TPVG 10-Q Quarterly Report Sept. 30, 2024

TRIPLEPOINT VENTURE GROWTH BDC CORP.

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tpvg-20240930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________________________________________________________________________________________________________________________________________

Form 10-Q

________________________________________________________________________________________________________________________________________________


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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2024


¨			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: 814-01044

________________________________________________________________________________________________________________________________________________

TriplePoint Venture Growth BDC Corp.

(Exact name of registrant as specified in its charter)

________________________________________________________________________________________________________________________________________________


Maryland						46-3082016
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

2755 Sand Hill Road , Suite 150 , Menlo Park , California 94025

(Address of principal executive office)

( 650 ) 854-2090

(Registrant’s telephone number, including area code)

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, par value $0.01 per share

TPVG

The 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 x No ¨

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

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	¨	Accelerated filer	x
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. ¨

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

There were 40,049,002 shares of the Registrant’s common stock outstanding as of November 6, 2024.

TRIPLEPOINT VENTURE GROWTH BDC CORP.

TABLE OF CONTENTS


		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	1
	Consolidated Statements of Assets and Liabilities as of Se ptember 30, 2024 (unaudited) and December 31, 2023	1
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2024 (unaudited) and September 30, 2023 (unaudited)	2
	Consolidated Statements of Changes in Net Assets for the Three and Nine Months Ended September 30, 2024 (unaudited) and September 30, 2023 (unaudited)	3
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 (unaudited) and September 30, 2023 (unaudited)	4
	Consolidated Schedules of Investments as of September 30, 2024 (unaudited) and December 31, 2023	5
	Notes to Consolidated Financial Statements (unaudited)	33
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	51
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	67
Item 4.	Controls and Procedures	69
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	70
Item 1A.	Risk Factors	70
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	71
Item 3.	Defaults Upon Senior Securities	71
Item 4.	Mine Safety Disclosures	71
Item 5.	Other Information	72
Item 6.	Exhibits	75
	Signatures	76

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES

(in thousands, except per share data)


	September 30, 2024		December 31, 2023

Assets	(unaudited)
Investments at fair value (amortized cost of $ 738,960 and $ 850,142 , respectively)	$	720,974	$	802,145
Cash and cash equivalents	48,283		153,328
Restricted cash	289		18,254
Deferred credit facility costs	4,575		2,714
Prepaid expenses and other assets	4,224		2,384
Total assets	$	778,345	$	978,825

Liabilities
Revolving Credit Facility	$	10,000	$	215,000
2025 Notes, net	69,895		69,738
2026 Notes, net	199,373		199,041
2027 Notes, net	124,326		124,117
Base management fee payable	3,418		4,490
Income incentive fee payable	—		—
Other accrued expenses and liabilities	7,062		20,133
Total liabilities	$	414,074	$	632,519
Commitments and Contingencies (Note 7)

Net assets
Preferred stock, par value $ 0.01 per share ( 50,000 shares authorized; no shares issued and outstanding, respectively)	$	—	$	—
Common stock, par value $ 0.01 per share	400		376
Paid-in capital in excess of par value	514,668		492,934
Total distributable earnings (loss)	( 150,797 )		( 147,004 )
Total net assets	$	364,271	$	346,306
Total liabilities and net assets	$	778,345	$	978,825

Shares of common stock outstanding (par value $ 0.01 per share and 450,000 authorized)	40,049		37,620
Net asset value per share	$	9.10	$	9.21

See accompanying notes to consolidated financial statements.

TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except per share data)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Investment income
Interest income from investments	$	21,727	$	30,805	$	69,236	$	92,879
Payment-in-kind interest income	4,224		3,265		11,833		7,946
Other income
Expirations/terminations of unfunded commitments	148		668		441		1,740
Other fees	416		1,000		1,385		1,953
Total investment and other income	26,515		35,738		82,895		104,518

Operating expenses
Base management fee	3,418		4,596		11,552		13,403
Income incentive fee	—		—		—		—

Interest expense and amortization of fees	7,148		9,297		22,861		28,486
Administration Agreement expenses	580		579		1,838		1,720
General and administrative expenses	1,584		2,162		4,732		4,389
Total operating expenses	12,730		16,634		40,983		47,998

Net investment income	13,785		19,104		41,912		56,520

Net realized and unrealized gains/(losses)
Net realized gains (losses) on investments	( 5,040 )		( 25,556 )		( 32,693 )		( 23,730 )
Net change in unrealized gains (losses) on investments	13,889		8,600		30,011		( 43,818 )

Net realized and unrealized gains/(losses)	8,849		( 16,956 )		( 2,682 )		( 67,548 )

Net increase (decrease) in net assets resulting from operations	$	22,634	$	2,148	$	39,230	$	( 11,028 )

Per share information (basic and diluted)
Net investment income per share	$	0.35	$	0.54	$	1.08	$	1.59
Net increase (decrease) in net assets per share	$	0.57	$	0.06	$	1.01	$	( 0.31 )
Weighted average shares of common stock outstanding	39,954		35,609		38,782		35,453



Total distributions declared per share	$	0.30	$	0.40	$	1.10	$	1.20

See accompanying notes to consolidated financial statements.

TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(unaudited)

(in thousands)


				Paid-in capital in excess of par value		Total distributable earnings (loss)		Net assets
	Common stock
	Shares	Par value








Balance as of June 30, 2023	35,447	$	354	$	471,540	$	( 92,460 )	$	379,434
Net increase (decrease) in net assets resulting from operations	—	—		—		2,148		2,148
Issuance of common stock, net	564	6		6,185		—		6,191
Distributions reinvested in common stock	75	1		750		—		751
Distributions from distributable earnings	—	—		—		( 14,394 )		( 14,394 )
Offering Costs	—	—		( 30 )		—		( 30 )
Balance as of September 30, 2023	36,086	$	361	$	478,445	$	( 104,706 )	$	374,100

Balance as of June 30, 2024	39,953	$	399	$	514,023	$	( 161,445 )	$	352,977
Net increase (decrease) in net assets resulting from operations	—	—		—		22,634		22,634

Distributions reinvested in common stock	96	1		645		—		646
Distributions from distributable earnings	—	—		—		( 11,986 )		( 11,986 )


Balance as of September 30, 2024	40,049	$	400	$	514,668	$	( 150,797 )	$	364,271

Balance as of December 31, 2022	35,348	$	353	$	470,572	$	( 50,985 )	$	419,940
Net increase (decrease) in net assets resulting from operations	—	—		—		( 11,028 )		( 11,028 )
Issuance of common stock, net	564	6		6,185		—		6,191
Distributions reinvested in common stock	174	2		1,868		—		1,870
Distributions from distributable earnings	—	—		—		( 42,693 )		( 42,693 )
Offering Costs	—	—		( 180 )		—		( 180 )
Balance as of September 30, 2023	36,086	$	361	$	478,445	$	( 104,706 )	$	374,100

Balance as of December 31, 2023	37,620	$	376	$	492,934	$	( 147,004 )	$	346,306
Net increase (decrease) in net assets resulting from operations	—	—		—		39,230		39,230
Issuance of common stock, net	2,127	21		19,404		—		19,425
Distributions reinvested in common stock	302	3		2,330		—		2,333
Distributions from distributable earnings	—	—		—		( 43,023 )		( 43,023 )


Balance as of September 30, 2024	40,049	$	400	$	514,668	$	( 150,797 )	$	364,271

See accompanying notes to consolidated financial statements.

TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(dollars in thousands)


	For the Nine Months Ended September 30,
	2024		2023
Cash Flows from Operating Activities:
Net increase (decrease) in net assets resulting from operations	$	39,230	$	( 11,028 )
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Fundings and purchases of investments	( 85,831 )		( 101,789 )
Principal payments and proceeds from investments	179,276		130,861
Payment-in-kind interest on investments	( 11,833 )		( 7,946 )
Net change in unrealized (gains) losses on investments	( 30,011 )		43,818
Net realized (gains) losses on investments	32,693		23,730
Amortization and (accretion) of premiums and discounts, net	( 3,465 )		( 2,528 )
(Accretion) reduction of end-of-term payments, net of prepayments	342		( 7,050 )
Amortization of debt fees and issuance costs	1,902		1,758

Change in operating assets and liabilities:
Prepaid expenses and other assets	( 1,840 )		( 901 )
Base management fee payable	( 1,072 )		393


Other accrued expenses and liabilities	( 13,071 )		( 6,289 )
Net cash (used in) provided by operating activities	106,320		63,029
Cash Flows from Financing Activities:
Borrowings under revolving credit facility	155,000		205,000
Repayments under revolving credit facility	( 360,000 )		( 170,000 )
Distributions paid	( 40,690 )		( 40,823 )
Deferred credit facility costs	( 3,065 )		—

Debt issuance costs	—		( 13 )
Offering costs	—		( 180 )






Proceeds from the issuance of common stock, net	19,425		6,191
Net cash provided by (used in) financing activities	( 229,330 )		175
Net change in cash, cash equivalents and restricted cash	( 123,010 )		63,204
Cash, cash equivalents and restricted cash at beginning of period	171,582		59,260
Cash, cash equivalents and restricted cash at end of period	$	48,572	$	122,464

	For the Nine Months Ended September 30,
	2024		2023
Cash and cash equivalents	$	48,283	$	105,003
Restricted cash	289		17,461
Total cash, cash equivalents and restricted cash shown in the statement of cash flows	$	48,572	$	122,464

Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	$	23,339	$	31,020
Distributions reinvested	$	2,333	$	1,868
Excise tax paid	$	1,470	$	726

See accompanying notes to consolidated financial statements.


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Debt Investments

Application Software
Flo Health UK Limited (1)(3)	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	5/17/2022	$	8,333	$	8,196	$	8,263	5/31/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	7/21/2022	8,750		8,570		8,660		7/31/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	9/30/2022	5,750		5,609		5,676		9/30/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	2/6/2023	2,167		2,208		2,219		2/28/2025
Total Application Software - 6.81 %*			25,000		24,583		24,818

Aerospace and Defense
Loft Orbital Solutions Inc.	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment)	11/21/2023	1,000		990		990		11/30/2027
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment)	12/27/2023	4,000		3,950		3,950		12/31/2027
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment)	12/27/2023	5,000		4,938		4,938		12/31/2027
Total Aerospace and Defense - 2.71 %*			10,000		9,878		9,878

Business Applications Software
Arcadia Power, Inc.	Growth Capital Loan ( 11.75 % interest rate, 7.75 % EOT payment)	5/6/2022	2,902		2,631		2,631		11/30/2026
	Growth Capital Loan ( 11.75 % interest rate, 7.75 % EOT payment)	6/29/2022	7,000		7,153		7,153		12/31/2026
			9,902		9,784		9,784
FlashParking, Inc.	Growth Capital Loan (Prime + 1.75 % cash interest rate + 2.50 % PIK interest rate, 12.75 % floor)	6/26/2024	20,135		19,822		20,023		5/31/2027
Farmer's Business Network, Inc.	Convertible Note ( 15.00 % interest rate) (2)	9/28/2023	14		14		14		9/27/2025
NewStore Inc.	Growth Capital Loan (Prime + 4.00 % interest rate, 11.50 % floor, 6.25 % EOT payment) (2)	1/29/2024	2,500		2,481		2,481		1/31/2027
Total Business Applications Software - 8.87 %*			32,551		32,101		32,302

Business Products and Services
Quick Commerce Ltd (1)(3)	Growth Capital Loan ( 6.00 % PIK interest, 7.50 % EOT payment)	5/4/2022	11,141		9,216		8,604		12/31/2028
	Growth Capital Loan ( 6.00 % PIK interest, 7.50 % EOT payment) (2)	10/19/2023	1,061		878		819		12/31/2028
Total Business Products and Services - 2.59 %*			12,202		10,094		9,423


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Business/Productivity Software
Forum Brands, LLC	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	7/6/2021	$	2,781	$	2,862	$	2,637	7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	7/21/2021	438		458		415		7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	8/10/2021	525		548		498		8/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	10/6/2021	2,430		2,529		2,304		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/2/2021	1,578		1,638		1,496		11/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/2/2021	4,233		4,394		4,014		11/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	1,414		1,471		1,341		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	540		562		512		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	95		99		90		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	1/28/2022	3,060		3,175		2,902		7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	4/14/2022	1,166		1,200		1,106		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	4/14/2022	439		452		416		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	9/21/2022	2,850		2,888		2,703		3/31/2026
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/1/2022	5,130		5,182		4,865		4/30/2026
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/22/2022	306		308		291		6/30/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	11/1/2023	300		296		296		10/31/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	11/13/2023	2,282		2,249		2,249		11/30/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	12/28/2023	174		171		171		12/31/2026
	Growth Capital Loan (2)(8)	12/27/2023	2,179		2,179		1,758		12/31/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	6/27/2024	244		236		236		6/30/2027
Total Business/Productivity Software - 8.32 %*			32,164		32,897		30,300

Consumer Non-Durables
Don't Run Out, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	12/30/2021	1,000		1,067		1,067		6/30/2025
	Growth Capital Loan (Prime + 5.00 % interest rate, 10.50 % floor, 9.00 % EOT payment)	10/31/2022	575		637		637		10/31/2025
Total Consumer Non-Durables - 0.47 %*			1,575		1,704		1,704

Consumer Products and Services
Avantstay, Inc.	Growth Capital Loan (Prime + 5.50 % interest rate, 11.00 % floor, 5.50 % EOT payment)	3/20/2023	1,920		1,959		1,976		3/31/2026
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment)	4/17/2023	648		655		666		4/30/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	6/15/2023	412		415		422		6/30/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	8/9/2023	954		956		974		8/31/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	9/1/2023	668		669		682		8/31/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	12/29/2023	426		412		420		8/31/2027
			5,028		5,066		5,140


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Baby Generation, Inc.	Growth Capital Loan (Prime + 7.50 % interest rate, 10.75 % floor, 8.00 % EOT payment) (2)	1/26/2022	$	1,875	$	2,001	$	2,001	1/31/2025
	Growth Capital Loan (Prime + 5.25 % interest rate, 8.50 % floor, 7.50 % EOT payment) (2)	12/19/2022	625		664		664		12/31/2024
	Growth Capital Loan (Prime + 5.25 % interest rate, 8.50 % floor, 7.50 % EOT payment) (2)	3/30/2023	2,188		2,293		2,293		3/31/2025
			4,688		4,958		4,958
Fiton Inc.	Growth Capital Loan (Prime + 4.00 % interest rate, 11.25 % floor, 2.00 % EOT payment) (2)	2/29/2024	8,889		8,724		8,724		8/1/2027
	Growth Capital Loan (Prime + 4.00 % interest rate, 11.25 % floor, 2.00 % EOT payment) (2)	3/8/2024	1,111		1,090		1,090		9/1/2027
	Growth Capital Loan (Prime + 4.00 % interest rate, 11.25 % floor, 2.00 % EOT payment) (2)	6/28/2024	1,000		978		978		12/1/2027
			11,000		10,792		10,792
Flink SE (1)(3)	Growth Capital Loan ( 9.75 % PIK interest, 6.75 % EOT payment)	7/5/2022	13,341		13,647		8,990		8/31/2028
	Growth Capital Loan ( 9.75 % PIK interest, 6.75 % EOT payment)	10/21/2022	13,341		13,581		8,990		8/31/2028
			26,682		27,228		17,980
Frubana Inc. (1)(3)	Growth Capital Loan (Prime + 6.25 % interest rate, 9.75 % floor, 5.00 % EOT payment) (2)	1/25/2023	171		174		173		1/31/2027
	Growth Capital Loan (Prime + 8.00 % interest rate, 11.50 % floor, 6.86 % EOT payment) (2)	4/3/2023	6,261		6,453		6,285		10/31/2026
	Growth Capital Loan (Prime + 8.00 % interest rate, 11.50 % floor, 7.50 % EOT payment) (2)	10/3/2023	8,000		8,018		7,846		10/31/2026
			14,432		14,645		14,304
Foodology Inc. (1)(3)	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 5.50 % EOT payment) (2)	4/8/2022	80		92		92		4/30/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 5.50 % EOT payment) (2)	5/16/2022	221		248		248		5/31/2025
	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 6.00 % EOT payment) (2)	5/24/2022	1,468		1,662		1,662		5/31/2025
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 6.50 % EOT payment) (2)	4/28/2023	2,976		3,024		3,024		4/30/2026
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 6.50 % EOT payment) (2)	4/28/2023	1,280		1,300		1,300		4/30/2026
			6,025		6,326		6,326
Hydrow, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	2/9/2021	3,350		3,654		3,624		12/31/2024
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	2/9/2021	6,700		7,295		7,236		12/31/2024
	Growth Capital Loan (Prime + 7.00 % interest rate, 10.25 % floor, 10.00 % EOT payment)	8/10/2021	7,475		8,096		7,989		2/28/2025
	Growth Capital Loan (Prime + 7.00 % interest rate, 10.25 % floor, 10.00 % EOT payment)	8/31/2021	7,475		8,094		7,988		2/28/2025
			25,000		27,139		26,837
JOKR S.à r.l. (1)(3)	Growth Capital Loan ( 7.40 % cash interest rate + 7.11 % PIK interest, 6.00 % EOT payment) (2)	11/3/2021	2,762		2,795		2,773		11/30/2025
	Growth Capital Loan ( 9.31 % cash interest rate + 8.94 % PIK interest, 8.00 % EOT payment) (2)	8/17/2022	1,046		1,047		1,047		8/31/2026
	Revolver (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment) (2)	11/2/2021	501		552		618		7/30/2025
			4,309		4,394		4,438
Lower Holding Company	Growth Capital Loan (Prime + 3.75 % interest rate, 11.25 % floor, 5.00 % EOT payment)	12/28/2022	5,889		6,111		6,111		12/31/2025
Nakdcom One World AB (1)(3)	Growth Capital Loan (Prime + 8.25 % PIK interest, 11.50 % floor, 10.00 % EOT payment) (2)	6/6/2022	6,354		5,933		5,830		12/31/2026
	Growth Capital Loan (Prime + 8.25 % PIK interest, 11.50 % floor, 10.00 % EOT payment) (2)	8/29/2022	3,563		3,307		3,468		12/31/2026
			9,917		9,240		9,298


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Project 1920, Inc. (7)	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 6.50 % EOT payment) (2)	3/25/2022	$	1,927	$	1,973	$	826	3/31/2025
	Revolver (Prime + 5.75 % interest rate, 9.00 % floor, 2.00 % EOT payment) (2)	3/25/2022	2,100		2,142		900		3/25/2024
			4,027		4,115		1,726
MA Micro Limited (1)(3)	Convertible Note (2)(8)	12/31/2023	4,166		2,713		2,743		12/31/2028
	Growth Capital Loan (2)(8)	12/31/2023	4,166		1,442		826		12/31/2026
	Growth Capital Loan (2)(8)	12/31/2023	1,389		1,186		386		12/31/2028
			9,721		5,341		3,955
Total Consumer Products and Services - 30.71 %*			126,718		125,355		111,865

Consumer Retail
Savage X, Inc.	Growth Capital Loan (Prime + 7.25 % interest rate, 12.00 % floor, 7.50 % EOT payment)	5/15/2024	1,000		1,007		1,007		5/31/2027
	Growth Capital Loan (Prime + 7.25 % interest rate, 12.00 % floor, 7.50 % EOT payment)	5/15/2024	4,000		3,848		3,848		5/31/2027
	Growth Capital Loan (Prime + 7.25 % interest rate, 12.00 % floor, 7.50 % EOT payment)	5/15/2024	7,500		7,214		7,214		5/31/2027
Total Consumer Retail - 3.31 %*			12,500		12,069		12,069

E-Commerce - Clothing and Accessories
FabFitFun, Inc.	Growth Capital Loan (Prime + 7.00 % interest rate, 12.00 % floor, 6.75 % EOT payment)	9/29/2021	16,917		16,831		16,831		11/30/2027
Fabletics, Inc.	Growth Capital Loan ( 9.00 % PIK interest, 2.50 % EOT payment) (2)	4/25/2024	3,678		3,292		3,292		4/25/2029
Minted, Inc.	Growth Capital Loan (Prime + 8.00 % interest rate, 11.50 % floor, 6.00 % EOT payment)	6/15/2022	16,500		16,912		16,912		6/30/2027
	Revolver (Prime + 6.50 % interest rate, 10.00 % floor) (2)	6/15/2022	8,500		8,500		8,500		6/15/2025
			25,000		25,412		25,412
Outfittery GMBH (1)(3)	Growth Capital Loan ( 11.00 % PIK interest, 14.73 % EOT payment) (2)	1/1/2021	24,492		29,611		27,758		1/1/2026
	Revolver ( 4.50 % Cash Interest + 4.50 % PIK interest, 7.53 % EOT payment) (2)	1/1/2021	4,167		4,418		4,345		1/1/2026
	Revolver ( 4.50 % Cash Interest + 4.50 % PIK interest, 9.00 % EOT payment) (2)	12/28/2022	2,356		2,489		2,527		1/1/2026
			31,015		36,518		34,630
Trendly, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	5/27/2021	19,500		21,026		20,979		11/30/2024
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	6/7/2022	3,000		3,107		3,107		12/31/2025
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	6/7/2022	5,500		5,747		5,747		12/31/2025
			28,000		29,880		29,833
Total E-Commerce - Clothing and Accessories - 30.20 %*			104,610		111,933		109,998

Educational/Training Software
Panorama Education, Inc.	Growth Capital Loan (Prime + 2.00 % interest rate, 10.50 % floor, 7.50 % EOT payment)	7/30/2024	6,000		5,947		5,947		1/1/2027
	Revolver (Prime + 1.00 % interest rate, 9.50 % floor, 4.00 % EOT payment) (2)	7/30/2024	320		320		320		7/31/2026
Total Educational/Training Software - 1.72 %*			6,320		6,267		6,267

Entertainment
Luminary Roli Limited (1)(3)	Growth Capital Loan (2)(8)	8/31/2021	35,492		29,531		10,756		8/31/2026
Mind Candy Limited (1)(3)(7)	Growth Capital Loan ( 12.00 % PIK interest) (2)	6/25/2014	22,550		21,222		14,226		12/31/2024
	Growth Capital Loan ( 9.00 % PIK interest) (2)	3/17/2020	1,512		1,444		961		12/31/2024
	Growth Capital Loan ( 9.00 % PIK interest) (2)	12/21/2020	1,410		1,347		896		12/31/2024
			25,472		24,013		16,083
Total Entertainment - 7.37 %*			60,964		53,544		26,839


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Financial Institution and Services
Prodigy Investments Limited (1)(3)	Growth Capital Loan ( 8.00 % cash interest rate + 6.28 % PIK interest, 14.28 % floor) (2)	12/31/2020	$	35,834	$	35,616	$	36,170	12/31/2025
Total Financial Institution and Services - 9.93 %*			35,834		35,616		36,170

Financial Software
Ocrolus, Inc.	Growth Capital Loan (Prime + 2.50 % interest rate, 9.75 % floor, 5.00 % EOT payment)	8/14/2024	7,143		7,047		7,047		2/1/2028
Synapse Financial Technologies, Inc. (7)	Growth Capital Loan (Prime + 5.75 % interest rate, 9.75 % floor, 4.00 % EOT payment)	7/29/2022	732		727		56		7/31/2025
Total Financial Software - 1.95 %*			7,875		7,774		7,103

Healthcare Technology Systems
Kalderos, Inc.	Growth Capital Loan (Prime + 2.50 % interest rate, 8.75 % floor, 3.00 % EOT payment)	3/14/2023	1,064		1,067		1,067		6/30/2026
	Growth Capital Loan (Prime + 2.50 % interest rate, 8.75 % floor, 3.00 % EOT payment)	3/21/2023	1,596		1,601		1,601		6/30/2026
	Growth Capital Loan (Prime + 4.50 % interest rate, 10.75 % floor, 7.25 % EOT payment)	3/21/2023	10,000		10,252		10,252		9/30/2026
			12,660		12,920		12,920
K Health, Inc.	Growth Capital Loan (Prime + 2.25 % interest rate, 10.00 % floor, 4.75 % EOT payment) (2)	7/14/2023	4,459		4,461		4,461		7/31/2026
Thirty Madison, Inc.	Growth Capital Loan (Prime + 4.75 % interest rate, 11.00 % floor, 6.00 % EOT payment)	12/30/2022	20,000		20,603		20,603		12/31/2025
	Growth Capital Loan ( 6.76 % Cash interest + 6.49 % PIK interest, 6.00 % EOT payment) (2)	6/12/2023	23,325		23,729		23,000		6/12/2027
	Growth Capital Loan ( 6.76 % Cash interest + 6.49 % PIK interest, 6.00 % EOT payment) (2)	6/14/2023	1,754		1,747		1,695		6/12/2027
			45,079		46,079		45,298
Total Healthcare Technology Systems - 17.21 %*			62,198		63,460		62,679

Information Services (B2C)
Infinite Athlete, Inc. (f/k/a Tempus Ex Machina, Inc.)	Growth Capital Loan (Prime + 5.00 % interest rate, 10.50 % floor, 5.25 % EOT payment)	5/4/2023	1,000		1,015		1,015		2/28/2027
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.25 % floor, 5.50 % EOT payment)	5/4/2023	1,000		1,012		1,012		5/31/2027
Total Information Services (B2C) - 0.56 %*			2,000		2,027		2,027

Multimedia and Design Software
Hover Inc.	Growth Capital Loan (Prime + 3.00 % interest rate, 9.50 % floor, 6.00 % EOT payment)	9/10/2024	16,000		15,853		15,853		3/31/2029
Total Multimedia and Design Software - 4.35 %*			16,000		15,853		15,853

Other Financial Services
Jerry Services, Inc.	Growth Capital Loan ( 10.00 % interest rate, 8.25 % EOT payment)	6/13/2022	10,000		10,482		10,415		9/30/2025
	Growth Capital Loan ( 13.75 % interest rate, 8.25 % EOT payment)	3/17/2023	10,000		10,210		10,277		6/30/2026
			20,000		20,692		20,692
Monzo Bank Limited (1)(3)	Growth Capital Loan ( 12.00 % interest rate) (2)	3/8/2021	7,035		6,953		6,655		3/8/2026
Total Other Financial Services - 7.51 %*			27,035		27,645		27,347

Real Estate Services
Homeward, Inc.	Growth Capital Loan (Prime + 6.50 % interest rate, 9.75 % floor, 9.75 % EOT payment)	12/30/2021	10,000		10,578		10,089		6/30/2026
	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 2.25 % EOT payment)	12/30/2022	1,320		1,426		1,422		12/31/2024
			11,320		12,004		11,511


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

True Footage Inc.	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/3/2021	$	250	$	265	$	265	12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/3/2021	800		841		841		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/3/2021	220		233		233		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	12/13/2021	105		112		112		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/13/2021	440		467		467		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/15/2021	207		221		221		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	12/15/2021	150		160		160		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/15/2021	1,372		1,442		1,442		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/21/2021	760		799		799		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	1/31/2022	170		180		180		1/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	2/25/2022	116		123		123		2/28/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	3/15/2022	300		315		315		3/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	4/22/2022	1,110		1,163		1,163		4/30/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	4/22/2022	991		1,037		1,037		4/30/2025
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	5/23/2022	216		227		227		5/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	7/19/2022	200		206		206		7/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	7/19/2022	100		104		104		7/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/5/2022	150		153		153		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/5/2022	361		369		369		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/5/2022	565		575		575		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	5/23/2023	240		241		241		5/31/2026
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	5/23/2023	434		438		437		5/31/2026
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	5/23/2023	720		728		728		5/31/2026
			9,977		10,399		10,398
Total Real Estate Services - 6.01 %*			21,297		22,403		21,909

Shopping Facilitators
Moda Operandi, Inc.	Growth Capital Loan (Prime + 6.50 % interest rate, 13.00 % floor, 7.00 % EOT payment)	8/16/2024	16,300		14,933		14,935		8/1/2026
	Revolver (Prime + 4.00 % interest rate, 10.50 % floor, 7.00 % EOT payment) (2)	8/16/2024	11,000		11,605		10,047		12/31/2025
Total Shopping Facilitators - 6.86 %*			27,300		26,538		24,982

Travel & Leisure
Omio Corp. (fka.GoEuro Corp.) (1)(3)	Growth Capital Loan ( 12.00 % interest rate, 10.50 % EOT payment)	10/30/2019	20,000		21,001		20,781		1/31/2027
	Growth Capital Loan ( 12.00 % interest rate, 10.50 % EOT payment)	3/27/2020	10,000		10,472		10,363		1/31/2027
Total Travel & Leisure - 8.55 %*			30,000		31,473		31,144

Total Debt Investments - 166.00 %*			$	654,143	$	653,214	$	604,677


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Warrant Investments (8)

Advertising / Marketing
InMobi Pte Ltd. (1)(3)	Ordinary Shares (2)	12/13/2013	48,500	$	35	$	13
Total Advertising / Marketing - 0.00 %*				35		13

Aerospace and Defense
Loft Orbital Solutions Inc.	Common Stock (2)	7/15/2022	22,488	192		308
Total Aerospace and Defense - 0.08 %*				192		308

Application Software
Flo Health, Inc. (1)(3)	Preferred Stock	5/10/2022	13,487	123		274
Total Application Software - 0.08 %*				123		274

Business Applications Software
Arcadia Power, Inc.	Preferred Stock	12/10/2021	55,458	138		143
	Preferred Stock	6/29/2022	27,714	164		41
				302		184
Cresta Intelligence, Inc.	Common Stock (2)	6/6/2024	9,935	8		23
DialPad, Inc.	Preferred Stock (2)	8/3/2020	28,980	102		23
Envoy, Inc.	Preferred Stock (2)	5/8/2020	358,930	82		208
Farmer's Business Network, Inc.	Preferred Stock (2)	1/3/2020	37,666	33		24
Filevine, Inc.	Preferred Stock (2)	4/20/2021	186,160	38		882
FlashParking, Inc.	Preferred Stock (2)	6/15/2021	210,977	810		1,314
	Preferred Stock (2)	6/26/2024	51,677	140		140
				950		1,454
Narvar, Inc.	Preferred Stock (2)	8/28/2020	87,160	102		102
NewStore Inc.	Preferred Stock (2)	11/16/2022	122,353	36		3
Passport Labs, Inc.	Preferred Stock (2)	9/28/2018	21,929	303		590
Project Affinity, Inc.	Preferred Stock (2)	4/26/2024	88,370	21		21
Quantcast Corporation	Cash Exit Fee (2)(5)	8/9/2018		213		161
Uniphore Technologies Inc.	Common Stock (2)	12/22/2021	35,000	34		100
Total Business Applications Software - 1.04 %*				2,224		3,775

