of an investment or a financial instrument and the cost basis of the investment or financial instrument, without regard to unrealized appreciation or depreciation previously recognized, and includes investments written-off during the period net of recoveries and realized gains or losses from in-kind redemptions. Net unrealized appreciation or depreciation reflects the net change in the fair value of the Investment Portfolio and financial instruments and the reclassification of any prior period unrealized appreciation or depreciation on exited investments and financial instruments to realized gains or losses.

~~11.~~

12. Fair Value of Financial Instruments

Fair value estimates are made at discrete points in time based on relevant information. These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Main Street believes that the carrying amounts of its financial instruments, consisting of cash and cash equivalents, receivables, payables and other liabilities approximate the fair values of such items due to the short-term nature of these instruments.

Main Street’s debt instruments, including all revolving and term debt and secured and unsecured debt, are accounted for on a historical cost basis as applicable under U.S. GAAP. As also required under U.S. GAAP, Main Street discloses the estimated fair value of its debt obligations in Note E — Debt. To estimate the fair value of Main Street’s multiple tranches of unsecured debt instruments as disclosed in Note E — Debt, Main Street uses quoted market prices. For the estimated fair value of Main Street’s SBIC debentures, Main Street uses the Yield-to-Maturity valuation method based on projections of the discounted future free cash flows that the debt security will likely generate, including both the discounted cash flows of the associated interest and principal amounts for the debt security.

~~Table~~ The inputs used to value Main Street’s debt instruments for purposes of ~~contents~~the fair value estimate disclosures in

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes~~Note E — Debt are considered to be Level 2 according to the ~~Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

ASC 820 fair value hierarchy.

~~12.~~13. Earnings per Share

Basic and diluted per share calculations are computed utilizing the weighted-average number of shares of common stock outstanding for the period. In accordance with ASC 260, Earnings Per Share, the unvested shares of restricted stock awarded pursuant to Main Street’s equity compensation plans are participating securities and, therefore, are included in the basic earnings per share calculation. As a result, for all periods presented, there is no difference between diluted earnings per share and basic earnings per share amounts.

~~13.~~14. Recently Issued or Adopted Accounting Standards

~~In March 2020, the FASB issued ASU 2020-04,~~ ~~Reference rate reform (Topic 848) — Facilitation of the effects of reference rate reform on financial reporting~~. The amendments in this update provide optional expedients and exceptions for applying U.S. GAAP to certain contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform and became effective upon issuance for all entities. The Company has agreements that have LIBOR as a reference rate with certain portfolio companies and also with certain lenders. Many of these agreements include language for choosing an alternative successor rate if LIBOR reference is no longer considered to be appropriate. Contract modifications are required to be evaluated in determining whether the modifications result in the establishment of new contracts or the continuation of existing contracts. The Company adopted this amendment in March 2020 and plans to apply the amendments in this update to account for contract modifications due to changes in reference rates when LIBOR reference is no longer used.

In November 2022, the FASB issued ASU 2022-06, Reference rate reform (Topic 848) — Deferral of the Sunset Date of Topic 848, which deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024 after which entities will no longer be permitted to apply the relief in Topic 848. The Company utilized the optional expedients and exceptions provided by ASU 2020-04 and extended by ASU 2022-06 during the ~~six months ended June 30, 2023 and the~~ year ended December 31, ~~2022,~~2023, the effect of which was not material to the consolidated financial statements and the notes thereto. ~~The~~For the current year, the Company will ~~continue to~~no longer utilize the optional expedients provided by ASU 2020-04, ~~and extended by~~as LIBOR is no longer referenced in any of its contracts. ASU 2022-06 ~~through December 31, 2024. The Company does not expect ASU 2022-06 to have a material impact to the consolidated financial statements and the notes thereto.~~

In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. The amendments in this update provide that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments in this update also require additional disclosures for equity securities subject to contractual sales restrictions. ASU 2022-03 is effective for years beginning after December 15, 2023, though early adoption is permitted. The Company elected to early adopt ASU 2022-03 as of December 31, 2022 and it did not have a material impact on the consolidated financial statements and the notes thereto.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures. The amendments in this update require more disaggregated information on income taxes paid. ASU 2023-09 is effective for years beginning after December 15, 2024. Early adoption is permitted, however the Company has not elected to adopt this provision as of the date of the financial statements contained in this report. The Company is still assessing the impact of the new guidance. However, it does not expect ASU 2023-09 to have a material impact on the consolidated financial statements and the notes thereto.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

From time to time, new accounting pronouncements are issued by the FASB or other standards-setting bodies that are adopted by the Company as of the specified effective date. The Company believes that the impact of recently issued standards and any that are not yet effective will not have a material impact on its consolidated financial statements upon adoption.

NOTE C — FAIR VALUE HIERARCHY FOR INVESTMENTS—PORTFOLIO COMPOSITION

ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and enhances disclosure requirements for fair value measurements. Main Street accounts for its investments at fair value.

Fair Value Hierarchy

In accordance with ASC 820, Main Street has categorized its investments based on the priority of the inputs to the valuation technique into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical investments (Level 1) and the lowest priority to unobservable inputs (Level 3).

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~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

Investments recorded on Main Street’s Consolidated Balance Sheets are categorized based on the inputs to the valuation techniques as follows:

Level 1—Investments whose values are based on unadjusted quoted prices for identical assets in an active market that Main Street has the ability to access (examples include investments in active exchange-traded equity securities and investments in most U.S. government and agency securities).

Level 2—Investments whose values are based on quoted prices in markets that are not active or model inputs that are observable either directly or indirectly for substantially the full term of the investment. Level 2 inputs include the following:

•Quoted prices for similar assets in active markets (for example, investments in restricted stock);

•Quoted prices for identical or similar assets in non-active markets (for example, investments in thinly traded public companies);

•Pricing models whose inputs are observable for substantially the full term of the investment (for example, market interest rate indices); and

•Pricing models whose inputs are derived principally from, or corroborated by, observable market data through correlation or other means for substantially the full term of the investment.

Level 3—Investments whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement (for example, investments in illiquid securities issued by privately held companies). These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the investment.

As required by ASC 820, when the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. For example, a Level 3 fair value measurement may include inputs that are observable (Levels 1 and 2) and unobservable (Level 3). Therefore, unrealized appreciation and depreciation related to such investments categorized within the Level 3 tables below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3).

As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, all of Main Street’s LMM portfolio investments consisted of illiquid securities issued by privately held companies and the fair value determination for these investments primarily

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

consisted of unobservable inputs. As a result, all of Main Street’s LMM portfolio investments were categorized as Level 3 as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street’s Private Loan portfolio investments primarily consisted of investments in ~~interest-bearing~~ secured debt investments. The fair value determination for these investments consisted of a combination of observable inputs in non-active markets for which sufficient observable inputs were not available to determine the fair value of these investments and unobservable inputs. As a result, all of Main Street’s Private Loan portfolio investments were categorized as Level 3 as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street’s Middle Market portfolio investments consisted primarily of investments in secured and unsecured debt investments and independently rated debt investments. The fair value determination for these investments consisted of a combination of observable inputs in non-active markets for which sufficient observable inputs were not available to determine the fair value of these investments and unobservable inputs. As a result, all of Main Street’s Middle Market portfolio investments were categorized as Level 3 as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street’s Other Portfolio investments consisted of illiquid securities issued by privately held entities and the fair value determination for these investments primarily consisted of

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~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

unobservable inputs. As a result, all of Main Street’s Other Portfolio investments were categorized as Level 3 as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

As of ~~December~~March 31, ~~2022,~~2024, Main Street held ~~one~~several short-term portfolio ~~investment, which was a~~investments consisting primarily of secured debt ~~investment.~~investments. The fair value determination for ~~this investment~~these investments consisted of available observable inputs in non-active markets sufficient to determine the fair value of the ~~investment.~~investments. As a result, Main Street’s short-term portfolio ~~investment was~~investments were categorized as Level 2 as of March 31, 2024. As of December 31, ~~2022.~~2023, Main Street did not hold any short-term portfolio investments.

As of March 31, 2024 and December 31, 2023, all money market funds included in cash and cash equivalents were valued using Level 1 inputs.

The fair value determination of each portfolio investment categorized as Level 3 required one or more of the following unobservable inputs:

•Financial information obtained from each portfolio company, including unaudited statements of operations and balance sheets for the most recent period available as compared to budgeted numbers;

•Current and projected financial condition of the portfolio company;

•Current and projected ability of the portfolio company to service its debt obligations;

•Type and amount of collateral, if any, underlying the investment;

•Current financial ratios (e.g., fixed charge coverage ratio, interest coverage ratio and net debt/EBITDA ratio) applicable to the investment;

•Current liquidity of the investment and related financial ratios (e.g., current ratio and quick ratio);

•Pending debt or capital restructuring of the portfolio company;

•Projected operating results of the portfolio company;

•Current information regarding any offers to purchase the investment;

•Current ability of the portfolio company to raise any additional financing as needed;

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

•Changes in the economic environment which may have a material impact on the operating results of the portfolio company;

•Internal occurrences that may have an impact (both positive and negative) on the operating performance of the portfolio company;

•Qualitative assessment of key management;

•Contractual rights, obligations or restrictions associated with the investment; and

•Other factors deemed relevant.

The use of significant unobservable inputs creates uncertainty in the measurement of fair value as of the reporting date. The significant unobservable inputs used in the fair value measurement of Main Street’s LMM equity securities, which are generally valued through an average of the discounted cash flow technique and the market comparable/enterprise value technique (unless one of these approaches is determined to not be appropriate), are (i) EBITDA multiples and (ii) the weighted-average cost of capital (“WACC”). Significant increases (decreases) in EBITDA multiple inputs in isolation would result in a significantly higher (lower) fair value measurement. On the contrary, significant increases (decreases) in WACC inputs in isolation would result in a significantly lower (higher) fair value measurement. The significant unobservable inputs used in the fair value measurement of Main Street’s LMM, Private Loan and Middle Market securities are (i) risk adjusted discount rates used in the Yield-to-Maturity valuation technique (see Note B.1. — Summary of

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~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

Significant Accounting Policies — Valuation of the Investment Portfolio) and (ii) the percentage of expected principal recovery. Significant increases (decreases) in any of these discount rates in isolation would result in a significantly lower (higher) fair value measurement. Significant increases (decreases) in any of these expected principal recovery percentages in isolation would result in a significantly higher (lower) fair value measurement. However, due to the nature of certain investments, fair value measurements may be based on other criteria, such as third-party appraisals of collateral and fair values as determined by independent third parties, which are not presented in the tables below.

The following tables provide a summary of the significant unobservable inputs used to fair value Main Street’s Level 3 portfolio investments as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022:~~2023:


Type of Investment	Type of Investment	Fair Value as of June 30, 2023 (in thousands)			Valuation Technique		Significant Unobservable Inputs	Range(3)	Weighted Average(3)		Median(3)		Type of Investment	Fair Value as of March 31, 2024 (in thousands)			Valuation Technique		Significant Unobservable Inputs			Range (4)			Weighted Average (4)					Median (4)
Equity investments	Equity investments	$	1,279,510		Discounted cash flow		WACC	9.2% - 22.3%	14.4	%	15.1	%	Equity investments	$	1,447,635	Discounted cash flow		Discounted cash flow		WACC			9.3% - 22.4%			14.3		%			15.1		%
					Market comparable / Enterprise value		EBITDA multiple (1)	4.5x - 8.4x (2)	6.7x		6.1x
				Market comparable / Enterprise value																	Market comparable / Enterprise value			EBITDA multiple (1) (3)					4.5x - 8.9x (2)					7.1x		6.3x
Debt investments	Debt investments	$	2,718,508		Discounted cash flow		Risk adjusted discount factor	6.1% - 16.8% (2)	10.4	%	11.0	%	Debt investments	$	2,808,138	Discounted cash flow		Discounted cash flow		Risk adjusted discount factor (5)			9.4% - 18.4% (2)			12.9		%			12.7		%
							Expected principal recovery percentage	0.0% - 100.0%	99.7	%	100.0	%
						Expected principal recovery percentage																					Expected principal recovery percentage					0.0% - 100.0%			99.4	%	100.0	%
Debt investments	Debt investments	$	212,525		Market approach		Third-party quote	4.0 - 97.5	88.4		94.0		Debt investments	$	188,871	Market approach		Market approach		Third-party quote			38.3 - 100.5			90.9					95.9
Total Level 3 investments	Total Level 3 investments	$	4,210,543

____________________

(1)EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.

(2)Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 2.0x - 15.7x and the range for risk adjusted discount factor is ~~3.8%~~5.0% - ~~33.5%~~31.9%.

(3)The fair value of the equity investment in the External Investment Manager is based on a fee multiple of 7.5x. The fair value determination is based on a discounted, blended multiple based on the multiples for similar businesses in active markets and actual multiples used in private transactions.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

(4)Does not include investments for which the valuation technique does not include the use of the applicable fair value input.

Type of Investment
Fair Value as of December 31, 2022
(in thousands)
Valuation Technique Significant Unobservable Inputs Range(3) Weighted Average(3) Median(3)
Equity investments $ 1,172,077 Discounted cash flow WACC 9.4% - 22.5% 14.5 % 15.4 %
Market comparable / Enterprise value EBITDA multiple (1) 4.3x - 8.3x (2) 6.7x 6.0x
Debt investments $ 2,663,958 Discounted cash flow Risk adjusted discount factor 5.7% - 15.7% (2) 10.0 % 10.3 %
Expected principal recovery percentage 0.0% - 100.0% 99.4 % 100.0 %
Debt investments $ 264,238 Market approach Third-party quote 5.6 - 98.5 87.0 91.4
Total Level 3 investments $ 4,100,273
(5)Discount rate includes the effect of the standard SOFR base rate, as applicable.


Type of Investment	Fair Value as of December 31, 2023 (in thousands)		Valuation Technique	Significant Unobservable Inputs	Range (4)	Weighted Average (4)		Median (4)
Equity investments	$	1,402,354	Discounted cash flow	WACC	9.7% - 22.7%	14.5	%	15.5	%
			Market comparable / Enterprise value	EBITDA multiple (1) (3)	4.8x - 8.9x (2)	7.1x		6.4x
Debt investments	$	2,720,425	Discounted cash flow	Risk adjusted discount factor (5)	9.8% - 18.0% (2)	12.9	%	13.0	%
				Expected principal recovery percentage	0.0% - 100.0%	99.7	%	100.0	%
Debt investments	$	163,492	Market approach	Third-party quote	3.0 - 100.0	89.8		92.4
Total Level 3 investments	$	4,286,271

____________________

(1)EBITDA may include proforma adjustments and/or other addbacks based on specific circumstances related to each investment.

(3)The fair value of the equity investment in the External Investment Manager is based on a fee multiple of 7.2x. The fair value determination is based on a discounted, blended multiple based on the multiples for similar businesses in active markets and actual multiples used in private transactions.

(4)Does not include investments for which the valuation technique does not include the use of the applicable fair value input.

(5)Discount rate includes the effect of the standard SOFR base rate, as applicable.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

~~(3)Does not include investments for which the valuation technique does not include the use of the applicable fair value input.~~

The following tables provide a summary of changes in fair value of Main Street’s Level 3 portfolio investments for the ~~six-month periods~~three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ (amounts in thousands):


Type of Investment	Type of Investment		Fair Value as of December 31, 2022		Transfers Into Level 3 Hierarchy		Redemptions/ Repayments		New Investments		Net Changes from Unrealized to Realized		Net Unrealized Appreciation (Depreciation)		Other(1)		Fair Value as of June 30, 2023		Type of Investment	Fair Value as of December 31, 2023	Transfers Into Level 3 Hierarchy	Redemptions/ Repayments	New Investments	Net Changes from Unrealized to Realized	Net Unrealized Appreciation (Depreciation)	Other(1)	Fair Value as of March 31, 2024
Debt	Debt		$	2,928,196	$	—	$	(421,050)	$	376,859	$	100,164	$	(23,390)	$	(29,746)	$	2,931,033
Equity	Equity		1,166,643		—		(35,199)		48,210		4,126		56,358		32,322		1,272,460
Equity Warrant	Equity Warrant		5,434		—		—		2,091		—		2,101		(2,576)		7,050
			$	4,100,273	$	—	$	(456,249)	$	427,160	$	104,290	$	35,069	$	—	$	4,210,543
		$

____________________

(1)Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information in the Consolidated Statements of Cash Flows.


Type of Investment	Type of Investment		Fair Value as of December 31, 2021		Transfers Into Level 3 Hierarchy		Redemptions/ Repayments		New Investments		Net Changes from Unrealized to Realized		Net Unrealized Appreciation (Depreciation)		Other(1)		Fair Value as of June 30, 2022		Type of Investment	Fair Value as of December 31, 2022	Transfers Into Level 3 Hierarchy	Redemptions/ Repayments	New Investments	Net Changes from Unrealized to Realized	Net Unrealized Appreciation (Depreciation)	Other(1)	Fair Value as of March 31, 2023
Debt	Debt		$	2,509,568	$	—	$	(351,315)	$	508,045	$	3,656	$	(60,605)	$	(1,333)	$	2,608,016
Equity	Equity		1,043,709		—		(27,338)		34,765		(1,977)		51,451		1,333		1,101,943
Equity Warrant	Equity Warrant		6,560		—		—		—		—		(610)		—		5,950
			$	3,559,837	$	—	$	(378,653)	$	542,810	$	1,679	$	(9,764)	$	—	$	3,715,909
		$

____________________

(1)Includes the impact of non-cash conversions. These transactions represent non-cash investing activities. See additional cash flow information in the Consolidated Statements of Cash Flows.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

At ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street’s investments at fair value were categorized as follows in the fair value hierarchy for ASC 820 purposes:


					Fair Value Measurements
					(in thousands)
At June 30, 2023		Fair Value			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
				Fair Value Measurements												Fair Value Measurements
				(in thousands)												(in thousands)
At March 31, 2024											At March 31, 2024	Fair Value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
LMM portfolio investments	LMM portfolio investments	$	2,170,226		$	—	$	—	$	2,170,226
Private Loan portfolio investments	Private Loan portfolio investments	1,499,309			—		—		1,499,309
Middle Market portfolio investments	Middle Market portfolio investments	295,854			—		—		295,854
Other Portfolio investments	Other Portfolio investments	111,184			—		—		111,184
External Investment Manager	External Investment Manager	133,970			—		—		133,970
Short-term portfolio investments
Total investments	Total investments	$	4,210,543		$	—	$	—	$	4,210,543


					Fair Value Measurements
					(in thousands)
At December 31, 2022		Fair Value			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
				Fair Value Measurements												Fair Value Measurements
				(in thousands)												(in thousands)
At December 31, 2023											At December 31, 2023	Fair Value	Quoted Prices in Active Markets for Identical Assets (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
LMM portfolio investments	LMM portfolio investments	$	2,060,459		$	—	$	—	$	2,060,459
Private Loan portfolio investments	Private Loan portfolio investments	1,471,466			—		—		1,471,466
Middle Market portfolio investments	Middle Market portfolio investments	329,119			—		—		329,119
Other Portfolio investments	Other Portfolio investments	116,299			—		—		116,299
External Investment Manager	External Investment Manager	122,930			—		—		122,930
Short-term portfolio investments		1,904			—		1,904		—

Total investments	Total investments	$	4,102,177		$	—	$	1,904	$	4,100,273
Total investments
Total investments

Investment Portfolio Composition

Main Street’s principal investment objective is to maximize its portfolio’s total return by generating current income from its debt investments and current income and capital appreciation from its equity and equity-related investments, including warrants, convertible securities and other rights to acquire equity securities in a portfolio company. Main Street seeks to achieve its investment objective primarily through its LMM and Private Loan ~~and Middle Market~~ investment strategies.

Main Street’s LMM investment strategy is focused on investments in secured debt ~~equity warrants~~ and ~~direct~~ equity ~~investments~~ in privately held, LMM companies based in the United States. Main Street’s LMM portfolio companies generally have annual revenues between $10 million and $150 million, and its LMM investments generally range in size from $5 million to ~~$75~~$100 million. The LMM debt investments are typically secured by a first priority lien on the assets of the portfolio company, can include either fixed or floating rate terms and generally have a term of between five and seven years from the original investment date. In most LMM portfolio investments, Main Street makes direct equity investments and/or receives nominally priced equity warrants ~~and/or makes direct equity investments~~ in connection with a debt investment.

Main Street’s private loan (“Private Loan”) investment strategy is focused on investments in privately held companies that are generally consistent with the size of its LMM portfolio companies or Middle Market portfolio companies, and its Private Loan investments generally range in size from $10 million to $75 million. Main Street’s Private Loan investments primarily consist of debt securities that have primarily been originated directly by Main Street or, to a lesser extent, through its strategic relationships with other investment funds on a collaborative basis through investments that are often referred to in the debt markets as “club deals” because of the small lender group size. In both cases, our Private Loan investments are typically made to support a company owned by or in the process of being acquired by a

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

~~Private Loan investments are typically made to support a company owned by or in the process of being acquired by a~~ private equity sponsor. Main Street’s Private Loan portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date. Main Street may have the option to ~~invest alongside~~co-invest with the sponsor in the equity securities of its Private Loan portfolio companies.

Main ~~Street’s~~Street has also historically maintained a Middle Market investment strategy which is focused on investments in syndicated loans to or debt securities in Middle Market companies, which Main Street defines as companies with annual revenues between $150 million and $1.5 billion, and its Middle Market investments generally range in size from $3 million to $25 million. Main Street’s Middle Market portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have an expected duration of between three and seven years from the original investment date. Over the last few years, Main Street has been de-emphasizing this strategy and expects to continue to do so in the future.

Main Street’s other portfolio (“Other Portfolio”) investments primarily consist of investments that are not consistent with the typical profiles for its LMM, Private Loan or Middle Market portfolio investments, including investments which may be managed by third parties. In the Other Portfolio, Main Street may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds. For Other Portfolio investments, Main Street generally receives distributions related to the assets held by the portfolio company. Those assets are typically expected to be liquidated over a five to ten-year period.

Based upon Main Street’s liquidity and capital structure management activities, Main Street’s Investment Portfolio may also include short-term portfolio investments that are atypical of Main Street’s LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital. Those assets are typically expected to be liquidated in one year or less. These short-term portfolio investments are not expected to be a significant portion of the overall Investment Portfolio.

Main Street’s external asset management business is conducted through its External Investment Manager. The External Investment Manager earns management fees based on the assets under management for External Parties and may earn incentive fees, or a carried interest, based on the performance of the assets managed. Main Street entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for its relationship with MSC Income Fund, Inc. (“MSC Income”). and its other clients. Through this agreement, Main Street shares employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities. Main Street allocates the related expenses to the External Investment Manager pursuant to the sharing agreement. Main Street’s total expenses for the three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ are net of expenses allocated to the External Investment Manager of ~~$5.7~~$5.6 million and ~~$3.5 million, respectively, and for the six months ended June 30, 2023 and 2022 of $10.7 million and $6.3~~$5.0 million, respectively.

Investment income, consisting of interest, dividends and fees, can fluctuate dramatically due to various factors, including the level of new investment activity, repayments of debt investments or sales of equity interests. Investment income in any given year could also be highly concentrated among several portfolio companies. For the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ Main Street did not record investment income from any single portfolio company in excess of 10% of total investment income.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

The following tables provide a summary of Main Street’s investments in the LMM, Private Loan and Middle Market portfolios as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager, which are discussed further below).


			As of June 30, 2023
			LMM (a)			Private Loan			Middle Market
			(dollars in millions)
		As of March 31, 2024																		As of March 31, 2024
		LMM (a)													LMM (a)			Private Loan				Middle Market
		(dollars in millions)																		(dollars in millions)
Number of portfolio companies	Number of portfolio companies		79			88			28
Fair value	Fair value		$	2,170.2		$	1,499.3		$	295.9
Cost	Cost		$	1,720.9		$	1,519.9		$	352.9
Debt investments as a % of portfolio (at cost)	Debt investments as a % of portfolio (at cost)		72.0		%	96.1		%	92.9		%	Debt investments as a % of portfolio (at cost)	72.5	%		94.7	%		91.0		%
Equity investments as a % of portfolio (at cost)	Equity investments as a % of portfolio (at cost)		28.0		%	3.9		%	7.1		%	Equity investments as a % of portfolio (at cost)	27.5	%		5.3	%		9.0		%
% of debt investments at cost secured by first priority lien	% of debt investments at cost secured by first priority lien		99.2		%	99.5		%	99.2		%	% of debt investments at cost secured by first priority lien	99.2	%		99.9	%		99.0		%
Weighted-average annual effective yield (b)	Weighted-average annual effective yield (b)		12.9		%	12.6		%	11.8		%	Weighted-average annual effective yield (b)	12.8	%		12.8	%		12.9		%
Average EBITDA (c)	Average EBITDA (c)		$	8.0		$	30.5		$	67.6

____________________

(a)At ~~June 30, 2023,~~March 31, 2024, Main Street had equity ownership in all of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of ~~June 30,~~March 31, 2024, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of March 31, 2024 including debt investments on non-accrual status was 12.7% for its LMM portfolio, 12.4% for its Private Loan portfolio and 11.4% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including four LMM portfolio companies, two Private Loan portfolio companies and one Middle Market portfolio company, as EBITDA is not a meaningful valuation metric for Main Street’s investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.


	As of December 31, 2023
	LMM (a)			Private Loan			Middle Market
	(dollars in millions)
Number of portfolio companies	80			87			23
Fair value	$	2,273.0		$	1,453.5		$	243.7
Cost	$	1,782.9		$	1,470.1		$	294.4
Debt investments as a % of portfolio (at cost)	72.0		%	94.7		%	91.4		%
Equity investments as a % of portfolio (at cost)	28.0		%	5.3		%	8.6		%
% of debt investments at cost secured by first priority lien	99.2		%	100.0		%	99.1		%
Weighted-average annual effective yield (b)	13.0		%	12.9		%	12.5		%
Average EBITDA (c)	$	8.2		$	27.2		$	64.2

____________________

(a)At December 31, 2023, Main Street had equity ownership in all of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2023, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of ~~June 30,~~December 31, 2023 including debt investments on non-accrual status was ~~12.8%~~12.9% for its LMM portfolio, ~~12.3%~~12.5% for its Private Loan portfolio and 10.8% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including two LMM portfolio companies and two Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street’s investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

As of December 31, 2022
LMM (a) Private Loan Middle Market
(dollars in millions)
Number of portfolio companies 78 85 31
Fair value $ 2,060.5 $ 1,471.5 $ 329.1
Cost $ 1,719.9 $ 1,500.3 $ 401.7
Debt investments as a % of portfolio (at cost) 73.7 % 97.1 % 93.8 %
Equity investments as a % of portfolio (at cost) 26.3 % 2.9 % 6.2 %
% of debt investments at cost secured by first priority lien 99.1 % 99.6 % 98.8 %
Weighted-average annual effective yield (b) 12.3 % 11.6 % 11.0 %
Average EBITDA (c) $ 8.0 $ 38.1 $ 68.7
~~____________________~~

~~(a)At December 31, 2022, Main Street had equity ownership in all of its LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 41%.~~

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

~~(b)~~The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2022, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of December 31, 2022 including debt investments on non-accrual status was 11.6% for its LMM portfolio, 11.2% for its Private Loan portfolio and 10.3% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

~~(c)~~The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including three LMM portfolio companies and two Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for Main Street’s investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

For the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ Main Street achieved an annualized total return on investments of 16.7% and ~~6.5%, respectively. For the six months ended June 30, 2023 and 2022, Main Street achieved an annualized total return on investments of 15.1% and 9.2%~~13.4%, respectively. For the year ended December 31, ~~2022,~~2023, Main Street achieved a total return on investments of ~~11.1%~~16.3%. Total return on investments is calculated using the interest, dividend and fee income, as well as the realized and unrealized change in fair value of the Investment Portfolio for the specified period. Main Street’s total return on investments is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

As of ~~June 30, 2023,~~March 31, 2024, Main Street had Other Portfolio investments in 1514 entities, collectively totaling ~~$111.2~~$139.8 million in fair value and ~~$119.4~~$141.2 million in cost basis and which comprised ~~2.6%~~3.1% and ~~3.2%~~3.6% of Main Street’s Investment Portfolio at fair value and cost, respectively. As of December 31, ~~2022,~~2023, Main Street had Other Portfolio investments in 1415 entities, collectively totaling ~~$116.3~~$142.0 million in fair value and ~~$120.4~~$149.1 million in cost basis and which comprised ~~2.8%~~3.3% and ~~3.2%~~4.0% of Main Street’s Investment Portfolio at fair value and cost, respectively.

As of March 31, 2024, Main Street had short-term portfolio investments in 11 entities, collectively totaling $103.4 million in fair value and $103.3 million in cost basis and which comprised 2.3% and 2.6% of Main Street’s Investment Portfolio at fair value and cost, respectively. As of December 31, 2023, Main Street held no short-term portfolio investments.

As discussed further in Note A.1. — Organization and Basis of Presentation — Organization, Main Street holds an investment in the External Investment Manager, a wholly-owned subsidiary that is treated as a portfolio investment. As of ~~June 30, 2023,~~March 31, 2024, this investment had a fair value of ~~$134.0~~$185.3 million and a cost basis of $29.5 million, which comprised ~~3.2%~~4.1% and ~~0.8%~~0.7% of Main Street’s Investment Portfolio at fair value and cost, respectively. As of December 31, ~~2022,~~2023, this investment had a fair value of ~~$122.9~~$174.1 million and a cost basis of $29.5 million, which comprised ~~3.0%~~4.1% and 0.8% of Main Street’s Investment Portfolio at fair value and cost, respectively.

The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments, as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information ~~excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager, which are discussed above).~~

Cost: June 30, 2023 December 31, 2022
First lien debt 83.8 % 85.0 %
Equity 15.5 14.2
Second lien debt 0.3 0.3
Equity warrants 0.2 0.2
Other 0.2 0.3
100.0 % 100.0 %

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Fair Value: June 30, 2023 December 31, 2022
First lien debt 73.3 % 75.2 %
Equity 25.9 24.1
Second lien debt 0.4 0.3
Equity warrants 0.2 0.1
Other 0.2 0.3
100.0 % 100.0 %
excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager, which are discussed above).


Cost:	March 31, 2024		December 31, 2023
First lien debt	83.0	%	82.7	%
Equity	16.5		16.8
Second lien debt	0.1		0.1
Equity warrants	0.2		0.2
Other	0.2		0.2
	100.0	%	100.0	%


Fair Value:	March 31, 2024		December 31, 2023
First lien debt	71.6	%	71.6	%
Equity	27.8		27.8
Second lien debt	0.2		0.2
Equity warrants	0.2		0.2
Other	0.2		0.2

	100.0	%	100.0	%

The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments by geographic region of the United States and other countries at cost and fair value as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments, as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager). The geographic composition is determined by the location of the corporate headquarters of the portfolio company.


Cost:	Cost:		June 30, 2023		December 31, 2022		Cost:	March 31, 2024				December 31, 2023
West	West		25.6	%	28.5	%	West	26.7	%			25.8	%
Northeast	Northeast		21.6		19.0
Southwest	Southwest		19.3		20.1
Midwest	Midwest		16.0		16.3
Southeast	Southeast		15.1		14.0
Canada
Other Non-United States	Other Non-United States		1.7		1.5
Canada			0.7		0.6
			100.0	%	100.0	%
		100.0								100.0	%			100.0	%


Fair Value:	Fair Value:		June 30, 2023		December 31, 2022		Fair Value:	March 31, 2024				December 31, 2023
West	West		26.2	%	28.7	%	West	26.0	%			25.4	%
Southwest	Southwest		21.3		21.4
Northeast	Northeast		21.0		18.8
Midwest	Midwest		16.3		16.6
Southeast	Southeast		13.0		12.4
Canada
Other Non-United States	Other Non-United States		1.6		1.5
Canada			0.6		0.6
			100.0	%	100.0	%
		100.0								100.0	%			100.0	%

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Main Street’s LMM, Private Loan and Middle Market portfolio investments are in companies conducting business in a variety of industries. The following tables summarize the composition of Main Street’s total combined LMM, Private Loan and Middle Market portfolio investments by industry at cost and fair value as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager).


Cost:	Cost:		June 30, 2023		December 31, 2022		Cost:	March 31, 2024				December 31, 2023
Internet Software & Services	Internet Software & Services		8.9	%	8.0	%	Internet Software & Services	7.4	%			7.6	%
Machinery	Machinery		7.2		7.4
Professional Services
IT Services
Construction & Engineering
Diversified Consumer Services
Commercial Services & Supplies	Commercial Services & Supplies		6.1		6.7
Construction & Engineering			5.7		5.8
Health Care Providers & Services	Health Care Providers & Services		5.0		4.7
Diversified Consumer Services			4.9		4.5
IT Services			4.9		3.3
Professional Services			4.5		4.2
Distributors	Distributors		4.2		5.1
Textiles, Apparel & Luxury Goods			3.3		1.9
Leisure Equipment & Products			3.1		4.5
Containers & Packaging
Energy Equipment & Services	Energy Equipment & Services		3.1		3.7
Tobacco	Tobacco		3.1		3.1
Leisure Equipment & Products
Textiles, Apparel & Luxury Goods
Electrical Equipment
Aerospace & Defense
Computers & Peripherals	Computers & Peripherals		2.7		2.2
Specialty Retail	Specialty Retail		2.5		3.2
Media	Media		2.4		2.4
Software	Software		2.0		1.9
Building Products	Building Products		1.8		1.9
Aerospace & Defense			1.8		2.3
Containers & Packaging			1.7		2.6
Diversified Telecommunication Services			1.7		1.9
Food Products
Diversified Financial Services
Food & Staples Retailing
Auto Components	Auto Components		1.6		1.7
Food Products			1.6		1.6
Electronic Equipment, Instruments & Components	Electronic Equipment, Instruments & Components		1.6		1.6
Electrical Equipment			1.5		1.0
Health Care Equipment & Supplies
Internet & Catalog Retail
Communications Equipment	Communications Equipment		1.5		1.8
Diversified Financial Services			1.5		1.5
Internet & Catalog Retail			1.3		1.3
Health Care Equipment & Supplies			1.3		1.3
Food & Staples Retailing			1.1		1.2
Hotels, Restaurants & Leisure	Hotels, Restaurants & Leisure		1.1		1.1
Household Products
Chemicals	Chemicals		1.0		1.1
Household Products			1.0		0.4

Other (1)			3.3		3.1
			100.0	%	100.0	%
Other
		100.0								100.0	%			100.0	%

____________________

(1)Includes various industries with each industry individually less than 1.0% of the total combined LMM, Private Loan and Middle Market portfolio investments at each date.

