UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

Form 10-Q

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

For the Quarterly Period Ended ~~June~~December 3031, 2025

☐ 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: 1-35040

PHENIXFIN CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware		27-4576073
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)

445 Park Avenue, 10th Floor, New York, NY		10022
(Address of Principal Executive Offices)		(Zip Code)

(212) 859-0390

(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 $0.001 per share	PFX	The NASDAQ Global Market
5.25% Notes due 2028	PFXNZ	The NASDAQ Global Market

Securities registered pursuant to Section 12(g) of the Act: None

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 ☒ 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 ☒ 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 ☐ 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 Securities Exchange Act of 1934). Yes ☐ No ☒

The Registrant had 21,~~003~~998,~~869~~259 shares of common stock, $0.001 par value, outstanding as of ~~August~~February 69, ~~2025~~2026.

PHENIXFIN CORPORATION

TABLE OF CONTENTS

		Page
PART I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Assets and Liabilities as of June 30, 2025 (unaudited) and September 30, 2024		1
Consolidated Statements of Assets and Liabilities as of December 31, 2025 (unaudited) and September 30, 2025		1
Consolidated Statements of Operations for the three and nine months ended June 30, 2025 and 2024 (unaudited)		2
Consolidated Statements of Operations for the three months ended December 31, 2025 and 2024 (unaudited)		2
Consolidated Statements of Changes in Net Assets for the three and nine months ended June 30, 2025 and 2024 (unaudited)		3
Consolidated Statements of Changes in Net Assets for the three months ended December 31, 2025 and 2024 (unaudited)		3
Consolidated Statements of Cash Flows for the nine months ended June 30, 2025 and 2024 (unaudited)		4
Consolidated Statements of Cash Flows for the three months ended December 31, 2025 and 2024 (unaudited)		4
Consolidated Schedules of Investments as of June 30, 2025 (unaudited) and September 30, 2024		5
Consolidated Schedules of Investments as of December 31, 2025 (unaudited) and September 30, 2025		5
Notes to Consolidated Financial Statements (unaudited)		1617
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		3941
Item 3. Quantitative and Qualitative Disclosures About Market Risk		5554
Item 4. Controls and Procedures		55
Part II. Other Information		56
Item 1. Legal Proceedings		56
Item 1A. Risk Factors		56
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		56
Item 3. Defaults Upon Senior Securities		56
Item 4. Mine Safety Disclosures		56
Item 5. Other Information		56
Item 6. Exhibits		57
SIGNATURES		60

PHENIXFIN CORPORATION

Consolidated Statements of Assets and Liabilities

	June 30, 2025 (Unaudited)			September 30, 2024
	December 31, 2025 (Unaudited)			September 30, 2025
Assets:
Investments at fair value
Non-controlled, non-affiliated investments (amortized cost of $158,364,341 and $143,179,354 respectively)	$	159,391,606		$	142,233,426
Non-controlled, non-affiliated investments (amortized cost of $138,028,011 and $139,342,491, respectively)	$	139,235,510		$	145,280,169
Affiliated investments (amortized cost of $10,008,289 and $20,564,242, respectively)		11,592,334			14,750,785
Affiliated investments (amortized cost of $37,022,913 and $35,390,223, respectively)		36,675,568			35,381,405
Controlled investments (amortized cost of $150,432,462 and $97,016,429, respectively)		123,454,891			70,931,647
Controlled investments (amortized cost of $149,859,961 and $149,656,451, respectively)		119,728,486			121,610,914
Total Investments at fair value		~~294~~295,~~438~~639,~~831~~564			~~227~~302,~~915~~272,~~858~~488
Cash and cash equivalents		73,~~270~~406,~~519~~847			677,~~571~~289,~~559~~371
Receivables:
Interest receivable		1,~~135~~036,~~646~~662			1,~~313~~203,~~598~~404
Other receivable		~~16,640~~-			6544,~~838~~971
Dividends receivable		-229,046			2342,~~468~~950
Deferred financing costs		1,458,777			760,680
Other assets		2,642,679			2,746,775
Due from Affiliate		1,101,599			90,500
Deferred tax asset, net		852,570			1,234,847
Deferred tax asset, net		953,505			887,099
Deferred financing costs		1,308,020			1,384,767
Other assets		298,155			1,066,323
Due from Affiliate		301,595			572,331
Prepaid share repurchase		~~101~~42,~~115~~076			~~101~~96,~~115~~342
Receivable for investments sold		351,~~445~~922,102			221,~~955,775~~549
Total Assets	$	~~306~~307,~~810~~381,~~232~~161		$	~~302~~316,~~751~~909,~~813~~795
Liabilities:
Credit facility and notes payable (net of debt issuance costs of $1,234,485 and $1,510,815, respectively)	$	144,918,632		$	135,723,636
Credit facility and notes payable (net of debt issuance costs of $946,653 and $1,141,393, respectively)	$	146,544,966		$	148,011,724
Accounts payable and accrued expenses		31,~~300~~063,~~818~~658			54,~~570~~226,~~150~~889
Interest and fees payable		1,213,024			768,043
Other liabilities		2,481,418			2,439,405
Other liabilities		190,743			294,063
Interest and fees payable		1,158,816			1,187,574
Deferred tax liability, net		340,531			-
Taxes payable		178,690			137,538
Due to Affiliate		~~152~~132,365			88132,~~148~~365
Total Liabilities		~~150~~151,~~116~~559,~~113~~913			~~142~~156,~~444~~135,~~040~~495
Commitments and Contingencies (see Note 8)
Net Assets:
Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 2,003,869 and 2,019,778 common shares outstanding, respectively		2,004			2,020
Common Shares, $0.001 par value; 5,000,000 shares authorized; 2,723,709 shares issued; 1,999,634 and 2,003,769 common shares outstanding, respectively		2,000			2,004
Capital in excess of par value		704,~~113~~457,~~672~~776			704,~~909~~640,~~588~~648
Total distributable earnings (loss)		(~~547~~548,~~421~~638,~~557~~528	)		(~~544~~543,~~603~~868,~~835~~352	)
Total Net Assets		~~156~~155,~~694~~821,~~119~~248			160,~~307~~774,~~773~~300
Total Liabilities and Net Assets	$	~~306~~307,~~810~~381,~~232~~161		$	~~302~~316,~~751~~909,~~813~~795
Net Asset Value Per Common Share	$	7877.2092		$	7980.3724

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

PHENIXFIN CORPORATION

Consolidated Statements of Operations

(Unaudited)

	For the Three Months Ended June 30,						For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025			2024			~~2025~~			~~2024~~
Interest Income:
Interest from investments
Non-controlled, non-affiliated investments:
Cash	$	32,~~758~~351,~~928~~244		$	2,~~971~~824,~~965~~594		$	~~9,708,993~~		$	~~7,605,006~~
Payment in-kind		~~213~~234,~~590~~383			~~231~~354,~~113~~681			~~832,055~~			~~412,317~~
Affiliated investments:
Cash		-838,583			~~10,682~~-			-			~~742,858~~
Controlled investments:
Payment in-kind		-			-
Cash		607,929			650,244			1,822,914			1,230,510
Controlled investments:
Payment in-kind		-			334,398			-			603,229
Cash		445,684			588,195
Total interest income		4,580,447			4,198,402			12,363,962			10,593,920
Payment in-kind		-			-
Dividend income
Total interest income		3,869,894			3,767,470
Non-controlled, non-affiliated investments		247,322			531,151			1,221,852			1,963,744
Dividend income
Affiliated investments		-			-			254,231			-
Non-controlled, non-affiliated investments		795,867			596,298
Controlled investments		617,056			982,903			3,597,022			3,216,298
Affiliated investments		-			142,495
Total dividend income		864,378			1,514,054			5,073,105			5,180,042
Controlled investments		1,751,275			1,399,350
Interest from cash and cash equivalents		27,804			147,127			132,557			387,501
Total dividend income		2,547,142			2,138,143
Fee income (see Note 9)		684,330			375,363			822,841			453,988
Interest from cash and cash equivalents		55,366			227,032
Other income		-			-			-			22
Fee income (see Note 9)		187,833			11,064
Total Investment Income		6,156,959			6,234,946			18,392,465			16,615,473
Other income		-			72,774
Expenses:
Total Investment Income		6,660,235			6,216,483
Interest and financing expenses		2,660,472			1,721,767			7,785,246			4,831,180
Expenses:
Salaries and benefits		1,237,767			1,514,872			3,451,438			4,464,372
Interest and financing expenses		2,432,335			2,545,811
Professional fees, net		304,540			432,416			1,300,518			1,133,120
Salaries and benefits		969,173			1,028,617
General and administrative expenses		398,494			226,903			928,026			862,740
Professional fees, net		389,940			418,013
Directors fees		204,000			187,500			612,000			562,500
General and administrative expenses		360,485			221,793
Administrator expenses (see Note 6)		106,740			75,351			303,924			210,753
Directors fees		204,000			204,000
Insurance expenses		87,460			95,983			262,379			290,433
Administrator expenses (see Note 6)		102,061			84,355
Total expenses		4,999,473			4,254,792			14,643,531			12,355,098
Insurance expenses		75,634			88,421
Net Investment Income		1,157,486			1,980,154			3,748,934			4,260,375
Total expenses		4,533,628			4,591,010
Realized and unrealized gains (losses) on investments
Net Investment Income		2,126,607			1,625,473
Net realized gains (losses):
Realized and unrealized gains (losses) on investments
Non-controlled, non-affiliated investments		(1,665,458	)		155,419			(1,561,801	)		585,977
Net realized gains (losses):
Affiliated investments		(10,320,353	)		-			(10,320,353	)		(1,991,456	)
Non-controlled, non-affiliated investments		692,220			1,168,670
Controlled investments		-			8,542,831			-			8,542,831
Affiliated investments		1,384			-
Total net realized gains (losses)		(11,985,811	)		8,698,250			(11,882,154	)		7,137,352
Controlled investments		-			-
Net change in unrealized gains (losses):
Total net realized gains (losses)		693,604			1,168,670
Non-controlled, non-affiliated investments		(18,517	)		1,823,185			1,973,193			4,984,195
Net change in unrealized gains (losses):
Affiliated investments		8,379,055			73,960			7,397,502			4,787,878
Non-controlled, non-affiliated investments		(4,730,179	)		808,538
Controlled investments		914,813			(9,966,938	)		(892,789	)		(8,655,048	)
Affiliated investments		(338,527	)		(889,186	)
Total net change in unrealized gains (losses)		9,275,351			(8,069,793	)		8,477,906			1,117,025
Controlled investments		(2,085,938	)		(249,338	)
Deferred tax benefit (expense)		55,511			-			(274,125	)		-
Total net change in unrealized gains (losses)		(7,154,644	)		(329,986	)
Total realized and unrealized gains (losses)		(2,654,949	)		628,457			(3,678,373	)		8,254,377
Deferred tax benefit (expense)		(423,429	)		-
Net Increase (Decrease) in Net Assets Resulting from Operations	$	(1,497,463	)	$	2,608,611		$	70,561		$	12,514,752
Loss on Extinguishment of Debt (see Note 5)		(12,314	)		-
Weighted average basic and diluted earnings per common share	$	(0.74	)	$	1.29		$	0.03		$	6.11
Total realized and unrealized gains (losses)		(6,896,783	)		838,684
Weighted average common shares outstanding - basic and diluted (see Note 11)		2,017,330			2,019,786			2,018,962			2,047,127
Net Increase (Decrease) in Net Assets Resulting from Operations	$	(4,770,176	)	$	2,464,157
Weighted average basic and diluted earnings per common share	$	(2.38	)	$	1.22
Weighted average common shares outstanding - basic and diluted (see Note 11)		2,001,470			2,019,778

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

PHENIXFIN CORPORATION

Consolidated Statements of Changes in Net Assets

(Unaudited)

	Common Stock									Total ~~Distributable~~
	Shares			Par Amount			Capital in Excess of Par Value			Distributable Earnings/(Loss)			Total Net Assets
Balance at March 31, 2024		2,020,490		$	2,021		$	692,472,513		$	(538,202,637	)	$	154,271,897
Balance at September 30, 2024		2,019,778		$	2,020		$	704,909,588		$	(544,603,835	)	$	160,307,773
OPERATIONS
Net investment income (loss)		-			-			-			1,~~980~~625,~~154~~473			1,~~980~~625,~~154~~473
Net realized gains (losses) on investments		-			-			-			81,~~698~~168,~~250~~670			81,~~698~~168,~~250~~670
Net change in unrealized appreciation (depreciation) on investments		-			-			-			(8329,~~069,793~~986	)		(8329,~~069,793~~986	)
CAPITAL SHARE TRANSACTIONS
Total Increase (Decrease) in Net Assets		-			-			-			2,464,157			2,464,157
Distributions declared		-			-			-			(2,645,925	)		(2,645,925	)
Balance at December 31, 2024		2,019,778		$	2,020		$	704,909,588		$	(542,139,678	)	$	162,771,930
Repurchase of common shares		(712	)		-			(31,180	)		-			(31,180	)
Balance at September 30, 2025		2,003,769		$	2,004		$	704,640,648		$	(543,868,352	)	$	160,774,300
Total Increase (Decrease) in Net Assets		(712	)		-			(31,180	)		(37,314	)		(68,494	)
Balance at June 30, 2024		2,019,778		$	2,021		$	692,441,333		$	(538,239,951	)	$	154,203,403
Balance at March 31, 2025		2,019,778		$	2,020		$	704,909,588		$	(545,924,094	)	$	158,987,514
OPERATIONS
Net investment income (loss)		-			-			-			12,~~157~~126,~~486~~607			12,~~157~~126,~~486~~607
Net realized gains (losses) on investments		-			-			-			~~(11~~693,~~985,811~~604	)		~~(11~~693,~~985,811~~604	)
Net change in unrealized appreciation (depreciation) on investments		-			-			-			9(7,~~275~~154,~~351~~644	)		9(7,~~275~~154,~~351~~644	)
Deferred tax benefit (expense)		-			-			-			55(423,~~511~~429	)		55(423,~~511~~429	)
Loss on Extinguishment of Debt (see Note 5)		-			-			-			(12,314	)		(12,314	)
CAPITAL SHARE TRANSACTIONS
Repurchase of common shares		(15,909	)		(16	)		(795,916	)		-			(795,932	)
Distributions declared		-			-			-			-			-
Total Increase (Decrease) in Net Assets		(15,909	)		(16	)		(795,916	)		(1,497,463	)		(2,293,395	)
Repurchase of common shares		(4,135	)		(4	)		(182,872	)		-			(182,876	)
Balance at June 30, 2025		2,003,869		$	2,004		$	704,113,672		$	(547,421,557	)	$	156,694,119
Total Increase (Decrease) in Net Assets		(4,135	)		(4	)		(182,872	)		(4,770,176	)		(4,953,052	)
Balance at September 30, 2023		2,073,713		$	2,074		$	694,812,239		$	(548,108,778	)	$	146,705,535
Balance at December 31, 2025		1,999,634		$	2,000		$	704,457,776		$	(548,638,528	)	$	155,821,248
OPERATIONS
Net investment income (loss)		-			-			-			4,260,375			4,260,375
Net realized gains (losses) on investments		-			-			-			7,137,352			7,137,352
Net change in unrealized appreciation (depreciation) on investments		-			-			-			1,117,025			1,117,025
Total Increase (Decrease) in Net Assets
CAPITAL SHARE TRANSACTIONS
Distributions declared		-			-			-			(2,645,925	)		(2,645,925	)
Repurchase of common shares		(53,935	)		(53	)		(2,370,906	)		-			(2,370,959	)
Total Increase (Decrease) in Net Assets		(53,935	)		(53	)		(2,370,906	)		9,868,827			7,497,868
Balance at June 30, 2024		2,019,778		$	2,021		$	692,441,333		$	(538,239,951	)	$	154,203,403
Balance at September 30, 2024		2,019,778		$	2,020		$	704,909,588		$	(544,603,835	)	$	160,307,773
OPERATIONS
Net investment income (loss)		-			-			-			3,748,934			3,748,934
Net realized gains (losses) on investments		-			-			-			(11,882,154	)		(11,882,154	)
Net change in unrealized appreciation (depreciation) on investments		-			-			-			8,477,906			8,477,906
Deferred tax benefit (expense)		-			-			-			(274,125	)		(274,125	)
CAPITAL SHARE TRANSACTIONS
Distributions declared		-			-			-			(2,888,283	)		(2,888,283	)
Repurchase of common shares		(15,909	)		(16	)		(795,916	)		-			(795,932	)
Total Increase (Decrease) in Net Assets		(15,909	)		(16	)		(795,916	)		(2,817,722	)		(3,613,654	)
Balance at June 30, 2025		2,003,869		$	2,004		$	704,113,672		$	(547,421,557	)	$	156,694,119

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

PHENIXFIN CORPORATION

Consolidated Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025			2024
Cash Flows from Operating Activities:
Net increase (decrease) in net assets resulting from operations	$	70(4,~~561~~770,176	)	$	122,~~514~~464,~~752~~157
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Proceeds from sale and settlements of investments		9019,~~769~~626,~~387~~030			8729,~~901~~987,~~740~~278
Purchases, originations and participations		(~~159~~18,~~511~~994,~~135~~714	)		(85100,~~486~~920,~~774~~720	)
Investment increases due to payment-in-kind interest		(~~832~~234,~~055~~383	)		(1354,~~015,546~~681	)
Net amortization of premium (discount) on investments		(~~353~~225,~~418~~049	)		(~~365~~51,~~717~~729	)
Amortization of debt issuance cost		~~276~~194,~~330~~741			~~249~~92,~~913~~999
Amortization of deferred financing cost		~~482~~76,~~673~~746			~~339~~177,~~587~~426
Net realized (gains) losses from investments		11(693,~~882,154~~604	)		(71,~~137~~168,~~352~~670	)
Net unrealized (gains) losses on investments		(87,~~477~~154,~~906~~644	)		(1329,~~117,025~~986	)
(Increase) decrease in operating assets:
Interest receivable		~~177~~166,~~952~~742			~~(744,169~~78	)
Other receivable		4944,~~198~~971			~~(174~~49,~~559~~198	)
Dividends receivable		23(186,~~468~~096	)		(5482,~~226~~336	)
Due from affiliate		(1270,~~011,099~~736	)		(41950,~~964~~012	)
Other assets		~~768~~104,~~168~~096			~~422~~551,~~435~~693
Prepaid share repurchase		-54,266			~~97,904~~-
Receivable for investments sold		2(1,~~920~~900,~~330~~553	)		32,~~940~~913,~~175~~878
Provision for deferred taxes on unrealized appreciation/(depreciation) on investments		~~274~~382,~~125~~277			-
Increase (decrease) in operating liabilities:
Accounts payable and accrued expenses		(23,~~269~~163,~~332~~231	)		~~722~~(3,~~418~~178,720	)
Interest and fees payable		~~444~~(28,~~981~~758	)		~~(170~~261,~~341~~291	)
Other liabilities		~~(103~~42,~~320~~013	)		(~~105~~37,~~653~~637	)
Deferred revenue		-			(421,685	)
Due to Affiliate		-			(41,153	)
Due to Affiliate		64,217			183,548
Payable for investments purchased		-			3,688,247
Payable for investments purchased		-			(2,288,228	)
Taxes payable		41,152
Administrator expenses payable		-			143,936
Net cash provided by (used in) operating activities		(2,038,150	)		(66,269,427	)
Net cash provided by (used in) operating activities		(64,354,721	)		7,393,169
Cash Flows from Financing Activities:
Debt issuance		~~36,918,666~~-			21,~~971~~527,~~498~~047
Paydowns on debt		(281,~~000~~661,~~000~~498	)		(2115,~~178~~600,~~988~~000	)
Debt issuance costs paid		-			(994	)
Deferred financing costs		-			(42,069	)
Deferred financing costs		(1,180,770	)		(289,505	)
Repurchase of common shares		(182,876	)		-
Distributions paid to shareholders		(2,888,283	)		(2,645,925	)
Net cash provided by (used in) financing activities		(1,844,374	)		5,884,978
Repurchase of common shares		(795,932	)		(2,370,959	)
Net increase (decrease) in cash and cash equivalents		(3,882,524	)		(60,384,449	)
Net cash provided by (used in) financing activities		4,053,681			(4,514,873	)
Cash and cash equivalents, beginning of period		7,289,371			67,571,559
Net increase (decrease) in cash and cash equivalents		(60,301,040	)		2,878,296
Cash and cash equivalents, end of period	$	3,406,847		$	7,187,110
Cash and cash equivalents, beginning of period		67,571,559			5,988,223
Cash and cash equivalents, end of period	$	7,270,519		$	8,866,519
Supplemental information:
Interest paid during the period	$	62,~~418~~293,~~876~~860		$	41,~~365~~982,~~399~~478
Non-cash purchase of investments	$	12,665,596		$	45,900,000
Non-cash sale of investments	$	12,665,596		$	45,900,000

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~June~~December 3031, 2025

(Unaudited)

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
Non-Controlled/Non-Affiliated Investments:
Advocates for Disabled Vets, LLC (dba Reps for Vets)	Services: Consumer	12% Senior Secured First Lien Term Loan	3/7/2030		$	8,966,250			$	8,796,931			$	8,786,925				5.60	%
Adamas Trust, Inc.(11)	Real Estate	Equity - 167,876 Class E Preferred Units(13)(24)						167,876			$	4,203,020			$	4,143,180				2.65	%
		Equity - 3,375,000 Units(21)				3,375,000				3,375,000				3,375,000				2.14	%
		Equity - 17,243 Class F Preferred Units(13)(18)						17,243				375,635				385,898				0.25	%
						12,341,250				12,171,931				12,161,925				7.74	%
								185,119				4,578,655				4,529,078				2.90	%
Altisource S.A.R.L.(11)	Services: Business	Senior Secured First Lien Term Loan B (SOFR + CSA + 6.50%)(14)(20)(24)(27)	~~4/30/2030~~	4/30/2030		~~8,054,585~~		8,026,850		~~8,309,343~~		8,616,683		~~7,883,425~~		8,307,790		~~5.02~~	%	5.33	%
		Equity - 547,180 Units(13)(21)				~~547,180~~		547,180		~~3,327,909~~		3,327,909		~~4,667,445~~		3,802,901		~~2.97~~	%	2.44	%
		Warrants(13)(21)	~~4/2/2029~~	4/2/2029		~~111,343~~		111,343		~~647,105~~		647,105		~~56,784~~		45,651		~~0.04~~	%	0.03	%
		Warrants(13)(21)	~~4/30/2032~~	4/30/2032		~~111,343~~		111,343		~~622,110~~		622,110		~~55,672~~		36,743		~~0.04~~	%	0.02	%
						8,824,451				12,906,467				12,663,326				8.07	%
								8,796,716				13,213,807				12,193,085				7.82	%
Boostability Seotowncenter, Inc.	Services: Business	Equity - 833,152 Common Units(21)				833,152				66,475				-				0.00	%
Arora Engineers, LLC	Construction & Building	First Lien Term Loan (SOFR + 6.75%, 0.25% PIK, 3.00% Floor)(23)		12/30/2030				9,750,000				9,555,000				9,555,000				6.13	%
						833,152				66,475				-				0.00	%
Jacmel Arora, LLC		Equity - 3,150,000 Preferred Units(21)						3,150,000				3,055,500				3,055,500				1.96	%
CB&L Associates Holdco I, LLC(11)	Real Estate	First Lien Term Loan (SOFR + CSA + 2.75%, 1.00% Floor)(14)(20)(23)	11/1/2025			2,929,278				2,460,845				2,746,198				1.75	%
								12,900,000				12,610,500				12,610,500				8.09	%
						2,929,278				2,460,845				2,746,198				1.75	%
Boostability Seotowncenter, Inc.	Services: Business	Equity - 833,152 Common Units(21)						833,152				66,475				-				0.00	%
Chimera Investment Corp.(11)	Real Estate	Equity - 151,710 Class C Preferred Units(13)(15)				151,710				3,635,972				3,424,095				2.19	%
								833,152				66,475				-				0.00	%
		Equity - 26,133 Class B Preferred Units(13)(24)				26,133				635,531				638,168				0.41	%
Chimera Investment Corp.(11)	Real Estate	Equity - 151,710 Class C Preferred Units(13)(15)						151,710				3,635,972				3,235,974				2.08	%
						177,843				4,271,503				4,062,263				2.60	%
		Equity - 26,133 Class B Preferred Units(13)(24)						26,133				635,531				607,592				0.39	%
Compass Diversified Holdings(11)	Real Estate	Equity - 47,550 Series C Preferred Units(13)				47,550				810,616				896,318				0.57	%
								177,843				4,271,503				3,843,566				2.47	%
						47,550				810,616				896,318				0.57	%
Compass Diversified Holdings(11)	Real Estate	Equity - 92,958 Series C Preferred Units(13)(28)						92,958				1,570,139				1,687,188				1.08	%
Copper Property CTL Pass Through Trust	Real Estate	Equity Certificates(13)				637,795				7,200,434				7,902,280				5.04	%
								92,958				1,570,139				1,687,188				1.08	%
						637,795				7,200,434				7,902,280				5.04	%
Copper Property CTL Pass Through Trust	Real Estate	Equity Certificates(13)						637,795				7,072,025				7,175,194				4.60	%
First Brands Group, LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 5.00%, 1.00% Floor)(14)(20)(24)	3/30/2027			3,849,246				3,849,246				3,632,726				2.32	%
								637,795				7,072,025				7,175,194				4.60	%
						3,849,246				3,849,246				3,632,726				2.32	%
Innovate Corp.(11)	Construction & Building	10.50% Senior Secured Notes(14)(29)		2/1/2027				4,558,125				4,022,788				3,914,290				2.51	%
Innovate Corp.(11)	Construction & Building	8.50% Senior Secured Notes(14)	2/1/2026			4,250,000				3,714,663				3,758,594				2.40	%
								4,558,125				4,022,788				3,914,290				2.51	%
						4,250,000				3,714,663				3,758,594				2.40	%
Invesco Mortgage Capital, Inc.(11)	Real Estate	Equity - 180,000 Common Units(13)						180,000				1,411,789				1,513,800				0.97	%
NGS-WCS Group Holdings	Construction & Building	Senior Secured First Lien Term Loan B (SOFR + 4.75%, 0.50% Floor)(23)	5/31/2030			990,000				985,746				999,900				0.64	%
								180,000				1,411,789				1,513,800				0.97	%
JFL-NGS-WCS Partners, LLC		Equity - 10,000,000 Units(21)				10,000,000				10,000,000				11,300,000				7.21	%
						10,990,000				10,985,746				12,299,900				7.85	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~June~~December 3031, 2025

(Unaudited)

Company(1)	Industry	Type of Investment	Maturity			~~Par Amount/ Shares/Units(2)~~	Par Amount/ Shares/Units(2)			~~Amortized Cost(3)~~	Amortized Cost(3)			~~Fair Value(4)~~	Fair Value(4)		~~% of Net Assets(5)~~	% of Net Assets(5)
Kemmerer Operations, LLC	Metals & Mining	Senior Secured First Lien Term Loan (SOFR + 5.00%)(24)	12/31/2028		$	8,762,782			$	8,762,782			$	8,762,782			5.59	%
NGS-WCS Group Holdings	Construction & Building	Senior Secured First Lien Term Loan B (SOFR + 4.75%, 0.50% Floor)(23)		5/31/2030				984,882				980,983				994,850			0.64	%
						8,762,782				8,762,782				8,762,782			5.59	%
JFL-NGS-WCS Partners, LLC		Equity - 10,000,000 Units(21)						10,000,000				10,000,000				12,600,000			8.09	%
Lucky Bucks, LLC	Consumer Discretionary	Priority Second Out Term Loan (SOFR + CSA + 7.50%, 5.00% PIK, 1.00% Floor)(20)(23)	10/2/2029			2,130,294				1,984,373				2,130,294			1.36	%
								10,984,882				10,980,983				13,594,850			8.73	%
		Priority First Out Exit Term Loan (SOFR + CSA + 7.50%, 1.00% Floor)(20)(23)	10/2/2028			1,518,155				1,414,130				1,518,155			0.97	%
Kemmerer Operations, LLC	Metals & Mining	Senior Secured First Lien Term Loan (SOFR + 5.00%)(24)		12/31/2028				6,762,782				6,762,782				6,762,782			4.34	%
LB NewHoldCo, LLC		Equity - 230,739 Membership Units(21)				230,739				449,393				1,506,726			0.96	%
								6,762,782				6,762,782				6,762,782			4.34	%
						3,879,188				3,847,896				5,155,175			3.29	%
Lucky Bucks, LLC (dba Arc Gaming & Technologies LLC)	Consumer Discretionary	Priority Second Out Term Loan (SOFR + CSA + 7.50%, 5.00% PIK, 1.00% Floor)(20)(25)		10/2/2029				2,165,782			$	2,020,575			$	2,014,177			1.29	%
MB Precision Investment Holdings LLC	Aerospace & Defense	Senior Secured First Lien Term Loan(SOFR + CSA + 8.00%, 4.00% Floor)(20)(24)(27)	9/30/2028			6,864,930				6,676,829				6,753,718			4.31	%
		Priority First Out Exit Term Loan (SOFR + CSA + 7.50%, 1.00% Floor)(20)(25)		10/2/2028				1,510,449				1,406,952				1,510,449			0.97	%
		Senior Secured First Lien Revolver(SOFR + CSA + 8.00%, 4.00% Floor)(8)(20)(24)(27)	9/30/2028			1,605,629				1,561,736				1,582,032			1.01	%
LB NewHoldCo, LLC		Equity - 230,739 Membership Units(21)						230,739				449,393				955,259			0.61	%
		Equity - Class E Preferred Units(21)(27)				3,909,018				2,966,331				2,750,972			1.76	%
								3,906,970				3,876,920				4,479,885			2.87	%
		Warrants(21)				3,380,282				827,409				690,592			0.44	%
MFA Financial, Inc.(11)	Real Estate	Equity - 114,695 Class C Preferred Units(13)(24)						114,695				2,800,579				2,617,340			1.68	%
						15,759,859				12,032,305				11,777,314			7.512	%
		Equity - 120,000 Common Units(13)						120,000				1,175,317				1,117,200			0.72	%
MFA Financial, Inc.(11)	Real Estate	Equity - 114,695 Class C Preferred Units(13)(24)				114,695				2,800,579				2,697,626			1.72	%
								234,695				3,975,896				3,734,540			2.40	%
						114,695				2,800,579				2,697,626			1.72	%
Onity Group Inc.(11)	Real Estate	Equity - 200,000 Preferred Units(28)						200,000				3,925,000				4,060,000			2.61	%
Neptune Bidco US, Inc. (dba Nielsen)	Media: Broadcasting & Subscription	First Lien Term Loan (SOFR + CSA + 5.00%, 0.50% Floor)(14)(20)(24)	4/11/2029			2,974,722				2,793,701				2,803,675			1.79	%
								200,000				3,925,000				4,060,000			2.61	%
		9.29% Senior Secured Note(14)	4/15/2029			4,000,000				3,676,250				3,872,500			2.47	%
PHH Mortgage Corp.	Real Estate	9.875% Senior Secured Note(14)		11/1/2029				2,500,000				2,343,050				2,581,250			1.66	%
						6,974,722				6,469,951				6,676,175			4.26	%
								2,500,000				2,343,050				2,581,250			1.66	%
New York Mortgage Trust, Inc.(11)	Real Estate	Equity - 221,469 Class E Preferred Units(13)(24)				221,469				5,510,240				5,437,064			3.47	%
Power Stop LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 4.75%, 0.50% Floor)(14)(20)(24)		1/26/2029				9,678,741				8,483,567				8,033,355			5.16	%
		Equity - 17,243 Class F Preferred Units(13)(18)				17,243				375,635				364,689			0.23	%
								9,678,741				8,483,567				8,033,355			5.16	%
						238,712				5,885,875				5,801,753			3.70	%
PREIT Associates	Real Estate	Senior Secured First Lien Term Loan (SOFR + 7.00%)(14)(23)		4/1/2029				56,201				55,077				56,763			0.04	%
PHH Mortgage Corp.	Real Estate	9.875% Senior Secured Note(14)	11/1/2029			2,500,000				2,343,050				2,475,000			1.58	%
		Senior Secured Revolving Note (SOFR + 5.50%)(8)(23)		12/31/2028				73,083				72,230				71,982			0.05	%
						2,500,000				2,343,050				2,475,000			1.58	%
								129,284				127,307				128,745			0.09	%
Power Stop LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 4.75%, 0.50% Floor)(14)(20)(24)	1/26/2029			8,922,908				7,928,883				6,658,720			4.25	%
PSB Group, LLC	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 6.50%, 1.00% Floor)(23)		4/17/2030				5,692,279				5,666,821				5,692,279			3.65	%
						8,922,908				7,928,883				6,658,720			4.25	%
		Senior Secured First Lien Revolver (SOFR + 6.50%, 1.00% Floor)(8)(12)(23)		4/17/2030				293,137				293,137				293,137			0.19	%
PREIT Associates	Real Estate	Senior Secured First Lien Term Loan (SOFR + CSA + 7.00%)(14)(20)(23)	4/1/2029			69,297				67,911				68,604			0.04	%
								5,985,416				5,959,958				5,985,416			3.84	%
		Senior Secured Revolving Note (SOFR + CSA + 5.50%)(20)(23)	4/1/2029			42,653				41,800				42,227			0.03	%
						111,950				109,711				110,831			0.07	%
PSB Group, LLC	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 6.75%, 1.00% Floor)(23)	4/17/2030			5,720,956				5,693,197				5,720,956			3.65	%
		Senior Secured First Lien Revolver (SOFR + 6.75%, 1.00% Floor)(12)(23)	4/17/2030			-				-				-			0.00	%
						5,720,956				5,693,197				5,720,956			3.65	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~June~~December 3031, 2025