Business Products and Services
Cart.com, Inc.	Common Stock (2)	12/30/2021	32,731	477		640
	Preferred Stock (2)	3/31/2022	4,532	25		51
				502		691
LeoLabs, Inc.	Preferred Stock (2)	1/20/2022	218,512	197		227
Substack Inc.	Preferred Stock (2)	7/13/2022	1,141	6		6
Total Business Products and Services - 0.25 %*				705		924

Business/Productivity Software
Forum Brands Holdings, Inc.	Preferred Stock	7/6/2021	49,892	626		157
Metropolis Technologies, Inc.	Common Stock (2)	3/30/2022	87,385	87		1,039
Total Business/Productivity Software - 0.33 %*				713		1,196

Business to Business Marketplace
Optoro, Inc.	Preferred Stock (2)	7/13/2015	10,346	40		67
RetailNext, Inc.	Preferred Stock (2)	11/16/2017	123,420	80		111
Total Business to Business Marketplace - 0.05 %*				120		178

Commercial Services
Transfix, Inc.	Preferred Stock (2)	5/31/2019	133,502	188		188
Total Commercial Services - 0.05 %*				188		188


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Computer Hardware
Grey Orange International Inc.	Preferred Stock (2)	3/16/2021	52,773	$	183	$	121
Total Computer Hardware - 0.03 %*				183		121

Consumer Finance
Activehours, Inc. (d/b/a Earnin)	Preferred Stock (2)	10/8/2020	114,327	370		726
Total Consumer Finance - 0.20 %*				370		726

Consumer Non-Durables
Athletic Greens International, Inc.	Ordinary Shares (2)	6/3/2022	2,262	85		84
Don't Run Out, Inc.	Preferred Stock	12/30/2021	42,929	30		13
Total Consumer Non-Durables - 0.03 %*				115		97

Consumer Products and Services
AvantStay, Inc.	Common Stock	12/12/2022	24,495	151		188
Baby Generation, Inc.	Common Stock (2)	1/26/2022	33,964	25		25
everdrop GmbH (1)(3)	Preferred Stock (2)	3/16/2022	14	25		25
FitOn Inc.	Common Stock (2)	2/29/2024	73,807	162		162
Flink SE (1)(3)	Preferred Stock	4/13/2022	178	339		—
Foodology Inc. (1)(3)	Preferred Stock (2)	3/25/2022	26,619	116		86
Frubana Inc. (1)(3)	Preferred Stock (2)	9/30/2022	15,987	334		13
Hydrow, Inc.	Common Stock	2/9/2021	103,267	143		—
	Preferred Stock	8/6/2021	53,903	89		—
				232		—
JOKR S.à r.l. (1)(3)	Preferred Stock	7/24/2023	12,056	339		196
Lower Holding Company	Preferred Stock	12/28/2022	146,431	189		29
Nakdcom One World AB (1)(3)	Preferred Stock (2)	6/2/2022	894,182	1,258		1,119
Pair Eyewear, Inc.	Common Stock (2)	7/12/2022	2,288	5		7
Project 1920, Inc.	Preferred Stock (2)	3/25/2022	41,140	23		—
Quip NYC, Inc.	Preferred Stock (2)	11/26/2018	41,272	455		1,020
Tempo Interactive Inc.	Preferred Stock (2)	3/31/2021	14,709	93		14
The Black Tux, Inc.	Preferred Stock (2)	11/5/2021	142,939	139		460
Total Consumer Products and Services - 0.92 %*				3,885		3,344

Consumer Retail
LovePop, Inc.	Preferred Stock (2)	10/23/2018	163,463	168		128
Savage X, Inc.	Preferred Stock	4/7/2020	28,977	471		282
Total Consumer Retail - 0.11 %*				639		410

Database Software
Sisense, Inc.	Cash Exit Fee (2)(5)	12/28/2021		190		465
Total Database Software - 0.13 %*				190		465

Educational/Training Software
Panorama Education, Inc.	Preferred Stock	7/30/2024	5,154	28		28
Total Educational/Training Software - 0.01 %*				28		28

E-Commerce - Clothing and Accessories
FabFitFun, Inc.	Preferred Stock (2)	11/20/2017	331,048	940		314
	Common Stock	9/29/2023	117,338	375		310
				1,315		624
Minted, Inc.	Preferred Stock	9/30/2020	51,979	516		249
Outfittery GMBH (1)(3)	Cash Exit Fee (2)(5)	8/10/2017		1,850		1,121
Rent the Runway, Inc.	Preferred Stock (2)	11/25/2015	4,402	213		—
	Common Stock (2)	11/25/2015	7,460	1,081		—
				1,294		—


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Stance, Inc.	Preferred Stock (2)	3/31/2017	75,000	$	41	$	70
Trendly, Inc.	Preferred Stock	5/27/2021	574,742	381		598
	Preferred Stock	6/7/2022	57,924	44		39
				425		637
Untuckit LLC	Cash Exit Fee (2)(5)	5/11/2018		39		57
Total E-Commerce - Clothing and Accessories - 0.76 %*				5,480		2,758

E-Commerce - Personal Goods
Grove Collaborative, Inc.	Common Stock (2)	4/2/2018	62,128	219		—
	Common Stock (2)	5/22/2019	25,664	228		—
				447		—
Merama Inc.	Preferred Stock (2)	4/28/2021	191,274	406		1,502
Total E-Commerce - Personal Goods - 0.41 %*				853		1,502

Entertainment
Mind Candy, Inc. (1)(3)	Preferred Stock (2)	3/24/2017	278,209	922		—
Total Entertainment - 0.00 %*				922		—

Financial Institution and Services
BlueVine Capital, Inc.	Preferred Stock (2)	9/15/2017	271,293	361		909
Prodigy Investments Limited (1)(3)	Ordinary Shares (2)	12/5/2017	56,241	869		948
Revolut Ltd (1)(3)	Ordinary Shares (2)	4/16/2018	6,253	40		5,663
	Ordinary Shares (2)	10/29/2019	7,945	324		6,841
				364		12,504
WorldRemit Group Limited (1)(3)	Preferred Stock (2)	12/23/2015	128,290	382		1,104
	Preferred Stock (2)	12/23/2015	46,548	136		341
				518		1,445
Total Financial Institution and Services - 4.34 %*				2,112		15,806

Financial Software
Ocrolus, Inc.	Common Stock	8/14/2024	116,887	96		96
Synapse Financial Technologies, Inc.	Nonvoting Stock	7/29/2022	3,913	23		—
Total Financial Software - 0.03 %*				119		96

Food & Drug
Capsule Corporation	Preferred Stock	1/17/2020	202,533	437		34
	Cash Exit Fee (5)	12/28/2018		129		123
Total Food & Drug - 0.04 %*				566		157

General Media and Content
Overtime Sports, Inc.	Preferred Stock (2)	5/4/2022	33,510	70		70
Thrillist Media Group, Inc.	Common Stock (2)	9/24/2014	774,352	624		1,092
Total General Media and Content - 0.32 %*				694		1,162

Healthcare Services
Found Health, Inc.	Preferred Stock (2)	3/25/2022	49,304	22		16
Vial Health Technology, Inc.	Preferred Stock (2)	12/14/2022	48,889	33		33
Total Healthcare Services - 0.01 %*				55		49

Healthcare Technology Systems
Curology, Inc.	Preferred Stock (2)	5/23/2019	36,020	58		21
Kalderos, Inc.	Preferred Stock	12/27/2022	73,606	167		54
K Health, Inc.	Common Stock (2)	7/14/2023	61,224	187		263
Thirty Madison, Inc.	Preferred Stock	12/30/2022	167,494	445		457
Total Healthcare Technology Systems - 0.22 %*				857		795


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Information Services (B2C)
Infinite Athlete, Inc. (f/k/a Tempus Ex Machina, Inc.)	Preferred Stock	5/1/2023	11,974	$	9	$	5
Total Information Services (B2C) - 0.00 %*				9		5

Medical Software and Information Services
AirStrip Technologies, Inc.	Preferred Stock (2)	10/9/2013	8,036	112		—
Total Medical Software and Information Services - 0.00 %*				112		—

Multimedia and Design Software
Hover Inc.	Preferred Stock	9/30/2022	183,642	309		360
Open Space Labs, Inc.	Preferred Stock (2)	11/15/2022	2,954	7		4
Total Multimedia and Design Software - 0.10 %*				316		364

Network Systems Management Software
Cohesity, Inc.	Preferred Stock (2)	1/10/2020	18,945	54		107
Signifyd, Inc.	Preferred Stock (2)	12/19/2019	33,445	132		441
Corelight, Inc.	Common Stock (2)	9/29/2022	45,977	235		258
Total Network Systems Management Software - 0.22 %*				421		806

Other Financial Services
Jerry Services, Inc.	Preferred Stock	6/13/2022	41,936	169		120
Monzo Bank Limited (1)(3)	Ordinary Shares (2)	3/8/2021	64,813	161		455
N26 GmbH (1)(3)	Preferred Stock (2)	9/14/2021	11	324		238
Upgrade, Inc.	Preferred Stock (2)	1/18/2019	1,488,450	223		595
Total Other Financial Services - 0.39 %*				877		1,408

Real Estate Services
Belong Home, Inc.	Preferred Stock (2)	2/15/2022	7,730	6		15
HomeLight, Inc.	Preferred Stock (2)	12/21/2018	54,004	44		186
	Preferred Stock (2)	11/5/2020	55,326	76		139
				120		325
Homeward, Inc.	Preferred Stock	12/10/2021	71,816	211		6
McN Investments Ltd. (1)(3)	Preferred Stock (2)	5/27/2022	37,485	295		116
Roofstock, Inc.	Preferred Stock (2)	5/25/2022	56,839	19		194
Sonder Holdings Inc.	Common Stock (2)	12/28/2018	10,024	232		—
	Common Stock (2)	3/4/2020	1,049	42		—
				274		—
True Footage Inc.	Preferred Stock	11/24/2021	88,762	147		282
Total Real Estate Services - 0.26 %*				1,072		938

Shopping Facilitators
Moda Operandi, Inc.	Preferred Units	12/30/2021	36,450	169		—
OfferUp Inc.	Preferred Stock (2)	12/23/2019	131,006	42		138
Total Shopping Facilitators - 0.04 %*				211		138

Social/Platform Software
ClassPass Inc.	Preferred Stock (2)	3/18/2019	84,507	281		151
Total Social/Platform Software - 0.04 %*				281		151

Travel & Leisure
OmioCorp. (fka. GoEuro Corp.) (1)(3)	Preferred Stock	9/18/2019	12,027	361		405
	Preferred Stock	8/26/2022	16,261	611		697
	Preferred Stock	4/5/2024	17,904	385		1,080
Total Travel & Leisure - 0.60 %*				1,357		2,182

Total Warrant Investments - 11.08 %*				$	26,024	$	40,364


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Equity Investments (8)

Business Applications Software
Arcadia Power, Inc.	Preferred Stock (2)	9/21/2021	16,438	$	167	$	105
Cresta Intelligence, Inc.	Preferred Stock (2)	9/30/2024	110,882	500		500
DialPad, Inc.	Preferred Stock (2)	9/22/2020	15,456	120		107
Envoy, Inc.	Preferred Stock (2)	12/30/2021	212,160	667		541
FlashParking, Inc.	Preferred Stock (2)	7/19/2022	33,116	455		451
Filevine, Inc.	Preferred Stock (2)	2/4/2022	56,353	357		486
Farmer's Business Network, Inc.	Preferred Stock (2)	7/31/2020	860	28		13
	Preferred Stock (2)	9/28/2023	4,181	138		12
				166		25
Passport Labs, Inc.	Preferred Stock (2)	6/11/2019	1,302	100		103
Uniphore Technologies Inc.	Preferred Stock (2)	1/28/2022	28,233	350		287
Total Business Applications Software - 0.72 %*				2,882		2,605

Business Products and Services
Quick Commerce Ltd (1)(3)	Preferred Stock (2)	4/5/2024	418,182	8,028		7,052
	Ordinary Shares (2)	4/5/2024	1,448,528,650	311		1,729
Total Business Products and Services - 2.41 %*				8,339		8,781

Business/Productivity Software
Forum Brands Holdings, Inc.	Preferred Stock (2)	7/16/2021	822	150		42
Total Business/Productivity Software - 0.01 %*				150		42

Commercial Services
MXP Prime GmbH (1)(3)	Common Stock (2)	2/3/2022	165	1,140		12
	Preferred Stock (2)	6/29/2023	23	—		136
	Preferred Stock (2)	6/29/2023	46	50		51
				1,190		199
Printify, Inc.	Preferred Stock (2)	8/24/2021	13,850	50		50
Total Commercial Services - 0.07 %*				1,240		249

Consumer Finance
Activehours, Inc. (d/b/a Earnin)	Preferred Stock (2)	11/10/2020	14,788	150		227
Total Consumer Finance - 0.06 %*				150		227

Consumer Non-Durables
Misfits Market, Inc. (f/k/a Imperfect Foods, Inc.)	Preferred Stock (2)	12/31/2022	1,615	142		153
	Preferred Stock (2)	12/31/2022	7,196	358		385
Total Consumer Non-Durables - 0.15 %*				500		538

Consumer Products and Services
everdrop GmbH (1)(3)	Preferred Stock (2)	8/1/2022	78	310		336
Frubana Inc. (1)(3)	Preferred Stock (2)	7/13/2022	7,993	500		19
GrubMarket, Inc.	Common Stock (2)	8/2/2024		7,758		7,758
Hydrow, Inc.	Preferred Stock (2)	12/14/2020	85,542	333		11
	Preferred Stock (2)	3/19/2021	46,456	335		11
				668		22
JOKR S.à r.l. (1)(3)	Preferred Stock (2)	12/7/2021	2,843	187		126
	Preferred Stock (2)	11/3/2022	787	37		35
				224		161
Pair Eyewear, Inc.	Preferred Stock (2)	6/27/2023	1,880	10		10
Total Consumer Products and Services - 2.28 %*				9,470		8,306


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Consumer Retail
Savage X, Inc.	Preferred Stock (2)	1/20/2021	17,249	$	500	$	319
	Preferred Stock (2)	11/30/2021	10,393	500		385
Total Consumer Retail - 0.19 %*				1,000		704

E-Commerce - Clothing and Accessories
FabFitFun, Inc.	Preferred Stock (2)	1/17/2019	67,934	500		466
Total E-Commerce - Clothing and Accessories - 0.13 %*				500		466

E-Commerce - Personal Goods
Grove Collaborative, Inc.	Common Stock (2)(10)	6/5/2018	31,576	500		43
Merama Inc.	Preferred Stock (2)	4/19/2021	18,518	33		194
	Preferred Stock (2)	4/19/2021	14,490	83		168
	Preferred Stock (2)	9/1/2021	10,298	167		160
				283		522
Total E-Commerce - Personal Goods - 0.16 %*				783		565

Educational/Training Software
Nerdy Inc. (f/k/a Varsity Tutors LLC)	Common Stock (2)(10)	1/5/2018	60,926	250		60
Total Educational/Training Software - 0.02 %*				250		60

Entertainment
Luminary Roli Limited (1)(3)	Ordinary Shares (2)	8/31/2021	434,782	2,525		—
Mind Candy, Inc. (1)(3)	Preferred Stock (2)	3/9/2020	511,665	1,000		—
Total Entertainment - 0.00 %*				3,525		—

Financial Institution and Services
Prodigy Investments Limited (1)(3)	Preference Shares (2)	12/31/2020	1,552	20,930		19,406
Revolut Ltd (1)(3)	Preferred Stock (2)	8/3/2017	25,920	292		24,417
Total Financial Institution and Services - 12.03 %*				21,222		43,823

Food & Drug
Capsule Corporation	Preferred Stock (2)	7/25/2019	128,423	716		369
Total Food & Drug - 0.10 %*				716		369

General Media and Content
Overtime Sports, Inc.	Preferred Stock (2)	8/2/2022	127,656	1,000		1,000
Total General Media and Content - 0.27 %*				1,000		1,000

Healthcare Technology Systems
Curology, Inc.	Preferred Stock (2)	11/26/2019	66,000	196		145
	Common Stock (2)	1/14/2020	142,855	404		73
				600		218
Kalderos, Inc.	Preferred Stock (2)	12/27/2022	45,403	325		292
Talkspace, LLC (f/k/a Groop Internet Platfom, Inc.)	Common Stock (2)(10)	5/15/2019	146,752	378		307
Thirty Madison, Inc.	Preferred Stock (2)	5/31/2019	81,708	1,000		725
Total Healthcare Technology Systems - 0.42 %*				2,303		1,542

Multimedia and Design Software
Hover Inc.	Preferred Stock (2)	9/30/2022	42,378	231		263
Total Multimedia and Design Software - 0.07 %*				231		263

Network Systems Management Software
Cohesity, Inc.	Preferred Stock (2)	3/24/2017	60,342	400		1,003
	Preferred Stock (2)	4/7/2020	9,022	125		153
Total Network Systems Management Software - 0.32 %*				525		1,156


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (unaudited) (dollars in thousands) As of September 30, 2024
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Other Financial Services
Jerry Services, Inc.	Preferred Stock (2)	5/6/2022	8,231	$	104	$	82
Monzo Bank Limited (1)(3)	Ordinary Shares (2)	3/8/2021	92,901	1,000		1,426
	Ordinary Shares (2)	1/5/2022	26,281	516		507
				1,516		1,933
N26 GmbH (1)(3)	Preferred Stock (2)	12/9/2021	22	1,264		1,514
Redesign Health Inc.	Preferred Stock (2)	7/12/2022	5,919	100		100
Total Other Financial Services - 1.00 %*				2,984		3,629

Real Estate Services
Belong Home, Inc.	Preferred Stock (2)	4/18/2022	6,033	29		29
McN Investments Ltd. (1)(3)	Preferred Stock (2)	5/6/2022	11,246	300		209
Sonder Holdings Inc.	Common Stock (2)(10)	5/21/2019	2,186	312		10
True Footage Inc.	Preferred Stock (2)	10/18/2021	18,366	100		122
Total Real Estate Services - 0.10 %*				741		370

Travel & Leisure
OmioCorp. (fka. GoEuro Corp.) (1)(3)	Preferred Stock (2)	10/5/2017	2,362	300		295
	Preferred Stock (2)	5/9/2022	9,169	623		918
				923		1,213
Inspirato LLC	Common Stock (2)(4)(10)	9/11/2014	6,081	288		25
Total Travel & Leisure - 0.34 %*				1,211		1,238

Total Equity Investments - 20.85 %*				$	59,722	$	75,933

Total Investments in Portfolio Companies - 197.92 %* (9)(11)				$	738,960	$	720,974

Cash Equivalents
Money Market Fund	Type of Investment	Ticker		Cost		Fair Value
Federated Government Obligations Fund	Cash Equivalents	PRM		$	47,419	$	47,419
Total Cash Equivalents - 13.02 %*				$	47,419	$	47,419

_______________

(1) Investment is a non-qualifying asset under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). As of September 30, 2024, non-qualifying assets represented 39.1 % of the Company’s total assets, at fair value.

(2) As of September 30, 2024, this investment was not pledged as collateral as part of the Company’s revolving credit facility.

(3) Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(4) Investment is owned by TPVG Investment LLC, a wholly owned taxable subsidiary of the Company.

(5) Investment is a cash success fee or a cash exit fee payable on the consummation of certain trig ger events.

(6) Gross unrealized gains, gross unrealized losses, and net unrealized losses for federal income tax purposes totaled $ 52.3 million, $ 52.8 million and $ 0.5 million, respectively, for the September 30, 2024 investment portfolio. The tax cost of investments is $ 721.4 million.

(7) Debt is on non-accrual status as of September 30, 2024 and is therefore considered non-income producing. Non-accrual investments as of September 30, 2024 had a total cost and fair value of $ 28.9 million and $ 17.9 million, respectively.

(8) Non-income producing investments.

(9) Except for equity in five public companies, all investments were valued at fair value using Level 3 significant unobservable inputs as determined in good faith by the Company’s board of directors (the “Board”).

(10) Investment is publicly traded and listed on either the New York Stock Exchange or the Nasdaq, and is not subject to restrictions on sales.

(11) The Company generally acquires its investments in private transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). Unless otherwise indicated, all of the Company’s portfolio company investments are subject to restrictions on sales. As of September 30, 2024, the Company’s portfolio company investments that were subject to restrictions on sales totaled $ 720.5 million at fair value and represented 197.8 % of the Company’s net assets. In addition, unless otherwise indicated, as of September 30, 2024, all investments are pledged as collateral as part of the Company’s revolving credit facility.

(12) Acquisition date represents the date of the investment in the portfolio investment.

* Value as a percentage of net assets.

_______________


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Debt Investments

Application Software
Flo Health UK Limited (1)(3)	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	5/17/2022	$	8,333	$	8,292	$	8,292	5/31/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	7/21/2022	8,750		8,666		8,666		7/31/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	9/30/2022	5,750		5,670		5,670		9/30/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment)	2/6/2023	2,167		2,170		2,170		2/28/2025
Total Application Software - 7.16 %*			25,000		24,798		24,798

Aerospace and Defense
Loft Orbital Solutions Inc.	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment) (2)	11/21/2023	1,000		973		973		11/30/2027
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment) (2)	12/27/2023	4,000		3,884		3,884		12/31/2027
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 5.00 % EOT payment) (2)	12/27/2023	5,000		4,855		4,855		12/31/2027
Total Aerospace and Defense - 2.80 %*			10,000		9,712		9,712

Business Applications Software
Arcadia Power, Inc.	Growth Capital Loan ( 8.75 % interest rate, 3.25 % EOT payment)	12/16/2021	3,654		3,821		3,793		12/31/2024
	Growth Capital Loan ( 9.75 % interest rate, 7.00 % EOT payment)	5/6/2022	11,000		11,216		10,987		11/30/2026
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	6/29/2022	7,000		7,046		6,924		12/31/2026
			21,654		22,083		21,704
FlashParking, Inc.	Growth Capital Loan (Prime + 7.00 % interest rate, 10.25 % floor, 7.00 % EOT payment)	6/15/2021	20,000		20,944		20,986		6/30/2024
	Growth Capital Loan (Prime + 5.00 % interest rate, 8.25 % floor, 4.50 % EOT payment)	1/21/2022	347		360		361		7/31/2024
	Growth Capital Loan (Prime + 5.00 % interest rate, 8.25 % floor, 4.50 % EOT payment) (2)	12/28/2023	1,209		1,210		1,213		7/31/2024
			21,556		22,514		22,560
Farmer's Business Network, Inc.	Convertible Note ( 15.00 % interest rate) (2)	9/28/2023	14		14		14		9/27/2025
Uniphore Technologies Inc.	Growth Capital Loan ( 11.00 % interest rate, 4.00 % EOT payment)	12/22/2021	3,599		3,833		3,824		6/30/2024
	Growth Capital Loan ( 11.00 % interest rate, 4.00 % EOT payment)	12/22/2021	3,599		3,833		3,824		6/30/2024
			7,198		7,666		7,648
Total Business Applications Software - 14.99 %*			50,422		52,277		51,926

Business Products and Services
Quick Commerce Ltd (1)(3)	Growth Capital Loan (Prime + 7.50 % interest rate, 10.75 % floor, 7.50 % EOT payment)	5/4/2022	21,000		21,396		20,443		5/31/2025
	Growth Capital Loan (Prime + 7.50 % interest rate, 10.75 % floor, 7.50 % EOT payment) (2)	10/19/2023	2,000		1,944		1,861		5/31/2025
			23,000		23,340		22,304
RenoRun US Inc. (1)(3)(7)	Growth Capital Loan (Prime + 10.50 % interest rate, 13.75 % floor, 8.25 % EOT payment) (2)	12/30/2021	174		85		360		12/31/2025
Total Business Products and Services - 6.54 %*			23,174		23,425		22,664


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Business/Productivity Software
Forum Brands, LLC	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	7/6/2021	$	2,781	$	2,793	$	2,759	7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	7/21/2021	438		453		447		7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)	8/10/2021	525		542		535		8/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	10/6/2021	2,430		2,501		2,465		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/2/2021	1,578		1,618		1,594		11/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/2/2021	4,233		4,341		4,277		11/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	1,414		1,447		1,430		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	540		553		546		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/28/2021	95		97		96		6/30/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	1/28/2022	3,060		3,120		3,082		7/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	4/14/2022	1,166		1,178		1,161		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment)(2)	4/14/2022	439		443		437		10/31/2025
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	9/21/2022	2,850		2,832		2,785		3/31/2026
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	11/1/2022	5,130		5,079		4,992		4/30/2026
	Growth Capital Loan ( 12.00 % interest rate, 6.00 % EOT payment) (2)	12/22/2022	306		302		296		6/30/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	11/1/2023	300		289		289		10/31/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	11/13/2023	2,282		2,192		2,192		11/30/2026
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.50 % floor, 5.00 % EOT payment) (2)	12/28/2023	174		167		167		12/31/2026
	Growth Capital Loan (8)	12/27/2023	2,179		2,179		1,573		12/31/2026
			31,920		32,126		31,123
Metropolis Technologies, Inc.	Growth Capital Loan (Prime + 4.34 % cash interest rate + 4.16 % PIK interest, 11.75 % floor, 7.00 % EOT payment) (2)	3/30/2022	28,284		28,646		28,859		3/31/2027
Total Business/Productivity Software - 17.32 %*			60,204		60,772		59,982

Consumer Finance
Activehours, Inc. (d/b/a Earnin)	Revolver (Prime + 4.25 % interest rate, 11.75 % floor) (2)	12/30/2022	—		—		—		12/30/2025
Total Consumer Finance - 0.00 %*			—		—		—

Consumer Non-Durables
Don't Run Out, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	12/30/2021	1,000		1,038		1,038		6/30/2025
	Growth Capital Loan (Prime + 5.00 % interest rate, 10.50 % floor, 9.00 % EOT payment)	10/31/2022	927		960		960		10/31/2025
			1,927		1,998		1,998
Underground Enterprises, Inc. (7)	Growth Capital Loan (Prime + 3.00 % interest rate, 6.50 % floor, 1.00 % EOT payment)	11/3/2022	2,250		2,211		340		10/31/2023
	Growth Capital Loan (Prime + 3.75 % interest rate, 7.25 % floor, 5.50 % EOT payment)	11/3/2022	1,500		1,493		227		10/31/2023
	Growth Capital Loan (Prime + 3.75 % interest rate, 7.25 % floor, 5.50 % EOT payment)	11/3/2022	2,250		2,230		340		10/31/2023
			6,000		5,934		907
Total Consumer Non-Durables - 0.84 %*			7,927		7,932		2,905


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Consumer Products and Services
Avantstay, Inc.	Growth Capital Loan (Prime + 5.50 % interest rate, 11.00 % floor, 5.50 % EOT payment)	3/20/2023	$	1,920	$	1,913	$	1,913	3/31/2026
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment)	4/17/2023	648		642		642		4/30/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	6/15/2023	412		407		407		6/30/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	8/9/2023	954		938		938		8/31/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	9/1/2023	668		656		656		8/31/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 12.00 % floor, 7.00 % EOT payment) (2)	12/29/2023	426		400		400		8/31/2027
			5,028		4,956		4,956
Baby Generation, Inc.	Growth Capital Loan (Prime + 7.50 % interest rate, 10.75 % floor, 8.00 % EOT payment) (2)	1/26/2022	1,875		1,953		1,961		1/31/2025
	Growth Capital Loan (Prime + 5.25 % interest rate, 8.50 % floor, 7.50 % EOT payment) (2)	12/19/2022	625		641		644		12/31/2024
	Growth Capital Loan (Prime + 5.25 % interest rate, 8.50 % floor, 7.50 % EOT payment) (2)	3/30/2023	2,187		2,215		2,225		3/31/2025
			4,687		4,809		4,830
Flink SE (1)(3)	Growth Capital Loan ( 9.75 % interest rate, 6.75 % EOT payment)	7/5/2022	12,500		12,693		10,337		7/31/2025
	Growth Capital Loan ( 9.75 % interest rate, 6.75 % EOT payment)	10/21/2022	12,500		12,624		9,771		10/31/2025
			25,000		25,317		20,108
Frubana Inc. (1)(3)	Growth Capital Loan (Prime + 6.25 % interest rate, 9.75 % floor, 5.00 % EOT payment) (2)	1/25/2023	210		209		209		1/31/2027
	Growth Capital Loan (Prime + 6.50 % interest rate, 10.00 % floor, 6.00 % EOT payment) (2)	4/3/2023	8,000		8,024		8,024		4/30/2025
	Growth Capital Loan (Prime + 8.00 % interest rate, 11.50 % floor, 7.50 % EOT payment) (2)	10/3/2023	8,000		7,860		7,860		10/31/2026
			16,210		16,093		16,093
Foodology Inc. (1)(3)	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 5.50 % EOT payment) (2)	4/8/2022	174		181		181		4/30/2025
	Growth Capital Loan (Prime + 5.75 % interest rate, 9.00 % floor, 5.50 % EOT payment) (2)	5/16/2022	446		462		462		5/31/2025
	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 6.00 % EOT payment) (2)	5/24/2022	2,954		3,068		3,068		5/31/2025
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 6.50 % EOT payment) (2)	4/28/2023	2,976		2,952		2,952		4/30/2026
	Growth Capital Loan (Prime + 6.75 % interest rate, 10.00 % floor, 6.50 % EOT payment) (2)	4/28/2023	1,280		1,269		1,269		4/30/2026
			7,830		7,932		7,932
Good Eggs, Inc.	Growth Capital Loan (Prime + 0.50 % interest rate, 8.00 % floor, 7.75 % EOT payment)	8/12/2021	5,298		5,542		5,413		8/31/2025
	Growth Capital Loan (Prime + 0.50 % interest rate, 8.00 % floor, 6.00 % EOT payment)	5/26/2022	7,000		7,103		6,961		5/31/2025
			12,298		12,645		12,374
Hydrow, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	2/9/2021	3,350		3,570		3,464		12/31/2024
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 10.00 % EOT payment)	2/9/2021	6,700		7,092		6,882		12/31/2024
	Growth Capital Loan (Prime + 7.00 % interest rate, 10.25 % floor, 10.00 % EOT payment)	8/10/2021	7,475		7,889		7,618		2/28/2025
	Growth Capital Loan (Prime + 7.00 % interest rate, 10.25 % floor, 10.00 % EOT payment)	8/31/2021	7,475		7,885		7,614		2/28/2025
			25,000		26,436		25,578