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)


Fair Value:	Fair Value:		June 30, 2023		December 31, 2022		Fair Value:	March 31, 2024				December 31, 2023
Machinery	Machinery		8.3	%	8.4	%	Machinery	8.6	%			8.8	%
Diversified Consumer Services
Professional Services
Internet Software & Services	Internet Software & Services		7.4		6.8
Diversified Consumer Services			7.1		6.8
Construction & Engineering	Construction & Engineering		5.6		5.7
Commercial Services & Supplies			5.2		6.1
Professional Services			5.1		3.8
Health Care Providers & Services			4.7		4.3
Distributors			4.5		5.5
IT Services	IT Services		4.4		3.1
Computers & Peripherals	Computers & Peripherals		3.8		3.0
Distributors
Health Care Providers & Services
Commercial Services & Supplies
Containers & Packaging
Tobacco	Tobacco		3.3		3.4
Energy Equipment & Services
Specialty Retail	Specialty Retail		3.1		3.5
Electrical Equipment
Aerospace & Defense
Media	Media		2.9		3.0
Leisure Equipment & Products	Leisure Equipment & Products		2.8		4.0
Textiles, Apparel & Luxury Goods	Textiles, Apparel & Luxury Goods		2.8		1.8
Energy Equipment & Services			2.7		2.7
Software	Software		2.1		2.1
Containers & Packaging			1.9		2.8
Aerospace & Defense			1.7		2.2
Diversified Financial Services
Food Products	Food Products		1.7		1.8
Building Products	Building Products		1.6		1.9
Electrical Equipment			1.6		1.0
Auto Components	Auto Components		1.5		1.6
Diversified Telecommunication Services			1.5		1.8
Diversified Financial Services			1.4		1.7
Food & Staples Retailing
Air Freight & Logistics
Internet & Catalog Retail	Internet & Catalog Retail		1.2		1.3
Construction Materials	Construction Materials		1.1		1.0
Air Freight & Logistics			1.1		0.9
Health Care Equipment & Supplies	Health Care Equipment & Supplies		1.0		1.0
Chemicals			0.9		1.1

Food & Staples Retailing			0.8		1.1

Other (1)			5.2		4.8
			100.0	%	100.0	%
Other
		100.0								100.0	%			100.0	%

____________________

(1)Includes various industries with each industry individually less than 1.0% of the total combined LMM, Private Loan and Middle Market portfolio investments at each date.

At ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street had no portfolio investment that was greater than 10% of the Investment Portfolio at fair value.

Unconsolidated Significant Subsidiaries

In accordance with Rules 3-09 and 4-08(g) of Regulation S-X, Main Street must determine which of its unconsolidated controlled portfolio companies, if any, are considered “significant subsidiaries.” In evaluating its unconsolidated controlled portfolio companies in accordance with Regulation S-X, there are two tests that Main Street must utilize to determine if any of Main Street’s Control Investments (as defined in Note A–A — Organization and Basis of

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

Presentation, including those unconsolidated portfolio companies defined as Control Investments in which Main Street does not own greater than 50% of the voting securities nor have rights to maintain greater than 50% of the board

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

representation) are considered significant subsidiaries: the investment test and the income test. The investment test is generally measured by dividing Main Street’s investment in the Control Investment by the value of Main Street’s total investments. The income test is generally measured by dividing the absolute value of the combined sum of total investment income, net realized gain (loss) and net unrealized appreciation (depreciation) from the relevant Control Investment for the period being tested by the absolute value of Main Street’s change in net assets resulting from operations for the same period. Rules 3-09 and 4-08(g) of Regulation S-X require Main Street to include (1) separate audited financial statements of an unconsolidated majority-owned subsidiary (Control Investments in which Main Street owns greater than 50% of the voting securities) in an annual report and (2) summarized financial information of a Control Investment in a quarterly report, respectively, if certain thresholds of the investment or income tests are exceeded and the unconsolidated portfolio company qualifies as a significant subsidiary.

As of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, Main Street had no single investment that qualified as a significant subsidiary under either the investment or income tests.

NOTE D — EXTERNAL INVESTMENT MANAGER

As discussed further in Note A.1. — Organization and Basis of Presentation — Organization and Note C — Fair Value Hierarchy for Investments — Portfolio Composition — Investment Portfolio Composition, the External Investment Manager provides investment management and other services to External Parties. The External Investment Manager is accounted for as a portfolio investment of MSCC since the External Investment Manager conducts all of its investment management activities for External Parties.

The External Investment Manager serves as the investment adviser and administrator to MSC Income ~~Fund, Inc. (“MSC Income”)~~ pursuant to an Investment Advisory and Administrative Services Agreement entered into in October 2020 between the External Investment Manager and MSC Income (the “Advisory Agreement”). Under the Advisory Agreement, the External Investment Manager earns a 1.75% annual base management fee on MSC Income’s average total assets, an incentive fee equal to 20% of pre-investment fee net investment income above a specified investment return hurdle rate and a 20% incentive fee on cumulative net realized capital gains in exchange for providing advisory services to MSC Income.

As described more fully in Note L — Related Party Transactions, the External Investment Manager also serves as the investment adviser and administrator to MS Private Loan Fund I, LP (the “Private Loan Fund”) and MS Private Loan Fund II, LP (the “Private Loan Fund II”), each a private investment fund with a strategy to co-invest with Main Street in Private Loan portfolio ~~investments (the “Private Loan Fund”).~~investments. The External Investment Manager entered into ~~an Investment Management Agreement~~investment management agreements in December 2020 with the Private Loan Fund and in September 2023 with the Private Loan Fund II, pursuant to which the External Investment Manager provides investment advisory and management services to ~~the Private Loan Fund~~each fund in exchange for an asset-based fee and certain incentive fees. The External Investment Manager may also advise other clients, including funds and separately managed accounts, pursuant to advisory and services agreements with such clients in exchange for asset-based and incentive fees.

The External Investment Manager provides administrative services for certain External Party clients that, to the extent not waived, are reported as administrative services fees. The administrative services fees generally represent expense reimbursements for a portion of the compensation, overhead and related expenses for certain professionals directly attributable to performing administrative services for clients. These fees are recognized as other revenue in the period in which the related services are rendered.

Main Street determines the fair value of the External Investment Manager using the Waterfall valuation method under the market approach (see further discussion in Note B.1. — Summary of Significant Accounting Policies — Valuation of the Investment Portfolio). Any change in fair value of the investment in the External Investment Manager is recognized on Main Street’s Consolidated Statements of Operations in “Net Unrealized Appreciation (Depreciation) — Control investments.”

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

~~agreement with its Taxable Subsidiary owner. Since the External Investment Manager is accounted for as a portfolio~~ investment of Main Street and is not included as a consolidated subsidiary of Main Street in its consolidated financial statements, and as a result of the tax sharing agreement with its Taxable Subsidiary owner, for financial reporting purposes the External Investment Manager is treated as if it is taxed at corporate income tax rates based on its taxable income and, as a result of its activities, may generate income tax expense or benefit. Main Street owns the External Investment Manager through the Taxable Subsidiary to allow MSCC to continue to comply with the “source-of-income” requirements contained in the RIC tax provisions of the Code. The taxable income, or loss, of the External Investment Manager may differ from its book income, or loss, due to temporary book and tax timing differences and permanent differences. As a result of the above described financial reporting and tax treatment, the External Investment Manager provides for any income tax expense, or benefit, and any tax assets or liabilities in its separate financial statements.

Main Street shares employees with the External Investment Manager and allocates costs related to such shared employees to the External Investment Manager generally based on a combination of the direct time spent, new investment ~~origination activity~~activities and assets under management, depending on the nature of the expense. The total contribution of the External Investment Manager to Main Street’s net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment Manager. For the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ the total contribution to Main Street’s net investment income was ~~$8.5~~$8.6 million and ~~$5.2 million, respectively. For the six months ended June 30, 2023 and 2022, the total contribution to Main Street’s net investment income was $16.6 million and $10.3~~$8.1 million, respectively.

Summarized financial information from the separate financial statements of the External Investment Manager as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 and for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


	As of March 31, 2024					As of March 31, 2024		As of December 31, 2023
	(dollars in thousands)						(dollars in thousands)
		As of June 30, 2023		As of December 31, 2022
		(dollars in thousands)

Accounts receivable - advisory clients
Accounts receivable - advisory clients
Accounts receivable - advisory clients	Accounts receivable - advisory clients	$	10,416	$	8,130
Intangible Asset	Intangible Asset	29,500		29,500
Total assets	Total assets	$	39,916	$	37,630

Accounts payable to MSCC and its subsidiaries	Accounts payable to MSCC and its subsidiaries	$	7,557	$	4,455
Accounts payable to MSCC and its subsidiaries
Accounts payable to MSCC and its subsidiaries
Dividend payable to MSCC and its subsidiaries	Dividend payable to MSCC and its subsidiaries	2,859		3,675
Equity	Equity	29,500		29,500
Total liabilities and equity	Total liabilities and equity	$	39,916	$	37,630

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
		(dollars in thousands)
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2024
		2024
		2024
		(dollars in thousands)
		(dollars in thousands)
		(dollars in thousands)
Management fee income	Management fee income	$	5,544	$	5,421	$	11,014	$	10,865
Incentive fees	Incentive fees	3,663		90		6,967		227
Incentive fees
Incentive fees
Administrative services fees
Administrative services fees
Administrative services fees	Administrative services fees	151		153		302		304
Total revenues	Total revenues	9,358		5,664		18,283		11,396
Total revenues
Total revenues
Expenses allocated from MSCC or its subsidiaries:
Expenses allocated from MSCC or its subsidiaries:
Expenses allocated from MSCC or its subsidiaries:	Expenses allocated from MSCC or its subsidiaries:
Salaries, share-based compensation and other personnel costs	Salaries, share-based compensation and other personnel costs	(4,897)		(2,653)		(9,165)		(4,913)
Salaries, share-based compensation and other personnel costs
Salaries, share-based compensation and other personnel costs
Other G&A expenses
Other G&A expenses
Other G&A expenses	Other G&A expenses	(791)		(809)		(1,520)		(1,366)
Total allocated expenses	Total allocated expenses	(5,688)		(3,462)		(10,685)		(6,279)
Total allocated expenses
Total allocated expenses
Other direct G&A expenses
Other direct G&A expenses
Other direct G&A expenses
Total expenses
Total expenses
Total expenses
Pre-tax income
Pre-tax income
Pre-tax income	Pre-tax income	3,670		2,202		7,598		5,117
Tax expense	Tax expense	(811)		(492)		(1,683)		(1,134)
Tax expense
Tax expense
Net income	Net income	$	2,859	$	1,710	$	5,915	$	3,983
Net income
Net income

NOTE E — DEBT

Summary of Main Street’s debt as of ~~June 30,~~March 31, 2024 is as follows:


	Outstanding Balance		Unamortized Debt Issuance (Costs)/Premiums (1)		Recorded Value		Estimated Fair Value (2)
	(dollars in thousands)
Corporate Facility	$	313,000	$	—	$	313,000	$	313,000
SPV Facility	10,000		—		10,000		10,000
July 2026 Notes	500,000		(1,206)		498,794		466,270
May 2024 Notes	450,000		45		450,045		449,933
March 2029 Notes	350,000		(3,531)		346,469		356,223
SBIC Debentures	286,200		(5,187)		281,013		220,824
December 2025 Notes	150,000		(906)		149,094		148,998
Total Debt	$	2,059,200	$	(10,785)	$	2,048,415	$	1,965,248

____________________

(1)The unamortized debt issuance costs for the Credit Facilities are reflected as Deferred financing costs on the Consolidated Balance Sheets, while the deferred debt issuance costs related to the July 2026 Notes, May 2024 Notes, March 2029 Notes, SBIC Debentures and December 2025 Notes are reflected as contra-liabilities on the Consolidated Balance Sheets.

(2)Estimated fair value for outstanding debt if Main Street had adopted the fair value option under ASC 825. See discussion of the methods used to estimate the fair value of Main Street’s debt in Note B.12. — Summary of Significant Accounting Policies — Fair Value of Financial Instruments.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Summary of Main Street’s debt as of December 31, 2023 is as follows:


		Outstanding Balance		Unamortized Debt Issuance (Costs)/Premiums (1)		Recorded Value		Estimated Fair Value (2)
		(dollars in thousands)
	Outstanding Balance									Outstanding Balance	Unamortized Debt Issuance (Costs)/Premiums (1)	Recorded Value	Estimated Fair Value (2)
	(dollars in thousands)											(dollars in thousands)
Corporate Facility	Corporate Facility	$	410,000	$	—	$	410,000	$	410,000
SPV Facility	SPV Facility	170,000		—		170,000		170,000
July 2026 Notes	July 2026 Notes	500,000		(1,601)		498,399		440,345
May 2024 Notes	May 2024 Notes	450,000		454		450,454		442,926
SBIC Debentures	SBIC Debentures	350,000		(6,057)		343,943		290,232
December 2025 Notes	December 2025 Notes	150,000		(1,294)		148,706		153,929
Total Debt	Total Debt	$	2,030,000	$	(8,498)	$	2,021,502	$	1,907,432

____________________

(1)The unamortized debt issuance costs for the Credit Facilities are reflected as Deferred financing costs on the Consolidated Balance Sheets, while the deferred debt issuance costs related to the July 2026 Notes, May 2024 Notes, SBIC Debentures and December 2025 Notes are reflected as contra-liabilities on the Consolidated Balance Sheets.

(2)Estimated fair value for outstanding debt if Main Street had adopted the fair value option under ASC 825. See discussion of the methods used to estimate the fair value of Main Street’s debt in Note ~~B.11. — Summary of Significant Accounting Policies — Fair Value of Financial Instruments.~~

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

~~Summary of debt as of December 31, 2022 is as follows:~~

Outstanding
Balance
Unamortized Debt
Issuance
(Costs)/Premiums (1)
Recorded Value
Estimated Fair
Value (2)
(dollars in thousands)
Corporate Facility $ 407,000 $ — $ 407,000 $ 407,000
SPV Facility 200,000 — 200,000 200,000
July 2026 Notes 500,000 (1,864) 498,136 434,250
May 2024 Notes 450,000 727 450,727 444,749
SBIC Debentures 350,000 (6,086) 343,914 290,204
December 2025 Notes 100,000 (675) 99,325 106,607
Total Debt $ 2,007,000 $ (7,898) $ 1,999,102 $ 1,882,810
~~____________________~~

~~(1)~~The unamortized debt issuance costs for the Credit Facilities are reflected as Deferred financing costs on the Consolidated Balance Sheets, while the deferred debt issuance costs related to the July 2026 Notes, May 2024 Notes, SBIC Debentures and December 2025 Notes are reflected as contra-liabilities on the Consolidated Balance Sheets.

~~(2)Estimated fair value for outstanding debt if Main Street had adopted the fair value option under ASC 825. See discussion of the methods used to estimate the fair value of Main Street’s debt in~~ ~~Note B.11.~~B.12. — Summary of Significant Accounting Policies — Fair Value of Financial Instruments.

Summarized interest expense for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


		Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
		(dollars in thousands)
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2024
		2024
		2024
		(dollars in thousands)
		(dollars in thousands)
		(dollars in thousands)
Corporate Facility	Corporate Facility	$	7,898	$	2,640	$	14,508	$	4,698
SPV Facility	SPV Facility	3,511		—		6,941		—
SPV Facility
SPV Facility
July 2026 Notes
July 2026 Notes
July 2026 Notes	July 2026 Notes	3,882		3,882		7,763		7,763
May 2024 Notes	May 2024 Notes	5,714		5,713		11,427		11,428
May 2024 Notes
May 2024 Notes
March 2029 Notes
March 2029 Notes
March 2029 Notes
SBIC Debentures
SBIC Debentures
SBIC Debentures	SBIC Debentures	2,718		2,827		5,470		5,627
December 2025 Notes	December 2025 Notes	3,031		—		5,643		—
December 2022 Notes		—		2,233		—		4,466
December 2025 Notes
December 2025 Notes

Total Interest Expense	Total Interest Expense	$	26,754	$	17,295	$	51,752	$	33,982

Total Interest Expense

Total Interest Expense

Corporate Facility

Main Street maintains the Corporate Facility to provide additional liquidity to support its investment and operational activities. As of ~~June 30, 2023,~~March 31, 2024, the Corporate Facility included total commitments of ~~$980.0~~$995.0 million from a diversified group of 18 lenders and contained an accordion feature with the right to request an increase in commitments under the facility from new and existing lenders on the same terms and conditions as the existing commitments up to a total of $1.4 billion. The revolving period under the Corporate Facility expires in August 2026 and the Corporate Facility is scheduled to mature in August 2027.

As of ~~June 30, 2023,~~March 31, 2024, borrowings under the Corporate Facility bore interest, subject to Main Street’s election and resetting on a monthly basis on the first of each month, on a per annum basis at a rate equal to the applicable SOFR rate plus an applicable credit spread adjustment of 0.10% plus (i) 1.875% (or the applicable Prime rate plus 0.875%) as long as Main Street meets certain agreed upon excess collateral and maximum leverage requirements or (ii) 2.0% (or the applicable Prime Rate plus 1.0%) otherwise. Main Street pays unused commitment fees of 0.25% per annum on the unused lender

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

commitments under the Corporate Facility. The Corporate Facility is secured by a first lien on the assets of MSCC and its subsidiaries, excluding the equity ownership or assets of the Funds and the External Investment Manager. In connection with the Corporate Facility, MSCC has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities.

As of ~~June 30, 2023,~~March 31, 2024, the interest rate on the Corporate Facility was ~~7.1%~~7.3%. The average interest rate for borrowings under the Corporate Facility was ~~7.0%~~7.3% and ~~2.7%~~6.5% for the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022, respectively, and 6.7% and 2.3% for the six months ended June 30, 2023 and 2022,~~ respectively. As of ~~June 30, 2023,~~March 31, 2024, Main Street was in compliance with all financial covenants of the Corporate Facility.

SPV Facility

~~In November 2022 and December 2022,~~Main Street, through MSCC Funding I, LLC (“MSCC Funding”), a wholly-owned Structured Subsidiary that primarily holds ~~originated loan~~debt investments, ~~entered into (i)~~maintains the SPV Facility ~~with MSCC as collateral manager~~to finance its investment and (ii) a lender joinder agreement (the “Joinder Agreement”) to the SPV Facility that increased the total number of lenders from three to four lenders and increased the total commitments under the SPV Facility from $240.0 million to $255.0 million, respectively.operational activities. As of ~~June 30, 2023,~~March 31, 2024, the SPV Facility included total commitments of ~~$255.0~~$430.0 million from a diversified group of six lenders and contained an accordion feature, subject to the satisfaction of various conditions, that could bring total commitments and borrowing availability to up to $450.0 million. The revolving period under the SPV Facility expires in November 2025 and the SPV Facility is scheduled to mature in November 2027. Advances under the SPV Facility bear interest at a per annum rate equal to the one-month SOFR in effect, plus a 0.10% credit spread adjustment plus an applicable margin of 2.50% during the revolving period and 2.625% and 2.75% during the first and second years thereafter, respectively. MSCC Funding pays a commitment fee of 0.50% per annum on the unused lender commitments up to 35% of the total lender commitments and 0.75% per annum on the unused lender commitments greater than 35% of the total lender commitments. The SPV Facility is secured by a collateral loan on the assets of MSCC Funding and its subsidiaries. In connection with the SPV Facility, MSCC Funding has made customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar credit facilities.

As of ~~June 30, 2023,~~March 31, 2024, the interest rate on the SPV Facility was ~~7.8%~~7.9%. The average interest rate for borrowings under the SPV Facility was ~~7.6%~~7.9% and 7.1% for the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 7.4% for the six months ended June 30, 2023.~~respectively. As of ~~June 30, 2023,~~March 31, 2024, MSCC Funding was in compliance with all financial covenants of the SPV Facility.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

MSCC ~~Funding~~Funding’s balance sheets as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 are as follows:

Balance Sheets

(dollars in thousands)

June 30, 2023

December 31, 2022

(Unaudited)

March 31, 2024

December 31, 2023

(Unaudited)

ASSETS

Investments at fair value:

Non-Control Investments (cost: $318,309 and $314,752 as of June 30, 2023 and December 31, 2022, respectively)

320,629

316,507

Non-Control Investments (cost: $303,482 and $315,373 as of March 31, 2024 and December 31, 2023, respectively)

Cash and cash equivalents

8,200

10,838

Cash and cash equivalents

Interest and dividend receivable and other assets

2,748

2,828

Accounts receivable to MSCC and its subsidiaries

—

556

Receivable for securities sold

—

369

Deferred financing costs (net of accumulated amortization of $426 and $141 as of June 30, 2023 and December 31, 2022, respectively)

2,568

2,630

Deferred financing costs (net of accumulated amortization of $1,028 and $783 as of March 31, 2024 and December 31, 2023, respectively)

Total assets

334,145

333,728

LIABILITIES

SPV Facility

170,000

200,000

Accounts payable and other liabilities

7,032

112

SPV Facility

Accounts payable and other liabilities to affiliates

Interest payable

1,138

1,272

Total liabilities

178,170

201,384

Total liabilities

NET ASSETS

Contributed capital

138,163

126,010

Total undistributed earnings

17,812

6,334

Total undistributed earnings

Total net assets

155,975

132,344

Total liabilities and net assets

334,145

333,728

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

MSCC ~~Funding statement~~Funding’s statements of operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023 are as follows:

~~Statement~~Statements of Operations

(dollars in thousands)

(Unaudited)

Three Months Ended March 31,

2024

2023

INVESTMENT INCOME:

Interest, fee and dividend income:

Three Months Ended

Six Months Ended

Non‑Control/Non‑Affiliate investments

June 30, 2023

INVESTMENT INCOME:

Interest, fee and dividend income:

Non‑Control/Non‑Affiliate investments

9,873

18,590

Total investment income

9,873

18,590

EXPENSES:

Interest

(3,512)

(6,940)

Interest

Management Fee to MSCC

(410)

(686)

General and administrative

(19)

(51)

Total expenses

(3,941)

(7,677)

NET INVESTMENT INCOME

5,932

10,913

NET UNREALIZED APPRECIATION:

NET UNREALIZED APPRECIATION (DEPRECIATION):

Non‑Control/Non‑Affiliate investments

1,956

565

Total net unrealized appreciation

1,956

565

Non‑Control/Non‑Affiliate investments

Total net unrealized depreciation

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

7,888

11,478

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS

July 2026 Notes

In January 2021, Main Street issued $300.0 million in aggregate principal amount of 3.00% unsecured notes due July 14, 2026 (the “July 2026 Notes”) at an issue price of 99.004%. Subsequently, in October 2021, Main Street issued an additional $200.0 million aggregate principal amount of the July 2026 Notes at an issue price of 101.741%. The July 2026 Notes issued in October 2021 have identical terms as, and are a part of a single series with, the July 2026 Notes issued in January 2021. The July 2026 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The July 2026 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The July 2026 Notes bear interest at a rate of 3.00% per year payable semiannually on January 14 and July 14 of each year.

As of ~~June 30, 2023,~~March 31, 2024, Main Street was in compliance with all covenants and other requirements of the July 2026 Notes.

May 2024 Notes

In April 2019, Main Street issued $250.0 million in aggregate principal amount of 5.20% unsecured notes due May 1, 2024 (the “May 2024 Notes”) at an issue price of 99.125%. Subsequently, in December 2019, Main Street issued an additional $75.0 million aggregate principal amount of the May 2024 Notes at an issue price of 105.0% and, in July 2020, Main Street issued an additional $125.0 million aggregate principal amount at an issue price of 102.7%. The May 2024 Notes issued in December 2019 and July 2020 have identical terms as, and are a part of a single series with, the May 2024 Notes issued in April 2019. The May 2024 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The May 2024 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The May 2024 Notes bear interest at a rate of 5.20% per year payable semiannually on May 1 and November 1 of each year.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

As of ~~June 30, 2023,~~March 31, 2024, Main Street was in compliance with all covenants and other requirements of the May 2024 Notes.

March 2029 Notes

In January 2024, Main Street issued $350.0 million in aggregate principal amount of 6.95% unsecured notes due March 1, 2029 (the “March 2029 Notes”) at an issue price of 99.865%. The March 2029 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The March 2029 Notes may be redeemed in whole or in part at any time at Main Street’s option subject to certain make-whole provisions. The March 2029 Notes bear interest at a rate of 6.95% per year payable semiannually on March 1 and September 1 of each year.

As of March 31, 2024, Main Street was in compliance with all covenants and other requirements of the March 2029 Notes.

SBIC Debentures

Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. Main Street’s SBIC debentures payable, under existing SBA-approved commitments, were $286.2 million and $350.0 million as of ~~both June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023, respectively. SBIC debentures provide for interest to be paid semiannually, with principal due at the applicable 10-year maturity date of each debenture. Main Street expects to maintain SBIC debentures under the SBIC program in the future, subject to periodic repayments and borrowings, in an amount up to the regulatory maximum amount for affiliated SBIC funds. On March 1, 2024, Main Street repaid $63.8 million of debentures that had reached maturity dates. The weighted-average annual interest rate on the SBIC debentures was ~~3.0%~~2.8% and ~~2.9%~~3.0% as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, respectively. The first principal maturity due under the existing SBIC debentures is in ~~2024,~~2027, and the weighted-average remaining duration as of ~~June 30, 2023~~March 31, 2024 was ~~5.1~~5.4 years. In accordance with SBIC regulations, the Funds are precluded from incurring additional non-SBIC debt without the prior approval of the SBA.

As of ~~June 30, 2023,~~March 31, 2024, the SBIC debentures consisted of (i) ~~$175.0~~$111.2 million par value of SBIC debentures outstanding issued by MSMF, with a recorded value of ~~$171.8~~$108.4 million that was net of unamortized debt issuance costs of ~~$3.2~~$2.8 million and (ii) $175.0 million par value of SBIC debentures issued by MSC III with a recorded value of ~~$172.2~~$172.6 million that was net of unamortized debt issuance costs of ~~$2.8~~$2.4 million.

December 2025 Notes

In December 2022, Main Street issued $100.0 million in aggregate principal amount of 7.84% Series A unsecured notes due December 23, 2025 (the “December 2025 Series A Notes”) at par. In February 2023, Main Street issued an additional $50.0 million in aggregate principal amount of 7.53% Series B unsecured notes due December 23, 2025 (the “December 2025 Series B Notes” and, together with the December 2025 Series A Notes, the “December 2025 Notes”), at par. The December 2025 Notes are unsecured obligations and rank pari passu with Main Street’s current and future unsecured indebtedness. The December 2025 Notes may be redeemed in whole or in part at any time at Main Street’s option at par plus accrued interest to the prepayment date, subject to certain make-whole provisions. The December 2025 Series A Notes and the December 2025 Series B Notes bear interest at a rate of 7.84% and 7.53% per year, respectively, payable semiannually on June 23 and December 23 of each year. In addition, Main Street is obligated to offer to repay the December 2025 Notes at par plus accrued and unpaid interest if certain change in control events occur. The December 2025 Notes will bear interest at an increased rate from the date that (i) the December 2025 Notes receive a below investment grade rating by a rating agency if there is one or two rating agencies providing ratings of the December 2025 Notes, or two-thirds of the rating agencies if there are three rating agencies who are rating the notes (a “Below Investment Grade Event”), or (ii) the ratio of the Company’s consolidated secured indebtedness (other than indebtedness of the Funds or any Structured Subsidiaries) to the value of its consolidated total assets is greater than 0.35 to 1.00 (a “Secured Debt Ratio Event”), to and until the date on which the Below Investment Grade Event and the Secured Debt Ratio Event are no longer continuing. The governing agreement for the December 2025 Notes contains customary terms and conditions for senior unsecured notes issued in a private placement, as well as customary events of default with customary cure and notice periods.

~~As of June 30, 2023, Main Street was in compliance with all covenants and other requirements of the December 2025 Notes.~~

~~December 2022 Notes~~

In November 2017, Main Street issued $185.0 million in aggregate principal amount of 4.50% unsecured notes due December 1, 2022 (the “December 2022 Notes”) at an issue price of 99.16%. The December 2022 Notes bore interest at a rate of 4.50% per year payable semiannually on June 1 and December 1 of each year. In December 2022, Main Street repaid the entire principal amount of the issued and outstanding December 2022 Notes at par value plus the accrued and unpaid interest.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

As of March 31, 2024, Main Street was in compliance with all covenants and other requirements of the December 2025 Notes.

NOTE F — FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights of Main Street for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022:~~2023:


			Six Months Ended June 30,
		Three Months Ended March 31,								Three Months Ended March 31,
Per Share Data:	Per Share Data:		2023		2022		Per Share Data:	2024	2023
NAV at the beginning of the period	NAV at the beginning of the period		$	26.86	$	25.29
Net investment income (1)	Net investment income (1)		2.08		1.47
Net realized loss (1)(2)	Net realized loss (1)(2)		(1.30)		(0.02)
Net unrealized appreciation (depreciation) (1)(2)			1.75		(0.14)
Income tax benefit (provision) (1)(2)			(0.21)		(0.21)
Net unrealized appreciation (1)(2)
Income tax provision (1)(2)
Net increase in net assets resulting from operations (1)	Net increase in net assets resulting from operations (1)		2.32		1.10
Dividends paid from net investment income	Dividends paid from net investment income		(1.75)		(1.44)

Dividends paid
Dividends paid
Dividends paid	Dividends paid		(1.75)		(1.44)
Impact of the net change in monthly dividends declared prior to the end of the period and paid in the subsequent period	Impact of the net change in monthly dividends declared prior to the end of the period and paid in the subsequent period		(0.01)		—
Accretive effect of stock offerings (issuing shares above NAV per share)	Accretive effect of stock offerings (issuing shares above NAV per share)		0.31		0.48
Accretive effect of DRIP issuance (issuing shares above NAV per share)	Accretive effect of DRIP issuance (issuing shares above NAV per share)		0.05		0.05
Other (3)	Other (3)		(0.09)		(0.11)
NAV at the end of the period	NAV at the end of the period		$	27.69	$	25.37
Market value at the end of the period	Market value at the end of the period		$	40.03	$	38.53
Shares outstanding at the end of the period	Shares outstanding at the end of the period		81,431,006		73,517,558		Shares outstanding at the end of the period	85,163,633	79,794,089

____________________

(1)Based on weighted-average number of common shares outstanding for the period.

(2)Net realized gains or losses, net unrealized appreciation or depreciation, and income tax provision or benefit can fluctuate significantly from period to period.

(3)Includes the impact of the different share amounts as a result of calculating certain per share data based on the weighted-average basic shares outstanding during the period and certain per share data based on the shares outstanding as of a period end or transaction date.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)


			Six Months Ended June 30,
			2023			2022
			(dollars in thousands)
		Three Months Ended March 31,															Three Months Ended March 31,
		2024											2024					2023
		(dollars in thousands)															(dollars in thousands)
NAV at end of period	NAV at end of period		$	2,254,948		$	1,865,163		NAV at end of period	$	2,515,970			$	2,172,922
Average NAV	Average NAV		$	2,178,819		$	1,842,554		Average NAV	$	2,496,685			$	2,140,754
Average outstanding debt	Average outstanding debt		$	1,991,714		$	1,793,857		Average outstanding debt	$	1,943,050			$	1,992,000
Ratio of total expenses, including income tax expense, to average NAV (1)(2)	Ratio of total expenses, including income tax expense, to average NAV (1)(2)		2.32		%	3.97		%	Ratio of total expenses, including income tax expense, to average NAV (1)(2)	2.11		%		2.21		%
Ratio of operating expenses to average NAV (2)(3)	Ratio of operating expenses to average NAV (2)(3)		1.92		%	3.13		%	Ratio of operating expenses to average NAV (2)(3)	1.67		%		1.84		%
Ratio of operating expenses, excluding interest expense, to average NAV (2)(3)	Ratio of operating expenses, excluding interest expense, to average NAV (2)(3)		0.69		%	1.28		%	Ratio of operating expenses, excluding interest expense, to average NAV (2)(3)	0.60		%		0.67		%
Ratio of net investment income to average NAV (2)	Ratio of net investment income to average NAV (2)		3.93		%	5.80		%	Ratio of net investment income to average NAV (2)	3.60		%		3.78		%
Portfolio turnover ratio (2)	Portfolio turnover ratio (2)		7.76		%	10.48		%	Portfolio turnover ratio (2)	3.96		%		1.54		%
Total investment return (2)(4)	Total investment return (2)(4)		13.26		%	(10.96)		%	Total investment return (2)(4)	11.93		%		9.13		%
Total return based on change in NAV (2)(5)	Total return based on change in NAV (2)(5)		5.05		%	4.47		%	Total return based on change in NAV (2)(5)	4.33		%		3.77		%

____________________

(1)Total expenses are the sum of operating expenses and net income tax provision. Net income tax provision includes the accrual of net deferred tax provision relating to the net unrealized appreciation or depreciation on portfolio investments held in Taxable Subsidiaries and due to the change in the loss carryforwards, which are non-cash in nature and may vary significantly from period to period. Main Street is required to include net deferred tax provision in calculating its total expenses even though these net deferred taxes are not currently payable or receivable.

(2)Not annualized.

(3)Unless otherwise noted, operating expenses include interest, compensation, general and administrative and share-based compensation expenses, net of expenses allocated to the External Investment Manager of ~~$10.7~~$5.6 million and ~~$6.3~~$5.0 million for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively.

(4)Total investment return is based on the purchase of stock at the current market price on the first day and a sale at the current market price on the last day of each period reported on the table and assumes reinvestment of dividends at prices obtained by Main Street’s dividend reinvestment plan during the period. The return does not reflect any sales load that may be paid by an investor.

(5)Total return based on change in NAV was calculated using the sum of ending NAV plus dividends to stockholders and other non-operating changes during the period, divided by the beginning NAV. Non-operating changes include any items that affect NAV other than the net increase in net assets resulting from operations, such as the effects of stock offerings, shares issued under the DRIP and equity incentive plans and other miscellaneous items.

NOTE G — DIVIDENDS, DISTRIBUTIONS AND TAXABLE INCOME

Main Street currently pays regular monthly dividends to its stockholders and periodically pays supplemental dividends to its stockholders. Future dividends, if any, will be determined by its Board of Directors on a quarterly basis. Main Street paid regular monthly dividends of ~~$0.225~~$0.24 per share, totaling ~~$54.3~~$61.3 million, or $0.72 per share, for the three months ended March 31, 2024, compared to total regular monthly dividends of $53.6 million, or $0.675 per share, for the three months ended June 30, 2023, and $107.9 million, or $1.35 per share, for the six months ended June 30, 2023, compared to aggregate regular monthly dividends of $47.1 million, or $0.645 per share, for the three months ended June 30, 2022, and $93.1 million, or $1.29 per share, for the six months ended June 30, 2022.March 31, 2023. Main Street also paid a supplemental dividend of ~~$18.2~~$25.6 million, or ~~$0.225~~$0.30 per share, during the three months ended ~~June 30, 2023, and $32.2 million, or $0.40 per share, during the six months ended June 30, 2023,~~March 31, 2024, compared to supplemental dividends paid of ~~$5.5~~$14.0 million, or ~~$0.075~~$0.175 per share, during the three months ended ~~June 30, 2022, and $10.9 million, or $0.15 per share, during the six months ended June 30, 2022.~~March 31, 2023.