(Unaudited)

Company(1)	Industry	Type of Investment	Maturity			~~Par Amount/ Shares/Units(2)~~	Par Amount/ Shares/Units(2)			~~Amortized Cost(3)~~	Amortized Cost(3)			~~Fair Value(4)~~	Fair Value(4)		~~% of Net Assets(5)~~	% of Net Assets(5)
Redwood Trust Inc.(11)	Real Estate	Equity - 7185,~~417~~000 ~~Class~~Common ~~A Preferred~~ Units(13)~~(19)~~				~~7,417~~		185,000		~~182,468~~		1,127,150		~~187,724~~		1,023,050	~~0.12~~	%	0.66	%
						7,417				182,468				187,724			0.12	%
								185,000				1,127,150				1,023,050			0.66	%
SS Acquisition, LLC (dba Soccer Shots Franchising)	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 6.00%, 0.50% Floor)(24)	12/20/2029		$	13,503,571			$	13,434,844			$	13,386,090			8.54	%
Spotter Inc.	High Tech Industries	Equity - Series E-1 Preferred Stock(21)						51,786				750,005				804,237			0.52	%
		Senior Secured First Lien Revolver (SOFR + 6.00%, 1.00% Floor)(12)(24)	12/20/2029			-				-				-			0.00	%
		Equity – Series E-2-D Preferred Stock(21)						414,293				5,999,998				5,949,247			3.82	%
						13,503,571				13,434,844				13,386,090			8.54	%
								466,079				6,750,003				6,753,484			4.34	%
Stancor (dba Industrial Flow Solutions Holdings, LLC)	Services: Business	Equity - 358,867 Class A Units(21)				358,867				345,491				321,186			0.20	%
SS Acquisition, LLC (dba Soccer Shots Franchising)	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 5.75%, 1.00% Floor)(23)		12/20/2029				13,435,714				13,373,281				13,435,714			8.62	%
						358,867				345,491				321,186			0.20	%
		Senior Secured First Lien Revolver (SOFR + 5.75%, 1.00% Floor)(8)(12)(23)		12/20/2029				400,000				400,000				400,000			0.26	%
Spotter Inc.	High Tech Industries	Equity - Series D-1 Preferred Stock(21)				414,293				5,999,998				5,999,998			3.83	%
								13,835,714				13,773,281				13,835,714			8.88	%
						414,293				5,999,998				5,999,998			3.83	%
Stancor (dba Industrial Flow Solutions Holdings, LLC)	Services: Business	Equity - 358,867 Class A Units(21)						358,867				345,491				314,132			0.20	%
Staples, Inc.	Services: Consumer	First Lien Term Loan (SOFR + 5.75%, 0.50% Floor)(14)(24)	9/1/2029			3,970,000				3,834,349				3,657,363			2.33	%
								358,867				345,491				314,132			0.20	%
						3,970,000				3,834,349				3,657,363			2.33	%
Tamarix Capital Partners II, L.P.(11)	Banking	Fund Investment(8)(21)(22)						N/A				2,194,384				2,227,463			1.43	%
Tamarix Capital Partners II, L.P.(11)(22)	Banking	Fund Investment(8)(21)				N/A				1,746,049				1,649,842			1.05	%
								-				2,194,384				2,227,463			1.43	%
						-				1,746,049				1,649,842			1.05	%
Thryv Holdings, Inc.(11)	Media: Broadcasting & Subscription	Senior Secured First Lien Term Loan (SOFR + 6.75%, 1.00% Floor)(14)(23)		5/1/2029				2,025,000				2,010,248				2,009,813			1.29	%
Thryv Holdings, Inc.(11)	Media: Broadcasting & Subscription	Senior Secured First Lien Term Loan (SOFR + 6.75%, 1.00% Floor)(14)(23)	5/1/2029			2,100,000				2,082,899				2,113,125			1.35	%
								2,025,000				2,010,248				2,009,813			1.29	%
						2,100,000				2,082,899				2,113,125			1.35	%
WHI Global, LLC	Aerospace & Defense	Senior Secured Revolving Note (SOFR + CSA + 8.75%, 3.00% Floor)(8)(12)(20)(23)		4/17/2029				1,010,346				991,015				1,001,254			0.64	%
Wingman Holdings, Inc.	Aerospace & Defense	Senior Secured Revolving Note (SOFR + 8.75%, 3.00% Floor)(23)	4/17/2029			805,120				782,413				797,069			0.51	%
		Senior Secured First Lien Term Loan (SOFR + CSA + 8.75%, 3.00% Floor)(20)(23)		4/17/2029				12,338,760				12,232,187				12,227,711			7.85	%
		Senior Secured First Lien Term Loan (SOFR + 8.75%, 3.00% Floor)(23)	4/17/2029			12,400,920				12,281,619				12,276,911			7.83	%
		Equity - 350 Common Shares(21)						350				700,000				434,746			0.28	%
		Equity - 350 Common Shares(21)				350				700,000				387,436			0.25	%
								13,349,456				13,923,202				13,663,711			8.77	%
						13,206,390				13,764,032				13,461,416			8.59	%
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC)	Services: Consumer	First Out Term Loan (SOFR + 3.50%, 2.00% Floor)(24)	10/16/2028			624,904				629,557				624,904			0.40	%
		First Out Delayed Draw Term Loan (SOFR + 3.50%, 2.00% Floor)(24)	10/16/2028			31,455				34,262				31,456			0.02	%
		Last Out Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)	10/16/2028			1,863,568				1,858,155				1,858,909			1.19	%
		Last Out Delayed Draw Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)	10/16/2028			140,082				140,082				139,731			0.09	%
						2,660,009				2,662,056				2,655,000			1.70	%
Subtotal Non-Controlled/Non-Affiliated Investments						134,086,884			$	158,364,341			$	159,391,606			101.68	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~June~~December 3031, 2025

(Unaudited)

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
Affiliated Investments:(6)
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC)	Services: Consumer	First Out Term Loan (SOFR + 3.50%, 2.00% Floor)(24)		10/16/2028				612,189				617,329				596,884				0.38	%
FST Holdings Parent, LLC	High Tech Industries	Equity - 625,548 Class A Units(17)				625,548				10,008,289				11,592,334				7.40	%
		First Out Delayed Draw Term Loan (SOFR + 3.50%, 2.00% Floor)(24)		10/16/2028				30,950				31,933				30,176				0.02	%
						625,548				10,008,289				11,592,334				7.40	%
		Last Out Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)		10/16/2028				1,863,568				1,861,764				1,816,979				1.17	%
Subtotal Affiliated Investments						625,548			$	10,008,289			$	11,592,334				7.40	%
		Last Out Delayed Draw Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)		10/16/2028				140,082				140,082				136,580				0.09	%
Controlled Investments:(7)
								2,646,789				2,651,108				2,580,619				1.66	%
ECC Capital Corp.	Real Estate	Equity - 84,000,000 Units(13)(21)				84,000,000			$	4,257,002			$	6,468,000				4.13	%
Subtotal Non-Controlled/Non-Affiliated Investments								101,611,383			$	138,028,011			$	139,235,510				89.37	%
		Senior Secured Promissory Note (SOFR + 5.00%, 0.00% Floor)(24)	12/31/2031			7,422,012				7,422,012				7,422,012				4.74	%
Affiliated Investments:(6)
						91,422,012				11,679,014				13,890,012				8.87	%
Advocates for Disabled Vets, LLC (dba Reps for Vets)	Services: Consumer	12% Senior Secured First Lien Term Loan		3/7/2030				8,898,750			$	8,744,150			$	8,765,269				5.63	%
FlexFIN, LLC	Services: Business	Equity Interest				36,245,002				36,245,002				36,245,002				23.13	%
		Equity - 3,375,000 Units(21)						3,375,000				3,375,000				3,173,475				2.04	%
						36,245,002				36,245,002				36,245,002				23.13	%
								12,273,750				12,119,150				11,938,744				7.67	%
NSG Captive, Inc.	Insurance	Equity - 100,000 Units(9)(21)				100,000				49,255,076				48,428,501				30.91	%
FST Holdings Parent, LLC	High Tech Industries	Equity - 625,548 Class A Units(17)						625,548				10,008,289				10,955,183				7.03	%
						100,000				49,255,076				48,428,501				30.91	%
								625,548				10,008,289				10,955,183				7.03	%
NVTN LLC	Hotel, Gaming & Leisure	Senior Secured Revolving Note (SOFR + 7.00%, 2.00% Floor)(23)	12/31/2026			10,200,000				10,316,309				10,200,000				6.51	%
MB Precision Investment Holdings LLC	Aerospace & Defense	Senior Secured First Lien Term Loan (SOFR + CSA + 8.00%, 4.00% Floor)(20)(24)(27)		9/30/2028				6,800,282				6,674,395				6,392,265				4.10	%
		Senior Secured First Lien Term Loan B (AFR, 4.22%)(26)	12/31/2026			17,552,420				13,916,082				14,691,376				9.38	%
		Senior Secured Delayed Draw Term Loan (SOFR + CSA + 10.00%, 4.00% Floor)(8)(20)(24)(27)		10/1/2028				1,943,662				1,851,448				1,874,646				1.20	%
		Senior Secured First Lien Term Loan C (SOFR + 12.00% PIK, 2.00% Floor)(10)	12/31/2026			11,506,159				7,570,055				-				0.00	%
		Senior Secured First Lien Revolver (SOFR + CSA + 8.00%, 4.00% Floor)(8)(12)(20)(24)(27)		9/30/2028				2,193,797				2,164,305				2,062,170				1.32	%
		Equity - 1,000 Class A Units(21)				1,000				21,450,924				-				0.00	%
		Equity - Class E Preferred Units(21)(27)						4,313,067				3,377,917				2,949,060				1.89	%
						39,259,579				53,253,370				24,891,376				15.89	%
		Warrants - 2.28% of Outstanding Equity(21)						3,380,282				827,409				503,500				0.32	%
Subtotal Control Investments						167,026,593			$	150,432,462			$	123,454,891				78.80	%
								18,631,090				14,895,474				13,781,641				8.83	%
Total Investments, June 30, 2025						301,739,025			$	318,805,092			$	294,438,831				187.88	%
Subtotal Affiliated Investments								31,530,388			$	37,022,913			$	36,675,568				23.53	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~June~~December 3031, 2025

(Unaudited)

(1) Substantially all of our investments are domiciled in the United States. Certain investments also have international operations.

Company⁽¹⁾	Industry	Type of Investment	Maturity		Par Amount/ Shares/Units⁽²⁾		Amortized Cost⁽³⁾		Fair Value⁽⁴⁾		% of Net Assets⁽⁵⁾
Controlled Investments:⁽⁷⁾
ECC Capital Corp.	Real Estate	Equity - 84,000,000 Units(13)(21)				84,000,000	$	4,257,002	$	9,660,000		6.20	%
		Senior Secured Promissory Note (SOFR + 5.00%, 0.00% Floor)(24)		12/31/2031		6,997,012		6,997,012		6,997,012		4.49	%
						90,997,012		11,254,014		16,657,012		10.69	%

FlexFIN, LLC	Services: Business	Equity Interest				36,434,271		36,434,271		36,434,271		23.38	%
						36,434,271		36,434,271		36,434,271		23.38	%

NSG Captive, Inc.	Insurance	Equity - 100,000 Units(9)(21)				100,000		49,255,076		48,323,529		31.01	%
						100,000		49,255,076		48,323,529		31.01	%

NVTN LLC	Hotel, Gaming & Leisure	Senior Secured First Lien Term Loan D (SOFR + 7.00%, 2.00% Floor)(24)		12/31/2029		9,850,000		9,979,539		9,800,750		6.29	%
		Senior Secured First Lien Term Loan B (AFR)(26)		12/31/2029		17,552,420		13,916,082		8,512,924		5.46	%
		Senior Secured First Lien Term Loan C (SOFR + 12.00% PIK, 2.00% Floor)(10)		12/31/2029		11,506,159		7,570,055		-		0.00	%
		Equity - 1,000 Class A Units(21)				1,000		21,450,924		-		0.00	%
						38,909,579		52,916,600		18,313,674		11.75	%

Subtotal Control Investments						166,440,862	$	149,859,961	$	119,728,486		76.83	%

	Total Investments, December 31, 2025					299,582,633	$	324,910,885	$	295,639,564		189.73	%

(2) Par amount is presented for debt investments and the amount includes accumulated payment-in-kind (“PIK”) interest, as applicable, and is net of repayments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars (“$”) unless otherwise noted.

(3) Net unrealized depreciation for U.S. federal income tax purposes totaled $(24,366,261).

The tax cost basis of investments is $318,805,092 as of June 30, 2025.

The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.

(4) Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy (see Note 4).

(5) Percentage is based on net assets of $156,694,119 as of June 30, 2025.

(6) Affiliated Investments are defined by the 1940 Act as investments in companies in which the Company owns between 5% and 25% outstanding voting securities or is under common control with such portfolio company.

(7) Control Investments are defined by the Investment Company Act of 1940, as amended (the “1940 Act”), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.

(8) The investment has an unfunded commitment as of June 30, 2025 (see Note 8), and fair value includes the value of any unfunded commitments. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan.

(9) NSG Captive, Inc. owns 80% of National Security Group Holdings Inc.

(10) The investment was on non-accrual status as of June 30, 2025.

(11) The investment is not a qualifying asset as defined under Section 55(a) of 1940 Act, in a whole, or in part. As of June 30, 2025, non-qualifying assets represented 11.91% of total assets.

(12) This investment earns 0.50% commitment fee on all unused commitment as of June 30, 2025, and is recorded as a component of interest income on the Consolidated Statements of Operations.

(13) This investment represents a Level 1 security in the ASC 820 table as of June 30, 2025 (see Note 4).

(14) This investment represents a Level 2 security in the ASC 820 table as of June 30, 2025 (see Note 4).

(15) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 4.743% spread on 9/30/2025.

(16) Not in use

(17) The investment is held through PhenixFIN Investment Holdings FST, LLC.

(18) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 6.130% spread on 10/15/2026.

(19) The interest rate on this preferred equity is fixed-to-floating and will shift to a rate equal to the five-year US Treasury Rate plus a 6.278% spread on 4/15/2028.

(20) Credit Spread Adjustment (“CSA”)

(21) Non-income producing security.

(22) The investment is valued using NAV as a practical expedient.

(23) The interest rate on these securities is subject to 1 month SOFR, which as of June 30, 2025 was 4.32%

(24) The interest rate on these securities is subject to 3 month SOFR, which as of June 30, 2025 was 4.29%.

(25) Not in use

(26) The interest rate on these securities is subject to the monthly Applicable Federal Rate, which as of June 30, 2025 was 3.93%.

(27) The investment includes an exit fee that is receivable upon repayment of the loan. See Note 2 “Significant Accounting Policies.”

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of ~~September~~December 3031, ~~2024~~2025

Company(1)	Industry	Type of Investment	Maturity	Par Amount/ Shares/Units(2)		Amortized Cost(3)		Fair Value(4)		% of Net Assets(5)
Non-Controlled/Non-Affiliated Investments:
All Around Roustabout, LLC	Energy: Oil & Gas	Senior Secured First Lien Term Loan C	8/31/2026	$	350,000	$	196,411	$	350,000		0.22	%
					350,000		196,411		350,000		0.22	%
Altisource S.A.R.L.(11)	Services: Business	Senior Secured First Lien Term Loan B (SOFR + CSA + 5.00%, 3.75% PIK)(20)(24)	4/30/2025		14,004,684		11,029,605		9,565,199		5.97	%
		Warrants(21)	5/22/2027		97,899		-		82,725		0.05	%
					14,102,583		11,029,605		9,647,924		6.02	%
Arcline FM Holdings, LLC	Aerospace & Defense	First Lien Term Loans (SOFR + 4.50%, 0.75% Floor)(14)(25)	6/23/2028		2,658,987		2,571,184		2,660,649		1.66	%
					2,658,987		2,571,184		2,660,649		1.66	%
Blufox Mobile Services	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 9.50% + 4.00% PIK Toggle, 4.00% Floor)(23)	4/12/2028		7,111,139		7,047,816		7,111,139		4.44	%
					7,111,139		7,047,816		7,111,139		4.44	%
Boostability Seotowncenter, Inc.	Services: Business	Equity - 833,152 Common Units(21)			833,152		66,475		-		0.00	%
					833,152		66,475		-		0.00	%
CB&L Associates Holdco I, LLC(11)	Real Estate	First Lien Term Loan (SOFR + CSA+ 2.75%, 1.00% Floor)(14)(20)(23)	11/1/2025		5,384,063		4,541,408		5,034,099		3.14	%
					5,384,063		4,541,408		5,034,099		3.14	%
Chimera Investment Corp.(11)	Real Estate	Equity - 137,310 Class C Preferred Units(13)(15)			137,310		3,343,083		3,110,072		1.94	%
		Equity - 105,480 Class D Preferred Units(13)(24)			105,480		2,305,206		2,561,054		1.60	%
					242,790		5,648,289		5,671,126		3.54	%
Copper Property CTL Pass Through Trust	Real Estate	Equity Certificates(13)			637,795		7,678,355		7,664,893		4.78	%
					637,795		7,678,355		7,664,893		4.78	%
DirecTV Financing, LLC	Media: Broadcasting & Subscription	Senior Secured First Lien Term Loan (SOFR + CSA + 5.00%, 0.75% Floor)(14)(20)(23)	8/2/2027		3,639,523		3,641,793		3,639,523		2.27	%
		Senior Secured First Lien Term Loan (SOFR + CSA + 5.25%, 0.75% Floor)(14)(20)(23)	8/2/2029		932,500		921,969		916,764		0.57	%
					4,572,023		4,563,762		4,556,287		2.84	%
Epic Y-Grade Services, LP	Energy: Oil & Gas	First Lien Term Loan (SOFR + 5.75%, 0.00% Floor)(14)(23)	6/30/2029		4,000,000		3,906,938		3,982,500		2.48	%
					4,000,000		3,906,938		3,982,500		2.48	%

(Unaudited)

⁽¹⁾	Substantially all of our investments are domiciled in the United States. Certain investments also have international operations.
⁽²⁾	Par amount is presented for debt investments and the amount includes accumulated payment-in-kind (“PIK”) interest, as applicable, and is net of repayments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars (“$”) unless otherwise noted.
⁽³⁾	Net unrealized depreciation for U.S. federal income tax purposes totaled $(29,271,321).
	The tax cost basis of investments is $324,910,885 as of December 31, 2025.
	The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.
⁽⁴⁾	Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy (see Note 4).
⁽⁵⁾	Percentage is based on net assets of $155,821,248 as of December 31, 2025.
⁽⁶⁾	Affiliated Investments are defined by the 1940 Act as investments in companies in which the Company owns between 5% and 25% outstanding voting securities or is under common control with such portfolio company.
⁽⁷⁾	Control Investments are defined by the Investment Company Act of 1940, as amended (the “1940 Act”), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
⁽⁸⁾	The investment has an unfunded commitment as of December 31, 2025 (see Note 8), and fair value includes the value of any unfunded commitments. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan.
⁽⁹⁾	NSG Captive, Inc. owns 80% of National Security Group Holdings Inc.
⁽¹⁰⁾	The investment was on non-accrual status as of December 31, 2025.
⁽¹¹⁾	The investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act, in a whole, or in part. As of December 31, 2025, non-qualifying assets represented 13.25% of total assets.
⁽¹²⁾	This investment earns 0.50% commitment fee on all unused commitments as of December 31, 2025, and is recorded as a component of interest income on the Consolidated Statements of Operations.
⁽¹³⁾	This investment represents a Level 1 security in the ASC 820 table as of December 31, 2025 (see Note 4).
⁽¹⁴⁾	This investment represents a Level 2 security in the ASC 820 table as of December 31, 2025 (see Note 4).
⁽¹⁵⁾	The interest rate on this preferred equity is fixed-to-floating and shifted to 3 month SOFR plus a CSA of 0.262% plus a 4.743% spread on 9/30/2025.
⁽¹⁶⁾	Not in use.
⁽¹⁷⁾	The investment is held through PhenixFIN Investment Holdings FST, LLC.
⁽¹⁸⁾	The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 6.130% spread on 10/15/2026.
⁽¹⁹⁾	Not in use.
⁽²⁰⁾	Credit Spread Adjustment (“CSA”).
⁽²¹⁾	Non-income producing security.
⁽²²⁾	The investment is valued using NAV as a practical expedient.
⁽²³⁾	The interest rate on these securities is subject to 1 month SOFR, which as of December 31, 2025 was 3.69%.
⁽²⁴⁾	The interest rate on these securities is subject to 3 month SOFR, which as of December 31, 2025 was 3.65%.
⁽²⁵⁾	The interest rate on these securities is subject to 6 month SOFR, which as of December 31, 2025 was 3.57%.
⁽²⁶⁾	The interest rate on these securities is subject to the monthly Applicable Federal Rate (“AFR”), which as of December 31, 2025 was 3.60%.
⁽²⁷⁾	The investment includes an exit fee that is receivable upon repayment of the loan. See Note 2 “Significant Accounting Policies.”
⁽²⁸⁾	The interest rate on this preferred equity is 7.875%.
⁽²⁹⁾	For this investment, the 10/1/2025 and 2/1/2026 interest payments are payment-in-kind (“PIK”).

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of September 30, ~~2024~~2025

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
First Brands Group, LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 5.00%, 1.00% Floor)(14)(20)(24)	3/30/2027		$	3,879,397			$	3,879,397			$	3,830,905				2.39	%
Non-Controlled/Non-Affiliated Investments:
						3,879,397				3,879,397				3,830,905				2.39	%
Adamas Trust, Inc.(11)	Real Estate	Equity - 221,469 Class E Preferred Units(13)(24)					$	221,469			$	5,510,240			$	5,565,516				3.45	%
Franklin BSP Realty Trust, Inc.(11)	Real Estate	Equity - 66,107 Common Units(13)				66,107				907,782				863,357				0.54	%
		Equity - 17,243 Class F Preferred Units(13)(18)						17,243				375,635				392,278				0.24	%
						66,107				907,782				863,357				0.54	%
								238,712				5,885,875				5,957,794				3.69	%
Global Accessories Group, LLC	Consumer goods: Non-durable	Equity - 3.8% Membership Interest(21)				380				151,337				-				0.00	%
Altisource S.A.R.L.(11)	Services: Business	Senior Secured First Lien Term Loan B (SOFR + CSA + 6.50%)(14)(20)(24)(27)		4/30/2030				8,040,718				8,460,009				8,322,143				5.18	%
						380				151,337				-				0.00	%
		Equity - 547,180 Units(13)(21)						547,180				3,327,909				6,380,119				3.97	%
Innovate Corp.(11)	Construction & Building	8.50% Senior Secured Notes(14)	2/1/2026			4,250,000				3,714,663				3,392,031				2.12	%
		Warrants(13)(21)		4/2/2029				111,343				647,105				77,940				0.05	%
						4,250,000				3,714,663				3,392,031				2.12	%
		Warrants(13)(21)		4/30/2032				111,343				622,110				64,579				0.04	%
Invesco Mortgage Capital, Inc.(11)	Real Estate	Equity - 192,300 Class C Preferred Units(13)(16)				192,300				4,725,994				4,624,815				2.88	%
								8,810,584				13,057,133				14,844,781				9.24	%
						192,300				4,725,994				4,624,815				2.88	%
Boostability Seotowncenter, Inc.	Services: Business	Equity - 833,152 Common Units(21)						833,152				66,475				-				0.00	%
NGS-WCS Group Holdings	Construction & Building	Senior Secured First Lien Term Loan B (SOFR + 4.75%, 0.50% Floor)(23)	5/31/2030			997,500				992,748				1,002,488				0.63	%
								833,152				66,475				-				0.00	%
JFL-NGS-WCS Partners, LLC	Construction & Building	Equity - 10,000,000 Units(21)				10,000,000				10,000,000				12,700,000				7.92	%
CB&L Associates Holdco I, LLC(11)	Real Estate	First Lien Term Loan (SOFR + CSA + 2.75%, 1.00% Floor)(14)(20)(23)(29)		11/1/2025				2,879,525				2,419,049				2,753,546				1.71	%
						10,997,500				10,992,748				13,702,488				8.55	%
								2,879,525				2,419,049				2,753,546				1.71	%
Kemmerer Operations, LLC	Metals & Mining	Senior Secured First Lien Term Loan (SOFR + 5.00%, 0.00% Floor)(24)	12/31/2028			12,161,321				12,161,321				12,161,321				7.59	%
Chimera Investment Corp.(11)	Real Estate	Equity - 151,710 Class C Preferred Units(13)(15)						151,710				3,635,972				3,504,501				2.18	%
						12,161,321				12,161,321				12,161,321				7.59	%
		Equity - 26,133 Class B Preferred Units(13)(24)						26,133				635,531				629,544				0.39	%
Lighting Science Group Corporation	Containers, Packaging & Glass	Warrants - 0.62% of Outstanding Equity(21)				5,000,000				955,680				-				0.00	%
								177,843				4,271,503				4,134,045				2.57	%
						5,000,000				955,680				-				0.00	%
Compass Diversified Holdings(11)	Real Estate	Equity - 22,049 Series C Preferred Units(13)(28)						22,049				381,008				405,702				0.25	%
Lucky Bucks, LLC	Consumer Discretionary	Priority Second Out Term Loan(SOFR + CSA + 7.50%, 1.00% Floor)(20)(23)	10/2/2029			1,351,031				1,324,010				1,351,031				0.84	%
								22,049				381,008				405,702				0.25	%
		Priority First Out Exit Term Loan(SOFR + CSA + 7.50%, 1.00% Floor)(20)(23)	10/2/2028			684,370				621,820				684,370				0.43	%
Copper Property CTL Pass Through Trust	Real Estate	Equity Certificates(13)						637,795				7,200,434				7,915,036				4.92	%
LB NewHoldCo, LLC		Equity - 180,739 Membership Units(21)				180,739				174,393				1,420,305				0.89	%
								637,795				7,200,434				7,915,036				4.92	%
						2,216,140				2,120,223				3,455,706				2.16	%
Franklin BSP Realty Trust, Inc.(11)	Real Estate	Equity - 50,000 Common Units(13)						50,000				498,155				543,000				0.34	%
McKissock Investment Holdings, LLC (dba Colibri)	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + CSA + 5.00%, 0.75% Floor)(14)(20)(24)	3/10/2029			4,874,543				4,840,100				4,868,450				3.04	%
								50,000				498,155				543,000				0.34	%
						4,874,543				4,840,100				4,868,450				3.04	%
Innovate Corp.(11)	Construction & Building	10.50% Senior Secured Notes(14)		2/1/2027				4,558,125				4,022,788				4,033,941				2.51	%
								4,558,125				4,022,788				4,033,941				2.51	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of September 30, ~~2024~~2025

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
MFA Financial, Inc.(11)	Real Estate	Equity - 97,426 Class C Preferred Units(13)(19)			$	97,426			$	2,318,487			$	2,308,996				1.44	%
Invesco Mortgage Capital, Inc.(11)	Real Estate	Equity - 180,000 Common Units(13)						180,000				1,411,789				1,360,800				0.85	%
						97,426				2,318,487				2,308,996				1.44	%
								180,000				1,411,789				1,360,800				0.85	%
Neptune Bidco US, Inc. (dba Nielsen)	Media: Broadcasting & Subscription	First Lien Term Loan (SOFR + CSA + 5.00%, 0.50% Floor)(14)(20)(24)	4/11/2029			1,994,949				1,885,227				1,865,278				1.16	%
NGS-WCS Group Holdings	Construction & Building	Senior Secured First Lien Term Loan B (SOFR + 4.75%, 0.50% Floor)(23)		5/31/2030				987,500				983,422				997,375				0.62	%
						1,994,949				1,885,227				1,865,278				1.16	%
JFL-NGS-WCS Partners, LLC		Equity - 10,000,000 Units(21)						10,000,000				10,000,000				13,100,000				8.15	%
New York Mortgage Trust, Inc.(11)	Real Estate	Equity - 165,000 Class E Preferred Units(13)(18)				165,000				4,102,076				4,039,200				2.52	%
								10,987,500				10,983,422				14,097,375				8.77	%
						165,000				4,102,076				4,039,200				2.52	%
Kemmerer Operations, LLC	Metals & Mining	Senior Secured First Lien Term Loan (SOFR + 5.00%)(24)		12/31/2028				8,762,782				8,762,782				8,762,782				5.45	%
PHH Mortgage Corp.	Real Estate	7.875% Senior Secured Note(14)	3/15/2026			7,686,000				6,990,720				7,661,981				4.78	%
								8,762,782				8,762,782				8,762,782				5.45	%
						7,686,000				6,990,720				7,661,981				4.78	%
Lucky Bucks, LLC (dba Arc Gaming & Technologies LLC)	Consumer Discretionary	Priority Second Out Term Loan (SOFR + CSA + 7.50%, 5.00% PIK, 1.00% Floor)(20)(25)		10/2/2029			$	2,143,683			$	1,998,121			$	1,993,625				1.24	%
Point.360	Services: Business	Senior Secured First Lien Term Loan (LIBOR + 6.00% PIK)(10)(21)	7/8/2020			2,777,366				2,103,712				-				0.00	%
		Priority First Out Exit Term Loan (SOFR + CSA + 7.50%, 1.00% Floor)(20)(25)		10/2/2028				1,514,302				1,410,541				1,514,302				0.94	%
						2,777,366				2,103,712				-				0.00	%
LB NewHoldCo, LLC		Equity - 230,739 Membership Units(21)						230,739				449,393				994,485				0.62	%
Power Stop LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 4.75%, 0.50% Floor)(14)(20)(24)	1/26/2029			8,838,431				8,289,487				8,484,894				5.29	%
								3,888,724				3,858,055				4,502,412				2.80	%
						8,838,431				8,289,487				8,484,894				5.29	%
MFA Financial, Inc.(11)	Real Estate	Equity - 114,695 Class C Preferred Units(13)(24)						114,695				2,800,579				2,737,770				1.70	%
Secure Acquisition Inc. (dba Paragon Films)	Packaging	Senior Secured First Lien Term Loan (SOFR + 4.25%, 0.50% Floor)(14)(24)	12/16/2028			3,509,670				3,499,674				3,505,283				2.19	%
		Equity - 70,000 Common Units(13)						70,000				714,994				643,300				0.40	%
						3,509,670				3,499,674				3,505,283				2.19	%
								184,695				3,515,573				3,381,070				2.10	%
SS Acquisition, LLC (dba Soccer Shots Franchising)	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + CSA + 6.50%, 1.00% Floor)(20)(23)	12/30/2026			6,666,667				6,612,831				6,666,667				4.16	%
Neptune Bidco US, Inc. (dba Nielsen)	Media: Broadcasting & Subscription	First Lien Term Loan (SOFR + CSA + 5.00%, 0.50% Floor)(14)(20)(24)		4/11/2029				2,967,133				2,786,574				2,822,486				1.76	%
		Senior Secured First Lien Delayed Draw Term Loan (SOFR + CSA + 6.50%, 1.00% Floor)(20)(23)	12/30/2026			3,200,000				3,171,118				3,200,000				2.00	%
		9.29% Senior Secured Note(14)		4/15/2029				4,000,000				3,676,250				3,910,000				2.43	%
						9,866,667				9,783,949				9,866,667				6.16	%
								6,967,133				6,462,824				6,732,486				4.19	%
Onity Group Inc.(11)	Real Estate	Equity - 200,000 Preferred Units(28)						200,000				3,925,000				3,948,000				2.46	%
								200,000				3,925,000				3,948,000				2.46	%
PHH Mortgage Corp.	Real Estate	9.875% Senior Secured Note(14)		11/1/2029				2,500,000				2,343,050				2,515,625				1.56	%
								2,500,000				2,343,050				2,515,625				1.56	%
Power Stop LLC	Automotive	Senior Secured First Lien Term Loan (SOFR + CSA + 4.75%, 0.50% Floor)(14)(20)(24)		1/26/2029				9,704,216				8,504,727				7,860,415				4.89	%
								9,704,216				8,504,727				7,860,415				4.89	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of September 30, ~~2024~~2025