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

JOKR S.à r.l. (1)(3)	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 6.00 % EOT payment)	11/3/2021	$	2,890	$	2,901	$	2,847	11/30/2025
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 6.00 % EOT payment)	8/17/2022	1,000		1,006		991		8/31/2026
	Revolver (Prime + 5.75 % interest rate, 9.00 % floor, 3.00 % EOT payment) (2)	11/2/2021	501		505		500		7/31/2024
			4,391		4,412		4,338
Lower Holding Company	Growth Capital Loan (Prime + 3.75 % interest rate, 11.25 % floor, 5.00 % EOT payment)	12/28/2022	8,000		8,047		7,872		12/31/2025
Nakdcom One World AB (1)(3)	Growth Capital Loan (Prime + 8.25 % PIK interest, 11.50 % floor, 10.00 % EOT payment) (2)	6/6/2022	5,598		4,904		4,620		12/31/2026
	Growth Capital Loan (Prime + 8.25 % PIK interest, 11.50 % floor, 10.00 % EOT payment) (2)	8/29/2022	3,140		2,733		2,747		12/31/2026
			8,738		7,637		7,367
Outdoor Voices, Inc. (7)	Growth Capital Loan ( 5.50 % interest rate, 11.25 % EOT payment)	2/26/2019	4,000		4,347		1,437		10/31/2033
	Growth Capital Loan ( 5.50 % interest rate, 11.25 % EOT payment)	4/4/2019	2,000		2,163		719		10/31/2033
			6,000		6,510		2,156
Project 1920, Inc. (7)	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 6.50 % EOT payment) (2)	3/25/2022	1,927		1,973		1,080		3/31/2025
	Revolver (Prime + 5.75 % interest rate, 9.00 % floor, 2.00 % EOT payment) (2)	3/25/2022	2,100		2,142		1,177		3/25/2024
			4,027		4,115		2,257
MA Micro Limited (1)(3)	Convertible Note (2)(8)	12/31/2023	4,166		2,713		2,713		12/31/2028
	Growth Capital Loan (2)(8)	12/31/2023	4,166		1,442		1,442		12/31/2026
	Growth Capital Loan (2)(8)	12/31/2023	1,389		1,186		1,186		12/31/2028
			9,721		5,341		5,341
Total Consumer Products and Services - 35.00 %*			136,930		134,250		121,202

E-Commerce - Clothing and Accessories
Dia Styling Co.	Growth Capital Loan (Prime + 4.75 % interest rate, 13.25 % floor, 8.25 % EOT payment)	6/30/2022	5,000		5,230		5,164		6/30/2025
FabFitFun, Inc.	Growth Capital Loan (Prime + 7.00 % interest rate, 12.00 % floor, 6.75 % EOT payment)	9/29/2021	16,917		16,562		16,562		11/30/2027
Minted, Inc.	Growth Capital Loan (Prime + 8.00 % interest rate, 11.50 % floor, 6.00 % EOT payment)	6/15/2022	16,500		16,771		16,771		6/30/2027
	Revolver (Prime + 6.50 % interest rate, 10.00 % floor) (2)	6/15/2022	—		—		—		6/15/2025
			16,500		16,771		16,771
Outfittery GMBH (1)(3)	Growth Capital Loan ( 11.00 % PIK interest, 14.73 % EOT payment) (2)	1/1/2021	24,493		27,137		25,059		1/1/2025
	Revolver ( 9.00 %PIK interest, 7.53 % EOT payment) (2)	1/1/2021	4,106		4,290		4,157		1/1/2025
	Revolver ( 9.00 % PIK interest, 9.00 % EOT payment) (2)	12/28/2022	2,328		2,406		2,406		1/1/2025
			30,927		33,833		31,622
TFG Holding, Inc. (7)	Growth Capital Loan (Prime + 8.75 % interest rate, 12.00 % floor, 7.50 % EOT payment)	12/4/2020	10,500		11,004		10,034		12/31/2023
	Growth Capital Loan (Prime + 8.75 % interest rate, 12.00 % floor, 7.50 % EOT payment)	12/21/2021	7,000		7,018		6,728		12/31/2024
	Growth Capital Loan (Prime + 7.25 % interest rate, 10.50 % floor, 7.00 % EOT payment) (2)	3/31/2022	7,000		7,002		6,508		9/30/2025
			24,500		25,024		23,270
Trendly, Inc.	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	5/27/2021	19,500		20,484		20,484		11/30/2024
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	6/7/2022	3,000		3,034		3,034		12/31/2025
	Growth Capital Loan (Prime + 7.75 % interest rate, 11.00 % floor, 8.50 % EOT payment)	6/7/2022	5,500		5,638		5,638		12/31/2025
			28,000		29,156		29,156
Total E-Commerce - Clothing and Accessories - 35.39 %*			121,844		126,576		122,545


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

E-Commerce - Personal Goods
Merama Inc.	Growth Capital Loan ( 10.00 % interest rate, 7.50 % EOT payment)	5/17/2021	$	4,168	$	4,396	$	4,373	6/30/2024
	Growth Capital Loan ( 10.00 % interest rate, 7.50 % EOT payment)	6/30/2021	1,951		2,056		2,045		6/30/2024
	Growth Capital Loan ( 10.00 % interest rate, 7.50 % EOT payment)	8/4/2021	4,163		4,361		4,331		8/31/2024
	Growth Capital Loan ( 10.00 % interest rate, 7.50 % EOT payment)	2/17/2023	9,692		9,693		9,533		8/31/2025
Total E-Commerce - Personal Goods - 5.86 %*			19,974		20,506		20,282

Entertainment
Luminary Roli Limited (1)(3)	Growth Capital Loan (2)(8)	8/31/2021	35,492		29,530		10,229		8/31/2026
Mind Candy Limited (1)(3)	Growth Capital Loan ( 12.00 % PIK interest) (2)	6/25/2014	20,591		20,591		17,326		3/31/2024
	Growth Capital Loan ( 9.00 % PIK interest) (2)	3/17/2020	1,412		1,412		1,297		3/31/2024
	Growth Capital Loan ( 9.00 % PIK interest) (2)	12/21/2020	1,317		1,317		1,210		3/31/2024
			23,320		23,320		19,833
Total Entertainment - 8.68 %*			58,812		52,850		30,062

Financial Institution and Services
Prodigy Investments Limited (1)(3)	Growth Capital Loan ( 8.00 % cash interest rate + 6.28 % PIK interest, 14.28 % floor) (2)	12/31/2020	34,166		33,843		33,709		12/31/2025
Total Financial Institution and Services - 9.73 %*			34,166		33,843		33,709

Financial Software
Synapse Financial Technologies, Inc.	Growth Capital Loan (Prime + 5.75 % interest rate, 9.75 % floor, 4.00 % EOT payment)	7/29/2022	811		821		811		7/31/2025
Total Financial Software - 0.23 %*			811		821		811

Food & Drug
Capsule Corporation	Growth Capital Loan (Prime + 7.75 % interest rate, 13.00 % floor, 13.00 % EOT payment)	12/30/2020	15,000		16,185		15,941		12/31/2024
Total Food & Drug - 4.60 %*			15,000		16,185		15,941

Healthcare Technology Systems
Kalderos, Inc.	Growth Capital Loan (Prime + 2.50 % interest rate, 8.75 % floor, 3.00 % EOT payment)	3/14/2023	1,200		1,179		1,179		6/30/2026
	Growth Capital Loan (Prime + 2.50 % interest rate, 8.75 % floor, 3.00 % EOT payment)	3/21/2023	1,800		1,768		1,768		6/30/2026
	Growth Capital Loan (Prime + 4.50 % interest rate, 10.75 % floor, 7.25 % EOT payment)	3/21/2023	10,000		10,024		10,024		9/30/2026
			13,000		12,971		12,971
K Health, Inc.	Growth Capital Loan (Prime + 2.25 % interest rate, 10.00 % floor, 4.75 % EOT payment) (2)	7/14/2023	5,000		4,847		4,847		7/31/2026
Thirty Madison, Inc.	Growth Capital Loan (Prime + 4.75 % interest rate, 11.00 % floor, 6.00 % EOT payment)	12/30/2022	20,000		20,176		20,176		12/31/2025
	Growth Capital Loan (Prime + 4.75 % PIK interest, 11.00 % floor, 6.00 % EOT payment)	6/12/2023	21,535		21,777		21,777		6/12/2027
	Growth Capital Loan (Prime + 4.75 % PIK interest, 11.00 % floor, 6.00 % EOT payment) (2)	6/14/2023	1,620		1,593		1,593		6/12/2027
			43,155		43,546		43,546
Total Healthcare Technology Systems - 17.72 %*			61,155		61,364		61,364


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

Information Services (B2C)
Tempus Ex Machina, Inc.	Growth Capital Loan (Prime + 5.00 % interest rate, 10.50 % floor, 5.25 % EOT payment)	5/4/2023	$	1,000	$	1,002	$	1,002	2/28/2027
	Growth Capital Loan (Prime + 5.25 % interest rate, 11.25 % floor, 5.50 % EOT payment)	5/4/2023	1,000		997		997		5/31/2027
Total Information Services (B2C) - 0.58 %*			2,000		1,999		1,999

Multimedia and Design Software
Hover Inc.	Growth Capital Loan (Prime + 4.75 % interest rate, 9.50 % floor, 5.50 % EOT payment)	9/30/2022	20,000		19,968		19,968		3/31/2027
Total Multimedia and Design Software - 5.77 %*			20,000		19,968		19,968

Other Financial Services
Jerry Services, Inc.	Growth Capital Loan ( 10.00 % interest rate, 8.25 % EOT payment)	6/13/2022	10,000		10,250		10,036		9/30/2025
	Growth Capital Loan ( 13.75 % interest rate, 8.25 % EOT payment)	3/17/2023	10,000		9,995		9,951		6/30/2026
			20,000		20,245		19,987
Monzo Bank Limited (1)(3)	Growth Capital Loan ( 12.00 % interest rate) (2)	3/8/2021	7,035		6,915		6,125		3/8/2026
Total Other Financial Services - 7.54 %*			27,035		27,160		26,112

Real Estate Services
Homeward, Inc.	Growth Capital Loan (Prime + 6.50 % interest rate, 9.75 % floor, 9.75 % EOT payment)	12/30/2021	10,000		10,418		10,049		6/30/2026
	Growth Capital Loan (Prime + 6.25 % interest rate, 9.50 % floor, 2.25 % EOT payment)	12/30/2022	5,000		5,035		4,989		12/31/2024
			15,000		15,453		15,038
Mynd Management, Inc.	Growth Capital Loan (Prime + 6.00 % interest rate, 9.50 % floor, 6.00 % EOT payment)	5/25/2022	6,000		6,188		6,188		5/31/2025
	Growth Capital Loan (Prime + 6.00 % interest rate, 9.50 % floor, 6.00 % EOT payment)	12/27/2022	4,000		4,027		4,027		12/31/2025
	Growth Capital Loan (Prime + 5.25 % interest rate, 13.50 % floor, 4.00 % EOT payment) (2)	6/29/2023	10,000		9,972		9,972		12/31/2025
			20,000		20,187		20,187


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Investment	Acquisition Date (12)	Outstanding Principal		Cost (6)		Fair Value		Maturity Date

True Footage Inc.	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/3/2021	$	250	$	258	$	256	12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/3/2021	800		822		813		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/3/2021	220		227		225		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	12/13/2021	105		109		108		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/13/2021	440		455		450		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/15/2021	208		215		213		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	12/15/2021	150		156		154		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/15/2021	1,372		1,409		1,395		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/21/2021	760		780		772		12/31/2024
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	1/31/2022	170		175		173		1/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	2/25/2022	115		119		118		2/28/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	3/15/2022	300		307		304		3/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	4/22/2022	1,109		1,135		1,119		4/30/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	4/22/2022	991		1,010		996		4/30/2025
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	5/23/2022	216		221		217		5/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	7/19/2022	200		201		198		7/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	7/19/2022	100		101		100		7/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/5/2022	150		150		147		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	12/5/2022	361		360		354		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	12/5/2022	565		562		552		12/31/2025
	Growth Capital Loan ( 11.00 % interest rate, 6.00 % EOT payment)	5/23/2023	240		236		231		5/31/2026
	Growth Capital Loan ( 11.00 % interest rate, 7.00 % EOT payment)	5/23/2023	434		427		418		5/31/2026
	Growth Capital Loan ( 11.00 % interest rate, 8.00 % EOT payment)	5/23/2023	720		710		694		5/31/2026
			9,976		10,145		10,007
Total Real Estate Services - 13.06 %*			44,976		45,785		45,232

Shopping Facilitators
Moda Operandi, Inc.	Growth Capital Loan (Prime + 8.75 % interest rate, 12.00 % floor, 7.00 % EOT payment)	12/30/2021	27,500		28,977		28,977		6/30/2024
Total Shopping Facilitators - 8.37 %*			27,500		28,977		28,977

Travel & Leisure
GoEuro Corp. (1)(3)	Growth Capital Loan ( 12.00 % interest rate, 10.50 % EOT payment)	10/30/2019	20,000		20,673		20,093		1/31/2027
	Growth Capital Loan ( 12.00 % interest rate, 10.50 % EOT payment)	3/27/2020	10,000		10,299		10,011		1/31/2027
Total Travel & Leisure - 8.69 %*			30,000		30,972		30,104

Total Debt Investments - 210.88 %*			$	776,930	$	780,172	$	730,295


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Warrant Investments (8)

Advertising / Marketing
InMobi Pte Ltd. (1)(3)	Ordinary Shares (2)	12/13/2013	48,500	$	35	$	13
Total Advertising / Marketing - 0.00 %*				35		13

Aerospace and Defense
Loft Orbital Solutions Inc.	Common Stock (2)	7/15/2022	22,488	192		67
Total Aerospace and Defense - 0.02 %*				192		67

Application Software
Flo Health, Inc. (1)(3)	Preferred Stock	5/10/2022	14,536	123		172
Total Application Software - 0.05 %*				123		172

Business Applications Software
Arcadia Power, Inc.	Preferred Stock	12/10/2021	55,458	138		240
	Preferred Stock	6/29/2022	27,714	164		72
				302		312
DialPad, Inc.	Preferred Stock (2)	8/3/2020	28,980	102		23
Envoy, Inc.	Preferred Stock (2)	5/8/2020	358,930	82		208
Farmer's Business Network, Inc.	Preferred Stock (2)	1/3/2020	37,666	33		24
Filevine, Inc.	Preferred Stock (2)	4/20/2021	186,160	38		253
FlashParking, Inc.	Preferred Stock	6/15/2021	210,977	810		1,295
Narvar, Inc.	Preferred Stock (2)	8/28/2020	87,160	102		102
NewStore Inc.	Preferred Stock (2)	11/16/2022	48,941	18		12
OneSource Virtual, Inc.	Preferred Stock (2)	6/25/2018	70,773	161		168
Passport Labs, Inc.	Preferred Stock (2)	9/28/2018	21,929	303		590
Quantcast Corporation	Cash Exit Fee (2)(5)	8/9/2018		213		161
Uniphore Technologies Inc.	Common Stock (2)	12/22/2021	35,000	34		100
Total Business Applications Software - 0.94 %*				2,198		3,248

Business Products and Services
Cart.com, Inc.	Common Stock (2)	12/30/2021	32,731	477		640
	Preferred Stock (2)	3/31/2022	4,532	25		51
				502		691
LeoLabs, Inc.	Preferred Stock (2)	1/20/2022	218,512	197		227
Quick Commerce Ltd (1)(3)	Preferred Stock	5/4/2022	1,390,448	311		111
Substack Inc.	Preferred Stock (2)	7/13/2022	1,141	6		6
Total Business Products and Services - 0.30 %*				1,016		1,035

Business/Productivity Software
Forum Brands Holdings, Inc.	Preferred Stock	7/6/2021	49,892	626		738
Metropolis Technologies, Inc.	Common Stock (2)	3/30/2022	87,385	87		523
Total Business/Productivity Software - 0.36 %*				713		1,261

Business to Business Marketplace
Optoro, Inc.	Preferred Stock (2)	7/13/2015	10,346	40		67
RetailNext, Inc.	Preferred Stock (2)	11/16/2017	123,420	80		111
Total Business to Business Marketplace - 0.05 %*				120		178

Commercial Services
Transfix, Inc.	Preferred Stock (2)	5/31/2019	133,502	188		188
Total Commercial Services - 0.05 %*				188		188

Computer Hardware
Grey Orange International Inc.	Preferred Stock (2)	3/16/2021	52,773	183		121
Total Computer Hardware - 0.03 %*				183		121


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Consumer Finance
Activehours, Inc. (d/b/a Earnin)	Preferred Stock (2)	10/8/2020	108,468	$	346	$	703
The Aligned Company (f/k/a Thingy Thing Inc.)	Preferred Stock (2)	10/21/2021	5,855	17		191
	Preferred Stock (2)	4/1/2022	163	2		2
				19		193
Total Consumer Finance - 0.26 %*				365		896

Consumer Non-Durables
Athletic Greens International, Inc.	Ordinary Shares (2)	6/3/2022	2,262	85		84
Don't Run Out, Inc.	Preferred Stock	12/30/2021	42,929	30		13
Hims & Hers Health, Inc. (f/k/a Hims, Inc.)	Preferred Stock (2)	11/27/2019	98,723	73		407
Total Consumer Non-Durables - 0.15 %*				188		504

Consumer Products and Services
AvantStay, Inc.	Common Stock	12/12/2022	24,495	151		199
Baby Generation, Inc.	Common Stock (2)	1/26/2022	33,964	25		25
everdrop GmbH (1)(3)	Preferred Stock (2)	3/16/2022	14	25		25
Flink SE (1)(3)	Preferred Stock	4/13/2022	178	339		—
Foodology Inc. (1)(3)	Preferred Stock (2)	3/25/2022	26,619	116		86
Frubana Inc. (1)(3)	Preferred Stock (2)	9/30/2022	15,987	334		239
Good Eggs, Inc.	Preferred Stock	8/12/2021	154,633	401		22
Hydrow, Inc.	Common Stock	2/9/2021	150,561	143		—
	Preferred Stock	8/6/2021	53,903	89		—
				232		—
JOKR S.à r.l. (1)(3)	Preferred Stock	7/24/2023	8,120	275		44
Lower Holding Company	Preferred Stock	12/28/2022	146,431	189		26
Nakdcom One World AB (1)(3)	Preferred Stock (2)	6/2/2022	894,182	1,258		1,107
Outdoor Voices, Inc.	Common Stock	2/26/2019	732,387	369		7
Pair Eyewear, Inc.	Common Stock (2)	7/12/2022	2,288	5		7
Project 1920, Inc.	Preferred Stock (2)	3/25/2022	41,140	23		—
Quip NYC, Inc.	Preferred Stock (2)	11/26/2018	41,272	455		1,020
Tempo Interactive Inc.	Preferred Stock (2)	3/31/2021	14,709	93		14
The Black Tux, Inc.	Preferred Stock (2)	11/5/2021	142,939	139		460
Total Consumer Products and Services - 0.95 %*				4,429		3,281

Consumer Retail
LovePop, Inc.	Preferred Stock (2)	10/23/2018	163,463	168		128
Savage X, Inc.	Preferred Stock (2)	4/7/2020	28,977	471		617
Total Consumer Retail - 0.22 %*				639		745

Database Software
Sisense, Inc.	Cash Exit Fee (2)(5)	12/28/2021		190		465
Total Database Software - 0.13 %*				190		465

E-Commerce - Clothing and Accessories
FabFitFun, Inc.	Preferred Stock (2)	11/20/2017	331,048	940		463
	Common Stock	9/29/2023	117,338	375		375
				1,315		838
Minted, Inc.	Preferred Stock	9/30/2020	51,979	516		249
Outfittery GMBH (1)(3)	Cash Exit Fee (2)(5)	8/10/2017		1,850		1,109
Rent the Runway, Inc.	Preferred Stock (2)	11/25/2015	88,037	213		—
	Common Stock (2)	11/25/2015	149,203	1,081		—
				1,294		—


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Stance, Inc.	Preferred Stock (2)	3/31/2017	75,000	$	41	$	70
TFG Holding, Inc.	Common Stock	11/30/2020	229,330	762		—
Trendly, Inc.	Preferred Stock	5/27/2021	574,742	381		914
	Preferred Stock	6/7/2022	57,924	44		69
				425		983
Untuckit LLC	Cash Exit Fee (2)(5)	5/11/2018		39		57
Total E-Commerce - Clothing and Accessories - 0.95 %*				6,242		3,306

E-Commerce - Personal Goods
Grove Collaborative, Inc.	Common Stock (2)	4/2/2018	62,128	219		4
	Common Stock (2)	5/22/2019	25,664	228		—
				447		4
Merama Inc.	Preferred Stock	4/28/2021	191,274	406		1,502
Total E-Commerce - Personal Goods - 0.43 %*				853		1,506

Entertainment
Mind Candy, Inc. (1)(3)	Preferred Stock (2)	3/24/2017	278,209	922		—
Total Entertainment - 0.00 %*				922		—

Financial Institution and Services
BlueVine Capital, Inc.	Preferred Stock (2)	9/15/2017	271,293	361		909
Prodigy Investments Limited (1)(3)	Ordinary Shares (2)	12/5/2017	56,241	869		609
Revolut Ltd (1)(3)	Ordinary Shares (2)	4/16/2018	6,253	40		1,504
	Ordinary Shares (2)	10/29/2019	7,945	324		1,639
				364		3,143
WorldRemit Group Limited (1)(3)	Preferred Stock (2)	12/23/2015	128,290	382		1,050
	Preferred Stock (2)	12/23/2015	46,548	136		324
				518		1,374
Total Financial Institution and Services - 1.74 %*				2,112		6,035

Financial Software
Synapse Financial Technologies, Inc.	Nonvoting Stock	7/29/2022	3,913	23		—
Total Financial Software - 0.00 %*				23		—

Food & Drug
Capsule Corporation	Preferred Stock	1/17/2020	202,533	437		34
	Cash Exit Fee (5)	12/28/2018		129		123
Total Food & Drug - 0.05 %*				566		157

General Media and Content
Overtime Sports, Inc.	Preferred Stock (2)	5/4/2022	33,510	70		70
Thrillist Media Group, Inc.	Common Stock (2)	9/24/2014	774,352	625		1,092
Total General Media and Content - 0.34 %*				695		1,162

Healthcare Services
Found Health, Inc.	Preferred Stock (2)	3/25/2022	49,304	22		16
Vial Health Technology, Inc.	Preferred Stock (2)	12/14/2022	48,889	33		33
Total Healthcare Services - 0.01 %*				55		49

Healthcare Technology Systems
Curology, Inc.	Preferred Stock (2)	5/23/2019	36,020	58		24
Kalderos, Inc.	Preferred Stock	12/27/2022	73,606	167		92
K Health, Inc.	Common Stock (2)	7/14/2023	61,224	187		187
Thirty Madison, Inc.	Preferred Stock	12/30/2022	167,494	445		451
Total Healthcare Technology Systems - 0.22 %*				857		754


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Warrant	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Information Services (B2C)
Tempus Ex Machina, Inc.	Preferred Stock	5/1/2023	11,974	$	9	$	9
Total Information Services (B2C) - 0.00 %*				9		9

Medical Software and Information Services
AirStrip Technologies, Inc.	Preferred Stock (2)	10/9/2013	8,036	112		—
Total Medical Software and Information Services - 0.00 %*				112		—

Multimedia and Design Software
Hover Inc.	Preferred Stock	9/30/2022	183,642	309		360
Open Space Labs, Inc.	Preferred Stock (2)	11/15/2022	2,954	7		4
Total Multimedia and Design Software - 0.11 %*				316		364

Network Systems Management Software
Cohesity, Inc.	Preferred Stock (2)	1/10/2020	18,945	54		106
Signifyd, Inc.	Preferred Stock (2)	12/19/2019	33,445	132		441
Corelight, Inc.	Common Stock (2)	9/29/2022	45,977	235		202
Total Network Systems Management Software - 0.22 %*				421		749

Other Financial Services
Jerry Services, Inc.	Preferred Stock	6/13/2022	41,936	169		100
Monzo Bank Limited (1)(3)	Ordinary Shares (2)	3/8/2021	64,813	161		446
N26 GmbH (1)(3)	Preferred Stock (2)	9/14/2021	11	324		235
Upgrade, Inc.	Preferred Stock (2)	1/18/2019	1,488,450	223		588
Total Other Financial Services - 0.40 %*				877		1,369

Real Estate Services
Belong Home, Inc.	Preferred Stock (2)	2/15/2022	7,730	6		15
HomeLight, Inc.	Preferred Stock (2)	12/21/2018	54,004	44		89
	Preferred Stock (2)	11/5/2020	55,326	76		61
				120		150
Homeward, Inc.	Preferred Stock	12/10/2021	71,816	211		33
McN Investments Ltd. (1)(3)	Preferred Stock (2)	5/27/2022	37,485	295		116
Mynd Management, Inc.	Preferred Stock	5/25/2022	26,765	19		18
Sonder Holdings Inc.	Common Stock (2)	12/28/2018	10,024	232		—
	Common Stock (2)	3/4/2020	1,049	42		—
				274		—
True Footage Inc.	Preferred Stock	11/24/2021	88,762	147		282
Total Real Estate Services - 0.18 %*				1,072		614

Shopping Facilitators
Moda Operandi, Inc.	Preferred Units	12/30/2021	36,450	169		80
OfferUp Inc.	Preferred Stock (2)	12/23/2019	131,006	42		139
Total Shopping Facilitators - 0.06 %*				211		219

Social/Platform Software
ClassPass Inc.	Preferred Stock (2)	3/18/2019	84,507	281		151
Total Social/Platform Software - 0.04 %*				281		151

Travel & Leisure
GoEuro Corp. (1)(3)	Preferred Stock	9/18/2019	12,027	362		405
	Preferred Stock	8/26/2022	24,066	996		1,032
Total Travel & Leisure - 0.41 %*				1,358		1,437

Total Warrant Investments - 8.68 %*				$	27,561	$	30,055


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Equity Investments (8)

Business Applications Software
Arcadia Power, Inc.	Preferred Stock (2)	9/21/2021	16,438	$	167	$	174
DialPad, Inc.	Preferred Stock (2)	9/22/2020	15,456	120		107
Envoy, Inc.	Preferred Stock (2)	12/30/2021	212,160	667		541
FlashParking, Inc.	Preferred Stock (2)	7/19/2022	33,116	455		446
Filevine, Inc.	Preferred Stock (2)	2/4/2022	56,353	357		277
Farmer's Business Network, Inc.	Preferred Stock (2)	7/31/2020	860	28		13
	Preferred Stock (2)	9/28/2023	4,181	138		12
				166		25
Passport Labs, Inc.	Preferred Stock (2)	6/11/2019	1,302	100		103
Uniphore Technologies Inc.	Preferred Stock (2)	1/28/2022	28,233	350		287
Total Business Applications Software - 0.57 %*				2,382		1,960

Business/Productivity Software
Forum Brands Holdings, Inc.	Preferred Stock (2)	7/16/2021	822	150		51
Total Business/Productivity Software - 0.01 %*				150		51

Commercial Services
MXP Prime GmbH (1)(3)	Common Stock (2)	2/3/2022	165	1,140		12
	Preferred Stock (2)	6/29/2023	23	—		134
	Preferred Stock (2)	6/29/2023	46	50		51
				1,190		197
Printify, Inc.	Preferred Stock (2)	8/24/2021	13,850	50		50
Total Commercial Services - 0.07 %*				1,240		247

Consumer Finance
Activehours, Inc. (d/b/a Earnin)	Preferred Stock (2)	11/10/2020	14,788	150		227
Total Consumer Finance - 0.07 %*				150		227

Consumer Non-Durables
Hims & Hers Health, Inc. (f/k/a Hims, Inc.)	Common Stock (2)(10)	4/29/2019	78,935	500		703
Misfits Market, Inc. (f/k/a Imperfect Foods, Inc.)	Preferred Stock (2)	12/31/2022	1,615	142		152
	Preferred Stock (2)	12/31/2022	7,196	358		385
				500		537
Total Consumer Non-Durables - 0.36 %*				1,000		1,240

Consumer Products and Services
everdrop GmbH (1)(3)	Preferred Stock (2)	8/1/2022	78	310		333
Frubana Inc. (1)(3)	Preferred Stock (2)	7/13/2022	7,993	500		363
Hydrow, Inc.	Preferred Stock (2)	12/14/2020	85,542	333		11
	Preferred Stock (2)	3/19/2021	46,456	335		11
				668		22
JOKR S.à r.l. (1)(3)	Preferred Stock (2)	12/7/2021	2,843	188		164
	Preferred Stock (2)	11/3/2022	787	37		47
				225		211
Pair Eyewear, Inc.	Preferred Stock (2)	6/27/2023	1,880	10		10
Total Consumer Products and Services - 0.27 %*				1,713		939