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

which are treated as disregarded entities for tax purposes. As a RIC, MSCC generally will not pay corporate-level U.S. federal income taxes on any net ordinary taxable income or capital gains that MSCC distributes to its stockholders. MSCC must generally distribute at least 90% of its “investment company taxable income” (which is generally its net ordinary

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

taxable income and realized net short-term capital gains in excess of realized net long-term capital losses) and 90% of its tax-exempt income to maintain its RIC status (pass-through tax treatment for amounts distributed). As part of maintaining RIC status, undistributed taxable income (subject to a 4% non-deductible U.S. federal excise tax) pertaining to a given fiscal year may be distributed up to twelve months subsequent to the end of that fiscal year, provided such dividends are declared on or prior to the later of (i) filing of the U.S. federal income tax return for the applicable fiscal year or (ii) the fifteenth day of the ninth month following the close of the year in which such taxable income was generated.

The determination of the tax attributes for Main Street’s distributions is made annually, based upon its taxable income for the full year and distributions paid for the full year. Therefore, a determination made on an interim basis may not be representative of the actual tax attributes of distributions for a full year. Ordinary dividend distributions from a RIC do not qualify for the 20% maximum tax rate (plus a 3.8% Medicare surtax, if applicable) on dividend income from domestic corporations and qualified foreign corporations, except to the extent that the RIC received the income in the form of qualifying dividends from domestic corporations and qualified foreign corporations. The tax attributes for distributions will generally include both ordinary income and qualified dividends, but may also include either one or both of capital gains and return of capital.

Listed below is a reconciliation of “Net increase in net assets resulting from operations” to taxable income and to total distributions declared to common stockholders for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.


		Six Months Ended June 30,
		2023		2022
		(estimated, dollars in thousands)
	Three Months Ended March 31,						Three Months Ended March 31,
	2024					2024		2023
	(estimated, dollars in thousands)						(estimated, dollars in thousands)
Net increase in net assets resulting from operations	Net increase in net assets resulting from operations	$	186,107	$	79,953
Book-tax difference from share-based compensation expense	Book-tax difference from share-based compensation expense	(7,646)		(6,906)
Net unrealized (appreciation) depreciation		(140,059)		9,841
Net unrealized appreciation
Income tax provision	Income tax provision	16,760		15,417
Pre-tax book (income) loss not consolidated for tax purposes	Pre-tax book (income) loss not consolidated for tax purposes	44,328		(9,249)
Book income and tax income differences, including debt origination, structuring fees, dividends, realized gains and changes in estimates	Book income and tax income differences, including debt origination, structuring fees, dividends, realized gains and changes in estimates	45,352		13,568
Estimated taxable income (1)	Estimated taxable income (1)	144,842		102,624
Taxable income earned in prior year and carried forward for distribution in current year	Taxable income earned in prior year and carried forward for distribution in current year	49,216		50,834
Taxable income earned prior to period end and carried forward for distribution next period	Taxable income earned prior to period end and carried forward for distribution next period	(71,501)		(64,509)
Dividend payable as of period end and paid in the following period	Dividend payable as of period end and paid in the following period	18,729		15,673
Total distributions accrued or paid to common stockholders	Total distributions accrued or paid to common stockholders	$	141,286	$	104,622

____________________

(1)MSCC’s taxable income for each period is an estimate and will not be finally determined until ~~the company~~MSCC files its tax return for each year. Therefore, the final taxable income, and the taxable income earned in each period and carried forward for distribution in the following period, may be different than this estimate.

The Taxable Subsidiaries primarily hold certain equity investments for Main Street. The Taxable Subsidiaries permit Main Street to hold equity investments in portfolio companies which are “pass-through” entities for tax purposes and to continue to comply with the “source-of-income” requirements contained in the RIC tax provisions of the Code. The Taxable Subsidiaries are consolidated with MSCC for U.S. GAAP financial reporting purposes, and the portfolio investments held by the Taxable Subsidiaries are included in Main Street’s consolidated financial statements as portfolio investments and recorded at fair value. The Taxable Subsidiaries are not consolidated with MSCC for income tax purposes and may generate income tax expense, or benefit, and tax assets and liabilities, as a result of their ownership of certain portfolio investments. The taxable income, or loss, of the Taxable Subsidiaries may differ from their book income, or loss,

~~Table of contents~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

due to temporary book and tax timing differences and permanent differences. The Taxable Subsidiaries are each taxed at corporate income tax rates based on their taxable income. The income tax expense, or benefit, if any, and the related tax assets and liabilities, of the Taxable Subsidiaries are reflected in Main Street’s consolidated financial statements.

Table of contents

MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

The income tax ~~expense (benefit)~~provision for Main Street is generally composed of (i) deferred tax expense, ~~(benefit),~~ which is primarily the result of the net activity relating to the portfolio investments held in the Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation or depreciation and other temporary book tax differences, and (ii) current tax expense, which is primarily the result of current U.S. federal income and state taxes and excise taxes on Main Street’s estimated undistributed taxable income. The income tax expense, or benefit, and the related tax assets and liabilities generated by the Taxable Subsidiaries, if any, are reflected in Main Street’s Consolidated Statements of Operations. Main Street’s provision for income taxes was comprised of the following for the three ~~and six~~ months ended ~~June 30, 2023~~March 31, 2024 and ~~2022:~~2023:


		Three Months Ended June 30,				Six Months Ended June 30,
		2023		2022		2023		2022
		(dollars in thousands)
		Three Months Ended March 31,
		Three Months Ended March 31,
		Three Months Ended March 31,
		2024
		2024
		2024
		(dollars in thousands)
		(dollars in thousands)
		(dollars in thousands)
Current tax expense:	Current tax expense:
Federal	Federal	$	158	$	64	$	298	$	115
Federal
Federal
State
State
State	State	433		71		1,289		614
Excise	Excise	1,080		674		1,820		1,389
Excise
Excise
Total current tax expense
Total current tax expense
Total current tax expense	Total current tax expense	1,671		809		3,407		2,118
Deferred tax expense:	Deferred tax expense:
Deferred tax expense:
Deferred tax expense:
Federal
Federal
Federal	Federal	6,444		7,166		12,250		9,973
State	State	532		2,345		1,103		3,326
State
State
Total deferred tax expense
Total deferred tax expense
Total deferred tax expense	Total deferred tax expense	6,976		9,511		13,353		13,299

Total income tax provision	Total income tax provision	$	8,647	$	10,320	$	16,760	$	15,417

Total income tax provision

Total income tax provision

The net deferred tax liability at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 was ~~$61.2~~$72.7 million and ~~$47.8~~$63.9 million, respectively, with the change primarily related to changes in net unrealized appreciation or depreciation, changes in loss carryforwards, and other temporary book-tax differences relating to portfolio investments held by the Taxable Subsidiaries. At ~~June 30, 2023,~~March 31, 2024, for U.S. federal income tax purposes, the Taxable Subsidiaries had a net operating loss carryforward from prior years which, if unused, will expire in various taxable years from ~~2034~~2035 through 2037. Any net operating losses generated in 2018 and future periods are not subject to expiration and will carryforward indefinitely until utilized. Additionally, the Taxable Subsidiaries have interest expense limitation carryforwards which have an indefinite carryforward period.

NOTE H — COMMON STOCK

Main Street maintains a program with certain selling agents through which it can sell up to 15,000,000 shares of its common stock by means of at-the-market offerings from time to time (the “ATM Program”). During the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, Main Street sold ~~2,148,490~~126,420 shares of its common stock at a weighted-average price of ~~$39.52~~$45.51 per share and raised ~~$84.9~~$5.8 million of gross proceeds under the ATM Program. Net proceeds were ~~$84.1~~$5.7 million after commissions to the selling agents on shares sold and offering costs. As of ~~June 30, 2023,~~March 31, 2024, sales transactions representing ~~404,330~~19,571 shares had not settled and are not included in shares issued and outstanding on the face of the Consolidated Balance Sheets but are included in the weighted average shares outstanding in the Consolidated Statements of Operations and in the shares used to calculate the NAV per share. ~~In March 2022, Main Street entered into new distribution agreements to sell up to 15,000,000 shares through the ATM Program.~~ As of ~~June 30, 2023, 8,314,194~~March 31, 2024, 5,186,804 shares remained available for sale under the ATM Program.

During the year ended December 31, 2023, Main Street sold 5,149,460 shares of its common stock at a weighted-average price of $39.94 per share and raised $205.7 million of gross proceeds under the ATM Program. Net proceeds were $203.3 million after commissions to the selling agents on shares sold and offering costs.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

During the year ended December 31, 2022, Main Street sold 5,407,382 shares of its common stock at a weighted-average price of $39.29 per share and raised $212.4 million of gross proceeds under the ATM Program. Net proceeds were $209.9 million after commissions to the selling agents on shares sold and offering costs.

During the year ended December 31, 2022, Main Street completed a public equity offering (the “Equity Offering”) of 1,345,500 shares of common stock at a public offering price of $42.85 per share, including the underwriters’ full exercise of their option to purchase 175,500 additional shares, resulting in total net proceeds, including exercise of the underwriters’ option to purchase additional shares and after deducting underwriting discounts and estimated offering expenses payable by Main Street, of approximately $55.1 million.

NOTE I — DIVIDEND REINVESTMENT PLAN

The dividend reinvestment feature of Main Street’s dividend reinvestment and direct stock purchase plan (the “DRIP”) provides for the reinvestment of dividends on behalf of its stockholders, unless a stockholder has elected to receive dividends in cash. As a result, if Main Street declares a cash dividend, its stockholders who have not “opted out” of the DRIP by the dividend record date will have their cash dividend automatically reinvested into additional shares of MSCC common stock. The share requirements of the DRIP may be satisfied through the issuance of shares of common stock or through open market purchases of common stock by the DRIP plan administrator. Newly issued shares will be valued based upon the final closing price of MSCC’s common stock on the valuation date determined for each dividend by Main Street’s Board of Directors. Shares purchased in the open market to satisfy the DRIP requirements will be valued based upon the average price of the applicable shares purchased, before any associated brokerage or other costs. Main Street’s DRIP is administered by its transfer agent on behalf of Main Street’s record holders and participating brokerage firms. Brokerage firms and other financial intermediaries may decide not to participate in Main Street’s DRIP but may provide a similar dividend reinvestment plan for their clients.

Summarized DRIP information for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~ is as follows:


		Six Months Ended June 30,
		2023		2022
		(dollars in thousands)
	Three Months Ended March 31,									Three Months Ended March 31,
	2024							2024			2023
	(dollars in thousands)									(dollars in thousands)
DRIP participation	DRIP participation	$	14,688	$	9,813
Shares issued for DRIP	Shares issued for DRIP	374,173		246,199		Shares issued for DRIP	186,985		199,282

NOTE J — SHARE-BASED COMPENSATION

Main Street accounts for its share-based compensation plans using the fair value method, as prescribed by ASC 718, Compensation—Stock Compensation. Accordingly, for restricted stock awards (“RSAs”), Main Street measured the grant date fair value based upon the market price of its common stock on the date of the grant and amortizes the fair value of the awards as share-based compensation expense over the requisite service period, which is generally the vesting term.

Main Street’s Board of Directors approves the issuance of shares of restricted stock to Main Street employees pursuant to the Main Street Capital Corporation 2022 Equity and Incentive Plan (the “Equity and Incentive Plan”). These shares generally vest over a three-year or five-year period from the grant date. The fair value is expensed over the service period, starting on the grant date. The following table summarizes the restricted stock issuances approved by Main Street’s Board of Directors under the Equity and Incentive Plan, net of shares forfeited, if any, and the remaining shares of restricted stock available for issuance as of ~~June 30, 2023.~~March 31, 2024.


Restricted stock authorized under the plan			5,000,000
Less net restricted stock granted			~~(552,077)~~(559,998)


Restricted stock available for issuance as of ~~June 30, 2023~~March 31, 2024			~~4,447,923~~4,440,002

As of ~~June 30, 2023,~~March 31, 2024, the following table summarizes the restricted stock issued to Main Street’s non-employee directors and the remaining shares of restricted stock available for issuance pursuant to the Main Street Capital Corporation

~~101~~

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~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

2022 Non-Employee Director Restricted Stock Plan. These shares are granted upon appointment or election to the board and vest on the day immediately preceding the annual meeting of stockholders following the respective grant date and are expensed over such service period.


Restricted stock authorized under the plan			300,000
Less net restricted stock granted			(7,525)


Restricted stock available for issuance as of ~~June 30, 2023~~March 31, 2024			292,475

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

For each of the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ Main Street recognized total share-based compensation expense of $4.1 million, and $3.6 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors. For the six months ended June 30, 2023 and 2022, Main Street recognized total share-based compensation expense of $8.2 million and $6.4 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors.

Summarized RSA activity for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 is as follows:

Six Months Ended June 30, 2023

Number

Weighted-Average Grant-Date Fair Value

Three Months Ended March 31, 2024

Number

Weighted-Average Grant-Date Fair Value

Restricted Stock Awards (RSAs):

of Shares

( $ per share)

Restricted Stock Awards (RSAs):

of Shares

($ per share)

Non-vested, December 31, 2022

817,401

38.78

Non-vested, December 31, 2023

Granted (1)

544,533

39.42

Vested (1)(2)

(398,914)

39.20

Forfeited

(11,486)

40.50

Non-vested, June 30, 2023

951,534

40.48

Aggregate intrinsic value as of June 30, 2023 (in thousands)

38,090

(3)

Non-vested, March 31, 2024

Aggregate intrinsic value as of March 31, 2024 (in thousands)

___________________________

(1)Restricted units generally vest over a three-year or five-year period from the grant date (as noted above).

(2)Vested shares included ~~151,058~~295 shares withheld for payroll taxes paid on behalf of employees.

(3)Aggregate intrinsic value is the product of total non-vested restricted shares as of ~~June 30, 2023~~March 31, 2024 and ~~$40.03~~$47.31 per share, the closing price of our common stock on ~~June 30, 2023.~~March 31, 2024.

The total fair value of RSAs that vested during the ~~six~~three months ended ~~June 30, 2023 and 2022~~March 31, 2024 was ~~$15.6 million and $10.3 million, respectively.~~not significant.

As of ~~June 30, 2023,~~March 31, 2024, there was ~~$34.4~~$22.3 million of total unrecognized compensation expense related to Main Street’s non-vested restricted shares. This compensation expense is expected to be recognized over a remaining weighted-average period of ~~2.7~~2.2 years as of ~~June 30, 2023.~~March 31, 2024.

NOTE K — COMMITMENTS AND CONTINGENCIES

At ~~June 30, 2023,~~March 31, 2024, Main Street had the following outstanding commitments (in thousands):



Investments with equity capital commitments that have not yet funded:	Amount

Brightwood Capital Fund Investments
Brightwood Capital Fund V, LP	$	3,000
Brightwood Capital Fund III, LP	~~300~~65
	~~3,300~~3,065

EnCap Equity - Fund XII, LP	7,310

Freeport Fund Investments
Freeport First Lien Loan Fund III LP	8,340
Freeport Financial SBIC Fund LP	4,490
	12,830

Harris Preston Fund Investments

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)


~~Freeport Fund Investments~~
~~Freeport First Lien Loan Fund III LP~~	~~6,733~~
~~Freeport Financial SBIC Fund LP~~	~~3,841~~
	~~10,574~~

~~Harris Preston Fund Investments~~
HPEP 4, L.P.	~~7,204~~8,378
HPEP 3, L.P.	~~1,555~~1,308
HPEP 423 COR, LP	600
2717 MH, L.P.	52
	~~9,411~~10,338

MS Private Loan Fund I, LP	750

MS Private Loan Fund II, LP	7,632

UnionRock Energy Fund Investments
UnionRock Energy Fund III, LP	~~9,850~~7,500
UnionRock Energy Fund II, LP	~~1,907~~1,465
	~~11,757~~8,965

Total Equity Commitments (1)(2)	$	~~35,792~~50,890

Investments with commitments to fund revolving loans that have not been fully drawn or term loans with additional commitments not yet funded:

~~Dalton US Inc.~~MS Private Loan Fund II, LP	$	~~16,463~~22,000
~~HEADLANDS OP-CO~~Computer Data Source, LLC	~~10,125~~10,000
Garyline, LLC	8,118
MS Private Loan Fund I, LP	~~10,000~~8,000
~~Xenon Arc, Inc.~~CQ fluency, LLC	~~9,408~~6,750
~~Power System Solutions~~	~~9,255~~
~~JTI Electrical & Mechanical, LLC~~	~~8,421~~
~~AB Centers Acquisition~~Insight Borrower Corporation	~~8,103~~6,688
~~AMEREQUIP LLC.~~	~~7,704~~
~~SI East, LLC~~	~~7,500~~
PTL US Bidco, Inc	~~7,156~~6,520
~~Archer Systems,~~SI East, LLC	~~7,115~~6,375
California Splendor Holdings LLC	6,000
BP Loenbro Holdings Inc.	5,994
Veregy Consolidated, Inc.	5,875
~~Robbins Bros. Jewelry, Inc.~~Richardson Sales Solutions	~~4,500~~5,470
Gulf Manufacturing, LLC	5,000
Channel Partners Intermediateco, LLC	4,557
South Coast Terminals Holdings, LLC	4,465
~~NWN Corporation~~Classic H&G Holdco, LLC	~~4,379~~4,240
~~Direct Marketing Solutions, Inc.~~	~~4,250~~
Cody Pools, Inc.	4,214
Bettercloud, Inc.	4,189
~~Paragon Healthcare, Inc.~~	~~4,110~~
IG Investor, LLC	4,000
~~NexRev~~AB Centers Acquisition Corporation	3,910
AVEX Aviation Holdings, LLC	~~4,000~~3,684
Mako Steel, LP	3,651
Microbe Formulas, LLC	3,601
Johnson Downie Opco, LLC	3,600
Titan Meter Midco Corp.	3,598

103

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

HEADLANDS OP-CO LLC

3,375

VVS Holdco, LLC

3,200

Watterson Brands, LLC

~~3,917~~3,175

~~Microbe Formulas,~~Power System Solutions

3,085

Metalforming Holdings, LLC

~~3,601~~

~~Classic H&G Holdco, LLC~~

~~3,440~~

~~VVS Holdco, LLC~~

~~3,200~~

~~Imaging Business Machines, L.L.C.~~

~~2,965~~

~~MetalForming AcquireCo, LLC~~

2,795

~~Batjer TopCo,~~Career Team Holdings, LLC

2,700

IG Parent Corporation

2,500

Nebraska Vet AcquireCo, LLC

2,500

Superior Rigging & Erecting Co.

2,500

~~CaseWorthy, Inc.~~

~~2,459~~

~~West Star Aviation Acquisition,~~NexRev LLC

~~2,411~~2,400

Centre Technologies Holdings, LLC

2,400

~~Channel Partners Intermediateco, LLC~~

~~2,275~~

~~GS HVAM Intermediate, LLC~~

~~2,273~~

~~SPAU Holdings, LLC~~

~~2,235~~

~~Winter Services LLC~~

~~2,222~~

~~AVEX Aviation Holdings, LLC~~

~~2,210~~

~~ITA Holdings Group, LLC~~

~~2,174~~

~~ArborWorks, LLC~~

~~2,128~~

~~GRT Rubber Technologies LLC~~

~~2,050~~

~~Bluestem Brands, Inc.~~

~~2,019~~

~~Cybermedia Technologies, LLC~~

~~2,000~~

~~Engineering Research & Consulting, LLC~~

~~1,965~~

~~GULF PACIFIC ACQUISITION, LLC~~

~~1,919~~

~~Acumera, Inc.~~

~~1,885~~

~~Elgin AcquireCo, LLC~~

~~1,877~~

~~Johnson Downie Opco, LLC~~

~~1,800~~

~~NinjaTrader, LLC~~

~~1,750~~

~~RTIC Subsidiary Holdings, LLC~~

~~1,644~~

~~MonitorUS Holding, LLC~~

~~1,623~~

~~Trantech Radiator Topco, LLC~~

~~1,600~~

~~Chamberlin Holding LLC~~

~~1,600~~

~~Roof Opco, LLC~~

~~1,556~~

Burning Glass Intermediate Holding Company, Inc.

~~1,549~~2,397

~~Pearl Meyer~~Evergreen North America Acquisitions, LLC

2,317

SPAU Holdings, LLC

2,235

Engineering Research & Consulting, LLC

2,064

Cybermedia Technologies, LLC

2,000

Purge Rite, LLC

1,969

Elgin AcquireCo, LLC

1,877

Imaging Business Machines, L.L.C.

1,779

GULF PACIFIC ACQUISITION, LLC

1,767

NinjaTrader, LLC

1,750

Acousti Engineering Company of Florida

1,730

Batjer TopCo, LLC

1,620

Trantech Radiator Topco, LLC

~~1,500~~1,600

Chamberlin Holding LLC

1,600

Acumera, Inc.

1,598

Winter Services LLC

1,556

Mini Melts of America, LLC

1,505

Bluestem Brands, Inc.

1,447

ATS Operating, LLC

1,440

Bond Brand Loyalty ULC

1,427

~~Career Team Holdings,~~Pinnacle TopCo, LLC

~~1,350~~1,380

American Health Staffing Group, Inc.

1,333

Escalent, Inc.

1,326

~~Evergreen North America Acquisitions, LLC~~CaseWorthy, Inc.

~~1,313~~1,230

~~Mako Steel, LP~~

~~1,278~~

~~RA Outdoors LLC~~

~~1,278~~

~~Project Eagle Holdings, LLC~~

~~1,250~~

Gamber-Johnson Holdings, LLC

1,200

Clad-Rex Steel, LLC

1,200

JTI Electrical & Mechanical, LLC

1,074

ArborWorks, LLC

997

Invincible Boat Company, LLC.

976

GRT Rubber Technologies LLC

950

GS HVAM Intermediate, LLC

909

Orttech Holdings, LLC

800

Mystic Logistics Holdings, LLC

800

Roof Opco, LLC

778

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)


~~Eastern Wholesale Fence LLC~~	~~1,115~~
~~ATS Operating, LLC~~	~~1,080~~
~~Infolinks Media Buyco, LLC~~	~~1,008~~
~~Orttech Holdings, LLC~~	~~800~~
~~Mystic Logistics Holdings, LLC~~	~~800~~
~~Adams Publishing Group, LLC~~	~~788~~
Project BarFly, LLC	760
~~Inspire Aesthetics Management,~~RTIC Subsidiary Holdings, LLC	~~555~~753
Jackmont Hospitality, Inc.	710
ITA Holdings Group, LLC	640
Analytical Systems Keco Holdings, LLC	580
Jensen Jewelers of Idaho, LLC	500
~~Invincible Boat Company, LLC.~~	~~457~~
~~Clad-Rex Steel, LLC~~	~~400~~
Wall Street Prep, Inc.	400
Gulf Publishing Holdings, LLC	400
~~Hawk Ridge Systems,~~Eastern Wholesale Fence LLC	~~334~~372
~~ASC Interests, LLC~~	~~300~~
~~Jackmont Hospitality, Inc.~~	~~237~~
AAC Holdings, Inc.	200
~~SIB Holdings,~~Inspire Aesthetics Management, LLC	~~160~~50
~~Acousti Engineering Company of Florida~~Adams Publishing Group, LLC	5322
Interface Security Systems, L.L.C	1




Total Loan Commitments	$	~~248,577~~237,148

Total Commitments	$	~~284,369~~288,038

____________________

(1)This table excludes commitments related to six additional Other Portfolio investments for which the investment period has expired and remaining commitments may only be drawn to pay fund expenses. The Company does not expect any material future capital to be called on its commitment to these investments and as a result has excluded those commitments from this table.

(2)This table excludes commitments related to three additional Other Portfolio investments for which the investment period has expired and remaining commitments may only be drawn to pay fund expenses or for follow on investments in existing portfolio companies. The Company does not expect any material future capital to be called on its commitment to these investments to pay fund expenses, and based on representations from the fund manager, the Company does not expect any further capital will be called on its commitment for follow on investments. As a result, the Company has excluded those commitments from this table.

Main Street will fund its unfunded commitments from the same sources it uses to fund its investment commitments that are funded at the time they are made (which are typically through existing cash and cash equivalents and borrowings under the Credit Facilities). Main Street follows a process to manage its liquidity and ensure that it has available capital to fund its unfunded commitments as necessary. The Company had no unrealized appreciation or depreciation on the outstanding unfunded commitments as of ~~June 30, 2023.~~March 31, 2024.

Main Street may, from time to time, be involved in litigation arising out of its operations in the normal course of business or otherwise. Furthermore, third parties may try to impose liability on Main Street in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, Main Street does not expect any current matters will materially affect its financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on Main Street’s financial condition or results of operations in any future reporting period.

~~105~~

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~~MAIN STREET CAPITAL CORPORATION~~

~~Notes to the Consolidated Financial Statements (Continued)~~

~~(Unaudited)~~

NOTE L — RELATED PARTY TRANSACTIONS

As discussed further in Note D — External Investment Manager, the External Investment Manager is treated as a wholly-owned portfolio company of Main Street and is included as part of Main Street’s Investment Portfolio. At ~~June 30, 2023,~~March 31, 2024, Main Street had a receivable of ~~$10.5~~$10.2 million due from the External Investment Manager, which included (i) ~~$7.6~~$7.2 million related primarily to operating expenses incurred by Main Street as required to support the External Investment Manager’s business and amounts due from the External Investment Manager to Main Street under a tax sharing

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

agreement (see further discussion in Note D — External Investment Manager) and (ii) ~~$2.9~~$3.0 million of dividends declared but not paid by the External Investment Manager. MSCC has entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for the External Investment Manager’s relationship with MSC Income and its other clients (see further discussion in Note ~~A.1~~A.1. — Organization and Basis of Presentation — Organization and Note D — External Investment Manager).

From time to time, Main Street may make investments in clients of the External Investment Manager in the form of debt or equity capital on terms approved by Main Street’s Board of ~~Directors.~~Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act.

In May ~~2022,~~2023, Main Street purchased ~~94,697~~255,755 shares of MSC Income’s common stock ~~of MSC Income~~ from MSC Income at the price shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its May ~~2022~~2023 dividend on such date. In ~~May~~August 2023, Main Street purchased an additional ~~255,755~~348,542 shares of MSC Income’s common stock from MSC Income at the share price at which shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its August 2023 dividend. In September 2023, Main Street purchased an additional 115,385 shares of MSC Income’s common stock at a price of $6.50 per share in the modified “Dutch Auction” tender offer commenced by MSC Income and Main Street in August 2023 to purchase, severally and not jointly, up to an aggregate of $3.5 million of shares from stockholders of MSC Income, subject to the conditions described in the offer to purchase dated August 16, 2023. In October 2023 Main Street purchased 475,888 shares of MSC Income’s common stock from MSC Income at the price shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for MSC Income’s October 2023 dividend on such date. In January 2024, Main Street purchased 314,070 shares of its common stock from MSC Income at the price shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its ~~May 2023~~January 2024 dividend on such date. Each of Main Street’s purchases of MSC Income common stock was unanimously approved by the Board of Directors and MSC Income’s board of directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act, of each board. As of ~~June 30, 2023,~~March 31, 2024, Main Street owned ~~350,452~~1,604,337 shares of MSC ~~Income.~~Income’s common stock. In addition, certain of Main Street’s officers and employees own shares of MSC Income and therefore have direct pecuniary interests in MSC Income.

In December 2020, the External Investment Manager entered into an ~~Investment Management Agreement~~investment management agreement with the Private Loan Fund to provide investment advisory and management services in exchange for an asset-based fee and certain incentive fees. The Private Loan Fund is a private investment fund exempt from registration under the 1940 Act that co-invests with Main Street in Main Street’s Private Loan investment strategy. In connection with the Private Loan Fund’s initial closing in December 2020, Main Street committed to contribute up to $10.0 million as a limited partner and is entitled to distributions on such interest. In February 2022, Main Street increased its total commitment to the Private Loan Fund from $10.0 million to $15.0 million. In addition, certain of Main Street’s officers and employees (and certain of their immediate family members) have made capital commitments to the Private Loan Fund as limited partners and therefore have direct pecuniary interests in the Private Loan Fund. As of ~~June 30, 2023,~~March 31, 2024, Main Street has funded $14.3 million of its limited partner commitment and Main Street’s unfunded commitment was ~~$0.7~~$0.7 million. Main Street’s limited partner commitment to the Private Loan Fund was unanimously approved by the Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act.

Additionally, Main Street provided the Private Loan Fund with a revolving line of credit pursuant to an Unsecured Revolving Promissory Note, dated February 5, 2021 and was subsequently amended on November 30, 2021 and on December 29, 2021 (as amended, the “PL Fund 2021 Note”), in an aggregate amount equal to the amount of limited partner capital commitments to the Private Loan Fund up to $85.0 million. Borrowings under the PL Fund 2021 Note bore interest at a fixed rate of 5.00% per annum and matured on February 28, 2022. The PL Fund 2021 Note was unanimously approved by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. In February 2022, the Private Loan Fund fully repaid all borrowings outstanding under the PL Fund 2021 Note and the PL Fund 2021 Note was extinguished.

In March 2022, Main Street provided the Private Loan Fund with a revolving line of credit pursuant to a Secured Revolving Promissory Note, dated March 17, 2022 (the “PL Fund 2022 Note”), which provides for borrowings up to $10.0 million. Borrowings under the PL Fund 2022 Note bear interest at a fixed rate of 5.00% per annum and mature on the date upon which the Private Loan Fund’s investment period concludes, which is scheduled to occur in March 2026. Available borrowings under the PL Fund 2022 Note are subject to a 0.25% non-use fee. The PL Fund 2022 Note was unanimously approved by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. As of March 31, 2024, there were $2.0 million of borrowings outstanding under the PL Fund 2022 Note.

In September 2023, the External Investment Manager entered into an investment management agreement with the Private Loan Fund II to provide investment advisory and management services in exchange for an asset-based fee and certain incentive fees. The Private Loan Fund II is a private investment fund exempt from registration under the 1940 Act

106

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

that co-invests with Main Street in Main Street’s Private Loan investment strategy. In connection with the Private Loan Fund II’s initial closing in September 2023, Main Street committed to contribute up to $15.0 million (limited to 20% of total commitments) as a limited partner and is entitled to distributions on such interest. In addition, certain of Main Street’s officers and employees (and certain of their immediate family members) have made capital commitments to the Private Loan Fund II as limited partners and therefore have direct pecuniary interests in the Private Loan Fund II. As of March 31, 2024, Main Street has funded $3.3 million of its limited partner commitment and Main Street’s unfunded commitment was $7.6 million. Main Street’s limited partner commitment to the Private Loan Fund II was unanimously approved by the Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act.

In September 2023, Main Street provided the Private Loan Fund II with a revolving line of credit pursuant to a Secured Revolving Promissory Note, dated September 5, 2023 (the “PL Fund II 2023 Note”), which provides for borrowings up to $50.0 million. Borrowings under the PL Fund II 2023 Note bear interest at a rate of SOFR plus 3.5% per annum, subject to a 2.0% SOFR floor, and mature on September 5, 2025. Available borrowings under the PL Fund II 2023 Note are subject to a 0.25% non-use fee. The borrowings are collateralized by all assets of the Private Loan Fund II. The PL Fund II 2023 Note was unanimously approved by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. As of ~~June 30, 2023,~~March 31, 2024, there were no$28.0 million of borrowings outstanding under the PL Fund ~~2022~~II 2023 Note.

~~In November 2015, Main Street’s Board~~

As described in Note B.9. — Summary of ~~Directors approved and adopted the Main Street Capital Corporation~~Significant Accounting Policies – Deferred Compensation Plan ~~(the “2015 Deferred Compensation Plan”). The 2015 Deferred Compensation Plan became effective on January 1, 2016 and replaced~~, participants in the Deferred Compensation Plan for Non-Employee Directors previously adopted by the Board of Directors in June 2013 (the “2013 Deferred Compensation Plan”). Under the 2015 Deferred Compensation Plan, non-employee directors and certain key employees may defer receipt of someelect one or all of their cash compensation and directors’ fees, subject to certain limitations. Individuals participating in the 2015 Deferred Compensation Plan receive distributions of their respective balances based on predetermined payout schedules or other events as defined by the plan and are also able to direct investments made on their behalf amongmore investment ~~alternatives permitted from time to time under the plan,~~options, including phantom Main Street stock ~~units.~~units, interests in affiliated funds and various mutual funds, where their deferred amounts are notionally invested pending distribution pursuant to participant elections and plan terms. As of ~~June 30, 2023, $18.4~~March 31, 2024, $21.9 million of compensation, plus net unrealized gains and losses and investment income, and minus previous distributions, was deferred under the ~~2015~~ Deferred Compensation ~~Plan (including amounts previously deferred under the 2013 Deferred Compensation Plan). Of this amount, $6.8~~Plan. As of March 31, 2024, $8.0 million iswas deferred into phantom Main Street stock units, representing ~~170,008~~168,131 shares of Main Street’s common stock. ~~Any amounts~~In addition, as of March 31, 2024, the Company had $13.9 million of funded investments from deferred ~~under the plan represented by phantom Main Street stock units will not be issued or included as outstanding on the Consolidated Statements of Changes~~compensation in Net Assets until such shares are actually distributed to the participant in accordance with the plan, but the related phantom stock units are included in weighted-average shares outstanding with the related dollar amount of the deferral included in total expenses in Main Street’s Consolidated Statements of Operations as the deferred fees represented by such phantom stock units are earned over the service period. The dividend amounts related to additional phantom stock units are includedtrust, including $2.1 million in the ~~Consolidated Statements of Changes~~Private Loan Fund and $1.5 million in ~~Net Assets as an increase to dividends to stockholders offset by a corresponding increase to additional paid-in capital~~.the Private Loan Fund II.

NOTE M — SUBSEQUENT EVENTS

In ~~July 2023,~~May 2024, Main Street ~~expanded its total commitments under~~repaid at maturity the ~~Corporate Facility from $980.0~~entire $450.0 million ~~to $995.0 million. The commitment increase was executed under the accordion feature~~principal amount of the ~~Corporate Facility which allows for an increase up $1.4 billion in total commitments under~~issued and outstanding May 2024 Notes at par value plus the ~~facility from new and existing lenders~~accrued unpaid interest. The repayment of the May 2024 Notes was funded through borrowings on ~~the same terms and conditions as the existing commitments.~~

Main Street’s Credit Facilities.

