GROSS MICHAEL S 4
4 · SLR Investment Corp. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
SLR Investment (SLRC) Co‑CEO Michael Gross Buys 35,452 Shares
What Happened
- Michael S. Gross — Co‑Chief Executive Officer, President and Chairman of SLR Investment Corp. (SLRC) — made open‑market purchases totaling 35,452 shares: 25,000 shares on 2026‑03‑13 at a weighted avg price of $13.91 (≈ $347,858) and 10,452 shares on 2026‑03‑16 at a weighted avg price of $13.90 (≈ $145,246), for combined cash purchases of about $493,104.
- The filing also reports activity in restricted stock units (RSUs) held through the SCP Plan: 354,511.3826 RSUs vested/settled on 2026‑03‑13 and were elected to be settled for cash (administrators elected cash settlement), 10,986.5698 RSUs expired without value, and new RSUs covering 466,378.4286 shares were granted to employees (vesting 50% in 2028 and 50% in 2029). Per the filing, the cash settlement did not result in new shares actually issued for purposes of share count.
Key Details
- Transaction dates and prices:
- Mar 13, 2026: open‑market purchase 25,000 shares at weighted avg $13.91 (price range $13.86–$13.97).
- Mar 16, 2026: open‑market purchase 10,452 shares at weighted avg $13.90 (price range $13.85–$13.90).
- Mar 13, 2026: RSU settlement (354,511.3826 RSUs) settled in cash; 10,986.5698 RSUs expired without value; new RSU grant of 466,378.4286 shares to SCP Plan.
- Cash spent on purchases: ≈ $493,104 (combined).
- Shares beneficially owned after the reported transactions: 3,989,701 shares (per the filing; includes shares held in SCP Plan and related entities; see footnotes).
- Notable footnotes: administrators Gross and Spohler control the SCP Plan and elected cash settlement for vested RSUs (F2, F11, F12); cash settlement may be treated as a deemed acquisition for Section 16 purposes but did not change the reported total share count (F7). Several holdings are held via affiliated entities/trusts; Gross disclaims beneficial ownership beyond pecuniary interest (F3–F6).
- Filing timeliness: report filed 2026‑03‑17 for transactions dated 2026‑03‑13; filing appears timely (filed within the SEC’s reporting window).
Context
- RSU/derivative explanation: the RSU entries reflect plan settlements and new grants. The 354,511 RSUs were settled for cash (administrators chose cash instead of stock), so no new shares were issued to Gross personally; 10,986 RSUs expired worthless. New RSUs were granted to employees and will vest in installments in 2028 and 2029.
- What it may mean for investors: the open‑market purchases are direct insider buys (cash outlay ≈ $493k), which many retail investors view as a positive signal; RSU actions are largely administrative/plan‑level (cash settlement and new employee grants) and do not necessarily reflect a personal purchase or sale of company stock by Gross.
Insider Transaction Report
Form 4
GROSS MICHAEL S
DirectorSee Remarks
Transactions
- Exercise/Conversion
Common Stock
[F1][F2][F3][F4][F5][F6]2026-03-13−354,511.383→ 3,635,189.617 total(indirect: See Footnotes) - Award
Common Stock
[F1][F2][F7][F3][F4][F5][F6]2026-03-13+354,511.383→ 3,989,701 total(indirect: See Footnotes) - Purchase
Common Stock
[F8][F3][F4][F5][F6]2026-03-13$13.91/sh+25,000$347,858→ 4,014,701 total(indirect: See Footnotes) - Purchase
Common Stock
[F9][F3][F4][F5][F6]2026-03-16$13.90/sh+10,452$145,246→ 4,025,153 total(indirect: See Footnotes) - Expiration
Restricted Stock Units
[F10]2026-03-13−10,986.597→ 785,936.819 total(indirect: See Footnote)→ Common Stock - Exercise/Conversion
Restricted Stock Units
[F11][F1]2026-03-13−354,511.383→ 198,870.17 total(indirect: See Footnote)→ Common Stock (354,511.383 underlying) - Award
Restricted Stock Units
[F12][F1]2026-03-13−466,378.429→ 466,378.429 total(indirect: See Footnote)→ Common Stock (466,378.429 underlying)
Holdings
- 227,789
Common Stock
Footnotes (12)
- [F1]Pursuant to the SEC staff no-action letters to Carlyle GMS Finance, Inc. (pub. Avail. Oct. 8, 2015) and to Babson Capital Management LLC (pub. Avail. Dec. 14, 2006), an employee benefit plan sponsored by an investment adviser (or an affiliated person of an investment adviser) to a closed-end investment company that has elected to be regulated as a business development company or to a closed-end investment company registered under the Investment Company Act of 1940, as amended, respectively, in either case that offers plan participants equity securities of such investment company is considered an "employee benefit plan sponsored by the issuer" for the purposes of Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- [F10]The RSUs with respect to 10,986.5698 shares held by the SCP Plan granted to certain of SLR Capital Partners's employees terminated without value. The RSUs could have been settled in shares of the Issuer's common stock or the cash value thereof on a one-for-one basis at the election of the SCP Plan administrators, Messrs. Gross and Spohler. Messrs. Gross and Spohler may be deemed to beneficially own the shares held by the SCP Plan by virtue of their collective ownership interest in SLR Capital Partners. Each of the expiring classes of RSUs were outstanding for more than six months at the time of expiration. Expirations relate to the 2024 and 2025 grants of RSUs.