Consumer Retail
Savage X, Inc.	Preferred Stock (2)	1/20/2021	17,249	500		587
	Preferred Stock (2)	11/30/2021	10,393	500		467
Total Consumer Retail - 0.30 %*				1,000		1,054


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

E-Commerce - Clothing and Accessories
FabFitFun, Inc.	Preferred Stock (2)	1/17/2019	67,934	$	500	$	499
Total E-Commerce - Clothing and Accessories - 0.14 %*				500		499

E-Commerce - Personal Goods
Grove Collaborative, Inc.	Common Stock (2)(10)	6/5/2018	31,576	500		56
Merama Inc.	Preferred Stock (2)	4/19/2021	18,518	33		194
	Preferred Stock (2)	4/19/2021	14,490	83		168
	Preferred Stock (2)	9/1/2021	10,298	167		160
				283		522
Total E-Commerce - Personal Goods - 0.17 %*				783		578

Educational/Training Software
Nerdy Inc. (f/k/a Varsity Tutors LLC)	Common Stock (2)(10)	1/5/2018	60,926	250		209
Total Educational/Training Software - 0.06 %*				250		209

Entertainment
Luminary Roli Limited (1)(3)	Ordinary Shares (2)	8/31/2021	434,782	2,525		315
Mind Candy, Inc. (1)(3)	Preferred Stock (2)	3/9/2020	511,665	1,000		—
Total Entertainment - 0.09 %*				3,525		315

Financial Institution and Services
Prodigy Investments Limited (1)(3)	Preference Shares (2)	12/31/2020	1,552	19,714		17,773
Revolut Ltd (1)(3)	Preferred Stock (2)	8/3/2017	25,920	292		7,020
Total Financial Institution and Services - 7.16 %*				20,006		24,793

Food & Drug
Capsule Corporation	Preferred Stock (2)	7/25/2019	128,423	716		369
Total Food & Drug - 0.11 %*				716		369

General Media and Content
Overtime Sports, Inc.	Preferred Stock (2)	8/2/2022	127,656	1,000		1,000
Total General Media and Content - 0.29 %*				1,000		1,000

Healthcare Technology Systems
Curology, Inc.	Preferred Stock (2)	11/26/2019	66,000	196		155
	Common Stock (2)	1/14/2020	142,855	404		93
				600		248
Kalderos, Inc.	Preferred Stock (2)	12/27/2022	45,403	325		303
Talkspace, LLC (f/k/a Groop Internet Platfom, Inc.)	Common Stock (2)(10)	5/15/2019	146,752	378		373
Thirty Madison, Inc.	Preferred Stock (2)	5/31/2019	81,708	1,000		757
Total Healthcare Technology Systems - 0.49 %*				2,303		1,681

Multimedia and Design Software
Hover Inc.	Preferred Stock (2)	9/30/2022	42,378	231		263
Total Multimedia and Design Software - 0.08 %*				231		263

Network Systems Management Software
Cohesity, Inc.	Preferred Stock (2)	3/24/2017	60,342	400		1,004
	Preferred Stock (2)	4/7/2020	9,022	125		153
Total Network Systems Management Software - 0.33 %*				525		1,157


TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES CONSOLIDATED SCHEDULE OF INVESTMENTS (dollars in thousands) As of December 31, 2023
Portfolio Company	Type of Equity	Acquisition Date (12)	Shares	Cost (6)		Fair Value

Other Financial Services
Jerry Services, Inc.	Preferred Stock (2)	5/6/2022	8,231	$	104	$	74
Monzo Bank Limited (1)(3)	Ordinary Shares (2)	3/8/2021	92,901	1,000		1,430
	Ordinary Shares (2)	1/5/2022	26,281	516		510
				1,516		1,940
N26 GmbH (1)(3)	Preferred Stock (2)	12/9/2021	22	1,264		1,497
Redesign Health Inc.	Preferred Stock (2)	7/12/2022	5,919	100		100
Total Other Financial Services - 1.04 %*				2,984		3,611

Real Estate Services
Belong Home, Inc.	Preferred Stock (2)	4/18/2022	6,033	29		29
McN Investments Ltd. (1)(3)	Preferred Stock (2)	5/6/2022	11,246	300		209
Sonder Holdings Inc.	Common Stock (2)(10)	5/21/2019	2,186	312		7
True Footage Inc.	Preferred Stock (2)	10/18/2021	18,366	100		122
Total Real Estate Services - 0.11 %*				741		367

Travel & Leisure
GoEuro Corp. (1)(3)	Preferred Stock (2)	10/5/2017	2,362	300		295
	Preferred Stock (2)	5/9/2022	9,169	623		918
				923		1,213
Inspirato LLC	Common Stock (2)(4)(10)	9/11/2014	6,081	287		22
Total Travel & Leisure - 0.36 %*				1,210		1,235

Total Equity Investments - 12.07 %*				$	42,409	$	41,795

Total Investments in Portfolio Companies - 231.63 %* (9)(11)				$	850,142	$	802,145

Cash Equivalents
Money Market Fund	Type of Investment	Ticker		Cost		Fair Value
Federated Government Obligations Fund	Cash Equivalents	PRM		$	151,910	$	151,910
Total Cash Equivalents - 43.87 %*				$	151,910	$	151,910

_______________

(1) Investment is a non-qualifying asset under Section 55(a) of the 1940 Act. As of December 31, 2023, non-qualifying assets represented 28.7 % of the Company’s total assets, at fair value.

(2) As of December 31, 2023 this investment was not pledged as collateral as part of the Company’s revolving credit facility.

(3) Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(4) Investment is owned by TPVG Investment LLC, a wholly owned taxable subsidiary of the Company.

(5) Investment is a cash success fee or a cash exit fee payable on the consummation of certain trig ger events.

(6) Gross unrealized gains, gross unrealized losses, and net unrealized losses for federal income tax purposes totaled $ 21.9 million, $ 53.1 million and $ 31.2 million, respectively, for the December 31, 2023 investment portfolio. The tax cost of investments is $ 833.4 million.

(7) Debt is on non-accrual status as of December 31, 2023 and is therefore considered non-income producing. Non-accrual investments as of December 31, 2023 had a total cost and fair value of $ 41.7 million and $ 29.0 million, respectively.

(8) Non-income producing investments.

(9) Except for equity in six public companies, all investments were valued at fair value using Level 3 significant unobservable inputs as determined in good faith by the Board.

(10) Investment is publicly traded and listed on either the New York Stock Exchange or the Nasdaq, and is not subject to restrictions on sales.

(11) The Company generally acquires its investments in private transactions exempt from registration under the Securities Act. Unless otherwise indicated, all of the Company’s portfolio company investments are subject to restrictions on sales. As of December 31, 2023, the Company’s portfolio company investments that were subject to restrictions on sales totaled $ 800.8 million at fair value and represented 231.2 % of the Company’s net assets. In addition, unless otherwise indicated, as of December 31, 2023, all investments are pledged as collateral as part of the Company’s revolving credit facility.

(12) Acquisition date represents the date of the investment in the portfolio investment.

* Value as a percentage of net assets.

_______________

Notes applicable to the investments presented in the foregoing schedules of investments:

• Unless otherwise noted as an “Affiliate Investment” or a “Control Investment,” no investment represents a 5% or greater interest in any outstanding class of voting security of the portfolio company. As of September 30, 2024 and December 31, 2023, none of the Company’s investments represent a 5% or greater interest in any outstanding class of voting security of the portfolio company.

Notes applicable to the debt investments presented in the foregoing schedules of investments:

• Unless otherwise noted, interest rate is the annual cash interest rate on the debt investment and does not include any original issue discount (“OID”), end-of-term (“EOT”) payment, or any additional fees related to the investments, such as deferred interest, commitment fees or prepayment fees.

• For each debt investment tied to the U.S. Prime rate (“ Prime Rate ”) as of September 30, 2024, the Prime Rate was 8.00%. As of September 30, 2024, approximately 60.0 %, or $ 364.1 million in principal balance, of the debt investments in the Company’s portfolio bore interest at floating rates, which generally are Prime-based and all of which had interest rate floors of 3.25 % or higher. As of December 31, 2023, approximately 60.1 % or $ 467.3 million in principal balance, of the debt investments in the Company’s portfolio bore interest at floating rates, which generally are Prime-based and all of which had interest rate floors of 3.25 % or higher.

• The EOT payments are contractual and fixed interest payments due in cash at the maturity date of the loan, including upon prepayment, and are a fixed percentage of the original principal balance of the loan unless otherwise noted. The EOT payment is amortized and recognized as non-cash income over the loan or lease prior to its payment.

• Some of the terms noted in the foregoing schedules of investments are subject to change based on certain events such as prepayments.

TRIPLEPOINT VENTURE GROWTH BDC CORP. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2024

(unaudited)

Note 1. Organization

TriplePoint Venture Growth BDC Corp. (the “Company”), a Maryland corporation, was formed on June 28, 2013 and commenced investment operations on March 5, 2014. The Company is structured as an externally-managed, closed-end investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). The Company has elected to be treated, and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

The Company was formed to expand the venture growth stage business segment of TriplePoint Capital LLC’s (“TPC”) investment platform. TPC is widely recognized as a leading global financing provider devoted to serving venture capital-backed companies with creative, flexible and customized debt financing, equity capital and complementary services throughout their lifespans. The Company’s investment objective is to maximize its total return to stockholders primarily in the form of current income and, to a lesser extent, capital appreciation by lending primarily with warrants to venture growth stage companies focused in technology and other high growth industries backed by TPC’s select group of leading venture capital investors. The Company is externally managed by TriplePoint Advisers LLC (the “Adviser”), which is registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and is a wholly owned subsidiary of TPC. The Adviser is responsible for sourcing, reviewing and structuring investment opportunities, underwriting and performing due diligence on investments and monitoring the investment portfolio on an ongoing basis. The Adviser was organized in August 2013 and, pursuant to an investment advisory agreement entered into between the Company and the Adviser, the Company pays the Adviser a base management fee and an incentive fee for its investment management services. The Company has also entered into an administration agreement (the “Administration Agreement”) with TriplePoint Administrator LLC (the “Administrator”), a wholly owned subsidiary of the Adviser, pursuant to which the Administrator provides or arranges for the provision of all administrative services necessary for the Company to operate.

The Company has two wholly owned subsidiaries: TPVG Variable Funding Company LLC (the “Financing Subsidiary”), a bankruptcy remote special purpose entity established for utilizing the Company’s revolving credit facility, whose creditors have a claim on its assets prior to those assets becoming available to the Financing Subsidiary’s equity holder, and TPVG Investment LLC, an entity established for holding certain of the Company’s investments without negatively impacting the Company’s RIC tax status. These subsidiaries are consolidated in the financial statements of the Company.

Note 2. Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying interim consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“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 required by GAAP for the annual reporting of consolidated financial statements are omitted.

The consolidated financial statements include the accounts of the Company and its consolidated subsidiaries. All adjustments and reclassifications that are necessary for the fair representation of financial results as of and for the periods presented have been included and all intercompany account balances and transactions have been eliminated.

Certain items in the prior period’s consolidated financial statements have been conformed to the current period’s presentation. These presentation changes, if any, did not impact any prior amounts of reported total assets, total liabilities, net assets or results of operations.

These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 6, 2024, including the significant accounting policies described in “Note 2. Significant Accounting Policies” in the Company’s consolidated financial statements included therein.

Note 3. Related Party Agreements and Transactions

Investment Advisory Agreement

In accordance with the Board approved investment advisory agreement (the “Advisory Agreement”), subject to the overall supervision of the Board and in accordance with the 1940 Act, the Adviser manages the day-to-day operations and provides investment advisory services to the Company. Under the terms of the Advisory Agreement, the Adviser:

• determines the composition of the Company’s portfolio, the nature and timing of changes to the Company’s portfolio and the manner of implementing such changes;

• identifies, evaluates and negotiates the structure of investments;

• executes, closes, services and monitors investments;

• determines the securities and other assets purchased, retained or sold;

• performs due diligence on prospective investments; and

• provides the Company with such other investment advisory, research and related services as the Company may, from time to time, reasonably require for the investment of its funds.

As consideration for the investment advisory and management services provided, and pursuant to the Advisory Agreement, the Company has agreed to pay the Adviser a fee consisting of two components—a base management fee and an incentive fee. The cost of both the base management fee and incentive fee is ultimately borne by the Company’s stockholders.

Base Management Fee

The base management fee is calculated at an annual rate of 1.75 % of the Company’s average adjusted gross assets, including assets purchased with borrowed funds. For services rendered under the Advisory Agreement, the base management fee is payable quarterly in arrears. The base management fee is calculated based on the average value of the Company’s gross assets at the end of its two most recently completed calendar quarters. Such amount is appropriately adjusted (based on the actual number of days elapsed relative to the total number of days in such calendar quarter) for any share issuances or repurchases during a calendar quarter. Base management fees for any partial month or quarter are appropriately pro-rated.

Incentive Fee

The incentive fee, which provides the Adviser with a share of the income it generates for the Company, consists of two components—net investment income and net capital gains—which are largely independent of each other, and may result in one component being payable in a given period even if the other is not payable.

Under the investment income component, the Company pays the Adviser each quarter 20.0 % of the amount by which the Company’s pre-incentive fee net investment income for the quarter exceeds a hurdle rate of 2.0 % ( 8.0 % annualized) of the Company’s net assets at the end of the immediately preceding calendar quarter, subject to a “catch-up” provision pursuant to which the Adviser receives all of such income in excess of 2.0 % but less than 2.5 %, subject to a total return requirement. The effect of the “catch-up” provision is that, subject to the total return provision discussed below, if pre-incentive fee net investment income exceeds 2.5 % in any calendar quarter, the Adviser receives 20.0 % of the Company’s pre-incentive fee net investment income as if the 2.0 % hurdle rate did not apply. Pre-incentive fee net investment income does not include any realized capital gains, realized capital losses or unrealized capital gains or losses. The foregoing incentive fee is subject to a total return requirement, which provides that no incentive fee in respect of the Company’s pre-incentive fee net investment income is payable except to the extent that 20.0 % of the cumulative net increase in net assets resulting from operations since the effective date of the Company’s election to be regulated as a BDC exceeds the cumulative incentive fees accrued and/or paid since the effective date of the Company’s election to be regulated as a BDC. In other words, any investment income incentive fee that is payable in a calendar quarter is limited to the lesser of (i) 20.0 % of the amount by which the Company’s pre-incentive fee net investment income for such calendar quarter exceeds the 2.0 % hurdle, subject to the “catch-up” provision and (ii) (x) 20.0 % of the cumulative net increase in net assets resulting from operations since the effective date of the Company’s election to be regulated as a BDC minus (y) the cumulative incentive fees accrued and/or paid since the effective date of the Company’s election to be regulated as a BDC. For the foregoing purpose, the “cumulative net increase in net assets resulting from operations” is the sum of the Company’s pre-incentive fee net investment income, realized gains and losses and unrealized appreciation and depreciation since the effective date of the Company’s election to be regulated as a BDC. The Company elected to be regulated as a BDC under the 1940 Act on March 5, 2014.

Under the capital gains component of the incentive fee, the Company pays the Adviser at the end of each calendar year (or upon termination of the Advisory Agreement) 20.0 % of the Company’s aggregate cumulative realized capital gains from inception through the end of that year (or upon termination of the Advisory Agreement), computed net of aggregate cumulative realized capital losses and aggregate cumulative unrealized losses through the end of such year, less the aggregate amount of any previously paid capital gain incentive fees. For the foregoing purpose, the Company’s “aggregate cumulative realized capital gains” does not include any unrealized gains. It should be noted that the Company accrues an incentive fee for accounting purposes taking into account any unrealized gains in accordance with GAAP. The capital gains component of the incentive fee is not subject to any minimum return to stockholders. If such amount is negative, then no capital gains incentive fee is payable for such year. Additionally, if the Advisory Agreement is terminated as of a date that is not a calendar year end, the termination date will be treated as though it were a calendar year end for purposes of calculating and paying the capital gains incentive fee.

The base management fee, income incentive fee and capital gains incentive fee earned by the Adviser are included in the Company’s consolidated financial statements and summarized in the table below. Base management and incentive fees are paid in the quarter following that in which they are earned. The Company had cumulative realized and unrealized losses as of September 30, 2024 and 2023, and, as a result, no capital gains incentive fees were recorded for the three and nine months ended September 30, 2024 and 2023.


Management and Incentive Fees (in thousands)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Base management fee	$	3,418	$	4,596	$	11,552	$	13,403
Income incentive fee	$	—	$	—	$	—	$	—
Capital gains incentive fee	$	—	$	—	$	—	$	—

Administration Agreement

The Board-approved Administration Agreement provides that the Administrator is responsible for furnishing the Company with office facilities and equipment and providing the Company with clerical, bookkeeping, recordkeeping services and other administrative services at such facilities. Under the Administration Agreement, the Administrator performs, or oversees, or arranges for, the performance of the Company’s required administrative services, which includes being responsible for the financial and other records which the Company is required to maintain and preparing reports to the Company’s stockholders and reports and other materials filed with the SEC and any other regulatory authority. In addition, the Administrator assists the Company in determining and publishing net asset value (“NAV”), overseeing the preparation and filing of the Company’s tax returns and printing and disseminating reports and other materials to the Company’s stockholders, and generally oversees the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others. Under the Administration Agreement, the Administrator also provides significant managerial assistance on the Company’s behalf to those companies that have accepted the Company’s offer to provide such assistance.

In consideration of the provision of the services of the Administrator, the Company reimburses the Administrator for the costs and expenses incurred by the Administrator in performing its obligations and providing personnel and facilities under the Administration Agreement. Payments under the Administration Agreement are equal to the Company’s allocable portion (subject to the review of the Board) of the Administrator’s overhead resulting from its obligations under the Administration Agreement, including rent and the allocable portion of the cost of the chief compliance officer and chief financial officer and their respective staffs. In addition, if requested to provide significant managerial assistance to the Company’s portfolio companies, the Administrator is paid an additional amount based on the services provided, which shall not exceed the amount the Company receives from such companies for providing this assistance.

For the three months ended September 30, 2024 and 2023, expenses paid or payable by the Company to the Administrator under the Administration Agreement were $ 0.6 million and $ 0.6 million, respectively.

For the nine months ended September 30, 2024 and 2023, expenses paid or payable by the Company to the Administrator under the Administration Agreement were $ 1.8 million and $ 1.7 million, respectively.

Note 4. Investments

The Company measures the fair value of its investments in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or “ASC Topic 820,” issued by the FASB. ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Valuation Committee of the Board is responsible for assisting the Board in valuing investments for which current market quotations are not readily available. Investments for which market quotations are readily available are valued using market quotations, which are generally obtained from pricing services, broker-dealers or market makers.

The Company values its investments for which market quotations are not readily available at fair value as determined in good faith by the Board, with the assistance of the Adviser and independent valuation agents, in accordance with Rule 2a-5 of the 1940 Act and GAAP, and in accordance with the Company’s valuation methodologies. If more than one valuation method is used to measure fair value, the results are evaluated and weighted, as appropriate, considering the reasonableness of the range indicated by those results. The Adviser considers a range of fair values based upon the valuation techniques utilized and selects a value within that range that most accurately represents fair value based on current market conditions as well as other factors the Adviser’s valuation committee considers relevant. The Board determines fair value of its investments on at least a quarterly basis or at such other times when the Board feels it would be appropriate to do so given the circumstances. A determination of fair value involves subjective judgments and estimates and depends on the facts and circumstances present at each valuation date. Due to the inherent uncertainty of determining fair value of portfolio investments that do not have a readily available market value, fair value of investments may differ significantly from the values that would have been used had a readily available market value existed for such investments, and the differences could be material.

ASC Topic 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. ASC Topic 820 also provides guidance regarding a fair value hierarchy, which prioritizes information used to measure fair value and the effect of fair value measurements on earnings and provides for enhanced disclosures determined by the level of information used in the valuation. In accordance with ASC Topic 820, these inputs are summarized in the three levels listed below.

• Level 1 —Valuations are based on quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.

• Level 2 —Valuations are based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly, and model-based valuation techniques for which all significant inputs are observable.

• Level 3 —Valuations are based on inputs that are unobservable and significant to the overall fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models incorporating significant unobservable inputs, such as discounted cash flow models and other similar valuations techniques. The valuation of Level 3 assets and liabilities generally requires significant management judgment due to the inability to observe inputs to valuation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of observable input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the investment.

Under ASC Topic 820, the fair value measurement also assumes that the transaction to sell an asset occurs in the principal market for the asset or, in the absence of a principal market, the most advantageous market for the asset, which may be a hypothetical market, excluding transaction costs. The principal market for any asset is the market with the greatest volume and level of activity for such asset in which the reporting entity would or could sell or transfer the asset. In determining the principal market for an asset or liability under ASC Topic 820, it is assumed that the reporting entity has access to such market as of the measurement date. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable and willing and able to transact.

For purposes of Section 2(a)(41) and Rule 2a-5 under the 1940 Act, a market quotation is readily available only when that quotation is a quoted price (unadjusted) in active markets for identical investments that the Company can access at the measurement date, provided that a quotation will not be readily available if it is not reliable. Any portfolio investment that is not priced using a Level 1 input shall be subject to the fair value determination requirements under Rule 2a-5 and subject to the Company’s valuation procedures.

With respect to investments for which market quotations are not readily available, the Board undertakes a multi-step valuation process each quarter, as described below:

• The quarterly valuation process begins with each portfolio company or investment receiving a proposed valuation by the Adviser. The Adviser’s internal valuation committee (the “Adviser Valuation Committee”) is responsible for the valuation process, including making preliminary valuation conclusions and recommendations to the Valuation Committee and Board. The Adviser Valuation Committee does not include any voting members who are portfolio managers or investment professionals.

• The Adviser’s Portfolio Valuation, Monitoring and Analytics (“VMA”) group is responsible for aiding and supporting the Adviser Valuation Committee in the Adviser Valuation Committee’s role of overseeing the valuation process, including for calculating and overseeing the valuation process and valuation conclusions, and including making recommendations with respect to discount rates, liquidity adjustments and other key inputs into the valuation process.

• Proposed valuations are then documented and discussed with the Adviser Valuation Committee and other members of the Adviser’s senior management, including members of the VMA and the Adviser’s Finance, Operations, Legal and Compliance groups.

• At least 25 % of the total dollar value of the Company’s investment portfolio will receive valuation recommendations from an independent third-party valuation firm each quarter, as selected in accordance with the Company’s valuation policy. Each new portfolio investment will be reviewed by an independent third-party valuation firm within 12 months of the date of investment, and thereafter will be reviewed by an independent third-party valuation firm no later than the fourth quarter following its most recent inclusion in such review process. However, a valuation review by an independent third-party valuation firm is not required for an investment whose total dollar value is less than 1 % of the total dollar value of the Company’s aggregate investment portfolio (up to an aggregate of 10 % of the total dollar value of the Company’s aggregate investment portfolio) or for those assets that the Board and/or Valuation Committee has agreed to waive from such requirement.

• The Adviser and the independent third-party valuation firms, if applicable, then present their proposed valuations to the Valuation Committee and Board, and the Board makes a fair valuation determination for each portfolio investment that is to be fair valued.

Debt Investments

The debt investments identified on the consolidated schedules of investments are loans made to venture growth stage companies focused in technology and other high growth industries which are backed by a select group of leading venture capital investors. These investments are considered Level 3 assets under ASC Topic 820 as there is no known or accessible market or market indices for these types of debt instruments and thus the Company must estimate the fair value of these investment securities based on models utilizing unobservable inputs.

To estimate the fair value of debt investments, the Company compares the cost basis of each debt investment, including any OID, to the resulting fair value determined using a discounted cash flow model, unless another model is more appropriate based on the circumstances at the measurement date. The discounted cash flow approach entails analyzing the interest rate spreads for recently completed financing transactions which are similar in nature to these debt investments, in order to determine a comparable range of effective market interest rates. The range of interest rate spreads utilized is based on borrowers with similar credit profiles. All remaining expected cash flows of the investment are discounted using this range of interest rates to determine a range of fair values for the debt investment.

The valuation process includes, among other things, evaluating the underlying investment performance of the portfolio company’s current financial condition and ability to raise additional capital, as well as macro-economic events that may impact valuations. These events include, but are not limited to, current market yields and interest rate spreads of similar securities as of the measurement date. Changes in these unobservable inputs could result in significantly different fair value measurements.

Under certain circumstances, an alternative technique may be used to value certain debt investments that better reflect the fair value of the investment, such as the price paid or realized in a recently completed transaction or a binding offer received in an arm’s length transaction, the use of multiple probability weighted cash flow models when the expected future cash flows contain elements of variability or estimates of proceeds that would be received in a liquidation scenario.

Warrant Investments

Warrant fair values are primarily determined using a Black Scholes option pricing model. Privately held warrants and equity-related securities are valued based on an analysis of various factors, including, but not limited to, those listed below. Increases or decreases in any of the unobservable inputs described below could result in a material change in fair value:

• Underlying enterprise value of the issuer based on available information, including any information regarding the most recent financing round of borrower. Valuation techniques to determine enterprise value include market multiple approaches, income approaches or the use of recent rounds of financing and the portfolio company’s capital structure. Valuation techniques are also utilized to allocate the enterprise fair value of a portfolio company to the specific class of common or preferred stock exercisable in the warrant. Such techniques take into account the rights and preferences of the portfolio company’s securities, expected exit scenarios, and volatility associated with such outcomes to allocate the fair value to the specific class of stock held in the portfolio. Such techniques include option pricing models, including back solve techniques, probability weighted expected return models and other techniques determined to be appropriate.

• Volatility, or the amount of uncertainty or risk about the size of the changes in the warrant investment price, is based on comparable publicly traded companies within indices similar in nature to the underlying company issuing the warrant.

• The risk-free interest rates are derived from the U.S. Treasury yield curve. The risk-free interest rates are calculated based on a weighted average of the risk-free interest rates that correspond closest to the expected remaining life of the warrant investment.

• Other adjustments, including a marketability discount on private company warrant investments, are estimated based on the Adviser’s judgment about the general industry environment.

• Historical portfolio experience on cancellations and exercises of warrant investments are utilized as the basis for determining the estimated life of the warrant investment in each financial reporting period. Warrant investments may be exercised in the event of acquisitions, mergers or initial public offerings, and cancelled due to events such as bankruptcies, restructuring activities or additional financings. These events cause the expected remaining life assumption to be shorter than the contractual term of the warrant investment.

Under certain circumstances alternative techniques may be used to value certain warrants that more accurately reflect the warrants' fair values, such as an expected settlement of a warrant in the near term, a model that incorporates a put feature associated with the warrant, or the price paid or realized in a recently completed transaction or binding offer received in an arm’s-length transaction. The fair value may be determined based on the expected proceeds to be received from such settlement or based on the net present value of the expected proceeds from the put option.

Equity Investments

The fair value of an equity investment in a privately held company is initially the amount invested. The Company adjusts the fair value of equity investments in private companies upon the completion of a new third party round of equity financing subsequent to its investment. The Company may adjust the fair value of an equity investment absent a new equity financing event based upon positive or negative changes in a portfolio company’s financial or operational performance. The Company may also reference comparable transactions and/or secondary market transactions of comparable companies to estimate fair value. These valuation methodologies involve a significant degree of judgment.

The fair value of an equity investment in a publicly traded company is based upon the closing public share price on the date of measurement. These assets are recorded at fair value on a recurring basis.

Investment Valuation

The above-described valuation methodologies involve a significant degree of judgment. There is no single standard for determining the estimated fair value of investments that do not have an active observable market. Valuations of privately held investments are inherently uncertain, as they are based on estimates, and their values may fluctuate over time. The determination of fair value may differ materially from the values that would have been used if an active market for these investments existed. In some cases, the fair value of such investments is best expressed as a range of values derived utilizing different methodologies from which a single estimate may then be determined.

Investments measured at fair value on a recurring basis are categorized in the following table based upon the lowest level of significant input to the valuations as of September 30, 2024 and December 31, 2023. The Company transfers investments in and out of Levels 1, 2 and 3 as of the beginning balance sheet date, based on changes in the use of observable and unobservable inputs utilized to perform the valuation for the period.


Investment Type (in thousands)	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Debt investments	$	—	$	—	$	604,677	$	604,677	$	—	$	—	$	730,295	$	730,295
Warrant investments	—		—		40,364		40,364		—		—		30,055		30,055
Equity investments	444		—		75,489		75,933		1,370		—		40,425		41,795
Total portfolio company investments	$	444	$	—	$	720,530	$	720,974	$	1,370	$	—	$	800,775	$	802,145

The following tables show information about Level 3 portfolio company investments measured at fair value for the nine months ended September 30, 2024 and 2023. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, the net unrealized gains and losses for assets within the Level 3 category may include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs.


Level 3 Investment Activity (in thousands)	For the Nine Months Ended September 30, 2024
	Debt Investments		Warrant Investments		Equity Investments		Total Portfolio Company Investments
Fair value as of December 31, 2023	$	730,295	$	30,055	$	40,425	$	800,775
Funding and purchases of investments, at cost	83,555		560		1,716		85,831
Principal payments and sale proceeds received from investments	( 176,056 )		( 889 )		—		( 176,945 )
Net amortization and accretion of premiums and discounts and end-of-term payments	3,343		—		—		3,343
Net realized gains (losses) on investments	( 33,847 )		( 824 )		—		( 34,671 )
Net change in unrealized gains (losses) included in earnings	1,340		11,846		17,251		30,437
Payment-in-kind coupon	11,833		—		—		11,833
Transfers between investment types	( 15,786 )		( 384 )		16,170		—
Gross transfers out of Level 3 (1)	—		—		( 73 )		( 73 )
Fair value as of September 30, 2024	$	604,677	$	40,364	$	75,489	$	720,530

Net change in unrealized gains (losses) on Level 3 investments held as of September 30, 2024	$	( 10,112 )	$	10,427	$	17,251	$	17,566

__________

(1) Transfers out of Level 3 are measured as of the date of the transfer. During the nine months ended September 30, 2024, transfers relate to equity investments in publicly traded companies.