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
Stancor (dba Industrial Flow Solutions Holdings, LLC)	Services: Business	Equity - 358,867 Class A Units(21)			$	358,867			$	345,491			$	375,105				0.23	%
PREIT Associates	Real Estate	Senior Secured First Lien Term Loan (SOFR + 7.00%)(14)(23)		4/1/2029				56,201				55,077				57,606				0.04	%
						358,867				345,491				375,105				0.23	%
		Senior Secured Revolving Note (SOFR + 5.50%)(8)(23)		12/31/2028				73,083				72,230				71,251				0.04	%
Staples, Inc.	Services: Consumer	First Lien Term Loan (SOFR + 5.75%, 0.50% Floor)(14)(24)	9/1/2029			4,000,000				3,845,748				3,632,500				2.27	%
								129,284				127,307				128,857				0.08	%
						4,000,000				3,845,748				3,632,500				2.27	%
PSB Group, LLC	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 6.50%, 1.00% Floor)(23)		4/17/2030				5,706,618				5,679,996				5,706,618				3.55	%
Tamarix Capital Partners II, L.P.(11)	Banking	Fund Investment(8)(21)				N/A				1,746,049				1,524,911				0.96	%
		Senior Secured First Lien Revolver (SOFR + 6.50%, 1.00% Floor)(8)(12)(23)		4/17/2030				293,137				293,137				293,137				0.18	%
						-				1,746,049				1,524,911				0.96	%
								5,999,755				5,973,133				5,999,755				3.73	%
Thryv Holdings, Inc.(11)	Media: Broadcasting & Subscription	Senior Secured First Lien Term Loan (SOFR + 6.75%, 1.00% Floor)(14)(23)	5/1/2029			2,550,000				2,526,140				2,581,875				1.61	%
Redwood Trust Inc.(11)	Real Estate	Equity - 165,000 Common Units(13)						165,000				1,012,942				955,350				0.59	%
						2,550,000				2,526,140				2,581,875				1.61	%
								165,000				1,012,942				955,350				0.59	%
Velocity Pooling Vehicle, LLC	Automotive	Equity - 5,441 Class A Units(21)				5,441				302,464				-				0.00	%
SS Acquisition, LLC (dba Soccer Shots Franchising)	Services: Consumer	Senior Secured First Lien Term Loan (SOFR + 5.75%, 1.00% Floor)(23)		12/20/2029				13,469,643				13,404,028				13,469,643				8.38	%
		Warrants - 0.65% of Outstanding Equity(21)	3/30/2028			6,506				361,667				-				0.00	%
		Senior Secured First Lien Revolver (SOFR + 5.75%, 1.00% Floor)(8)(12)(23)		12/20/2029				400,000				400,000				400,000				0.25	%
						11,947				664,131				-				0.00	%
								13,869,643				13,804,028				13,869,643				8.63	%
Wingman Holdings, Inc.	Aerospace & Defense	Equity - 350 Common Shares(21)				350				700,000				166,795				0.10	%
Stancor (dba Industrial Flow Solutions Holdings, LLC)	Services: Business	Equity - 358,867 Class A Units(21)						358,867				345,491				314,132				0.20	%
						350				700,000				166,795				0.10	%
								358,867				345,491				314,132				0.20	%
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC)	Services: Consumer	First Out Term Loan (SOFR + CSA + 3.50%, 2.00% Floor)(24)	10/16/2028			646,390				650,342				641,542				0.40	%
Spotter Inc.	High Tech Industries	Equity - Series D-1 Preferred Stock(21)						414,293				5,999,998				5,999,998				3.73	%
		First Out Delayed Draw Term Loan (SOFR + CSA + 3.50%, 2.00% Floor)(8)(24)	10/16/2028			32,366				33,259				32,123				0.02	%
								414,293				5,999,998				5,999,998				3.73	%
		Last Out Term Loan (SOFR + CSA + 11.75%, 2.00% Floor)(24)	10/16/2028			1,863,568				1,853,360				1,830,956				1.14	%
Staples, Inc.	Services: Consumer	First Lien Term Loan (SOFR + 5.75%, 0.50% Floor)(14)(24)		9/1/2029				3,960,000				3,830,925				3,742,200				2.33	%
		Last Out Delayed Draw Term Loan (SOFR + CSA + 11.75%, 2.00% Floor)(8)(24)	10/16/2028			140,082				142,014				137,630				0.09	%
								3,960,000				3,830,925				3,742,200				2.33	%
						2,682,406				2,678,975				2,642,251				1.65	%
Tamarix Capital Partners II, L.P.(11)	Banking	Fund Investment(8)(21)						N/A				2,194,384				2,227,463				1.39	%
Subtotal Non-Controlled/Non-Affiliated Investments						128,069,299			$	143,179,354			$	142,233,426				88.75	%
								-				2,194,384				2,227,463				1.39	%
Thryv Holdings, Inc.(11)	Media: Broadcasting & Subscription	Senior Secured First Lien Term Loan (SOFR + 6.75%, 1.00% Floor)(14)(23)		5/1/2029				2,025,000				2,009,375				2,027,531				1.26	%
								2,025,000				2,009,375				2,027,531				1.26	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of September 30, ~~2024~~2025

Company(1)	Industry	Type of Investment	Maturity		~~Par Amount/ Shares/Units(2)~~		Par Amount/ Shares/Units(2)		~~Amortized Cost(3)~~		Amortized Cost(3)		~~Fair Value(4)~~		Fair Value(4)		~~% of Net Assets(5)~~		% of Net Assets(5)
Affiliated Investments:(6)
WHI Global, LLC	Aerospace & Defense	Senior Secured Revolving Note(SOFR + CSA + 8.75%, 3.00% Floor)(8)(12)(20)(23)		4/17/2029				884,053				863,075				876,097				0.54	%
Black Angus Steakhouses, LLC	Hotel, Gaming & Leisure	Senior Secured First Lien Delayed Draw Term Loan (SOFR + CSA + 9.00% PIK, 1.00% Floor)(10)(20)(23)	1/31/2025			1,013,584				875,749				751,207				0.47	%
		Senior Secured First Lien Term Loan(SOFR + CSA + 8.75%, 3.00% Floor)(20)(23)		4/17/2029				12,369,840				12,256,814				12,258,511				7.62	%
		Senior Secured First Lien Term Loan (SOFR + CSA + 9.00% PIK, 1.00% Floor)(10)(20)(23)	1/31/2025			15,090,314				7,767,533				-				0.00	%
		Equity - 350 Common Shares(21)						350				700,000				483,284				0.30	%
		Senior Secured First Lien Super Priority Delayed Draw Term Loan (SOFR + CSA + 9.00% PIK, 1.00% Floor)(10)(20)(23)	1/31/2025			2,223,303				1,920,960				1,647,776				1.03	%
								13,254,243				13,819,889				13,617,892				8.46	%
		Equity - 17.92% Membership Interest(21)				-				-				-				0.00	%
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC)	Services: Consumer	First Out Term Loan (SOFR + 3.50%, 2.00% Floor)(24)		10/16/2028				618,546				623,442				618,546				0.38	%
						18,327,201				10,564,242				2,398,983				1.50	%
		First Out Delayed Draw Term Loan (SOFR + 3.50%, 2.00% Floor)(24)		10/16/2028				30,950				31,933				31,128				0.02	%
FST Holdings Parent, LLC	High Tech Industries	Equity - 625,548 Class A Units(17)				625,548				10,000,000				12,351,802				7.71	%
		Last Out Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)		10/16/2028				1,863,568				1,859,920				1,858,909				1.16	%
						625,548				10,000,000				12,351,802				7.71	%
		Last Out Delayed Draw Term Loan (SOFR + 6.25% + 2.75% First Out Skim, 2.00% Floor)(24)		10/16/2028				140,082				140,082				139,955				0.09	%
Subtotal Affiliated Investments						18,952,749			$	20,564,242			$	14,750,785				9.21	%
								2,653,146				2,655,377				2,648,538				1.65	%
Controlled Investments:(7)
Subtotal Non-Controlled/Non-Affiliated Investments								104,412,066			$	139,342,491			$	145,280,169				90.35	%
ECC Capital Corp.	Real Estate	Equity - 84,000,000 Units(13)(21)				84,000,000				4,257,002				4,872,000				3.04	%
Affiliated Investments:(6)
		Senior Secured Promissory Note (SOFR + 5.00%, 0.00% Floor)(24)	12/31/2031			7,422,012				7,422,012				7,422,012				4.65	%
Advocates for Disabled Vets, LLC (dba Reps for Vets)	Services: Consumer	12% Senior Secured First Lien Term Loan		3/7/2030				8,932,500				8,770,471				8,798,513				5.47	%
						91,422,012				11,679,014				12,294,012				7.67	%
		Equity - 3,375,000 Units(21)						3,375,000				3,375,000				3,359,511				2.09	%
FlexFIN, LLC	Services: Business	Equity Interest				36,683,045			$	36,683,045			$	36,683,045				22.88	%
								12,307,500				12,145,471				12,158,024				7.56	%
						36,683,045				36,683,045				36,683,045				22.88	%
FST Holdings Parent, LLC	High Tech Industries	Equity - 625,548 Class A Units(17)						625,548				10,008,289				10,960,741				6.82	%
NSG Captive, Inc.	Insurance	Equity - 100,000 Units(21)				100,000				101,000				101,000				0.06	%
								625,548				10,008,289				10,960,741				6.82	%
						100,000				101,000				101,000				0.06	%
MB Precision Investment Holdings LLC	Aerospace & Defense	Senior Secured First Lien Term Loan(SOFR + CSA + 8.00%, 4.00% Floor)(20)(24)(27)		9/30/2028				6,843,380				6,696,228				6,398,561				3.98	%
NVTN LLC	Hotel, Gaming & Leisure	Senior Secured Revolving Note (SOFR + 7.00%, 2.00% Floor)(23)	12/31/2026			5,500,000				5,616,309				5,500,000				3.43	%
		Senior Secured First Lien Term Loan B (AFR, 2.00% Floor)(26)	12/31/2026			17,552,420				13,916,082				16,353,590				10.20	%
		Senior Secured First Lien Term Loan C (SOFR + 12.00% PIK, 2.00% Floor)(10)	12/31/2026			11,506,159				7,570,055				-				0.00	%
		Equity - 1,000 Class A Units				1,000				21,450,924				-				0.00	%
						34,559,579				48,553,370				21,853,590				13.63	%
Subtotal Control Investments						162,764,636			$	97,016,429			$	70,931,647				44.24	%
Total Investments, September 30, 2024						309,786,684			$	260,760,025			$	227,915,858				142.20	%

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

PHENIXFIN CORPORATION

Consolidated Schedule of Investments

As of September 30, ~~2024~~2025

(1) Substantially all of our investments are domiciled in the United States. Certain investments also have international operations.

Company⁽¹⁾	Industry	Type of Investment	Maturity		Par Amount/ Shares/Units⁽²⁾		Amortized Cost⁽³⁾		Fair Value⁽⁴⁾		% of Net Assets⁽⁵⁾
		Senior Secured Delayed Draw Term Loan(SOFR + CSA + 10.00%, 4.00% Floor)(8)(20)(24)(27)		10/1/2028		505,470		468,621		490,306		0.30	%
		Senior Secured First Lien Revolver(SOFR + CSA + 8.00%, 4.00% Floor)(8)(12)(20)(24)(27)		9/30/2028		2,112,671		2,077,048		1,975,347		1.23	%
		Equity - Class E Preferred Units(21)(27)				4,106,076		3,167,157		2,725,408		1.70	%
		Warrants - 2.28% of Outstanding Equity(21)				3,380,282		827,409		673,018		0.42	%
						16,947,879		13,236,463		12,262,640		7.63	%

Subtotal Affiliated Investments						29,880,927	$	35,390,223	$	35,381,405		22.01	%

Controlled Investments:⁽⁷⁾

ECC Capital Corp.	Real Estate	Equity - 84,000,000 Units(13)(21)				84,000,000	$	4,257,002	$	6,636,000		4.13	%
		Senior Secured Promissory Note (SOFR + 5.00%, 0.00% Floor)(24)		12/31/2031		6,997,012		6,997,012		6,997,012		4.35	%
						90,997,012		11,254,014		13,633,012		8.48	%

FlexFIN, LLC	Services: Business	Equity Interest				37,180,761		37,180,761		37,180,761		23.13	%
						37,180,761		37,180,761		37,180,761		23.13	%

NSG Captive, Inc.	Insurance	Equity - 100,000 Units(9)(21)				100,000		49,255,076		48,469,540		30.15	%
						100,000		49,255,076		48,469,540		30.15	%

NVTN LLC	Hotel, Gaming & Leisure	Senior Secured Revolving Note (SOFR + 7.00%, 2.00% Floor)(23)		12/31/2026		8,900,000		9,029,539		8,900,000		5.54	%
		Senior Secured First Lien Term Loan B (AFR)(26)		12/31/2026		17,552,420		13,916,082		13,427,601		8.35	%
		Senior Secured First Lien Term Loan C (SOFR + 12.00% PIK, 2.00% Floor)(10)		12/31/2026		11,506,159		7,570,055		-		0.00	%
		Equity - 1,000 Class A Units(21)				1,000		21,450,924		-		0.00	%
						37,959,579		51,966,600		22,327,601		13.89	%

Subtotal Control Investments						166,237,352	$	149,656,451	$	121,610,914		75.65	%

	Total Investments, September 30, 2025					300,530,345	$	324,389,165	$	302,272,488		188.01	%

(3) Net unrealized depreciation for U.S. federal income tax purposes totaled $(31,349,330).

The tax cost basis of investments is $259,682,623 as of September 30, 2024.

The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.

(5) Percentage is based on net assets of $160,307,773 as of September 30, 2024.

(8) The investment has an unfunded commitment as of September 30, 2024 (see Note 8), and fair value includes the value of any unfunded commitments. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan.

(9) Not in use.

(10) The investment was on non-accrual status as of September 30, 2024.

(11) The investment is not a qualifying asset as defined under Section 55(a) of 1940 Act, in a whole, or in part. As of September 30, 2024, non-qualifying assets represented 13.1% of total assets.

(12) This investment earns 0.50% commitment fee on all unused commitment as of September 30, 2024, and is recorded as a component of interest income on the Consolidated Statements of Operations.

(13) This investment represents a Level 1 security in the ASC 820 table as of September 30, 2024 (see Note 4).

(14) This investment represents a Level 2 security in the ASC 820 table as of September 30, 2024 (see Note 4).

(15) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 4.743% spread on 9/30/2025.

(16) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 5.29% spread on 9/27/2027.

(17) The investment is held through PhenixFIN Investment Holdings FST, LLC.

(18) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 6.429% spread on 1/15/2025.

(19) The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month LIBOR plus a 5.345% spread on 3/31/2025.

(20) Credit Spread Adjustment (“CSA”)

(21) Non-income producing security.

(22) Not in use.

(23) The interest rate on these loans is subject to 1 month SOFR, which as of September 30, 2024 was 4.85%

(24) The interest rate on these loans is subject to 3 month SOFR, which as of September 30, 2024 was 4.59%.

(25) The interest rate on these loans is subject to 6 month SOFR, which as of September 30, 2024 was 4.25%.

(26) The interest rate on these loans is subject to the monthly Applicable Federal Rate, which as of September 30, 2024 was 4.48%.

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

PHENIXFIN CORPORATION

~~Notes to~~ Consolidated ~~Financial Statements~~ ~~June~~Schedule ~~30,~~of ~~2025 (Unaudited)~~Investments

As of September 30, 2025

⁽¹⁾	Substantially all of our investments are domiciled in the United States. Certain investments also have international operations.
⁽²⁾	Par amount is presented for debt investments and the amount includes accumulated payment-in-kind (“PIK”) interest, as applicable, and is net of repayments, while the number of shares or units owned is presented for equity investments. Par amount is denominated in U.S. Dollars (“$”) unless otherwise noted.
⁽³⁾	Net unrealized depreciation for U.S. federal income tax purposes totaled $(22,116,677).
	The tax cost basis of investments is $324,389,165 as of September 30, 2025.
	The amortized cost represents the original cost adjusted for the amortization or accretion of premium or discount, as applicable, on debt investments using the effective interest method.
⁽⁴⁾	Unless otherwise indicated, all securities are valued using significant unobservable inputs, which are categorized as Level 3 assets under the definition of ASC 820 fair value hierarchy (see Note 4).
⁽⁵⁾	Percentage is based on net assets of $160,774,300 as of September 30, 2025.
⁽⁶⁾	Affiliated Investments are defined by the 1940 Act as investments in companies in which the Company owns between 5% and 25% outstanding voting securities or is under common control with such portfolio company.
⁽⁷⁾	Control Investments are defined by the Investment Company Act of 1940, as amended (the “1940 Act”), as investments in companies in which the Company owns more than 25% of the voting securities or maintains greater than 50% of the board representation.
⁽⁸⁾	The investment has an unfunded commitment as of September 30, 2025 (see Note 8), and fair value includes the value of any unfunded commitments. The negative cost, if applicable, is the result of the capitalized discount being greater than the principal amount outstanding on the loan. The negative fair value, if applicable, is the result of the capitalized discount on the loan.
⁽⁹⁾	NSG Captive, Inc. owns 80% of National Security Group Holdings Inc.
⁽¹⁰⁾	The investment was on non-accrual status as of September 30, 2025.
⁽¹¹⁾	The investment is not a qualifying asset as defined under Section 55(a) of the 1940 Act, in a whole, or in part. As of September 30, 2025, non-qualifying assets represented 14.70% of total assets.
⁽¹²⁾	This investment earns 0.50% commitment fee on all unused commitment as of September 30, 2025, and is recorded as a component of interest income on the Consolidated Statements of Operations.
⁽¹³⁾	This investment represents a Level 1 security in the ASC 820 table as of September 30, 2025 (see Note 4).
⁽¹⁴⁾	This investment represents a Level 2 security in the ASC 820 table as of September 30, 2025 (see Note 4).
⁽¹⁵⁾	The interest rate on this preferred equity is fixed-to-floating and shifted to 3 month SOFR plus a CSA of 0.262% plus a 4.743% spread on 9/30/2025.
⁽¹⁶⁾	The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 5.29% spread on 9/27/2027.
⁽¹⁷⁾	The investment is held through PhenixFIN Investment Holdings FST, LLC.
⁽¹⁸⁾	The interest rate on this preferred equity is fixed-to-floating and will shift to 3 month SOFR plus a CSA of 0.262% plus a 6.130% spread on 10/15/2026.
⁽¹⁹⁾	The interest rate on this preferred equity is fixed-to-floating and will shift to a rate equal to the five-year US Treasury Rate plus a 6.278% spread on 4/15/2028
⁽²⁰⁾	Credit Spread Adjustment (“CSA”).
⁽²¹⁾	Non-income producing security.
⁽²²⁾	The investment is valued using NAV as a practical expedient.
⁽²³⁾	The interest rate on these securities is subject to 1 month SOFR, which as of September 30, 2025 was 4.13%.
⁽²⁴⁾	The interest rate on these securities is subject to 3 month SOFR, which as of September 30, 2025 was 3.98%.
⁽²⁵⁾	The interest rate on these securities is subject to 6 month SOFR, which as of September 30, 2025 was 3.85%.
⁽²⁶⁾	The interest rate on these securities is subject to the monthly Applicable Federal Rate, which as of September 30, 2025 was 3.93%.
⁽²⁷⁾	The investment includes an exit fee that is receivable upon repayment of the loan. See Note 2 “Significant Accounting Policies.”
⁽²⁸⁾	The interest rate on this preferred equity is 7.875%.
⁽²⁹⁾	On November 1, 2025, the maturity date of this investment was extended to 11/1/2026.

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

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 1. Organization

PhenixFIN Corporation (“PhenixFIN.,” the “Company,” “we” and “us”) is an internally-managed non-diversified closed-end management investment company incorporated in Delaware that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). We completed our initial public offering (“IPO”) and commenced operations on January 20, 2011. The Company has elected, and intends to qualify annually, to be treated, for U.S. federal income tax purposes, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Through December 31, 2020, we were an externally managed company. Since January 1, 2021, we have operated under our present internalized management structure.

The Company has formed and expects to continue to form certain taxable subsidiaries (the “Taxable Subsidiaries”), which are taxed as corporations for federal income tax purposes. These Taxable Subsidiaries allow us to, among other things, hold equity securities of portfolio companies organized as pass-through entities while continuing to satisfy the requirements of a RIC under the Code.

The Company’s investment objective is to generate current income and capital appreciation. The management team seeks to achieve this objective primarily through making loans, private equity or other investments in privately-held companies. The Company may also make debt, equity or other investments in publicly-traded companies. (These investments may also include investments in other BDCs, closed-end funds or REITs.) We may also pursue other strategic opportunities and invest in other assets or operate other businesses to achieve our investment objective, such as operating and managing an asset-based (gems) lending business and overseeing an insurance business. The portfolio generally consists of senior secured first lien term loans, senior secured second lien term loans, senior secured bonds, preferred equity and common equity. Occasionally, we will receive warrants or other equity participation features which we believe will have the potential to increase total investment returns. Our loan and other debt investments are primarily rated below investment grade or are unrated. Investments in below investment grade securities are considered predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal when due.

Since January 4, 2021, the common stock trades on the NASDAQ Global Market under the trading symbol “PFX.”

Note 2. Significant Accounting Policies

Basis of Presentation

The Company is an investment company following the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification 946 (“ASC 946”), Financial Services – Investment Companies. The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (“GAAP”) and include the consolidated accounts of the Company and its wholly owned subsidiaries PhenixFIN Small Business Fund, LP, PhenixFIN SLF Funding I LLC, PhenixFIN Investment Holdings, LLC, PhenixFIN Investment Holdings Omnivere, LLC, PhenixFIN Investment Holdings AAR, LLC, and PhenixFIN Investment Holdings Amvestar, LLC. All references made to the “Company,” “we,” and “us” herein include PhenixFIN Corporation and its consolidated subsidiaries, except as stated otherwise. Additionally, the accompanying consolidated financial statements of the Company and related financial information have been prepared pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X of the Securities Act of 1933. Therefore, this Form 10-Q should be read in conjunction with the Company’s annual report on Form 10-K for the year ended September 30, ~~2024~~2025. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the fiscal year ending September 30, ~~2025~~2026.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

1617

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 2. Significant Accounting Policies (continued)

Cash, Restricted Cash and Cash Equivalents

The Company considers cash equivalents to be highly liquid investments with original maturities of three months or less. Cash and cash equivalents include deposits in a money market account. The Company deposits its cash in financial institutions and, at times, such balances may be in excess of the Federal Deposit Insurance Corporation insurance limits. As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, we had $7.3 .4 million and $677.63 million in cash and cash equivalents, respectively, none of which is restricted.

Debt Issuance Costs and Deferred Financing Costs

Debt issuance costs, incurred in connection with unsecured notes (see Note 5), are deferred and amortized over the life of the respective instrument. Deferred financing costs related to the issuance of revolving debt obligations (see Note 5) are deferred and amortized over the life of the respective obligation. Debt issuance costs related to any unsecured notes are presented net against the outstanding debt balance on the Consolidated Statements of Assets and Liabilities. Deferred financing costs related to any credit facilities are presented on the Consolidated Statements of Assets and Liabilities.

Indemnification

In the normal course of business, the Company enters into contractual agreements that provide general indemnifications against losses, costs, claims and liabilities arising from the performance of individual obligations under such agreements. The Company has had no material claims or payments pursuant to such agreements. The Company’s individual maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. However, based on management’s experience, the Company expects the risk of loss to be remote.

Revenue Recognition

Interest income, adjusted for amortization of premium and accretion of discount, is recorded on an accrual basis. Discounts and premiums to par value on investments purchased are ~~accreted~~ accreted and amortized into interest income over the life of the respective investment. Loan origination fees, exit fees, original issue discount (“OID”) and market discounts or premiums are capitalized and amortized into interest income using the effective interest method or straight-line method, as applicable.

The Company holds debt investments in its portfolio that contain a payment-in-kind (“PIK”) interest provision. PIK interest, which represents contractually deferred interest added to the investment balance that is generally due at maturity, is recorded on the accrual basis to the extent such amounts are expected to be collected. PIK interest is not accrued if the Company does not expect the issuer to be able to pay all principal and interest when due. For the three ~~and nine~~ months ended ~~June~~December 3031, 2025, ~~the Company earned approximately $0.2 million~~ and ~~$0.8 million in PIK interest, respectively. For the three and nine months ended June 30,~~ 2024, the Company earned approximately $0.62 million and $1.0.4 million in PIK interest, respectively.

Amendment and transaction break-up fees associated with investments in portfolio companies are recognized as income when we become entitled to such fees. ~~Exit fees that are receivable upon repayment of a loan or debt security are amortized into interest income over the life of the respective investment.~~ Prepayment penalties received by the Company for debt instruments paid back to the Company prior to the maturity date are recorded as income upon repayment of debt. Administrative agent fees received by the Company are capitalized as deferred revenue and recorded as fee income when the services are rendered. Other income includes fees for providing managerial assistance to our portfolio companies and is recognized as revenue when earned. For the three ~~and nine~~ months ended ~~June~~December 3031, 2025, ~~fee income was approximately $684.3 thousand~~ and ~~approximately $822.8 thousand, respectively (see Note 9). For the three and nine months ended June 30,~~ 2024, fee income was approximately $~~375~~187.48 thousand and approximately $~~454~~11.01 thousand, respectively (see Note 9).

Investment transactions are accounted for on a trade date basis. Realized gains or losses on investments are measured by the difference between the net proceeds from the disposition and the amortized cost basis of investment using the specific identification method, without regard to unrealized gains or losses previously ~~recognized.~~ ~~The Company~~ recognized ~~a realized gain related to restructuring transactions of $0~~.0 ~~million and $0.3 million for the three and nine months ended June 30, 2025, respectively.~~ No realized gains or losses relating to restructuring transactions occurred during the three ~~and nine~~ months ended ~~June~~December 3031, 2025 and 2024. The Company reports changes in fair value of investments as net unrealized appreciation/(depreciation) on investments in the Consolidated Statements of Operations.

17Management reviews all loans that become 90 days or more past due on principal or interest or when there is reasonable doubt that principal or interest will be collected for possible placement on management’s designation of non-accrual status. Interest receivable is analyzed regularly and may be reserved against when deemed not collectible. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current, although we may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection. At December 31, 2025, a certain investment in one portfolio company held by the Company was on non-accrual status with a fair value of approximately $0.0 million, or 0.0% of the fair value of our portfolio, and a cost of $7.6 million. At September 30, 2025, a certain investment in one portfolio company held by the Company was on non-accrual status with a combined fair value of approximately $0.0 million, or 0.0% of the fair value of our portfolio, and a cost of $7.6 million.

~~PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~18

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 2. Significant Accounting Policies (continued)

Management reviews all loans that become 90 days or more past due on principal or interest or when there is reasonable doubt that principal or interest will be collected for possible placement on management’s designation of non-accrual status. Interest receivable is analyzed regularly and may be reserved against when deemed not collectible. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding collectability. Non-accrual loans are restored to accrual status when past due principal and interest is paid and, in management’s judgment, are likely to remain current, although we may make exceptions to this general rule if the loan has sufficient collateral value and is in the process of collection. At June 30, 2025, a certain investment in one portfolio company held by the Company was on non-accrual status with a fair value of approximately $0.0 million, or 0.0% of the fair value of our portfolio. At September 30, 2024, certain investments in three portfolio companies held by the Company were on non-accrual status with a combined fair value of approximately $2.4 million, or 1.1% of the fair value of our portfolio.

Investment Classification

The Company classifies its investments in accordance with the requirements of the 1940 Act. Under the 1940 Act, we would be deemed to “control” a portfolio company if we owned more than 25% of its outstanding voting securities and/or had the power to exercise control over the management or policies of such portfolio company. We refer to such investments in portfolio companies that we “control” as “Control Investments.” Under the 1940 Act, we would be deemed to be an “Affiliated Person” of a portfolio company if we own between 5% and 25% of the portfolio company’s outstanding voting securities or we are under common control with such portfolio company. We refer to such investments in Affiliated Persons as “Affiliated Investments.”

Valuation of Investments

The Company applies fair value accounting to all of its financial instruments in accordance with the 1940 Act and ASC Topic 820 - Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework used to measure fair value and requires disclosures for fair value measurements. In accordance with ASC 820, the Company has categorized its financial instruments carried at fair value, based on the priority of the valuation technique, into a three-level fair value hierarchy as discussed in Note 4. Fair value is a market-based measure considered from the perspective of a market participant rather than an entity specific measure. Therefore, when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that management believes market participants would use in pricing the financial instrument at the measurement date.

Investments for which market quotations are readily available are valued at such market quotations, which are generally obtained from an independent pricing service or multiple broker-dealers or market makers. We weight the use of third-party broker quotations, if any, in determining fair value based on our understanding of the level of actual transactions used by the broker to develop the quote and whether the quote was an indicative price or binding offer. However, debt investments with remaining maturities within 60 days that are not credit impaired are valued at cost plus accreted discount, or minus amortized premium, which approximates fair value. Investments for which market quotations are not readily available are valued at fair value as determined by our Chief Financial Officer, the Company’s Valuation Designee, based upon input from management and third-party valuation firms. Because these investments are illiquid and because there may not be any directly comparable companies whose financial instruments have observable market values, these loans are valued using a fundamental valuation methodology, consistent with traditional asset pricing standards, that is objective and consistently applied across all loans and through time.

Investments in investment funds are valued at fair value. Fair values are generally determined utilizing the NAV supplied by, or on behalf of, management of each investment fund, which is net of management and incentive fees or allocations charged by the investment fund and is in accordance with the “practical expedient”, as defined by FASB Accounting Standards Update (“ASU”) 2009-12, Investments in Certain Entities that Calculate Net Asset Value per Share. NAVs received by, or on behalf of, management of each investment fund are based on the fair value of the investment funds’ underlying investments in accordance with policies established by management of each investment fund, as described in each of their financial statements and offering memorandum. If the Company is in the process of the sale of an investment fund, fair value will be determined by actual or estimated sale proceeds.