In ~~August 2023,~~May 2024, Main Street declared a supplemental ~~cash~~ dividend of ~~$0.275~~$0.30 per share payable in ~~September 2023.~~June 2024. This supplemental ~~cash~~ dividend is in addition to the previously announced regular monthly ~~cash~~ dividends that Main Street declared ~~for the third quarter~~ of ~~2023 of $0.23~~$0.24 per share for each of ~~July, August~~April, May and ~~September 2023.~~June 2024, or total regular monthly dividends of $0.72 per share for the second quarter of 2024.

In ~~August 2023,~~May 2024, Main Street also declared regular monthly dividends of ~~$0.235~~$0.245 per share for each month of ~~October, November~~July, August and ~~December~~September of ~~2023.~~2024. These regular monthly dividends equal a total of ~~$0.705~~$0.735 per share for the ~~fourth~~third quarter of ~~2023,~~2024, representing a ~~6.8%~~6.5% increase from the regular monthly dividends paid in the ~~fourth~~third quarter of ~~2022.~~2023. Including the regular monthly and supplemental dividends declared for the ~~third~~second and ~~fourth~~third quarters of ~~2023,~~2024, Main Street will have paid ~~$38.54~~$41.59 per share in cumulative dividends since its October 2007 initial public offering.

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2022 Fair Value (13)		Gross Additions(3)		Gross Reductions(4)		June 30, 2023 Fair Value (13)		Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
Majority-owned investments	Majority-owned investments
Analytical Systems Keco Holdings, LLC	Analytical Systems Keco Holdings, LLC		L+	10.00%			Secured Debt	(8)	$	—	$	—	$	3	$	(3)	$	1	$	—	$	(2)
		15.25%	L+	10.00%			Secured Debt	(8)	—		—		379		4,545		39		140		4,444
		14.13%					Preferred Member Units	(8)	—		—		—		—		—		—		—
							Preferred Member Units	(8)	—		566		—		3,504		566		—		4,070
							Warrants	(8)	—		—		—		—		—		—		—
Analytical Systems Keco Holdings, LLC
Analytical Systems Keco Holdings, LLC
	15.38%
	14.13%
						Preferred Member Units
						Warrants
Brewer Crane Holdings, LLC	Brewer Crane Holdings, LLC	15.17%	L+	10.00%			Secured Debt	(9)	—		(63)		429		5,964		—		311		5,653
							Preferred Member Units	(9)	—		(720)		60		7,080		—		720		6,360
						Preferred Member Units
Café Brazil, LLC	Café Brazil, LLC						Member Units	(8)	—		(80)		103		2,210		—		80		2,130
California Splendor Holdings LLC	California Splendor Holdings LLC	15.25%	L+	10.00%			Secured Debt	(9)	—		(7)		2,127		28,000		7		7		28,000
							Preferred Member Units	(9)	—		(2,060)		125		25,495		—		2,060		23,435
		15.00%			15.00%		Preferred Member Units	(9)	—		—		301		3,994		301		—		4,295
						Preferred Member Units
	15.00%
Clad-Rex Steel, LLC	Clad-Rex Steel, LLC						Secured Debt (12)	(5)	—		—		1		—		—		—		—
		11.50%					Secured Debt	(5)	—		(64)		621		10,440		18		824		9,634
		10.00%					Secured Debt	(5)	—		—		52		1,039		—		17		1,022
							Member Units	(5)	—		(1,840)		275		8,220		—		1,840		6,380
							Member Units	(5)	—		220		—		610		519		—		1,129
CMS Minerals Investments							Member Units	(9)	99		(366)		44		1,670		99		1,769		—
	12.00%
	10.00%
						Member Units
						Member Units
Cody Pools, Inc.	Cody Pools, Inc.						Secured Debt (12)	(8)	—		12		2		—		—		—		—
		12.50%					Secured Debt	(8)	—		39		582		—		46,312		—		46,312
			L+	10.50%			Secured Debt	(8)	—		(19)		96		1,462		32		1,494		—
			L+	10.50%			Secured Debt	(8)	—		(280)		2,683		40,801		—		40,801		—
							Preferred Member Units	(8)	—		6,940		1,446		58,180		6,940		—		65,120
	12.50%
						Preferred Member Units
CompareNetworks Topco, LLC	CompareNetworks Topco, LLC		L+	9.00%			Secured Debt	(9)	—		—		—		—		—		—		—
		14.25%	L+	9.00%			Secured Debt	(9)	—		(5)		355		5,241		5		377		4,869
							Preferred Member Units	(9)	—		(3,450)		158		19,830		—		3,450		16,380
	14.48%
						Preferred Member Units
Cybermedia Technologies, LLC	Cybermedia Technologies, LLC						Secured Debt (12)	(6)	—		—		2		—		—		—		—
		13.00%					Secured Debt	(6)	—		—		1,042		—		28,720		—		28,720
							Preferred Member Units	(6)	—		—		—		—		15,000		—		15,000
	13.00%
						Preferred Member Units
Datacom, LLC	Datacom, LLC	7.50%					Secured Debt	(8)	—		—		18		223		583		90		716
		10.00%					Secured Debt	(8)	—		—		507		7,789		78		135		7,732
							Preferred Member Units	(8)	—		(320)		—		2,670		—		320		2,350
	10.00%
						Preferred Member Units
Direct Marketing Solutions, Inc.	Direct Marketing Solutions, Inc.						Secured Debt (12)	(9)	—		(14)		23		—		14		14		—
		13.00%					Secured Debt	(9)	—		(35)		1,876		27,267		35		837		26,465
							Preferred Stock	(9)	—		1,130		343		22,220		1,130		—		23,350
	14.00%
						Preferred Stock
Elgin AcquireCo, LLC	Elgin AcquireCo, LLC		SF+	6.00%			Secured Debt (12)	(5)	—		—		4		(9)		1		—		(8)
		12.00%					Secured Debt	(5)	—		—		1,151		18,594		19		—		18,613
		9.00%					Secured Debt	(5)	—		—		287		6,294		1		21		6,274
							Common Stock	(5)	—		364		—		7,603		364		1,877		6,090
							Common Stock	(5)	—		112		—		1,558		112		—		1,670
	12.00%
	9.00%
						Common Stock
						Common Stock
Gamber-Johnson Holdings, LLC	Gamber-Johnson Holdings, LLC		SF+	8.50%			Secured Debt (12)	(5)	—		—		3		—		—		—		—
		11.00%	SF+	8.00%			Secured Debt	(5)	—		(64)		3,598		64,078		64		4,464		59,678
	10.00%
						Member Units
GRT Rubber Technologies LLC
	13.48%

108


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income(2)	December 31, 2022 Fair Value (13)	Gross Additions(3)	Gross Reductions(4)	June 30, 2023 Fair Value (13)	Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
							Member Units	(5)	—	19,270	2,904	50,890	19,270	—	70,160
GRT Rubber Technologies LLC		11.17%	L+	6.00%			Secured Debt (12)	(8)	—	—	66	670	630	—	1,300
		13.17%	L+	8.00%			Secured Debt	(8)	—	(23)	2,624	40,493	23	23	40,493
							Member Units	(8)	—	—	84	44,440	—	—	44,440
						Member Units
Gulf Publishing Holdings, LLC	Gulf Publishing Holdings, LLC		L+	9.50%			Secured Debt (12)	(8)	—	—	—	—	—	—	—
		12.50%					Secured Debt	(8)	—	—	151	2,284	—	—	2,284
							Preferred Equity	(8)	—	—	—	3,780	—	—	3,780
							Member Units	(8)	—	—	—	—	—	—	—
	12.50%
						Preferred Equity
						Member Units
IG Investor, LLC	IG Investor, LLC						Secured Debt (12)	(6)	—	—	84	—	761	800	(39)
		13.00%					Secured Debt	(6)	—	—	896	—	37,333	—	37,333
							Common Equity	(6)	—	—	—	—	15,096	—	15,096
Independent Pet Partners Intermediate Holdings, LLC							Common Equity	(6)	—	—	—	—	18,300	—	18,300
	13.00%
						Common Equity
Jensen Jewelers of Idaho, LLC	Jensen Jewelers of Idaho, LLC		P+	6.75%			Secured Debt (12)	(9)	—	—	—	—	—	—	—
		15.00%	P+	6.75%			Secured Debt	(9)	—	(3)	183	2,450	3	3	2,450
							Member Units	(9)	—	(1,460)	626	14,970	—	1,460	13,510
	15.25%
						Member Units
Kickhaefer Manufacturing Company, LLC	Kickhaefer Manufacturing Company, LLC	12.00%					Secured Debt	(5)	—	—	1,407	20,374	195	—	20,569
		9.00%					Secured Debt	(5)	—	—	175	3,842	1	19	3,824
							Preferred Equity	(5)	—	510	—	7,220	510	—	7,730
							Member Units	(5)	—	(70)	60	2,850	—	70	2,780
Market Force Information, LLC			L+	11.00%			Secured Debt	(9)	(6,662)	163	453	6,090	804	6,894	—
							Secured Debt	(9)	(25,952)	24,342	—	1,610	24,342	25,952	—
							Member Units	(9)	(16,642)	16,642	—	—	16,642	16,642	—
MetalForming AcquireCo, LLC							Secured Debt (12)	(7)	—	—	5	—	—	—	—
		12.75%					Secured Debt	(7)	—	—	1,518	23,576	23	—	23,599
		8.00%			8.00%		Preferred Equity	(7)	—	118	148	6,010	235	—	6,245
							Common Stock	(7)	—	(137)	619	1,537	—	137	1,400
	9.00%
						Preferred Equity
						Member Units
Metalforming Holdings, LLC
	11.75%
	8.00%
						Common Stock
MH Corbin Holding LLC	MH Corbin Holding LLC	13.00%					Secured Debt	(5)	—	1,150	392	4,548	1,150	195	5,503
							Preferred Member Units	(5)	—	—	—	—	—	—	—
							Preferred Member Units	(5)	—	—	—	—	—	—	—
						Preferred Member Units
						Preferred Member Units
MSC Adviser I, LLC	MSC Adviser I, LLC						Member Units	(8)	—	11,040	5,916	122,930	11,040	—	133,970
Mystic Logistics Holdings, LLC	Mystic Logistics Holdings, LLC						Secured Debt (12)	(6)	—	—	2	—	—	—	—
		10.00%					Secured Debt	(6)	—	—	289	5,746	—	—	5,746
							Common Stock	(6)	—	4,320	1,977	22,830	4,320	—	27,150
	10.00%
						Common Stock
OMi Topco, LLC	OMi Topco, LLC	12.00%					Secured Debt	(8)	—	(25)	952	15,750	25	1,525	14,250
							Preferred Member Units	(8)	—	6,500	1,350	22,810	6,500	—	29,310
						Preferred Member Units
PPL RVs, Inc.	PPL RVs, Inc.		L+	8.75%			Secured Debt	(8)	—	(1)	1	—	1	1	—
		13.63%	L+	8.75%			Secured Debt	(8)	—	(39)	1,365	21,655	39	1,404	20,290
							Common Stock	(8)	—	(880)	157	18,950	—	880	18,070
							Common Stock	(8)	—	12	—	238	12	—	250
	14.23%
						Common Stock
						Common Stock
Principle Environmental, LLC	Principle Environmental, LLC						Secured Debt	(8)	—	—	—	—	—	—	—
		13.00%					Secured Debt	(8)	—	—	397	5,806	11	—	5,817
							Preferred Member Units	(8)	—	(1,940)	429	12,420	—	1,940	10,480
							Common Stock	(8)	—	(90)	—	590	—	90	500
						Preferred Member Units
						Common Stock
Quality Lease Service, LLC	Quality Lease Service, LLC						Member Units	(7)	—	(98)	—	525	33	98	460
Robbins Bros. Jewelry, Inc.
	12.50%
						Preferred Equity
Trantech Radiator Topco, LLC
	13.50%
						Common Stock
Volusion, LLC
						Preferred Member Units

109


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income(2)	December 31, 2022 Fair Value (13)	Gross Additions(3)	Gross Reductions(4)	June 30, 2023 Fair Value (13)	Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
Robbins Bros. Jewelry, Inc.							Secured Debt (12)	(9)	—	—	16	(35)	4	—	(31)
		12.50%					Secured Debt	(9)	—	(444)	2,255	35,404	40	1,119	34,325
							Preferred Equity	(9)	—	(8,740)	—	14,880	—	8,740	6,140
Trantech Radiator Topco, LLC							Secured Debt (12)	(7)	—	(2)	4	—	2	2	—
		12.00%					Secured Debt	(7)	—	(9)	487	7,920	9	9	7,920
							Common Stock	(7)	—	3,970	58	7,800	3,970	—	11,770
Volusion, LLC		10.00%					Secured Debt	(8)	—	—	54	—	2,100	—	2,100
							Secured Debt	(8)	(3,188)	1,821	166	14,914	—	14,914	—
							Unsecured Convertible Debt	(8)	(409)	409	—	—	409	409	—
							Preferred Member Units	(8)	—	—	—	—	—	—	—
							Preferred Member Units	(8)	—	(706)	—	—	11,446	706	10,740
							Preferred Member Units	(8)	—	—	—	—	—	—	—
							Common Stock	(8)	—	(2,576)	—	—	2,576	2,576	—
							Warrants	(8)	—	2,576	—	—	—	—	—
						Preferred Member Units
						Preferred Member Units
						Common Stock
Ziegler’s NYPD, LLC	Ziegler’s NYPD, LLC	12.00%					Secured Debt	(8)	—	—	27	450	—	—	450
		6.50%					Secured Debt	(8)	—	—	33	945	—	—	945
		14.00%					Secured Debt	(8)	—	(215)	194	2,676	—	215	2,461
							Preferred Member Units	(8)	—	(170)	—	240	—	170	70
							Warrants	(8)	—	—	—	—	—	—	—
	6.50%
	14.00%
						Preferred Member Units
						Warrants
Other controlled investments	Other controlled investments
2717 MH, L.P.	2717 MH, L.P.						LP Interests (2717 MH, L.P.)	(8)	1,677	(675)	141	7,552	2,077	3,283	6,346
							LP Interests (2717 HPP-MS, L.P.) (12)	(8)	—	67	—	248	67	—	315
2717 MH, L.P.
2717 MH, L.P.
						LP Interests (2717 HPP-MS, L.P.) (12)
ASC Interests, LLC	ASC Interests, LLC	13.00%					Secured Debt (12)	(8)	—	—	27	400	—	—	400
		13.00%					Secured Debt	(8)	—	(52)	108	1,649	—	52	1,597
							Member Units	(8)	—	(384)	—	800	94	384	510
	13.00%
						Preferred Member Units
						Member Units
ATS Workholding, LLC	ATS Workholding, LLC	5.00%					Secured Debt	(9)	—	(277)	—	634	126	277	483
		5.00%					Secured Debt	(9)	—	(286)	—	1,005	—	286	719
							Preferred Member Units	(9)	—	—	—	—	—	—	—
	5.00%
						Preferred Member Units
Barfly Ventures, LLC	Barfly Ventures, LLC	7.00%					Secured Debt (12)	(5)	—	—	44	711	—	—	711
							Member Units	(5)	—	(280)	—	3,320	—	280	3,040
						Member Units
Batjer TopCo, LLC	Batjer TopCo, LLC						Secured Debt (12)	(8)	—	7	1	(8)	8	—	—
							Secured Debt (12)	(8)	—	—	—	—	—	—	—
		10.00%					Secured Debt	(8)	—	78	583	10,933	92	450	10,575
							Preferred Stock	(8)	—	2,055	574	4,095	2,055	—	6,150
	10.00%
	10.00%
						Preferred Stock
Bolder Panther Group, LLC	Bolder Panther Group, LLC						Secured Debt	(9)	—	—	1	—	—	—	—
		14.37%	SF+	9.19%			Secured Debt	(9)	—	(71)	6,976	99,194	71	1,390	97,875
		8.00%					Class B Preferred Member Units	(9)	—	(300)	2,137	31,420	—	300	31,120
	8.00%
Bridge Capital Solutions Corporation	Bridge Capital Solutions Corporation	13.00%					Secured Debt	(6)	—	—	576	8,813	—	—	8,813
		13.00%					Secured Debt	(6)	—	—	65	1,000	—	—	1,000
							Preferred Member Units	(6)	—	—	50	1,000	—	—	1,000
	13.00%
						Preferred Member Units
						Warrants
						Warrants
CBT Nuggets, LLC
Centre Technologies Holdings, LLC
	14.48%
	14.48%
						Preferred Member Units
Chamberlin Holding LLC
	13.49%
						Member Units
						Member Units
Charps, LLC

110


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income(2)	December 31, 2022 Fair Value (13)	Gross Additions(3)	Gross Reductions(4)	June 30, 2023 Fair Value (13)	Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
							Warrants	(6)	—	46	—	1,828	46	—	1,874
							Warrants	(6)	—	64	—	2,512	64	—	2,576
CBT Nuggets, LLC							Member Units	(9)	—	1,570	1,647	49,002	1,568	—	50,570
Centre Technologies Holdings, LLC			L+	9.00%			Secured Debt (12)	(8)	—	—	6	—	—	—	—
		14.25%	L+	9.00%			Secured Debt	(8)	—	64	1,058	14,954	76	—	15,030
							Preferred Member Units	(8)	—	1,700	60	8,700	1,700	—	10,400
Chamberlin Holding LLC			SF+	6.00%			Secured Debt (12)	(8)	—	77	4	—	—	—	—
		13.36%	SF+	8.00%			Secured Debt	(8)	—	(6)	1,092	16,945	6	544	16,407
							Member Units	(8)	—	1,020	1,491	22,920	1,020	—	23,940
							Member Units	(8)	—	120	46	2,710	120	—	2,830
Charps, LLC		10.00%					Unsecured Debt	(5)	—	(17)	300	5,694	17	17	5,694
							Preferred Member Units	(5)	—	460	246	13,340	460	—	13,800
						Preferred Member Units
Colonial Electric Company LLC	Colonial Electric Company LLC						Secured Debt	(6)	—	—	47	—	1,600	1,600	—
		12.00%					Secured Debt	(6)	—	(500)	1,406	23,151	28	1,130	22,049
							Preferred Member Units	(6)	—	1,440	—	—	2,400	—	2,400
							Preferred Member Units	(6)	—	(1,480)	(1,179)	9,160	—	1,480	7,680
	12.00%
						Preferred Member Units
						Preferred Member Units
Compass Systems & Sales, LLC
	13.50%
						Preferred Equity
Copper Trail Fund Investments	Copper Trail Fund Investments						LP Interests (CTMH, LP)	(9)	—	—	—	588	—	—	588
Digital Products Holdings LLC	Digital Products Holdings LLC	15.25%	SF+	10.00%			Secured Debt	(5)	—	—	1,141	15,523	—	790	14,733
							Preferred Member Units	(5)	—	—	100	9,835	—	—	9,835
						Preferred Member Units
Garreco, LLC	Garreco, LLC	12.00%	L+	10.00%			Secured Debt	(8)	—	—	218	3,826	—	554	3,272
							Member Units	(8)	—	(220)	25	1,800	—	220	1,580
Gulf Manufacturing, LLC							Member Units	(8)	—	1,210	1,351	6,790	1,210	—	8,000
						Member Units
Harrison Hydra-Gen, Ltd.	Harrison Hydra-Gen, Ltd.						Common Stock	(8)	—	210	—	3,280	210	—	3,490
Johnson Downie Opco, LLC			L+	11.50%			Secured Debt (12)	(8)	—	(2)	6	—	2	2	—
		16.75%	L+	11.50%			Secured Debt	(8)	—	(11)	827	9,999	11	172	9,838
							Preferred Equity	(8)	—	1,010	91	5,540	1,010	—	6,550
JorVet Holdings, LLC	JorVet Holdings, LLC	12.00%					Secured Debt	(9)	—	—	1,573	25,432	26	—	25,458
							Preferred Equity	(9)	—	—	512	10,741	—	—	10,741
						Preferred Equity
KBK Industries, LLC	KBK Industries, LLC	9.00%					Secured Debt	(5)	—	49	320	—	6,000	700	5,300
							Member Units	(5)	—	(3,210)	6,496	15,570	—	3,210	12,360
MS Private Loan Fund							Secured Debt (12)	(8)	—	—	13	—	—	—	—
							Secured Debt	(8)	—	—	—	—	—	—	—
							LP Interests (12)	(8)	—	(198)	776	14,833	—	198	14,635
						Member Units
MS Private Loan Fund I, LP
						LP Interests (12)
MS Private Loan Fund II, LP
						LP Interests (12)
MSC Income Fund, Inc.	MSC Income Fund, Inc.						Common Equity	(8)	—	(65)	32	753	2,000	65	2,688
NAPCO Precast, LLC	NAPCO Precast, LLC						Member Units	(8)	—	880	—	11,830	880	—	12,710
Nebraska Vet AcquireCo, LLC	Nebraska Vet AcquireCo, LLC		L+	7.00%			Secured Debt (12)	(5)	—	—	5	—	—	—	—
		12.00%					Secured Debt	(5)	—	6	1,258	20,094	1,200	—	21,294
		12.00%					Secured Debt	(5)	—	(11)	644	10,500	11	11	10,500
							Preferred Member Units	(5)	—	5,090	302	7,700	5,090	—	12,790
	11.50%
	11.50%
						Preferred Member Units
NexRev LLC	NexRev LLC						Secured Debt (12)	(8)	—	—	—	—	—	—	—
		10.00%					Secured Debt	(8)	—	1,500	616	8,477	1,545	1,654	8,368
							Preferred Member Units	(8)	—	2,340	151	1,110	2,340	—	3,450
	10.00%
						Preferred Member Units
NRP Jones, LLC	NRP Jones, LLC	12.00%					Secured Debt	(5)	—	—	126	2,080	—	—	2,080
							Member Units	(5)	—	(750)	36	4,615	—	750	3,865
						Member Units
						Member Units
NuStep, LLC
	12.00%
						Preferred Member Units
						Preferred Member Units
Orttech Holdings, LLC
	16.48%
						Preferred Stock
Pearl Meyer Topco LLC
	12.00%
	12.00%

111


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2022 Fair Value (13)		Gross Additions(3)		Gross Reductions(4)		June 30, 2023 Fair Value (13)		Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
							Member Units	(5)	—		(31)		(2)		175		—		30		145
NuStep, LLC		11.75%	L+	6.50%			Secured Debt	(5)	—		—		251		4,399		—		—		4,399
		12.00%					Secured Debt	(5)	—		—		1,119		18,414		6		—		18,420
							Preferred Member Units	(5)	—		340		—		8,040		340		—		8,380
							Preferred Member Units	(5)	—		—		—		5,150		—		—		5,150
Orttech Holdings, LLC			L+	11.00%			Secured Debt (12)	(5)	—		—		—		—		—		—		—
		16.25%	L+	11.00%			Secured Debt	(5)	—		142		1,863		23,429		171		800		22,800
							Preferred Stock	(5)	—		4,810		537		11,750		4,810		—		16,560
Pearl Meyer Topco LLC		12.00%					Secured Debt (12)	(6)	—		4		142		—		3,500		—		3,500
		12.00%					Secured Debt	(6)	—		40		534		—		13,500		—		13,500
		12.00%					Secured Debt	(6)	—		(35)		1,722		28,681		35		1,035		27,681
							Preferred Equity	(6)	—		830		5,708		43,260		830		—		44,090
						Preferred Equity
Pinnacle TopCo, LLC
	13.00%
						Preferred Equity
River Aggregates, LLC	River Aggregates, LLC						Member Units	(8)	—		—		—		3,620		—		—		3,620
Tedder Industries, LLC	Tedder Industries, LLC	12.00%					Secured Debt	(9)	—		—		111		1,840		—		—		1,840
		12.00%					Secured Debt	(9)	—		—		923		15,120		7		—		15,127
							Preferred Member Units	(9)	—		(1,391)		—		7,681		—		1,391		6,290
							Preferred Member Units	(9)	—		178		—		—		533		—		533
	12.00%
						Preferred Member Units
						Preferred Member Units
						Preferred Member Units
Televerde, LLC	Televerde, LLC						Member Units	(8)	—		674		592		5,408		674		—		6,082
							Preferred Stock	(8)	—		—		—		1,794		—		—		1,794
						Preferred Stock
Vision Interests, Inc.	Vision Interests, Inc.						Series A Preferred Stock	(9)	—		—		168		3,000		—		—		3,000
VVS Holdco LLC	VVS Holdco LLC		L+	6.00%			Secured Debt (12)	(5)	—		—		15		(21)		11		—		(10)
		11.50%					Secured Debt	(5)	—		—		1,768		30,161		39		1,242		28,958
							Preferred Equity	(5)	—		(100)		215		11,940		—		100		11,840
UnionRock Energy Fund III, LP							LP Interests (12)	(9)	—		—		—		—		150		—		150
									—		—		—		—		—		—		—
									—		—		—		—		—		—		—
	11.50%
						Preferred Equity
										—
										—
Other	Other								—		—		—		—		—		—		—
Amounts related to investments transferred to or from other 1940 Act classification during the period	Amounts related to investments transferred to or from other 1940 Act classification during the period								—		—		(171)		(14,914)		—		—		—
Total Control investments	Total Control investments								$	(51,077)	$	92,940	$	96,841	$	1,703,172	$	338,651	$	173,038	$	1,883,699
Affiliate Investments	Affiliate Investments
423 HAR, LP	423 HAR, LP						LP Interests (423 HAR, L.P.)	(8)	$	—	$	—	$	—	$	—	$	750	$	—	$	750
423 HAR, LP
423 HAR, LP
AAC Holdings, Inc.	AAC Holdings, Inc.	18.00%			18.00%		Secured Debt (12)	(7)	—		(16)		27		—		376		16		360
		18.00%			18.00%		Secured Debt	(7)	—		(558)		1,149		11,550		1,149		558		12,141
							Common Stock	(7)	—		—		—		—		—		—		—
							Warrants	(7)	—		—		—		—		—		—		—
AFG Capital Group, LLC							Preferred Member Units	(8)	7,200		(8,200)		—		9,400		7,200		16,600		—
ATX Networks Corp.			L+	7.50%			Secured Debt	(6)	—		(134)		886		6,343		575		6,918		—
							Unsecured Debt	(6)	—		(306)		1,160		2,598		1,160		3,758		—
							Common Stock	(6)	3,248		(3,270)		—		3,270		3,248		6,518		—
BBB Tank Services, LLC		16.17%	L+	11.00%			Unsecured Debt	(8)	—		—		63		800		—		—		800
		16.17%	L+	11.00%			Unsecured Debt	(8)	—		116		317		2,086		116		—		2,202
							Member Units	(8)	—		—		—		—		—		—		—
	18.00%
						Common Stock
						Warrants
Boccella Precast Products LLC
						Member Units
Buca C, LLC
	6.00%
Career Team Holdings, LLC
	13.00%
						Common Stock
Classic H&G Holdings, LLC
	8.00%
						Preferred Member Units
Congruent Credit Opportunities Funds
DMA Industries, LLC
						Preferred Equity

112


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income(2)	December 31, 2022 Fair Value (13)	Gross Additions(3)	Gross Reductions(4)	June 30, 2023 Fair Value (13)	Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
		15.00%					Preferred Stock (non-voting)	(8)	—	—	—	—	—	—	—
Boccella Precast Products LLC		10.00%					Secured Debt	(6)	—	—	16	320	—	—	320
							Member Units	(6)	—	(620)	41	2,970	—	620	2,350
Buca C, LLC		12.00%					Secured Debt	(7)	—	—	1,044	12,337	—	373	11,964
		6.00%			6.00%		Preferred Member Units	(7)	—	—	—	—	—	—	—
Career Team Holdings, LLC		11.25%	L+	6.00%			Secured Debt (12)	(6)	—	—	10	(9)	451	—	442
		12.50%					Secured Debt	(6)	—	—	1,293	20,090	20	—	20,110
							Common Stock	(6)	—	—	—	4,500	—	—	4,500
Chandler Signs Holdings, LLC							Class A Units	(8)	1,797	(290)	60	1,790	1,797	3,587	—
Classic H&G Holdings, LLC		11.25%	L+	6.00%			Secured Debt (12)	(6)	—	—	260	4,560	—	—	4,560
		8.00%					Secured Debt	(6)	—	(21)	797	19,274	21	21	19,274
							Preferred Member Units	(6)	—	(6,410)	4,745	24,637	—	6,407	18,230
Congruent Credit Opportunities Funds							LP Interests (Congruent Credit Opportunities Fund III, LP)	(8)	—	(223)	316	7,657	—	2,095	5,562
DMA Industries, LLC		12.00%					Secured Debt	(7)	—	(21)	1,272	21,200	21	1,221	20,000
							Preferred Equity	(7)	—	—	—	7,260	—	—	7,260
Dos Rios Partners	Dos Rios Partners						LP Interests (Dos Rios Partners, LP)	(8)	757	156	—	9,127	915	904	9,138
							LP Interests (Dos Rios Partners - A, LP)	(8)	241	—	—	2,898	241	287	2,852
						LP Interests (Dos Rios Partners - A, LP)
Dos Rios Stone Products LLC	Dos Rios Stone Products LLC						Class A Preferred Units	(8)	—	250	—	1,330	250	—	1,580
EIG Fund Investments	EIG Fund Investments						LP Interests (EIG Global Private Debt Fund-A, L.P.)	(8)	16	—	43	1,013	16	55	974
Flame King Holdings, LLC	Flame King Holdings, LLC		L+	6.50%			Secured Debt	(9)	—	(60)	484	7,600	60	7,660	—
			L+	9.00%			Secured Debt	(9)	—	(162)	1,583	21,200	162	21,362	—
							Preferred Equity	(9)	—	6,770	2,050	17,580	6,770	—	24,350
Freeport Financial SBIC Fund LP	Freeport Financial SBIC Fund LP						LP Interests (Freeport Financial SBIC Fund LP) (12)	(5)	—	145	—	3,483	145	—	3,628
							LP Interests (Freeport First Lien Loan Fund III LP) (12)	(5)	—	—	291	5,848	—	536	5,312
						LP Interests (Freeport First Lien Loan Fund III LP) (12)
GFG Group, LLC	GFG Group, LLC	9.00%					Secured Debt	(5)	—	(12)	525	11,345	12	12	11,345
							Preferred Member Units	(5)	—	1,170	102	7,140	1,170	—	8,310
						Preferred Member Units
Gulf Manufacturing, LLC
	13.00%
						Member Units
Hawk Ridge Systems, LLC	Hawk Ridge Systems, LLC	11.53%	SF+	6.00%			Secured Debt (12)	(9)	—	—	173	3,185	4,581	4,100	3,666
		12.50%					Secured Debt	(9)	—	4	2,173	37,800	4,142	—	41,942
							Preferred Member Units	(9)	—	—	131	17,460	—	—	17,460
							Preferred Member Units	(9)	—	—	—	920	—	—	920
	12.50%
						Preferred Member Units
						Preferred Member Units
Houston Plating and Coatings, LLC	Houston Plating and Coatings, LLC	8.00%					Unsecured Convertible Debt	(8)	—	(170)	121	3,000	—	170	2,830
							Member Units	(8)	—	1,160	2	2,400	1,160	—	3,560
						Member Units
HPEP 3, L.P.	HPEP 3, L.P.						LP Interests (HPEP 3, L.P.) (12)	(8)	—	283	—	4,331	283	508	4,106
						LP Interests (HPEP 4, L.P.) (12)
						LP Interests (423 COR, L.P.) (12)
I-45 SLF LLC
Independent Pet Partners Intermediate Holdings, LLC
Infinity X1 Holdings, LLC
						Preferred Equity
Integral Energy Services
	10.00%
						Common Stock
Iron-Main Investments, LLC
	13.50%
	13.50%
	13.50%
	13.50%

113


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income(2)	December 31, 2022 Fair Value (13)	Gross Additions(3)	Gross Reductions(4)	June 30, 2023 Fair Value (13)	Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
							LP Interests (HPEP 4, L.P.) (12)	(8)	—	—	—	2,332	464	—	2,796
							LP Interests (423 COR, LP) (12)	(8)	—	—	117	1,400	—	—	1,400
I-45 SLF LLC							Member Units (Fully diluted 20.0%; 21.75% profits interest)	(8)	—	(1,207)	1,123	11,758	1,200	1,207	11,751
Infinity X1 Holdings, LLC		13.00%					Secured Debt	(9)	—	—	790	—	17,832	—	17,832
							Preferred Equity	(9)	—	—	—	—	4,000	—	4,000
Integral Energy Services		13.04%	L+	7.50%			Secured Debt	(8)	—	(227)	1,036	15,769	33	227	15,575
							Common Stock	(8)	—	(460)	21	1,280	—	460	820
Iron-Main Investments, LLC		13.50%					Secured Debt	(5)	—	—	307	4,500	4	20	4,484
		13.50%					Secured Debt	(5)	—	—	214	3,130	3	14	3,119
		13.50%					Secured Debt	(5)	—	—	600	8,944	—	—	8,944
		13.50%					Secured Debt	(5)	—	—	1,337	19,559	17	88	19,488
		13.50%					Secured Debt	(5)	—	—	890	—	10,857	38	10,819
							Common Stock	(5)	—	—	—	1,798	958	—	2,756
						Common Stock
ITA Holdings Group, LLC	ITA Holdings Group, LLC		SF+	9.00%	2.00%		Secured Debt (12)	(8)	—	—	12	—	—	12	(12)
			SF+	9.00%	2.00%		Secured Debt (12)	(8)	—	—	—	—	—	10	(10)
		15.38%	SF+	8.00%	2.00%		Secured Debt	(8)	—	—	84	—	3,252	—	3,252
		17.38%	SF+	10.00%	2.00%		Secured Debt	(8)	—	—	86	—	3,252	—	3,252
							Warrants	(8)	—	—	—	—	2,091	—	2,091
	16.53%
	15.53%
	17.53%
						Warrants
Johnson Downie Opco, LLC
	15.00%
						Preferred Equity
OnAsset Intelligence, Inc.	OnAsset Intelligence, Inc.	12.00%			12.00%		Secured Debt	(8)	—	(127)	—	569	—	128	441
		12.00%			12.00%		Secured Debt	(8)	—	(130)	—	580	—	130	450
		12.00%			12.00%		Secured Debt	(8)	—	(280)	—	1,249	—	280	969
		12.00%			12.00%		Secured Debt	(8)	—	(584)	—	2,606	—	584	2,022
		10.00%			10.00%		Unsecured Debt	(8)	—	—	—	305	—	—	305
		7.00%			7.00%		Preferred Stock	(8)	—	—	—	—	—	—	—
							Common Stock	(8)	—	—	—	—	—	—	—
							Warrants	(8)	—	—	—	—	—	—	—
	12.00%
	12.00%
	12.00%
	10.00%
	7.00%
						Common Stock
						Warrants
Oneliance, LLC	Oneliance, LLC		L+	11.00%			Secured Debt	(7)	—	—	—	—	—	—	—
		16.25%	L+	11.00%			Secured Debt	(7)	—	(61)	447	5,559	6	141	5,424
							Preferred Stock	(7)	—	—	—	1,056	72	—	1,128
	16.48%
						Preferred Stock
Quality Lease Service, LLC	Quality Lease Service, LLC						Secured Debt	(8)	(29,526)	29,865	—	—	29,865	29,865	—
							Preferred Member Units	(8)	—	—	—	—	—	—	—
SI East, LLC	SI East, LLC						Secured Debt (12)	(7)	—	—	14	—	—	—	—
		12.78%					Secured Debt	(7)	—	268	568	—	54,536	—	54,536
							Secured Debt	(7)	—	(79)	3,885	89,786	—	89,786	—
							Preferred Member Units	(7)	—	1,823	639	13,650	2,130	—	15,780
	12.45%
						Preferred Member Units
Slick Innovations, LLC	Slick Innovations, LLC	14.00%					Secured Debt	(6)	—	(22)	980	13,840	22	822	13,040
							Common Stock	(6)	—	320	—	1,530	320	—	1,850
						Common Stock
Student Resource Center, LLC	Student Resource Center, LLC	8.50%			8.50%		Secured Debt	(6)	—	—	216	4,556	214	—	4,770
							Preferred Equity	(6)	—	—	—	—	—	—	—
						Preferred Equity
Superior Rigging & Erecting Co.	Superior Rigging & Erecting Co.	12.00%					Secured Debt	(7)	—	—	1,285	21,378	27	1,000	20,405
							Preferred Member Units	(7)	—	1,140	—	4,500	1,140	—	5,640
						Preferred Member Units
The Affiliati Network, LLC
	13.00%
						Preferred Stock
						Preferred Stock
UnionRock Energy Fund II, LP
UnionRock Energy Fund III, LP
UniTek Global Services, Inc.
	15.00%
	20.00%
	20.00%
	19.00%
	13.50%
						Common Stock
Universal Wellhead Services Holdings, LLC

114


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2023~~March 31, 2024

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1) (10) (11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2022 Fair Value (13)		Gross Additions(3)		Gross Reductions(4)		June 30, 2023 Fair Value (13)		Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1) (10) (11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2023 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2024 Fair Value (13)
The Affiliati Network, LLC							Secured Debt	(9)	—		—		12		106		1,962		2,080		(12)
		13.00%					Secured Debt	(9)	—		(129)		607		9,442		15		729		8,728
							Preferred Stock	(9)	—		—		80		6,400		—		—		6,400
UnionRock Energy Fund II, LP							LP Interests (12)	(9)	—		(964)		25		5,855		531		1,162		5,224
UniTek Global Services, Inc.			SF+	7.50%			Secured Debt	(6)	—		22		(2)		382		25		407		—
			SF+	7.50%			Secured Debt	(6)	—		96		282		1,712		112		1,824		—
		15.00%			15.00%		Secured Convertible Debt	(6)	—		1,380		187		4,592		1,567		—		6,159
		20.00%			20.00%		Preferred Stock	(6)	—		(221)		221		2,833		221		221		2,833
		20.00%			20.00%		Preferred Stock	(6)	—		1,668		—		1,991		1,668		—		3,659
		19.00%			19.00%		Preferred Stock	(6)	—		—		—		—		—		—		—
		13.50%			13.50%		Preferred Stock	(6)	—		—		—		—		—		—		—
							Common Stock	(6)	—		—		—		—		—		—		—
Universal Wellhead Services Holdings, LLC		14.00%			14.00%		Preferred Member Units	(8)	—		—		—		220		—		—		220
							Member Units	(8)	—		—		—		—		—		—		—
						Member Units
Urgent DSO LLC
	9.00%
World Micro Holdings, LLC	World Micro Holdings, LLC	13.00%					Secured Debt	(7)	—		—		948		14,140		14		—		14,154
							Preferred Equity	(7)	—		—		139		3,845		—		—		3,845
Other	Other								—		—		—		—		—		—		—
Amounts related to investments transferred to or from other 1940 Act classification during the period	Amounts related to investments transferred to or from other 1940 Act classification during the period								—		—		171		14,914		—		—		—
Total Affiliate investments	Total Affiliate investments								$	(16,267)	$	21,672	$	38,455	$	618,359	$	175,201	$	215,521	$	563,125

____________________

(1)The principal amount, the ownership detail for equity investments and if the investment is income producing is included in the Consolidated Schedule of Investments included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

(2)Represents the total amount of interest, fees and dividends credited to income for the portion of the period for which an investment was included in Control or Affiliate categories, respectively. For investments transferred between Control and Affiliate categories during the period, any income or investment balances related to the time period it was in the category other than the one shown at period end is included in “Amounts related to investments transferred from other 1940 Act classifications during the period.”