Level 3 Investment Activity (in thousands)	For the Nine Months Ended September 30, 2023
	Debt Investments		Warrant Investments		Equity Investments		Total Portfolio Company Investments
Fair value as of December 31, 2022	$	852,951	$	48,414	$	44,599	$	945,964
Funding and purchases of investments, at cost	98,967		1,502		1,320		101,789
Principal payments and sale proceeds received from investments	( 127,688 )		( 274 )		—		( 127,962 )
Net amortization and accretion of premiums and discounts and end-of-term payments	9,528		—		—		9,528
Net realized gains (losses) on investments	( 25,850 )		( 704 )		—		( 26,554 )
Net change in unrealized gains (losses) included in earnings	( 33,001 )		( 6,304 )		( 2,410 )		( 41,715 )
Payment-in-kind coupon	7,946		—		—		7,946

Gross transfers out of Level 3 (1)	—		—		—		—
Fair value as of September 30, 2023	$	782,853	$	42,634	$	43,509	$	868,996

Net change in unrealized gains (losses) on Level 3 investments held as of September 30, 2023	$	( 35,412 )	$	( 6,681 )	$	( 2,409 )	$	( 44,502 )

_______________

(1) Transfers out of Level 3 are measured as of the date of the transfer. There were no transfers out of Level 3 during the nine months ended September 30, 2023.

Realized gains and losses are included in “net realized gains (losses) on investments” in the consolidated statements of operations.

During the three months ended September 30, 2024, the Company recognized net realized losses on investments of $ 5.0 million. During the three months ended September 30, 2023, the Company recognized net realized losses on investments of $ 25.6 million.

During the nine months ended September 30, 2024, the Company recognized net realized losses on investments of $ 32.7 million. During the nine months ended September 30, 2023, the Company recognized net realized losses on investments of $ 23.7 million.

Unrealized gains and losses are included in “net change in unrealized gains (losses) on investments” in the consolidated statements of operations.

Net change in unrealized gains during the three months ended September 30, 2024 was $ 13.9 million. Net change in unrealized gains during the three months ended September 30, 2023 was $ 8.6 million.

Net change in unrealized gains during the nine months ended September 30, 2024 was $ 30.0 million. Net change in unrealized losses during the nine months ended September 30, 2023 was $ 43.8 million.

The following tables show a summary of quantitative information about the Level 3 fair value measurements of portfolio company investments as of September 30, 2024 and December 31, 2023. In addition to the techniques and inputs noted in the tables below, the Company may also use other valuation techniques and methodologies when determining fair value measurements.


Level 3 Investments (dollars in thousands)	September 30, 2024
	Fair Value		Valuation Technique	Unobservable Inputs	Range	Weighted Average
Debt investments	$	519,717	Discounted Cash Flows	Discount Rate	10.57 % - 36.06 %	18.63 %
	84,960		Probability-Weighted Expected Return Method	Probability Weighting of Alternative Outcomes	5.00 % - 100.00 %	72.14 %
Warrant investments	38,437		Black Scholes Option Pricing Model	Revenue Multiples	0.15 x - 21.00 x	10.69 x
				Volatility	25.00 % - 90.00 %	53.15 %
				Term	0.20 - 4.50 Years	2.37
				Discount for Lack of Marketability	10.00 % - 20.00 %	11.69 %
				Risk Free Rate	0.09 % - 5.03 %	3.65 %
	—		Option-Pricing Method and Probability-Weighted Expected Return Method	Term	1.50 - 2.25 Years	2.18
	1,927		Discounted Expected Return	Discount Rate	20.00 % - 30.00 %	27.41 %
				Term	1.00 - 4.00 Years	2.52
				Expected Recovery Rate	18.75 % - 100.00 %	89.44 %
Equity investments	74,332		Black Scholes Option Pricing Model	Revenue Multiples	0.35 x - 21.00 x	10.23 x
				Volatility	25.00 % - 90.00 %	53.00 %
				Term	1.00 - 4.00 Years	1.97
				Discount for Lack of Marketability	10.00 % - 10.00 %	10.00 %
				Risk Free Rate	0.13 % - 5.03 %	4.15 %
	1,157		Option-Pricing Method and Probability-Weighted Expected Return Method	Discount Rate	20.00 % - 20.00 %	20.00 %
				Term	0.50 - 1.50 Years	1.00
Total portfolio company investments	$	720,530


Level 3 Investments (dollars in thousands)	December 31, 2023
	Fair Value		Valuation Technique	Unobservable Inputs	Range	Weighted Average
Debt investments	$	688,937	Discounted Cash Flows	Discount Rate	14.62 % - 42.03 %	19.79 %
	41,358		Probability-Weighted Expected Return Method	Probability Weighting of Alternative Outcomes	5.00 % - 100.00 %	61.36 %
Warrant investments	27,730		Black Scholes Option Pricing Model	Revenue Multiples	0.18 x - 14.00 x	4.79 x
				Volatility	35.00 % - 90.00 %	60.99 %
				Term	0.20 - 4.50 Years	3.04
				Discount for Lack of Marketability	17.50 % - 20.00 %	18.60 %
				Risk Free Rate	0.09 % - 5.03 %	3.37 %
	411		Option-Pricing Method and Probability-Weighted Expected Return Method	Term	3.00 - 4.00 Years	3.01
	1,914		Discounted Expected Return	Discount Rate	20.00 % - 30.00 %	27.41 %
				Term	1.00 - 4.00 Years	2.52
				Expected Recovery Rate	18.75 % - 100.00 %	89.37 %
Equity investments	39,268		Black Scholes Option Pricing Model	Revenue Multiples	0.70 x - 14.00 x	5.60 x
				Volatility	35.00 % - 90.00 %	66.01 %
				Term	1.50 - 4.00 Years	2.82
				Discount for Lack of Marketability	17.50 % - 17.50 %	17.50 %
				Risk Free Rate	0.13 % - 5.03 %	3.82 %
	1,157		Option-Pricing Method and Probability-Weighted Expected Return Method	Discount Rate	20.00 % - 20.00 %	20.00 %
				Term	0.50 - 1.50 Years	1.00
Total portfolio company investments	$	800,775

Increases or decreases in any of the above unobservable inputs in isolation would result in a lower or higher fair value measurement for such assets.

Note 5. Credit Risk

Debt investments may be affected by business, financial market or legal uncertainties. Prices of investments may be volatile, and a variety of factors that are inherently difficult to predict, such as domestic, economic and political developments, may significantly affect the value of these investments. In addition, the value of these investments may fluctuate as the general level of interest rates fluctuates.

In many instances, the portfolio company’s ability to repay the debt investments is dependent on additional funding by its venture capital investors, a future sale or an initial public offering. The value of these investments may be detrimentally affected to the extent a borrower defaults on its obligations, there is insufficient collateral and/or there are extensive legal and other costs incurred in collecting on a defaulted loan.

Note 6. Borrowings

The following table shows the Company’s outstanding debt as of September 30, 2024 and December 31, 2023:


Liability (in thousands)	September 30, 2024						December 31, 2023
	Total Commitment		Balance Outstanding		Unused Commitment		Total Commitment		Balance Outstanding		Unused Commitment
Revolving Credit Facility	$	300,000	$	10,000	$	290,000	$	350,000	$	215,000	$	135,000
2025 Notes	70,000		70,000		—		70,000		70,000		—
2026 Notes	200,000		200,000		—		200,000		200,000		—
2027 Notes	125,000		125,000		—		125,000		125,000		—
Total before deferred financing and issuance costs	695,000		405,000		290,000		745,000		610,000		135,000
Unamortized deferred financing and issuance costs	—		( 5,981 )		—		—		( 4,818 )		—
Total borrowings outstanding, net of deferred financing and issuance costs	$	695,000	$	399,019	$	290,000	$	745,000	$	605,182	$	135,000

Interest expense on these borrowings includes the interest cost charged on borrowings, the unused fee on the Credit Facility (as defined below), paying and administrative agent fees, and the amortization of deferred Credit Facility fees and expenses and costs and fees relating to the Company’s unsecured notes outstanding. These expenses are shown in the table below:


Interest Expense and Amortization of Fees (in thousands)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Revolving Credit Facility
Interest cost	$	1,355	$	3,751	$	5,739	$	11,944
Unused fee	329		225		959		594
Amortization of costs and other fees	631		484		1,657		1,448
Revolving Credit Facility Total	$	2,315	$	4,460	$	8,355	$	13,986






2025 Notes
Interest cost	$	788	$	787	$	2,363	$	2,362
Amortization of costs and other fees	52		52		165		155
2025 Notes Total	$	840	$	839	$	2,528	$	2,517

2026 Notes
Interest cost	$	2,250	$	2,250	$	6,750	$	6,750
Amortization of costs and other fees	111		115		332		336
2026 Notes Total	$	2,361	$	2,365	$	7,082	$	7,086

2027 Notes
Interest cost	$	1,562	$	1,563	$	4,687	$	4,688
Amortization of costs and other fees	70		70		209		209
2027 Notes Total	$	1,632	$	1,633	$	4,896	$	4,897

Total interest expense and amortization of fees	$	7,148	$	9,297	$	22,861	$	28,486

Credit Facility

In February 2014, the Company, along with its Financing Subsidiary as borrower, entered into a credit agreement with Deutsche Bank AG, New York Branch acting as administrative agent and the other lenders party thereto, which provided the Company with a $ 150.0 million commitment, subject to borrowing base requirements (as amended and restated from time to time, the “Credit Facility”). On July 22, 2022, the Credit Facility was amended to, among other things, extend the revolving period from November 30, 2022 to May 31, 2024 and the scheduled maturity date from May 31, 2024 to November 30, 2025 (unless otherwise terminated earlier pursuant to its terms), as well as change the floating rate from LIBOR to SOFR. On April 29, 2024, the Company and the Financing Subsidiary amended the Credit Facility to, among other things, extend the revolving period to August 31, 2024. On August 6, 2024, the Company and the Financing Subsidiary amended the Credit Facility to, among other things, (i) further extend the revolving period from August 31, 2024 to November 30, 2025, (ii) extend the scheduled maturity date from November 30, 2025 to May 30, 2027, (iii) adjust the advance rates based on the underlying asset type, (iv) revise certain events of default provisions and affirmative and negative covenants; and (v) reduce the total commitments to $ 300 million from $ 350 million. As of September 30, 2024, the Company had $ 300 million in total commitments available under the Credit Facility, which includes an accordion feature that allows the Company to increase the size of the Credit Facility to up to $ 400 million under certain circumstances.

As of September 30, 2024 borrowings under the Credit Facility bore interest at the sum of (i) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50 %), plus (ii) a margin of 3.20 % if facility utilization is greater than or equal to 75 %, 3.35 % if utilization is greater than or equal to 50 % but less than 75 %, 3.50 % if utilization is less than 50 % and 4.5 % during the amortization period. Borrowings under the Credit Facility are secured only by the assets of the Financing Subsidiary. The Company agreed to pay Deutsche Bank AG a syndication fee and to pay to Deutsche Bank AG a fee to act as administrative agent under the Credit Facility as well as to pay each lender (i) a commitment fee based on each lender’s commitment and (ii) a fee of 0.50 % per annum for any unused borrowings under the Credit Facility on a monthly basis. The Credit Facility contains affirmative and restrictive covenants including, but not limited to, an advance rate of up to 50.0 % of the applicable balance of net assets held by the Financing Subsidiary, maintenance of minimum net worth, a ratio of total assets to total indebtedness of not less than the greater of 3:2 and the amount so required under the 1940 Act, a key man clause relating to the Company’s Chief Executive Officer, James P. Labe, and the Company’s President and Chief Investment Officer, Sajal K. Srivastava, and eligibility requirements, including but not limited to geographic and industry concentration limitations and certain loan grade classifications. Furthermore, events of default under the Credit Facility include, among other things, (i) a payment default; (ii) a change of control; (iii) bankruptcy; (iv) a covenant default; and (v) failure by the Company to maintain its qualification as a BDC under the 1940 Act. As of September 30, 2024 and December 31, 2023, the Company was in compliance with all covenants under the Credit Facility.

As of September 30, 2024 and December 31, 2023, the Company had outstanding borrowings under the Credit Facility of $ 10.0 million and $ 215.0 million, respectively, excluding deferred credit facility costs of $ 4.6 million and $ 2.7 million, respectively, which is included in the Company’s consolidated statements of assets and liabilities. The book value of the Credit Facility approximates fair value due to the relatively short maturity, cash repayments and market interest rates of the instrument. The fair value of the Credit Facility would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.

During the three months ended September 30, 2024 and 2023, the Company had average outstanding borrowings under the Credit Facility of $ 61.7 million and $ 173.5 million, respectively, at a weighted average interest rate, inclusive of unused fees, of 9.08 % and 9.09 %, respectively

During the nine months ended September 30, 2024 and 2023, the Company had average outstanding borrowings under the Credit Facility of $ 59.1 million and $ 193.3 million, respectively, at a weighted average interest rate, inclusive of unused fees, of 9.04 % and 8.77 %, respectively.

As of September 30, 2024 and December 31, 2023, $ 329.7 million and $ 518.3 million, respectively, of the Company’s assets, including restricted cash, were pledged for borrowings under the Credit Facility, leaving $ 448.6 million and $ 460.5 million of assets unencumbered, respectively.

2025 Notes

On March 19, 2020, the Company completed a private debt offering of $ 70.0 million in aggregate principal amount of its 4.50 % unsecured notes due March 19, 2025 (the “2025 Notes”) in reliance on Section 4(a)(2) of the Securities Act. The interest on the 2025 Notes is payable semiannually on March 19 and September 19 each year.

The 2025 Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2025 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2025 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company; provided, however, in the event that the Company creates, incurs, assumes or permits to exist liens on or with respect to any of its property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $ 25 million, the 2025 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness.

The Master Note Purchase Agreement (the “Note Purchase Agreement”) under which the 2025 Notes were issued contains customary terms and conditions for unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as information reporting, maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, a minimum asset coverage ratio of 1.50 to 1.00, a minimum interest coverage ratio of 1.25 to 1.00, and minimum stockholders’ equity of $ 216.1 million, as adjusted upward by an amount equal to 65 % of the net proceeds from the issuance of shares of the Company’s common stock subsequent to December 31, 2019. In addition, in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement) occurs, the 2025 Notes will bear interest at a fixed rate of 5.50 % per year from the date of the occurrence of the Below Investment Grade Event to and until the date on which the Below Investment Grade Event is no longer continuing.

The Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, cross-default under other indebtedness of the Company or subsidiary guarantors, certain judgments and orders, certain events of bankruptcy, and breach of a key man clause relating to the Company’s Chief Executive Officer, James P. Labe, and the Company’s President and Chief Investment Officer, Sajal K. Srivastava. As of September 30, 2024 and December 31, 2023, the Company was in compliance with all covenants under the 2025 Notes.

The 2025 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.1 million of deferred issuance cost as of September 30, 2024, which is amortized and expensed over the five-year term of the 2025 Notes based on an effective yield method. As of September 30, 2024 and December 31, 2023, the fair value of the 2025 Notes was $ 68.9 million and $ 67.5 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.

2026 Notes

On March 1, 2021, the Company completed a private debt offering of $ 200.0 million in aggregate principal amount of its 4.50 % unsecured notes due March 1, 2026 (the “2026 Notes”) in reliance on Section 4(a)(2) of the Securities Act. The interest on the 2026 Notes is payable semiannually on March 19 and September 19 each year.

The 2026 Notes are governed by the terms of the First Supplement, dated as of March 1, 2021 (the “First Supplement”), to the Note Purchase Agreement. The 2026 Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2026 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2026 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company; provided, however, in the event that the Company creates, incurs, assumes or permits to exist liens on or with respect to any of its property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $ 25 million, the 2026 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness. In addition, in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement) occurs, the 2026 Notes will bear interest at a fixed rate of 5.50 % per year from the date of the occurrence of the Below Investment Grade Event to and until the date on which the Below Investment Grade Event is no longer continuing. The other terms and conditions applicable to the 2026 Notes under the Note Purchase Agreement, as modified by the First Supplement, including events of default and affirmative and negative covenants, are substantially similar to the terms and conditions applicable to the 2025 Notes. As of September 30, 2024 and December 31, 2023, the Company was in compliance with all covenants under the 2026 Notes.

The 2026 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.6 million of deferred issuance cost as of September 30, 2024, which is amortized and expensed over the five-year term of the 2026 Notes based on an effective yield method. As of September 30, 2024 and December 31, 2023, the fair value of the 2026 Notes was $ 191.7 million and $ 188.2 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.

2027 Notes

On February 28, 2022, the Company completed a private debt offering of $ 125.0 million in aggregate principal amount of its 5.00 % unsecured notes due February 28, 2027 (the “2027 Notes”) in reliance on Section 4(a)(2) of the Securities Act. The interest on the 2027 Notes is payable semiannually on February 28 and August 28 each year.

The 2027 Notes are governed by the terms of the Second Supplement, dated as of February 28, 2022 (the “Second Supplement”), to the Note Purchase Agreement. The 2027 Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2027 Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2027 Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company; provided, however, in the event that the Company creates, incurs, assumes or permits to exist liens on or with respect to any of its property or assets in connection with future secured indebtedness of more than an aggregate principal amount of $ 25 million, the 2027 Notes will generally become secured concurrently therewith, equally and ratably with such indebtedness. In addition, in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement) occurs, the 2027 Notes will bear interest at a fixed rate of 6.00 % per year from the date of the occurrence of the Below Investment Grade Event to and until the date on which the Below Investment Grade Event is no longer continuing. The other terms and conditions applicable to the 2027 Notes under the Note Purchase Agreement, as modified by the Second Supplement, including events of default and affirmative and negative covenants, are substantially similar to the terms and conditions applicable to the 2025 Notes and the 2026 Notes. As of September 30, 2024 and December 31, 2023, the Company was in compliance with all covenants under the 2027 Notes.

The 2027 Notes are recorded at amortized cost in the consolidated statements of assets and liabilities. Amortized cost includes $ 0.7 million of deferred issuance cost as of September 30, 2024, which is amortized and expensed over the five-year term of the 2027 Notes based on an effective yield method. As of September 30, 2024 and December 31, 2023, the fair value of the 2027 Notes was $ 118.2 million and $ 116.5 million, respectively, and would be categorized as Level 3 of the fair value hierarchy if determined as of the reporting date.

The following table shows additional information about the level in the fair value hierarchy of the Company’s liabilities as of September 30, 2024 and December 31, 2023:


Liability (in thousands)	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Revolving Credit Facility	$	—	$	—	$	10,000	$	10,000	$	—	$	—	$	215,000	$	215,000
2025 Notes, net (1)	—		—		68,763		68,763		—		—		67,275		67,275
2026 Notes, net (2)	—		—		191,032		191,032		—		—		187,255		187,255
2027 Notes, net (3)	—		—		117,480		117,480		—		—		115,632		115,632
Total	$	—	$	—	$	387,275	$	387,275	$	—	$	—	$	585,162	$	585,162

_______________

(1) Net of debt issuance costs as of September 30, 2024 and December 31, 2023 of $ 0.1 million and $ 0.3 million, respectively.

(2) Net of debt issuance costs as of September 30, 2024 and December 31, 2023 of $ 0.6 million and $ 1.0 million, respectively.

(3) Net of debt issuance costs as of September 30, 2024 and December 31, 2023 of $ 0.7 million and $ 0.9 million, respectively.

Note 7. Commitments and Contingencies

Commitments

As of September 30, 2024 and December 31, 2023, the Company’s unfunded commitments totaled $ 74.0 million to nine portfolio companies and $ 118.1 million to 14 portfolio companies, respectively, of which $ 5.0 million and $ 29.2 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.

The Company’s credit agreements contain customary lending provisions that allow it relief from funding obligations for previously made commitments in instances where the underlying company experiences material adverse events that affect the financial condition or business outlook for the company. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for the Company.

The following table shows the Company’s unfunded commitments by portfolio company as of September 30, 2024 and December 31, 2023:


	September 30, 2024				December 31, 2023
Unfunded Commitments (1) (in thousands)	Unfunded Commitments		Fair Value of Unfunded Commitment Liability		Unfunded Commitments		Fair Value of Unfunded Commitment Liability
Overtime Sports Inc.	$	22,858	$	122	$	22,858	$	122
ActiveHours Inc.	15,000		61		15,000		—
Cresta Intelligence Inc.	10,000		33		—		—
Corelight, Inc.	9,000		301		20,000		415
Project Affinity, Inc.	5,500		61		—		—
Panorama Education	4,280		—		—		—
Hover, Inc.	4,000		40		—		—
Ocrolus, Inc.	2,856		37		—		—
FlashParking, Inc.	500		7		—		—
McN Investments Ltd.	—		—		15,000		78
Savage X, Inc.	—		—		12,500		575
Frubana Inc.	—		—		8,790		205
Minted Inc.	—		—		8,500		—
NewStore Inc.	—		—		5,000		68
Foodology, Inc.	—		—		3,720		—
Infinite Athlete, Inc. (f/k/a Tempus Ex Machina, Inc.)	—		—		3,000		—
Jokr S.a.r.l.	—		—		1,499		95
Substack Inc.	—		—		1,000		13
Pair EyeWear, Inc.	—		—		1,000		10
Forum Brands Inc.	—		—		244		8
































Total	$	73,994	$	662	$	118,111	$	1,589

_______________

(1) The Company did not have any backlog of potential future commitments as of September 30, 2024 and December 31, 2023. Refer to the “Backlog of Potential Future Commitments” below.

The table above also shows the fair value of the Company’s unfunded commitment liability totaling $ 0.7 million and $ 1.6 million as of September 30, 2024 and December 31, 2023, respectively. The fair value at the inception of the delay draw credit agreements is equal to the fees and warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments and is included in “Other accrued expenses and liabilities” in the Company’s consolidated statements of assets and liabilities.

These liabilities are considered Level 3 liabilities under ASC Topic 820 as there is no known or accessible market or market indices for these types of financial instruments. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. The following table shows additional details regarding the Company's unfunded commitment activity during the three and nine months ended September 30, 2024 and 2023:


Commitments Activity (in thousands)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Unfunded commitments at beginning of period (1)	$	71,427	$	205,318	$	118,111	$	324,010
New commitments (1)	41,020		5,577		103,020		27,320
Fundings	( 33,033 )		( 12,706 )		( 85,207 )		( 100,863 )
Expirations / Terminations	( 5,420 )		( 54,799 )		( 61,930 )		( 107,077 )

Unfunded commitments and backlog of potential future commitments at end of period	$	73,994	$	143,390	$	73,994	$	143,390
Backlog of potential future commitments	—		1,500		—		1,500
Unfunded commitments at end of period	$	73,994	$	141,890	$	73,994	$	141,890

_______________

(1) Includes backlog of potential future commitments. Refer to the “Backlog of Potential Future Commitments” below.

The following table shows additional information on the Company’s unfunded commitments regarding milestones and expirations as of September 30, 2024 and December 31, 2023:


Unfunded Commitments (1) (in thousands)	September 30, 2024		December 31, 2023
Dependent on milestones	$	5,000	$	29,220
Expiring during:
2024	$	—	$	86,754
2025	73,214		31,357
2026	780		—
Unfunded commitments	$	73,994	$	118,111

_______________

(1) Does not include backlog of potential future commitments. Refer to the “Backlog of Potential Future Commitments” below.

Backlog of Potential Future Commitments

The Company may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that certain conditions to make such increases are met. If such conditions to increase are met, these amounts may become unfunded commitments, if not drawn prior to expiration. As of September 30, 2024 and December 31, 2023, the Company did not have any backlog of potential future commitments.

Note 8. Financial Highlights

The following table shows the financial highlights for the nine months ended September 30, 2024, and 2023:


Financial Highlights (in thousands, except per share data)	For the Nine Months Ended September 30,
	2024			2023
Per Share Data (1)
Net asset value at beginning of period	$	9.21		$	11.88
Changes in net asset value due to:
Net investment income	1.08			1.59
Net realized gains (losses) on investments	( 0.84 )			( 0.67 )
Net change in unrealized gains (losses) on investments	0.74			( 1.24 )
Net increase (decrease) from capital share transactions (1)	0.01			0.01

Distributions from net investment income	( 1.10 )			( 1.20 )


Net asset value at end of period	$	9.10		$	10.37

Net investment income per share	$	1.08		$	1.59
Net increase (decrease) in net assets resulting from operations per share	$	1.01		$	( 0.31 )
Weighted average shares of common stock outstanding for period	38,782			35,453
Shares of common stock outstanding at end of period	40,049			36,086

Ratios / Supplemental Data
Net asset value at beginning of period	$	346,306		$	419,940
Net asset value at end of period	$	364,271		$	374,100
Average net asset value	$	350,890		$	404,725
Stock price at end of period	$	7.06		$	10.46

Total return based on net asset value per share (2)	13.5		%	( 2.7 )		%
Total return based on stock price (3)	( 25.3 )		%	11.8		%

Net investment income to average net asset value (4)	16.0		%	18.7		%
Net increase (decrease) in net assets to average net asset value (4)	14.9		%	( 3.6 )		%
Ratio of expenses to average net asset value (4)	15.6		%	15.9		%
Operating expenses excluding incentive fees to average net asset value (4)	15.6		%	15.9		%
Income incentive fees to average net asset value (4)	—		%	—		%
Capital gains incentive fees to average net asset value (4)	—		%	—		%

_____________

(1) All per share activity is calculated based on the weighted average shares outstanding for the relevant period, except net increase from capital share transactions, which is based on the common shares outstanding as of the relevant balance sheet date.

(2) Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in the Company’s dividend reinvestment plan divided by the beginning NAV per share. Total return does not reflect sales charges that may be incurred by stockholders. The total return is for the period shown and is not annualized.

(3) Total return based on stock price is the change in the ending stock price of the Company’s common stock plus distributions paid during the period assuming participation in the Company’s dividend reinvestment plan divided by the beginning stock price of the Company’s common stock. Total return does not reflect sales charges that may be incurred by stockholders. The total return is for the period shown and is not annualized.

(4) Percentage is presented on an annualized basis.

The following table shows the weighted average annualized portfolio yield on debt investments for the nine months ended September 30, 2024 and 2023:


Ratios (Percentages, on an annualized basis) (1)	For the Nine Months Ended September 30,
	2024		2023
Weighted average portfolio yield on debt investments (2)	15.6	%	14.8	%
Coupon income	12.2	%	11.7	%
Accretion of discount	0.9	%	0.9	%
Accretion of end-of-term payments	1.4	%	1.7	%
Impact of prepayments during the period	1.1	%	0.5	%

_____________

(1) Weighted average portfolio yields on debt investments for periods shown are the annualized rates of interest income recognized during the period divided by the average amortized cost of debt investments in the portfolio during the period. The calculation of weighted average portfolio yields on debt investments excludes any non-income producing debt investments, but includes debt investments on non-accrual status. The weighted average yields reported for these periods are annualized and reflect the weighted average yields to maturities.

(2) The weighted average portfolio yields on debt investments reflected above do not represent actual investment returns to our stockholders.

Note 9. Net Increase (Decrease) in Net Assets per Share

The following table shows the computation of basic and diluted net increase/(decrease) in net assets per share for the three and nine months ended September 30, 2024 and 2023:


Basic and Diluted Share Information (in thousands, except per share data)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Net investment income	$	13,785	$	19,104	$	41,912	$	56,520
Net increase (decrease) in net assets resulting from operations	$	22,634	$	2,148	$	39,230	$	( 11,028 )
Weighted average shares of common stock outstanding	39,954		35,609		38,782		35,453
Net investment income per share of common stock	$	0.35	$	0.54	$	1.08	$	1.59
Net increase (decrease) in net assets resulting from operations per share of common stock	$	0.57	$	0.06	$	1.01	$	( 0.31 )

Note 10. Equity

Since inception through September 30, 2024, the Company issued 34,999,352 shares of common stock through an initial public offering and a concurrent private placement offering in 2014, a registered follow-on offering in 2015, a private placement offering in 2017, a registered follow-on offering and concurrent private placement offering in 2018, a registered follow-on offering in 2020 and a registered follow-on offering in 2022. The Company received net proceeds from these offerings of $ 488.1 million, net of the portion of the underwriting sales load and offering costs paid by the Company. Included in the $ 488.1 million of net proceeds from these offerings is $ 55.3 million in net proceeds from the Company’s issuance in August 2022 of an aggregate of 4,161,807 shares of common stock in a registered follow-on offering pursuant to an underwriting agreement by and among the Company, the Adviser and the Administrator, on the one hand, and Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters named in the underwriting agreement. 411,807 of the shares issued in August 2022 were issued pursuant to the underwriters’ option to purchase additional shares.

On September 30, 2022, the Company entered into a sales agreement (the “2022 Sales Agreement”) with the Adviser, the Administrator and UBS Securities LLC (the “Sales Agent”), providing for the issuance and sale from time to time of up to an aggregate of $ 50.0 million in shares of the Company’s common stock by means of at-the-market offerings (the “Prior ATM Program”). Subject to the terms of the 2022 Sales Agreement, the Sales Agent was not required to sell any specific number or dollar amount of securities but acted as the Company’s sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between the Company and the Sales Agent.

On May 2, 2024, the Company entered into a new sales agreement (the “2024 Sales Agreement”) with the Adviser, the Administrator and the Sales Agent, providing for the issuance and sale from time to time of up to an aggregate of $ 75.0 million in shares of the Company’s common stock by means of at-the-market offerings (the “Current ATM Program” and, together with the Prior ATM Program, the “ATM Programs”) . Concurrently upon entry into the 2024 Sales Agreement, the Company, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as the Company’s sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between the Company and the Sales Agent.

During the nine months ended September 30, 2024, the Company sold 2,126,711 shares of common stock under the 2022 Sales Agreement and the 2024 Sales Agreement. For the same period, the Company received total net proceeds of $ 19.4 million . As of September 30, 2024, $ 56.5 million in shares remained available for sale under the Current ATM Program.