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Note 2. Significant Accounting Policies (continued)

The methodologies utilized by the Company in estimating the fair value of its investments categorized as Level 3 generally fall into the following two categories:

●

The “Market Approach” uses prices and other relevant information generated by market transactions involving identical or comparable (that is, similar) assets, liabilities, or a group of assets and liabilities, such as a business.

●

The “Income Approach” converts future amounts (for example, cash flows or income and expenses) to a single current (that is, discounted) amount. When the Income Approach is used, the fair value measurement reflects current market expectations about those future amounts.

The Company has engaged third-party valuation firms (the “Valuation Firms”) to assist it and its Valuation Designee (the Chief Financial Officer) in the valuation of its portfolio investments. The valuation reports generated by the Valuation Firms consider the evaluation of financing and sale transactions with third parties, expected cash flows and market-based information, including comparable transactions, performance multiples, and movement in yields of debt instruments, among other factors. The Company uses a market yield analysis under the Income Approach or an enterprise model of valuation under the Market Approach, or a combination thereof. In applying the market yield analysis, the value of the Company’s loans are determined based upon inputs such as the coupon rate, current market yield, interest rate spreads of similar securities, the stated value of the loan, and the length to maturity. In applying the enterprise model, the Company uses a waterfall analysis, which takes into account the specific capital structure of the borrower and the related seniority of the instruments within the borrower’s capital structure. To estimate the enterprise value of the portfolio company, we weigh some or all of the traditional market valuation methods and factors based on the individual circumstances of the portfolio company in order to estimate the enterprise value.

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 2. Significant Accounting Policies (continued)

The methodologies and information that the Company utilizes when applying the Market Approach for performing investments include, among other things:

●

valuations of comparable public companies (“Guideline Comparable Approach”);

●

recent sales of private and public comparable companies (“Guideline Comparable Approach”);

●

recent acquisition prices of the company, debt securities or equity securities (“Recent Arms-Length Transaction”);

●

external valuations of the portfolio company, offers from third parties to buy the company (“Estimated Sales Proceeds Approach”);

● subsequent sales made by the ~~company~~Company of its investments (“Expected Sales Proceeds Approach”); and

●

estimating the value to potential buyers.

The methodologies and information that the Company utilizes when applying the Income Approach for performing investments include:

● discounting the forecasted cash flows of the portfolio company or securities (Discounted Cash Flow (“DCF”) Approach); and ● Black-Scholes model or simulation models or a combination thereof (Income Approach - Option Model) with respect to the valuation of warrants.

● Black-Scholes model or simulation models or a combination thereof (Income Approach - Option Model) with respect to the valuation of warrants.

For non-performing investments, we may estimate the liquidation or collateral value of the portfolio company’s assets and liabilities using an expected recovery model (Market Approach - Expected Recovery Analysis or Estimated Liquidation Proceeds).

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Note 2. Significant Accounting Policies (continued)

We undertake a multi-step valuation process each quarter when valuing investments for which market quotations are not readily available, as described below:

●

Our quarterly valuation process generally begins with each portfolio investment being initially valued by a Valuation Firm;

●

Available third-party market data will be reviewed by Company personnel designated by the Valuation Designee (“Fair Value Personnel”) and the Valuation Firm.

●

Available portfolio company data and general industry data are then reviewed by the Fair Value Personnel.

● Preliminary valuation conclusions are then documented by the Valuation Firm and discussed with the Fair Value Personnel.

	●	The Valuation Designee then determines the fair value of each investment in the Company’s portfolio in good faith based on such discussions, the Company’s Valuation Policy and the Valuation Firms’ final estimated valuations.

	●	The Valuation Designee’s report is then presented to the Board of Directors and the Audit Committee.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of our investments may differ from the values that would have been used had a readily available market value existed for such investments, and the differences could be material. In addition, changes in the market environment (including the impact of pandemics, wars, tariffs, or other events on financial markets), portfolio company performance, and other events may occur over the lives of the investments that may cause the gains or losses ultimately realized on these investments to be materially different than the valuations currently assigned.

Fair Value of Financial Instruments

The carrying amounts of certain of our financial instruments, including cash and cash equivalents, accounts payable and accrued expenses, approximate fair value due to their short-term nature. The carrying amounts and fair values of our long-term obligations are discussed in Note 5.

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board. ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its Consolidated Financial Statements.

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”),” which enhances disclosure requirements about significant segment expenses that are regularly provided to the chief operating decision maker (the “CODM”). ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by Topic 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after December 15, 2023, and interim periods beginning after September 30, 2025 for the Company. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Company has not adopted early and is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its Consolidated Financial Statements.

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 2. Significant Accounting Policies (continued)

Recent Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the FASB. ASUs not listed were assessed by the Company and either determined to be not applicable or expected to have minimal impact on its Consolidated Financial Statements.

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”),” which enhances disclosure requirements about significant segment expenses that are regularly provided to the chief operating decision maker (the “CODM”). ASU 2023-07, among other things, (i) requires a single segment public entity to provide all of the disclosures as required by Topic 280, (ii) requires a public entity to disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources and (iii) provides the ability for a public entity to elect more than one performance measure. ASU 2023-07 is effective for the fiscal years beginning after September 30, 2024, and interim periods beginning after September 30, 2025 for the Company. Early adoption is permitted and retrospective adoption is required for all prior periods presented. The Company adopted the guidance during the year ended September 30, 2025 and its adoption did not have a material impact on the Company’s financial statements. See “Note 15 – Segment Reporting” for more information.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”),” which intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact to its Consolidated Financial Statements.

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (“ASU 2024-03”)”, which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion for oil and gas companies, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027, as clarified by ASU 2025-01, which was released by the FASB in January 2025. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

Other than the aforementioned guidance, the Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying Consolidated Financial Statements.

Federal Income Taxes

The Company has elected, and intends to continue to qualify annually, to be treated as a RIC under Subchapter M of the Code. In order to continue to qualify as a RIC and be eligible for tax treatment under Subchapter M of the Code, among other things, the Company is required to meet certain source of income and asset diversification requirements and timely distribute to its stockholders at least 90% of the sum of investment company taxable income (“ICTI”), as defined by the Code, including PIK interest, and net tax exempt interest income (which is the excess of gross tax exempt interest income over certain disallowed deductions) for each taxable year. Depending on the level of ICTI earned in a tax year, the Company may choose to carry forward ICTI in excess of current year dividend distributions into the next tax year. Any such carryover ICTI must be distributed before the end of that next tax year through a dividend declared prior to filing the final tax return related to the year which generated such ICTI.

The Company is subject to a nondeductible U.S. federal excise tax of 4% on undistributed income if it does not distribute at least 98% of its ordinary income in any calendar year and 98.2% of its capital gain net income for each one-year period ending on October 31 of such calendar year and any income realized, but not distributed, in preceding years and on which it did not pay federal income tax. To the extent that the Company determines that its estimated current year annual taxable income will be in excess of estimated current year dividend distributions for excise tax purposes, the Company accrues excise tax, if any, on estimated excess taxable income as taxable income is earned. There was no provision for federal excise tax at ~~June~~December 3031, 2025 and September 30, ~~2024~~2025. On December 13, 2024, the Company identified that it did not distribute at least 90% of its investment company taxable income for the tax year ended September 30, 2023. The Company filed Form 8927 on December 16, 2024 notifying the IRS. ~~On February 6, 2025, the Board of Directors declared a special dividend in the amount of $1.43 per share for a record date of February 17, 2025 and paid on February 19, 2025.~~

The Company’s Taxable Subsidiaries accrue income taxes payable based on the applicable corporate rates on the unrealized gains generated by the investments held by the Taxable Subsidiaries. As of ~~June~~December 31, 2025 and September 30, 2025, the Company recorded a ~~deferred~~net deferred tax ~~liability~~asset of $~~0.3~~852,570 ~~million.~~and ~~For the year ended September 30~~$1,234,847 ~~2024~~respectively, ~~the~~ ~~Company did not record a deferred tax liability~~ on the Consolidated Statements of Assets and Liabilities. The change in provision for deferred taxes is included as a component of net realized and unrealized gain/(loss), ~~net~~ on ~~investments in~~ the Consolidated Statements of Operations. For the three months ended ~~June~~December 3031, 2025, ~~the~~and ~~Company recorded a change in provision for deferred taxes~~2024, ~~net, on~~ the ~~unrealized (appreciation)/depreciation on investments in the amount of $55,511. For the nine months ended June 30, 2025, the~~ Company recorded a change in provision for deferred taxes, ~~net, on the unrealized (appreciation)/depreciation on investments in the amount~~ of $(~~274~~423,~~125~~429). ~~For the three~~ and ~~nine months ended June 30~~ $0, ~~2024~~respectively, ~~the Company did not record a change in provision for deferred taxes, net,~~ on the unrealized (appreciation)/depreciation on investments.

As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, the Company had a deferred tax asset of $1413.98 million and $2014.94 million, respectively, consisting primarily of net operating losses and net unrealized losses on the investments held within its Taxable Subsidiaries. As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, the Company has booked a valuation allowance of $1312.9 million and $2013.02 million, respectively, against its deferred tax asset.

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 2. Significant Accounting Policies (continued)

ICTI generally differs from net investment income for financial reporting purposes due to temporary and permanent differences in the recognition of income and expenses. The Company may be required to recognize ICTI in certain circumstances in which it does not receive cash. For example, if the Company holds debt obligations that are treated under applicable tax rules as having original issue discount, the Company must include in ICTI each year a portion of the original issue discount that accrues over the life of the obligation, regardless of whether cash representing such income is received by the Company in the same taxable year. The Company may also have to include in ICTI other amounts that it has not yet received in cash, such as 1) PIK interest income and 2) interest income from investments that have been classified as non-accrual for financial reporting purposes. Interest income on non-accrual investments is not recognized for financial reporting purposes, but generally is recognized in ICTI. Because any original issue discount or other amounts accrued will be included in the Company’s ICTI for the year of accrual, the Company may be required to make a distribution to its stockholders in order to satisfy the minimum distribution requirements, even though the Company will not have received and may not ever receive any corresponding cash amount. ICTI also excludes net unrealized appreciation or depreciation, as investment gains or losses are not included in taxable income until they are realized.

The Company accounts for income taxes in conformity with ASC Topic 740 - Income Taxes (“ASC 740”). ASC 740 provides guidelines for how uncertain tax positions should be recognized, measured, presented and disclosed in financial statements. ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions deemed to meet a “more-likely-than-not” threshold would be recorded as a tax benefit or expense in the current period. The Company recognizes interest and penalties, if any, related to unrecognized ~~tax~~ tax benefits as income tax expense in the Consolidated Statements of Operations. There were no material uncertain income tax positions at December ~~June 30~~31, 2025. Although we file federal and state tax returns, our major tax jurisdiction is federal. The Company’s federal ~~and~~ and state tax returns for the prior ~~three~~four fiscal years remain open, subject to examination by the Internal Revenue Service and applicable state tax authorities.

Segments

The Company invests in portfolio companies that operate in various industries. The Company separately evaluates the performance of each of its investment relationships. However, because each of these investment relationships has similar business and economic characteristics, they have been aggregated into a single investment segment. All applicable segment disclosures are included in or can be derived from the Company’s financial statements. See Note 3 for further information.

Company Investment Risk, Concentration of Credit Risk, and Liquidity Risk

The Company has broad discretion in making investments. ~~Investments~~ ~~generally~~Its ~~consist of~~ debt ~~instruments~~or ~~that~~equity 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 or international economic and political developments, may significantly affect the results of the Company’s activities and the value of its investments. In addition, the value of the Company’s portfolio may fluctuate as the general level of interest rates fluctuate.

The value of the Company’s investments in loans may be detrimentally affected to the extent, among other things, that 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, observable secondary or primary market yields for similar instruments issued by comparable companies increase materially or risk premiums required in the market between smaller companies, such as our borrowers, and those for which market yields are observable increase materially.

The Company’s assets may, at any time, include securities and other financial instruments or obligations that are illiquid or thinly traded, making purchase or sale of such securities and financial instruments at desired prices or in desired quantities difficult. Furthermore, the sale of any such investments may be possible only at substantial discounts, and it may be extremely difficult to value any such investments accurately.

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Note 3. Investments

The composition of our investments as of ~~June 30~~December 31, 2025 as a percentage of our total portfolio, at amortized cost and fair value were as follows (dollars in thousands):

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	~~128~~126,~~208~~472		4038.29	%	$	~~119~~112,~~867~~356		4037.69	%
Senior Secured Notes		1713,~~156~~363		5.4.1			1713,~~528~~493		64.06
Fund Investment		12,~~746~~194		0.57			12,~~650~~227		0.68
Equity/Warrants		~~171~~182,~~695~~882		5356.93			~~155~~167,~~394~~564		5256.87
Total Investments	$	~~318~~324,~~805~~911		100.0	%	$	~~294~~295,~~439~~640		100.0	%

~~The composition of our investments as of September 30, 2024 as a percentage of our total portfolio, at amortized cost and fair value were as follows (dollars in thousands):~~ 22

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	129,957		49.8	%	$	113,990		50.0	%
Senior Secured Notes		18,127		7.0			18,476		8.1
Fund Investment		1,746		0.7			1,525		0.7
Equity/Warrants		110,930		42.5			93,925		41.2
Total Investments	$	260,760		100.0	%	$	227,916		100.0	%

PHENIXFIN CORPORATION

~~In connection with certain of the~~Notes ~~Company’s~~to investments, the Company receives warrants that are obtained for the objective of increasing the total investment returns and are not held for hedging purposes. At June 30, 2025 and September 30, 2024, the total fair value of warrants was $803.0 thousand and $82.7 thousand, respectively, and were included in investments at fair value on the Consolidated ~~Statements~~Financial of Assets and Liabilities. During the three months ended June 30, 2025, the Company did not acquire any additional warrants in an existing portfolio company. During the nine months ended June 30, 2025, the Company acquired one warrant in an existing portfolio company. During the three and nine months ended June 30, 2024, the Company did not acquire any additional warrants in an existing portfolio company.Statements

~~For the three and nine months ended June 30, 2025,~~As ~~there was $434.7 thousand and $(59.0) thousand, respectively, in unrealized/(depreciation) related to warrants and was recorded on the Consolidated Statements~~ of ~~Operations~~December ~~as net unrealized appreciation/(depreciation) on investments. For the three and nine months ended June 30~~31, 2024, there was $34.8 thousand and $108.1 thousand, respectively, in unrealized depreciation related to warrants and was recorded on the Consolidated Statements of Operations as net unrealized appreciation/(depreciation) on investments. The warrants are received in connection with individual investments and are not subject to master netting arrangements. 2025

~~The following table shows the portfolio composition by industry grouping at fair value at June 30, 2025~~ (~~dollars in thousands~~Unaudited):

	Fair Value		Percentage
Services: Business	$	53,103		17.9	%
Insurance		48,429		16.3
Real Estate		40,770		13.8
Services: Consumer		37,581		12.8
Aerospace & Defense		25,239		8.6
Hotel, Gaming & Leisure		24,891		8.5
High Tech Industries		17,592		6.0
Construction & Building		16,058		5.5
Automotive		10,291		3.5
Metals & Mining		8,763		3.0
Consumer Discretionary		5,155		1.8
Media: Broadcasting & Subscription		4,917		1.7
Banking		1,650		0.6
Total	$	294,439		100.0	%

Note 3. Investments (continued)

The composition of our investments as of September 30, 2025 as a percentage of our total portfolio, at amortized cost and fair value were as follows (dollars in thousands):

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	125,373		38.6	%	$	116,567		38.6	%
Senior Secured Notes		17,039		5.3			17,457		5.8
Fund Investment		2,194		0.7			2,227		0.7
Equity/Warrants		179,783		55.4			166,021		54.9
Total Investments	$	324,389		100.0	%	$	302,272		100.0	%

In connection with certain of the Company’s investments, the Company receives warrants that are obtained for the objective of increasing the total investment returns and are not held for hedging purposes. At December 31, 2025 and September 30, 2025, the total fair value of warrants was $585.9 thousand and $815.5 thousand, respectively, and were included in investments at fair value on the Consolidated Statements of Assets and Liabilities. During the three months ended December 31, 2025 and 2024, the Company did not acquire any additional warrants in any portfolio companies.

Total change in unrealized appreciation/(depreciation) related to warrants for the three months ended December 31, 2025 and 2024 was $(229.6) thousand and $265.0 thousand, respectively, and was recorded on the Consolidated Statements of Operations as net change in unrealized appreciation/(depreciation) on investments. The warrants are received in connection with individual investments and are not subject to master netting arrangements.

The following table shows the portfolio composition by industry grouping at fair value at December 31, 2025 (dollars in thousands):

	Fair Value		Percentage

Services: Business	$	48,941		16.6	%
Insurance		48,325		16.2
Real Estate		46,933		15.9
Services: Consumer		34,340		11.6
Construction & Building		30,120		10.2
Aerospace & Defense		27,445		9.3
Hotel, Gaming & Leisure		18,314		6.2
High Tech Industries		17,709		6.0
Automotive		8,033		2.7
Metals & Mining		6,763		2.3
Consumer Discretionary		4,480		1.5
Banking		2,227		0.8
Media: Broadcasting & Subscription		2,010		0.7
Total	$	295,640		100.0	%

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 3. Investments (continued)

The following table shows the portfolio composition by industry grouping at fair value at September 30, ~~2024~~2025 (dollars in thousands):

	Fair Value		Percentage
Real Estate	$	50,162		22.0	%
Services: Business	$	56,249		18.6	%
Services: Business		46,706		20.5
Insurance		48,470		16.0
Services: Consumer		28,121		12.3
Real Estate		47,632		15.8
Hotel, Gaming & Leisure		24,253		10.6
Services: Consumer		38,418		12.7
Construction & Building		17,095		7.5
Aerospace & Defense		25,881		8.6
High Tech Industries		12,352		5.5
Hotel, Gaming & Leisure		22,328		7.4
Automotive		12,316		5.4
Construction & Building		18,131		6.0
Metals & Mining		12,161		5.3
High Tech Industries		16,961		5.6
Media: Broadcasting & Subscription		9,003		4.0
Metals & Mining		8,763		2.9
Energy: Oil & Gas		4,333		1.9
Automotive		7,860		2.6
Packaging		3,505		1.5
Media: Broadcasting & Subscription		4,850		1.6
Consumer Discretionary		34,~~456~~502		1.5
Aerospace & Defense		2,827		1.2
Banking		2,227		0.7
Banking		1,525		0.7
Total	$	302,272		100.0	%
Insurance		101		0.1
Total	$	227,916		100.0	%

The Company invests in portfolio companies principally located in the United States. The geographic composition is determined by the location of the corporate headquarters of the portfolio company, which may not be indicative of the primary source of the portfolio company’s business.

The following table shows the portfolio composition by geographic location at fair value at ~~June~~December 3031, 2025 (dollars in thousands):

	Fair Value		Percentage
Southeast	$	107,519		36.4	%
Northeast	$	116,453		39.4	%
Northeast		104,982		35.7
Southeast		98,240		33.2
West		3135,~~670~~389		1012.80
Midwest		2117,~~709~~377		75.49
Southwest		15,~~575~~674		5.3
Mid-Atlantic		~~321~~314		0.1
International		12,~~663~~193		4.31
Total	$	~~294~~295,~~439~~640		100.0	%

The following table shows the portfolio composition by geographic location at fair value at September 30, ~~2024~~2025 (dollars in thousands):

	Fair Value		Percentage
Northeast	$	87114,~~269~~610		3837.39	%
Southeast		61106,~~276~~037		2635.91
Midwest		34,648		15.2
West		31,549		10.4
West		31,951		14.0
Midwest		19,272		6.4
Southwest		215,~~749~~645		15.2
Mid-Atlantic		~~375~~314		0.21
International		914,~~648~~845		4.29
Total	$	~~227~~302,~~916~~272		100.0	%

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 3. Investments (continued)

Transactions With Affiliated/Controlled Companies

The Company had investments in portfolio companies designated as Affiliated Investments and Controlled Investments under the 1940 Act. Transactions with Affiliated Investments and Controlled Investments during the ~~nine~~three months ended ~~June~~December 3031, 2025 and 2024 were as follows:

Name of Investment(1)(2)	Type of Investment	Fair Value at September 30, ~~2024~~2025		Purchases/ (Sales) of or Advances/ (Distributions)			Transfers In/(Out) of Affiliates		Unrealized Gain/(Loss)			Realized Gain/(Loss)			Fair Value at ~~June~~December 3031, 2025		Earned Income		Fee/Other Income
Affiliated Investments
Black Angus Steakhouses, LLC	Senior Secured First Lien Delayed Draw Term Loan	$	751,207	$	(243,889	)	$	-	$	124,542			(631,860	)	$	-	$	-	$	-
Advocates for Disabled Vets, LLC (dba Reps for Vets)	Senior Secured First Lien Term Loan	$	8,798,513	$	(26,907	)	$	-	$	(6,923	)	$	586		$	8,765,269	$	267,241	$	-
	Senior Secured First Lien Term Loan		-		-			-		7,767,533			(7,767,533	)		-		-		-
	Equity		3,359,511		-			-		(186,036	)		-			3,173,475		-		-
	Senior Secured First Lien Super Priority DDTL		1,647,776		-			-		273,184			(1,920,960	)		-		-		-
FST Holdings Parent, LLC	Equity		10,960,741		-			-		(5,558	)		-			10,955,183		-		-
FST Holdings Parent, LLC	Equity		12,351,802		8,289			-		(767,757	)		-			11,592,334		254,231		-
MB Precision Investment Holdings LLC	Senior Secured First Lien Term Loan		6,398,561		(22,631	)		-		15,537			798			6,392,265		225,374		-
Total Affiliated Investments		$	14,750,785	$	(235,600	)	$	-	$	7,397,502		$	(10,320,353	)	$	11,592,334	$	254,231	$	-
	Senior Secured Delayed Draw Term Loan		490,306		1,382,827			-		1,513			-			1,874,646		35,566		-
	Senior Secured First Lien Revolver		1,975,347		87,257			-		(434	)		-			2,062,170		99,642		-
	Equity		2,725,408		210,760			-		12,892			-			2,949,060		210,760		-
	Warrants		673,018		-			-		(169,518	)		-			503,500		-		-
Total Affiliated Investments		$	35,381,405	$	1,631,306		$	-	$	(338,527	)	$	1,384		$	36,675,568	$	838,583	$	-

Name of Investment(1)(2)	Type of Investment	Fair Value at September 30, 2024		Purchases/ (Sales) of or Advances/ (Distributions)			Transfers In/(Out) of Controlled		Unrealized Gain/(Loss)			Realized Gain/(Loss)		Fair Value at June 30, 2025		Earned Income		Fee/Other Income
Controlled Investments
ECC Capital Corp.	Senior Secured First Lien Term Loan	$	7,422,012	$	-		$	-	$	-		$	-	$	7,422,012	$	538,943	$	-
	Equity		4,872,000		-			-		1,596,000			-		6,468,000		-		161,611
FlexFIN, LLC	Equity Interest		36,683,045		(438,043	)		-		-			-		36,245,002		3,597,022		-
NSG Captive, Inc.	Equity		101,000		49,154,076			-		(826,575	)		-		48,428,501		-		391,271
NVTN LLC	Senior Secured First Lien Delayed Draw Term Loan		5,500,000		4,700,000			-		-			-		10,200,000		575,494		-
	Senior Secured First Lien Term Loan B		16,353,590		-			-		(1,662,214	)		-		14,691,376		708,477		-
Total Controlled Investments		$	70,931,647	$	53,416,033		$	-	$	(892,789	)	$	-	$	123,454,891	$	5,419,936	$	552,882

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 3. Investments (continued)

Name of Investment(1)(2)	Type of Investment	Fair Value at September 30, ~~2023~~2025		Purchases/ (Sales) of or Advances/ (Distributions)			Transfers In/(Out) of ~~Affiliates~~Controlled			Unrealized Gain/(Loss)			Realized Gain/(Loss)			Fair Value at ~~June~~December 3031, ~~2024~~2025		Earned Income		Fee/Other Income
Affiliated Investments
Controlled Investments
1888 Industrial Services, LLC	Senior Secured First Lien Term Loan C	$	751,479	$	(1,096,561	)	$	(196,411	)	$	439,778		$	101,715		$	-	$	48,327
ECC Capital Corp.	Senior Secured First Lien Term Loan	$	6,997,012	$	-		$	-		$	-		$	-		$	6,997,012	$	166,332	$	-
	Senior Secured First Lien Term Loan A		-		-			-			9,473,068			(9,473,068	)		-		-
	Equity		6,636,000		-			-			3,024,000			-			9,660,000		-		40,457
	Revolving Credit Facility		4,632,177		(5,112,074	)		-			-			479,897			-		158,674
FlexFIN, LLC	Equity Interest		37,180,761		(746,490	)		-			-			-			36,434,271		1,751,275		-
Black Angus Steakhouses, LLC	Senior Secured First Lien Delayed Draw Term Loan		875,749		-			-			-			-			875,749		-
NSG Captive, Inc.	Equity		48,469,540		-			-			(146,011	)		-			48,323,529		-		125,000
	Senior Secured First Lien Term Loan		1,459,249		-			-			(1,008,883	)		-			450,366		-
NVTN LLC	Senior Secured First Lien Delayed Draw Term Loan		8,900,000		950,000			-			(49,250	)		-			9,800,750		107,362		-
	Senior Secured First Lien Super Priority DDTL		1,920,960		-			-			-			-			1,920,960		-
	Senior Secured First Lien Term Loan B		13,427,601		-			-			(4,914,677	)		-			8,512,924		171,990		-
FST Holdings Parent, LLC	Equity		10,000,003		-			-			1,160,749			-			11,160,752		-
Total Controlled Investments		$	121,610,914	$	203,510		$	-		$	(2,085,938	)	$	-		$	119,728,486	$	2,196,959	$	165,457
Maritime Wireless Holdings LLC	Senior Secured First Lien Term Loan B		7,500,000		(7,373,166	)		-			(126,834	)		-			-		535,857
	Equity		10,150,000		(11,900,000	)		-			(5,150,000	)		6,900,000			-		-
Total Affiliated Investments		$	37,289,617	$	(25,481,801	)	$	(196,411	)	$	4,787,878		$	(1,991,456	)	$	14,407,827	$	742,858

Name of Investment(1)(2)	Type of Investment	Fair Value at September 30, 2023		Purchases/ (Sales) of or Advances/ (Distributions)			Transfers In/(Out) of Controlled			Unrealized Gain/(Loss)			Realized Gain/(Loss)		Fair Value at June 30, 2024		Earned Income
Controlled Investments
ECC Capital Corp.	Senior Secured Promissory Note	$	-	$	10,422,012		$	-		$	-			-	$	10,422,012	$	482,173
	Equity		-		4,251,084			-			(1,311,084	)		-		2,940,000		-
FlexFIN, LLC	Equity Interest		38,870,711		(4,162,202	)		-			-			-		34,708,509		3,216,298
Kemmerer Operations, LLC	Senior Secured First Lien Term Loan		3,383,877		5,769,816			(9,153,693	)		-			-		-		268,831
	Equity		9,133,052		(10,378,988	)		-			(7,296,895	)		8,542,831		-		-
NSG Captive, Inc.	Equity		-		100,000			-			-			-		100,000		-
NVTN LLC	Senior Secured First Lien Delayed Draw Term Loan		7,214,856		(1,693,577	)		-			(21,279	)		-		5,500,000		868,449
	Senior Secured First Lien Term Loan B		5,037,547		-			-			11,874,210			-		16,911,757		214,286
	Equity		-		11,900,000			-			(11,900,000	)		-		-		-
Total Controlled Investments		$	63,640,043	$	16,208,145		$	(9,153,693	)	$	(8,655,048	)	$	8,542,831	$	70,582,278	$	5,050,037

(1)	The par amount and additional detail are shown in the Consolidated Schedules of Investments.

(2)	Securities with a zero value at the beginning and end of the period, and those that had no transaction activity were excluded from the roll forward.

Purchases/(sales) of or advances to/(distributions) from Affiliated Investments and Controlled Investments represent the proceeds from sales and settlements of investments, purchases, originations and participations, investment increases due to PIK interest as well as net amortization of premium/(discount) on investments and are included in the purchases and sales presented on the Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~June~~December 3031, 2025 and 2024. Transfers in/(out) of Affiliated Investments and Controlled Investments represent the fair value for the ~~month~~quarter an investment became or was removed as an Affiliated Investment or a Controlled Investment. Income received from Affiliated Investments and Controlled Investments is included in total investment income on the Consolidated Statements of Operations for the three ~~and nine~~ months ended ~~June~~December 3031, 2025 and 2024.

Unconsolidated Significant Subsidiaries

We must determine which, if any, of our unconsolidated controlled portfolio companies is a “significant subsidiary” within the meaning of Regulation S-X. We have evaluated and determined that, as of December 31, 2025, two portfolio companies, FlexFIN LLC and NVTN LLC, triggered at least one of the significance tests, and as of December 31, 2024, one portfolio company, FlexFIN LLC, triggered at least one of the significance tests. Below is certain selected key financial data from FlexFIN LLC’s and NVTN LLC’s income statements for the periods in which our investment exceeded the threshold for at least one of the tests (dollars in thousands):

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 3. Investments (continued)

Unconsolidated Significant Subsidiaries

Income Statement	For the Three Months Ended December 31, 2025			For the Three Months Ended December 31, 2024
Total Income	$	9,358		$	1,595
Total Expenses		9,510			436
Net Income	$	(152	)	$	1,159

In accordance with the SEC’s Regulation S-X and GAAP, the Company evaluated and determined that it had one subsidiary, FlexFIN, LLC, for which the Company owned 50%, that is deemed to be a “significant subsidiary” as of June 30, 2025 for which summarized financial information is presented below (dollars in thousands):

Balance Sheet	June 30, 2025 (Unaudited)		September 30, 2024 (Audited)
Total Assets	$	51,239	$	51,634
Total Liabilities		14,325		15,206

Income Statement	For the Nine Months Ended June 30, 2025 (Unaudited)		For the Year Ended September 30, 2024 (Audited)
Total Income	$	4,838	$	4,955
Total Expenses		1,399		1,028
Net Income	$	3,439	$	3,927

Note 4. Fair Value Measurements

The Company follows ASC 820 for measuring the fair value of portfolio investments. Fair value is the price that would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation models involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity. The Company’s fair value analysis includes an analysis of the value of any unfunded loan commitments. Financial investments recorded at fair value in the consolidated financial statements are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the investment as of the measurement date. Investments which are valued using NAV as a practical expedient are excluded from this hierarchy, and certain prior period amounts have been reclassified to conform to the current period presentation. The three levels are defined below:

The Company’s fair value analysis includes an analysis of the value of any unfunded loan commitments. Financial investments recorded at fair value in the consolidated financial statements are categorized for disclosure purposes based upon the level of judgment associated with the inputs used to measure their value. The valuation hierarchical levels are based upon the transparency of the inputs to the valuation of the investment as of the measurement date. Investments which are valued using NAV as a practical expedient are excluded from this hierarchy, and certain prior period amounts have been reclassified to conform to the current period presentation. The three levels are defined below:

●

Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.

●

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

●

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

In addition to using the above inputs in investment valuations, the Company continues to employ a valuation policy approved by the board of directors that is consistent with ASC 820 (see Note 2). Consistent with our valuation policy, we evaluate the source of inputs, including any markets in which our investments are trading, in determining fair value.

The following table presents the fair value measurements of our investments, by major class according to the fair value hierarchy, as of December ~~June 30~~31, 2025 (dollars in thousands):

Fair Value Hierarchy as of June 30, 2025

Fair Value Hierarchy as of December 31, 2025

Investments:

Level 1

Level 2

Level 3

Total

Senior Secured First Lien Term Loans

2918,~~564~~408

9093,~~303~~948

~~119~~112,~~867~~356

Senior Secured Notes

106,~~106~~496

76,~~422~~997

1713,~~528~~493

Equity/Warrants

3237,~~795~~051

~~122~~130,~~599~~513

~~155~~167,~~394~~564

Total

3237,~~795~~051

3924,~~670~~904

~~220~~231,~~324~~458

~~292~~293,~~789~~413

Investments measured at net asset value(1)

12,~~650~~227

Total Investments, at fair value

~~294~~295,~~439~~640

(1)

Certain investments that are measured at fair value using NAV have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amount presented in the Consolidated Statements of Assets and Liabilities.