(3)Gross additions include increases in the cost basis of investments resulting from new portfolio investments, follow-on investments and accrued PIK interest, and the exchange of one or more existing securities for one or more new securities. Gross additions also include net increases in unrealized appreciation or net decreases in net unrealized depreciation as well as the movement of an existing portfolio company into this category and out of a different category.

(4)Gross reductions include decreases in the cost basis of investments resulting from principal repayments or sales and the exchange of one or more existing securities for one or more new securities. Gross reductions also include net increases in net unrealized depreciation or net decreases in unrealized appreciation as well as the movement of an existing portfolio company out of this category and into a different category.

~~115~~

~~Table of contentsSchedule 12-14~~

~~MAIN STREET CAPITAL CORPORATION~~

~~Consolidated Schedule of Investments In and Advances to Affiliates (Continued)~~

~~June 30, 2023~~

~~(dollars in thousands)~~

~~(unaudited)~~

(5)Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2023~~March 31, 2024 for control investments located in this region was ~~$453,692.~~$526,552. This represented ~~24.1%~~20.9% of net assets as of ~~June 30, 2023.~~March 31, 2024. The fair value as of ~~June 30, 2023~~March 31, 2024 for affiliate investments located in this region was ~~$78,205.~~$87,195. This represented ~~13.9%~~3.5% of net assets as of ~~June 30, 2023.~~March 31, 2024.

(6)Portfolio company located in the Northeast region and Canada as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2023~~March 31, 2024 for control investments located in this region was ~~$283,469.~~$278,708. This represented ~~15.0%~~11.1% of net assets as of ~~June 30, 2023.~~March 31, 2024. The fair value as of ~~June 30, 2023~~March 31, 2024 for affiliate investments located in this region was ~~$102,097.~~$118,933. This represented ~~18.1%~~4.7% of net assets as of ~~June 30, 2023.~~March 31, 2024.

115


Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

March 31, 2024

(dollars in thousands)

(Unaudited)

(7)Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2023~~March 31, 2024 for control investments located in this region was ~~$51,394.~~$51,001. This represented ~~2.7%~~2.0% of net assets as of ~~June 30, 2023.~~March 31, 2024. The fair value as of ~~June 30, 2023~~March 31, 2024 for affiliate investments located in this region was ~~$172,637.~~$175,963. This represented ~~30.7%~~7.0% of net assets as of ~~June 30, 2023.~~March 31, 2024.

(8)Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2023~~March 31, 2024 for control investments located in this region was ~~$655,449.~~$792,668. This represented ~~34.8%~~31.5% of net assets as of ~~June 30, 2023.~~March 31, 2024. The fair value as of ~~June 30, 2023~~March 31, 2024 for affiliate investments located in this region was ~~$79,676.~~$146,767. This represented ~~14.1%~~5.8% of net assets as of ~~June 30, 2023.~~March 31, 2024.

(9)Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2023~~March 31, 2024 for control investments located in this region was ~~$439,695.~~$402,283. This represented ~~23.3%~~16.0% of net assets as of ~~June 30, 2023.~~March 31, 2024. The fair value as of ~~June 30, 2023~~March 31, 2024 for affiliate investments located in this region was ~~$130,510.~~$137,091. This represented ~~23.2%~~5.4% of net assets as of ~~June 30, 2023.~~March 31, 2024.

(10)All of the Company’s portfolio investments are generally subject to restrictions on resale as “restricted securities,” unless otherwise noted.

(11)This schedule should be read in conjunction with the Consolidated Schedule of Investments and Notes to the Consolidated Financial Statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q. Supplemental information can be located within the Consolidated Schedule of Investments including end of period interest rate, preferred dividend rate, maturity date, investments not paid currently in cash and investments whose value was determined using significant unobservable inputs.

(12)Investment has an unfunded commitment as of ~~June 30, 2023~~March 31, 2024 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.

(13)Negative fair value is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

116

Table of contents Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Company	Total Rate	Base Rate	Spread	PIK Rate		Type of Investment(1)(10)(11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income(2)		December 31, 2021 Fair Value		Gross Additions(3)		Gross Reductions(4)		June 30, 2022 Fair Value		Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
Majority-owned investments	Majority-owned investments
Analytical Systems Keco Holdings, LLC		12.00%	L+	10.00%			Secured Debt	(8)	$	—	$	—	$	339	$	4,736	$	45	$	140	$	4,641
							Preferred Member Units	(8)	—		(576)		—		4,894		—		576		4,318
ASK (Analytical Systems Keco Holdings, LLC)
ASK (Analytical Systems Keco Holdings, LLC)
ASK (Analytical Systems Keco Holdings, LLC)
	14.75%
	14.13%
						Preferred Member Units
						Warrants
Brewer Crane Holdings, LLC	Brewer Crane Holdings, LLC	11.06%	L+	10.00%			Secured Debt	(9)	—		—		448		8,037		12		248		7,801
							Preferred Member Units	(9)	—		(660)		530		7,710		—		660		7,050
						Preferred Member Units
Café Brazil, LLC	Café Brazil, LLC						Member Units	(8)	—		(50)		99		2,570		—		50		2,520
California Splendor Holdings LLC	California Splendor Holdings LLC	11.00%	L+	10.00%			Secured Debt	(9)	—		56		1,578		27,915		85		—		28,000
		15.00%			15.00%		Preferred Member Units	(9)	—		—		652		9,510		652		6,449		3,713
							Preferred Member Units	(9)	—		6,020		125		13,275		6,020		—		19,295
						Preferred Member Units
	15.00%
Clad-Rex Steel, LLC	Clad-Rex Steel, LLC	10.63%	L+	9.50%			Secured Debt	(5)	—		—		574		10,401		20		—		10,421
		10.00%					Secured Debt	(5)	—		—		54		1,071		—		16		1,055
							Member Units	(5)	—		80		—		530		80		—		610
							Member Units	(5)	—		—		764		10,250		—		—		10,250
	13.79%
	10.00%
						Member Units
						Member Units
CMS Minerals Investments	CMS Minerals Investments						Member Units	(9)	—		447		69		1,974		447		147		2,274
Cody Pools, Inc.	Cody Pools, Inc.	12.25%	L+	10.50%			Secured Debt	(8)	—		(45)		2,702		42,484		2,910		3,757		41,637
							Preferred Member Units	(8)	—		3,550		1,749		47,640		3,550		—		51,190
	15.50%
						Preferred Member Units
CompareNetworks Topco, LLC	CompareNetworks Topco, LLC	10.13%	L+	9.00%			Secured Debt	(9)	—		(10)		308		6,477		10		746		5,741
							Preferred Member Units	(9)	—		5,230		316		12,000		5,230		—		17,230
	13.75%
						Preferred Member Units
Datacom, LLC	Datacom, LLC	7.50%					Secured Debt	(8)	—		—		416		7,668		84		135		7,617
							Preferred Member Units	(8)	—		60		48		2,610		60		—		2,670
	10.00%
						Preferred Member Units
Direct Marketing Solutions, Inc.	Direct Marketing Solutions, Inc.	12.13%	L+	11.00%			Secured Debt	(9)	—		(20)		1,551		24,048		1,317		687		24,678
							Preferred Stock	(9)	—		3,200		686		18,350		3,200		—		21,550
	14.00%
						Preferred Stock
Elgin AcquireCo, LLC
	12.00%
	9.00%
						Common Stock
						Common Stock
Gamber-Johnson Holdings, LLC	Gamber-Johnson Holdings, LLC	10.50%	L+	8.00%			Secured Debt	(5)	—		(11)		1,100		21,598		11		11		21,598
							Member Units	(5)	—		(3,400)		360		49,700		—		3,400		46,300
	11.50%
						Member Units
GRT Rubber Technologies LLC	GRT Rubber Technologies LLC	9.06%	L+	8.00%			Secured Debt	(8)	—		(22)		1,676		38,885		22		22		38,885
							Member Units	(8)	—		—		2,441		46,190		—		—		46,190
Jensen Jewelers of Idaho, LLC		10.00%	P+	6.75%			Secured Debt	(9)	—		(4)		130		2,550		4		104		2,450
							Member Units	(9)	—		2,700		1,376		12,420		2,700		—		15,120
Kickhaefer Manufacturing Company, LLC		11.50%					Secured Debt	(5)	—		—		1,205		20,324		25		—		20,349
		9.00%					Secured Debt	(5)	—		—		177		3,876		1		17		3,860
							Member Units	(5)	—		(70)		—		12,310		—		70		12,240
							Member Units	(5)	—		—		55		2,460		—		—		2,460
Market Force Information, LLC		12.13%	L+	11.00%			Secured Debt	(9)	—		—		217		3,400		1,000		—		4,400
		12.00%			12.00%		Secured Debt	(9)	—		(1,405)		—		8,936		—		1,405		7,531
MH Corbin Holding LLC		13.00%					Secured Debt	(5)	—		(1,495)		540		5,934		9		1,655		4,288
MSC Adviser I, LLC							Member Units	(8)	—		(22,080)		3,983		140,400		—		22,080		118,320
Mystic Logistics Holdings, LLC		10.00%					Secured Debt	(6)	—		(1)		312		6,378		1		281		6,098
							Common Stock	(6)	—		7,370		1,596		8,840		7,370		—		16,210
OMi Topco, LLC		12.00%					Secured Debt	(8)	—		(29)		1,099		18,000		29		1,279		16,750
							Preferred Member Units	(8)	—		90		1,197		20,210		90		—		20,300
PPL RVs, Inc.		7.97%	L+	7.00%			Secured Debt	(8)	—		251		683		12,381		9,264		2,000		19,645
							Common Stock	(8)	—		4,130		462		14,360		4,130		—		18,490
Principle Environmental, LLC		13.00%					Secured Debt	(8)	—		—		86		1,465		6		1,000		471
		13.00%					Secured Debt	(8)	—		—		399		5,808		12		—		5,820
	12.66%
						Member Units
Gulf Publishing Holdings, LLC
	12.50%
						Preferred Equity

117

Table of contentsSchedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)

Company Total Rate Base Rate Spread PIK Rate Type of Investment(1)(10)(11) Geography Amount of
Realized
Gain/(Loss) Amount of
Unrealized
Gain/(Loss) Amount of
Interest,
Fees or
Dividends
Credited to
Income(2) December 31,
2021
Fair Value Gross
Additions(3) Gross
Reductions(4) June 30,
2022
Fair Value
Preferred Member Units (8) — 370 437 11,160 370 — 11,530
Common Stock (8) — 30 — 710 30 — 740
Quality Lease Service, LLC Member Units (7) — 76 — 2,149 76 1,150 1,075
Robbins Bros. Jewelry, Inc. 12.00% L+ 11.00% Secured Debt (9) — — 2,241 35,956 43 225 35,774
Preferred Equity (9) — 4,670 279 11,070 4,670 — 15,740
Trantech Radiator Topco, LLC 12.00% Secured Debt (7) — (12) 528 8,712 14 412 8,314
Common Stock (7) — (570) 58 8,660 — 570 8,090
Ziegler’s NYPD, LLC 12.00% Secured Debt (8) — — 38 625 — — 625
6.50% Secured Debt (8) — — 33 1,000 — — 1,000
14.00% Secured Debt (8) — — 194 2,750 — — 2,750
Preferred Member Units (8) — (450) — 2,130 — 450 1,680
Other controlled investments
2717 MH, L.P. LP Interests (2717 MH, L.P.) (8) — 1,408 — 3,971 2,583 — 6,554
LP Interests (2717 HPP-MS, L.P.) (8) — — — — 244 — 244
ASC Interests, LLC 13.00% Secured Debt (8) — — 13 200 — 30 170
13.00% Secured Debt (8) — — 120 1,636 12 — 1,648
Member Units (8) — 80 — 720 80 — 800
ATS Workholding, LLC 5.00% Secured Debt (9) — — — 3,005 — 66 2,939
Barfly Ventures, LLC 7.00% Secured Debt (5) — — 25 711 — — 711
Member Units (5) — 470 — 1,930 470 — 2,400
Batjer TopCo, LLC 11.00% Secured Debt (8) — — 512 — 11,372 459 10,913
Member Units (8) — — — — 4,073 — 4,073
Bolder Panther Group, LLC 10.50% L+ 9.00% Secured Debt (9) — (39) 2,491 39,000 10,233 39 49,194
Class B Preferred Member Units (9) — 2,760 276 23,170 2,760 — 25,930
Bridge Capital Solutions Corporation 13.00% Secured Debt (6) — — 576 8,813 — — 8,813
13.00% Secured Debt (6) — — 65 1,000 — — 1,000
Preferred Member Units (6) — — 50 1,000 — — 1,000
Warrants (6) — 200 — 4,060 200 — 4,260
CBT Nuggets, LLC Member Units (9) — (2,720) 1,647 50,620 — 2,720 47,900
Centre Technologies Holdings, LLC 12.00% L+ 10.00% Secured Debt (8) — 507 838 8,864 7,903 1,826 14,941
Preferred Member Units (8) — 768 60 5,840 1,050 — 6,890
Chamberlin Holding LLC 9.13% L+ 8.00% Secured Debt (8) — (35) 845 17,817 35 386 17,466
Member Units (8) — (1,630) 348 24,140 — 1,630 22,510
Member Units (8) — — 34 1,540 — — 1,540
Charps, LLC 10.00% Unsecured Debt (5) — (27) 309 5,694 27 27 5,694
Preferred Member Units (5) — (540) 417 13,990 — 540 13,450
Colonial Electric Company LLC 12.00% Secured Debt (6) — — 1,703 24,351 1,630 630 25,351
Preferred Member Units (6) — (190) 805 9,130 — 190 8,940
Copper Trail Fund Investments LP Interests (CTMH, LP) (9) — — — 710 — — 710
Digital Products Holdings LLC 11.13% L+ 10.00% Secured Debt (5) — — 929 16,801 23 661 16,163
Preferred Member Units (5) — — 100 9,835 — — 9,835


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
					Member Units	(8)	—	—	—	—	—	—	—
Jensen Jewelers of Idaho, LLC		P+	6.75%		Secured Debt	(9)	—	—	—	—	—	—	—
	14.50%	P+	6.75%		Secured Debt	(9)	—	(2)	90	2,450	2	2	2,450
					Member Units	(9)	—	(120)	129	14,970	—	120	14,850
Kickhaefer Manufacturing Company, LLC	12.00%				Secured Debt	(5)	—	—	780	20,374	192	—	20,566
	9.00%				Secured Debt	(5)	—	—	88	3,842	—	9	3,833
					Preferred Equity	(5)	—	—	—	7,220	—	—	7,220
					Member Units	(5)	—	(70)	29	2,850	—	70	2,780
Market Force Information, LLC	15.75%	L+	11.00%		Secured Debt	(9)	—	(6,725)	260	6,090	635	6,725	—
	12.00%			12.00%	Secured Debt	(9)	—	(1,610)	—	1,610	—	1,610	—
					Member Units	(9)	—	—	—	—	—	—	—
MetalForming AcquireCo, LLC					Secured Debt	(7)	—	—	3	—	—	—	—
	12.75%				Secured Debt	(7)	—	—	739	23,576	12	—	23,588
	8.00%			8.00%	Preferred Equity	(7)	—	—	148	6,010	117	—	6,127
					Common Stock	(7)	—	—	327	1,537	—	—	1,537
MH Corbin Holding LLC	13.00%				Secured Debt	(5)	—	952	196	4,548	952	116	5,384
					Preferred Member Units	(5)	—	—	—	—	—	—	—
					Preferred Member Units	(5)	—	—	—	—	—	—	—
MSC Adviser I, LLC					Member Units	(8)	—	9,720	3,057	122,930	9,720	—	132,650
Mystic Logistics Holdings, LLC					Secured Debt	(6)	—	—	1	—	—	—	—
	10.00%				Secured Debt	(6)	—	—	144	5,746	—	—	5,746
					Common Stock	(6)	—	2,180	992	22,830	2,180	—	25,010
OMi Topco, LLC	12.00%				Secured Debt	(8)	—	(13)	485	15,750	13	763	15,000
					Preferred Member Units	(8)	—	2,290	675	22,810	2,290	—	25,100
PPL RVs, Inc.		L+	7.00%		Secured Debt	(8)	—	—	—	—	—	—	—
	11.38%	L+	7.00%		Secured Debt	(8)	—	(13)	629	21,655	13	13	21,655
					Common Stock	(8)	—	—	104	18,950	—	—	18,950
					Common Stock	(8)	—	(68)	—	238	—	68	170
Principle Environmental, LLC					Secured Debt	(8)	—	—	—	—	—	—	—
	13.00%				Secured Debt	(8)	—	—	198	5,806	6	—	5,812
					Preferred Member Units	(8)	—	(1,940)	286	12,420	—	1,940	10,480
					Common Stock	(8)	—	(90)	—	590	—	90	500
Quality Lease Service, LLC					Member Units	(7)	—	—	—	525	—	—	525
Robbins Bros. Jewelry, Inc.					Secured Debt	(9)	—	—	8	(35)	2	—	(33)
	12.50%				Secured Debt	(9)	—	—	1,128	35,404	19	225	35,198
					Preferred Equity	(9)	—	(4,950)	—	14,880	—	4,950	9,930
Trantech Radiator Topco, LLC					Secured Debt	(7)	—	(1)	2	—	1	1	—
	12.00%				Secured Debt	(7)	—	(5)	242	7,920	5	5	7,920
					Common Stock	(7)	—	1,510	29	7,800	1,506	—	9,306
Volusion, LLC	10.00%				Secured Debt	(8)	—	—	—	—	2,100	—	2,100
					Secured Debt	(8)	(3,188)	1,821	166	14,914	—	14,914	—
					Unsecured Convertible Debt	(8)	(409)	409	—	—	409	409	—
					Preferred Member Units	(8)	—	—	—	—	—	—	—

118

Table of contentsSchedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)

Company Total Rate Base Rate Spread PIK Rate Type of Investment(1)(10)(11) Geography Amount of
Realized
Gain/(Loss) Amount of
Unrealized
Gain/(Loss) Amount of
Interest,
Fees or
Dividends
Credited to
Income(2) December 31,
2021
Fair Value Gross
Additions(3) Gross
Reductions(4) June 30,
2022
Fair Value
Flame King Holdings, LLC 7.50% L+ 6.50% Secured Debt (9) — 68 288 6,324 1,276 — 7,600
12.00% L+ 11.00% Secured Debt (9) — 183 1,300 20,996 204 — 21,200
Preferred Equity (9) — 3,010 559 10,400 3,010 — 13,410
Garreco, LLC 9.00% L+ 8.00% Secured Debt (8) — — 190 4,196 — — 4,196
Member Units (8) — 220 321 2,270 220 — 2,490
Gulf Manufacturing, LLC Member Units (8) — (130) 985 5,640 — 130 5,510
Gulf Publishing Holdings, LLC 10.60% 5.25% Secured Debt (8) — — 7 257 — — 257
12.50% 6.25% Secured Debt (8) — (2,188) 426 9,717 — 2,188 7,529
Harrison Hydra-Gen, Ltd. Common Stock (8) — (200) — 3,530 — 200 3,330
Johnson Downie Opco, LLC 13.00% L+ 11.50% Secured Debt (8) — 92 755 11,344 115 1,038 10,421
Preferred Equity (8) — 2,730 566 3,150 2,730 — 5,880
JorVet Holdings, LLC 12.00% Secured Debt (9) — — 1,082 — 25,406 — 25,406
Common Stock (9) — — 54 — 10,741 — 10,741
KBK Industries, LLC Member Units (5) — 310 685 13,620 310 — 13,930
MS Private Loan Fund LP Interests (8) — (544) 191 2,581 8,750 544 10,787
MSC Income Fund, Inc. Common Equity (8) — — — — 750 — 750
NAPCO Precast, LLC Member Units (8) — (1,730) 4 13,560 — 1,730 11,830
Nebraska Vet AcquireCo, LLC 12.00% Secured Debt (5) — — 649 10,412 11 — 10,423
12.00% Secured Debt (5) — — 548 4,829 6,544 — 11,373
Preferred Member Units (5) — — — 7,700 — — 7,700
NexRev LLC 11.00% Secured Debt (8) — (1,703) 1,222 14,045 — 5,783 8,262
Preferred Member Units (8) — (3,080) 40 2,690 — 1,750 940
NRP Jones, LLC 12.00% Secured Debt (5) — — 126 2,080 — — 2,080
Member Units (5) — (970) 198 6,440 — 970 5,470
NuStep, LLC 7.63% L+ 6.50% Secured Debt (5) — — 110 1,720 1,480 — 3,200
12.00% Secured Debt (5) — 28 1,043 17,240 1,200 — 18,440
Preferred Member Units (5) — (1,940) — 13,500 — 1,940 11,560
Orttech Holdings, LLC 12.00% L+ 11.00% Secured Debt (5) — — 1,494 24,150 29 400 23,779
Preferred Stock (5) — — 386 10,000 — — 10,000
Pearl Meyer Topco LLC 12.00% Secured Debt (6) — (61) 1,942 32,674 1,561 5,554 28,681
Member Units (6) — 12,780 2,856 26,970 12,780 — 39,750
River Aggregates, LLC Member Units (8) — 100 — 3,280 100 — 3,380
Tedder Industries, LLC 12.00% Secured Debt (9) — — 961 15,141 44 — 15,185
12.00% Secured Debt (9) — — 102 1,040 800 — 1,840
Preferred Member Units (9) — (1,487) — 8,579 222 1,487 7,314
Televerde, LLC Member Units (8) — (2,135) — 7,280 — 2,135 5,145
Preferred Stock (8) — 1,076 — — 1,794 — 1,794
Vision Interests, Inc. Series A Preferred Stock (9) — — 144 3,000 — — 3,000
VVS Holdco LLC 11.50% Secured Debt (5) — — 1,821 31,269 34 1,201 30,102
Preferred Equity (5) — 240 200 11,840 240 — 12,080
Other
Amounts related to investments transferred to or from other 1940 Act classification during the period — — 57 41,748 — — —
Total Control investments $ — $ 13,101 $ 69,385 $ 1,489,257 $ 176,645 $ 85,996 $ 1,538,158


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
					Preferred Member Units	(8)	—	—	—	—	11,446	—	11,446
					Preferred Member Units	(8)	—	—	—	—	—	—	—
					Common Stock	(8)	—	(2,576)	—	—	2,576	2,576	—
					Warrants	(8)	—	2,576	—	—	—	—	—
Ziegler’s NYPD, LLC	12.00%				Secured Debt	(8)	—	—	14	450	—	—	450
	6.50%				Secured Debt	(8)	—	—	16	945	—	—	945
	14.00%				Secured Debt	(8)	—	(215)	96	2,676	—	215	2,461
					Preferred Member Units	(8)	—	(170)	—	240	—	170	70
					Warrants	(8)	—	—	—	—	—	—	—
Other controlled investments
2717 MH, L.P.					LP Interests (2717 MH, L.P.)	(8)	631	(675)	141	7,552	1,031	1,574	7,009
					LP Interests (2717 HPP-MS, L.P.)	(8)	—	—	—	248	—	—	248
ASC Interests, LLC	13.00%				Secured Debt	(8)	—	—	13	400	—	—	400
	13.00%				Secured Debt	(8)	—	—	54	1,649	—	—	1,649
					Member Units	(8)	—	(100)	—	800	—	100	700
ATS Workholding, LLC	5.00%				Secured Debt	(9)	—	(132)	—	634	21	132	523
	5.00%				Secured Debt	(9)	—	(186)	—	1,005	—	185	820
					Preferred Member Units	(9)	—	—	—	—	—	—	—
Barfly Ventures, LLC	7.00%				Secured Debt	(5)	—	—	30	711	—	—	711
					Member Units	(5)	—	(280)	—	3,320	—	283	3,037
Batjer TopCo, LLC					Secured Debt	(8)	—	—	—	(8)	1	—	(7)
					Secured Debt	(8)	—	—	—	—	—	—	—
	11.00%				Secured Debt	(8)	—	—	311	10,933	9	450	10,492
					Preferred Stock	(8)	—	2,055	167	4,095	2,055	—	6,150
Bolder Panther Group, LLC					Secured Debt	(9)	—	—	1	—	—	—	—
	13.91%	SF+	9.22%		Secured Debt	(9)	—	(36)	3,431	99,194	36	695	98,535
	8.00%				Class B Preferred Member Units	(9)	—	—	1,096	31,420	—	—	31,420
Bridge Capital Solutions Corporation	13.00%				Secured Debt	(6)	—	—	286	8,813	—	—	8,813
	13.00%				Secured Debt	(6)	—	—	32	1,000	—	—	1,000
					Preferred Member Units	(6)	—	—	25	1,000	—	—	1,000
					Warrants	(6)	—	—	—	1,828	—	—	1,828
					Warrants	(6)	—	—	—	2,512	—	—	2,512
CBT Nuggets, LLC					Member Units	(9)	—	860	1,235	49,002	858	—	49,860
Centre Technologies Holdings, LLC		L+	9.00%		Secured Debt	(8)	—	—	3	—	—	—	—
	13.75%	L+	9.00%		Secured Debt	(8)	—	—	517	14,954	6	—	14,960
					Preferred Member Units	(8)	—	560	30	8,700	560	—	9,260
Chamberlin Holding LLC		SF+	6.00%		Secured Debt	(8)	—	—	2	—	—	—	—
	12.86%	SF+	8.00%		Secured Debt	(8)	—	(6)	540	16,945	6	6	16,945
					Member Units	(8)	—	(120)	285	22,920	—	120	22,800
					Member Units	(8)	—	120	23	2,710	120	—	2,830
Charps, LLC	10.00%				Unsecured Debt	(5)	—	(9)	149	5,694	9	9	5,694

119

Table of contentsSchedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)

Company Total Rate Base Rate Spread PIK Rate Type of Investment(1)(10)(11) Geography Amount of
Realized
Gain/(Loss) Amount of
Unrealized
Gain/(Loss) Amount of
Interest,
Fees or
Dividends
Credited to
Income(2) December 31,
2021
Fair Value Gross
Additions(3) Gross
Reductions(4) June 30,
2022
Fair Value
Affiliate Investments
AAC Holdings, Inc. 18.00% 8.00% Secured Debt (7) $ — $ (150) $ 970 $ 9,794 $ 296 $ — $ 10,090
Common Stock (7) — (1,279) — 2,079 — 1,279 800
Warrants (7) — (1,200) — 1,940 — 1,200 740
AFG Capital Group, LLC 10.00% Secured Debt (8) — — 2 144 — 144 —
Preferred Member Units (8) — 1,040 — 7,740 1,040 — 8,780
ATX Networks Corp. 8.92% L+ 7.50% Secured Debt (6) — (309) 388 7,092 228 1,133 6,187
10.00% 10.00% Unsecured Debt (6) — 120 159 1,963 437 158 2,242
BBB Tank Services, LLC 12.06% L+ 11.00% Unsecured Debt (8) — (209) 290 2,507 — 209 2,298
Preferred Stock (non-voting) (8) — — — — — — —
Member Units (8) — — — — — — —
Boccella Precast Products LLC 10.00% Secured Debt (6) — — 16 320 — — 320
Member Units (6) — (320) 70 4,830 — 320 4,510
Buca C, LLC 10.37% L+ 9.25% Secured Debt (7) — — 1,036 14,370 — 1,221 13,149
Career Team Holdings, LLC 12.50% Secured Debt (6) — — 1,296 20,050 20 — 20,070
Class A Common Units (6) — — — 4,499 1 — 4,500
Chandler Signs Holdings, LLC Class A Units (8) — 160 — 460 160 — 620
Classic H&G Holdings, LLC 7.00% L+ 6.00% Secured Debt (6) — — 349 4,000 7,920 6,360 5,560
8.00% Secured Debt (6) — (21) 797 19,274 21 21 19,274
Preferred Member Units (6) — 8,530 947 15,260 8,530 — 23,790
Congruent Credit Opportunities Funds LP Interests (Congruent Credit Opportunities Fund III, LP) (8) — (63) 300 9,959 — 1,660 8,299
DMA Industries, LLC 12.00% Secured Debt (7) — 186 1,300 20,993 207 — 21,200
Preferred Equity (7) — 976 — 5,944 976 — 6,920
Dos Rios Partners LP Interests (Dos Rios Partners - A, LP) (8) — (546) — 3,280 — 546 2,734
LP Interests (Dos Rios Partners, LP) (8) — (1,719) — 10,329 — 1,719 8,610
Dos Rios Stone Products LLC Class A Preferred Units (8) — (290) — 640 — 290 350
EIG Fund Investments LP Interests (EIG Global Private Debt Fund-A, L.P.) (8) 11 — 28 547 — 158 389
Freeport Financial SBIC Fund LP LP Interests (Freeport Financial SBIC Fund LP) (5) — (52) 2 6,078 — 1,962 4,116
LP Interests (Freeport First Lien Loan Fund III LP) (5) — (57) 242 7,231 — 436 6,795
GFG Group, LLC 9.00% Secured Debt (5) — (13) 675 12,545 13 13 12,545
Preferred Member Units (5) — — 378 6,990 — — 6,990
Hawk Ridge Systems, LLC 7.13% L+ 6.00% Secured Debt (9) — — 94 2,585 — — 2,585
8.00% Secured Debt (9) — (16) 1,416 34,800 16 16 34,800
Preferred Member Units (9) — 5,350 704 14,680 5,350 — 20,030
Preferred Member Units (9) — 280 — 771 279 — 1,050
Houston Plating and Coatings, LLC 8.00% Unsecured Convertible Debt (8) — (210) 121 2,960 — 210 2,750
Member Units (8) — (690) 16 3,210 — 690 2,520
HPEP 3, L.P. LP Interests (HPEP 3, L.P.) (8) 779 (21) (80) 4,712 — 381 4,331