The Company has adopted a dividend reinvestment plan for its stockholders, which is an “opt out” dividend reinvestment plan. Under this plan, if the Company declares a cash distribution to stockholders, the amount of such distribution is automatically reinvested in additional shares of common stock unless a stockholder specifically “opts out” of the dividend reinvestment plan. If a stockholder opts out, that stockholder receives cash distributions.

The following tables show information on the proceeds raised along with any related underwriting sales load and associated offering expenses, and the price at which common stock was issued by the Company, during the nine months ended September 30, 2024 and for the year ended December 31, 2023:


Issuance of Common Stock for the Nine Months Ended September 30, 2024 (in thousands, except for share data)	Date	Number of Shares of Common Stock Issued	Gross Proceeds Raised		Underwriting Sales Load		Offering Expenses		Gross Offering Price per Share
First quarter 2024 distribution reinvestment	3/29/2024	93	$	828	$	—	$	—	$	8.87
First quarter 2024 ATM offering (1)	3/12/2024	133	1,308		20		33		$	9.88
Second quarter 2024 distribution reinvestment	6/28/2024	113	859		—		—		$	7.63
Second quarter 2024 ATM offering	(2)	1,994	18,511		278		63		$	9.28
Third quarter 2024 distribution reinvestment	9/30/2024	96	646		—		—		$	6.71



Total issuance		2,429	$	22,152	$	298	$	96

_______________

(1) Gross offering price per share represents the weighted average price per share issued on March 12, 2024 under the 2022 Sales Agreement.

(2) Gross offering price per share represents the weighted average price per share issued during the period from May 7, 2024 to June 10, 2024 under the 2024 Sales Agreement.


Issuance of Common Stock for the Year Ended December 31, 2023 (in thousands, except for share data)	Date	Number of Shares of Common Stock Issued	Gross Proceeds Raised		Underwriting Sales Load		Offering Expenses		Gross Offering Price per Share
First quarter 2023 distribution reinvestment	3/31/2023	49	$	566	$	—	$	—	$	11.48
Second quarter 2023 distribution reinvestment	6/30/2023	49	553		—		—		$	11.19
Third quarter 2023 distribution reinvestment	9/29/2023	76	751		—		—		$	9.94
Third quarter 2023 ATM offering (1)	(1)	564	6,286		95		30		$	11.15
Fourth quarter 2023 distribution reinvestment	12/29/2023	80	821		—		—		$	10.32
Fourth quarter 2023 ATM offering (2)	(2)	1,454	15,445		232		118		$	10.61
Total issuance		2,272	$	24,422	$	327	$	148

_______________

(1) Gross offering price per share represents the weighted average price per share issued during the period from August 14, 2023 to September 18, 2023 under the 2022 Sales Agreement.

(2) Gross offering price per share represents the weighted average price per share issued during the period from November 16, 2023 to December 28, 2023 under the 2022 Sales Agreement.

The Company had 40,049,002 and 37,620,109 shares of common stock outstanding as of September 30, 2024 and December 31, 2023, respectively.

Note 11. Distributions

The Company has elected to be treated, and intends to comply with the requirements to continue to qualify annually, as a RIC under the Code. In order to maintain its ability to be subject to tax as a RIC, among other things, the Company is required to distribute at least 90% of its net ordinary income and net realized short-term capital gains in excess of its net realized long-term capital losses, if any, to its stockholders. Additionally, to avoid a nondeductible 4% U.S. federal excise tax on certain of the Company’s undistributed income, the Company must distribute during each calendar year an amount at least equal to the sum of: (a) 98% of the Company’s ordinary income (not taking into account any capital gains or losses) for such calendar year; (b) 98.2% of the amount by which the Company’s capital gains exceed the Company’s capital losses (adjusted for certain ordinary losses) for a one-year period ending on October 31 of the calendar year (unless an election is made by the Company to use its taxable year); and (c) certain undistributed amounts from previous years on which the Company paid no U.S. federal income tax.

For the tax years ended December 31, 2023 and December 31, 2022, the Company was subject to a 4% U.S. federal excise tax and the Company may be subject to this tax in future years. In such cases, the Company is liable for the tax only on the amount by which the Company does not meet the foregoing distribution requirement. The character of income and gains that the Company distributes is determined in accordance with income tax regulations that may differ from GAAP. Book and tax basis differences relating to stockholder dividends and distributions and other permanent book and tax differences are reclassified to paid-in capital. The Company incurred a non-deductible U.S. federal excise tax of $ 1.4 million and $ 726,000 for the tax years ended December 31, 2023 and December 31, 2022, respectively.

The following table shows the Company's cash distributions per share that have been authorized by the Board since the Company's initial public offering to September 30, 2024. From March 5, 2014 (commencement of operations) to December 31, 2015, and during the years ended December 31, 2023, 2022, 2018 and 2017, distributions represent ordinary income as the Company's earnings exceeded distributions. Approximately $ 0.24 per share of the distributions during the year ended December 31, 2016 represented a return of capital. During the years ended December 31, 2021, 2020 and 2019, distributions represent ordinary income and long term capital gains.

Period Ended

Date Declared

Record Date

Payment Date

Per Share Amount

March 31, 2014

April 3, 2014

April 15, 2014

April 30, 2014

0.09

(1)

June 30, 2014

May 13, 2014

May 30, 2014

June 17, 2014

0.30

September 30, 2014

August 11, 2014

August 29, 2014

September 16, 2014

0.32

December 31, 2014

October 27, 2014

November 28, 2014

December 16, 2014

0.36

December 31, 2014

December 3, 2014

December 22, 2014

December 31, 2014

0.15

(2)

March 31, 2015

March 16, 2015

March 26, 2015

April 16, 2015

0.36

June 30, 2015

May 6, 2015

May 29, 2015

June 16, 2015

0.36

September 30, 2015

August 11, 2015

August 31, 2015

September 16, 2015

0.36

December 31, 2015

November 10, 2015

November 30, 2015

December 16, 2015

0.36

March 31, 2016

March 14, 2016

March 31, 2016

April 15, 2016

0.36

June 30, 2016

May 9, 2016

May 31, 2016

June 16, 2016

0.36

September 30, 2016

August 8, 2016

August 31, 2016

September 16, 2016

0.36

December 31, 2016

November 7, 2016

November 30, 2016

December 16, 2016

0.36

March 31, 2017

March 13, 2017

March 31, 2017

April 17, 2017

0.36

June 30, 2017

May 9, 2017

May 31, 2017

June 16, 2017

0.36

September 30, 2017

August 8, 2017

August 31, 2017

September 15, 2017

0.36

December 31, 2017

November 6, 2017

November 17, 2017

December 1, 2017

0.36

March 31, 2018

March 12, 2018

March 23, 2018

April 6, 2018

0.36

June 30, 2018

May 2, 2018

May 31, 2018

June 15, 2018

0.36

September 30, 2018

August 1, 2018

August 31, 2018

September 14, 2018

0.36

December 31, 2018

October 31, 2018

November 30, 2018

December 14, 2018

0.36

December 31, 2018

December 6, 2018

December 20, 2018

December 28, 2018

0.10

(2)

March 31, 2019

March 1, 2019

March 20, 2019

March 29, 2019

0.36

June 30, 2019

May 1, 2019

May 31, 2019

June 14, 2019

0.36

September 30, 2019

July 31, 2019

August 30, 2019

September 16, 2019

0.36

December 31, 2019

October 30, 2019

November 29, 2019

December 16, 2019

0.36

March 31, 2020

February 28, 2020

March 16, 2020

March 30, 2020

0.36

June 30, 2020

April 30, 2020

June 16, 2020

June 30, 2020

0.36

September 30, 2020

July 30, 2020

August 31, 2020

September 15, 2020

0.36

December 31, 2020

October 29, 2020

November 27, 2020

December 14, 2020

0.36

December 31, 2020

December 21, 2020

December 31, 2020

January 13, 2021

0.10

(2)

March 31, 2021

February 24, 2021

March 15, 2021

March 31, 2021

0.36

June 30, 2021

April 29, 2021

June 16, 2021

June 30, 2021

0.36

September 30, 2021

July 28, 2021

August 31, 2021

September 15, 2021

0.36

December 31, 2021

October 29, 2021

November 30, 2021

December 15, 2021

0.36

March 31, 2022

February 22, 2022

March 15, 2022

March 31, 2022

0.36

June 30, 2022

April 28, 2022

June 16, 2022

June 30, 2022

0.36

September 30, 2022

July 27, 2022

September 15, 2022

September 30, 2022

0.36

December 31, 2022

October 28, 2022

December 15, 2022

December 30, 2022

0.37

December 31, 2022

December 9, 2022

December 22, 2022

December 30, 2022

0.10

(2)

March 31, 2023

February 21, 2023

March 15, 2023

March 31, 2023

0.40

June 30, 2023

April 26, 2023

June 15, 2023

June 30, 2023

0.40

September 30, 2023

July 26, 2023

September 15, 2023

September 29, 2023

0.40

December 31, 2023

October 26, 2023

December 15, 2023

December 29, 2023

0.40

March 31, 2024

February 27, 2024

March 14, 2024

March 29, 2024

0.40

June 30, 2024

April 24, 2024

June 14, 2024

June 28, 2024

0.40

September 30, 2024

July 31, 2024

September 16, 2024

September 30, 2024

0.30

Total cash distributions

15.75

_______________

(1) The amount of this initial distribution reflected a quarterly distribution rate of $ 0.30 per share, prorated for the 27 days for the period from the pricing of the Company’s initial public offering on March 5, 2014 (commencement of operations) through March 31, 2014.

(2) Represents a special distribution.

It is the Company’s intention to distribute all or substantially all of its taxable income earned over the course of the year. However, the Company may choose not to distribute all of its taxable income for a number of reasons, including retaining excess taxable income for investment purposes and/or to defer the payment of distributions associated with the excess taxable income for future calendar years. During the three months ended September 30, 2024 and 2023, the Company recorded $ 0.4 million and $ 0.6 million, respectively, for an excise tax accrual. During the nine months ended September 30, 2024 and 2023, the Company recorded $ 1.1 million and $ 1.0 million, respectively, for an excise tax accrual. For the three months ended September 30, 2024 and 2023, total distributions of $ 0.30 per share and $ 0.40 per share were declared and paid, respectively, and represented distributions from ordinary income. For the nine months ended September 30, 2024 and 2023, total distributions of $ 1.10 per share and $ 1.20 per share were declared and paid, respectively, and represented distributions from ordinary income. No provision for income tax was recorded in the Company’s consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023. As of September 30, 2024, the Company estimated it had undistributed taxable earnings from net investment income of $ 41.5 million, or $ 1.03 per share. Since March 5, 2014 (commencement of operations) to September 30, 2024, total distributions of $ 15.75 per share have been paid.

Note 12. Subsequent Events

The Company's management has evaluated subsequent events through the date of issuance of the consolidated financial statements included herein. There have been no subsequent events that occurred during such period that would require disclosure in this Quarterly Report on Form 10-Q or would be required to be recognized in the consolidated financial statements as of and for the three and nine months ended September 30, 2024, except as discussed below.

Income Incentive Fee Waiver

Commencing with the quarter ending March 31, 2025, until and including the quarter ending December 31, 2025, the Adviser has agreed to waive the portion of the income incentive fee payable for a quarter under the Advisory Agreement if and to the extent that, after payment of such income incentive fee, the Company’s net investment income per share for such quarter is below the Company’s quarterly distribution per share for such quarter.

Distribution

On October 30, 2024, the Board declared a $ 0.30 per share regular quarterly distribution payable on December 27, 2024 to stockholders of record on December 13, 2024.

Recent Portfolio Activity

From October 1, 2024 through November 5, 2024, TPC’s direct originations platform entered into $ 70.0 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for the Company are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser’s allocation policy.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

The information contained in this section should be read in conjunction with our consolidated financial statements and related notes and schedules thereto appearing elsewhere in this Quarterly Report on Form 10-Q. Except as otherwise specified, references to “the Company”, “we”, “us”, and “our” refer to TriplePoint Venture Growth BDC Corp. and its subsidiaries.

This Quarterly Report on Form 10-Q contains forward-looking statements that involve substantial risks and uncertainties. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about us, our current and prospective portfolio investments, our industry, our beliefs, and our assumptions. Words such as “anticipates,” “expects,” “intends,” “plans,” “will,” “may,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “should,” “targets,” “projects,” and variations of these words and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained in this Quarterly Report on Form 10-Q include statements as to:

• our and our portfolio companies’ future operating results and financial condition, including our and our portfolio companies’ ability to achieve our respective objectives;

• our business prospects and the prospects of our portfolio companies;

• our relationships with third parties, including but not limited to lenders and venture capital investors, including other investors in our portfolio companies;

• the outcome and impact on the Company of any material pending or threatened legal proceedings to which the Company or its property is subject;

• the impact and timing of our unfunded commitments;

• the expected market for venture capital investments;

• the performance of our existing portfolio and other investments we may make in the future;

• the impact of investments that we expect to make;

• actual and potential conflicts of interest with TPC, the Adviser and its senior investment team and Investment Committee;

• our contractual arrangements and relationships with third parties;

• the dependence of our future success on the U.S. and global economies, including with respect to the industries in which we invest;

• our expected financings and investments;

• the ability of the Adviser to locate suitable investments for us and to monitor and administer our investments;

• the ability of our Adviser to attract, retain and have access to highly talented professionals, including our Adviser’s senior management team;

• our ability to maintain our qualification as a RIC and as a BDC;

• the adequacy of our and our portfolio companies’ available liquidity, cash resources and working capital and compliance with covenants under our borrowing arrangements;

• the ability of our portfolio companies to obtain financing on attractive terms or at all

• the timing of cash flows, if any, from the operations of our portfolio companies; and

• the declaration, payment, amount and/or timing of future dividends or distributions.

These statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including without limitation:

• changes in laws and regulations, changes in political, economic or industry conditions, and changes in the interest rate environment or other conditions affecting the financial and capital markets;

• the potential widespread re-emergence of COVID-19 or its variants, or a similar health pandemic, and the length and duration thereof in the United States as well as worldwide, and the magnitude of its impact and time required for economic recovery;

• the potential for an economic downturn and the time period required for robust economic recovery therefrom;

• a contraction of available credit, an inability or unwillingness of our lenders to fund their commitments to us and/or an inability to access capital markets or additional sources of liquidity, which could have a material adverse effect on our results of operations and financial condition and impair our lending and investment activities;

• interest rate volatility could adversely affect our results, particularly given that we use leverage as part of our investment strategy;

• currency fluctuations could adversely affect the results of our investments in foreign companies, particularly to the extent that we receive payments denominated in foreign currency rather than U.S. dollars;

• risks associated with possible disruption in our or our portfolio companies’ operations due to the effect of, and uncertainties stemming from, adverse developments affecting the financial services industry and the venture banking ecosystem, including the potential for the failure of additional banking institutions, as well as due to wars and other forms of conflict, terrorist acts, security operations and catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes and global health epidemics; and

• the risks, uncertainties and other factors we identify in “Risk Factors” in this Quarterly Report on Form 10-Q, in our most recent Annual Report on Form 10-K under Part I, Item 1A, and in our other filings with the SEC that we make from time to time.

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. Important assumptions include, without limitation, our ability to originate new loans and investments, borrowing costs and levels of profitability and the availability of additional capital. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Quarterly Report on Form 10-Q should not be regarded as a representation by us that our plans and objectives will be achieved. You should not place undue reliance on these forward-looking statements, which apply only as of the date of this Quarterly Report on Form 10-Q.

Overview

We are an externally managed, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. We have elected to be treated, and intend to qualify annually, as a RIC under Subchapter M of the Code for U.S. federal income tax purposes. Our shares are currently listed on the New York Stock Exchange (the “NYSE”) under the symbol “TPVG”.

We were formed to expand the venture growth stage business segment of TPC’s investment platform. TPC is widely recognized as a leading global financing provider devoted to serving venture capital-backed companies with creative, flexible and customized debt financing, equity capital and complementary services throughout their lifespans. TPC is located on Sand Hill Road in Silicon Valley and has a primary focus in technology and other high growth industries.

Our investment objective is to maximize our total return to stockholders primarily in the form of current income and, to a lesser extent, capital appreciation by lending primarily with warrants to venture growth stage companies focused in technology and other high growth industries backed by TPC’s select group of leading venture capital investors.

Portfolio Composition, Investment Activity and Asset Quality

Portfolio Composition

We originate and invest primarily in venture growth stage companies. Companies at the venture growth stage have distinct characteristics differentiating them from venture capital-backed companies at other stages in their development lifecycle. We invest primarily in (i) growth capital loans that have a secured collateral position and that are generally used by venture growth stage companies to finance their continued expansion and growth, (ii) on a select basis, equipment financings, which may be structured as loans or leases, that have a secured collateral position on specified mission-critical equipment, (iii) on a select basis, revolving loans that have a secured collateral position and that are typically used by venture growth stage companies to advance against inventory, components, accounts receivable, contractual or future billings, bookings, revenues, sales or cash payments and collections including proceeds from a sale, financing or the equivalent and (iv) direct equity investments in venture growth stage companies. In connection with our growth capital loans, equipment financings and revolving loans, we generally receive warrant investments as part of the transaction that allow us to participate in any equity appreciation of our borrowers and enhance our overall investment returns.

As of September 30, 2024, we had 309 investments in 107 companies. Our investments included 137 debt investments, 110 warrant investments, and 62 direct equity and related investments. As of September 30, 2024, the aggregate cost and fair value of these investments were $739.0 million and $721.0 million, respectively. As of September 30, 2024, six of our portfolio companies were publicly traded. As of September 30, 2024, the 137 debt investments had an aggregate fair value of $604.7 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.6%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

As of December 31, 2023, we had 321 investments in 109 companies. Our investments included 151 debt investments, 111 warrant investments, and 59 direct equity and related investments. As of December 31, 2023, the aggregate cost and fair value of these investments were $850.1 million and $802.1 million, respectively. As of December 31, 2023, seven of our portfolio companies were publicly traded. As of December 31, 2023, the 151 debt investments had an aggregate fair value of $730.3 million and a weighted average loan to enterprise value ratio at the time of underwriting of 7.9%. Enterprise value of a portfolio company is estimated based on information available, including any information regarding the most recent rounds of equity funding, at the time of origination.

The following tables show information on the cost and fair value of our investments in companies along with the number of companies in our portfolio as of September 30, 2024 and December 31, 2023:


	September 30, 2024
Investments by Type (dollars in thousands)	Cost		Fair Value		Net Unrealized Gains (losses)		Number of Investments	Number of Companies
Debt investments	$	653,214	$	604,677	$	(48,537)	137	44
Warrant investments	26,024		40,364		14,340		110	95
Equity investments	59,722		75,933		16,211		62	48
Total Investments in Portfolio Companies	$	738,960	$	720,974	$	(17,986)	309	107	(1)

_______________

(1) Represents non-duplicative number of companies.


	December 31, 2023
Investments by Type (dollars in thousands)	Cost		Fair Value		Net Unrealized Gains (losses)		Number of Investments	Number of Companies
Debt investments	$	780,172	$	730,295	$	(49,877)	151	49
Warrant investments	27,561		30,055		2,494		111	97
Equity investments	42,409		41,795		(614)		59	46
Total Investments in Portfolio Companies	$	850,142	$	802,145	$	(47,997)	321	109	(1)

_______________

(1) Represents non-duplicative number of companies.

The following tables show the fair value of the portfolio of investments, by industry and the percentage of the total investment portfolio, as of September 30, 2024 and December 31, 2023:


	September 30, 2024
Investments in Portfolio Companies by Industry (dollars in thousands)	At Fair Value		Percentage of Total Investments
Consumer Products and Services	$	123,515	17.1	%
E-Commerce - Clothing and Accessories	113,222		15.7
Financial Institution and Services	95,799		13.3
Healthcare Technology Systems	65,016		9.0
Business Applications Software	38,682		5.4
Travel & Leisure	34,563		4.8
Other Financial Services	32,384		4.5
Business/Productivity Software	31,538		4.4
Entertainment	26,839		3.7
Shopping Facilitators	25,121		3.5
Application Software	25,092		3.5
Real Estate Services	23,217		3.2
Business Products and Services	19,128		2.7
Multimedia and Design Software	16,480		2.3
Consumer Retail	13,183		1.8
Aerospace and Defense	10,186		1.4
Financial Software	7,199		1.0
Educational/Training Software	6,355		0.9
Consumer Non-Durables	2,339		0.3
General Media and Content	2,162		0.3
E-Commerce - Personal Goods	2,067		0.3
Information Services (B2C)	2,032		0.3
Network Systems Management Software	1,962		0.3
Consumer Finance	953		0.1
Food & Drug	526		0.1
Database Software	465		0.1
Commercial Services	437		0.1
Business to Business Marketplace	178		*
Social/Platform Software	151		*
Computer Hardware	121		*
Healthcare Services	49		*
Advertising / Marketing	13		*
Medical Software and Information Services	—		*



Total portfolio company investments	$	720,974	100.0	%

_______________

* Amount represents less than 0.05% of the total portfolio investments at fair value.


	December 31, 2023
Investments in Portfolio Companies by Industry (dollars in thousands)	At Fair Value		Percentage of Total Investments
E-Commerce - Clothing and Accessories	$	126,350	15.8	%
Consumer Products and Services	125,422		15.6
Financial Institution and Services	64,537		8.0
Healthcare Technology Systems	63,799		8.0
Business/Productivity Software	61,294		7.6
Business Applications Software	57,134		7.1
Real Estate Services	46,213		5.8
Travel & Leisure	32,776		4.1
Other Financial Services	31,092		3.9
Entertainment	30,377		3.8
Shopping Facilitators	29,196		3.6
Application Software	24,970		3.1
Business Products and Services	23,699		3.0
E-Commerce - Personal Goods	22,366		2.8
Multimedia and Design Software	20,595		2.6
Food & Drug	16,467		2.1
Aerospace and Defense	9,779		1.2
Consumer Non-Durables	4,649		0.6
General Media and Content	2,162		0.3
Information Services (B2C)	2,008		0.3
Network Systems Management Software	1,906		0.2
Consumer Retail	1,799		0.2
Consumer Finance	1,123		0.1
Financial Software	811		0.1
Database Software	465		0.1
Commercial Services	435		0.1
Educational/Training Software	209		*
Business to Business Marketplace	178		*
Social/Platform Software	151		*
Computer Hardware	121		*
Healthcare Services	49		*
Advertising / Marketing	13		*
Medical Software and Information Services	—		*


Total portfolio company investments	$	802,145	100.0	%

_______________

* Amount represents less than 0.05% of the total portfolio investments at fair value.

The following table shows the financing product type of our debt investments as of September 30, 2024 and December 31, 2023:


	September 30, 2024				December 31, 2023
Debt Investments By Financing Product (dollars in thousands)	Fair Value		Percentage of Total Debt Investments		Fair Value		Percentage of Total Debt Investments
Growth capital loans	$	574,663	95.0	%	$	719,328	98.5	%
Revolver loans	27,257		4.5		8,240		1.1
Convertible notes	2,757		0.5		2,727		0.4
Total debt investments	$	604,677	100.0	%	$	730,295	100.0	%

Growth capital loans in which the borrower held a term loan facility, with or without an accompanying revolving loan, in priority to our senior lien represent 8.8% and 14.5% of our debt investments at fair value as of September 30, 2024 and December 31, 2023, respectively.

Investment Activity

During the three months ended September 30, 2024, we entered into debt commitments with two new portfolio companies and two existing portfolio companies totaling $41.0 million, funded debt investments to four portfolio companies for $33.0 million in principal value, acquired warrant investments representing $0.1 million at fair value, and made direct equity investments of $0.5 million. Debt investments funded during the three months ended September 30, 2024 carried a weighted average annualized portfolio yield of 13.4% at origination.

During the nine months ended September 30, 2024, we entered into debt commitments with five new portfolio companies and four existing portfolio companies totaling $103.0 million, funded debt investments to 10 portfolio companies for $85.2 million in principal value, acquired warrant investments representing $0.6 million at fair value, and made direct equity investments of $0.5 million. Debt investments funded during the nine months ended September 30, 2024 carried a weighted average annualized portfolio yield of 14.5% at origination.

During the three months ended September 30, 2023, we entered into debt commitments with one new portfolio company and two existing portfolio companies totaling $5.6 million, funded debt investments to five portfolio companies for $12.7 million in principal value and acquired warrant investments representing $1.3 million at fair value. Debt investments funded during the three months ended September 30, 2023 carried a weighted average annualized portfolio yield of 14.2% at origination.

During the nine months ended September 30, 2023, we entered into debt commitments with two new portfolio companies and six existing portfolio companies totaling $27.3 million, funded debt investments to 19 portfolio companies for $100.9 million in principal value, acquired warrant investments representing $1.5 million at fair value, and made direct equity investments of $0.2 million. Debt investments funded during the nine months ended September 30, 2023 carried a weighted average annualized portfolio yield of 14.7% 1 at origination.

During the three months ended September 30, 2024, we received $35.7 million of principal prepayments and $4.6 million of scheduled principal amortization. During the nine months ended September 30, 2024, we received $117.8 million of principal prepayments and $39.3 million of scheduled principal amortization.

During the three months ended September 30, 2023, we received $37.3 million of principal prepayments, $15.0 million of early repayments and $20.0 million of scheduled principal amortization. During the nine months ended September 30, 2023, we received $71.0 million of principal prepayments, $18.4 million of early repayments and $38.3 million of scheduled principal amortization.

The following table shows the total portfolio investment activity for the three and nine months ended September 30, 2024 and 2023:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
(in thousands)	2024		2023		2024		2023
Beginning portfolio at fair value	$	713,770	$	941,955	$	802,145	$	949,276
New debt investments, net (1)	32,672		12,428		83,555		98,967
Scheduled principal amortization	(4,618)		(20,031)		(39,314)		(38,288)
Principal prepayments and early repayments	(35,739)		(52,250)		(117,820)		(89,400)
Net amortization and accretion of premiums and discounts and end-of-term payments	756		38		3,343		9,528
Payment-in-kind coupon	4,224		3,265		11,833		7,946
New warrant investments	124		1,334		560		1,502
New equity investments	916		384		1,716		1,320
Proceeds from dispositions of investments	—		—		(22,142)		(3,173)
Net realized gains (losses) on investments	(5,019)		(25,545)		(32,913)		(23,682)
Net change in unrealized gains (losses) on investments	13,888		8,600		30,011		(43,818)
Ending portfolio at fair value	$	720,974	$	870,178	$	720,974	$	870,178

_______________

(1) Debt balance is net of fees and discounts applied to the loan at origination.

Our level of investment activity can vary substantially from period to period as our Adviser chooses to slow or accelerate new business originations depending on market conditions, rate of investment of TPC’s select group of leading venture capital investors, our Adviser’s knowledge, expertise and experience, our funding capacity (including availability under the Credit Facility and our ability or inability to raise equity or debt capital), the amount of our outstanding unfunded commitments and other market dynamics.

1 This yield excludes the impact of $2.0 million in short-term loans that were funded and repaid during the three months ended March 31, 2023, which carried a higher interest rate than our normal course investments, and the impact thereof on our weighted average adjusted annualized yield at origination for the period presented.

The following table shows the debt commitments, fundings of debt investments (principal balance) and equity investments, and non-binding term sheet activity for the three and nine months ended September 30, 2024 and 2023:


Commitments and Fundings (in thousands)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Debt Commitments
New portfolio companies	$	20,600	$	5,000	$	47,100	$	10,000
Existing portfolio companies	20,420		577		55,920		17,320
Total (1)	$	41,020	$	5,577	$	103,020	$	27,320

Funded Debt Investments	$	33,033	$	12,706	$	85,207	$	100,863

Equity Investments	$	500	$	—	$	500	$	202

Non-Binding Term Sheets	$	93,380	$	58,118	$	412,199	$	370,856

_______________

(1) Includes backlog of potential future commitments.

We may enter into commitments with certain portfolio companies that permit an increase in the commitment amount in the future in the event that conditions to such increases are met (“backlog of potential future commitments”). If such conditions to increase are met, these amounts may become unfunded commitments if not drawn prior to expiration. As of September 30, 2024 and December 31, 2023, we did not have any backlog of potential future commitments.

Asset Quality

Consistent with TPC’s existing policies, our Adviser maintains a credit watch list which places borrowers into five risk categories based on our Adviser’s senior investment team’s judgment, where 1 is the best rating and all new loans are generally assigned a rating of 2.

Category

Category Definition

Action Item

Clear (1)

Performing above expectations and/or strong financial or enterprise profile, value or coverage.

Review quarterly.

White (2)

Performing at expectations and/or reasonably close to it. Reasonable financial or enterprise profile, value or coverage. Generally, all new loans are initially graded White (2).

Contact portfolio company periodically; in no event less than quarterly.

Yellow (3)

Performing generally below expectations and/or some proactive concern due to industry, business, financial and/or related factors. Adequate financial or enterprise profile, value or coverage.

Contact portfolio company monthly or more frequently as determined by our Adviser’s Investment Committee; contact venture capital investors.

Orange (4)

Needs close attention due to performance materially below expectations, weak financial and/or enterprise profile, concern regarding additional capital or exit equivalent.

Contact portfolio company weekly or more frequently as determined by our Adviser’s Investment Committee; contact venture capital investors regularly; our Adviser forms a workout group to minimize risk of loss.

Red (5)

Serious concern/trouble due to pending or actual default or equivalent. May experience partial and/or full loss.

Maximize value from assets.