PHENIXFIN ~~CORPORATION~~ ~~Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)~~CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 4. Fair Value Measurements (continued)

The following table presents the fair value measurements of our investments, by major class according to the fair value hierarchy, as of September 30, ~~2024~~2025 (dollars in thousands):

Fair Value Hierarchy as of September 30, 2024

Fair Value Hierarchy as of September 30, 2025

Investments:

Level 1

Level 2

Level 3

Total

Senior Secured First Lien Term Loans

4527,~~003~~586

6888,~~987~~981

~~113~~116,~~990~~567

Senior Secured Notes

1110,~~054~~460

76,~~422~~997

1817,~~476~~457

Equity/Warrants

3037,~~044~~812

63128,~~881~~209

93166,~~925~~021

Total

3037,~~044~~812

5638,~~057~~046

~~140~~224,~~290~~187

~~226~~300,~~391~~045

Investments measured at net asset value(1)

12,~~525~~227

Total Investments, at fair value

~~227~~302,~~916~~272

(1)

The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the ~~nine~~ three months ended ~~June~~December 3031, 2025 (dollars in thousands):

	Senior Secured First Lien Term Loans			Senior Secured Notes		Equities/ Warrants			Total
Balance as of September 30, 2024	$	68,987		$	7,422	$	63,881		$	140,290
Balance as of September 30, 2025	$	88,981		$	6,997	$	128,209		$	224,187
Purchases and other adjustments to cost		6612,~~391~~343			-		765,~~653~~177			~~143~~17,~~044~~520
Sales (including repayments or maturities)		(352,~~192~~345	)		-		(121,~~983~~906	)		(484,~~172~~251	)
Net realized gains/(losses) from investments		~~(11,617~~2	)		-		~~(1,771~~-	)		~~(13,388~~2	)
Net unrealized gains/(losses)		9(5,~~617~~033	)		-		(~~3,069~~967	)		(6,~~545~~000	)
Transfer in/(out)		~~(7,883~~-	)		-		~~(112~~-	)		~~(7,995~~-	)
Balance as of June 30, 2025	$	90,303		$	7,422	$	122,599		$	220,324
Balance as of December 31, 2025	$	93,948		$	6,997	$	130,513		$	231,458

The following table provides a reconciliation of the beginning and ending balances for investments that use Level 3 inputs for the ~~nine~~three months ended December ~~June 30~~31, 2024 (dollars in thousands):

	Senior Secured First Lien Term Loans			Senior Secured Notes			Equities/ Warrants			Total
Balance as of September 30, 2023	$	82,499		$	-		$	82,817		$	165,316
Balance as of September 30, 2024	$	68,987		$	7,422		$	63,881		$	140,290
Purchases and other adjustments to cost		2826,~~457~~271			~~34,000~~-			4269,~~293~~484			~~104~~95,~~750~~755
Sales (including repayments or maturities)		(2910,~~587~~166	)		~~(23,578~~-	)		(576,~~701~~238	)		(~~110~~16,~~866~~404	)
Net realized gains/(losses) from investments		~~(8,785~~84	)		-			~~15,747~~-			~~6,962~~84
Net unrealized gains/(losses)		~~22,220~~(789	)		-			~~(23,438~~41	)		(~~1,218~~748	)
Transfer in/(out)		~~(23,559~~-	)		-			-			~~(23,559~~-	)
Balance as of June 30, 2024	$	71,245		$	10,422		$	59,718		$	141,385
Balance as of December 31, 2024	$	84,387		$	7,422		$	127,168		$	218,977

Net change in unrealized gain (loss) for the nine months ended June 30, 2025 and 2024 included in earnings related to Level 3 investments still held as of June 30, 2025 and 2024 was approximately $(4.6) million and $2.1 million, respectively.28

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 4. Fair Value Measurements (continued)

Net change in unrealized gain (loss) for the three months ended December 31, 2025 and 2024 included in earnings related to Level 3 investments still held as of December 31, 2025 and 2024 was approximately $(6.0) million and $(0.6) million, respectively.

Purchases and other adjustments to cost include purchases of new investments at cost, effects of refinancing/restructuring, accretion/amortization of income from discount/premium on debt securities, and PIK.

Sales represent net proceeds received from investments sold, including any repayments or maturities.

A review of the fair value hierarchy classifications is conducted on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification for certain financial assets or liabilities. Reclassifications impacting Level 3 of the fair value hierarchy are reported as transfers in/out of the Level 3 category as of the beginning of the quarter in which the reclassifications occur. During the ~~nine~~three months ended ~~June~~December 3031, 2025, ~~two~~no investments were transferred in or out of Level 3. During the ~~nine~~three months ended ~~June 30~~December 31, 2024, ~~five~~no investments were transferred in or out of Level 3.

28The following table presents the quantitative information about Level 3 fair value measurements of our investments, as of December 31, 2025 (dollars in thousands):

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Fair Value

Valuation
Methodology

Unobservable
Input

Range
(Weighted Average)

Impact to
Valuation From
An Increase In
Input

Senior Secured First Lien Term Loans

74,813

Income Approach

Market Yield

3.3% - 14.5% (10.0%)

Decrease

Senior Secured First Lien Term Loans

8,513

Market Approach

EBITDA Multiple

1.8x - 2.8x (2.3x)

Increase

Senior Secured First Lien Term Loans

995

Market Approach

Market Spread

4.8% - 5.5% (5.1%)

Increase

Senior Secured First Lien Term Loans

9,627

Recent Transaction

Purchase Price

N/A

Senior Secured Notes

6,997

Cost Approach

Collateral Value

N/A

Equity/Warrants

77,161

Market Approach

EBITDA Multiple

1.3x - 13.0x (11.0x)

Increase

Equity/Warrants

36,434

Cost Approach

Replacement Cost

N/A

Equity/Warrants

6,753

Market Approach

Revenue Multiple

2.5x-3.0x (2.8x)

Increase

Equity/Warrants

7,009

Income Approach

Market Yield

28.3%-28.8% (28.5%)

Decrease

Equity/Warrants

100

Cost Approach

Collateral Value

N/A

Equity/Warrants

3,056

Recent Transaction

Purchase Price

N/A

Total

231,458

The following table presents the quantitative information about Level 3 fair value measurements of our investments, as of September 30, 2025 (dollars in thousands):

Fair Value

Valuation
Methodology

Unobservable
Input

Range
(Weighted Average)

Impact to
Valuation From
An Increase In
Input

Senior Secured First Lien Term Loans

74,485

Income Approach

Market Yield

3.3% - 14.5% (10.0%)

Decrease

Senior Secured First Lien Term Loans

13,428

Market Approach

EBITDA Multiple

1.8x - 2.8x (2.3x)

Increase

Senior Secured First Lien Term Loans

997

Market Approach

Market Spread

4.8% - 5.5% (5.1%)

Increase

Senior Secured First Lien Term Loans

Recent Transaction

Purchase Price

N/A

Senior Secured Notes

6,997

Cost Approach

Collateral Value

N/A

Equity/Warrants

78,255

Market Approach

EBITDA Multiple

1.3x - 13.0x (11.0x)

Increase

Equity/Warrants

37,181

Cost Approach

Replacement Cost

N/A

Equity/Warrants

3,948

Market Approach

Market Quote

N/A

Equity/Warrants

6,000

Market Approach

Revenue Multiple

2.5x-3.0x (2.8x)

Increase

Equity/Warrants

2,725

Income Approach

Market Yield

28.3% - 28.8% (28.5%)

Decrease

Equity/Warrants

100

Cost Approach

Collateral Value

N/A

Total

224,187

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 4. Fair Value Measurements (continued)

The following table presents the quantitative information about Level 3 fair value measurements of our investments, as of June 30, 2025 (dollars in thousands):

Fair Value

Valuation Methodology

Unobservable Input

Range (Weighted Average)

Impact to Valuation From An Increase In Input

Senior Secured First Lien Term Loans

74,570

Income Approach

Market Yield

3.5% - 14.25% (11.2%)

Decrease

Senior Secured First Lien Term Loans

1,000

Market Approach

Market Spread

4.25% - 4.75% (4.5%)

Increase

Senior Secured First Lien Term Loans

14,691

Market Approach

EBITDA Multiple

2.0x – 3.0x (2.5x)

Increase

Senior Secured First Lien Term Loans

Recent Purchase

Purchase Price

N/A

Senior Secured Notes

7,422

Cost Approach

Collateral Value

N/A

Equity/Warrants

77,502

Market Approach

EBITDA Multiple

1.4x - 13.8x (11.0x)

Increase

Equity/Warrants

36,245

Cost Approach

Replacement Cost

N/A

Equity/Warrants

6,000

Market Approach

Revenue Multiple

2.5x-3.0x (2.8x)

Increase

Equity/Warrants

2,751

Income Approach

Market Yield

11.0%-28.8% (25.1%)

Decrease

Equity/Warrants

101

Cost Approach

Collateral Value

N/A

Total

220,324

The following table presents the quantitative information about Level 3 fair value measurements of our investments, as of September 30, 2024 (dollars in thousands):

Fair Value

Valuation Methodology

Unobservable Input

Range (Weighted Average)

Impact to Valuation From An Increase In Input

Senior Secured First Lien Term Loans

65,236

Income Approach

Market Yield

3.5% - 42.5% (15.3%)

Decrease

Senior Secured First Lien Term Loans

2,399

Market Approach

EBITDA Multiple

1.8x - 2.3x (2.0x)

Increase

Senior Secured First Lien Term Loans

1,002

Market Approach

Market Spread

4.5% - 5.0% (4.75%)

Decrease

Senior Secured First Lien Term Loans

350

Cost Approach

Collateral Value

N/A

Senior Secured Notes

7,422

Recent Purchase

Purchase Price

N/A

Equity/Warrants

36,683

Cost Approach

Collateral Value

N/A

Equity/Warrants

27,014

Market Approach

EBITDA Multiple

4.3x - 10.3x (8.4x)

Increase

Equity/Warrants

101

Recent Purchase

Purchase Price

N/A

Equity/Warrants

Income Approach

DLOM (Discount for lack of Marketability)

27.0% - 31.0% (29.0%)

Decrease

Total

140,290

The significant unobservable inputs used in the fair value measurement of the Company’s debt and derivative investments are market yields. Increases in market yields would result in lower fair value measurements.

The significant unobservable inputs used in the fair value measurement of the Company’s equity/warrants investments are comparable company multiples of revenue or EBITDA for the latest twelve months (“LTM”), next twelve months (“NTM”) or a reasonable period a market participant would consider. Increases in EBITDA multiples in isolation would result in higher fair value measurement.

Note 5. Borrowings

As a BDC, we are generally only allowed to employ leverage to the extent that our asset coverage, as defined in the 1940 Act, equals at least 200% after giving effect to such leverage. The amount of leverage that we employ at any time depends on our assessment of the market and other factors at the time of any proposed borrowing.

However, in March 2018, the Small Business Credit Availability Act modified the 1940 Act by allowing a BDC to increase the maximum amount of leverage it may incur from 200% to 150% of asset coverage, if certain requirements under the 1940 Act are met. Under the 1940 Act, we are allowed to increase our leverage capacity if stockholders representing at least a majority of the votes cast, when a quorum is present, approve a proposal to do so. If we receive stockholder approval, we would be allowed to increase our leverage capacity on the first day after such approval. Alternatively, the 1940 Act allows the majority of our independent directors to approve an increase in our leverage capacity, and such approval would become effective after the one-year anniversary of such approval. In either case, we would be required to make certain disclosures on our website and in SEC filings regarding, among other things, the receipt of approval to increase our leverage, our leverage capacity and usage, and risks related to leverage. No approval was requested or obtained and the Company is still subject to the 200% requirement.

29As of December 31, 2025 and September 30, 2025, the Company’s asset coverage was 205.6% and 207.8%, respectively, after giving effect to leverage and therefore the Company’s asset coverage was greater than 200%, the minimum asset coverage requirement applicable presently to the Company under the 1940 Act.

~~PHENIXFIN CORPORATION~~The ~~Notes~~Company’s tooutstanding ~~Consolidated~~debt ~~Financial~~excluding ~~Statements June~~debt issuance costs as of December 31, 2025 and September 30, 2025 were as follows (~~Unaudited~~dollars in thousands):

Note 5. Borrowings (continued)

	December 31, 2025								September 30, 2025
	Aggregate Principal Available ⁽¹⁾		Principal Amount Outstanding		Carrying Value		Fair Value		Aggregate Principal Available ⁽¹⁾		Principal Amount Outstanding		Carrying Value		Fair Value
2028 Notes	$	57,500	$	57,500	$	56,553	$	54,533	$	57,500	$	57,500	$	56,477	$	55,154
2028 Promissory Note		-		-		-		-		1,661		1,661		1,543		1,594
Revolving Credit Facility		10,008		89,992		89,992		89,992		10,008		89,992		89,992		89,992
Total debt	$	67,508	$	147,492	$	146,545	$	144,525	$	69,169	$	149,153	$	148,012	$	146,740

As of June 30, 2025 and September 30, 2024, the Company’s asset coverage was 207.2% and 216.8%, respectively, after giving effect to leverage and therefore the Company’s asset coverage was greater than 200%, the minimum asset coverage requirement applicable presently to the Company under the 1940 Act.

The Company’s outstanding debt excluding debt issuance costs as of June 30, 2025 and September 30, 2024 were as follows (dollars in thousands):

	June 30, 2025								September 30, 2024
	Aggregate Principal Available (1)		Principal Amount Outstanding		Carrying Value		Fair Value		Aggregate Principal Available (1)		Principal Amount Outstanding		Carrying Value		Fair Value
2028 Notes	$	57,500	$	57,500	$	56,393	$	54,096	$	57,500	$	57,500	$	56,143	$	51,980
2028 Promissory Note		1,661		1,661		1,534		1,661		1,661		1,661		1,508		1,661
Revolving Credit Facility		13,008		86,992		86,992		86,992		9,427		78,073		78,073		78,073
Total debt	$	72,169	$	146,153	$	144,919	$	142,749	$	68,588	$	137,234	$	135,724	$	131,714

(1)	For the 2028 Notes and 2028 Promissory Note, this represents the total principal amount and for the Revolving Credit Facility, this represents the undrawn principal amount.

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 5. Borrowings (continued)

Credit Facility

On December 15, 2022, the Company entered into a 3 year $50.0 million revolving credit facility (the “Credit Facility”) with Woodforest National Bank (“Woodforest’”). Woodforest iswas the administrative agent, sole bookrunner and sole lead arranger. The Credit Facility ~~has~~had aan original maturity date of December 15, 2025.

On January 17, 2023, the Company borrowed $23.2 million under the Credit Facility and used these proceeds to redeem $22.6 million in aggregate principal amount of the issued and outstanding 2023 Notes, comprising all issued and outstanding 2023 Notes. The 2023 Notes were redeemed at 100% of their principal amount, plus accrued and unpaid interest thereon from September 30, 2022 through, but excluding January 17, 2023 (the “Redemption Date”).

On February 21, 2024 (the “First Amendment Effective Date”), in order to increase the size of the Credit Facility, the parties to the Credit Facility amended the terms of the Credit Facility, effective as of the First Amendment Effective Date (the “First Amendment”). The First Amendment increased the principal amount of loan available under the Credit Facility by $12.5 million to $62.5 million. All other material terms of the Credit Facility remain unchanged.

On August 5, 2024 (the “Second Amendment Effective Date”), in order to increase the size of the Credit Facility, the parties to the Credit Facility amended the Credit Facility, effective as of the Second Amendment Effective Date (the “Second Amendment”). The Second Amendment increased the principal amount of loan available under the Credit Facility by $25 million to $87.5 million. All other material terms of the Credit Facility remain unchanged.

On April 17, 2025 (the “Third Amendment Effective Date”), in order to extend the term and increase the size of the Credit Facility, the parties to the Credit Facility amended the terms of the Credit Facility, effective as of the Third Amendment Effective Date (the “Third Amendment”). The Third Amendment increased the principal amount of the loan available under the Credit Facility by $12.5 million to $100.0 million (with potential access to up to an additional $50.0 million pursuant to an uncommitted accordion provision) and appointed BankUnited, N.A. to assume all agency and syndication responsibilities from the prior agent and lenders. Outstanding loans under the terms of the Amendment bear a monthly interest rate ranging from ABR + 1.35% to ABR + 1.75% for any alternative base rate loans and from Term SOFR + 2.35% to Term SOFR + 2.75% for any term benchmark loans based on the total debt to tangible net worth ratio. The Amendment also extended the term of the credit facility to April 17, 2030, five years from the Third Amendment Effective Date. Other material terms remain substantially unchanged.

Under the Credit Facility, the Company is required to comply with various covenants, reporting requirements and other customary requirements for similar revolving credit facilities, including, without limitation, covenants related to: (a) limitations on the incurrence of additional indebtedness and liens, (b) limitations on certain investments, (c) limitations on certain restricted payments, (d) maintaining a certain minimum stockholders’ equity, (e) maintaining a ratio of total assets to total indebtedness of the Company and its consolidated subsidiaries (subject to certain exceptions) of not less than 2.0:1.0, (f) limitations on pledging certain unencumbered assets, and (g) limitations on the creation or existence of agreements that prohibit liens on certain properties of the Company and certain of its subsidiaries. These covenants are subject to important limitations and exceptions that are described in the documents governing the Credit Facility. Amounts available to borrow under the Credit Facility (and the incurrence of certain other permitted debt) are also subject to compliance with a borrowing base that applies different advance rates to different types of assets (based on their value as determined pursuant to the Credit Facility) that are pledged as collateral. As of ~~June~~December 3031, 2025, the Company was in compliance in all respects with the terms of the Credit Facility.

As of December 31, 2025 and September 30, 2025, there was $90.0 million and $90.0 million outstanding, respectively, under the Credit Facility.

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Note 5. Borrowings (continued)

As of June 30, 2025 and September 30, 2024, there was $87.0 million and $78.1 million outstanding, respectively, under the Credit Facility.

Outstanding loans under the Credit Facility bear a monthly interest rate at Term SOFR + 2.50%. The Company is also subject to a commitment fee of 0.25%, which shall accrue on the actual daily amount of the undrawn portion of the revolving credit.

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 5. Borrowings (continued)

Unsecured Notes

2028 Notes

On November 9, 2021, the Company entered into an underwriting agreement, by and between the Company and Oppenheimer & Co. Inc., as representative of the several underwriters, in connection with the issuance and sale (the “Offering”) of $57,500,000 (including the underwriters’ option to purchase up to $7,500,000 aggregate principal amount) in aggregate principal amount of its 5.25% Notes that mature on November 1, 2028 (the “2028 Notes” or the “Notes”). The Offering occurred on November 15, 2021, pursuant to the Company’s effective shelf registration statement on Form N-2 previously filed with the SEC. Effective November 16, 2021, the 2028 Notes began trading on the NASDAQ Global Market under the trading symbol “PFXNZ.”

On November 15, 2021, the Company and U.S. Bank National Association, as trustee, entered into a Fourth Supplemental Indenture to its base Indenture, dated February 7, 2012, between the Company and the Trustee. The Fourth Supplemental Indenture relates to the Offering of the 2028 Notes.

2028 Promissory Note

On May 2, 2024, the Company issued a 5.25% note due November 1, 2028 in the principal amount of $1,661,498 to National Security Insurance Company (the “2028 Promissory Note”). The financial terms of the note are substantially the same as the 2028 Notes.

On December 8, 2025, the Company redeemed in aggregate its principal amount of the issued and outstanding 2028 Promissory Note, comprising all issued and outstanding 2028 Promissory Notes, at a price equal to the closing market price of the 2028 Notes on December 5, 2025, plus accrued and unpaid interest thereon from November 1, 2025, through, but excluding, December 8, 2025 in accordance with the terms of the indenture governing the 2028 Promissory Note. The redemption was completed on December 8, 2025.

Fair Value of Debt Obligations

The fair values of our debt obligations are determined in accordance with ASC 820, which defines fair value in terms of the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The fair value of the 2028 Notes, which are publicly traded, is based upon closing market quotes as of the measurement date. As of ~~June 30~~December 31, 2025 and September 30, ~~2024~~2025, the Notes are deemed to be Level 1 in the fair value hierarchy, as defined in Note 4. As of ~~June 30~~December 31, 2025 and September 30, ~~2024, the 2028 Promissory Note is deemed to be Level 3 in the fair value hierarchy, as defined in Note 4. As of June 30,~~ 2025 ~~and September 30~~, ~~2024,~~ the Credit Facility is deemed to be Level 3 in the fair value hierarchy, as defined in Note 4.

Debt issuance costs related to the 2028 Notes are reported on the Consolidated Statements of Assets and Liabilities as a direct deduction from the face amount of the 2028 Notes. As of June 30, 2025 and September 30, 2024, debt issuance costs related to the 2023 Notes and the 2028 Note were as follows (dollars in thousands): 32

	For the nine months ended						For the year ended
	June 30, 2025						September 30, 2024
	2028 Notes		2028 Promissory Note		Total		2028 Notes		2028 Promissory Note		Total
Total debt issuance costs at beginning of period	$	1,357	$	154	$	1,511	$	1,689	$	-	$	1,689
Debt issuance costs during the period		-		-		-		-		169		169
Amortized debt issuance costs		250		27		277		332		15		347
Unamortized debt issuance costs	$	1,107	$	127	$	1,234	$	1,357	$	154	$	1,511

PHENIXFIN CORPORATION

31Notes to Consolidated Financial Statements

~~PHENIXFIN CORPORATION~~As ~~Notes~~of toDecember ~~Consolidated Financial Statements June 30~~31, 2025 ~~(Unaudited)~~

(Unaudited)

Note 5. Borrowings (continued)

~~For~~Debt issuance ~~the~~costs ~~three~~related ~~and~~to ~~nine~~the ~~months~~2028 ~~ended~~Notes ~~June~~are ~~30,~~reported ~~2025 and~~on ~~2024,~~ the ~~components~~Consolidated Statements of ~~interest~~Assets ~~expense,~~and ~~amortized~~Liabilities ~~debt~~as ~~issuance~~a ~~costs,~~direct ~~amortized~~deduction from ~~deferred~~the ~~financing~~face ~~costs,~~amount ~~weighted~~of ~~average~~the ~~stated interest~~2028 ~~rate~~Notes. ~~and~~As ~~weighted~~of ~~average~~December ~~outstanding~~31, ~~debt~~2025 ~~balance~~and ~~for~~September ~~the~~30, ~~2028 Notes~~2025, ~~2028~~debt ~~Promissory~~issuance ~~Note~~costs ~~and~~related to the ~~Credit~~2028 ~~Facility~~ Notes were as follows (dollars in thousands):

	For the Three Months Ended June 30,						For the Nine Months Ended June 30,
	For the three months ended									For the year ended
	2025			2024			2025			2024
	December 31, 2025									September 30, 2025
2028 Notes Interest	$	753		$	756		$	2,263		$	2,264
	2028 Notes			2028 Promissory Note			Total			2028 Notes			2028 Promissory Note		Total
2028 Promissory Note Interest		22			-			66			-
Total debt issuance costs at beginning of period	$	1,023		$	118		$	1,141		$	1,357		$	154	$	1,511
Credit Facility Interest		1,607			739			4,601			1,930
Debt issuance costs during the period		-			-			-			-			-		-
Commitment fees		(24	)		17			(15	)		48
Amortized debt issuance costs		76			118			194			334			36		370
Amortization of deferred financing costs		99			127			483			340
Unamortized debt issuance costs	$	947		$	-		$	947		$	1,023		$	118	$	1,141
Amortization of debt issuance costs		92			83			276			249
Other		111			-			111			-
Total	$	2,660		$	1,722		$	7,785		$	4,831
Weighted average stated interest rate		6.6	%		6.4	%		6.6	%		6.3	%
Weighted average debt outstanding	$	151,623		$	94,127		$	143,377		$	88,660

For the three months ended December 31, 2025 and 2024, the components of interest expense, amortized debt issuance costs, amortized deferred financing costs, weighted average stated interest rate and weighted average outstanding debt balance for the 2028 Notes, 2028 Promissory Note and Credit Facility were as follows (dollars in thousands):

	For the Three Months Ended December 31,
	2025			2024
2028 Notes Interest	$	755		$	747
2028 Promissory Note		16			22
Credit facility interest		1,494			1,501
Commitment fees		6			7
Amortization of deferred financing costs		77			177
Amortization of debt issuance costs		84			92
Total	$	2,432		$	2,546
Weighted average stated interest rate		6.0	%		6.6	%
Weighted average debt outstanding	$	148,720		$	136,250

Note 6. Agreements

Administration Agreement

In connection with the adoption by the board of directors of an internalized management structure, on November 19, 2020, the Company entered into a Fund Accounting Servicing Agreement and an Administration Servicing Agreement on customary terms with U.S. Bancorp Fund Services, LLC d/b/a U.S. Bank Global Fund Services (“U.S. Bancorp”). A U.S. Bancorp affiliate also served as the Company’s custodian. The Company’s administrative and custodial relationship with U.S. Bancorp terminated on August 9, 2022. SS&C Technologies, Inc. (“SS&C”) ~~has~~serves ~~since served~~ as the administrator of the Company and ~~has~~provides ~~provided~~ the Company with fund accounting and financial reporting services pursuant to the services agreement with the Company since August 9, 2022. Effective September 12, 2022, Computershare Trust Company, N.A. (“Computershare”) ~~serves~~ serves as custodian for the Company pursuant to its Loan Administration and Custodial Agreement with the Company. For the three ~~and nine~~ months ended December ~~June 30~~31, 2025, ~~we incurred approximately $0.1 million~~ and ~~$0.3 million in administrator expenses, respectively. For the three and nine months ended June 30,~~ 2024, we incurred approximately $0.1 million and $0.21 million in administrator expenses, respectively.

As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, $0.0 million and $0.0 million was included in “administrator expenses payable” in the accompanying Consolidated Statements of Assets and Liabilities.

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

As of December 31, 2025

(Unaudited)

Note 6. Agreements (continued)

Long-Term Cash Incentive Plan

On May 9, 2022, the board of directors of the Company adopted the PhenixFIN 2022 Long-Term Cash Incentive Plan (the “CIP”) pursuant to the recommendation by the Compensation Committee of the board of directors. The CIP provides for performance-based cash awards to key employees of the Company, as approved by the Compensation Committee, based on the achievement of pre-established financial goals for the approved performance period. The performance goals may be expressed as one or a combination of net asset value of the Company, net asset value per share of the Company’s common stock, changes in the market price of shares of the Company’s common stock, individual performance metrics and/or such other goals and objectives the Committee considers relevant in connection with accomplishing the purposes of the CIP.

In ~~connection~~December ~~with~~2022, ~~the~~pursuant ~~approval~~to of the CIP, the ~~Compensation~~ Compensation Committee inapproved ~~April~~awards ~~2022,~~for ~~approved~~Mr. ~~awards~~Lorber and Ms. McMillan for the three-year performance period commencing on October 1, ~~2021~~2022 and ending on September 30, ~~2024~~2025 (the “~~2022~~2023 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of ~~the~~their target award amount ~~set forth above~~ based on the factors described above. The Compensation Committee, in approving the awards, evaluated each performance ~~Performance~~goal ~~Goal~~ separately.

In December 2023, pursuant to the CIP, the Compensation Committee approved awards for Mr. Lorber and Ms. McMillan for the three-year performance period commencing on October 1, 2023 and ending on September 30, 2026 (the “2024 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of their target award amount ~~set forth above~~ based on the factors described above. The Compensation Committee, in approving the awards, evaluated each performance ~~Performance~~goal ~~Goal~~ separately.

In December 2024, pursuant to the CIP, the Compensation Committee approved awards for Mr. Lorber and Ms. McMillan for the three-year performance period commencing on October 1, 2024 and ending on September 30, 2027 (the “2025 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of their target award amount ~~set forth above~~ based on the factors described above. The threshold, target, and maximum performance levels are structured similar to those of the 2022 LTIP Plan. The Compensation Committee, in approving the awards, evaluated each ~~Performance Goal~~performance goal separately.

32In December 2025, pursuant to the CIP, the Compensation Committee approved awards for Mr. Lorber and Ms. McMillan for the three-year performance period commencing on October 1, 2025 and ending on September 30, 2028 (the “2026 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of their target award amount based on the factors described above. The threshold, target, and maximum performance levels are structured similar to those of the 2022 LTIP Plan. The Compensation Committee, in approving the awards, evaluated each performance goal separately.

The Target Performance Award for each executive officer for the 2023 LTIP Plan, the 2024 LTIP Plan, the 2025 LTIP Plan, and the 2026 LTIP Plan is set forth in the table below:

Name and Title	2023 LTIP Dollar Value of Target Award		2024 LTIP Dollar Value of Target Award		2025 LTIP Dollar Value of Target Award		2026 LTIP Dollar Value of Target Award
David Lorber, Chairman of the Board and Chief Executive Officer	$	890,000	$	890,000	$	1,000,000	$	1,000,000
Ellida McMillan, Chief Financial Officer		380,000		380,000		425,000		425,000

During the three months ended December 31, 2025 and 2024, the Company recorded an expense of $66,875 and $326,320, respectively, for these awards. During the three months ended December 31, 2025 and December 31, 2024, the Company paid out $2.4 million and $2.0 million, respectively, for these awards.

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

~~June~~As of 30December 31, 2025

(Unaudited)

Note 6. Agreements (continued)

The Target Performance Award for each executive officer for the 2022 LTIP Plan, 2023 LTIP Plan, and the 2024 LTIP Plan is set forth in the table below:

Name and Title	Dollar Value of Target Award
David Lorber, Chairman of the Board and Chief Executive Officer	$	890,000
Ellida McMillan, Chief Financial Officer		380,000

The Target Performance Award for the 2025 LTIP Plan for each of Mr. Lorber and Ms. McMillan is $1,000,000 and $425,000, respectively.

During the three and nine months ended June 30, 2025, the Company recorded an expense of $275,342 and $905,510 respectively, for these awards. During the three and nine months ended June 30, 2024, the Company recorded an expense of $684,735 and $1,494,425, respectively, for these awards.

Note 7. Related Party Transactions

~~During~~The Company ~~the~~has ~~year~~entered ~~ended~~into ~~September~~contracts 30with its affiliated portfolio companies, ~~2024~~The National Security Group (and certain of its affiliates) and ECC Capital Corporation, pursuant to which the Company ~~entered~~(and/or ~~into~~certain of its subsidiaries) provide such affiliated portfolio companies certain services, including managing a ~~related~~portion ~~party~~of ~~transaction~~their ~~with~~assets. ~~NVTN~~During ~~LLC~~the ~~whereby~~three months ended December 31, 2025 and 2024, the Company recognized $110.92 million ofand ~~equity~~$0.1 million of ~~Wireless~~income, ~~Maritime~~respectively, ~~Services~~related ~~was transferred~~ to ~~NVTN~~these ~~LLC~~contracts.

The Company has entered into contracts with its affiliated portfolio companies, The National Security Group (and certain of its affiliates) and ECC Capital Corporation, pursuant to which the Company (and/or certain of its subsidiaries) provide such affiliated portfolio companies certain services, including managing a portion of their investment assets. During the nine months ended June 30, 2025, the Company recognized $0.6 million of fee income related to these contracts.

Due from/to Affiliates

Due from affiliates at ~~June~~December 3031, 2025 and September 30, ~~2024~~2025 consists of certain legal and general and administrative expenses paid by the Company on behalf of certain of its affiliates. Due to affiliates at ~~June~~December 3031, 2025 and September 30, ~~2024~~2025 consists of certain expenses payable by the Company to certain of its affiliates.