- [F11]RSUs with respect to 354,511.3826 shares held by the SCP Plan granted to certain of SLR Capital Partners's employees on March 9, 2023 and March 13, 2024 settled on March 13, 2026. RSUs may be settled in shares of the Issuer's common stock or the cash value thereof on a one-for-one basis at the election of the SCP Plan administrators, Messrs. Gross and Spohler. The administrators elected to settle the vested portion in cash. Messrs. Gross and Spohler may be deemed to beneficially own the shares held by the SCP Plan by virtue of their collective ownership interest in SLR Capital Partners. Settlements relate to the 2023 and 2024 grants of RSUs and the holdings relate to the remaining portion of the 2024 RSU grants.
- [F12]Grants of new RSUs with respect to 466,378.4286 shares held by the SCP Plan to certain of SLR Capital Partners's employees pursuant to Restricted Stock Unit Agreements, dated March 13, 2026. Shares of the common stock of the Issuer underlying the RSUs are scheduled to vest in installments of 50% on the latter of March 1, 2028 and the date of the opening of the trading window and 50% on the latter of March 1, 2029 and the date of the opening of the trading window. Upon settlement, the RSUs will become payable on a one-for-one basis in shares of the Issuer's common stock or the cash value thereof at the election of the SCP Plan administrators, Messrs. Gross and Spohler.
- [F2]Michael S. Gross and Bruce J. Spohler, as administrators of the Solar Capital Partners Employee Stock Plan, LLC (the "SCP Plan"), elected to settle 354,511.3826 restricted stock units ("RSUs") previously granted to employees by paying their cash value as contemplated by the RSUs, which cash settlement may be deemed to be a purchase of the shares underlying the previously granted RSUs. The shares that may be deemed to have been acquired were previously reported as beneficially owned due to Mr. Gross's partial pecuniary interest as described in footnotes 3, 4, 5 and 6. The settlement was approved in advance in accordance with Rule 16b-3.
- [F3]The total includes 1,030,293 shares of SLR Investment Corp. (the "Issuer") held by SCP Plan. The SCP Plan is controlled by SLR Capital Partners, LLC ("SLR Capital Partners"). Messrs. Michael S. Gross and Bruce J. Spohler may be deemed to indirectly beneficially own a portion of the shares held by the SCP Plan by virtue of their collective ownership interest in SLR Capital Partners. In addition, the total includes 187,618 shares of the Issuer directly held by Mr. Gross' profit sharing plan (the "Profit Sharing Plan") following the transactions reported herein.
- [F4](Continued from Footnote (3)) In addition, the total includes 1,285,013 shares of the Issuer held by Solar Capital Investors, LLC ("Solar Capital I") and 715,000 shares of the Issuer held by Solar Capital Investors II, LLC ("Solar Capital II"), a portion of each of which may be deemed to be indirectly beneficially owned by Mr. Gross, a grantor retained annuity trust (the "GRAT") setup by and for Mr. Gross and for which he serves as trustee, and Mr. Spohler. Also, 355,107 shares of the Issuer are held by Solar Senior Capital Investors, LLC ("Solar Senior Investors") and 77 shares of the Issuer are held by SLR Capital Management, LLC ("SLR Management"), a portion held by each entity may be deemed to be indirectly beneficially owned by Mr. Gross and Mr. Spohler.
- [F5](Continued from Footnote (4)) The total indirect ownership also includes 117,617 shares of the Issuer held by certain trusts for the benefit of family members for which Mr. Gross serves as trustee (the "Family Trusts"). Mr. Gross may be deemed to directly beneficially own these shares by virtue of his control with respect to the Family Trusts. The total includes 334,428 shares of the Issuer held by the GRAT.
- [F6](Continued from Footnote (5)) Mr. Gross may be deemed to directly beneficially own these shares as the sole participant in the Profit Sharing Plan and as trustee and immediate family member of the Family Trusts. Mr. Gross disclaims beneficial ownership of any of the Issuer's securities directly held by the SCP Plan, Solar Capital I, Solar Capital II, Solar Senior Investors, SLR Management or the Family Trusts except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that Mr. Gross is the beneficial owner of such securities for purposes of Section 16 or any other purpose.
- [F7]These 3,989,701 shares of the Issuer are the same number of shares held prior to the settlement of RSUs in cash because this transaction may only be a deemed acquisition for purposes of Section 16. No new shares of the Issuer were actually acquired as a result of the settlement of the 354,511.3826 RSUs.
- [F8]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on March 13, 2026 is based on prices ranging from a low of $13.86 per share to a high of $13.97 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price set forth above.
- [F9]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions. The reported price for the share purchases made on March 16, 2026 is based on prices ranging from a low of $13.85 per share to a high of $13.90 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price set forth above.
Signature
/s/ Michael S. Gross|2026-03-17