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
					Preferred Member Units	(5)	—	210	196	13,340	210	—	13,550
Colonial Electric Company LLC					Secured Debt	(6)	—	—	2	—	—	—	—
	12.00%				Secured Debt	(6)	—	—	704	23,151	14	315	22,850
					Preferred Member Units	(6)	—	(960)	(1,273)	9,160	—	960	8,200
Copper Trail Energy Fund I, LP - CTMH					LP Interests (CTMH, LP)	(9)	—	—	—	588	—	—	588
Digital Products Holdings LLC	14.75%	L+	10.00%		Secured Debt	(5)	—	—	564	15,523	9	329	15,203
					Preferred Member Units	(5)	—	—	50	9,835	—	—	9,835
Garreco, LLC	12.00%	L+	10.00%		Secured Debt	(8)	—	—	112	3,826	—	277	3,549
					Member Units	(8)	—	(220)	12	1,800	—	220	1,580
Gulf Manufacturing, LLC					Member Units	(8)	—	580	718	6,790	580	—	7,370
Harrison Hydra-Gen, Ltd.					Common Stock	(8)	—	210	—	3,280	210	—	3,490
Johnson Downie Opco, LLC		L+	11.50%		Secured Debt	(8)	—	(1)	3	—	1	1	—
	16.25%	L+	11.50%		Secured Debt	(8)	—	(5)	407	9,999	5	5	9,999
					Preferred Equity	(8)	—	1,010	71	5,540	1,010	—	6,550
JorVet Holdings, LLC	12.00%				Secured Debt	(9)	—	—	782	25,432	13	—	25,445
					Preferred Equity	(9)	—	—	221	10,741	—	—	10,741
KBK Industries, LLC	10.00%				Secured Debt	(5)	—	56	184	—	6,000	250	5,750
					Member Units	(5)	—	(3,590)	6,134	15,570	—	3,590	11,980
MS Private Loan Fund					Secured Debt	(8)	—	—	6	—	—	—	—
					Secured Debt	(8)	—	—	—	—	—	—	—
					LP Interests	(8)	—	(58)	370	14,833	—	58	14,775
MSC Income Fund, Inc.					Common Equity	(8)	—	7	15	753	7	—	760
NAPCO Precast, LLC					Member Units	(8)	—	670	—	11,830	670	—	12,500
Nebraska Vet AcquireCo, LLC (NVS)		L+	7.00%		Secured Debt	(5)	—	—	2	—	—	—	—
	12.00%				Secured Debt	(5)	—	(10)	613	20,094	10	10	20,094
	12.00%				Secured Debt	(5)	—	(5)	320	10,500	5	5	10,500
					Preferred Member Units	(5)	—	3,520	125	7,700	3,520	—	11,220
NexRev LLC					Secured Debt	(8)	—	—	—	—	—	—	—
	11.00%				Secured Debt	(8)	—	1,000	320	8,477	1,022	629	8,870
					Preferred Member Units	(8)	—	1,880	131	1,110	1,880	—	2,990
NRP Jones, LLC	12.00%				Secured Debt	(5)	—	—	62	2,080	—	—	2,080
					Member Units	(5)	—	279	13	4,615	278	—	4,893
					Member Units	(5)	—	11	(2)	175	12	—	187
NuStep, LLC	11.25%	L+	6.50%		Secured Debt	(5)	—	—	122	4,399	—	—	4,399
	12.00%				Secured Debt	(5)	—	—	556	18,414	3	—	18,417
					Preferred Member Units	(5)	—	(410)	—	8,040	—	410	7,630
					Preferred Member Units	(5)	—	—	—	5,150	—	—	5,150
Orttech Holdings, LLC		L+	11.00%		Secured Debt	(5)	—	—	—	—	—	—	—
	15.75%	L+	11.00%		Secured Debt	(5)	—	—	924	23,429	17	800	22,646
					Preferred Stock	(5)	—	1,750	269	11,750	1,750	—	13,500
Pearl Meyer Topco LLC	12.00%				Secured Debt	(6)	—	5	29	—	3,500	—	3,500
	12.00%				Secured Debt	(6)	—	38	142	—	11,500	—	11,500
	12.00%				Secured Debt	(6)	—	(20)	868	28,681	20	1,020	27,681
					Preferred Equity	(6)	—	280	2,879	43,260	280	—	43,540

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)

Company Total Rate Base Rate Spread PIK Rate Type of Investment(1)(10)(11) Geography Amount of
Realized
Gain/(Loss) Amount of
Unrealized
Gain/(Loss) Amount of
Interest,
Fees or
Dividends
Credited to
Income(2) December 31,
2021
Fair Value Gross
Additions(3) Gross
Reductions(4) June 30,
2022
Fair Value
LP Interests (423 COR, LP) (8) — — — — 1,400 — 1,400
I-45 SLF LLC Member Units (Fully diluted 20.0%; 21.75% profits interest) (8) — (1,438) 943 14,387 — 1,438 12,949
Iron-Main Investments, LLC 12.50% Secured Debt (5) — — 204 3,170 3 — 3,173
12.50% Secured Debt (5) — — 294 4,557 4 — 4,561
12.50% Secured Debt (5) — — 1,839 28,749 20 — 28,769
Common Stock (5) — — — 1,798 — — 1,798
L.F. Manufacturing Holdings, LLC Preferred Member Units (non-voting) (8) — — 8 107 8 — 115
Member Units (8) — 590 224 2,560 590 — 3,150
OnAsset Intelligence, Inc. 12.00% 12.00% Secured Debt (8) — (155) 28 935 28 155 808
12.00% 12.00% Secured Debt (8) — (158) 29 954 29 158 825
12.00% 12.00% Secured Debt (8) — (341) 62 2,055 62 341 1,776
12.00% 12.00% Secured Debt (8) — (710) 129 4,286 129 711 3,704
10.00% 10.00% Unsecured Debt (8) — — 5 191 11 5 197
Oneliance, LLC 12.06% L+ 11.00% Secured Debt (7) — — 344 5,547 6 — 5,553
Preferred Stock (7) — — — 1,056 — — 1,056
Quality Lease Service, LLC 12.00% Secured Debt (8) (51) — — — — — —
SI East, LLC 10.25% Secured Debt (7) — (36) 3,751 65,850 36 1,525 64,361
Preferred Member Units (7) — 1,260 345 11,570 1,260 — 12,830
Slick Innovations, LLC 13.00% Secured Debt (6) — (28) 340 5,320 28 708 4,640
Common Stock (6) — 130 — 1,510 130 — 1,640
Warrants (6) — 40 — 400 40 — 440
Sonic Systems International, LLC 8.50% L+ 7.50% Secured Debt (8) — (233) 565 11,757 3,737 234 15,260
Common Stock (8) — 64 21 1,070 350 — 1,420
Superior Rigging & Erecting Co. 12.00% Secured Debt (7) — — 1,320 21,332 23 — 21,355
Preferred Member Units (7) — — — 4,500 — — 4,500
The Affiliati Network, LLC 11.83% Secured Debt (9) — — 794 13,096 2,187 3,640 11,643
Preferred Stock (9) — — 302 6,400 — — 6,400
UnionRock Energy Fund II, LP LP Interests (9) — (997) 55 6,123 1,324 3,582 3,865
UniTek Global Services, Inc. 9.07% L+ 5.50% 2.00% Secured Debt (6) — (9) 18 371 8 13 366
9.07% L+ 5.50% 2.00% Secured Debt (6) — (47) 88 1,852 42 66 1,828
15.00% 15.00% Secured Convertible Debt (6) — 72 95 2,375 309 96 2,588
Preferred Stock (6) — (181) 181 2,833 181 181 2,833
Preferred Stock (6) — 393 — 1,498 393 — 1,891
Volusion, LLC 11.50% Secured Debt (8) — — 992 17,434 — 350 17,084
8.00% Unsecured Convertible Debt (8) — — 16 409 — — 409
Preferred Member Units (8) — (3,060) — 5,989 — 3,059 2,930
Other — — — — — — —


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income (2)		December 31, 2022 Fair Value (13)		Gross Additions (3)		Gross Reductions (4)		March 31, 2023 Fair Value (13)
River Aggregates, LLC					Member Units	(8)	—		—		—		3,620		—		—		3,620
Tedder Industries, LLC	12.00%				Secured Debt	(9)	—		—		55		1,840		—		—		1,840
	12.00%				Secured Debt	(9)	—		—		459		15,120		3		—		15,123
					Preferred Member Units	(9)	—		(810)		—		7,681		—		810		6,871
					Preferred Member Units	(9)	—		111		—		—		333		—		333
Televerde, LLC					Member Units	(8)	—		1,191		171		5,408		1,191		—		6,599
					Preferred Stock	(8)	—		—		—		1,794		—		—		1,794
Vision Interests, Inc.					Series A Preferred Stock	(9)	—		—		168		3,000		—		—		3,000
VVS Holdco LLC		L+	6.00%		Secured Debt	(5)	—		—		8		(21)		6		—		(15)
	11.50%				Secured Debt	(5)	—		—		889		30,161		15		—		30,176
					Preferred Equity	(5)	—		100		38		11,940		100		—		12,040
							—		—		—		—		—		—		—
							—		—		—		—		—		—		—
Other							—		—		—		—		—		—		—
Amounts related to investments transferred to or from other 1940 Act classification during the period							—		—		(171)		(14,914)		—		—		—
Total Control investments							$	(2,966)	$	17,161	$	48,862	$	1,703,172	$	83,687	$	55,770	$	1,746,003
Affiliate Investments
AAC Holdings, Inc.	18.00%				Secured Debt	(7)	$	—	$	(6)	$	—	$	—	$	315	$	6	$	309
	18.00%			18.00%	Secured Debt	(7)	—		(268)		572		11,550		572		267		11,855
					Common Stock	(7)	—		—		—		—		—		—		—
					Warrants	(7)	—		—		—		—		—		—		—
AFG Capital Group, LLC					Preferred Member Units	(8)	—		—		—		9,400		—		—		9,400
ATX Networks Corp.		L+	7.50%		Secured Debt	(6)	—		(134)		886		6,343		575		6,918		—
				10.00%	Unsecured Debt	(6)	—		(306)		1,160		2,598		1,160		3,758		—
					Common Stock	(6)	3,248		(3,270)		—		3,270		3,248		6,518		—
BBB Tank Services, LLC	15.66%	L+	11.00%		Unsecured Debt	(8)	—		—		31		800		—		—		800
	15.66%	L+	11.00%		Unsecured Debt	(8)	—		—		155		2,086		—		—		2,086
					Member Units	(8)	—		—		—		—		—		—		—
	15.00%				Preferred Stock (non-voting)	(8)	—		—		—		—		—		—		—
Boccella Precast Products LLC	10.00%				Secured Debt	(6)	—		—		8		320		—		—		320
					Member Units	(6)	—		(200)		29		2,970		—		200		2,770
Buca C, LLC	12.00%				Secured Debt	(7)	—		—		521		12,337		—		375		11,962
	6.00%			6.00%	Preferred Member Units	(7)	—		—		—		—		—		—		—
Career Team Holdings, LLC		L+	6.00%		Secured Debt	(6)	—		—		2		(9)		1		1		(9)
	12.50%				Secured Debt	(6)	—		—		643		20,090		10		—		20,100
					Common Stock	(6)	—		—		—		4,500		—		—		4,500
Chandler Signs Holdings, LLC					Class A Units	(8)	—		210		36		1,790		210		—		2,000
Classic H&G Holdings, LLC	10.88%	L+	6.00%		Secured Debt	(6)	—		—		127		4,560		—		—		4,560
	8.00%				Secured Debt	(6)	—		(11)		396		19,274		11		11		19,274
					Preferred Member Units	(6)	—		1,062		780		24,637		1,063		—		25,700
Congruent Credit Opportunities Funds					LP Interests (Congruent Credit Opportunities Fund III, LP)	(8)	—		—		123		7,657		—		876		6,781

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
DMA Industries, LLC	12.00%				Secured Debt	(7)	—	(11)	647	21,200	11	11	21,200
					Preferred Equity	(7)	—	—	—	7,260	—	—	7,260
Dos Rios Partners					LP Interests (Dos Rios Partners, LP)	(8)	—	156	—	9,127	156	—	9,283
					LP Interests (Dos Rios Partners - A, LP)	(8)	—	—	—	2,898	—	—	2,898
Dos Rios Stone Products LLC					Class A Preferred Units	(8)	—	250	—	1,330	250	—	1,580
EIG Fund Investments					LP Interests (EIG Global Private Debt Fund-A, L.P.)	(8)	14	—	19	1,013	15	52	976
Flame King Holdings, LLC	11.25%	L+	6.50%		Secured Debt	(9)	—	(4)	215	7,600	4	4	7,600
	13.75%	L+	9.00%		Secured Debt	(9)	—	(11)	730	21,200	11	11	21,200
					Preferred Equity	(9)	—	3,610	538	17,580	3,610	—	21,190
Freeport Financial SBIC Fund LP					LP Interests (Freeport Financial SBIC Fund LP)	(5)	—	—	—	3,483	—	—	3,483
					LP Interests (Freeport First Lien Loan Fund III LP)	(5)	—	—	134	5,848	—	536	5,312
GFG Group, LLC.	9.00%				Secured Debt	(5)	—	(6)	261	11,345	6	6	11,345
					Preferred Member Units	(5)	—	450	39	7,140	450	—	7,590
Hawk Ridge Systems, LLC	10.75%	L+	6.00%		Secured Debt	(9)	—	—	90	3,185	815	—	4,000
	10.00%				Secured Debt	(9)	—	(10)	893	37,800	10	10	37,800
					Preferred Member Units	(9)	—	—	65	17,460	—	—	17,460
					Preferred Member Units	(9)	—	—	—	920	—	—	920
Houston Plating and Coatings, LLC	8.00%				Unsecured Convertible Debt	(8)	—	(170)	60	3,000	—	170	2,830
					Member Units	(8)	—	600	2	2,400	600	—	3,000
HPEP 3, L.P.					LP Interests (HPEP 3, L.P.)	(8)	—	113	—	4,331	113	508	3,936
					LP Interests (HPEP 4, L.P.)	(8)	—	—	—	2,332	—	—	2,332
					LP Interests (423 COR, LP)	(8)	—	—	117	1,400	—	—	1,400
I-45 SLF LLC					Member Units (Fully diluted 20.0%; 21.75% profits interest)	(8)	—	—	528	11,758	1,200	—	12,958
Infinity X1 Holdings, LLC	13.00%				Secured Debt	(9)	—	—	183	—	17,823	—	17,823
					Preferred Equity	(9)	—	—	—	—	4,000	—	4,000
Iron-Main Investments, LLC	13.50%				Secured Debt	(5)	—	—	151	4,500	2	—	4,502
	13.50%				Secured Debt	(5)	—	—	105	3,130	2	—	3,132
	13.50%				Secured Debt	(5)	—	—	294	8,944	—	—	8,944
	13.50%				Secured Debt	(5)	—	—	658	19,559	9	—	19,568
	13.50%				Secured Debt	(5)	—	—	489	—	10,836	—	10,836
					Common Stock	(5)	—	—	—	1,798	958	—	2,756
OnAsset Intelligence, Inc.	12.00%			12.00%	Secured Debt	(8)	—	(6)	—	569	—	6	563
	12.00%			12.00%	Secured Debt	(8)	—	(6)	—	580	—	6	574
	12.00%			12.00%	Secured Debt	(8)	—	(14)	—	1,249	—	13	1,236

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

March 31, 2023

(dollars in thousands)

(Unaudited)


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)	Amount of Unrealized Gain/(Loss)	Amount of Interest, Fees or Dividends Credited to Income (2)	December 31, 2022 Fair Value (13)	Gross Additions (3)	Gross Reductions (4)	March 31, 2023 Fair Value (13)
	12.00%			12.00%	Secured Debt	(8)	—	(28)	—	2,606	—	29	2,577
	10.00%			10.00%	Unsecured Debt	(8)	—	—	—	305	—	—	305
	7.00%			7.00%	Preferred Stock	(8)	—	—	—	—	—	—	—
					Common Stock	(8)	—	—	—	—	—	—	—
					Warrants	(8)	—	—	—	—	—	—	—
Oneliance, LLC		L+	11.00%		Secured Debt	(7)	—	—	—	—	—	—	—
	15.75%	L+	11.00%		Secured Debt	(7)	—	—	219	5,559	3	80	5,482
					Preferred Stock	(7)	—	—	—	1,056	—	—	1,056
Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)					Secured Debt	(8)	(29,526)	29,865	—	—	29,865	29,865	—
					Preferred Member Units	(8)	—	—	—	—	—	—	—
SI East, LLC (Stavig)					Secured Debt	(7)	—	—	7	—	—	—	—
	9.50%				Secured Debt	(7)	—	(33)	2,144	89,786	33	5,283	84,536
					Preferred Member Units	(7)	—	—	343	13,650	—	—	13,650
Slick Innovations, LLC	14.00%				Secured Debt	(6)	—	(9)	492	13,840	9	249	13,600
					Common Stock	(6)	—	260	—	1,530	260	—	1,790
Sonic Systems International, LLC	12.26%	L+	7.50%		Secured Debt	(8)	—	(17)	499	15,769	17	17	15,769
					Common Stock	(8)	—	(50)	11	1,280	—	50	1,230
Student Resource Center, LLC	13.69%	L+	8.50%		Secured Debt	(6)	—	—	108	4,556	—	—	4,556
					Preferred Equity	(6)	—	—	—	—	—	—	—
Superior Rigging & Erecting Co.	12.00%				Secured Debt	(7)	—	—	652	21,378	17	1,000	20,395
					Preferred Member Units	(7)	—	470	—	4,500	470	—	4,970
The Affiliati Network, LLC					Secured Debt	(9)	—	—	7	106	1,321	1,440	(13)
	12.00%				Secured Debt	(9)	—	—	293	9,442	7	200	9,249
					Preferred Stock	(9)	—	—	80	6,400	—	—	6,400
UnionRock Energy Fund II, LP					LP Interests	(9)	—	—	—	5,855	530	197	6,188
UniTek Global Services, Inc.	14.22%	SF+	7.50%	2.00%	Secured Debt	(6)	—	23	12	382	25	—	407
	14.22%	SF+	7.50%	2.00%	Secured Debt	(6)	—	102	62	1,712	112	3	1,821
	15.00%			15.00%	Secured Convertible Debt	(6)	—	262	91	4,592	353	—	4,945
	20.00%			20.00%	Preferred Stock	(6)	—	(107)	107	2,833	107	107	2,833
	20.00%			20.00%	Preferred Stock	(6)	—	385	—	1,991	385	—	2,376
	19.00%			19.00%	Preferred Stock	(6)	—	—	—	—	—	—	—
	13.50%			13.50%	Preferred Stock	(6)	—	—	—	—	—	—	—
					Common Stock	(6)	—	—	—	—	—	—	—
Universal Wellhead Services Holdings, LLC	14.00%			14.00%	Preferred Member Units	(8)	—	—	—	220	—	2	218
					Member Units	(8)	—	—	—	—	—	—	—
World Micro Holdings, LLC	13.00%				Secured Debt	(7)	—	—	471	14,140	7	—	14,147
					Preferred Equity	(7)	—	—	—	3,845	—	—	3,845
Other							—	—	—	—	—	—	—

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

March 31, 2023

(dollars in thousands)

(Unaudited)


Company	Total Rate	Base Rate	Spread	PIK Rate	Type of Investment (1)(10)(11)	Geography	Amount of Realized Gain/(Loss)		Amount of Unrealized Gain/(Loss)		Amount of Interest, Fees or Dividends Credited to Income (2)		December 31, 2022 Fair Value (13)		Gross Additions (3)		Gross Reductions (4)		March 31, 2023 Fair Value (13)
Amounts related to investments transferred to or from other 1940 Act classification during the period							—		—		171		14,914		—		—		—
Total Affiliate investments							$	(26,264)	$	33,141	$	17,456	$	618,359	$	81,567	$	58,785	$	626,227

________________

(2)Represents the total amount of interest, fees and dividends credited to income for the portion of the period for which an investment was included in Control or Affiliate categories, respectively. For investments transferred between Control and Affiliate categories during the period, any income or investment balances related to the time period it was in the category other than the one shown at period end is included in “Amounts ~~from~~related to investments transferred from other 1940 Act classifications during the period.”

(5)Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2022~~March 31, 2023 for control investments located in this region was ~~$341,821.~~$444,151. This represented ~~22.2%~~20.4% of net assets as of ~~June 30, 2022.~~March 31, 2023. The fair value as of ~~June 30, 2022~~March 31, 2023 for affiliate investments located in this region was ~~$68,747.~~$77,468. This represented ~~13.3%~~3.6% of net assets as of ~~June 30, 2022.~~March 31, 2023.

(6)Portfolio company located in the Northeast region and Canada as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2022~~March 31, 2023 for control investments located in this region was ~~$140,103.~~$163,180. This represented ~~9.1%~~7.5% of net assets as of ~~June 30, 2022.~~March 31, 2023. The fair value as of ~~June 30, 2022~~March 31, 2023 for affiliate investments located in this region was ~~$102,679.~~$109,543. This represented ~~19.8%~~5.0% of net assets as of ~~June 30, 2022.~~March 31, 2023.

(7)Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2022~~March 31, 2023 for control investments located in this region was ~~$17,479.~~$49,003. This represented ~~1.1%~~2.3% of net assets as of ~~June 30, 2022.~~March 31, 2023. The fair value as of ~~June 30, 2022~~March 31, 2023 for affiliate investments located in this region was ~~$162,554.~~$200,667. This represented ~~31.4%~~9.2% of net assets as of ~~June 30, 2022.~~March 31, 2023.

(8)Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2022~~March 31, 2023 for control investments located in this region was ~~$588,039.~~$639,016. This represented ~~38.2%~~29.5% of net assets as of ~~June 30, 2022.~~March 31, 2023. The fair value as of ~~June 30, 2022~~March 31, 2023 for affiliate investments located in this region was ~~$103,708.~~$84,732. This represented ~~20.0%~~3.9% of net assets as of ~~June 30, 2022.~~March 31, 2023.

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates (Continued)

~~June 30, 2022~~March 31, 2023

(dollars in thousands)

~~(unaudited)~~(Unaudited)

(9)Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of ~~June 30, 2022~~March 31, 2023 for control investments located in this region was ~~$450,716.~~$450,653. This represented ~~29.3%~~20.7% of net assets as of ~~June 30, 2022.~~March 31, 2023. The fair value as of ~~June 30, 2022~~March 31, 2023 for affiliate investments located in this region was ~~$80,373.~~$153,817. This represented ~~15.5%~~7.1% of net assets as of ~~June 30, 2022.~~March 31, 2023.

(10)All of the Company’s portfolio investments are generally subject to restrictions on resale as “restricted securities,” unless otherwise noted.

(12)Investment has an unfunded commitment as of ~~June 30, 2022~~March 31, 2023 (see Note K). The fair value of the investment includes the impact of the fair value of any unfunded commitments.

(13)Negative fair value is the result of the capitalized discount being greater than the principal amount outstanding on the loan.

~~123~~

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q contains forward-looking statements regarding the plans and objectives of management for future operations and which relate to future events or our future performance or financial condition. Any such forward-looking statements may involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by any forward-looking statements. Forward-looking statements, which involve assumptions and describe our future plans, strategies and expectations, are generally identifiable by use of the words “may,” “will,” “should,” “expect,” “anticipate,” “estimate,” “believe,” “intend” or “project” or the negative of these words or other variations on these words or comparable terminology. These forward-looking statements are based on assumptions that may be incorrect, and we cannot assure you that the projections included in these forward-looking statements will come to pass. Our actual results could differ materially from those expressed or implied by the forward-looking statements as a result of various factors, including, without limitation the factors referenced in Item 1A entitled “Risk Factors” below in ~~Part II of~~ this Quarterly Report on Form 10-Q, if any, and discussed in Item 1A entitled “Risk Factors” in ~~Part I of~~ our Annual Report on Form 10-K for the year ended December 31, ~~2022,~~2023, filed with the Securities and Exchange Commission (“SEC”) on February ~~24, 2023~~23, 2024 and elsewhere in this Quarterly Report on Form 10-Q and our other SEC filings. Other factors that could cause actual results to differ materially include changes in the economy and future changes in laws or regulations and conditions in our operating areas.

We have based the forward-looking statements included in this Quarterly Report on Form 10-Q on information available to us on the date of this Quarterly Report on Form 10-Q, and we assume no obligation to update any such forward-looking statements, unless we are required to do so by applicable law. However, you are advised to refer to any additional disclosures that we may make directly to you or through reports that we in the future may file with the SEC, including subsequent periodic and current reports.

This discussion should be read in conjunction with our consolidated financial statements as of December 31, ~~2022,~~2023, and for the year then ended, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, both contained in our Annual Report on Form 10-K for the year ended December 31, ~~2022,~~2023, as well as the consolidated financial statements (unaudited) and notes to the consolidated financial statements (unaudited) contained in this report.

ORGANIZATION

Main Street Capital Corporation (“MSCC”, or, together with its consolidated subsidiaries, “Main Street” or the “Company”) is a principal investment firm primarily focused on providing customized debt and equity financing to lower middle market (“LMM”) companies and debt capital to middle market (“Middle Market”) companies. ~~The~~Main Street’s portfolio investments ~~of Main Street~~ are typically made to support management buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in a variety of industry sectors. Main Street seeks to partner with entrepreneurs, business owners and management teams and generally provides “one-stop” financing alternatives within its LMM investment strategy. Main Street invests primarily in secured debt investments, equity investments, warrants and other securities of LMM companies based in the United States and in secured debt investments of Middle Market companies generally headquartered in the United States.

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investment management activities for External Parties, it is accounted for as a portfolio investment of Main Street and is not included as a consolidated subsidiary in Main Street’s consolidated financial statements.

MSCC has certain direct and indirect wholly-owned subsidiaries that have elected to be taxable entities (the “Taxable Subsidiaries”). The primary purpose of the Taxable Subsidiaries is to permit MSCC to hold equity investments in portfolio companies which are “pass-through” entities for tax purposes. MSCC also has certain direct and indirect wholly-owned subsidiaries formed for financing purposes (the “Structured Subsidiaries”).

OVERVIEW OF OUR BUSINESS

Our principal investment objective is to maximize our portfolio’s total return by generating current income from our debt investments and current income and capital appreciation from our equity and equity-related investments, including warrants, convertible securities and other rights to acquire equity securities in a portfolio company. We seek to achieve our investment objective through our LMM and Private Loan (as defined below) ~~and Middle Market~~ investment strategies. Our LMM investment strategy involves investments in companies that generally have annual revenues between $10 million and $150 million and our LMM portfolio investments generally range in size from $5 million to ~~$75~~$100 million. Our private loan (“Private Loan”) investment strategy involves investments in companies that are generally consistent with the size of the companies in our LMM and Middle Market investment strategies, and our Private Loan investments generally range in size from $10 million to $75 million. Our Middle Market investment strategy involves investments in companies that are generally larger in size than our LMM companies, with annual revenues typically between $150 million and $1.5 billion, and our Middle Market investments generally range in size from $3 million to $25 million.

We seek to fill the financing gap for LMM businesses, which, historically, have had limited access to financing from commercial banks and other traditional sources. The underserved nature of the LMM creates the opportunity for us to meet the financing needs of LMM companies while also negotiating favorable transaction terms and equity participation. Our ability to invest across a company’s capital structure, from secured loans to equity securities, allows us to offer portfolio companies a comprehensive suite of financing options, or a ~~“one stop”~~“one-stop” financing solution. Providing customized, “one-stop” financing solutions is important to LMM portfolio companies. We generally seek to partner directly with entrepreneurs, management teams and business owners in making our investments. Our LMM portfolio debt investments are generally secured by a first lien on the assets of the portfolio company and typically have a term of between five and seven years from the original investment date.

Private Loan investments primarily consist of debt securities that have primarily been originated directly by us or, to a lesser extent, through our strategic relationships with other investment funds on a collaborative basis through investments that are often referred to in the debt markets as “club deals” because of the small lender group size. Our Private Loan investments are typically made to support a company owned by or in the process of being acquired by a private equity sponsor. Private Loan investments are typically similar in size, structure, terms and conditions to investments we hold in our LMM portfolio and Middle Market portfolio. Our Private Loan portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have a term of between three and seven years from the original investment date. We may also ~~invest alongside~~co-invest with the private equity ~~sponsor~~sponsors in the equity securities of our Private Loan portfolio companies.

Our Middle Market portfolio investments primarily consist of direct investments in or secondary purchases of ~~interest-bearing syndicated loans or~~ debt securities in privately held companies based in the United States that are generally larger in size than the companies included in our LMM ~~portfolio.~~portfolio and that were issued through a syndicated process. Our Middle Market portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have an expected duration of between three and seven years from the original investment date. Over the last few years, Main Street has been de-emphasizing this strategy and expects to continue to do so in the future.

Our other portfolio (“Other Portfolio”) investments primarily consist of investments that are not consistent with the typical profiles for our LMM, Private Loan or Middle Market portfolio investments, including investments which may

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be managed by third parties. In our Other Portfolio, we may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds.

Subject to changes in our cash and overall liquidity, our Investment Portfolio (as defined below) may also include short-term portfolio investments that are atypical of our LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital. These assets are typically expected to be liquidated in one year or less and are not expected to be a significant portion of the overall Investment Portfolio. The “Investment ~~Portfolio”,~~Portfolio,” as used herein, refers to all of our investments in LMM companies (including both our LMM and Private Loan portfolio investments) and investments in Middle Market companies (including both our Private Loan and Middle Market portfolio investments), Other Portfolio investments, short-term portfolio investments and our investment in the External Investment Manager.

Our external asset management business is conducted through the External Investment Manager. The External Investment Manager earns management fees based on the assets of the funds under management and may earn incentive fees, or a carried interest, based on the performance of the funds managed.

Our portfolio investments are generally made through MSCC, the Taxable Subsidiaries, the Funds and the Structured Subsidiaries. MSCC, the Taxable Subsidiaries, the Funds and the Structured Subsidiaries share the same investment strategies and criteria, although they are subject to different regulatory ~~regimes (see~~ ~~Regulation~~).regimes. An investor’s return in MSCC will depend, in part, on the Taxable Subsidiaries’, the Funds’ and the Structured Subsidiaries’ investment returns as they are wholly-owned subsidiaries of MSCC.

The level of new portfolio investment activity will fluctuate from period to period based upon our view of the current economic fundamentals, our ability to identify new investment opportunities that meet our investment criteria, and our ability to consummate the identified opportunities. The level of new investment activity, and associated interest and fee income, will directly impact future investment income. In addition, the level of dividends paid by portfolio companies and the portion of our portfolio debt investments on non-accrual status will directly impact future investment income. While we intend to grow our portfolio and our investment income over the long term, our growth and our operating results may be more limited during depressed economic periods. However, we intend to appropriately manage our cost structure and liquidity position based on applicable economic conditions and our investment outlook. The level of realized gains or losses and unrealized appreciation or depreciation on our investments will also fluctuate depending upon portfolio activity, economic conditions and the performance of our individual portfolio companies. The changes in realized gains and losses and unrealized appreciation or depreciation could have a material impact on our operating results.

Because we are internally managed, we do not pay any external investment advisory fees, but instead directly incur the operating costs associated with employing investment and portfolio management professionals. We believe that our internally managed structure provides us with a better alignment of interests between our management team and our employees and our shareholders and a beneficial operating expense structure when compared to other publicly traded and privately held investment firms which are externally managed, and our internally managed structure allows us the opportunity to leverage our non-interest operating expenses as we grow our Investment Portfolio and our External Investment Manager’s asset management business (as defined below). The ratio of our total operating expenses, excluding interest expense, as a percentage of our quarterly average total assets was ~~1.4%~~1.3% and ~~1.5%,~~1.4% for the trailing twelve months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively, and ~~1.4%~~1.3% for the year ended December 31, ~~2022.~~2023. The ratio of our total operating expenses, including interest expense, as a percentage of our quarterly average total assets was 3.7% and ~~3.3%~~3.5% for the trailing twelve months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ respectively, and ~~3.3%~~3.7% for the year ended December 31, ~~2022.~~2023. Our ratio of expenses as a percentage of our average net asset value is described in greater detail in Note F – Financial Highlights to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

The External Investment Manager serves as the investment adviser and administrator to MSC Income Fund, Inc. (“MSC Income”) pursuant to an Investment Advisory and Administrative Services Agreement entered into in October 2020 between the External Investment Manager and MSC Income (the “Advisory Agreement”). Under the Advisory Agreement, the External Investment Manager earns a 1.75% annual base management fee on MSC Income’s average total assets, an incentive fee equal to 20% of pre-investment fee net investment income above a specified investment return hurdle rate and a 20% incentive fee on cumulative net realized capital gains in exchange for providing advisory services to MSC Income.

Additionally, the External Investment Manager has entered into ~~an Investment Management Agreement~~investment management agreements with MS Private Loan Fund I, LP(the “Private Loan Fund”) and MS Private Loan Fund II, LP (the “Private Loan Fund II”), each a private investment fund with a strategy to co-invest with Main Street in Private Loan portfolio investments, ~~(the “Private Loan Fund”),~~ pursuant to which the External Investment Manager provides investment advisory and management services to ~~the Private Loan Fund~~each fund in exchange ~~for an asset-based fee and certain incentive fees. The~~

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for an asset-based fee and certain incentive fees. The External Investment Manager may also advise other clients, including funds and separately managed accounts, pursuant to advisory and services agreements with such clients in exchange for asset-based and incentive fees.

The External Investment Manager earns management fees based on the assets of the funds and accounts under management and may earn incentive fees, or a carried interest, based on the performance of the funds and accounts managed. For the three months ended March 31, 2024 and 2023, the External Investment Manager earned $5.7 million and $5.5 million in base management fees, respectively, $3.9 million and $3.3 million in incentive fees, respectively, and $0.2 million of administrative service fee income for each of the three months ended March 31, 2024 and 2023.

We have entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for its relationship with MSC Income and its other clients. Through this agreement, we share employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities, and we allocate the related expenses to the External Investment Manager pursuant to the sharing agreement. Our total expenses for the three months ended March 31, 2024 and 2023 are net of expenses allocated to the External Investment Manager of $5.6 million and $5.0 million, respectively.

The total contribution of the External Investment Manager to our net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment ~~Manager. The~~Manager For the three months ended March 31, 2024 and 2023, dividends paid to us by the External Investment Manager were $3.0 million and $3.1 million, respectively. For the three months ended March 31, 2024 and 2023, the total contribution of the External Investment Manager to our net investment income was ~~$8.5~~$8.6 million and $5.2 million for the three months ended June 30, 2023 and 2022, respectively. During the three months ended June 30, 2023 and 2022, the External Investment Manager earned base management fee income of $5.5 million and $5.4 million, respectively, incentive fee income of $3.7 million and $0.1 million, respectively, and administrative services fee income of $0.2 million in each period. Our total expenses are net of expenses allocated to the External Investment Manager for the three months ended June 30, 2023 and 2022 of $5.7 million and $3.5 million, respectively. The total contribution to our net investment income was $16.6 million and $10.3 million for the six months ended June 30, 2023 and 2022, respectively. During the six months ended June 30, 2023 and 2022, the External Investment Manager earned base management fee income of $11.0 million and $10.9 million, respectively, incentive fee income of $7.0 million and $0.2 million, respectively, and administrative services fee income of $0.3 million in each period. Our total expenses are net of expenses allocated to the External Investment Manager for the six months ended June 30, 2023 and 2022 of $10.7 million and $6.3$8.1 million, respectively.