The following table shows the credit rankings for the portfolio companies that had outstanding debt obligations to us as of September 30, 2024 and December 31, 2023:


	September 30, 2024					December 31, 2023
Credit Category (dollars in thousands)	Fair Value		Percentage of Total Debt Investments		Number of Portfolio Companies	Fair Value		Percentage of Total Debt Investments		Number of Portfolio Companies
Clear (1)	$	72,188	12.0	%	4	$	100,309	13.8	%	7
White (2)	392,092		64.8		29	471,195		64.5		28
Yellow (3)	107,822		17.8		6	117,792		16.1		8
Orange (4)	32,519		5.4		4	40,091		5.5		5
Red (5)	56		—		1	908		0.1		1
	$	604,677	100.0	%	44	$	730,295	100.0	%	49

As of September 30, 2024 and December 31, 2023, the weighted average investment ranking of our debt investment portfolio was 2.17 and 2.14, respectively. During the three months ended September 30, 2024, portfolio company credit category changes, excluding fundings and repayments, consisted of the following: one portfolio company with a principal balance of $20.0 million was upgraded from White (2) to Clear (1), one portfolio company with a principal balance of $5.9 million was upgraded from Yellow (3) to White (2), one portfolio company with a principal balance of $26.7 million was upgraded from Orange (4) to Yellow (3), and one portfolio company with a principal balance of $10.0 million was downgraded from Clear (1) to White (2).

As of September 30, 2024, we had investments in three portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $28.9 million and $17.9 million, respectively. As of December 31, 2023, we had investments in five portfolio companies which were on non-accrual status, with an aggregate cost and fair value of $41.7 million and $29.0 million, respectively.

Results of Operations

Comparison of operating results for the three and nine months ended September 30, 2024 and 2023

An important measure of our financial performance is net increase (decrease) in net assets resulting from operations, which includes net investment income (loss), net realized gains (losses) and net unrealized gains (losses). Net investment income (loss) is the difference between our income from interest, dividends, fees and other investment income and our operating expenses including interest on borrowed funds. Net realized gains (losses) on investments is the difference between the proceeds received from dispositions of portfolio investments and their amortized cost. Net unrealized gains (losses) on investments is the net change in the fair value of our investment portfolio.

For the three months ended September 30, 2024, our net increase in net assets resulting from operations was $22.6 million, which was comprised of $13.8 million of net investment income and $8.8 million of net realized and unrealized gains. For the three months ended September 30, 2023, our net increase in net assets resulting from operations was $2.1 million, which was comprised of $19.1 million of net investment income and $17.0 million of net realized and unrealized losses. On a per share basis for the three months ended September 30, 2024, net investment income was $0.35 per share and the net increase in net assets from operations was $0.57 per share, as compared to net investment income of $0.54 per share and a net increase in net assets from operations of $0.06 per share for the three months ended September 30, 2023.

For the nine months ended September 30, 2024, our net increase in net assets resulting from operations was $39.2 million, which was comprised of $41.9 million of net investment income and $2.7 million of net realized and unrealized losses. For the nine months ended September 30, 2023, our net decrease in net assets resulting from operations was $11.0 million, which was comprised of $56.5 million of net investment income and $67.5 million of net realized and unrealized losses. On a per share basis for the nine months ended September 30, 2024, net investment income was $1.08 per share and the net increase in net assets from operations was $1.01 per share, as compared to net investment income of $1.59 per share and a net decrease in net assets from operations of $0.31 per share for the nine months ended September 30, 2023.

Investment Income

For the three months ended September 30, 2024, total investment and other income was $26.5 million as compared to $35.7 million for the three months ended September 30, 2023. The decrease in total investment and other income for the three months ended September 30, 2024, compared to the 2023 period, is primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio.

For the nine months ended September 30, 2024, total investment and other income was $82.9 million as compared to $104.5 million for the nine months ended September 30, 2023. The decrease in total investment and other income for the nine months ended September 30, 2024, compared to the 2023 period, is primarily due to a lower weighted average principal amount outstanding on our income-bearing debt investment portfolio.

For the three months ended September 30, 2024, we recognized $0.6 million in other income consisting of $0.1 million due to the termination or expiration of unfunded commitments and $0.4 million from the realization of certain fees paid and accrued from portfolio companies. For the three months ended September 30, 2023, we recognized $1.7 million in other income consisting of $0.7 million due to the termination or expiration of unfunded commitments and $1.0 million from the realization of certain fees paid and accrued from portfolio companies.

For the nine months ended September 30, 2024, we recognized $1.8 million in other income consisting of $0.4 million due to the termination or expiration of unfunded commitments and $1.4 million from the realization of certain fees paid and accrued from portfolio companies. For the nine months ended September 30, 2023, we recognized $3.7 million in other income consisting of $1.7 million due to the termination or expiration of unfunded commitments and $2.0 million from the realization of certain fees paid and accrued from portfolio companies and other income related to prepayment activity.

Operating Expenses

Total operating expenses consist of our base management fee, income incentive fee, capital gains incentive fee, interest expense and amortization of fees, administration agreement expenses, and general and administrative expenses. We anticipate operating expenses would increase over time to the extent that our investment portfolio grows. However, we anticipate operating expenses, as a percentage of total assets and net assets, would generally decrease over time to the extent that our portfolio and capital base expand. We expect that base management and income incentive fees would increase to the extent that we grow our asset base and our earnings. The capital gains incentive fee depends on realized gains and losses and unrealized losses. Interest expenses will generally increase as we borrow greater amounts under the Credit Facility, issue additional debt securities, and if interest rates increase. We generally expect expenses under the administration agreement and general and administrative expenses to increase over time to the extent that our investment portfolio grows, to meet the additional requirements associated with servicing a larger portfolio.

For the three months ended September 30, 2024, total operating expenses were $12.7 million as compared to $16.6 million for the three months ended September 30, 2023. For the nine months ended September 30, 2024, total operating expenses were $41.0 million as compared to $48.0 million for the nine months ended September 30, 2023.

Base management fees for the three months ended September 30, 2024 and 2023 totaled $3.4 million and $4.6 million, respectively. Base management fees for the nine months ended September 30, 2024 and 2023 totaled $11.6 million and $13.4 million, respectively. Base management fees decreased during the three and nine months ended September 30, 2024, as compared to the three and nine months ended September 30, 2023, due primarily to decreases in the average size of our portfolio during the applicable periods used in the calculations.

There were no income incentive fees for the three and nine months ended September 30, 2024 or the three and nine months ended September 30, 2023. For the three and nine months ended September 30, 2024, our income incentive fee was reduced by $2.8 million and $8.4 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $2.8 million and $8.4 million, respectively. For the three and nine months ended September 30, 2023 our income incentive fee was reduced by $3.8 million and $11.3 million, respectively, due to the total return requirement under the income component of our incentive fee structure, which resulted in a corresponding increase in net investment income of $3.8 million and $11.3 million, respectively.

There were no capital gains incentive fee expenses for the nine months ended September 30, 2024 and 2023.

Interest expense and amortization of fees totaled $7.1 million and $9.3 million for the three months ended September 30, 2024 and 2023, respectively. The decrease during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023, is primarily due to a lower weighted-average outstanding principal balance under the Credit Facility. Interest expense and amortization of fees totaled $22.9 million and $28.5 million for the nine months ended September 30, 2024 and 2023, respectively. The decrease during the nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023, is primarily due to a lower weighted-average outstanding principal balance under the Credit Facility.

Administration Agreement and general and administrative expenses totaled $2.2 million and $2.7 million for the three months ended September 30, 2024 and 2023, respectively, which includes $0.4 million and $0.6 million of excise tax accruals, respectively. The decrease during the three months ended September 30, 2024, as compared to the three months ended September 30, 2023 is primarily due to a reduction in legal fee expenses and excise tax accruals. Administration Agreement and general and administrative expenses totaled $6.6 million and $6.1 million for the nine months ended September 30, 2024 and 2023, respectively, which includes $1.1 million and $1.0 million of excise tax accruals, respectively. The increase for the 2024 periods, as compared to the 2023 periods, was primarily due to higher excise tax accruals and other professional fee expenses.

Net Realized Gains and Losses and Net Unrealized Gains and Losses

Realized gains and losses are included in “net realized gains (losses) on investments” in the consolidated statements of operations.

During the three months ended September 30, 2024, we recognized net realized losses on investments of $5.0 million, resulting primarily from the acquisition of one portfolio company. During the nine months ended September 30, 2024, we recognized net realized losses on investments of $32.7 million, consisting primarily of $33.6 million of net realized losses on debt investments from the write-off and restructures of investments, partially offset by $0.9 million of net warrant and equity gains from the sale and dispositions of investments.

During the three months ended September 30, 2023, we recognized net realized losses on investments of $25.6 million, resulting primarily from the write-off of a debt investment. During the nine months ended September 30, 2023, we recognized net realized losses on investments of $23.7 million.

Unrealized gains and losses are included in “net change in unrealized gains (losses) on investments” in the consolidated statements of operations.

Net change in unrealized gains during the three months ended September 30, 2024 was $13.9 million, consisting of $9.4 million of net unrealized gains on the existing warrant and equity portfolio resulting from fair value adjustments and $5.2 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $0.7 million of net unrealized losses on the debt investment portfolio resulting from fair value adjustments. Net change in unrealized gains during the nine months ended September 30, 2024 was $30.0 million, consisting of $27.5 million of net unrealized gains on the warrant and equity portfolio resulting from fair value adjustments and $12.7 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $10.1 of net unrealized losses on the debt investment portfolio resulting from fair value adjustments.

Net change in unrealized gains during the three months ended September 30, 2023 was $8.6 million, consisting of $17.6 million of net unrealized gains from the reversal of previously recorded unrealized losses from investments realized during the period, offset by $6.2 million of net unrealized losses on the existing debt investment portfolio and $2.8 million of net unrealized losses on the warrant and equity portfolio resulting from fair value adjustments. Net change in unrealized losses during the nine months ended September 30, 2023 was $43.8 million, consisting of $33.0 million of net unrealized losses on the debt investment portfolio and $10.8 million of net unrealized losses on the warrant and equity portfolio resulting from fair value adjustments.

Net change in realized and unrealized gains or losses in subsequent periods may be volatile as such results depend on changes in the market, changes in the underlying performance of our portfolio companies and their respective industries, and other market factors.

Portfolio Yield and Total Return

Investment income includes interest income on our debt investments utilizing the effective yield method including cash interest income as well as the amortization of any purchase premium, accretion of purchase discount, original issue discount, facilities fees, and the amortization and payment of the end-of-term (“EOT”) payments.

The following table shows the weighted average annualized portfolio yield on our debt investments, comprising of cash interest income, accretion of the net purchase discount, facilities fees and the value of warrant investments received, accretion of EOT payments and the accelerated receipt of EOT payments on prepayments:


Ratios (Percentages, on an annualized basis) (1)	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Weighted average portfolio yield on debt investments (2)	15.7	%	15.1	%	15.6	%	14.8	%
Coupon income	12.7	%	11.6	%	12.2	%	11.7	%
Accretion of discount	0.9	%	0.9	%	0.9	%	0.9	%
Accretion of end-of-term payments	1.3	%	1.6	%	1.4	%	1.7	%
Impact of prepayments during the period	0.8	%	1.0	%	1.1	%	0.5	%

_____________

(2) The weighted average portfolio yields on debt investments reflected above do not represent actual investment returns to our stockholders.

Our weighted average annualized portfolio yield on debt investments may be higher than an investor’s yield on an investment in shares of our common stock. Our weighted average annualized portfolio yield on debt investments does not reflect operating expenses that may be incurred by us and, thus, by our stockholders. In addition, our weighted average annualized portfolio yield on debt investments and total return figures disclosed in this Quarterly Report on Form 10-Q do not consider the effect of any sales commissions or charges that may be incurred in connection with the sale of shares of our common stock. Our weighted average annualized portfolio yield on debt investments and total return figures do not represent actual investment returns to stockholders. Our weighted average annualized portfolio yield on debt investments and total return figures are subject to change and, in the future, may be greater or less than the rates in this Quarterly Report on Form 10-Q.

Total return based on NAV is the change in ending NAV per share plus distributions per share paid during the period assuming participation in our dividend reinvestment plan divided by the beginning NAV per share for such period. Total return based on stock price is the change in the ending stock price of our common stock plus distributions paid during the period assuming participation in our dividend reinvestment plan divided by the beginning stock price of our common stock for such period. For the three months ended September 30, 2024 and 2023, our total return during the periods based on the change in NAV plus distributions reinvested as of the respective distribution dates was 7.6% and 0.7%, respectively, and our total return during the periods based on the change in stock price plus distributions reinvested as of the respective distribution dates was (8.1)% and (7.6)%, respectively. For the nine months ended September 30, 2024 and 2023, our total return during the period based on the change in NAV plus distributions reinvested as of the respective distribution dates was 13.5% and (2.7)%, respectively, and our total return during the period based on the change in stock price plus distributions reinvested as of the respective distribution dates was (25.3)% and 11.8%, respectively.

The table below shows our return on average total assets and return on average NAV for the three and nine months ended September 30, 2024 and 2023:


Returns on Net Asset Value and Total Assets (dollars in thousands)	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2024			2023			2024			2023
Net investment income	$	13,785		$	19,104		$	41,912		$	56,520
Net increase (decrease) in net assets	$	22,634		$	2,148		$	39,230		$	(11,028)

Average net asset value (1)	$	355,908		$	379,074		$	350,890		$	404,725
Average total assets (1)	$	824,276		$	968,997		$	816,697		$	1,014,301

Net investment income to average net asset value (2)	15.4		%	20.0		%	16.0		%	18.7		%
Net increase (decrease) in net assets to average net asset value (2)	25.3		%	2.2		%	14.9		%	(3.6)		%

Net investment income to average total assets (2)	6.7		%	7.8		%	6.9		%	7.5		%
Net increase (decrease) in net assets to average total assets (2)	10.9		%	0.9		%	6.4		%	(1.5)		%

_______________

(1) The average net asset values and the average total assets are computed based on daily balances.

(2) Percentage is presented on an annualized basis.

Critical Accounting Policies

The preparation of our consolidated financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates, including with respect to the valuation of our investments, could cause actual results to differ.

Understanding our accounting policies and the extent to which we use management’s judgment and estimates in applying these policies is integral to understanding our financial statements. We describe our most significant accounting policies in “Note 2. Significant Accounting Policies” in our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and in this Quarterly Report on Form 10-Q. Critical accounting policies are those that require the application of management’s most difficult, subjective or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and that may change in subsequent periods. Management has utilized available information, including our past history, industry standards and the current economic environment, among other factors, in forming the estimates and judgments, giving due consideration to materiality. We have identified the valuation of our investment portfolio, including our investment valuation policy (which has been approved by the Board), as our critical accounting policy and estimates. The critical accounting policies should be read in conjunction with the risk factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and in this Quarterly Report on Form 10-Q.

Investment Valuation

Investment transactions are recorded on a trade-date basis. Our investments are carried at fair value in accordance with the 1940 Act and ASC Topic 946 and measured in accordance with Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure , or “ASC Topic 820,” issued by the FASB. ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is a market-based measure considered from the perspective of the market’s participant who holds the financial instrument rather than an entity-specific measure. When market assumptions are not readily available, our own assumptions are set to reflect those that the Adviser believes market participants would use in pricing the financial instruments on the measurement date.

The availability of observable inputs can vary depending on the financial instrument and is affected by a variety of factors. To the extent the valuation is based on models or inputs that are less observable, the determination of fair value requires more judgment. Our valuation methodology is approved by the Board, and the Board is responsible for the fair values determined. As markets change, new types of investments are made, or pricing for certain investments becomes more or less observable, management, with oversight from the Board, may refine our valuation methodologies to best reflect the fair value of our investments appropriately.

As of September 30, 2024, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 92.6% of our total assets, as compared to 81.9% of our total assets as of December 31, 2023.

See “Note 2. Significant Accounting Policies” and “Note 4. Investments” in the notes to the consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC on March 6, 2024 and “Note 4. Investments” in the notes to the consolidated financial statements included in this Quarterly Report on Form 10-Q for more information on our valuation process.

Liquidity and Capital Resources

We believe that our current cash and cash equivalents on hand, our available borrowing capacity under the Credit Facility, as may be extended or renewed from time to time, and our anticipated cash flows from operations, including from net cash proceeds from our Current ATM Program (described below), as may be extended or renewed from time to time, and contractual monthly portfolio company payments and cash flows, prepayments, and the ability to liquidate publicly traded investments, will be adequate to meet our cash needs for our daily operations, including to fund our unfunded commitment obligations.

From time to time, including at or near the end of each fiscal quarter, we consider using various temporary investment strategies for our business. One strategy includes taking proactive steps by utilizing cash equivalents as temporary assets with the objective of enhancing our investment flexibility pursuant to Section 55 of the 1940 Act. More specifically, from time to time we may purchase U.S. Treasury bills or other high-quality, short-term debt securities at or near the end of the quarter and typically close out the position on a net cash basis subsequent to quarter end. We may also utilize repurchase agreements or other balance sheet transactions, including drawing down on the Credit Facility, as deemed appropriate.

Cash Flows

During the nine months ended September 30, 2024, net cash provided by operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $106.3 million, and net cash used in financing activities was $229.3 million due primarily to net repayments under the Credit Facility of $205.0 million and $40.7 million in distributions paid, partially offset by $19.4 million from the issuance of common stock under the Current ATM Program and the Prior ATM Program. As of September 30, 2024, cash and cash equivalents, including restricted cash, was $48.6 million.

During the nine months ended September 30, 2023, net cash provided by operating activities, consisting primarily of purchases, sales and repayments of investments and the items described in “Results of Operations,” was $63.0 million, and net cash provided by financing activities was $0.2 million due primarily to net borrowings under the Credit Facility of $35.0 million and $6.2 million from the issuance of common stock under the Prior ATM Program, partially offset by $40.8 million in distributions paid. As of September 30, 2023, cash and cash equivalents, including restricted cash, was $122.5 million.

Capital Resources and Borrowings

As a BDC, we generally have an ongoing need to raise additional capital for investment purposes. As a result, we expect, from time to time, to access the debt and equity markets when we believe it is necessary and appropriate to do so. In this regard, we continue to explore various options for obtaining additional debt or equity capital for investments. This may include expanding or extending the Credit Facility or the issuance of additional shares of our common stock, including through our Current ATM Program, as may be extended or renewed, or debt securities. If we are unable to obtain leverage or raise equity capital on terms that are acceptable to us, our ability to grow our portfolio could be substantially impacted.

Credit Facility

As of September 30, 2024, we had $ 300.0 million in total commitments available under the Credit Facility, subject to various covenants and borrowing base requirements. The Credit Facility also includes an accordion feature, which allows us to increase the size of the Credit Facility to up to $400.0 million under certain circumstances. The revolving period under the Credit Facility is scheduled to expire on November 30, 2025, and the scheduled maturity date of the Credit Facility is May 30, 2027 (unless otherwise terminated earlier pursuant to its terms). Borrowings under the Credit Facility bear interest at the sum of (i) a floating rate based on certain indices, including SOFR and commercial paper rates (subject to a floor of 0.50%), plus (ii) a margin of 3.20% if facility utilization is greater than or equal to 75%, 3.35% if utilization is greater than or equal to 50% but less than 75%, 3.50% if utilization is less than 50% and 4.5% during the amortization period. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the terms of the Credit Facility.

As of September 30, 2024 and December 31, 2023, we had outstanding borrowings under the Credit Facility of $10.0 million and $215.0 million, respectively, excluding deferred credit facility costs of $4.6 million and $2.7 million, respectively, which is included in the consolidated statements of assets and liabilities. We had $290.0 million and $135.0 million of remaining capacity on our Credit Facility as of September 30, 2024 and December 31, 2023, respectively.

2025 Notes

On March 19, 2020, we completed a private offering of $ 70.0 million in aggregate principal amount of the 2025 Notes and received net proceeds of $69.1 million, after the payment of fees and offering costs. The interest on the 2025 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2025 Notes is scheduled for March 19, 2025.

As of September 30, 2024 and December 31, 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2025 Notes, net of deferred issuance costs, of $69.9 million and $69.7 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2025 Notes.

2026 Notes

On March 1, 2021, we completed a private offering of $ 200.0 million in aggregate principal amount of the 2026 Notes and received net proceeds of $197.9 million, after the payment of fees and offering costs. The interest on the 2026 Notes, which accrues at an annual rate of 4.50%, is payable semiannually on March 19 and September 19 each year. The maturity date of the 2026 Notes is scheduled for March 1, 2026.

As of September 30, 2024 and December 31, 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2026 Notes, net of deferred issuance costs, of $199.4 million and $199.0 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2026 Notes.

2027 Notes

On February 28, 2022, we completed a private offering of $ 125.0 million in aggregate principal amount of the 2027 Notes and received net proceeds of $123.7 million, after the payment of fees and offering costs. The interest on the 2027 Notes, which accrues at an annual rate of 5.00%, is payable semiannually on February 28 and August 28 each year. The maturity date of the 2027 Notes is scheduled for February 28, 2027.

As of September 30, 2024 and December 31, 2023, we have recorded in the consolidated statements of assets and liabilities our liability for the 2027 Notes, net of deferred issuance costs, of $124.3 million and $124.1 million, respectively. See “Note 6. Borrowings” in the notes to the consolidated financial statements for more information regarding the 2027 Notes.

ATM Programs

On May 2, 2024, we entered into the 2024 Sales Agreement with the Adviser, the Administrator and the Sales Agent, providing for the issuance from time to time in the Current ATM Program of up to an aggregate of $75.0 million in shares of our common stock. Subject to the terms of the 2024 Sales Agreement, the Sales Agent is not required to sell any specific number or dollar amount of securities but will act as our sales agent using commercially reasonable efforts consistent with the Sales Agent’s normal trading and sales practices, on mutually agreed terms between us and the Sales Agent. Concurrently upon entry into the 2024 Sales Agreement, we, the Adviser, the Administrator and the Sales Agent agreed to the termination of the 2022 Sales Agreement.

As of September 30, 2024, $56.5 million in shares remained available for sale under the Current ATM Program.

Asset Coverage Requirements

On June 21, 2018, our stockholders voted at a special meeting of stockholders to approve a proposal to authorize us to be subject to a reduced asset coverage ratio of at least 150% under the 1940 Act. As a result of the stockholder approval at the special meeting, effective June 22, 2018, our applicable minimum asset coverage ratio under the 1940 Act has been decreased to 150% from 200%. Thus, we are permitted under the 1940 Act, under specified conditions, to issue multiple classes of debt and one class of stock senior to our common stock if our asset coverage, as defined in the 1940 Act, is at least equal to 150% immediately after each such issuance. As of September 30, 2024, our asset coverage for borrowed amounts was 190%.

Contractual Obligations

The following table shows a summary of our payment obligations for repayment of debt as of September 30, 2024:


Payments Due By Period (in thousands)	September 30, 2024
	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Credit Facility	$	10,000	$	—	$	10,000	$	—	$	—
2025 Notes	70,000		70,000		—		—		—
2026 Notes	200,000		—		200,000		—		—
2027 Notes	125,000		—		125,000		—		—
Total	$	405,000	$	70,000	$	335,000	$	—	$	—

Unfunded Commitments

We are 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. As of September 30, 2024 and December 31, 2023, our unfunded commitments totaled $74.0 million and $118.1 million, respectively, of which $5.0 million and $29.2 million, respectively, was dependent upon the portfolio companies reaching certain milestones before the debt commitment becomes available to them.

The following table shows our unfunded commitments by portfolio company as of September 30, 2024 and December 31, 2023:


Unfunded Commitments (1) (in thousands)	September 30, 2024		December 31, 2023
Overtime Sports Inc.	$	22,858	$	22,858
ActiveHours Inc.	15,000		15,000
Cresta Intelligence Inc.	10,000		—
Corelight, Inc.	9,000		20,000
Project Affinity, Inc.	5,500		—
Panorama Education	4,280		—
Hover, Inc.	4,000		—
Ocrolus, Inc.	2,856		—
FlashParking, Inc.	500		—
McN Investments Ltd.	—		15,000
Savage X, Inc.	—		12,500
Frubana Inc.	—		8,790
Minted Inc.	—		8,500
NewStore Inc.	—		5,000
Foodology, Inc.	—		3,720
Infinite Athlete, Inc. (f/k/a Tempus Ex Machina, Inc.)	—		3,000
Jokr S.a.r.l.	—		1,499
Substack Inc.	—		1,000
Pair EyeWear, Inc.	—		1,000
Forum Brands Inc.	—		244


































Total	$	73,994	$	118,111

_____________

(1) Does not include backlog of potential future commitments. Refer to “Investment Activity” above.

The following table shows additional information on our unfunded commitments regarding milestones and expirations as of September 30, 2024 and December 31, 2023:


Unfunded Commitments (1) (in thousands)	September 30, 2024		December 31, 2023
Dependent on milestones	$	5,000	$	29,220
Expiring during:
2024	$	—	$	86,754
2025	73,214		31,357
2026	780		—
Unfunded commitments	$	73,994	$	118,111

_______________

(1) Does not include backlog of potential future commitments.

As of September 30, 2024, our unfunded commitments to nine companies totaled $74.0 million. During the three and nine months ended September 30, 2024, $5.4 million and $61.9 million in unfunded commitments expired or were terminated, respectively.

As of December 31, 2023, our unfunded commitments to 14 companies totaled $118.1 million. During the year ended December 31, 2023, $112.2 million in unfunded commitments expired or were terminated.

Our credit agreements contain customary lending provisions that allow us relief from funding obligations for previously made commitments in instances where the underlying portfolio company experiences material adverse events that affect the financial condition or business outlook for the portfolio company. Since these commitments may expire without being drawn upon, unfunded commitments do not necessarily represent future cash requirements or future earning assets for us. We generally expect 50% - 75% of our unfunded commitments to eventually be drawn before the expiration of their corresponding availability periods.

The fair value at the inception of the delay draw credit agreements with our portfolio companies is equal to the fees and/or warrants received to enter into these agreements, taking into account the remaining terms of the agreements and the relevant counterparty’s credit profile. The unfunded commitment liability reflects the fair value of these future funding commitments. As of September 30, 2024 and December 31, 2023, the fair value for these unfunded commitments totaled $0.7 million and $1.6 million, respectively, and was included in “other accrued expenses and liabilities” in our consolidated statements of assets and liabilities.

Distributions

We have elected to be treated, and intend to qualify annually, as a RIC under the Code. To maintain RIC tax treatment, we must distribute at least 90% of our net ordinary income and net realized short-term capital gains in excess of our net realized long-term capital losses, if any, to our stockholders. In order to avoid a non-deductible 4% U.S. federal excise tax on certain of our undistributed income, we would need to distribute during each calendar year an amount at least equal to the sum of: (a) 98% of our ordinary income (not taking into account any capital gains or losses) for such calendar year; (b) 98.2% of the amount by which our capital gains exceed our capital losses (adjusted for certain ordinary losses) for a one-year period ending on October 31 of the calendar year (unless an election is made by us to use our taxable year); and (c) certain undistributed amounts from previous years on which we paid no U.S. federal income tax. For the tax years ended December 31, 2023 and 2022, we were subject to a 4% U.S. federal excise tax and we may be subject to this tax in future years. In such cases, we will be liable for the tax only on the amount by which we do not meet the foregoing distribution requirement.

To the extent our taxable earnings fall below the total amount of our distributions for the year, a portion of those distributions may be deemed a return of capital to our stockholders. Our Adviser monitors available taxable earnings, including net investment income and realized capital gains, to determine if a return of capital may occur for the year. We estimate the source of our distributions as required by Section 19(a) of the 1940 Act to determine whether payment of dividends are expected to be paid from any other source other than net investment income accrued for the current period or certain cumulative periods, but we will not be able to determine whether any specific distribution will be treated as made out of our taxable earnings or as a return of capital until after the end of our taxable year. Any amount treated as a return of capital will reduce a stockholder’s adjusted tax basis in his or her common stock, thereby increasing his or her potential gain or reducing his or her potential loss on the subsequent sale or other disposition of his or her common stock. On a quarterly basis, for any payment of dividends estimated to be paid from any other source other than net investment income accrued for the current period or certain cumulative periods based on the Section 19(a) requirement, we post a Section 19(a) notice through the Depository Trust Company’s Legal Notice System and our website, as well as send our registered stockholders a printed copy of such notice along with the dividend payment. The estimates of the source of the distribution are interim estimates based on GAAP that are subject to revision, and the exact character of the distributions for tax purposes cannot be determined until the final books and records are finalized for the calendar year. Therefore, these estimates are made solely in order to comply with the requirements of Section 19(a) of the 1940 Act and should not be relied upon for tax reporting or any other purposes and could differ significantly from the actual character of distributions for tax purposes.

The following table shows our cash distributions per share that have been authorized by our Board since our initial public offering to September 30, 2024. From March 5, 2014 (commencement of operations) to December 31, 2015, and during the years ended December 31, 2023, 2022, 2018 and 2017 distributions represent ordinary income as our earnings exceeded distributions. Approximately $0.24 per share of the distributions during the year ended December 31, 2016 represented a return of capital. During the years ended December 31, 2021, 2020 and 2019, distributions represent ordinary income and long term capital gains. Any future distributions to our stockholders may be for amounts less than our historical distributions, may be made less frequently than historical practices, and may be made in part cash and part stock (as per each stockholder’s election), subject to a limitation that the aggregate amount of cash to be distributed to all stockholders must be at least 20% of the aggregate declared distribution.