Note 8. Commitments

Unfunded commitments

As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, we had commitments under loan and financing agreements to fund up to $43.79 million to ~~five~~ six portfolio companies and $15.65 million to ~~two~~ six portfolio companies, respectively. These commitments are primarily composed of senior secured delayed draw term loans and revolvers, and the determination of their fair value is included in the Consolidated Schedules of Investments. The commitments are generally subject to the borrowers meeting certain criteria such as compliance with covenants and certain operational metrics. The terms of the borrowings and financings subject to commitment are comparable to the terms of other loan and equity securities in our portfolio. The Company maintains adequate liquidity to fund its unfunded commitments. A summary of the composition of the unfunded commitments as of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025 is shown in the table below (dollars in thousands):

	June 30, 2025		September 30, 2024
	December 31, 2025		September 30, 2025
MB Precision Investment Holdings LLC - Senior Secured First Lien Revolver	$	853	$	-85
PSB Group, LLC - Revolver		765		-
MB Precision Investment Holdings LLC - Senior Secured Delayed Draw Term Loan		85		1,521
SS Acquisition, LLC (dba Soccer Shots Franchising) - Revolver		1,429		-
PREIT Associates - Revolver		61		61
Tamarix Capital Partners II, L.P. - Fund Investment		865		1,313
PSB Group, LLC - Revolver		472		472
Wingman Holdings, Inc. - Revolver		1,563		-
SS Acquisition, LLC (dba Soccer Shots Franchising) - Revolver		1,029		1,029
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC) - First Out Delayed Draw Term Loan		-		57
Tamarix Capital Partners II, L.P. - Fund Investment		865		865
XYZ Roofco, LLC (dba SMC Roofing Solutions LLC) - Last Out Delayed Draw Term Loan		-		246
WHI Global, LLC - Revolver		1,358		1,484
Total unfunded commitments	$	43,~~707~~873	$	15,~~616~~517

3335

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

~~June~~As of 30December 31, 2025

(Unaudited)

Note 8. Commitments (continued)

Lease obligations

The Company evaluates its leases to determine whether they should be classified as operating or financing leases. PhenixFIN identified one operating lease for its office space. The lease commenced on September 15, 2021. On December 18, 2024, the Company amended the terms of the lease, contingent on certain events, ~~extending~~ extending the lease term until August 31, 2035, with a right to terminate on the 36th and 60th month anniversaries of September 15, 2025, as well as any time on or after the 84th month anniversary of September 15, 2025.

Upon entering into the lease on September 15, 2021, PhenixFIN recorded a right-of-use asset and a lease liability as of that date.

As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, the asset related to the operating lease was $~~231,469~~2.4 million and $~~322~~2.5 million,~~131,~~ respectively, and is included in the Other assets balance on the Consolidated ~~Balance~~ Balance Sheet. As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, the lease liability was $~~190,743~~2.5 million and $~~294~~2.4 million,~~063,~~ respectively, and is included in the Other liabilities balance on the Consolidated Statements of Assets and Liabilities. As of ~~June~~December 3031, 2025 and September 30, ~~2024~~2025, the remaining lease term was approximately ~~one~~ten ~~year and two~~ years, ~~respectively,~~ and the implied borrowing rate was 56.2585% ~~for each of the respective periods~~.

The following table shows future minimum payments under PhenixFIN’s operating lease as of ~~June~~December 3031, 2025:

For the Years Ended September 30,	Amount
2025	$	42,394
2026	$	184,538
2026		161,680
2027		325,261
2027		27,417
2028		335,019
Thereafter		-
2029		345,070
		231,491
2030		355,422
Difference between undiscounted and discounted cash flows		(40,748	)
Thereafter		1,908,314
	$	190,743
		3,453,624
Difference between undiscounted and discounted cash flows		(972,206	)
	$	2,481,418

Note 9. Fee Income

Fee income consists of amendment fees, prepayment penalty and other ~~miscellaneous~~ fees which are non-recurring in nature, as well as administrative agent fees and management fees, which are recurring in nature. The following table summarizes the Company’s fee income for the three ~~and nine~~ months ended ~~June~~December 3031, 2025 and 2024 (dollars in thousands):

	For the Three Months Ended June 30,				For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025		2024		~~2025~~		~~2024~~
Administrative agent fee	$	-	$	-	$	5	$	75
Prepayment fee	$	-	$	-
Amendment fee		4		-		4		-
Administrative agent fee		5		5
Management fee		40		-		55			-
Amendment fee		-		-
Other fees		640		375		759		379
Management fee		15		-
Fee income	$	684	$	375	$	823	$	454
Other fees		168		6
Fee income	$	188	$	11

3436

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

~~June~~As of 30December 31, 2025

(Unaudited)

Note 10. Directors Fees

From May 1, 2023 to September 30, 2024, the Company’s independent directors received an annual fee of $150,000. In addition, the lead independent director received an annual retainer of $30,000; the chair of the Audit Committee received an annual retainer of $25,000, and each of its other members received an annual retainer of $12,500; and the chairs of the Nominating and Corporate Governance Committee and of the Compensation Committee each received an annual retainer of $15,000 and each of the other members of these committees received annual retainers of $8,000. The Company’s independent directors no longer receive fees for each board and committee meeting that they attend.

Effective October 1, 2024, the structure was modified such that each of the Company’s independent directors receives an annual fee of $165,000. In addition, the lead independent director receives an annual retainer of $30,000; the chair of the Audit Committee receives an annual retainer of $19,000 and each of its other members receives an annual retainer of $12,500; the chair of the Nominating and Corporate Governance Committee receives an annual retainer of $12,000 and each of its other members receives an annual retainer of $11,000; and the chair of the Compensation Committee receives an annual retainer of $15,000 and each of its other members receives an annual retainer of $11,000.

No board service compensation is paid to directors who are “interested persons” of the Company (as such term is defined in the 1940 Act). For the three ~~and nine~~ months ended ~~June~~ 30December 31, 2025, ~~the Company recognized $0.2 million~~ and ~~$0.6 million for directors’ fees expense, respectively. For the three and nine months ended June 30,~~ 2024, the Company recognized $0.2 million and $0.62 million for directors’ fees expense, respectively.

Note 11. Earnings Per Share

In accordance with the provisions of ASC Topic 260 - Earnings per Share, basic earnings per share is computed by dividing earnings available to common stockholders by the weighted average number of shares outstanding during the period. Other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis. The Company does not have any potentially dilutive common shares as of ~~June~~December 3031, 2025.

The following information sets forth the computation of the weighted average basic and diluted net increase/(decrease) in net assets per share from operations for the three ~~and nine~~ months ended ~~June~~December 3031, 2025 and 2024 (amounts in thousands, except shares and per share amounts):

	For the Three Months Ended June 30,					For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025			2024		~~2025~~		~~2024~~
Basic and diluted:
Net increase (decrease) in net assets resulting from operations	$	(14,~~497~~770	)	$	2,~~609~~464	$	71	$	~~12,515~~
Weighted average shares of common stock outstanding - basic and diluted		2,~~017~~001,~~330~~470			2,019,~~786~~778		~~2,018,962~~		~~2,047,127~~
Earnings (loss) per share of common stock - basic and diluted	$	(02.7438	)	$	1.2922	$	~~0.03~~	$	~~6.11~~

3537

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

~~June~~As of 30December 31, 2025

(Unaudited)

Note 12. Financial Highlights

The following is a schedule of financial highlights for the ~~nine~~three months ended ~~June~~December 3031, 2025 and 2024:

	For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025			2024
Per share data
Net Asset Value per share at Beginning of Period	$	7980.3724		$	7079.7537
Results of Operations:
Net Investment Income/(Loss)		1.86			2.08
Net Investment Income/(Loss)(1)		1.06			0.80
Net Realized Gain/(Loss) on Investments		(50.8935	)		30.4958
Net Unrealized Gain/(Loss) on Investments		4(3.2058	)		(0.5416	)
Deferred tax benefit (expense)		(0.14	)		-
Net loss on extinguishment of debt		-			-
Net Increase (Decrease) in Net Assets Resulting from Operations		0.03			6.11
Deferred tax benefit (expense)		(0.21	)		-
Net Increase (Decrease) in Net Assets Resulting from Operations		(2.38	)		1.22
Capital Share Transactions
Distributions declared from taxable income		(1.43	)		(1.31	)
Distributions declared		-			-
Repurchase of common stock under stock repurchase program(1)		0.23			0.80
Repurchase of common stock under stock repurchase program(2)		0.06			-
Net Increase (Decrease) Resulting from Capital Share Transactions		(10.2006	)		~~(0.51~~-	)
Net Asset Value per share at End of Period	$	7877.2092		$	7680.3559
Net Assets at End of Period	$	~~156~~155,~~694~~821,~~119~~248		$	~~154~~162,~~203~~771,~~403~~930
Shares Outstanding at End of Period		21,~~003~~999,~~869~~634			2,019,778
Per share market value at end of period	$	5044.6518		$	4650.7764
Total return based on market value(2)		9.41	%		26.86	%
Total return based on market value(3)		(7.24	)%		6.39	%
Total return based on net asset value(3)		(0.45	)%		6.91	%
Total return based on net asset value(4)		(3.08	)%		1.54	%
Portfolio turnover rate		336.8035	%		3713.9027	%
Ratios:
Ratio of net investment/(loss) income to average net assets after waivers, discounts and reimbursements(4)		3.14	%		3.76	%
Ratio of net investment/(loss) income to average net assets after waivers, discounts and reimbursements(5)		5.34	%		4.26	%
Ratio of total expenses to average net assets(4)		12.26	%		10.90	%
Ratio of total expenses to average net assets(5)		11.38	%		11.83	%
Supplemental Data:
Percentage of non-recurring fee income(5)		4.47	%		2.73	%
Percentage of non-recurring fee income(6)		2.82	%		0.18	%
Average debt outstanding(6)	$	143,376,643		$	88,660,220
Average debt outstanding(7)	$	148,719,683		$	136,250,229
Average debt outstanding per weighted average common share	$	7174.0231		$	4367.3146
Asset coverage ratio per unit(7)	$	2,072		$	2,778
Asset coverage ratio per unit(8)	$	2,056		$	2,137
Senior Securities Outstanding(8)
Senior Securities Outstanding(9)
2028 Notes	$	57,500,000		$	57,500,000
2028 Promissory Note	$	~~1,661,498~~-		$	1,661,498
Credit Facility	$	8689,991,619		$	2784,~~572~~000,~~953~~000
Average market value per unit:
2028 Notes	$	22.6274		$	22.51

(1) The amount shown at this caption reflected the balance derived from the other figures in the schedule. The amount shown at this caption for a share outstanding throughout the period may not agree with the repurchase of common stock due to the timing of the repurchase of the Company’s shares.

(1)	Net investment income/(loss) excluding management and incentive fee waivers, discounts and reimbursements based on total weighted average common stock outstanding equals $1.06 and $0.80 per share for the three months ended December 31, 2025 and 2024, respectively.
(2)	The amount shown at this caption is the balancing amount derived from the other figures in the schedule. The amount shown at this caption for a share outstanding throughout the period may not agree with the repurchase of common stock because of the timing of repurchase of the Company’s shares.
(3)	Total return is historical and assumes changes in share price, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period. Calculation is not annualized.
(4)	Total return is historical and assumes changes in NAV, reinvestments of all dividends at prices obtained under the Company’s dividend reinvestment plan, and no sales charges for the period. Calculation is not annualized.
(5)	Ratios are annualized during interim periods.
(6)	Represents the impact of the non-recurring fees as a percentage of total investment income.
(7)	Based on daily weighted average carrying value of debt outstanding during the period.
(8)	Asset coverage per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness. As of December 31, 2025, the Company’s asset coverage was 205.6% after giving effect to leverage and therefore the Company’s asset coverage was above 200%, the minimum asset coverage requirement under the 1940 Act.
(9)	Total amount of each class of senior securities outstanding at the end of the period excluding debt issuance costs.

3638

PHENIXFIN CORPORATION

Notes to Consolidated Financial Statements

~~June~~As of 30December 31, 2025

(Unaudited)

Note 12. Financial Highlights (continued)

(2) Total return is historical and assumes changes in share price, reinvestments of all dividends and distributions at prices obtained under the Company’s dividend reinvestment plan, and no sales charge for the period. Calculation is not annualized.

(3) Total return is historical and assumes changes in NAV, reinvestments of all dividends at prices obtained under the Company’s dividend reinvestment plan, and no sales charges for the period. Calculation is not annualized.

(4) Ratios are annualized during interim periods.

(5) Represents the impact of the non-recurring fees as a percentage of total investment income.

(6) Based on daily weighted average carrying value of debt outstanding during the period.

(7) Asset coverage per unit is the ratio of the carrying value of our total consolidated assets, less all liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness.

As of June 30, 2025, the Company’s asset coverage was 207.2% after giving effect to leverage and therefore the Company’s asset coverage was above 200%, the minimum asset coverage requirement under the 1940 Act.

(8) Total amount of each class of senior securities outstanding at the end of the period excluding debt issuance costs.

Note 13. Dividends

Any dividends and distributions to common stockholders are recorded on the ex-dividend date. Any amounts to be paid out as a dividend are determined by our board of directors.

We have adopted an “opt out” dividend reinvestment plan for our common stockholders. As a result, if we declare a cash dividend or other distribution, each stockholder that has not “opted out” of our dividend reinvestment plan will have its dividends automatically reinvested in additional shares of our common stock rather than receiving cash dividends. Stockholders who receive distributions in the form of shares of common stock will be subject to the same federal, state and local tax consequences as if they received cash distributions.

~~On February 6, 2025, the Board of Directors declared~~The aCompany ~~special~~did ~~dividend~~not ofdeclare ~~$1.43 per~~any ~~share.~~distribution ~~This~~payments ~~dividend was paid on February 19, 2025 to stockholders of record as of February 17, 2025. The dividends declared~~ during the ~~nine~~three months ended ~~June~~December 3031, 2025 ~~were~~and ~~derived from net investment income, determined on a tax basis~~2024.

PHENIXFIN CORPORATION Notes to Consolidated Financial Statements June 30, 2025 (Unaudited)

Note 14. Share Transactions

On February 8, 2023, the Board of Directors approved the expansion of the amount authorized for repurchase under the Company’s share repurchase program from $25 million to $35 million. Since announcing this share repurchase program on January 11, 2021, the Company has repurchased an aggregate of ~~719~~724,~~840~~075 shares of common stock through ~~June~~December 3031, 2025 with a total cost of approximately $2829.91 million, or 26.46% of shares outstanding as of the program’s inception. The total remaining amount authorized under the expanded share repurchase program is approximately $65.19 million.

The following table sets forth the number of shares of common stock repurchased by the Company at an average price of $40.1518 per share under its share repurchase program from February 10, 2021 through ~~June~~December 3031, 2025:

Month Ended

Shares Repurchased

~~Shares Repurchased~~

Repurchase Price Per Share

~~Repurchase~~Aggregate ~~Price~~Consideration ~~Per~~for ~~Share~~Repurchased Shares

~~Aggregate Consideration for Repurchased Shares~~

February 2021

~~February 2021~~

13,082

~~13,082~~

$30.25 - $30.96

~~$30.25 - $30.96~~397,384

~~397,384~~

March 2021

~~March 2021~~

12,241

~~12,241~~

$30.25 - $34.42

~~$30.25 - $34.42~~393,938

~~393,938~~

April 2021

~~April 2021~~

14,390

~~14,390~~

$33.11 - $34.89

~~$33.11 - $34.89~~491,469

~~491,469~~

May 2021

~~May 2021~~

25,075

~~25,075~~

$34.56 - $39.93

~~$34.56 - $39.93~~976,440

~~976,440~~

August 2021

~~August 2021~~

141,700

~~141,700~~

$41.03 - $42.28

~~$41.03 - $42.28~~5,944,213

~~5,944,213~~

January 2022

~~January 2022~~

7,312

~~7,312~~

$39.07 - $40.88

~~$39.07 - $40.88~~293,756

~~293,756~~

February 2022

~~February 2022~~

170,589

~~170,589~~

$39.53 - $41.00

~~$39.53 - $41.00~~6,908,864

~~6,908,864~~

March 2022

~~March 2022~~

132,054

~~132,054~~

$39.24 - $40.57

~~$39.24 - $40.57~~5,306,885

~~5,306,885~~

April 2022

~~April 2022~~

2,942

~~2,942~~

$39.07 - $41.00

~~$39.07 - $41.00~~117,758

~~117,758~~

May 2022

~~May 2022~~

3,391

~~3,391~~

$37.70 - $39.78

~~$37.70 - $39.78~~131,338

~~131,338~~

June 2022

~~June 2022~~

3,515

~~3,515~~

$37.28 - $39.19

~~$37.28 - $39.19~~135,063

~~135,063~~

July 2022

~~July 2022~~

700

~~700~~

$36.40 - $37.23

~~$36.40 - $37.23~~25,864

~~25,864~~

August 2022

~~August 2022~~

3,081

~~3,081~~

$28.24 - $37.79

~~$28.24 - $37.79~~112,456

~~112,456~~

September 2022

~~September 2022~~

91,508

~~91,508~~

$36.80 - $37.50

~~$36.80 - $37.50~~3,443,845

~~3,443,845~~

October 2022

~~October 2022~~

701

~~701~~

$35.20 - $36.14

~~$35.20 - $36.~~14,434

~~14,434~~

November 2022

~~November 2022~~

1,103

~~1,103~~

$34.53 - $35.28

~~$34.53 - $35.28~~38,790

~~38,790~~

December 2022

~~December 2022~~

1,501

~~1,501~~

$33.26 - $34.84

~~$33.26 - $34.84~~51,295

~~51,295~~

January 2023

~~January 2023~~

2,052

~~2,052~~

$32.78 - $34.84

~~$32.78 - $34.84~~68,665

~~68,665~~

February 2023

~~February 2023~~

3,131

~~3,131~~

$33.06 - $39.03

~~$33.06 - $39.03~~115,430

~~115,430~~

March 2023

~~March 2023~~

2,003

~~2,003~~

$37.02 - $38.89

~~$37.02 - $38.89~~76,214

~~76,214~~

April 2023

~~April 2023~~

649

~~649~~

$35.79 - $37.03

~~$35.79 - $37.03~~23,671

~~23,671~~

May 2023

~~May 2023~~

100

~~100~~

$36.53 - $36.53

~~$36.53 - $36.53~~3,658

~~3,658~~

June 2023

~~June 2023~~

2,300

~~2,300~~

$33.63 - $38.76

~~$33.63 - $38.76~~85,556

~~85,556~~

August 2023

~~August 2023~~

14,751

~~14,751~~

$36.98 - $39.41

~~$36.98 - $39.41~~575,728

~~575,728~~

September 2023

~~September 2023~~

125

~~125~~

$38.11 - $38.11

~~$38.11 - $38.11~~4,772

~~4,772~~

November 2023

~~November 2023~~

475

~~475~~

$37.03 - $37.78

~~$37.03 - $37.78~~17,825

~~17,825~~

December 2023

~~December 2023~~

12,748

~~12,748~~

$37.53 - $41.03

~~$37.53 - $41.03~~520,749

~~520,749~~

March 2024

~~March 2024~~

40,000

~~40,000~~

$45.03 - $45.03

~~$45.03 - $45.03~~1,801,205

~~1,801,205~~

April 2024

~~April 2024~~

700

~~700~~

$43.76 - $43.76

~~$43.76 - $43.76~~30,637

~~30,637~~

May 2024

~~May 2024~~

$44.82 - $44.82

~~$44.82 - $44.82~~543

~~543~~

June 2025

~~June 2025~~

15,909

~~15,909~~

$50.03 - $50.03

~~$50.03 - $50.03~~795,932

~~795,932~~

Total

719,840

28,904,377

September 2025

100

$47.68 - $47.68

4,773

December 2025

4,135

$41.68 - $47.38

182,876

Total

724,075

29,092,026

During the three ~~and nine~~ months ended ~~June~~December 3031, ~~2025,~~ ~~no shares were transferred into treasury. As of June 30,~~ 2025, there were ~~15,909~~729 shares that were not yet transferred into treasury.

~~Note 15. Subsequent Events~~39

~~Management has evaluated subsequent events through~~PHENIXFIN the date of issuance of the consolidated financial statements included herein. Other than the items disclosed herein, there have been no subsequent events that occurred during such period that would require disclosure in this 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 June 30, 2025.CORPORATION

38Notes to Consolidated Financial Statements

~~Item 2. Management’s Discussion and Analysis~~ As of ~~Financial~~December ~~Condition~~31, ~~and Results of Operations~~2025

The following discussion and analysis should be read in conjunction with our financial statements and related notes and other financial information appearing elsewhere in this quarterly report on Form 10-Q.(Unaudited)

~~Except as otherwise specified, references to “we,”~~Note ~~“us,”~~15. ~~“our,”~~Segment ~~or the “Company,” refer to PhenixFIN Corporation.~~Reporting

~~Forward-Looking~~The ~~Statements~~Company has determined that it has a single operating segment in accordance with Topic 280, Segment Reporting (“ASC 280”). The Company’s Chief Operating Decision Maker (“CODM”) are the Chief Executive Officer and the Chief Financial Officer. While the Company derives income and capital appreciation by providing investments to companies across various industries, the Company and the CODM evaluate and monitor performance of the business on a consolidated basis. Further, each investment is evaluated and managed using similar processes and shared operations support functions such as deal origination, underwriting, and loan servicing as well as the administrative functions of human resources, legal, finance, and information technology.

~~Some~~The ofCODM ~~the~~uses ~~statements~~consolidated net investment income and net increase (decrease) in ~~this~~net ~~quarterly~~assets ~~report~~resulting onfrom ~~Form~~operations ~~10-Q~~when ~~constitute~~allocating resources and assessing the Company’s performance. ~~forward-looking~~Net ~~statements,~~investment ~~which~~income ~~relate~~is tocomprised ~~future~~of ~~events~~consolidated ortotal ~~our~~investment ~~performance~~income or(“segment ~~financial~~revenues”) ~~condition~~and consolidated total net operating expenses (“significant segment expenses”). The ~~forward-looking~~net ~~statements~~increase ~~contained~~(decrease) in net assets resulting from operations is comprised of consolidated net investment income, consolidated net realized gains (losses) from investments, and consolidated net change in ~~this~~unrealized ~~quarterly~~gains ~~report~~(losses) from investments. These performance metrics are considered the key segment measures of profit or loss reviewed by the CODM. As the Company’s operations comprise a single reporting segment, the segment assets are reflected on ~~Form~~the ~~10-Q~~accompanying Consolidated ~~involve~~Statements ~~risks~~of Assets and ~~uncertainties~~Liabilities as Total Assets, ~~including~~investments ~~statements~~held ason ~~to:~~the Consolidated Schedule of Investments, and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

●Note 16. ~~the~~Subsequent ~~introduction, withdrawal, success and timing of business initiatives and strategies;~~Events

●Management has ~~changes~~evaluated insubsequent ~~political,~~events ~~economic~~through orthe ~~industry~~date ~~conditions,~~of issuance of the ~~interest~~consolidated ~~rate~~financial ~~environment~~statements orincluded ~~conditions~~herein. ~~affecting~~Other than the items ~~financial~~disclosed ~~and~~herein, ~~capital~~there ~~markets,~~have ~~which~~been ~~could~~no ~~result~~subsequent inevents ~~changes~~that occurred during such period that would require disclosure in ~~the~~this ~~value~~Form 10-Q ofor ~~our~~would ~~assets;~~be ●required to be recognized in the ~~impact~~Consolidated Financial Statements as of ~~new~~and orfor ~~increased~~the ~~tariffs~~three onmonths ~~various~~ended ~~goods;~~December 31, 2025.

~~● the impact of increased competition;~~40

●Item 2. ~~the~~Management’s ~~impact~~Discussion and Analysis of ~~future~~Financial ~~acquisitions~~Condition and ~~divestitures;~~Results of Operations

●The following discussion and analysis should be read in conjunction with our ~~business~~financial ~~prospects~~statements and ~~the~~related ~~prospects~~notes ofand ~~our~~other ~~portfolio~~financial ~~companies;~~information appearing elsewhere in this quarterly report on Form 10-Q.

●Except as ~~the~~otherwise ~~impact~~specified, ofreferences ~~legislative~~to ~~and~~“we,” ~~regulatory~~“us,” ~~actions and reforms and regulatory~~“our,” ~~supervisory~~ or ~~enforcement~~the ~~actions~~“Company,” ofrefer ~~government agencies relating~~ to ~~us;~~PhenixFIN Corporation.

~~● our contractual arrangements and relationships with third parties;~~Forward-Looking Statements

●Some of ~~any~~the statements in this quarterly report on Form 10-Q constitute forward-looking statements, which relate to future ~~financings~~events byor ~~us;~~our performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties, including statements as to:

● ~~fluctuations~~the inintroduction, ~~foreign~~withdrawal, ~~currency~~success ~~exchange~~and ~~rates~~timing of business initiatives and strategies;

● changes in political, economic or industry conditions, the ~~impact~~interest ofrate ~~changes~~environment toor ~~tax~~conditions ~~legislation~~affecting the financial and, ~~generally~~capital markets, which could result in changes in the value of our ~~tax~~assets; ~~position~~● the impact of new or increased tariffs on various goods;

● ~~our~~the ~~ability~~impact toof ~~locate~~increased ~~suitable investments for us and to monitor and administer our investments~~competition;

● ~~our~~the ~~ability~~impact toof ~~attract~~future acquisitions and ~~retain highly talented professionals~~divestitures;

● ~~market conditions and~~ our ~~ability~~business toprospects ~~access alternative debt markets~~ and ~~additional~~the ~~debt~~prospects ~~and~~of ~~equity~~our ~~capital~~portfolio companies;

● the ~~unfavorable~~impact ~~resolution~~of legislative and regulatory actions and reforms and regulatory, supervisory or enforcement actions of ~~legal~~government ~~proceedings~~agencies relating to us;

● ~~uncertainties associated with the effect of pandemics and other future market disruptions on~~ our ~~business~~contractual ~~prospects~~arrangements and ~~the~~relationships ~~operational~~with ~~and~~third ~~financial performance of our portfolio companies, including our and their ability to achieve their respective objectives~~parties; ~~and the effect of disruptions on our ability to continue to effectively manage our business; and~~

● ~~risks and uncertainties relating to the possibility that the Company may explore strategic alternatives, including, but are not limited to: the timing, benefits and outcome of~~ any ~~exploration~~future offinancings ~~strategic alternatives~~ by ~~the Company~~us; potential disruptions in the Company’s business and stock price as a result of our exploration of any strategic alternatives; the ability to realize anticipated efficiencies, or strategic or financial benefits; potential transaction costs and risks; and the risk that any exploration of strategic alternatives may have an adverse effect on our existing business arrangements or relationships, including our ability to retain or hire key personnel. There is no assurance that any exploration of strategic alternatives will result in a transaction or other strategic change or outcome.

39● fluctuations in foreign currency exchange rates;

~~Such~~● ~~forward-looking statements may include statements preceded by, followed by or that otherwise include~~ the ~~words~~impact ~~“trend,”~~of ~~“opportunity,”~~changes ~~“pipeline,”~~to ~~“believe,” “comfortable,”~~tax ~~“expect,”~~legislation “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “potential,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and ~~similar expressions~~, ~~or future or conditional verbs such as “will~~generally,” ~~“would,”~~our ~~“should,”~~tax “could,” “may,” or similar expressions. The forward looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth as “Risk Factors” and elsewhere in this quarterly report on Form 10-Q.position;

We● ~~have~~our ~~based~~ability ~~the~~to ~~forward-looking~~locate ~~statements~~suitable ~~included in~~investments ~~this~~for ~~report on information available to~~ us ~~on the date of this report,~~ and ~~we assume no obligation~~ to ~~update~~monitor ~~any~~and ~~such~~administer ~~forward-looking statements. Actual results could differ materially from those anticipated in~~ our forward-looking statements, and future results could differ materially from historical performance. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we have filed or in the future may file with the Securities and Exchange Commission (“SEC”), including annual reports on Form 10-K, registration statements on Form N-2, quarterly reports on Form 10-Q and current reports on Form 8-K.investments;

~~Global~~● ~~Events~~our ability to attract and ~~Market~~retain ~~Volatility~~highly talented professionals;

~~Periods~~● of market ~~volatility~~conditions ~~have occurred~~ and ~~could~~ ~~continue~~our toability ~~occur in response~~ to ~~pandemics~~access oralternative ~~other~~debt ~~events~~markets ~~outside of our control, including terrorist attacks, acts of war, natural disasters, public health crises or similar events. These types of events have adversely affected~~ and ~~could~~additional ~~continue~~debt ~~to adversely affect operating results for us~~ and ~~for~~equity ~~our portfolio companies.~~capital;

~~The~~● large-scale invasion of Ukraine by Russia in February 2022 resulted in sanctions and market disruptions, including declines in regional and global stock markets, unusual volatility in global commodity markets and significant devaluations of Russian currency. The extent and duration of the ~~military~~unfavorable ~~action~~resolution are impossible to predict but could be significant. Market disruption caused by the Russian military action, and any counter measures or responses thereto (including international sanctions, a downgrade in a country’s credit rating, purchasing and financing restrictions, boycotts, tariffs, changes in consumer or purchaser preferences, cyberattacks and espionage) could continue to have severe adverse impacts on regional and/or global securities and commodities markets, including markets for oil and natural gas. These impacts may include reduced market liquidity, distress in credit markets, further disruption of ~~global~~legal supply chains, increased risk of inflation, and limited access to investments in certain international markets and/or issuers. In addition, the current conflict in the Middle East and terrorist acts may cause significant volatility in the markets and/or market disruptions.proceedings;

~~The~~● ~~extent~~uncertainties ~~and~~associated ~~duration~~with ofthe ~~these~~effect ~~military~~of ~~actions, conflicts~~pandemics and ~~resulting~~other future market disruptions ~~are~~on ~~impossible~~our tobusiness ~~predict,~~prospects ~~but~~and ~~have~~the ~~been~~operational and ~~could~~financial ~~continue~~performance toof beour ~~substantial~~portfolio companies, including our and ~~any~~their ~~such market~~ability ~~disruptions~~to ~~could~~achieve ~~affect~~their ~~our~~respective ~~portfolio~~objectives; ~~companies’~~and ~~operations.~~the Aseffect aof ~~result,~~disruptions on our ~~portfolio~~ability ~~investments~~to ~~could~~continue ~~decline~~to ineffectively ~~value or~~manage our ~~valuation~~business; ~~of them could become uncertain.~~and

We● ~~have~~risks ~~evaluated~~and ~~subsequent~~uncertainties ~~events~~relating ~~from~~to ~~June 30,~~the ~~2025~~possibility ~~through~~that the ~~filing~~Company ~~date~~may ofexplore ~~this~~strategic ~~quarterly~~alternatives, ~~report~~including, onbut ~~Form~~are ~~10-Q.~~not ~~However,~~limited asto: the ~~discussion~~timing, inbenefits ~~this Item 2. Management’s Discussion~~ and ~~Analysis~~outcome of ~~Financial~~any ~~Condition~~exploration ~~and Results~~ of ~~Operations~~strategic ~~relates~~alternatives toby the Company’s; ~~financial~~potential ~~statements~~disruptions ~~for~~in the ~~quarterly period~~Company’s ~~ended~~business ~~June~~and ~~30,~~stock ~~2025,~~price ~~the~~as ~~analysis~~a ~~contained~~result ~~herein~~of ~~may~~our ~~not~~exploration ~~fully account for market event impacts. As~~ of ~~June~~any ~~30,~~strategic ~~2025,~~alternatives; the ~~Company valued~~ability ~~its~~to ~~portfolio~~realize ~~investments~~anticipated inefficiencies, ~~conformity~~or ~~with~~strategic ~~U.S.~~or ~~generally~~financial ~~accepted~~benefits; ~~accounting~~potential ~~principles~~transaction ~~(“GAAP”)~~costs ~~based~~and onrisks; ~~the facts~~ and ~~circumstances known by~~ the ~~Company~~risk at that ~~time,~~any orexploration ~~reasonably~~of ~~expected~~strategic toalternatives bemay ~~known~~have atan ~~that~~adverse ~~time.~~effect ~~Due~~on toour ~~the~~existing ~~overall~~business ~~volatility~~arrangements ~~that market~~or ~~events~~relationships, ~~may~~including ~~have~~our ~~caused~~ability ~~during~~to ~~the~~retain ~~months~~or ~~following~~hire ~~our~~key ~~most~~personnel. ~~recent~~There ~~valuation~~is ~~(as~~no ofassurance ~~June~~that ~~30, 2025),~~ any ~~valuations~~exploration ~~conducted~~of ~~now or~~strategic inalternatives ~~the~~will ~~future in conformity with U.S. GAAP could~~ result in a ~~lower~~transaction ~~fair~~or ~~value~~other ofstrategic ~~our~~change ~~portfolio~~or outcome.