We have received an exemptive order from the SEC permitting co-investments among us, MSC Income and other funds and clients advised by the External Investment Manager in certain negotiated transactions where co-investing would otherwise be prohibited under the 1940 Act. We have made co-investments with, and in the future intend to continue to make co-investments with MSC Income, the Private Loan Fund, the Private Loan Fund II and other funds and clients advised by the External Investment Manager, in accordance with the conditions of the order. The order requires, among other things, that we and the External Investment Manager consider whether each such investment opportunity is appropriate for us and the External Investment Manager’s advised clients, as applicable, and if it is appropriate, to propose an allocation of the investment opportunity between such parties. Because the External Investment Manager may receive performance-based fee compensation from funds and clients advised by the External Investment Manager, this may provide the Company and the External Investment Manager an incentive to allocate opportunities to other participating funds and clients instead of us. However, both we and the External Investment Manager have policies and procedures in place to manage this conflict, including oversight by the independent members of our Board of Directors. In addition to the co-investment program described above, we also co-invest in syndicated deals and other transactions where price is the only negotiated point by us and our affiliates.

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INVESTMENT PORTFOLIO SUMMARY

The following tables provide a summary of our investments in the LMM, Private Loan and Middle Market portfolios as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager which are discussed further below):.


		As of June 30, 2023
		LMM (a)			Private Loan			Middle Market
		(dollars in millions)
	As of March 31, 2024																	As of March 31, 2024
	LMM (a)													LMM (a)			Private Loan				Middle Market
	(dollars in millions)																	(dollars in millions)
Number of portfolio companies	Number of portfolio companies	79			88			28
Fair value	Fair value	$	2,170.2		$	1,499.3		$	295.9
Cost	Cost	$	1,720.9		$	1,519.9		$	352.9
Debt investments as a % of portfolio (at cost)	Debt investments as a % of portfolio (at cost)	72.0		%	96.1		%	92.9		%	Debt investments as a % of portfolio (at cost)	72.5	%		94.7	%			91.0	%
Equity investments as a % of portfolio (at cost)	Equity investments as a % of portfolio (at cost)	28.0		%	3.9		%	7.1		%	Equity investments as a % of portfolio (at cost)	27.5	%		5.3	%			9.0	%
% of debt investments at cost secured by first priority lien	% of debt investments at cost secured by first priority lien	99.2		%	99.5		%	99.2		%	% of debt investments at cost secured by first priority lien	99.2	%		99.9	%			99.0	%
Weighted-average annual effective yield (b)	Weighted-average annual effective yield (b)	12.9		%	12.6		%	11.8		%	Weighted-average annual effective yield (b)	12.8	%		12.8	%			12.9	%
Average EBITDA (c)	Average EBITDA (c)	$	8.0		$	30.5		$	67.6

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(a)At ~~June 30,~~March 31, 2024, we had equity ownership in all of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of March 31, 2024, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on our debt portfolio as of March 31, 2024 including debt investments on non-accrual status was 12.7% for our LMM portfolio, 12.4% for our Private Loan portfolio and 11.4% for our Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including four LMM portfolio companies, two Private Loan portfolio companies and one Middle Market portfolio company, as EBITDA is not a meaningful valuation metric for our investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.


	As of December 31, 2023
	LMM (a)			Private Loan			Middle Market
	(dollars in millions)
Number of portfolio companies	80			87			23
Fair value	$	2,273.0		$	1,453.5		$	243.7
Cost	$	1,782.9		$	1,470.1		$	294.4
Debt investments as a % of portfolio (at cost)	72.0		%	94.7		%	91.4		%
Equity investments as a % of portfolio (at cost)	28.0		%	5.3		%	8.6		%
% of debt investments at cost secured by first priority lien	99.2		%	100.0		%	99.1		%
Weighted-average annual effective yield (b)	13.0		%	12.9		%	12.5		%
Average EBITDA (c)	$	8.2		$	27.2		$	64.2

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(a)At December 31, 2023, we had equity ownership in all of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of ~~June 30,~~December 31, 2023, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on our debt portfolio as of December 31, 2023 including

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~~status. The weighted-average annual effective yield on our debt portfolio as of June 30, 2023 including~~ debt investments on non-accrual status was ~~12.8%~~12.9% for our LMM portfolio, ~~12.3%~~12.5% for our Private Loan portfolio and 10.8% for our Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

(c)The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including two LMM portfolio companies and two Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for our investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

~~(a)At December 31, 2022, we had equity ownership in all of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 41%.~~

~~(b)~~The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2022, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on our debt portfolio as of December 31, 2022 including debt investments on non-accrual status was 11.6% for our LMM portfolio, 11.2% for our Private Loan portfolio and 10.3% for our Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

~~(c)~~The average EBITDA is calculated using a simple average for the LMM portfolio and a weighted-average for the Private Loan and Middle Market portfolios. These calculations exclude certain portfolio companies, including three LMM portfolio companies and two Private Loan portfolio companies, as EBITDA is not a meaningful valuation metric for our investments in these portfolio companies, and those portfolio companies whose primary purpose is to own real estate.

For the three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ we achieved an annualized total return on investments of 16.7% and ~~6.5%, respectively. For each of the six months ended June 30, 2023 and 2022, Main Street achieved an annualized total return on investments of 15.1% and 9.2%~~13.4%, respectively. For the year ended December 31, ~~2022,~~2023, we achieved a total return on investments of ~~11.1%~~16.3%. Total return on investments is calculated using the interest, dividend and fee income, as well as the realized and unrealized change in fair value of the Investment Portfolio for the specified period. Our total return on investments is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

As of ~~June 30, 2023,~~March 31, 2024, we had Other Portfolio investments in 1514 entities, collectively totaling ~~$111.2~~$139.8 million in fair value and ~~$119.4~~$141.2 million in cost basis and which comprised ~~2.6%~~3.1% and ~~3.2%~~3.6% of our Investment Portfolio at fair value and cost, respectively. As of December 31, ~~2022,~~2023, we had Other Portfolio investments in 1415 entities, collectively totaling ~~$116.3~~$142.0 million in fair value and ~~$120.4~~$149.1 million in cost basis and which comprised ~~2.8%~~3.3% and ~~3.2%~~4.0% of our Investment Portfolio at fair value and cost, respectively.

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March 31, 2024, we had short-term portfolio investments in 11 entities, collectively totaling $103.4 million in fair value and $103.3 million in cost basis and which comprised 2.3% and 2.6% of our Investment Portfolio at fair value and cost, respectively. As of December 31, 2023, we had no short-term portfolio investments.

As previously discussed, the External Investment Manager is a wholly-owned subsidiary that is treated as a portfolio investment. As of ~~June 30, 2023,~~March 31, 2024, this investment had a fair value of ~~$134.0~~$185.3 million and a cost basis of $29.5 million, which comprised ~~3.2%~~4.1% and ~~0.8%~~0.7% of our Investment Portfolio at fair value and cost, respectively. As of December 31, ~~2022,~~2023, this investment had a fair value of ~~$122.9~~$174.1 million and a cost basis of $29.5 million, which comprised ~~3.0%~~4.1% and 0.8% of our Investment Portfolio at fair value and cost, respectively.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported. Actual results could materially differ from those estimates. Critical accounting policies are those that require management to make subjective or complex judgments about the effect of matters that are inherently uncertain and may change in subsequent periods. Changes that may be required in the underlying assumptions or estimates in these areas could have a material impact on our current and future financial condition and results of operations.

Management has discussed the development and selection of each critical accounting policy and estimate with the Audit Committee of the Board of Directors. Our critical accounting policies and estimates include the Investment Portfolio Valuation and Revenue Recognition policies described below. Our significant accounting policies are described in greater detail in Note B — Summary of Significant Accounting Policies to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Investment Portfolio Valuation

The most significant determination inherent in the preparation of our consolidated financial statements is the valuation of our Investment Portfolio and the related amounts of unrealized appreciation and depreciation. We consider this determination to be a critical accounting estimate, given the significant judgments and subjective measurements required. As of ~~June 30, 2023~~both March 31, 2024 and December 31, ~~2022,~~2023, our Investment Portfolio valued at fair value represented ~~95% and 97%, respectively,~~96% of our total assets. We are required to report our investments at fair value. We follow the provisions of FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring

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fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires us to assume that the portfolio investment is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact. See Note B.1. — Summary of Significant Accounting Policies — Valuation of the Investment Portfolio included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for a detailed discussion of our Investment Portfolio valuation process and procedures.

Due to the inherent uncertainty in the valuation process, our determination of fair value for our Investment Portfolio may differ materially from the values that would have been determined had a ready market for the securities existed. In addition, changes in the market environment, portfolio company performance and other events that may occur over the lives of the investments may cause the gains or losses ultimately realized on these investments to be materially different than the valuations currently assigned. We determine the fair value of each individual investment and record changes in fair value as unrealized appreciation or depreciation.

~~In December 2020, the SEC adopted~~ Rule 2a-5 under the 1940 Act ~~which~~ permits a BDC’s board of directors to designate its executive officers or investment adviser as a valuation designee to determine the fair value for its investment portfolio, subject to the active oversight of the board. Our Board of Directors has approved policies and procedures pursuant to Rule 2a-5 (the “Valuation Procedures”) and has designated a group of our executive officers to serve as the Board of Directors’ valuation designee. We believe our Investment Portfolio as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 approximates fair value as of those dates based on the markets in which we operate and other conditions in existence on those reporting dates.

Revenue Recognition

Interest and Dividend Income

We record interest and dividend income on the accrual basis to the extent amounts are expected to be collected. Dividend income is recorded as dividends are declared by the portfolio company or at the point an obligation exists for the portfolio company to make a distribution. ~~In accordance with our valuation policies, we~~We evaluate accrued interest and

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dividend income periodically for collectability. When a loan or debt security becomes 90 days or more past due, and if we otherwise do not expect the debtor to be able to service its debt obligation, we will generally place the loan or debt security on non-accrual status and cease recognizing interest income on that loan or debt security until the borrower has demonstrated the ability and intent to pay contractual amounts due. If a loan or debt security’s status significantly improves regarding the debtor’s ability to service the debt obligation, or if a loan or debt security is sold or written off, we remove it from non-accrual status.

Fee Income

We may periodically provide services, including structuring and advisory services to our portfolio companies or other third parties. For services that are separately identifiable and evidence exists to substantiate fair value, fee income is recognized as earned, which is generally when the investment or other applicable transaction closes. Fees received in connection with debt financing transactions for services that do not meet these criteria are treated as debt origination fees and are generally deferred and accreted into income over the life of the financing.

Payment-in-Kind (“PIK”) Interest and Cumulative Dividends

We hold certain debt and preferred equity instruments in our Investment Portfolio that contain PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (as discussed in Note ~~B.9.~~B.10. — Summary of Significant Accounting Policies — Income Taxes included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though we may not have collected the PIK interest and cumulative dividends in cash. We stop accruing PIK interest and cumulative dividends and write off any accrued and uncollected interest and dividends in arrears when we determine that such PIK interest and dividends in arrears are no longer collectible. For the three months ended ~~June 30,~~March 31, 2024 and 2023, 3.2% and ~~2022, (i) 1.8% and 1.7%~~2.4%, respectively, of our total investment income was attributable to PIK interest income not paid currently in ~~cash and (ii) 0.2% and 0.2%, respectively, of our total investment income was attributable to cumulative dividend income not paid currently in~~ cash. For each of the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022, (i) 2.1% and 1.4%, respectively, of our total investment income was attributable to PIK interest income not paid currently in cash and (ii)~~ 0.3% ~~and 0.6%, respectively,~~ of our total investment income was attributable to cumulative dividend income not paid currently in cash.

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INVESTMENT PORTFOLIO COMPOSITION

The following tables summarize the composition of our total combined LMM, Private Loan and Middle Market portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments as of ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022~~2023 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager).


Cost:	Cost:		June 30, 2023		December 31, 2022		Cost:	March 31, 2024				December 31, 2023
First lien debt	First lien debt		83.8	%	85.0	%	First lien debt	83.0	%			82.7	%
Equity	Equity		15.5		14.2
Second lien debt	Second lien debt		0.3		0.3
Equity warrants	Equity warrants		0.2		0.2
Other	Other		0.2		0.3
			100.0	%	100.0	%
		100.0								100.0	%			100.0	%


Fair Value:	Fair Value:		June 30, 2023		December 31, 2022		Fair Value:	March 31, 2024				December 31, 2023
First lien debt	First lien debt		73.3	%	75.2	%	First lien debt	71.6	%			71.6	%
Equity	Equity		25.9		24.1
Second lien debt	Second lien debt		0.4		0.3
Equity warrants	Equity warrants		0.2		0.1
Other	Other		0.2		0.3
			100.0	%	100.0	%
		100.0								100.0	%			100.0	%

Our LMM, Private Loan and Middle Market portfolio investments carry a number of risks including: (1) investing in companies which may have limited operating histories and financial resources; (2) holding investments that generally are not publicly traded and which may be subject to legal and other restrictions on resale; and (3) other risks common to investing in below investment-grade debt and equity investments in our Investment Portfolio. Please see Item 1A. Risk Factors — Risks Related to our Investments contained in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022~~2023 for a more complete discussion of the risks involved with investing in our Investment Portfolio.

PORTFOLIO ASSET QUALITY

We utilize an internally developed investment rating system to rate the performance of each LMM, Private Loan and Middle Market portfolio company and to monitor our expected level of returns on each of our LMM, Private Loan and Middle Market investments in relation to our expectations for the portfolio company. The investment rating system takes into consideration various factors, including, but not limited to, each investment’s expected level of returns, the collectability of our debt investments and the ability to receive a return of the invested capital in our equity investments, comparisons to competitors and other industry participants, the portfolio company’s future outlook and other factors that are deemed to be significant to the portfolio company.

As of ~~June 30, 2023,~~March 31, 2024, investments on non-accrual status comprised 0.5% of our total Investment Portfolio ~~had nine investments on non-accrual status, which comprised 0.3% of its~~at fair value and ~~1.7% of its~~2.0% at cost. As of December 31, ~~2022,~~2023, investments on non-accrual status comprised 0.6% of our total Investment Portfolio ~~had 12 investments on non-accrual status, which comprised 0.6% of its~~at fair value and ~~3.7% of its~~2.3% at cost.

The operating results of our portfolio companies are impacted by changes in the broader fundamentals of the United States economy. In periods during which the United States economy contracts, it is likely that the financial results of small to mid-sized companies, like those in which we invest, could experience deterioration or limited growth from current levels, which could ultimately lead to difficulty in meeting their debt service requirements, to an increase in defaults on our debt investments or in realized losses on our investments and to difficulty in maintaining historical dividend payment rates and unrealized appreciation on our equity investments. Consequently, we can provide no

assurance that the performance of certain portfolio companies will not be negatively impacted by future economic cycles or other conditions, which could also have a negative impact on our future results.

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DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS

Comparison of the three months ended ~~June 30,~~March 31, 2024 and 2023 ~~and 2022~~

Set forth below is a comparison of the results of operations, and a reconciliation of net investment income to distributable net investment income, for the three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.


		Three Months Ended June 30,				Net Change
		2023		2022		Amount		%
		(dollars in thousands)
	Three Months Ended March 31,																Three Months Ended March 31,									Net Change
	2024													2024					2023					Amount							%
	(dollars in thousands)																							(dollars in thousands)
Total investment income	Total investment income	$	127,583	$	85,200	$	42,383	50	%	Total investment income	$	131,606	$		$	120,254		$		$	11,352		9					9	%
Total expenses	Total expenses	(41,855)		(30,474)		(11,381)		37	%	Total expenses	(41,799)		(39,287)			(39,287)			(2,512)			(2,512)			6				6		%
Net investment income	Net investment income	85,728		54,726		31,002		57	%	Net investment income	89,807		80,967			80,967			8,840			8,840			11				11		%
Net realized loss from investments	Net realized loss from investments	(75,506)		(5,064)		(70,442)		NM		Net realized loss from investments	(12,367)		(28,379)			(28,379)			16,012			16,012			NM					NM
Net unrealized appreciation (depreciation) from investments		104,941		(24,593)		129,534		NM
Net unrealized appreciation from investments										Net unrealized appreciation from investments	40,647				35,118					5,529							NM
Income tax provision	Income tax provision	(8,647)		(10,320)		1,673		NM		Income tax provision	(10,940)		(8,114)			(8,114)			(2,826)			(2,826)			35				35		%
Net increase in net assets resulting from operations	Net increase in net assets resulting from operations	$	106,516	$	14,749	$	91,767	622	%	Net increase in net assets resulting from operations	$	107,147	$		$	79,592		$		$	27,555		35					35	%


		Three Months Ended June 30,				Net Change
		2023		2022		Amount		%
		(dollars in thousands, except per share amounts)
	Three Months Ended March 31,																Three Months Ended March 31,									Net Change
	2024													2024					2023					Amount							%
	(dollars in thousands, except per share amounts)																							(dollars in thousands, except per share amounts)
Net investment income	Net investment income	$	85,728	$	54,726	$	31,002	57	%	Net investment income	$	89,807	$		$	80,967		$		$	8,840		11					11		%
Share‑based compensation expense	Share‑based compensation expense	4,087		3,596		491		14	%	Share‑based compensation expense	4,103		4,100			4,100			3			3			—					—	%

Deferred compensation expense (benefit)		513		(1,225)		1,738		NM
Deferred compensation expense
Deferred compensation expense
Deferred compensation expense											462				376					86							23		%
Distributable net investment income (a)	Distributable net investment income (a)	$	90,328	$	57,097	$	33,231	58	%	Distributable net investment income (a)	$	94,372	$		$	85,443		$		$	8,929		10					10		%
Net investment income per share—Basic and diluted	Net investment income per share—Basic and diluted	$	1.06	$	0.75	$	0.31	41	%	Net investment income per share—Basic and diluted	$	1.05	$		$	1.02		$		$	0.03		3					3		%

Distributable net investment income per share—Basic and diluted (a)	Distributable net investment income per share—Basic and diluted (a)	$	1.12	$	0.78	$	0.34	44	%
Distributable net investment income per share—Basic and diluted (a)
Distributable net investment income per share—Basic and diluted (a)											$	1.11			$	1.07				$	0.04						4		%

____________________

NM — Net Change % not meaningful

(a)Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impacts of share-based compensation expense and deferred compensation expense or benefit. We believe presenting distributable net investment income and the related per share amounts is useful and appropriate supplemental disclosure for analyzing our financial performance since share-based compensation does not require settlement in cash and deferred compensation expense or benefit does not result in a net cash impact to Main Street upon settlement. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is detailed in the table above.

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Investment Income

Total investment income for the three months ended ~~June 30, 2023~~March 31, 2024 was ~~$127.6~~$131.6 million, a ~~50%~~9% increase from the ~~$85.2~~$120.3 million of total investment income for the corresponding period of ~~2022.~~2023. The following table provides a summary of the changes in the comparable period activity.


		Three Months Ended June 30,				Net Change
		2023		2022		Amount		%
		(dollars in thousands)
	Three Months Ended March 31,
		2024
		2024
		2024
		(dollars in thousands)
		(dollars in thousands)
		(dollars in thousands)
Interest income	Interest income	$	97,273	$	63,984	$	33,289	52	%	(a)	Interest income	$	100,106	$	$	93,392	$		$	6,714		7		7	%	(a)
Dividend income	Dividend income	25,599		17,913		7,686		43	%	(b)	Dividend income	22,791		24,222		24,222		(1,431)			(1,431)		(6)		(6)		%	(b)
Fee income	Fee income	4,711		3,303		1,408		43	%	(c)	Fee income	8,709		2,640		2,640		6,069			6,069		230		230		%	(c)
Total investment income	Total investment income	$	127,583	$	85,200	$	42,383	50	%	(d)	Total investment income	$	131,606	$	$	120,254	$		$	11,352		9		9	%	(d)

____________________

(a)The increase in interest income was primarily due to ~~(i)~~ an increase in interest rates on floating rate Investment Portfolio debt investments primarily resulting from increases in benchmark index rates ~~(ii)~~and from higher average levels of income producing Investment Portfolio debt ~~investments and (iii) an increase in interest rate spreads on new investments over the last twelve months.~~investments.

(b)The ~~increase~~decrease in dividend income from Investment Portfolio equity investments was primarily a result of a ~~(i) $3.8~~decrease of $1.8 million ~~increase related to~~in dividend income ~~considered to be less consistent or non-recurring, (ii)~~from certain of our LMM portfolio companies, partially offset by an increase in dividend income from the ~~External Investment Manager and (iii) continued strong~~Other Portfolio companies. The decrease includes a $5.3 million decrease in dividend income ~~from a variety of portfolio companies.~~considered less consistent or non-recurring.

(c)The increase in fee income was primarily related to (i) a ~~$1.3 million increase related to higher originations of Investment Portfolio investments and (ii) a $0.1~~$3.7 million increase in fees received from the refinancing and prepayment of debt ~~investments.~~investments and (ii) a $1.8 million increase related to higher investment activities. The increase includes a $3.8 million increase in fee income considered less consistent or non-recurring.

(d)The increase in total investment income includes a net ~~increase~~reduction of ~~$3.4~~$1.8 million in ~~the impact of~~ certain income considered less consistent or non-recurring, including a $3.8 million increase in dividend income, partially offset by a $0.4 million decrease in total accelerated prepayment and other activity related to certain Investment Portfolio debt investments.as described above.

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Expenses

Total expenses for the three months ended ~~June 30, 2023~~March 31, 2024 were ~~$41.9~~$41.8 million, a ~~37%~~6% increase from the ~~$30.5~~$39.3 million in the corresponding period of ~~2022.~~2023. The following table provides a summary of the changes in the comparable period activity.


		Three Months Ended June 30,				Net Change
		2023		2022		Amount		%
		(dollars in thousands)
	Three Months Ended March 31,																			Three Months Ended March 31,								Net Change
	2024															2024							2023				Amount					%
	(dollars in thousands)																											(dollars in thousands)
Cash compensation	Cash compensation	$	11,675	$	10,032	$	1,643	16	%	(a)	Cash compensation	$	11,797		$			$	10,735			$		$	1,062	10			10	%	(a)
Deferred compensation plan expense (benefit)		513		(1,225)		1,738		142	%	(b)
Deferred compensation plan expense
Compensation
Compensation
Compensation	Compensation	12,188		8,807		3,381		38	%
General and administrative	General and administrative	4,514		4,238		276		7	%
General and administrative
General and administrative
Interest
Interest
Interest	Interest	26,754		17,295		9,459		55	%	(c)	26,776			24,997			24,997				1,779			1,779		7			7	%	(b)
Share-based compensation	Share-based compensation	4,087		3,596		491		14	%
Gross expenses	Gross expenses	47,543		33,936		13,607		40	%
Gross expenses
Gross expenses
Expenses allocated to the External Investment Manager
Expenses allocated to the External Investment Manager
Expenses allocated to the External Investment Manager	Expenses allocated to the External Investment Manager	(5,688)		(3,462)		(2,226)		64	%	(d)
Total expenses	Total expenses	$	41,855	$	30,474	$	11,381	37	%
Total expenses
Total expenses

____________________

(a)The increase in cash compensation expense was primarily related to increased incentive compensation accruals ~~increased base compensation rates~~ and increased headcount to support our growing Investment Portfolio and asset management activities.

(b)The increase in non-cash deferred compensation plan expense was a result of compensation expense recorded in the second quarter of 2023 resulting from an increase in the fair value of deferred compensation plan assets and corresponding liabilities in the quarter compared to a decrease in compensation expense resulting from a decrease in such fair values in the corresponding period of 2022.

~~(c)~~The increase in interest expense was primarily related to (i) an increased weighted average interest rate on our debt obligations resulting from the issuance of the $350.0 million in aggregate principal amount of 6.95% unsecured notes

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due March 1, 2029 (the “March 2029 Notes”) in January 2024 and an increased average interest rate on our floating rate multi-year revolving credit facility (the “Corporate Facility”) and special purpose vehicle revolving credit facility (the “SPV Facility” and, together with the Corporate Facility, the “Credit Facilities”) due to increases in benchmark index rates and ~~the addition of our SPV Facility and the December 2025 Notes at higher contractual interest rates than debt obligations repaid with such borrowing proceeds and~~ (ii) increased average outstanding ~~borrowings to fund our investment activity and support the growth of our Investment Portfolio.~~

~~(d)~~The increase in expenses allocated to the External Investment Manager was primarily related to increased overall operating costs at Main Street, an increase in assets under management and the positive operating results from the assets managed for clients of the External Investment Manager.borrowings.

Net Investment Income

Net investment income for the three months ended ~~June 30, 2023~~March 31, 2024 increased ~~57%~~11% to ~~$85.7~~$89.8 million, or ~~$1.06~~$1.05 per share, compared to net investment income of ~~$54.7~~$81.0 million, or ~~$0.75~~$1.02 per share, in the corresponding period of ~~2022.~~2023. The increase in net investment income was principally attributable to the increase in total investment income, partially offset by higher operating expenses, both as discussed above. The increase in net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the three months ended ~~June 30, 2023,~~March 31, 2024, primarily due to shares issued ~~over~~since the ~~last twelve months~~beginning of the prior year through our (i) ~~public offering in August 2022~~at-the-market program (“ATM Program”), (ii) dividend reinvestment plan and ~~at-the-market (“ATM”) program, (ii)~~(iii) equity incentive ~~plans and (iii) dividend reinvestment plan.~~plans. The increase in net investment income on a per share basis ~~includes~~is after a ~~$0.04~~$0.03 per share ~~increase~~decrease in investment income considered less consistent or non-recurring ~~partially offset by an increase~~ in deferred compensation expense of $0.02 per share resulting from the comparable period difference in the change in fair value of deferred compensation plan assets and corresponding liabilities, both of which are discussed above.

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nature.

Distributable Net Investment Income

Distributable net investment income for the three months ended ~~June 30, 2023~~March 31, 2024 increased ~~58%~~10% to ~~$90.3~~$94.4 million, or ~~$1.12~~$1.11 per share, compared with ~~$57.1~~$85.4 million, or ~~$0.78~~$1.07 per share, in the corresponding period of ~~2022.~~2023. The increase in distributable net investment income was primarily due to the increased level of total investment income, partially offset by higher operating expenses, excluding the impact of share-based compensation expense and deferred compensation expense, ~~(benefit),~~ both as discussed above. The increase in distributable net investment income per share ~~also~~ reflects the impact of the increase in weighted average shares outstanding for the three months ended ~~June 30, 2023~~March 31, 2024 as discussed above. The increase in distributable net investment income on a per share basis ~~includes~~is after a ~~$0.04~~$0.03 per share ~~increase~~decrease in investment income considered less consistent or non-recurring ~~as discussed above.~~in nature.

Net Realized Gain (Loss) from Investments

The following table provides a summary of the primary components of the total net realized loss on investments of ~~$75.5~~$12.4 million for the three months ended ~~June 30, 2023.~~March 31, 2024.


		Three Months Ended June 30, 2023
		Full Exits			Partial Exits			Restructures			Other (a)		Total
		Net Gain/(Loss)		# of Investments	Net Gain/(Loss)		# of Investments	Net Gain/(Loss)		# of Investments	Net Gain/(Loss)		Net Gain/(Loss)
		(dollars in thousands)
	Three Months Ended March 31, 2024																					Three Months Ended March 31, 2024
	Full Exits															Full Exits			Partial Exits		Restructures			Other (a)	Total
	Net Gain/(Loss)														Net Gain/(Loss)		# of Investments	Net Gain/(Loss)		# of Investments	Net Gain/(Loss)		# of Investments		Net Gain/(Loss)
	(dollars in thousands)																					(dollars in thousands)
LMM portfolio	LMM portfolio	$	(42,056)	2	$	—	—	$	—	—	$	160	$	(41,896)
Private Loan portfolio	Private Loan portfolio	1,797		1	—		—	(16,303)		1	(184)		(14,690)
Middle Market portfolio	Middle Market portfolio	(9,634)		1	—		—	(13,520)		2	—		(23,154)
Other Portfolio	Other Portfolio	—		—	4,266		3	—		—	3		4,269
Short-term portfolio		—		—	—		—	—		—	(35)		(35)

Total net realized gain/(loss)	Total net realized gain/(loss)	$	(49,893)	4	$	4,266	3	$	(29,823)	3	$	(56)	$	(75,506)
Total net realized gain/(loss)
Total net realized gain/(loss)

____________________

(a)Other activity includes realized gains and losses from transactions involving ~~ten~~11 portfolio companies which are not considered to be significant individually or in the aggregate.

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Net Unrealized Appreciation (Depreciation)

The following table provides a summary of the total net unrealized appreciation of ~~$104.9~~$40.6 million for the three months ended ~~June 30, 2023.~~March 31, 2024.


		Three Months Ended June 30, 2023
		LMM (a)		Private Loan		Middle Market		Other			Total
		(dollars in thousands)
	Three Months Ended March 31, 2024															Three Months Ended March 31, 2024
	LMM (a)												LMM (a)	Private Loan	Middle Market		Other	Total
	(dollars in thousands)															(dollars in thousands)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period	Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period	$	41,592	$	14,694	$	23,154	$	(4,233)		$	75,207
Net unrealized appreciation relating to portfolio investments		23,007		631		4,523		1,573		(b)	29,734
Net unrealized appreciation (depreciation) relating to portfolio investments
Total net unrealized appreciation (depreciation) relating to portfolio investments	Total net unrealized appreciation (depreciation) relating to portfolio investments	$	64,599	$	15,325	$	27,677	$	(2,660)		$	104,941

____________________

(a)Includes unrealized appreciation on 3530 LMM portfolio investments and unrealized depreciation on 2318 LMM portfolio investments.

(b)Includes the reversal of $6.7 million of prior unrealized depreciation related to the previously noted $7.1 million realized loss on the full exit of an Other Portfolio investment.

(c)Includes (i) ~~$1.3~~$11.2 million of unrealized appreciation ~~relating~~related to the External Investment Manager and (ii) $0.5 million of net unrealized appreciation ~~relating~~related to the assets of the deferred compensation plan, partially offset by ~~$0.3~~$1.1 million of net unrealized depreciation ~~relating~~related to the Other Portfolio.

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~~The realized losses recognized in the second quarter were completed at a net realized fair value $2.4 million greater than the fair value for such investments at the end of the first quarter 2023.~~

Income Tax Provision

The income tax provision for the three months ended ~~June 30, 2023~~March 31, 2024 of ~~$8.6~~$10.9 million principally consisted of (i) a deferred tax provision of ~~$7.0~~$8.8 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences and (ii) a current tax provision of ~~$1.6~~$2.1 million, related to a ~~$1.1~~$1.2 million provision for current U.S. federal and state income taxes and a $0.9 million provision for excise tax on our estimated undistributed taxable ~~income and a $0.5 million provision for current U.S. federal and state income taxes.~~ income.

The income tax provision for the three months ended ~~June 30, 2022~~March 31, 2023 of ~~$10.3~~$8.1 million principally consisted of (i) a deferred tax provision of ~~$9.5~~$6.4 million and (ii) a current tax provision of ~~$0.8~~$1.7 million primarily related to a $1.0 million provision for current U.S. federal and state income taxes and a $0.7 million provision for excise tax on our estimated undistributed taxable ~~income and a $0.1 million provision for current U.S. federal and state income taxes.~~income.

Net Increase in Net Assets Resulting from Operations

The net increase in net assets resulting from operations for the three months ended ~~June 30, 2023~~March 31, 2024 was ~~$106.5~~$107.1 million, or ~~$1.32~~$1.26 per share, compared with ~~$14.7~~$79.6 million, or ~~$0.20~~$1.00 per share, during the three months ended ~~June 30, 2022.~~March 31, 2023. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the three months ended ~~June 30, 2023~~March 31, 2024 as compared to the three months ended ~~June 30, 2022.~~

~~Comparison of the six months ended June 30, 2023 and 2022~~

~~Set forth below is a comparison of the results of operations, and a reconciliation of net investment income to distributable net investment income, for the six months ended June 30, 2023 and 2022.~~

Six Months Ended
June 30, Net Change
2023 2022 Amount %
(dollars in thousands)
Total investment income $ 247,838 $ 164,596 $ 83,242 51 %
Total expenses (81,144) (57,657) (23,487) 41 %
Net investment income 166,694 106,939 59,755 56 %
Net realized loss from investments (103,886) (1,728) (102,158) NM
Net unrealized appreciation (depreciation) from investments 140,059 (9,841) 149,900 NM
Income tax provision (16,760) (15,417) (1,343) NM
Net increase in net assets resulting from operations $ 186,107 $ 79,953 $ 106,154 133 %

Six Months Ended
June 30, Net Change
2023 2022 Amount %
(dollars in thousands, except per share amounts)
Net investment income $ 166,694 $ 106,939 $ 59,755 56 %
Share‑based compensation expense 8,187 6,414 1,773 28 %
Deferred compensation expense (benefit) 889 (1,601) 2,490 NM
Distributable net investment income (a) $ 175,770 $ 111,752 $ 64,018 57 %
Net investment income per share—Basic and diluted $ 2.08 $ 1.47 $ 0.61 41 %
Distributable net investment income per share—Basic and diluted (a) $ 2.19 $ 1.54 $ 0.65 42 %

~~____________________~~

~~NM Net change % not meaningful~~

~~(a)~~Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impacts of share-based compensation expense and deferred compensation expense or benefit. We

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believe presenting distributable net investment income and the related per share amounts is useful and appropriate supplemental disclosure for analyzing our financial performance since share-based compensation does not require settlement in cash and deferred compensation expense or benefit does not result in a net cash impact to Main Street upon settlement. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is detailed in the table above.

~~Investment Income~~

Total investment income for the six months ended June 30, 2023 was $247.8 million, a 51% increase from the $164.6 million of total investment income for the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

Six Months Ended
June 30, Net Change
2023 2022 Amount %
(dollars in thousands)
Interest income $ 190,666 $ 123,426 $ 67,240 54 % (a)
Dividend income 49,821 34,535 15,286 44 % (b)
Fee income 7,351 6,635 716 11 %
Total investment income $ 247,838 $ 164,596 $ 83,242 51 % (c)

~~____________________~~

~~(a)~~The increase in interest income was primarily due to (i) an increase in interest rates on floating rate Investment Portfolio debt investments primarily resulting from increases in benchmark index rates, (ii) higher average levels of income producing Investment Portfolio debt investments and (iii) an increase in interest rate spreads on new investments over the last twelve months.