Period Ended

Date Declared

Record Date

Payment Date

Per Share Amount

March 31, 2014

April 3, 2014

April 15, 2014

April 30, 2014

0.09

(1)

June 30, 2014

May 13, 2014

May 30, 2014

June 17, 2014

0.30

September 30, 2014

August 11, 2014

August 29, 2014

September 16, 2014

0.32

December 31, 2014

October 27, 2014

November 28, 2014

December 16, 2014

0.36

December 31, 2014

December 3, 2014

December 22, 2014

December 31, 2014

0.15

(2)

March 31, 2015

March 16, 2015

March 26, 2015

April 16, 2015

0.36

June 30, 2015

May 6, 2015

May 29, 2015

June 16, 2015

0.36

September 30, 2015

August 11, 2015

August 31, 2015

September 16, 2015

0.36

December 31, 2015

November 10, 2015

November 30, 2015

December 16, 2015

0.36

March 31, 2016

March 14, 2016

March 31, 2016

April 15, 2016

0.36

June 30, 2016

May 9, 2016

May 31, 2016

June 16, 2016

0.36

September 30, 2016

August 8, 2016

August 31, 2016

September 16, 2016

0.36

December 31, 2016

November 7, 2016

November 30, 2016

December 16, 2016

0.36

March 31, 2017

March 13, 2017

March 31, 2017

April 17, 2017

0.36

June 30, 2017

May 9, 2017

May 31, 2017

June 16, 2017

0.36

September 30, 2017

August 8, 2017

August 31, 2017

September 15, 2017

0.36

December 31, 2017

November 6, 2017

November 17, 2017

December 1, 2017

0.36

March 31, 2018

March 12, 2018

March 23, 2018

April 6, 2018

0.36

June 30, 2018

May 2, 2018

May 31, 2018

June 15, 2018

0.36

September 30, 2018

August 1, 2018

August 31, 2018

September 14, 2018

0.36

December 31, 2018

October 31, 2018

November 30, 2018

December 14, 2018

0.36

December 31, 2018

December 6, 2018

December 20, 2018

December 28, 2018

0.10

(2)

March 31, 2019

March 1, 2019

March 20, 2019

March 29, 2019

0.36

June 30, 2019

May 1, 2019

May 31, 2019

June 14, 2019

0.36

September 30, 2019

July 31, 2019

August 30, 2019

September 16, 2019

0.36

December 31, 2019

October 30, 2019

November 29, 2019

December 16, 2019

0.36

March 31, 2020

February 28, 2020

March 16, 2020

March 30, 2020

0.36

June 30, 2020

April 30, 2020

June 16, 2020

June 30, 2020

0.36

September 30, 2020

July 30, 2020

August 31, 2020

September 15, 2020

0.36

December 31, 2020

October 29, 2020

November 27, 2020

December 14, 2020

0.36

December 31, 2020

December 21, 2020

December 31, 2020

January 13, 2021

0.10

(2)

March 31, 2021

February 24, 2021

March 15, 2021

March 31, 2021

0.36

June 30, 2021

April 29, 2021

June 16, 2021

June 30, 2021

0.36

September 30, 2021

July 28, 2021

August 31, 2021

September 15, 2021

0.36

December 31, 2021

October 29, 2021

November 30, 2021

December 15, 2021

0.36

March 31, 2022

February 22, 2022

March 15, 2022

March 31, 2022

0.36

June 30, 2022

April 28, 2022

June 16, 2022

June 30, 2022

0.36

September 30, 2022

July 27, 2022

September 15, 2022

September 30, 2022

0.36

December 31, 2022

October 28, 2022

December 15, 2022

December 30, 2022

0.37

December 31, 2022

December 9, 2022

December 22, 2022

December 30, 2022

0.10

(2)

March 31, 2023

February 21, 2023

March 15, 2023

March 31, 2023

0.40

June 30, 2023

April 26, 2023

June 15, 2023

June 30, 2023

0.40

September 30, 2023

July 26, 2023

September 15, 2023

September 29, 2023

0.40

December 31, 2023

October 26, 2023

December 15, 2023

December 29, 2023

0.40

March 31, 2024

February 27, 2024

March 14, 2024

March 29, 2024

0.40

June 30, 2024

April 24, 2024

June 14, 2024

June 28, 2024

0.40

September 30, 2024

July 31, 2024

September 16, 2024

September 30, 2024

0.30

Total cash distributions

15.75

_____________

(1) The amount of this initial distribution reflected a quarterly distribution rate of $0.30 per share, prorated for the 27 days for the period from the pricing of our initial public offering on March 5, 2014 (commencement of operations), through March 31, 2014.

(2) Represents a special distribution.

For the three months ended September 30, 2024, distributions paid were comprised of interest-sourced distributions (qualified interest income) in an amount equal to 70.5% of total distributions paid. As of September 30, 2024, we had estimated undistributed taxable earnings from net investment income of $41.5 million, or $1.03 per share.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). This change is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses, allowing financial statement users to better understand the components of a segment's profit or loss and assess potential future cash flows for each reportable segment and the entity as a whole. The amendments expand a public entity's segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), clarifying when an entity may report one or more additional measures to assess segment performance, requiring enhanced interim disclosures and providing new disclosure requirements for entities with a single reportable segment, among other new disclosure requirements. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted. We are currently evaluating the impact of adopting this guidance with respect to the consolidated financial statements and disclosures.

Recent Developments

Income Incentive Fee Waiver

Commencing with the quarter ending March 31, 2025, until and including the quarter ending December 31, 2025, the Adviser has agreed to waive the portion of the income incentive fee payable for a quarter under the Advisory Agreement if and to the extent that, after payment of such income incentive fee, our net investment income per share for such quarter is below the quarterly distribution per share for such quarter.

Distribution

On October 30, 2024, the Board declared a $0.30 per share regular quarterly distribution payable on December 27, 2024 to stockholders of record on December 13, 2024.

Recent Portfolio Activity

From October 1, 2024 through November 5, 2024, TPC’s direct originations platform entered into $70.0 million of additional non-binding signed term sheets with venture growth stage companies. These investment opportunities for us are subject to due diligence, definitive documentation and investment committee approval, as well as compliance with the Adviser’s allocation policy.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in interest rates. We are also subject to risks relating to the capital markets; changes in foreign currency exchange rates; conditions affecting the general economy; legislative reform; and local, regional, national or global political, social or economic instability. U.S. and global capital markets and credit markets have recently been experiencing an increase in the level of volatility across such markets and in the values of publicly-traded securities. Any continuation of the stresses on capital markets and credit markets, or a further increase in volatility, could result in a contraction of available credit for us and/or an inability by us to access the equity or debt capital markets, or could otherwise cause an inability or unwillingness of our lenders to fund their commitments to us, any of which may have a material adverse effect on our results of operations and financial condition.

Interest Rate Risk

Interest rate sensitivity refers to the change in our earnings and in the relative values of our portfolio that may result from changes in the level of interest rates. Because we fund a portion of our investments with borrowings, our net investment income is affected by the difference between the rate at which we invest and the rate at which we borrow. As a result, there can be no assurance that a change in market interest rates will not have a material adverse effect on our net investment income.

Changes in interest rates may affect both our cost of funding 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 rates or reference rates to the extent that any debt investments include floating interest rates. Debt investments are made with either floating rates that are subject to contractual minimum interest rates for the term of the investment or fixed interest rates.

A prolonged reduction in interest rates could reduce our gross investment income and could result in a decrease in our net investment income if such decreases in interest rates are not offset by a corresponding increase in the spread over the Prime Rate that we earn on any portfolio investments, a decrease in our operating expenses or a decrease in the interest rate of our floating interest rate liabilities.

As of September 30, 2024, approximately 60.0%, or $364.1 million in principal balance, of the debt investments in our portfolio bore interest at floating rates, which generally are Prime-based, and all of which have interest rate floors of 3.25% or higher. Substantially all of our unfunded commitments float with changes in the Prime Rate from the date we enter into the commitment to the date of the actual draw. In addition, our interest expense will be affected by changes in the interest rate in connection with our Credit Facility to the extent it remains above the interest rate floor; however, our 2025 Notes, 2026 Notes and 2027 Notes bear interest at a fixed rate (subject to a 1.00% increase in the fixed rate in the event that a Below Investment Grade Event (as defined in the Note Purchase Agreement (as modified by the First Supplement with respect to the 2026 Notes and the Second Supplement with respect to the 2027 Notes)) occurs).

As of September 30, 2024, our floating rate borrowings totaled $10.0 million, which represented 2.5% of our outstanding debt. As of September 30, 2024, all of our floating rate debt investments were subject to interest-rate floors set at 3.25% or higher. Because the Prime Rate as of September 30, 2024 was 8.00%, which is at or above the interest-rate floors applicable to our floating rate debt investments, decreases in interest rates will impact our interest income to a limited extent until the Prime Rate reaches 3.25%, while increases in interest rates will increase our interest income to the extent that such rates exceed the applicable interest-rate floor. In addition, with respect to interest expense on our floating rate borrowings under the Credit Facility, we will benefit from any decreases in interest rates up to the point that the SOFR rate decreases to 0.50%, which is the SOFR interest-rate floor under the Credit Facility as of September 30, 2024. However, because current interest rates exceed the SOFR interest-rate floor under our Credit Facility as of September 30, 2024, our interest expense on floating rate borrowings will increase if rates rise. The following table illustrates the annual impact on our net investment income of hypothetical base rate changes in interest rates (considering interest rate floors for variable rate instruments) assuming no changes in our investment and borrowing structure from the September 30, 2024 consolidated statement of assets and liabilities:


Change in Interest Rates (in thousands)	Increase (decrease) in interest income		(Increase) decrease in interest expense		Net increase (decrease) in net investment income
Up 300 basis points	$	10,649	$	(300)	$	10,349
Up 200 basis points	$	7,055	$	(200)	$	6,855
Up 100 basis points	$	3,462	$	(100)	$	3,362
Up 50 basis points	$	1,665	$	(50)	$	1,615
Down 50 basis points	$	(1,654)	$	50	$	(1,604)
Down 100 basis points	$	(3,209)	$	100	$	(3,109)
Down 200 basis points	$	(5,860)	$	200	$	(5,660)
Down 300 basis points	$	(7,796)	$	300	$	(7,496)

This analysis is indicative of the potential impact on our investment income as of September 30, 2024, assuming an immediate and sustained change in interest rates as noted. It should be noted that we anticipate growth in our portfolio funded in part with additional borrowings and such additional borrowings, all else being equal, will increase our investment income sensitivity to interest rates to the extent such borrowings have floating interest rates, and such changes could be material. In addition, this analysis does not adjust for potential changes in our portfolio or our borrowing facilities after September 30, 2024 nor does it take into account any changes in the credit performance of our loans that might occur should interest rates change.

Because it is our intention to hold loans to maturity, the fluctuating relative value of these loans that may occur due to changes in interest rates may have an impact on unrealized gains and losses during quarterly reporting periods. Based on our assessment of the interest rate risk, as of September 30, 2024, we had no hedging transactions in place as we deemed the risk acceptable, and we did not believe it was necessary to mitigate this risk at that time.

Foreign Currency Exchange Rate Risk

We may also have exposure to changes in foreign currency exchange rates in connection with certain investments. Such investments are translated into U.S. dollars based on the spot rate at the relevant balance sheet date, exposing us to movements in the exchange rate. Based on our assessment of the foreign currency exchange rate risk, as of September 30, 2024, we had no hedging transactions in place as we deemed the risk acceptable, and we did not believe it was necessary to mitigate this risk at that time.

While hedging activities may mitigate our exposure to adverse fluctuations in interest rates or foreign currency exchange rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements or foreign currency forward contracts, may also limit our ability to participate in the benefits of higher interest rates or beneficial movements in foreign currency exchange rates with respect to our portfolio investments. In addition, there can be no assurance that we will be able to effectively hedge our interest rate risk or foreign currency exchange rate risk.

Substantially all of our assets and liabilities are financial in nature. As a result, changes in interest rates, foreign currency exchange rates and other factors drive our performance more directly than does inflation. Changes in interest rates and foreign currency exchange rates do not necessarily correlate with changes in inflation rates.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Interim Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Our Chief Executive Officer and Interim Chief Financial Officer carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Interim Chief Financial Officer concluded that our disclosure controls and procedures were effective. It should be noted that any system of controls, however well-designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Changes in Internal Control Over Financial Reporting

Management has not identified any change in the Company’s internal control over financial reporting that occurred during the quarter ended September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

In June 2023, a shareholder filed a putative securities class action complaint against the Company and certain of its directors and officers. Case No. 3:23-cv-02980 (N.D. Cal.). The complaint alleged violations of federal securities laws during a class period between March 4, 2020 and May 1, 2023. As relief, the plaintiff sought, among other things, unspecified damages and fees and costs. The Court appointed a lead plaintiff in September 2023, and an amended complaint was filed on December 5, 2023. Defendants filed a motion to dismiss on January 10, 2024, and the Court held a hearing on the motion on February 20, 2024. The Court granted the motion to dismiss without leave to amend on August 7, 2024, and entered final judgment for defendants and against the plaintiff on September 19, 2024.

In December 2023, a shareholder filed a derivative complaint against certain of the Company’s officers and directors, with the Company as a nominal defendant. Case No. 4:23-cv-06557 (N.D. Cal.). The complaint alleged breaches of fiduciary duty and related state and federal claims. As relief, the plaintiff sought, among other things, unspecified damages and fees and costs, and corporate governance reforms. In January 2024, a shareholder filed a substantially similar derivative complaint. Case No. 4:24-cv-00245 (N.D. Cal.). The cases were consolidated on March 1, 2024. Lead Case No. 4:23-cv-06557 (N.D. Cal.). On September 17, 2024, the plaintiffs stipulated to dismiss the case without prejudice, and the Court dismissed the case.

Item 1A. Risk Factors

You should carefully consider the risks referenced below and all other information contained in this Quarterly Report on Form 10-Q, including our interim financial statements and the related notes thereto, before making a decision to purchase our securities. Any such risks and uncertainties 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 previously disclosed in our Annual Report on Form 10‑K for the year ended December 31, 2023 (filed with the SEC on March 6, 2024) which could materially affect our business, financial condition or operating results.

The amount and frequency of any distributions we may make is uncertain. You may not receive distributions or our distributions may not grow over time.

We intend to make distributions on a quarterly basis to our stockholders out of assets legally available for distribution, including offering proceeds, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, dividends or other distributions paid to us on account of equity investments in portfolio companies and fee and expense reimbursement or fee waivers from the Adviser, if any. We cannot assure you that we will achieve investment results that will allow us to make a specified level of cash distributions or year-to-year increases in cash distributions. Any distributions made from sources other than cash flow from operations or relying on fee waivers or expense reimbursement, if any, from the Adviser are not based on our investment performance, and can be sustained only if we achieve positive investment performance in future periods and/or the Adviser continues to waive such fees or make such expense reimbursements, if any. The extent to which we pay distributions from sources other than cash flow from operations will depend on various factors, including the performance of our investments, the level of participation in our distribution reinvestment plan and how quickly we invest the proceeds from any offering. Stockholders should also understand that any future repayments to the Adviser, if applicable, will reduce the distributions that stockholders would otherwise receive. There can be no assurance that we will achieve such performance in order to sustain our distributions, or be able to pay distributions at all. Except with respect to its agreement to waive all or a portion of the quarterly income incentive fee under certain circumstances through the quarter ending December 31, 2025, the Adviser has no obligation to waive fees.

Our ability to pay distributions might be materially and adversely affected by the impact of one or more of the risks described in our SEC filings, including herein and in our Annual Report on Form 10‑K for the year ended December 31, 2023 (filed with the SEC on March 6, 2024). Due to the asset coverage test applicable to us under the 1940 Act as a BDC, we may be limited in our ability to make distributions. All distributions will be made at the discretion of our Board and will depend on our earnings, financial condition, maintenance of RIC status and covenants under our borrowing arrangements, compliance with applicable BDC, SBA regulations (when and if applicable) and such other factors as our Board may deem relevant from time to time. We cannot assure you that we will make distributions to our stockholders in the future.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

We did not sell any equity securities during the period covered by this Quarterly Report on Form 10-Q that were not registered under the Securities Act. Similarly, we did not repurchase any shares of our equity securities during the quarter ended September 30, 2024.

Dividend Reinvestment Plan

During the three months ended September 30, 2024, we issued 96,312 shares of common stock under our dividend reinvestment plan. These issuances were not subject to the registration requirements under the Securities Act. The cash paid for shares of common stock issued under our dividend reinvestment plan during the three months ended September 30, 2024 was $0.6 million.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Income Incentive Fee Waiver

Rule 10b5-1 Trading Plans

During the fiscal quarter ended September 30, 2024, none of our directors or officers adopted or terminated any contract, instruction or written plan 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.”

Fees and Expenses

The information in the following table is being provided to update, as of September 30, 2024, certain information in the Company’s effective shelf registration statement on Form N-2 (File No. 333-277680), declared effective by the SEC on April 18, 2024, as supplemented by the prospectus supplement relating to our Current ATM Program. The information is intended to assist you in understanding the costs and expenses that an investor in our common stock will bear directly or indirectly. We caution you that some of the percentages indicated in the table below are estimates and may vary. Except where the context suggests otherwise, whenever this Quarterly Report on Form 10-Q, or any filing under the Securities Act into which this Quarterly Report on Form 10-Q is incorporated by reference, contains a reference to fees or expenses paid by “you,” “us” or “the Company,” or that “we” will pay fees or expenses, our stockholders will indirectly bear such fees or expenses as investors in us.

Except as noted below, the following annualized percentages were calculated based on actual expenses incurred in the nine months ended September 30, 2024 and net assets as of September 30, 2024, and do not include events occurring subsequent thereto. The table and examples below include all fees and expenses of our consolidated subsidiaries.


Stockholder Transaction Expenses:
Sales load or other commission payable by us (as a percentage of offering price)	—	%	(1)
Offering expenses (as a percentage of offering price)	—	%	(2)
Dividend reinvestment plan expenses	—	%	(3)
Total Stockholder Transaction Expenses (as a percentage of offering price)	—	%
Annual Expenses (as a percentage of net assets attributable to common stock):
Base management fee payable under the Advisory Agreement	4.24	%	(4)
Incentive fee payable under the Advisory Agreement (20% of net investment income and realized capital gains)	3.07	%	(5)
Interest payments on borrowed funds	8.38	%	(6)
Other expenses	2.41	%	(7)
Total annual expenses	18.10	%

__________

(1) The amounts set forth in this table do not reflect the impact of any sales load, sales commission or other offering expenses borne by us and our stockholders. The maximum agent commission with respect to the shares of our common stock sold by us in the Current ATM Program is 2.0% of gross proceeds, with the exact amount of such compensation to be mutually agreed upon by us and the Sales Agent from time to time. In the event that securities are sold to or through underwriters or agents, a corresponding prospectus or prospectus supplement will disclose the applicable sales load or commission.

(2) The prospectus supplement corresponding to each offering will disclose the applicable estimated amount of offering expenses, the offering price and the offering expenses borne by us as a percentage of the offering price.

(3) The expenses associated with the administration of the dividend reinvestment plan are included in “Other expenses.” The plan administrator’s fees will be paid by us. We will not charge any brokerage charges or other charges to stockholders who participate in the plan. However, your own broker may impose brokerage charges in connection with your participation in the plan.

(4) Our base management fee, payable quarterly in arrears, is calculated at an annual rate of 1.75% of our average adjusted gross assets, including assets purchased with borrowed amounts and other forms of leverage. See “Item 1. Business-Management Agreements-Investment Advisory Agreement” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 for more information.

(5) Assumes that annual incentive fees earned by our Adviser remain consistent with the incentive fees that would have been earned by our Adviser (if not for the cumulative “catch-up” provision explained below) for the nine months ended September 30, 2024 adjusted for any equity issuances. The incentive fee consists of two components, investment income and capital gains, which are largely independent of each other, with the result that one component may be payable even if the other is not payable. Under the investment income component, we pay our Adviser each quarter 20.0% of the amount by which our pre-incentive fee net investment income for the quarter exceeds a hurdle rate of 2.0% (which is 8.0% annualized) of our net assets at the end of the immediately preceding calendar quarter, subject to a “catch-up” provision pursuant to which our Adviser receives all of such income in excess of the 2.0% level but less than 2.5% and subject to a total return requirement. The effect of the “catch-up” provision is that, subject to the total return provision discussed below, if pre-incentive fee net investment income exceeds 2.5% in any calendar quarter, our Adviser receives 20.0% of our pre-incentive fee net investment income as if the 2.0% hurdle rate did not apply. The foregoing incentive fee is subject to a total return requirement, which provides that no incentive fee in respect of our pre-incentive fee net investment income is payable except to the extent that 20.0% of the cumulative net increase in net assets resulting from operations since March 5, 2014 exceeds the cumulative incentive fees accrued and/or paid since March 5, 2014. In other words, any investment income incentive fee that is payable in a calendar quarter will be limited to the lesser of (i) 20.0% of the amount by which our pre-incentive fee net investment income for such calendar quarter exceeds the 2.0% hurdle rate, subject to the “catch-up” provision and (ii) (x) 20.0% of the cumulative net increase in net assets resulting from operations since March 5, 2014 minus (y) the cumulative incentive fees accrued and/or paid since March 5, 2014. For the foregoing purpose, the “cumulative net increase in net assets resulting from operations” is the sum of our pre-incentive fee net investment income, realized gains and losses and unrealized appreciation and depreciation since March 5, 2014. Under the capital gains component of the incentive fee, we pay our Adviser at the end of each calendar year 20.0% of our aggregate cumulative realized capital gains from inception through the end of that year, computed net of our aggregate cumulative realized capital losses and our aggregate cumulative unrealized depreciation through the end of such year, less the aggregate amount of any previously paid capital gain incentive fees. For the foregoing purpose, our “aggregate cumulative realized capital gains” does not include any unrealized appreciation. It should be noted that we accrue an incentive fee for accounting purposes taking into account any unrealized appreciation in accordance with GAAP. The capital gains component of the incentive fee is not subject to any minimum return to stockholders.

(6) “Interest payments on borrowed funds” represent our estimated annual interest payment, fees and credit facility expenses and are based on results of operations for the nine months ended September 30, 2024 (annualized), including with respect to the Credit Facility, the 2025 Notes, the 2026 Notes and the 2027 Notes. The costs associated with any outstanding indebtedness are indirectly borne by our common stockholders. The amount of leverage we employ at any particular time will depend on, among other things, the Board’s and our Adviser’s assessment of the market and other factors at the time at any proposed borrowing. We may also issue preferred stock, subject to our compliance with applicable requirements under the 1940 Act.

(7) “Other expenses” represent our estimated amounts for the current fiscal year, which are based upon the results of our operations for the nine months ended September 30, 2024, including payments under the Administration Agreement based on our allocable portion of overhead and other expenses incurred by our Administrator.

Example

The following example demonstrates the projected dollar amount of total cumulative expenses over various periods with respect to a hypothetical investment in our common stock. In calculating the following expense amounts, we have assumed we would have no additional leverage and that our annual operating expenses would remain at the levels set forth in the table above.


	1 Year		3 Years		5 Years		10 Years
You would pay the following expenses on a $1,000 investment, assuming a 5% annual return (1)	$	150	$	407	$	615	$	978
You would pay the following expenses on a $1,000 investment, assuming a 5% annual return entirely from realized capital gains	$	160	$	430	$	643	$	1,002

__________________

(1) Assumes no return from net realized capital gains or net unrealized capital appreciation.

While the example assumes, as required by the SEC, a 5% annual return, our performance will vary and may result in a return greater or less than 5%. As noted, the example includes the realized capital gains fee from the Advisory Agreement but does not include the income incentive fee under the Advisory Agreement, which, assuming a 5% annual return, would either not be payable or have an immaterial impact on the expense amounts shown above. If we achieve sufficient returns on our investments to trigger an incentive fee of a material amount, our expenses, and returns to our investors, would be higher.

Further, while the example assumes reinvestment of all distributions at NAV, participants in our dividend reinvestment plan will receive a number of shares of our common stock determined by dividing the total dollar amount of the distribution payable to a participant by (a) 95% of the market price per share of our common stock at the close of trading on the payment date fixed by the Board in the event that newly issued shares of our common stock are used to implement the dividend reinvestment plan, or (b) the average purchase price of all shares of common stock purchased by the plan administrator in the event that shares are purchased in the open market to implement the requirements of the dividend reinvestment plan, which may be at, above or below NAV.

This example and the expenses in the table above should not be considered a representation of our future expenses, and actual expenses (including the cost of debt, if any, and other expenses) may be greater or less than those shown.

Price Range of Common Stock and Distributions

Our common stock is traded on the NYSE under the symbol “TPVG.” The following table shows, for each fiscal quarter during the last two full fiscal years and the current fiscal year to date, the net asset value (“NAV”) per share of our common stock, the high and low closing sales prices for our common stock, such sales prices as a percentage of NAV per share and quarterly distributions per share.


			Closing Sales Price (2)				Premium/(Discount) of High Sales Price to NAV (3)		Premium/(Discount) of Low Sales Price to NAV (3)		Declared Distributions
Period	NAV (1)		High		Low
Fourth Quarter of 2024 (through November 5, 2024)	*		$	6.90	$	6.50	*		*		$	0.30
Third Quarter of 2024	$	9.10	$	8.99	$	6.86	( 1.2 )	%	( 24.6 )	%	$	0.30
Second Quarter of 2024	$	8.83	$	9.63	$	7.97	9.1	%	( 9.7 )	%	$	0.40
First Quarter of 2024	$	9.02	$	11.48	$	9.01	27.3	%	( 0.1 )	%	$	0.40
Fourth Quarter of 2023	$	9.21	$	10.99	$	9.20	19.3	%	( 0.1 )	%	$	0.40
Third Quarter of 2023	$	10.37	$	12.62	$	10.12	21.7	%	( 2.4 )	%	$	0.40
Second Quarter of 2023	$	10.70	$	12.27	$	9.81	14.7	%	( 8.3 )	%	$	0.40
First Quarter of 2023	$	11.69	$	12.72	$	10.75	8.8	%	( 8.0 )	%	$	0.40
Fourth Quarter of 2022	$	11.88	$	13.31	$	10.43	12.0	%	( 12.2 )	%	$	0.47	(4)
Third Quarter of 2022	$	12.69	$	14.47	$	10.46	14.0	%	( 17.6 )	%	$	0.36
Second Quarter of 2022	$	13.01	$	17.88	$	12.17	37.4	%	( 6.5 )	%	$	0.36
First Quarter of 2022	$	13.84	$	18.07	$	15.80	30.6	%	14.2	%	$	0.36

_______________

(1) NAV per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low sales prices. The NAVs shown are based on outstanding shares at the end of each period.

(2) Closing sales price as provided by the NYSE.

(3) Calculated as of the respective high or low closing sales price divided by the quarter-end NAV and subtracting 1.

(4) Includes a $0.10 per share special distribution.

* Not determinable at the time of filing.

On November 5, 2024, the reported closing sales price of our common stock was $ 6.52 per share. As of November 5, 2024, we had 7 stockholders of record, which did not include stockholders for whom shares are held in “nominee” or “street name”.

Shares of BDCs may trade at a market price that is less than the value of the net assets attributable to those shares. The possibility that shares of our common stock will trade at a discount from NAV or at premiums that are unsustainable over the long term are separate and distinct from the risk that our NAV will decrease. It is not possible to predict whether the shares offered hereby will trade at, above or below NAV.

Item 6. Exhibits

The following exhibits are filed as part of this report or hereby incorporated by reference to exhibits previously filed with the United States Securities and Exchange Commission:


3.1			Articles of Amendment and Restatement (1)

3.2			Amended and Restated Bylaws (2)























10.1			Loan Financing and S ervici ng Agreement, dated as of February 21, 20 14, amon g TPVG Variable Funding Company LLC, as borrower, Triple Point Venture Growth BDC C orp. , individually and as equityholder and as collater al manager, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent, the other agents parties thereto, Vervent Inc. as backup collateral manager, Deutsche Bank Trust Company America s, as pay ing agent and as collection account bank, and Computershare Trust Company , N.A ., as custodian, as amended and conformed through Amendment No. 17, dated August 6, 2024 (***) (3)































31.1			Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934 (*)

31.2			Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934 (*)

32.1			Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (**)

32.2			Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (**)

99.1			Income Incentive Fee Waiver Letter delivered to TriplePoint Venture Growth BDC Corp. by TriplePoint Advisers LLC, dated November 5, 2024 (*)

101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. (*)

101.SCH			Inline XBRL Taxonomy Extension Schema Document (*)

101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document (*)

101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document (*)

101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document (*)

101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document (*)

104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

(1) Incorporated by reference to Exhibit (a) to the Registrant’s Pre-Effective Amendment No. 1 to TriplePoint Venture Growth BDC Corp.’s registration statement on Form N-2 (File No. 333-191871) filed on January 22, 2014.

(2) Incorporated by reference to Exhibit (b) to the Registrant’s Pre-Effective Amendment No. 1 to TriplePoint Venture Growth BDC Corp.’s registration statement on Form N-2 (File No. 333-191871) filed on January 22, 2014.

(3) Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (File No. 814-01044) filed on August 7, 2024.

(*) Filed herewith.

(**) Furnished herewith.

(***) Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all omitted exhibits and/or schedules to the SEC upon its request.

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.

TriplePoint Venture Growth BDC Corp.

Date: November 6, 2024

By:

/s/ James P. Labe

James P. Labe

Chief Executive Officer and Chairman of the Board of Directors

(Principal Executive Officer)

Date: November 6, 2024

By:

/s/ Matthew A. Galiani

Matthew A. Galiani

Interim Chief Financial Officer

(Principal Financial and Accounting Officer)

TABLE OF CONTENTS

Part I - Financial Information Item 1. Financial Statements Note 1. Organization Note 2. Significant Accounting Policies Note 3. Related Party Agreements and Transactions Note 4. Investments Note 5. Credit Risk Note 6. Borrowings Note 7. Commitments and Contingencies Note 8. Financial Highlights Note 9. Net Increase (decrease) in Net Assets Per Share Note 10. Equity Note 11. Distributions Note 12. Subsequent Events Item 2. Management S Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II - Other Information Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

3.1 Articles of Amendment and Restatement(1) 3.2 Amended and Restated Bylaws(2) 10.1 Loan Financing andServicing Agreement, dated as of February 21, 2014, amongTPVG Variable Funding Company LLC, as borrower, TriplePoint Venture Growth BDC Corp., individually and as equityholder and as collateral manager, the lenders from time to time parties thereto, Deutsche Bank AG, New York Branch, as facility agent,the otheragents parties thereto,Vervent Inc. as backup collateral manager, Deutsche Bank Trust Company Americas, as paying agent andas collection account bank, and Computershare Trust Company, N.A., as custodian, as amended and conformed through Amendment No. 17, dated August 6, 2024(***)(3) 31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934(*) 31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934(*) 32.1 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(**) 32.2 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(**) 99.1 Income Incentive Fee Waiver Letter delivered to TriplePoint Venture Growth BDC Corp. by TriplePoint Advisers LLC, dated November 5, 2024(*)

TPVG 10-Q Quarter ended Sept. 30, 2024

Exhibits