4041

~~Interest~~Such forward-looking ~~Rate~~statements ~~Environment~~may include statements preceded by, followed by or that otherwise include the words “trend,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “potential,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may,” or similar expressions. The forward looking statements contained in this quarterly report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth as “Risk Factors” and elsewhere in this quarterly report on Form 10-Q.

InWe have ~~the~~based ~~past,~~ the ~~Federal~~forward-looking ~~Reserve~~statements ~~raised~~included ~~short-term interest~~in ~~rates.~~this ~~Changing~~report ~~interest~~on ~~rates~~information ~~may~~available ~~have~~to ~~unpredictable~~us ~~effects~~ on ~~markets,~~the ~~may~~date ~~result~~of inthis ~~heightened~~report, ~~market volatility~~ and ~~may~~we assume ~~detract~~no ~~from~~obligation ~~our performance~~ to ~~the~~update ~~extent~~any ~~we are exposed to~~ such ~~interest~~forward-looking ~~rates and/or volatility~~statements. InActual ~~periods~~results ofcould ~~rising~~differ ~~interest~~materially ~~rates, such~~from asthose ~~the~~anticipated ~~current~~in ~~interest rate environment, to the extent we borrow money subject to a floating interest rate,~~ our ~~cost of funds would~~forward-looking ~~increase~~statements, ~~which~~and future results could ~~reduce~~differ ~~our~~materially ~~net~~from ~~investment~~historical ~~income~~performance. ~~Further,~~Although ~~rising~~we ~~interest~~undertake ~~rates~~no ~~could~~obligation ~~also~~to ~~adversely~~revise ~~affect our performance if~~or ~~such~~update ~~increases~~any ~~cause~~forward-looking ~~our~~statements, ~~borrowing~~whether ~~costs~~as ~~to rise at~~ a ~~rate~~result ~~in excess~~ of ~~the~~new ~~rate~~information, ~~that~~future ~~our~~events ~~investments~~or ~~yield. Further~~otherwise, ~~rising~~you ~~interest rates~~are ~~could~~advised ~~also~~to ~~adversely~~consult any ~~affect~~additional ~~our~~disclosures ~~performance~~that if we ~~hold~~may ~~investments~~make ~~with~~directly ~~floating interest rates, subject~~ to ~~specified~~you ~~minimum~~or ~~interest rates~~through ~~(such~~reports asthat awe ~~SOFR~~have ~~floor),~~filed ~~while~~or atin the ~~same~~future ~~time~~may ~~engaging~~file inwith ~~borrowings~~the Securities ~~subject~~and toExchange ~~floating~~Commission ~~interest~~(“SEC”), ~~rates~~including ~~not~~annual ~~subject~~reports toon ~~such~~Form ~~minimums. In such a scenario~~10-K, ~~rising~~registration ~~interest~~statements ~~rates~~on ~~may~~Form ~~increase our interest expense~~N-2, ~~even though our interest income from investments is not increasing~~quarterly inreports aon ~~corresponding~~Form ~~manner~~10-Q asand acurrent ~~result~~reports ofon ~~such~~Form ~~minimum interest rates~~8-K.

~~If general interest rates rise, there is a risk~~Global ~~that~~Events the portfolio companies in which we hold floating rate securities will be unable to pay escalating interest amounts, which could result in a default under their loan documents with us. Rising interest rates could also cause portfolio companies to shift cash from other productive uses to the payment of interest, which may have a material adverse effect on their business and ~~operations~~Market and could, over time, lead to increased defaults. In addition, rising interest rates may increase pressure on us to provide fixed rate loans to our portfolio companies, which could adversely affect our net investment income, as increases in our cost of borrowed funds would not be accompanied by increased interest income from such fixed-rate investments.Volatility

APeriods of ~~change~~market volatility have occurred and could continue to occur in ~~the~~response ~~general~~to ~~level~~pandemics or other events outside of ~~interest~~our ~~rates~~control, including ~~can~~terrorist beattacks, ~~expected~~acts toof ~~lead~~war, tonatural adisasters, ~~change~~significant intariffs, ~~the~~public ~~interest~~health ~~rates~~crises weor ~~receive~~similar onevents. ~~many~~These types of events have adversely affected and could continue to adversely affect operating results for us and for our ~~debt~~portfolio ~~investments~~companies.

~~Overview~~The large-scale invasion of Ukraine by Russia in February 2022 resulted in sanctions and market disruptions, including declines in regional and global stock markets, unusual volatility in global commodity markets and significant devaluations of Russian currency. The extent and duration of the military action are impossible to predict but could be significant. Market disruption caused by the Russian military action, and any counter measures or responses thereto (including international sanctions, a downgrade in a country’s credit rating, purchasing and financing restrictions, boycotts, tariffs, changes in consumer or purchaser preferences, cyberattacks and espionage) could continue to have severe adverse impacts on regional and/or global securities and commodities markets, including markets for oil and natural gas. These impacts may include reduced market liquidity, distress in credit markets, further disruption of global supply chains, increased risk of inflation, and limited access to investments in certain international markets and/or issuers. In addition, the conflicts in the Middle East and terrorist acts may cause significant volatility in the markets and/or market disruptions.

~~We are an internally-managed non-diversified closed-end~~The ~~management~~extent ~~investment~~and ~~company~~duration ~~that~~of ~~has~~these ~~elected~~military toactions, beconflicts ~~regulated~~and asresulting amarket ~~BDC~~disruptions ~~under~~are ~~the~~impossible ~~1940~~to ~~Act. In addition~~predict, webut have ~~elected,~~been and ~~intend to~~ ~~qualify~~could ~~annually,~~continue to be ~~treated~~substantial, ~~for~~and ~~U.S.~~any ~~federal~~such ~~income~~market ~~tax~~disruptions ~~purposes~~could asaffect aour ~~RIC~~portfolio ~~under~~companies’ ~~Subchapter M of the Code~~operations. ~~Through~~As ~~December~~a 31result, ~~2020,~~ weour ~~were~~portfolio aninvestments ~~externally~~could ~~managed~~decline ~~company.~~in ~~Since~~value ~~January~~or 1,our ~~2021,~~valuation weof ~~have~~them ~~operated~~could ~~under~~become ~~our present internalized management structure~~uncertain.

We have ~~commenced~~evaluated ~~operations~~subsequent events from December 31, 2025, through the filing date of this quarterly report on Form 10-Q. However, as the discussion in this Item 2. Management’s Discussion and ~~completed~~Analysis ~~our~~of ~~initial~~Financial Condition and Results of Operations relates to the ~~public~~Company’s ~~offering~~financial onstatements ~~January~~for 20the quarterly period ended December 31, ~~2011~~2025, the analysis contained herein may not fully account for market event impacts. ~~Under~~As ~~our~~of ~~internalized~~December ~~management~~31, ~~structure~~2025, ~~our~~the ~~activities~~Company ~~are~~valued ~~managed~~its byportfolio ~~our~~investments ~~senior~~in ~~professionals~~conformity with U.S. generally accepted accounting principles (“GAAP”) based on the facts and ~~are~~circumstances ~~supervised~~known by the Company at that time or reasonably expected to be known at that time. Due to the overall volatility that market events may have caused during the months following our ~~board~~most recent valuation (as of ~~directors~~December 31, of2025), ~~which~~any avaluations ~~majority~~conducted ofnow or in the ~~members~~future ~~are~~in ~~independent~~conformity with U.S. GAAP could result in a lower fair value of usour portfolio.

~~The Company’s investment objective is to~~Interest ~~generate~~Rate current income and capital appreciation. The management team seeks to achieve this objective primarily through making loans, private equity or other investments in privately-held companies. The Company may also make debt, equity or other investments in publicly-traded companies. These investments may also include investments in other BDCs, closed-end funds or REITs. We may also pursue other strategic opportunities and invest in other assets or operate other businesses to achieve our investment objective, such as operating and managing an asset-based lending business and overseeing an insurance business. The portfolio generally consists of senior secured first lien term loans, senior secured second lien term loans, senior secured bonds, preferred equity and common equity. Occasionally, we will receive warrants or other equity participation features which we believe will have the potential to increase total investment returns. Our loan and other debt investments are primarily rated below investment grade or are unrated. Investments in below investment grade securities are considered predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal when due.Environment

~~As a BDC~~In 2023, wethe ~~are~~Federal ~~required~~Reserve toraised ~~comply~~short-term ~~with~~interest ~~certain regulatory requirements~~rates. ~~For~~Additional ~~instance,~~interest werate ~~generally~~increases ~~have~~may tocome. ~~invest~~Changing atinterest ~~least~~rates ~~70%~~may have ofunpredictable ~~our~~effects ~~total~~on ~~assets in “qualifying assets~~markets,~~” including~~ ~~securities~~may ofresult ~~private~~in orheightened ~~thinly~~market ~~traded~~volatility ~~public~~and ~~U.S.~~may ~~companies,~~detract ~~cash,~~from ~~cash~~our ~~equivalents,~~performance ~~U.S.~~to ~~government~~the ~~securities and high-quality~~extent ~~debt~~we ~~investments~~are ~~that~~exposed ~~mature~~to insuch ~~one~~interest ~~year~~rates and/or ~~less~~volatility. In ~~addition~~periods of rising interest rates, wesuch ~~are~~as ~~only~~the ~~allowed~~current interest rate environment, to the extent we borrow money ~~such~~subject ~~that~~to ~~our~~a ~~asset~~floating ~~coverage~~interest rate, asour ~~defined in~~cost ~~the~~of ~~1940~~funds ~~Act~~would increase, ~~equals~~which atcould ~~least~~reduce ~~200%~~our ~~(or~~net ~~150%~~investment income. ifFurther, ~~pursuant~~rising tointerest ~~the~~rates ~~1940~~could ~~Act,~~also ~~certain~~adversely ~~requirements~~affect ~~are~~our ~~met)~~performance ~~after~~if such increases cause our borrowing, ~~with~~costs to rise ~~certain~~at ~~limited~~a ~~exceptions.~~rate Toin ~~maintain~~excess of the rate that our ~~RIC~~investments ~~tax~~yield. ~~treatment~~Further, werising ~~must~~interest ~~meet~~rates ~~specified~~could ~~source-of-income~~also ~~and~~adversely ~~asset~~affect ~~diversification~~our ~~requirements.~~performance Inif ~~addition~~we hold investments with floating interest rates, subject to ~~maintain~~specified ~~our~~minimum ~~RIC~~interest ~~tax~~rates ~~treatment,~~(such weas ~~must~~a ~~timely~~SOFR ~~distribute~~floor), while at ~~least~~the same ~~90%~~time ofengaging ~~our~~in ~~net~~borrowings ~~ordinary~~subject ~~income~~to ~~and~~floating ~~realized~~interest ~~net~~rates ~~short-term capital~~not ~~gains~~subject into ~~excess~~such ofminimums. ~~realized~~In ~~net~~such ~~long-term~~a ~~capital losses~~scenario, ifrising ~~any~~interest rates may increase our interest expense, ~~for~~even ~~the~~though ~~taxable~~our ~~year~~interest income from investments is not increasing in a corresponding manner as a result of such minimum interest rates.

4142

~~Revenues~~If general interest rates rise, there is a risk that the portfolio companies in which we hold floating rate securities will be unable to pay escalating interest amounts, which could result in a default under their loan documents with us. Rising interest rates could also cause portfolio companies to shift cash from other productive uses to the payment of interest, which may have a material adverse effect on their business and operations and could, over time, lead to increased defaults. In addition, rising interest rates may increase pressure on us to provide fixed rate loans to our portfolio companies, which could adversely affect our net investment income, as increases in our cost of borrowed funds would not be accompanied by increased interest income from such fixed-rate investments.

~~We generate revenue in the form of interest income~~A onchange ~~the debt that we hold and dividends and capital gains, if any, on our equity investments that we may acquire~~ in portfolio companies. We invest our assets primarily in privately held companies with enterprise or asset values between $25 million and $250 million and generally focus on investment sizes of $10 million to $50 million. We believe that pursuing opportunities of this size offers several benefits including reduced competition, a larger investment opportunity set and the ~~ability~~general tolevel ~~minimize the impact~~ of ~~financial intermediaries. We expect our debt investments to bear~~ interest atrates ~~either~~can ~~a fixed or floating rate. Interest on debt will~~ be ~~payable~~expected ~~generally~~to ~~either~~lead ~~monthly~~to ~~or quarterly. In some cases our debt investments may provide for~~ a ~~portion~~change ofin the interest torates bewe ~~PIK.~~receive ~~To the extent interest is PIK, it will be payable through the increase of the principal amount of the obligation by the amount of interest due~~ on ~~the~~many ~~then-outstanding aggregate principal amount~~ of ~~such~~our ~~obligation. The principal amount of the~~ debt ~~and any accrued but unpaid interest will generally become due at~~ ~~the maturity date~~investments. In addition, we may generate revenue in the form of commitment, origination, structuring or diligence fees, fees for providing managerial assistance or investment management services and possibly consulting fees. Any such fees will be recognized as earned.

~~Expenses~~Overview

~~Under~~We are ~~our~~an internally -managed ~~structure~~non-diversified closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. In addition, we ~~bear~~have ~~all~~elected, ~~costs~~ and ~~expenses~~intend to qualify annually, to be treated for U.S. federal income tax purposes as a RIC under Subchapter M of ~~our~~the ~~operations~~Code. ~~and~~Through ~~transactions~~December 31, ~~including~~2020, ~~those~~we ~~relating~~were ~~to:~~an externally managed company. Since January 1, 2021, we have operated under our present internalized management structure.

●We commenced operations and completed our ~~organization~~initial public offering on January 20, 2011. Under our internalized management structure, our activities are managed by our senior professionals and ~~continued~~are ~~corporate~~supervised ~~existence;~~by our board of directors, of which a majority of the members are independent of us.

●The Company’s ~~calculating~~investment objective is to generate current income and capital appreciation. The management team seeks to achieve this objective primarily through making loans, private equity or other investments in privately-held companies. The Company may also make debt, equity or other investments in publicly-traded companies. These investments may also include investments in other BDCs, closed-end funds or REITs. We may also pursue other strategic opportunities and invest in other assets or operate other businesses to achieve our investment ~~NAV~~objective, ~~(including~~such ~~the~~as ~~cost~~operating and ~~expenses~~managing an asset-based lending business and an insurance business. The portfolio generally consists of ~~any~~senior ~~independent~~secured ~~valuation~~first ~~firms);~~lien term loans, senior secured second lien term loans, senior secured bonds, preferred equity and common equity. Occasionally, we will receive warrants or other equity participation features which we believe will have the potential to increase total investment returns. Our loan and other debt investments are primarily rated below investment grade or are unrated. Investments in below investment grade securities are considered predominantly speculative with respect to the issuer’s capacity to pay interest and repay principal when due.

●As a ~~expenses~~BDC, we are required to comply with certain regulatory requirements. For instance, we generally have to invest at least 70% of our total assets in “qualifying assets,” including ~~travel~~securities ~~expense~~of private or thinly traded public U.S. companies, ~~incurred~~cash, bycash equivalents, U.S. government securities and high-quality debt investments that mature in one year or less. In addition, we are only allowed to borrow money such that our ~~professionals~~asset coverage, as defined in the 1940 Act, equals at least 200% (or ~~payable~~150% if, pursuant to ~~third~~the ~~parties~~1940 ~~performing~~Act, ~~due~~certain ~~diligence~~requirements are onmet) ~~prospective~~after ~~portfolio~~such ~~companies~~borrowing, ~~monitoring~~with certain limited exceptions. To maintain our ~~investments~~RIC tax treatment, we must meet specified source-of-income and asset diversification requirements. In addition, ifto ~~necessary~~maintain our RIC tax treatment, ~~enforcing~~we must timely distribute at least 90% of our net ~~rights;~~ordinary income and realized net short-term capital gains in excess of realized net long-term capital losses, if any, for the taxable year.

~~● interest payable on debt, if any, incurred to finance our investments;~~Revenues

●We generate revenue in the ~~costs~~form of ~~all~~interest ~~offerings~~income ofon ~~common~~the ~~shares~~debt that we hold and ~~other~~dividends ~~securities~~and capital gains, if any;, on our equity investments that we may acquire in portfolio companies. We invest our assets primarily in privately held companies with enterprise or asset values between $25 million and $250 million and generally focus on investment sizes of $10 million to $50 million. We believe that pursuing opportunities of this size offers several benefits including reduced competition, a larger investment opportunity set and the ability to minimize the impact of financial intermediaries. We expect our debt investments to bear interest at either a fixed or floating rate. Interest on debt will be payable generally either monthly or quarterly. In some cases our debt investments may provide for a portion of the interest to be PIK. To the extent interest is PIK, it will be payable through the increase of the principal amount of the obligation by the amount of interest due on the then-outstanding aggregate principal amount of such obligation. The principal amount of the debt and any accrued but unpaid interest will generally become due at the maturity date. In addition, we may generate revenue in the form of commitment, origination, structuring or diligence fees, fees for providing managerial assistance or investment management services and possibly consulting fees. Any such fees will be recognized as earned.

~~● operating costs associated with employing investment professionals and other staff;~~43

~~● distributions on our shares;~~Expenses

●Under ~~administration~~our internally ~~fees~~managed ~~payable~~structure, ~~under~~we bear all costs and expenses of our ~~administration~~operations ~~agreement;~~and transactions, including those relating to:

● ~~custodial~~our ~~fees~~organization ~~related~~and tocontinued ~~our~~corporate ~~assets~~existence;

● ~~amounts~~calculating ~~payable~~our tonet ~~third~~asset ~~parties~~value ~~relating~~(“NAV”) ~~to,~~(including orthe ~~associated~~cost ~~with,~~and ~~making~~expenses ~~investments~~of any independent valuation firms);

● ~~transfer~~expenses, ~~agent~~including travel expense, incurred by our professionals or payable to third parties performing due diligence on prospective portfolio companies, monitoring our investments and, ~~custodial~~if ~~fees~~necessary, enforcing our rights;

● ~~all~~interest ~~registration~~payable ~~and~~on ~~listing~~debt ~~fees~~incurred to finance our investments;

● ~~U.S.~~the ~~federal,~~costs ~~state~~of all offerings of common shares and ~~local~~other ~~taxes~~securities;

● ~~independent~~operating ~~directors’~~costs ~~fees~~associated with employing investment professionals and ~~expenses~~other staff;

● ~~costs~~distributions ofon ~~preparing~~our ~~and filing reports or other documents with the SEC or other regulators~~shares;

42● administration fees payable under our administration agreement;

● ~~the~~custodial ~~costs~~fees ofrelated ~~any reports, proxy statements or other notices~~ to our ~~stockholders, including printing costs;~~assets

● ~~our~~amounts ~~fidelity~~payable ~~bond~~to third parties relating to, or associated with, making investments;

● ~~directors~~transfer ~~and~~agent ~~officers/errors~~ and ~~omissions~~custodial ~~liability insurance, and any other insurance premiums~~fees;

● ~~the~~all ~~operating~~registration ~~lease~~and oflisting ~~our office space~~fees;

● ~~indemnification~~U.S. ~~payments;~~federal, state and local taxes;

● ~~direct~~independent ~~costs~~directors’ ~~and~~fees ~~expenses of administration, including audit~~ and ~~legal costs.~~expenses;

~~Long-Term~~● ~~Cash~~costs ~~Incentive~~of ~~Plan~~preparing and filing reports or other documents with the SEC or other regulators;

On● ~~May 9, 2022,~~ the ~~board~~costs of ~~directors~~any of the Company adopted the PhenixFIN 2022 Long-Term Cash Incentive Plan (the “CIP”) pursuant to the recommendation by the Compensation Committee of the board of directors. The CIP provides for performance-based cash awards to key employees of the Companyreports, asproxy ~~approved~~statements ~~by the Compensation Committee, based on the achievement of pre-established financial goals for the approved performance period. The performance goals may be expressed as one~~ or aother ~~combination~~notices ofto ~~net~~our ~~asset value of the Company~~stockholders, ~~net~~including ~~asset~~printing value per share of the Company’s common stock, changes in the market price of shares of the Company’s common stock, individual performance metrics and/or such other goals and objectives the Committee considers relevant in connection with accomplishing the purposes of the CIP.costs;

In● ~~connection~~our ~~with~~fidelity the approval of the CIP, the Compensation Committee in April 2022 approved awards for the three-year performance period commencing on October 1, 2021 and ending on September 30, 2024 (the “2022 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to 0%-200% of the target award set forth in the table below (“Target Performance Award”), based on the achievement of net asset value (“NAV”) and NAV per share goals (weighted at 30% and 70%, respectively) as of the end of the performance period (the “Performance Goals”). Performance is evaluated separately for each Performance Goal. No payment is made with respect to a Performance Goal if a threshold level of performance is not achieved. Each Performance Goal is subject to (i) a threshold level of performance at which a percentage of the Target Performance Award attributable to that Performance Goal may be paid and below which no payment is made pursuant to an award, (ii) a target level of performance at which 100% of the Target Performance Award attributable to that Performance Goal may be paid and (iii) a maximum level of performance, at which 200% of the Target Performance Award attributable to that Performance Goal may be paid, in each case subject to such other terms and conditions of an award. Between threshold, target and maximum performance levels for each Performance Goal, the portion of that award attributed to the Performance Goals shall be interpolated in a linear progression. On September 30, 2024, the performance cycle for the 2022 LTIP Plan ended. Based on achievement of the Performance Goals, Mr. Lorber received $1,403,530 and Ms. McMillan received $599,260 pursuant to the 2022 LTIP Plan awards (the “2022 Awards”).bond;

In● ~~December~~directors ~~2022,~~and ~~pursuant~~officers/errors ~~to the CIP, the Compensation Committee approved awards for Mr. Lorber~~ and ~~Ms.~~omissions ~~McMillan~~liability ~~for the three-year performance period commencing on October 1~~insurance, ~~2022~~ and ~~ending on~~any ~~September~~other ~~30,~~insurance 2025 (the “2023 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of the target award amount set forth above based on the factors described above. The Compensation Committee, in approving the awards, evaluated each Performance Goal separately.premiums;

In● ~~December 2023, pursuant to~~ the ~~CIP,~~operating ~~the~~lease Compensation Committee approved awards for Mr. Lorber and Ms. McMillan for the three-year performance period commencing on October 1, 2023 and ending on September 30, 2026 (the “2024 LTIP Plan”). Each participant is eligible to receive an amount of ~~cash~~our ~~equal~~office ~~to a percentage of their target award amount set forth above based on the factors described above. The Compensation Committee, in approving the awards, evaluated each Performance Goal separately.~~space;

In● ~~December~~indemnification ~~2024,~~payments; ~~pursuant to the CIP, the Compensation Committee approved awards for Mr. Lorber~~ and Ms. McMillan for the three-year performance period commencing on October 1, 2024 and ending on September 30, 2027 (the “2025 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of their target award amount set forth above based on the factors described above. The threshold, target, and maximum performance levels are structured similar to those of the 2022 LTIP Plan. The Compensation Committee, in approving the awards, evaluated each Performance Goal separately.

43● direct costs and expenses of administration, including audit and legal costs.

~~The Target Performance Award for each executive~~Long-Term ~~officer~~Cash ~~for~~Incentive ~~the 2022 LTIP~~ Plan~~, 2023 LTIP Plan, and the 2024 LTIP Plan is set forth in the table below:~~

Name and Title	Dollar Value of Target Award
David Lorber, Chairman of the Board and Chief Executive Officer	$	890,000
Ellida McMillan, Chief Financial Officer		380,000

~~The~~In ~~Target~~December ~~Performance~~2022, ~~Award~~pursuant ~~for~~to the ~~2025~~CIP, ~~LTIP Plan~~the ~~for~~Compensation ~~each~~Committee ofapproved awards for Mr. Lorber and Ms. McMillan isfor $the three-year performance period commencing on October 1,~~000,000~~ 2022 and ~~$425~~ending on September 30,~~000~~ 2025 (the “2023 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of the target award amount based on the factors described above. The Compensation Committee, ~~respectively~~in approving the awards, evaluated each performance goal separately.

~~Portfolio~~In December 2023, pursuant to the CIP, the Compensation Committee approved awards for Mr. Lorber and ~~Investment~~Ms. ~~Activity~~McMillan for the three-year performance period commencing on October 1, 2023 and ending on September 30, 2026 (the “2024 LTIP Plan”). Each participant is eligible to receive an amount of cash equal to a percentage of their target award amount based on the factors described above. The Compensation Committee, in approving the awards, evaluated each performance goal separately.

AsIn ofDecember ~~June~~2024, 30pursuant to the CIP, ~~2025~~the Compensation Committee approved awards for Mr. Lorber and ~~September~~Ms. 30McMillan for the three-year performance period commencing on October 1, 2024, ~~our~~and ending ~~portfolio~~on ~~had~~September a30, ~~fair~~2027 ~~market~~(the ~~value~~“2025 LTIP Plan”). Each participant is eligible to receive an amount of ~~approximately~~cash ~~$294~~equal to a percentage of their target award amount based on the factors described above.4 ~~million~~The threshold, target, and ~~$227~~maximum performance levels are structured similar to those of the 2022 LTIP Plan.9 ~~million~~The Compensation Committee, ~~respectively~~in approving the awards, evaluated each performance goal separately.

~~During~~In December 2025, pursuant to the ~~nine~~CIP, ~~months~~the ~~ended~~Compensation ~~June~~Committee 30approved awards for Mr. Lorber and Ms. McMillan for the three-year performance period commencing on October 1, 2025, weand ending on September 30, ~~received~~2028 ~~proceeds~~(the ~~from~~“2026 ~~sale~~LTIP ~~and~~Plan”). ~~settlements~~Each participant is eligible to receive an amount of ~~investments~~cash equal to a percentage of ~~$90~~their target award amount based on the factors described above.8 ~~million~~The threshold, ~~including~~target, ~~principal~~and ~~proceeds,~~maximum ~~net~~performance ~~realized~~levels ~~gains~~are onstructured ~~investments~~similar to those of ~~$(11~~the 2022 LTIP Plan.9) ~~million~~The ~~and~~Compensation ~~invested~~Committee, ~~$159.5~~in ~~million~~approving the awards, evaluated each performance goal separately.

~~During~~The ~~the~~Target Performance ~~nine~~Award ~~months~~for ~~ended~~each ~~June~~executive ~~30,~~officer ~~2024,~~for ~~we received~~the ~~proceeds~~2023 ~~from~~LTIP ~~sale~~Plan, ~~and~~the ~~settlements~~2024 ofLTIP ~~investments~~Plan, ofthe ~~$87.9~~2025 ~~million~~LTIP Plan, ~~including principal~~ and ~~dividend~~the ~~proceeds,~~2026 ~~realized~~LTIP ~~net~~Plan ~~losses~~is onset ~~investments~~forth ofin ~~$7.1~~the ~~million,~~table ~~and invested $85.5 million.~~below:

The following table summarizes the amortized cost and the fair value of our average portfolio company (dollars in thousands):

Name and Title	2023 LTIP Dollar Value of Target Award		2024 LTIP Dollar Value of Target Award		2025 LTIP Dollar Value of Target Award		2026 LTIP Dollar Value of Target Award
David Lorber, Chairman of the Board and Chief Executive Officer	$	890,000	$	890,000	$	1,000,000	$	1,000,000
Ellida McMillan, Chief Financial Officer		380,000		380,000		425,000		425,000

	June 30, 2025				September 30, 2024
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Average portfolio company	$	9,109	$	8,413	$	6,209	$	5,427
Largest portfolio company by amortized cost and fair value, respectively		53,253		48,429		48,553		36,683

During the three months ended December 31, 2025 and 2024, the Company recorded an expense of $66,875 and $326,320 respectively, for these awards. During the three months ended December 31, 2025 and December 31, 2024, the Company paid out $2.4 million and $2.0 million, respectively, for these awards.

~~The following table summarizes the amortized cost~~Portfolio and ~~the~~Investment ~~fair value of investments as of June 30, 2025 (dollars in thousands):~~Activity

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	128,208		40.2	%		119,867		40.6	%
Senior Secured Notes		17,156		5.4			17,528		6.0
Fund Investment		1,746		0.5			1,650		0.6
Equity/Warrants		171,695		53.9			155,394		52.8
Total Investments	$	318,805		100.0	%	$	294,439		100.0	%

As of December 31, 2025 and September 30, 2025, our portfolio had a fair market value of approximately $295.6 million and $302.3 million, respectively.

44During the three months ended December 31, 2025, we received proceeds from sale and settlements of investments of $19.6 million, including principal proceeds, net realized gains on investments of $0.7 million and invested $19.0 million.

~~The~~During the ~~following~~three ~~table~~months ~~summarizes~~ended ~~the~~December ~~amortized~~31, ~~cost and~~2024, ~~the~~we ~~fair~~received ~~value~~proceeds from sale and settlements of investments asof $30.0 million, including principal and dividend proceeds, realized net gains on investments of ~~September~~$1.2 30million, ~~2024~~and ~~(dollars~~invested in$100.9 ~~thousands):~~million.

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	129,957		49.8	%	$	113,990		50.0	%
Senior Secured Notes		18,127		7.0			18,476		8.1
Fund Investment		1,746		0.7			1,525		0.7
Equity/Warrants		110,930		42.5			93,925		41.2
Total Investments	$	260,760		100.0	%	$	227,916		100.0	%

The following table summarizes the amortized cost and the fair value of our average portfolio company (dollars in thousands):

As of June 30, 2025, our income-bearing investment portfolio based upon cost represented 66.5% of our total portfolio of which 55.7% bore interest based on floating rates, such as SOFR, 18.8% bore interest at fixed rates, and 25.4% are income-producing equity investments. As of September 30, 2024, our income-bearing investment portfolio based upon cost represented 84.5% of our total portfolio of which 57.9% bore interest based on floating rates, such as LIBOR or SOFR, 17.0% bore interest at fixed rates, and 25.1% are income-producing equity investments. As of June 30, 2025, the Company had a weighted average yield of 12.7% on debt and other income producing investments. As of September 30, 2024, the Company had a weighted average yield of 12.3% on debt and other income producing investments. The weighted average yield of our total portfolio does not represent the total return to our stockholders.

	December 31, 2025				September 30, 2025
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Average portfolio company	$	9,846	$	8,959	$	9,011	$	8,396
Largest portfolio company by amortized cost and fair value, respectively		52,917		48,324		51,967		48,470

WeThe following ~~rate~~table summarizes the ~~risk~~amortized ~~profile~~cost and the fair value of ~~each~~investments as of ~~our~~December ~~investments based~~31, on2025 ~~the~~(dollars ~~following~~in ~~categories~~thousands):

Credit
	Amortized Cost		Percentage			Fair Value		Percentage
Rating	Definition
Senior Secured First Lien Term Loans	$	126,472		38.9	%	$	112,356		37.9	%
1	Investments that are performing above expectations.
Senior Secured Notes		13,363		4.1			13,493		4.6
2	Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination. All new loans are rated ’2’.
Fund Investment		2,194		0.7			2,227		0.8
3	Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected. Companies rated ’3’ may be out of compliance with financial covenants, however, loan payments are generally not past due.
Equity/Warrants		182,882		56.3			167,564		56.7
4	Investments that are performing below expectations and for which risk has increased materially since origination. Some loss of interest or dividend is expected but no loss of principal. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).
Total Investments	$	324,911		100.0	%	$	295,640		100.0	%
5	Investments that are performing substantially below expectations and whose risks have increased substantially since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Some loss of principal is expected.