~~(b)~~The increase in dividend income from Investment Portfolio equity investments was primarily a result of (i) an $11.2 million increase related to dividend income considered to be less consistent or non-recurring, (ii) growth in dividend income from a variety of portfolio companies resulting from the improved operating results, financial condition and liquidity positions of those portfolio companies, and (iii) a $1.9 million increase in dividend income from the External Investment Manager.

~~(c)~~The increase in total investment income includes a net increase of $11.6 million in the impact of certain income considered less consistent or non-recurring, including (i) an $11.3 million increase in dividend income and (ii) a $0.3 million increase in accelerated prepayment, repricing and other activity related to certain Investment Portfolio debt investments.

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~~Expenses~~

Total expenses for the six months ended June 30, 2023 were $81.1 million, a 41% increase from the $57.7 million in the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

Six Months Ended
June 30, Net Change
2023 2022 Amount %
(dollars in thousands)
Cash compensation $ 22,411 $ 17,677 $ 4,734 27 % (a)
Deferred compensation plan expense (benefit) 889 (1,601) 2,490 (156) % (b)
Compensation 23,300 16,076 7,224 45 %
General and administrative 8,591 7,464 1,127 15 %
Interest 51,752 33,982 17,770 52 % (c)
Share-based compensation 8,187 6,414 1,773 28 % (d)
Gross expenses 91,830 63,936 27,894 44 %
Expenses allocated to the External Investment Manager (10,686) (6,279) (4,407) 70 % (e)
Total expenses $ 81,144 $ 57,657 $ 23,487 41 %

~~____________________~~

~~(a)~~The increase in cash compensation was primarily related to increased incentive compensation accruals, increased base compensation rates and increased headcount to support our growing Investment Portfolio and asset management activities.

~~(b)~~The change in the non-cash deferred compensation plan expense was a result of compensation expense recorded in the six months ended June 30, 2023 resulting from an increase in the fair value of the deferred compensation plan assets and corresponding liabilities in the quarter compared to a decrease in compensation expense resulting from a decrease in such fair values in the corresponding period of 2022.

~~(c)~~The increase in interest expense was primarily related to (i) an increased weighted average interest rate on our debt obligations resulting from (a) increased average interest rates on our Credit Facilities due to increases in benchmark index rates, (b) the addition of the SPV Facility and (c) the addition of the December 2025 Notes at higher contractual interest rates than debt obligations repaid in December 2022 and (ii) increased average outstanding borrowings to fund our investment activity and support the growth of our Investment Portfolio.

~~(d)~~Share-based compensation increased $1.8 million in the six months ended June 30, 2023 from the comparable period of the prior year, principally attributable to incentive based grants related to incentive compensation awards for 2022 and the accelerated vesting of certain prior incentive grants.

~~(e)~~The increase in expenses allocated to the External Investment Manager was primarily related to (i) increased overall operating costs at Main Street, (ii) an increase in assets under management and (iii) the positive operating results from the assets managed for clients of the External Investment Manager.

~~Net Investment Income~~

Net investment income for the six months ended June 30, 2023 increased 56% to $166.7 million, or $2.08 per share, compared to net investment income of $106.9 million, or $1.47 per share, for the corresponding period of 2022. The increase in net investment income was principally attributable to the increase in total investment income, partially offset by higher operating expenses, both as discussed above. The increase in net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the six months ended June 30, 2023, primarily due to shares issued over the last twelve months through our (i) public offering in August 2022 and ATM program, (ii) equity incentive plans and (iii) dividend reinvestment plan. The increase in net investment income on a per share basis includes (i) a $0.14 per share increase in investment income considered less consistent or non-recurring and (ii) an increase in deferred compensation expense of $0.03 per share resulting from the comparable period difference in the fair value of Deferred Compensation Plan assets and corresponding liabilities, both of which are discussed above.

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~~Distributable Net Investment Income~~

Distributable net investment income for the six months ended June 30, 2023 increased 57% to $175.8 million, or $2.19 per share, compared with $111.8 million, or $1.54 per share, in the corresponding period of 2022. The increase in distributable net investment income was primarily due to the increased level of total investment income, partially offset by higher operating expenses, excluding the impact of share-based compensation expense and deferred compensation expense (benefit), both as discussed above. The increase in distributable net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the six months ended June 30, 2023, primarily due to shares issued over the last twelve months as discussed above. The increase in distributable net investment income on a per share basis includes a $0.14 per share increase in investment income considered less consistent or non-recurring, as discussed above.

~~Net Realized Gain (Loss) from Investments~~

~~The following table provides a summary of the primary components of the total net realized loss on investments of $103.9 million for the six months ended June 30,~~March 31, 2023.

Six Months Ended June 30, 2023
Full Exits Partial Exits Restructures Other (a) Total
Net Gain/(Loss) # of Investments Net Gain/(Loss) # of Investments Net Gain/(Loss) # of Investments Net Gain/(Loss) Net Gain/(Loss)
(dollars in thousands)
LMM portfolio $ (42,056) 2 $ (29,526) 1 $ (3,597) 1 $ 161 $ (75,018)
Private Loan portfolio 2,665 2 — — (16,303) 1 (313) (13,951)
Middle Market portfolio (6,386) 2 — — (13,520) 2 56 (19,850)
Other Portfolio — — 4,897 3 — — 71 4,968
Short-term portfolio — — — — — — (35) (35)
Total net realized gain (loss) $ (45,777) 6 $ (24,629) 4 $ (33,420) 4 $ (60) $ (103,886)

~~____________________~~

~~(a)Other activity includes realized gains and losses from transactions involving 16 portfolio companies which are not considered to be significant individually or in the aggregate.~~

~~Net Unrealized Appreciation (Depreciation)~~

~~The following table provides a summary of the total net unrealized appreciation of $140.1 million for the six months ended June 30, 2023.~~

Six Months Ended June 30, 2023
LMM (a) Private
Loan Middle
Market Other Total
(dollars in thousands)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period $ 74,531 $ 14,818 $ 19,906 $ (4,931) $ 104,324
Net unrealized appreciation (depreciation) relating to portfolio investments 34,171 (6,883) (4,386) 12,833 (b) 35,735
Total net unrealized appreciation (depreciation) relating to portfolio investments $ 108,702 $ 7,935 $ 15,520 $ 7,902 $ 140,059

~~____________________~~

~~(a)Includes unrealized appreciation on 34 LMM portfolio investments and unrealized depreciation on 31 LMM portfolio investments.~~

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~~(b)~~Other includes (i) $11.0 million of unrealized appreciation relating to the External Investment Manager, (ii) $0.9 million of net unrealized appreciation relating to the assets of the Deferred Compensation Plan and (iii) $0.9 million of net unrealized appreciation relating to the Other Portfolio.

~~Income Tax Benefit (Provision)~~

The income tax provision for the six months ended June 30, 2023 of $16.8 million principally consisted of (i) a deferred tax provision of $13.4 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences and (ii) a current tax provision of $3.4 million related to a $1.8 million provision for excise tax on our estimated undistributed taxable income and a $1.6 million provision for current U.S. federal and state income taxes. The income tax provision for the six months ended June 30, 2022 of $15.4 million principally consisted of (i) a deferred tax provision of $13.3 million and (ii) a current tax provision of $2.1 million primarily related to a $1.4 million provision for excise tax on our estimated undistributed taxable income and a $0.7 million provision for current U.S. federal and state income taxes.

~~Net Increase in Net Assets Resulting from Operations~~

The net increase in net assets resulting from operations for the six months ended June 30, 2023 was $186.1 million, or $2.32 per share, compared with $80.0 million, or $1.10 per share, during the six months ended June 30, 2022. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the six months ended June 30, 2023 as compared to the six months ended June 30, 2022.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows

For the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, we realized a net increase in cash and cash equivalents of ~~$21.8~~$54.9 million, which is the net result of ~~$47.7~~$118.1 million of cash used in our operating activities and $173.0 million of cash provided by our ~~operating activities, partially offset by $25.9~~financing activities.

The $118.1 million of cash used in our ~~financing activities.~~

~~The $47.7 million of cash provided by our~~ operating activities resulted primarily from cash uses totaling $372.6 million for the funding of new and follow-on portfolio investments, partially offset by (i) cash proceeds totaling ~~$322.6~~ $175.0

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million from the sales and repayments of debt investments and sales of and return on capital from equity investments and (ii) cash flows that we generated from the operating profits earned totaling ~~$160.6~~$86.0 million, which is our distributable net investment income, excluding the non-cash effects of the accretion of unearned income, payment-in-kind interest income, cumulative dividends and the amortization expense for deferred financing costs, partially offset by (i) cash uses totaling $395.3 million for the funding of new and follow-on portfolio company investments and settlement of accruals for portfolio investments existing as of December 31, 2022 and (ii) cash payments of $40.2 million related to changes in other assets and liabilities.

costs.

The ~~$25.9~~$173.0 million of cash ~~used in~~provided by our financing activities principally consisted of (i) ~~$125.3~~$350.0 million in ~~dividends paid to stockholders~~cash proceeds from the issuance of ~~our common stock,~~the March 2029 Notes and (ii) $27.0 million in net repayments from our Credit Facilities, (iii) $6.0 million for purchases of vested restricted stock from employees to satisfy their tax withholding requirements upon the vesting of such restricted stock and (iv) $1.8 million in debt issuance costs, partially offset by (i) $84.1$5.7 million in net cash proceeds from equity offerings from our ATM Program, ~~(as described below) and direct stock purchase plan and (ii) $50.0~~partially offset by (i) $78.2 million in ~~cash proceeds from the~~dividends paid to our stockholders, (ii) $63.8 million in repayments of SBIC debentures, (iii) $37.0 million in net repayments on our Credit Facilities and (iv) $3.7 million in debt issuance ~~of additional aggregate principal amount of the December 2025 Notes (as defined below).~~costs.

Capital Resources

As of ~~June 30, 2023,~~March 31, 2024, we had ~~$70.9~~$115.0 million in cash and cash equivalents and ~~$655.0~~$1,102.0 million of unused capacity under the Credit Facilities which we maintain to support our investment and operating activities. As of ~~June 30, 2023,~~March 31, 2024, our NAV totaled ~~$2,254.9~~$2,516.0 million, or ~~$27.69~~$29.54 per share.

As of ~~June 30, 2023,~~March 31, 2024, we had ~~$410.0~~$313.0 million outstanding and ~~$570.0~~$682.0 million of undrawn commitments under the Corporate Facility, and ~~$170.0~~$10.0 million outstanding and ~~$85.0~~$420.0 million of undrawn commitments under our SPV Facility, both of which we estimated approximated fair value. Availability under our Credit Facilities is subject to certain leverage and borrowing base limitations, various covenants, reporting requirements and other customary requirements for similar credit facilities. For further information on our Credit Facilities, including key terms and financial covenants, refer to Note E — Debt included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

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In January 2021, we issued $300.0 million in aggregate principal amount of 3.00% unsecured notes due July 14, 2026 (the “July 2026 Notes”). In October 2021, we issued an additional $200.0 million in aggregate principal amount of the July 2026 Notes. The outstanding aggregate principal amount of the July 2026 Notes was $500.0 million as of both ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

In April 2019, we issued $250.0 million in aggregate principal amount of 5.20% unsecured notes due May 1, 2024 (the “May 2024 Notes”). In December 2019 and July 2020, we issued an additional $75.0 million and $125.0 million, respectively, in aggregate principal amount of the May 2024 Notes. The outstanding aggregate principal amount of the May 2024 Notes was $450.0 million as of both ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022.~~2023.

In January 2024, we issued the March 2029 Notes. The outstanding aggregate principal amount of the March 2029 Notes was $350.0 million as of March 31, 2024.

In May 2024, we repaid the entire $450.0 million principal amount of the issued and outstanding May 2024 Notes at par value plus the accrued unpaid interest. The repayment of the May 2024 Notes was funded through borrowings on our Credit Facilities.

Through the Funds, we have the ability to issue SBIC debentures guaranteed by the SBA at favorable interest rates and favorable terms and conditions. Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. On March 1, 2024, Main Street repaid $63.8 million of debentures that had reached maturity dates. Under existing SBA-approved commitments, we had ~~$350.0~~$286.2 million of outstanding SBIC debentures guaranteed by the SBA as of ~~June 30, 2023~~March 31, 2024 through our wholly-owned SBICs, which bear a weighted-average annual fixed interest rate of ~~3.0%~~2.8%, paid semiannually, and mature ten years from issuance. The first maturity related to our SBIC debentures occurs in March ~~2024,~~2027, and the weighted-average remaining duration is ~~5.1~~5.4 years as of ~~June 30, 2023.~~March 31, 2024. Debentures guaranteed by the SBA have fixed interest rates that equal prevailing 10-year Treasury Note rates plus a market spread and have a maturity of ten years with interest payable semiannually. The principal amount of the debentures is not required to be paid before maturity, but may be pre-paid at any time with no prepayment penalty. We expect to maintain SBIC debentures under the SBIC program in the future, subject to periodic repayments and borrowings, in an amount up to the regulatory maximum amount for affiliated SBIC funds.

In December 2022, we issued $100.0 million in aggregate principal amount of 7.84% Series A unsecured notes due December 23, 2025 (the “December 2025 Notes”). In February 2023, we issued an additional $50.0 million in aggregate principal amount of the December 2025 Notes bearing interest at a fixed rate of 7.53% per year. The outstanding aggregate principal amount of the December 2025 Notes as of ~~June 30, 2023~~both March 31, 2024 and December 31, ~~2022~~2023 was $150.0 ~~million and $100.0 million, respectively.~~million.

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We maintain ~~a program~~the ATM Program with certain selling agents through which we can sell up to 15,000,000 shares of our common stock by means of at-the-market offerings from time to ~~time (the “ATM Program”).~~time. During the ~~six~~three months ended ~~June 30, 2023,~~March 31, 2024, we sold ~~2,148,490~~126,420 shares of our common stock at a weighted-average price of ~~$39.52~~$45.51 per share and raised ~~$84.9~~$5.8 million of gross proceeds under the ATM Program. Net proceeds were ~~$84.1~~$5.7 million after commissions to the selling agents on shares sold and offering costs. As of ~~June 30, 2023,~~March 31, 2024, sales transactions representing ~~404,330~~19,571 shares had not settled and are not included in shares issued and outstanding on the face of the Consolidated Balance Sheets but are included in the weighted average shares outstanding in the Consolidated Statements of Operations and in the shares used to calculate the NAV per share. As of ~~June 30, 2023, 8,314,194~~March 31, 2024, 5,186,804 shares remained available for sale under the ATM Program. During the year ended December 31, ~~2022,~~2023, we sold ~~5,407,382~~5,149,460 shares of our common stock at a weighted-average price of ~~$39.29~~$39.94 per share and raised ~~$212.4~~$205.7 million of gross proceeds under the ATM Program. Net proceeds were ~~$209.9~~$203.3 million after commissions to the selling agents on shares sold and offering costs.

During the year ended December 31, 2022, we completed a public equity offering (the “Equity Offering”) of 1,345,500 shares of common stock at a public offering price of $42.85 per share, including the underwriters’ full exercise of their option to purchase 175,500 additional shares, resulting in total net proceeds, including exercise of the underwriters’ option to purchase additional shares and after deducting underwriting discounts and estimated offering expenses payable by us, of approximately $55.1 million.

We anticipate that we will continue to fund our investment activities through existing cash and cash equivalents, cash flows generated through our ongoing operating activities, utilization of available borrowings under our Credit Facilities, and a combination of future issuances of debt and equity capital. Our primary uses of funds will be investments in portfolio companies, operating expenses, cash distributions to holders of our common stock and repayments of note and debenture obligations as they come due.

We periodically invest excess cash balances into marketable securities and ~~idle funds~~short-term investments. The primary investment objective of marketable securities and ~~idle funds~~short-term investments is to generate incremental cash returns on excess cash balances prior to utilizing those funds for investment in our LMM, Private Loan and Middle Market portfolio investments. Marketable securities ~~and idle funds investments~~ generally consist of ~~debt investments, independently rated debt investments,~~money market funds and certificates of deposit with financial institutions, diversified bond funds and publicly traded debt and equity investments. We may also invest in short-term portfolio investments that are atypical of our LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital and are more liquid

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~~than investments within the other portfolios.~~institutions. Short-term portfolio investments consist primarily of investments in secured debt investments and independently rated debt investments.

If our common stock trades below our NAV per share, we will generally not be able to issue additional common stock at the market price, unless our stockholders approve such a sale and our Board of Directors makes certain determinations. We did not seek stockholder authorization to sell shares of our common stock below the then current NAV per share of our common stock at our ~~2023~~2024 Annual Meeting of Stockholders, and have not sought such authorization since 2012, because our common stock price per share has generally traded significantly above the NAV per share of our common stock since 2011. We would therefore need future approval from our stockholders to issue shares below the then current NAV per share.

In order to satisfy the Code requirements applicable to a RIC, we intend to distribute to our stockholders, after consideration and application of our ability under the Code to carry forward certain excess undistributed taxable income from one tax year into the next tax year, substantially all of our taxable income.

In addition, as a BDC, we generally are required to meet a coverage ratio, or BDC asset coverage ratio, of total assets to total senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200% (or 150% if certain requirements are met). In January 2008, we received an exemptive order from the SEC to exclude SBA-guaranteed debt securities issued by the Funds and any other wholly-owned subsidiaries of ours which operate as SBICs from the BDC asset coverage ratio which, in turn, enables us to fund more investments with debt capital. In May 2022, our stockholders also approved the application of the reduced BDC asset coverage ratio. As a result, the BDC asset coverage ratio applicable to us decreased from 200% to 150% effective May 3, 2022. As of ~~June 30, 2023,~~March 31, 2024, our BDC asset coverage ratio was ~~234%~~241%.

Although we have been able to secure access to additional liquidity, including through the Credit Facilities, public and private debt issuances, leverage available through the SBIC program and equity offerings, there is no assurance that debt or equity capital will be available to us in the future on favorable terms, or at all.

Recently Issued or Adopted Accounting Standards

From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by us as of the specified effective date. We believe that the impact of recently issued standards and any that are not yet effective will not have a material impact on our consolidated financial statements upon adoption. For a description of recently issued or adopted accounting standards, see Note ~~B.13.~~B.14. — Summary of Significant Accounting Policies — Recently Issued or Adopted Accounting Standards included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

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Inflation

Inflation has not historically had a significant effect on our results of operations in any of the reporting periods presented herein. However, our portfolio companies have experienced, specifically including over the last few years, as a result of recent geopolitical events, supply chain and labor issues, and may continue to experience, the increasing impacts of inflation on their operating results, including periodic escalations in their costs for labor, raw materials and third-party services and required energy consumption. These issues and challenges related to inflation are receiving significant attention from our investment teams and the management teams of our portfolio companies as we work to manage these growing challenges. Prolonged or more severe impacts of inflation to our portfolio companies could continue to affect their operating profits and, thereby, increase their borrowing costs, and as a result negatively impact their ability to service their debt obligations and/or reduce their available cash for distributions. In addition, these factors could have a negative effect on the fair value of our investments in these portfolio companies. The combined impacts therefrom in turn could negatively affect our results of operations.

Off-Balance Sheet Arrangements

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. These instruments include commitments to extend credit and fund equity capital and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the Consolidated Balance Sheets. At ~~June 30, 2023,~~March 31, 2024, we had a total of ~~$284.4~~$288.0 million in outstanding commitments comprised of (i) 8683 investments with commitments to fund revolving loans that had not been fully drawn or term loans with additional commitments not yet funded and (ii) 1113 investments with equity capital commitments that had not been fully called.

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Contractual Obligations

As of ~~June 30, 2023,~~March 31, 2024, the future fixed commitments for cash payments in connection with ~~our~~the July 2026 Notes, the May 2024 Notes, the March 2029 Notes, SBIC debentures, the December 2025 Notes and rent obligations under our office lease for each of the next five years and thereafter are as ~~follows:~~follows.


		2023		2024		2025		2026		2027		Thereafter		Total
		(dollars in thousands)
	2024															2024	2025	2026	2027	2028	Thereafter	Total
	(dollars in thousands)																			(dollars in thousands)
July 2026 Notes	July 2026 Notes	$	—	$	—	$	—	$	500,000	$	—	$	—	$	500,000
Interest due on July 2026 Notes	Interest due on July 2026 Notes	7,517		15,000		15,000		15,000		—		—		52,517
May 2024 Notes	May 2024 Notes	—		450,000		—		—		—		—		450,000
Interest due on May 2024 Notes	Interest due on May 2024 Notes	11,700		11,700		—		—		—		—		23,400
March 2029 Notes
Interest due on March 2029 Notes
SBIC debentures	SBIC debentures	—		63,800		—		—		75,000		211,200		350,000
Interest due on SBIC debentures	Interest due on SBIC debentures	5,125		9,327		8,094		8,094		7,378		14,337		52,355
December 2025 Notes	December 2025 Notes	—		—		150,000		—		—		—		150,000
Interest due on December 2025 Notes	Interest due on December 2025 Notes	5,803		11,605		11,637		—		—		—		29,045
Operating Lease Obligation (1)	Operating Lease Obligation (1)	389		1,020		1,115		1,135		1,155		7,674		12,488
Total	Total	$	30,534	$	562,452	$	185,846	$	524,229	$	83,533	$	233,211	$	1,619,805

____________________

(1)Operating Lease Obligation means a rent payment obligation under a lease classified as an operating lease and disclosed pursuant to ASC 842, as may be modified or supplemented.

As of ~~June 30, 2023,~~March 31, 2024, we had ~~$410.0~~$313.0 million in borrowings outstanding under our Corporate Facility, and the Corporate Facility is scheduled to mature in August 2027. As of ~~June 30, 2023,~~March 31, 2024, we had ~~$170.0~~$10.0 million in borrowings outstanding under our SPV Facility, and the SPV Facility is scheduled to mature in November 2027.

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Related Party Transactions and Agreements

We have entered into agreements and transactions with the External Investment Manager, MSC Income, the Private Loan Fund and the Private Loan Fund II, whereby we have made debt and equity investments and receive certain fees, expense reimbursements and investment income. See Note D — External Investment Manager and Note L — Related Party Transactions included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for additional information regarding these related party transactions and agreements.

In addition, we have a deferred compensation plan, whereby non-employee directors and certain key employees may defer receipt of some or all of their cash compensation and directors’ fees, subject to certain limitations. See Note L — Related Party Transactions included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for additional information regarding the deferred compensation plan.

Recent Developments

In ~~July 2023,~~May 2024, we ~~expanded our total commitments under~~repaid the ~~Corporate Facility from $980.0~~entire $450.0 million ~~to $995.0 million. The commitment increase was executed under the accordion feature~~principal amount of the ~~Corporate Facility which allows for an increase up to $1.4 billion in total commitments under~~issued and outstanding May 2024 Notes at par value plus the ~~facility from new and existing lenders~~accrued unpaid interest at maturity. The repayment of the May 2024 Notes was funded through borrowings on ~~the same terms and conditions as the existing commitments.~~

Main Street’s Credit Facilities.

In ~~August 2023,~~May 2024, we declared a supplemental ~~cash~~ dividend of ~~$0.275~~$0.30 per share payable in ~~September 2023.~~June 2024. This supplemental ~~cash~~ dividend is in addition to the previously announced regular monthly ~~cash~~ dividends that we declared of $0.24 per share for each of April, May and June 2024 or total regular monthly dividends of $0.72 per share for the ~~third~~second quarter of ~~2023~~2024.

In May 2024, we also declared regular monthly dividends of ~~$0.23~~$0.245 per share for each of July, August and September ~~2023 or total monthly cash dividends~~ of $0.69 per share for the quarter. Total dividends declared for the third quarter of 2023 equal $0.965 per share, representing a 29.5% increase over the total dividends paid in the third quarter of 2022.

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~~In August 2023, we declared regular monthly dividends of $0.235 per share for each of October, November and December of 2023.~~2024. These regular monthly dividends equal a total of ~~$0.705~~$0.735 per share for the ~~fourth~~third quarter of ~~2023,~~2024, representing a ~~6.8%~~6.5% increase from the regular monthly dividends paid in the ~~fourth~~third quarter of ~~2022.~~2023. Including the regular monthly and supplemental dividends declared for the ~~third~~second and ~~fourth~~third quarters of ~~2023~~2024, we will have paid ~~$38.54~~$41.59 per share in cumulative dividends since our October 2007 initial public offering.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in interest rates, and changes in interest rates may affect both our interest expense on the debt outstanding under our Credit Facilities and our interest income from portfolio investments. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. Our investment income will be affected by changes in various interest rate indices, including ~~LIBOR,~~ SOFR and Prime rates, to the extent that any debt investments include floating interest rates. See~~Risk Factors—Risks Related to our Investments — The interest rates of some of our investments are priced using a spread over LIBOR, which will be phased out in the future.~~, Risk Factors — Risks Related to our Business and Structure — We are subject to risks associated with the interest rate environment and changes in interest rates will affect our cost of capital, net investment income and the value of our investments. and Risk Factors — Risks Related to Leverage — Because we borrow money, the potential for gain or loss on amounts invested in us is magnified and may increase the risk of investing in us. included in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022~~2023 for more information regarding risks associated with our debt investments and borrowings that utilize ~~LIBOR,~~ SOFR or Prime as a reference rate.

The majority of our debt investments are made with either fixed interest rates or floating rates that are subject to contractual minimum interest rates for the term of the investment. As of ~~June 30, 2023, 70%~~March 31, 2024, 67% of our debt Investment Portfolio (at cost) bore interest at floating rates, ~~91%~~90% of which were subject to contractual minimum interest rates. As of ~~June 30, 2023, 71%~~March 31, 2024, 84% of our debt obligations bore interest at fixed rates. Our interest expense will be affected by changes in the published SOFR rate in connection with our Credit Facilities; however, the interest rates on our outstanding July 2026 Notes, May 2024 Notes, March 2029 Notes, SBIC Debentures and December 2025 Notes, which collectively comprise the majority of our outstanding debt, are fixed for the life of such debt. As of ~~June 30, 2023,~~March 31, 2024, we had not entered into any interest rate hedging arrangements. Due to our limited use of derivatives, we have claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act and, therefore, are not subject to registration or regulation as a pool operator under such Act. The Company ~~intends~~expects to operate as a “limited derivatives user” under Rule 18f-4 under the 1940 Act.

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The following table shows the approximate annualized increase or decrease in the components of net investment income due to hypothetical base rate changes in interest rates, assuming no changes in our investments and borrowings as of ~~June 30, 2023.~~March 31, 2024.


Basis Point Change	Basis Point Change		Increase (Decrease) in Interest Income		(Increase) Decrease in Interest Expense		Increase (Decrease) in Net Investment Income		Increase (Decrease) in Net Investment Income per Share		Basis Point Change	Increase (Decrease) in Interest Income	(Increase) Decrease in Interest Expense	Increase (Decrease) in Net Investment Income		Increase (Decrease) in Net Investment Income per Share
			(dollars in thousands, except per share amounts)
		(dollars in thousands, except per share amounts)													(dollars in thousands, except per share amounts)
(200)	(200)		$	(41,406)	$	11,600	$	(29,806)	$	(0.37)
(175)	(175)		(36,216)		10,150		(26,066)		(0.32)
(150)	(150)		(31,042)		8,700		(22,342)		(0.27)
(125)	(125)		(25,869)		7,250		(18,619)		(0.23)
(100)	(100)		(20,695)		5,800		(14,895)		(0.18)
(75)	(75)		(15,521)		4,350		(11,171)		(0.14)
(50)	(50)		(10,347)		2,900		(7,447)		(0.09)
(25)	(25)		(5,174)		1,450		(3,724)		(0.05)
25	25		5,174		(1,450)		3,724		0.05
50	50		10,347		(2,900)		7,447		0.09
75	75		15,521		(4,350)		11,171		0.14
100	100		20,695		(5,800)		14,895		0.18
125	125		25,869		(7,250)		18,619		0.23
150	150		31,042		(8,700)		22,342		0.27
175	175		36,216		(10,150)		26,066		0.32
200	200		41,390		(11,600)		29,790		0.37

Although we believe that this analysis is indicative of the impact of interest rate changes to our Net Investment Income as of ~~June 30, 2023,~~March 31, 2024, the analysis does not take into consideration future changes in the credit market, credit quality or other business or economic developments that could affect our Net Investment Income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above. The hypothetical results assume that all ~~LIBOR,~~ SOFR and Prime rate changes would be effective on the first day of the period. However, the contractual ~~LIBOR,~~ SOFR and Prime rate reset dates would vary throughout the period. The majority of our investments are based on contracts which reset quarterly, while our Credit Facilities reset monthly. The hypothetical results would also be impacted by the changes in the amount of debt outstanding under our Credit Facilities (with an increase (decrease) in the debt outstanding under the Credit Facilities resulting in an (increase) decrease in the hypothetical interest expense).

Item 4. Controls and Procedures

As of the end of the period covered by this quarterly report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 of the Exchange Act). Based on that evaluation, our Chief Executive Officer, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer have concluded that our current disclosure controls and procedures are effective in timely alerting them of material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act. There have been no changes in our internal control over financial reporting that occurred during the quarter ended ~~June 30, 2023~~March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

We may, from time to time, be involved in litigation arising out of our operations in the normal course of business or otherwise. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.

Item 1A. Risk Factors

You should carefully consider the risks described below and all other information contained in this Quarterly Report on Form 10-Q, including our interim consolidated financial statements and the related notes thereto, before making a decision to purchase our securities. The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities.

In addition to the other information set forth in this report, you should carefully consider the risk factors described in ~~Part I,~~ Item 1A. Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022~~2023 that we filed with the SEC on February ~~24, 2023 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 that we filed with the SEC on May 5, 2023,~~23, 2024, which could materially affect our business, financial condition and/or operating results.

There are no material changes to the risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2022 and in our Quarterly Report on Form 10-Q for the quarter ended March 31,~~ 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended ~~June 30, 2023,~~March 31, 2024, we issued ~~174,891~~186,985 shares of our common stock under our dividend reinvestment plan. These issuances were not subject to the registration requirements of the Securities Act of 1933, as amended. The aggregate value of the shares of common stock issued during the three months ended ~~June 30, 2023,~~March 31, 2024, under the dividend reinvestment plan was ~~$6.9~~$8.4 million.

Upon vesting of restricted stock awarded pursuant to our employee equity compensation plan, shares may be withheld to meet applicable tax withholding requirements. Any withheld shares are treated as common stock purchases by the Company in our consolidated financial statements as they reduce the number of shares received by employees upon vesting (see “Purchase of vested stock for employee payroll tax withholding” in the Consolidated Statements of Changes in Net Assets for share amounts withheld).

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the fiscal quarter ended March 31, 2024, none of our directors or officers adopted or terminated any contract, instruction or written plans for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

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Item 6. Exhibits

Listed below are the exhibits which are filed as part of this report (according to the number assigned to them in Item 601 of Regulation S-K):


Exhibit Number						Description of Exhibit
~~10.1~~4.1						~~Response~~Sixth Supplemental Indenture relating to ~~Notice~~the March 2029 Notes, dated January 12, 2024, between Main Street Capital Corporation and The Bank of ~~Increase Request, dated July 26, 2023,~~New York Mellon Trust Company, N.A., as trustee (previously filed as Exhibit 4.1 to Main Street Capital Corporation’s Current Report on Form 8-K filed on January 12, 2024 (File No. 1-33723))
4.2						Form of 6.95% Notes due 2029 (contained in the Sixth Supplemental Indenture incorporated by ~~and among the Registrant and Sumitomo Mitsui Banking Corporation.~~reference as Exhibit 4.1 hereto)
31.1						Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
31.2						Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
32.1						Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
32.2						Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
101						The following financial information from our Quarterly Report on Form 10-Q for the ~~second~~first quarter of fiscal year ~~2023,~~2024, filed with the SEC on ~~August 4, 2023,~~May 10, 2024, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Balance Sheets at ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, (ii) the Consolidated Statements of Operations for the three ~~and six~~ months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (iii) the Consolidated Statements of Changes in Net Assets for the periods ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (iv) the Consolidated Statements of Cash Flows for the ~~six~~three months ended ~~June 30,~~March 31, 2024 and 2023, ~~and 2022,~~ (v) the Consolidated Schedule of Investments for the periods ended ~~June 30, 2023~~March 31, 2024 and December 31, ~~2022,~~2023, (vi) the Notes to Consolidated Financial Statements and (vii) the Consolidated Schedule 12-14 for the ~~six~~three months ended ~~June 30, 2023~~March 31, 2024 and ~~2022.~~2023.





104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

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


			Main Street Capital Corporation

			/s/ DWAYNE L. HYZAK
Date: ~~August 4, 2023~~May 10, 2024			Dwayne L. Hyzak
			Chief Executive Officer
			(principal executive officer)

			/s/ JESSE E. MORRIS
Date: ~~August 4, 2023~~May 10, 2024			Jesse E. Morris
			Chief Financial Officer and Chief Operating Officer
			(principal financial officer)

			/s/ RYAN R. NELSON
Date: ~~August 4, 2023~~May 10, 2024			Ryan R. Nelson
			Chief Accounting Officer
			(principal accounting officer)

~~148~~145


Type of Investment	Fair Value as of December 31, 2022 (in thousands)		Valuation Technique	Significant Unobservable Inputs	Range(3)	Weighted Average(3)		Median(3)
Equity investments	$	1,172,077	Discounted cash flow	WACC	9.4% - 22.5%	14.5	%	15.4	%
			Market comparable / Enterprise value	EBITDA multiple (1)	4.3x - 8.3x (2)	6.7x		6.0x
Debt investments	$	2,663,958	Discounted cash flow	Risk adjusted discount factor	5.7% - 15.7% (2)	10.0	%	10.3	%
				Expected principal recovery percentage	0.0% - 100.0%	99.4	%	100.0	%
Debt investments	$	264,238	Market approach	Third-party quote	5.6 - 98.5	87.0		91.4
Total Level 3 investments	$	4,100,273


	As of December 31, 2022
	LMM (a)			Private Loan			Middle Market
	(dollars in millions)
Number of portfolio companies	78			85			31
Fair value	$	2,060.5		$	1,471.5		$	329.1
Cost	$	1,719.9		$	1,500.3		$	401.7
Debt investments as a % of portfolio (at cost)	73.7		%	97.1		%	93.8		%
Equity investments as a % of portfolio (at cost)	26.3		%	2.9		%	6.2		%
% of debt investments at cost secured by first priority lien	99.1		%	99.6		%	98.8		%
Weighted-average annual effective yield (b)	12.3		%	11.6		%	11.0		%
Average EBITDA (c)	$	8.0		$	38.1		$	68.7