~~The following table shows the distribution of our investments on the 1 to 5 investment performance rating scale at fair value as of June 30, 2025 and September 30, 2024 (dollars in thousands):~~45

	June 30, 2025					September 30, 2024
	Fair Value		Percentage			Fair Value		Percentage
1	$	-		0.0	%	$	-		0.0	%
2		267,583		90.9	%		200,162		87.8	%
3		26,856		9.1	%		8,835		3.9	%
4		-		0.0	%		16,520		7.2	%
5		-		0.0	%		2,399		1.1	%
Total	$	294,439		100.0	%	$	227,916		100.0	%

The following table summarizes the amortized cost and the fair value of investments as of September 30, 2025 (dollars in thousands):

	Amortized Cost		Percentage			Fair Value		Percentage
Senior Secured First Lien Term Loans	$	125,373		38.6	%	$	116,567		38.6	%
Senior Secured Notes		17,039		5.3			17,457		5.8
Fund Investment		2,194		0.7			2,227		0.7
Equity/Warrants		179,783		55.4			166,021		54.9
Total Investments	$	324,389		100.0	%	$	302,272		100.0	%

~~Results~~As of December 31, 2025, our income-bearing investment portfolio based upon cost represented 63.1% of ~~Operations~~our total portfolio of which 60.8% bore interest based on floating rates, such as SOFR, 12.9% bore interest at fixed rates, and 26.3% are income-producing equity investments. As of September 30, 2025, our income-bearing investment portfolio based upon cost represented 64.8% of our total portfolio of which 58.8% bore interest based on floating rates, such as SOFR, 14.9% bore interest at fixed rates, and 26.3% are income-producing equity investments. As of December 31, 2025, the Company had a weighted average yield of 12.5% on debt and other income producing investments. As of September 30, 2025, the Company had a weighted average yield of 12.8% on debt and other income producing investments. The weighted average yield of our total portfolio does not represent the total return to our stockholders.

~~Operating~~We rate ~~results~~the ~~for~~risk ~~three~~profile ~~and~~of ~~nine~~each ~~months~~of ~~ended June~~our ~~30,~~investments ~~2025~~based ~~and~~on ~~2024~~the ~~are~~following ~~as follows (dollars in thousands)~~categories:

	For the Three Months Ended June 30,						For the Nine Months Ended June 30,
Credit
	2025			2024			2025			2024
Rating	Definition
Total investment income	$	6,157		$	6,235		$	18,392		$	16,615
1	Investments that are performing above expectations.
Less: Net expenses		4,999			4,255			14,644			12,355
2	Investments that are performing within expectations, with risks that are neutral or favorable compared to risks at the time of origination. All new investments are rated ‘2’.
Net investment income/(loss)		1,158			1,980			3,748			4,260
3	Investments that are performing below expectations and that require closer monitoring, but where no loss of interest, dividend or principal is expected. Companies rated ‘3’ may be out of compliance with financial covenants, however, loan payments are generally not past due.
Net realized gains (losses) on investments		(11,986	)		8,698			(11,882	)		7,138
4	Investments that are performing below expectations and for which risk has increased materially since origination. Some loss of interest or dividend is expected but no loss of principal. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 180 days past due).
Net change in unrealized gains (losses) on investments		9,275			(8,070	)		8,478			1,117
5	Investments that are performing substantially below expectations and whose risks have increased substantially since origination. Most or all of the debt covenants are out of compliance and payments are substantially delinquent. Some loss of principal is expected.
Deferred tax benefit (expense)		56			-			(273	)		-
Net increase (decrease) in net assets resulting from operations	$	(1,497	)	$	2,608		$	71		$	12,515

~~Investment~~The following ~~Income~~table shows the distribution of our investments on the 1 to 5 investment performance rating scale at fair value as of December 31, 2025 and September 30, 2025 (dollars in thousands):

For the three months ended June 30, 2025, investment income totaled $6.2 million, of which $4.6 million was attributable to portfolio interest, approximately $0.9 million was attributable to dividend income, $0.7 million was attributable to fee and other income, and $27.8 thousand was attributable to interest on cash and cash equivalents. For the nine months ended June 30, 2025, investment income totaled $18.4 million, of which $12.4 million was attributable to portfolio interest, approximately $5.1 million was attributable to dividend income, $0.8 million was attributable to fee and other income, and $0.1 million was attributable to interest on cash and cash equivalents. Dividend income was received from seven investments during the nine months ended June 30, 2025.

	December 31, 2025					September 30, 2025
	Fair Value		Percentage			Fair Value		Percentage
1	$	-		0.0	%	$	-		0.0	%
2		273,345		92.5	%		276,582		91.5	%
3		22,295		7.5	%		25,690		8.5	%
4		-		0.0	%		-		0.0	%
5		-		0.0	%		-		0.0	%
Total	$	295,640		100.0	%	$	302,272		100.0	%

For the three months ended June 30, 2024, investment income totaled $6.2 million, of which $4.2 million was attributable to portfolio interest, approximately $1.5 million was attributable to dividend income, $0.4 million was attributable to fee and other income, and $0.1 million was attributable to interest on cash and cash equivalents. For the nine months ended June 30, 2024, investment income totaled $16.6 million, of which $10.5 million was attributable to portfolio interest, approximately $5.2 million was attributable to dividend income, $0.5 million was attributable to fee and other income, and $0.4 million was attributable to interest on cash and cash equivalents. Dividend income was received from nine investments during the nine months ended June 30, 2024.46

~~Operating~~Results of ~~Expenses~~Operations

Operating results ~~expenses~~ for ~~the~~ three ~~and nine~~ months ended ~~June~~December 3031, 2025 and 2024 are as follows (dollars in thousands):

	For the Three Months Ended June 30,						For the Nine Months Ended June 30,
	For the Three Months Ended December 31,
	2025			2024			~~2025~~		~~2024~~
Interest and financing expenses	$	2,660		$	1,722		$	7,785	$	4,831
Total investment income	$	6,660		$	6,216
Salaries and benefits		1,238			1,515			3,451		4,464
Less: Net expenses		4,534			4,591
Professional fees, net		305			432			1,301		1,133
Net investment income/(loss)		2,126			1,625
General and administrative		398			227			928		863
Net realized gains (losses) on investments		694			1,169
Directors fees		204			188			613		563
Net change in unrealized gains (losses) on investments		(7,155	)		(330	)
Administrator expenses		107			75			304		211
Deferred tax benefit (expense)		(423	)		-
Insurance expenses		87			96			262		290
Loss on extinguishment of debt (See Note 5)		(12	)		-
Total Expenses	$	4,999		$	4,255		$	14,644	$	12,355
Net increase (decrease) in net assets resulting from operations	$	(4,770	)	$	2,464

~~For the three months ended June 30, 2025, total~~Investment operating expenses increased by $0.7 million, or 17.5% compared to the three months ended June 30, 2024. For the nine months ended June 30, 2025, total operating expenses increased by $2.3 million, or 18.5% compared to the nine months ended June 30, 2024.Income

~~Interest~~For the three months ended December 31, 2025, investment income totaled $6.7 million, of which $3.9 million was attributable to portfolio interest, approximately $2.5 million was attributable to dividend income, $0.2 million was attributable to fee and ~~Financing~~other ~~Expenses~~income, and $0.1 million was attributable to interest on cash and cash equivalents. Dividend income was received from eight investments during the three months ended December 31, 2025.

~~Interest and financing~~For ~~expenses for~~ the three months ended ~~June~~December 3031, ~~2025~~2024, ~~increased~~investment byincome totaled $06.92 million, orof 54which $3.5%8 ~~compared~~million towas ~~the~~attributable ~~three~~to ~~months~~portfolio interest, ~~ended~~approximately ~~June~~$2.1 ~~30,~~million ~~2024. Interest~~was ~~and~~attributable ~~financing~~to ~~expenses~~dividend ~~for~~income, ~~the~~$0.1 ~~nine~~million ~~months~~was ~~ended~~attributable ~~June~~to ~~30,~~fee ~~2025~~and ~~increased~~other byincome, and $3.0.2 million, orwas ~~61.1%~~attributable ~~compared~~ to ~~the~~interest ~~nine~~on ~~months ended~~cash ~~June~~and ~~30,~~cash ~~2024~~equivalents. ~~The~~Dividend ~~increase~~income inwas ~~interest~~received ~~and~~from ~~financing~~eight ~~expenses~~investments ~~for~~during the three ~~and nine~~ months ended ~~June~~December 3031, ~~2025 was primarily due to increased borrowings on the Credit Facility~~2024.

~~Professional Fees and General and Administrative~~Operating Expenses

~~Professional fees and~~Operating ~~general and administrative~~ expenses for the three months ended ~~June~~December 3031, 2025 ~~increased~~and ~~by $44 thousand, or 6.7% compared to the three months ended June 30,~~ 2024. ~~Professional~~are ~~fees~~as ~~and~~follows ~~general~~(dollars ~~and~~in ~~administrative expenses for the nine months ended June 30, 2025 increased by $0.2 million, or 11.7% compared to the nine months ended June 30, 2024.~~thousands):

	For the Three Months Ended December 31,
	2025		2024
Interest and financing expenses	$	2,433	$	2,546
Salaries and benefits		969		1,029
Professional fees, net		390		418
General and administrative		360		222
Directors fees		204		204
Administrator expenses		102		84
Insurance expenses		76		88
Total Expenses	$	4,534	$	4,591

~~Net~~For the ~~Realized~~three ~~Gains/Losses~~months ~~from~~ended ~~Investments~~December 31, 2025, total operating expenses decreased by $(0.1) million, or (1.2)% compared to the three months ended December 31, 2024.

~~We measure realized gains or losses by the difference~~Interest ~~between the net proceeds from the disposition~~ and ~~the~~Financing ~~amortized cost basis of an investment, without regard to unrealized gains or losses previously recognized.~~Expenses

~~During~~Interest and financing expenses for the three months ended ~~June~~December 3031, 2025, ~~we recognized~~decreased by $(~~12.~~0.1) million ~~of net realized losses on our portfolio investments. During the nine months ended June 30~~, ~~2025,~~or ~~we recognized $~~(114.94)% ~~million~~compared ofto ~~net realized losses on our portfolio investments. The net realized losses for~~ the three months ended ~~June~~December 3031, ~~2025 were due to the realized losses of $10~~2024.3 ~~million~~The ondecrease ~~Black~~in ~~Angus~~interest ~~Steakhouses, LLC, $1.0 million on Lighting Science Group Corporation,~~ and ~~$0.7~~financing ~~million~~expenses ~~on Velocity Pooling Vehicle, LLC. The net realized losses~~ for ~~nine~~the three months ended ~~June~~December 3031, 2025 ~~were~~was primarily due to ~~the realized~~lower ~~losses~~floating ofinterest ~~$10.3~~rates ~~million~~ on ~~Black~~the ~~Angus~~Credit ~~Steakhouses, LLC, $1~~Facility.9 million on Point.360, $1.0 million on Lighting Science Group Corporation, and $0.7 million on Velocity Pooling Vehicle LLC, offset by a realized gain on PHH Mortgage Corp. for $0.8 million and realized gains on Altisource S.A.R.L., CB&L Associates Holdco I, LLC, and All Around Roustabout, LLC of $0.7 million.

~~During the~~Professional ~~three~~Fees and ~~nine~~General ~~months ended June 30, 2024, we recognized $8.7 million~~ and ~~$7.1~~Administrative million of realized gains, respectively on our portfolio investments. The realized gains were primarily due to a realized gain on Maritime Wireless Holdings for $7.0 million and a realized gain on Kemmerer Operations, LLC for $8.5 million, offset by a loss on the sale of 1888 Industrial Services for $8.8 million. Expenses

~~Net~~Professional fees ~~Unrealized~~and ~~Appreciation/Depreciation~~general onand administrative expenses for the three months ended December 31, 2025 increased by $0.1 million, or 17.2% compared ~~Investments~~to the three months ended December 31, 2024.

~~Net change in unrealized appreciation or depreciation on investments reflects the net change in the fair value of our investment portfolio.~~47

~~For the three months ended June 30, 2025, we had~~Net ~~$9.3~~Realized ~~million~~Gains/Losses ~~of net unrealized gains. The net unrealized appreciation resulted~~ from the reversal of the unrealized loss on Black Angus Steakhouses, LLC for $9.1 million, Lighting Science Group Corporation for $1.0 million, and Velocity Pooling Vehicle, LLC for $0.7 million as well as unrealized gains on ECC Capital Corporation for $1.4 million, offset by unrealized losses on JFL-NGS-WCS Partners, LLC of $1.5 million and unrealized losses on Power Stop of $1.1 million.Investments

~~For~~We measure ~~the~~realized ~~nine~~gains ~~months~~or ~~ended~~losses ~~June~~by ~~30,~~the ~~2025,~~difference webetween ~~had $8.5~~the ~~million of~~ net ~~unrealized~~proceeds ~~gains. The net unrealized appreciation resulted~~ from the ~~reversal~~disposition ofand the ~~unrealized loss~~amortized oncost ~~Black~~basis ~~Angus~~of ~~Steakhouses,~~an ~~LLC for $8.2 million~~investment, ~~Lighting Science Group Corporation for $1.0 million, and Velocity Pooling Vehicle,~~ ~~LLC~~without ~~for~~regard ~~$0.7~~to ~~million,~~unrealized ~~offset~~gains byor ~~unrealized~~ losses onpreviously ~~NVTN LLC of $1~~recognized.~~7 million.~~

~~For~~ During the three months ended ~~June~~December 3031, ~~2024~~2025, we ~~had~~recognized $80.17 million of ~~net~~realized ~~unrealized~~gains ~~losses.~~on ~~The~~our ~~net~~portfolio ~~unrealized~~investments. ~~depreciation~~The ~~resulted~~realized ~~from~~gains ~~the~~were ~~reversal~~primarily ofdue ~~the~~to ~~unrealized~~realized ~~gain~~gains on ~~Kemmerer~~CBL ~~Operations,~~& ~~LLC~~Associates ~~for $8.0 million~~ and ~~unrealized~~Neptune ~~depreciation~~Bidco ~~on ECC Capital Corp~~Inc. ~~for $1.2 million, offset by unrealized appreciation on JFL-NGS-WGS Partners, LLC for $1.1 million.~~

~~For~~During the ~~nine~~three months ended ~~June~~ 30December 31, 2024, we ~~had~~recognized $1.12 million of ~~net~~realized ~~unrealized~~ gains. ~~The net unrealized appreciation resulted from the reversal of the unrealized loss~~ on ~~1888~~our ~~Industrial~~portfolio ~~Services~~investments. ~~and~~The ~~unrealized~~realized ~~appreciation~~gains were primarily ondue ~~Chimera~~to ~~Investment~~a ~~Corporation,~~realized ~~FST~~gain ~~Holdings~~on ~~Parent LLC, Power Stop LLC, and~~ PHH Mortgage ~~Corporation,~~Corp. ~~offset~~for by$0.8 ~~the~~million ~~reversal~~and ofa ~~the~~realized ~~unrealized~~ gain on ~~Maritime~~Chimera ~~Wireless~~Investment ~~Holdings and~~Corp. ~~Kemmerer~~for ~~Operations,~~$0.3 ~~LLC~~million.

~~Provision~~Net Unrealized ~~for~~Appreciation/Depreciation ~~Deferred~~on ~~Taxes~~Investments

~~Certain consolidated subsidiaries of ours are~~Net subject to U.S. federal and state income taxes. These taxable subsidiaries are not consolidated with the Company for income tax purposes, but are consolidated for GAAP purposes, and may generate income tax liabilities or assets from temporary differences in the recognition of items for financial reporting and income tax purposes at the subsidiaries. For the three months ended June 30, 2025, the Company recorded a change in ~~provision for deferred taxes, net, on the~~ unrealized (appreciation)/ or depreciation on investments inreflects the ~~amount~~net ~~of $55,511. For the nine months ended June 30, 2025, the Company recorded a~~ change in ~~provision for deferred taxes, net, on~~ the ~~unrealized~~fair ~~(appreciation)/depreciation on~~value ~~investments in the amount~~ of ~~$(274,125).~~our ~~For~~investment ~~the three and nine months ended June 30, 2024, the Company did not record a change in provision for deferred taxes~~portfolio.

47For the three months ended December 31, 2025, we had $7.2 million of net unrealized depreciation on investments. The net unrealized depreciation resulted primarily from unrealized losses on NVTN LLC for $5.0 million and Altisource S.A.R.L. for $2.8 million.

~~Changes~~For the inthree ~~Net~~months ~~Assets~~ended December 31, 2024, we had $0.3 million of net unrealized depreciation on investments. The net unrealized depreciation resulted from ~~Operations~~the reversal of the unrealized gain on PHH Mortgage Corp. for $0.7 million, unrealized depreciation on Black Angus Steakhouses for $0.9 million, offset by unrealized appreciation on JFL-NGS-WGS Partners, LLC for $1.0 million.

~~For the three months~~Provision ~~ended June 30, 2025, we recorded a net decrease in net assets resulting from operations of $(1.5) million compared to a net increase in net assets resulting from operations of $2.6 million~~ for ~~the~~Deferred three months ended June 30, 2024. Based on 2,017,330 and 2,019,786 weighted average common shares outstanding for the three months ended June 30, 2025 and 2024, respectively, our per share net increase/(decrease) in net assets resulting from operations was $(0.74) for the three months ended June 30, 2025 and $1.29 for the three months ended June 30, 2024.Taxes

~~For the nine months ended~~ ~~June~~Certain ~~30,~~consolidated ~~2025,~~subsidiaries weof ~~recorded~~ours aare ~~net~~subject ~~increase~~to inU.S. ~~net~~federal ~~assets~~and ~~resulting~~state ~~from~~income ~~operations of $0~~taxes.1 ~~million~~These ~~compared~~taxable tosubsidiaries aare ~~net~~not ~~increase in net assets~~consolidated ~~resulting~~with ~~from~~the ~~operations~~Company offor ~~$12.5~~income ~~million~~tax ~~for~~purposes, ~~the~~but ~~nine~~are ~~months~~consolidated ~~ended~~for ~~June~~GAAP 30purposes, ~~2024.~~and ~~Based~~may ongenerate ~~2,018,962~~income ~~and~~tax ~~2,047,127~~liabilities ~~weighted~~or ~~average~~assets from ~~common~~temporary ~~shares~~differences ~~outstanding~~in ~~for~~ the ~~nine~~recognition ~~months~~of ~~ended~~items ~~June~~for ~~30,~~financial ~~2025~~reporting and ~~2024,~~income ~~respectively,~~tax ~~our~~purposes ~~per~~at ~~share~~the ~~net~~subsidiaries. ~~increase~~For inthe ~~net~~three months ~~assets~~ended ~~resulting from~~December ~~operations~~31, ~~was~~2025 ~~$0.03~~and ~~for~~2024, the ~~nine~~Company ~~months~~recorded ~~ended~~a ~~June~~change ~~30,~~in ~~2025~~provision ~~and $6.11~~ for ~~the~~deferred ~~nine~~taxes ~~months~~of ~~ended~~$(423,429) ~~June~~and 30$0, ~~2024~~respectively.

~~Financial~~Changes in ~~Condition,~~Net ~~Liquidity~~Assets ~~and~~from ~~Capital Resources~~Operations

AsFor the athree ~~RIC~~months ended December 31, 2025, we ~~distribute~~recorded ~~substantially~~a ~~all~~net ofdecrease ~~our~~ in net ~~income~~assets resulting from operations of $(4.8) million compared to ~~our~~a ~~stockholders~~net ~~and~~increase ~~have~~in annet ~~ongoing~~assets ~~need~~resulting tofrom ~~raise~~operations ~~additional~~of ~~capital~~$2.5 million for ~~investment~~the ~~purposes.~~three Tomonths ~~fund~~ended ~~growth~~December 31, we2024. ~~have~~Based aon 2,001,470 ~~number~~and of2,019,778 ~~alternatives~~weighted ~~available~~average tocommon ~~increase~~shares ~~capital~~outstanding for the three months ended December 31, ~~including~~2025 ~~raising~~and ~~equity~~2024, ~~increasing~~respectively, ~~debt~~our per share net increase (decrease) in net assets resulting from operations was $(2.38) for the three months ended December 31, 2025 and ~~funding~~$1.22 for ~~from~~the ~~operational~~three ~~cash~~months ~~flow~~ended December 31, 2024.

~~Our liquidity and capital resources historically~~Financial ~~have been generated primarily from the net proceeds of public offerings of common stock~~Condition, ~~advances~~Liquidity ~~from the Credit Facility~~ and ~~net~~Capital proceeds from the issuance of notes as well as cash flows from operations. In the future, we may generate cash from future offerings of securities, future borrowings and cash flows from operations, including interest earned from the temporary investment of cash in U.S. government securities and other high-quality debt investments that mature in one year or less. Our primary use of funds is investments in our targeted asset classes, cash distributions to our stockholders, and other general corporate purposes.Resources

As a RIC, we distribute substantially all of ~~June~~our ~~30,~~taxable ~~2025~~net income to our stockholders and ~~September~~have ~~30,~~an ~~2024,~~ongoing ~~we had~~need ~~$7.3~~to ~~million~~raise ~~and~~additional ~~$67~~capital for investment purposes.6 ~~million~~To fund growth, ~~respectively~~we have a number of alternatives available to increase capital, inincluding ~~cash~~raising equity, increasing debt, and funding from operational cash ~~equivalents~~flow.

InOur liquidity ~~order~~and tocapital ~~maintain~~resources ~~our~~historically ~~RIC~~have ~~tax~~been ~~treatment~~generated ~~under the~~primarily ~~Code,~~from wethe ~~intend~~net toproceeds ~~distribute~~of topublic ~~our~~offerings ~~stockholders~~of ~~substantially~~common ~~all~~stock, advances offrom ~~our~~the ~~taxable~~Credit ~~income,~~Facility ~~but~~and wenet ~~may~~proceeds ~~also~~from ~~elect~~the toissuance ~~periodically~~of ~~spill over~~notes ~~certain~~as ~~excess~~well ~~undistributed~~as ~~taxable~~cash ~~income~~flows from ~~one~~operations. ~~tax~~In ~~year into~~ the ~~next~~future, ~~tax~~we may ~~year.~~generate Incash ~~addition,~~from asfuture aofferings ~~BDC~~of securities, ~~for~~future ~~each~~borrowings ~~taxable~~and ~~year we~~cash ~~generally~~flows ~~are~~from ~~required~~operations, toincluding ~~meet~~interest aearned ~~coverage~~from the ~~ratio~~temporary investment of ~~total~~cash ~~assets~~in toU.S. ~~total~~government ~~senior~~ securities, ~~which include borrowings~~ and ~~any~~other ~~preferred stock~~high-quality wedebt ~~may~~investments ~~issue~~that mature in ~~the~~one ~~future,~~year ofor atless. Our ~~least~~primary ~~200%~~use ~~(or~~of ~~150%~~funds ~~if,~~is ~~pursuant~~investments toin ~~the~~our ~~1940~~targeted ~~Act~~asset classes, ~~certain~~cash ~~requirements~~distributions ~~are~~to ~~met).~~our ~~This~~stockholders, ~~requirement limits~~and ~~the~~other ~~amount~~general ~~that we may borrow~~corporate purposes.

~~On January 11, 2021, the Company announced that~~As ~~its board~~ of ~~directors~~December ~~approved a share repurchase program. On February 9~~31, ~~2022,~~2025 ~~the~~and ~~Board~~September ~~of Directors approved the expansion of the amount authorized for repurchase under the Company’s share repurchase program from $15 million to $25 million. On February 8~~30, ~~2023~~2025, ~~the~~ ~~Board~~we ofhad ~~Directors approved the further expansion of the amount authorized for repurchase under the Company’s share repurchase program from~~ $~~25 million to $35 million~~3. ~~Under the share repurchase program, the Company repurchased an aggregate of 719,840 shares of common stock through June 30, 2025, or 26.~~4% ofmillion ~~shares~~and ~~outstanding as of the program’s inception, with a total cost of~~ $287.93 million~~. The~~, ~~total remaining amount authorized under the expanded share repurchase program at June 30~~respectively, ~~2025~~in ~~was~~cash ~~approximately~~and ~~$6.1~~cash ~~million~~equivalents.

~~Credit~~In order ~~Facility~~to maintain our RIC tax treatment under the Code, we intend to distribute to our stockholders substantially all of our taxable income, but we may also elect to periodically spill over certain excess undistributed taxable income from one tax year into the next tax year. In addition, as a BDC, for each taxable year we generally are required to meet a coverage ratio of total assets to total senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200% (or 150% if, pursuant to the 1940 Act, certain requirements are met). This requirement limits the amount that we may borrow.

On December 15, 2022, the Company and its wholly-owned subsidiaries executed a three-year, $50 million revolving credit facility (the “Credit Facility”) with WoodForest Bank, N.A. (“WoodForest”), Valley National Bank, and Axiom Bank, (collectively, the “Lenders”). WoodForest is the administrative agent, sole bookrunner and sole lead arranger. The Credit Facility has a maturity date of December 15, 2025. As of June 30, 2025, there was $87.0 million outstanding borrowings by the Company under the Credit Facility.48

48On January 11, 2021, the Company announced that its board of directors approved a share repurchase program. On February 9, 2022, the Board of Directors approved the expansion of the amount authorized for repurchase under the Company’s share repurchase program from $15 million to $25 million. On February 8, 2023, the Board of Directors approved the further expansion of the amount authorized for repurchase under the Company’s share repurchase program from $25 million to $35 million. Under the share repurchase program, the Company repurchased an aggregate of 724,075 shares of common stock through December 31, 2025, or 26.6% of shares outstanding as of the program’s inception, with a total cost of $29.1 million. The total remaining amount authorized under the expanded share repurchase program at December 31, 2025 was approximately $5.9 million.

~~Outstanding loans under the~~ Credit ~~Facility bear~~ a monthly interest rate at Term SOFR + 2.90%. The Company is also subject to a commitment fee of 0.25%, which shall accrue on the actual daily amount of the undrawn portion of the revolving credit. The Credit Facility contains customary representations and warranties and affirmative and negative covenants. The Credit Facility contains customary events of default for credit facilities of this type, including (without limitation): nonpayment of principal, interest, fees or other amounts after a stated grace period; inaccuracy of material representations and warranties; change of control; violations of covenants, subject in certain cases to stated cure periods; and certain bankruptcies and liquidations. If an event of default occurs and is continuing, the Company may be required to repay all amounts outstanding under the Credit Facility.

On ~~February~~December 2115, ~~2024~~2022, (the ~~“First~~Company ~~Amendment Effective~~and ~~Date”),~~its inwholly-owned subsidiaries ~~order~~executed toa ~~increase~~three-year, ~~the~~$50 ~~size~~million ofrevolving ~~the~~credit ~~Credit~~facility ~~Facility,~~ (the ~~parties to the~~ “Credit Facility”) ~~amended~~with ~~the~~WoodForest ~~terms~~Bank, ofN.A. ~~the Credit Facility~~(“WoodForest”), ~~effective~~Valley asNational ofBank, ~~the~~and ~~First~~Axiom ~~Amendment~~Bank, ~~Effective Date~~ (collectively, the “~~First Amendment~~Lenders”). ~~The~~WoodForest ~~First~~was ~~Amendment~~the ~~increased~~administrative ~~the~~agent, ~~principal~~sole ~~amount~~bookrunner ofand ~~loan~~sole ~~available~~lead ~~under~~arranger. ~~the~~The Credit Facility byhad ~~$12.5~~an ~~million~~original tomaturity ~~$62.5~~date ~~million. All other material terms~~ of ~~the~~December ~~Credit Facility~~15, ~~remain unchanged~~2025.

OnOutstanding ~~August~~loans 5,under ~~2024 (~~the ~~“Second~~Credit ~~Amendment~~Facility bear ~~Effective~~interest ~~Date”),~~at ina ~~order~~monthly rate of Term SOFR + 2.90%. The Company is also subject to ~~increase~~a ~~the~~commitment ~~size~~fee of 0.25%, which shall accrue on the actual ~~Credit~~daily ~~Facility,~~amount of the ~~parties~~undrawn toportion of the revolving credit. The Credit Facility ~~amended~~contains ~~the~~customary representations and warranties and affirmative and negative covenants. The Credit Facility contains customary events of default for credit facilities of this type, ~~effective~~including as(without limitation): nonpayment of ~~the~~principal, ~~Second~~interest, ~~Amendment~~fees ~~Effective~~or ~~Date~~other ~~(the~~amounts ~~“Second~~after ~~Amendment”).~~a ~~The~~stated ~~Second~~grace ~~Amendment~~period; ~~increased~~inaccuracy ~~the~~of ~~principal~~material ~~amount~~representations ofand ~~loan~~warranties; ~~available~~change ~~under~~of ~~the~~control; ~~Credit~~violations ~~Facility~~of bycovenants, ~~$25~~subject ~~million~~in certain cases to ~~$87.5~~stated ~~million.~~cure ~~All~~periods; ~~other~~and ~~material~~certain bankruptcies ~~terms~~and liquidations. If an event of default occurs and is continuing, the ~~Credit~~Company ~~Facility~~may ~~remain~~be required to repay all amounts outstanding ~~unchanged~~under the Credit Facility.

On ~~April~~February 1721, ~~2025~~2024 (the “~~Third~~First Amendment Effective Date”), in order to ~~extend the term and~~ increase the size of the Credit Facility, the parties to the Credit Facility amended the terms of the Credit Facility, effective as of the ~~Third~~First Amendment Effective Date (the “~~Third~~First Amendment”). The ~~Third~~First Amendment ~~increased~~ increased the principal amount of the loan available under the Credit Facility by $12.5 million to $~~100~~62.05 million ~~(with potential access to up to an additional $50,000,000 pursuant to an uncommitted accordion provision) and appointed BankUnited, N~~.A. toAll ~~assume~~other ~~all~~material ~~agency and syndication responsibilities from the prior agent and lenders. Outstanding loans under the~~ terms of the ~~Amendment bear a monthly interest~~ ~~rate~~Credit ~~ranging~~Facility from ABR + 1.35% to ABR + 1.75% for any alternative base rate loans and from Term SOFR + 2.35% to Term SOFR + 2.75% for any term benchmark loans based on the total debt to tangible net worth ratio. The Amendment also extended the term of the credit facility to April 17, 2030, five years from the Effective Date. Other material terms remain ~~substantially~~ unchanged.

~~Unsecured~~On ~~Notes~~August 5, 2024 (the “Second Amendment Effective Date”), in order to increase the size of the Credit Facility, the parties to the Credit Facility amended the Credit Facility, effective as of the Second Amendment Effective Date (the “Second Amendment”). The Second Amendment increased the principal amount of the loan available under the Credit Facility by $25 million to $87.5 million. All other material terms of the Credit Facility remain unchanged.

~~2028~~On ~~Notes~~April 17, 2025 (the “Third Amendment Effective Date”), in order to extend the term and increase the size of the Credit Facility, the parties to the Credit Facility amended the terms of the Credit Facility, effective as of the Third Amendment Effective Date (the “Third Amendment”). The Third Amendment increased the principal amount of the loan available under the Credit Facility by $12.5 million to $100.0 million (with potential access to up to an additional $50,000,000 pursuant to an uncommitted accordion provision) and appointed BankUnited, N.A. to assume all agency and syndication responsibilities from the prior agent and lenders. Outstanding loans under the terms of the Amendment bear a monthly interest rate ranging from ABR + 1.35% to ABR + 1.75% for any alternative base rate loans and from Term SOFR + 2.35% to Term SOFR + 2.75% for any term benchmark loans based on the total debt to tangible net worth

Filing Compare · PhenixFIN Corp