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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2023

OR

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

For the transition period from:             to             

Commission File Number: 001-33723

Main Street Capital Corporation

(Exact name of registrant as specified in its charter)

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

(713) 350-6000

(Registrant’s telephone number including area code)

n/a

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

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

Title of Each Class

Trading Symbol

Name of Each Exchange on Which Registered

Common Stock, par value $0.01 per share

MAIN

New York Stock Exchange

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

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

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

Large accelerated filer

x

Accelerated filer

o

Non-accelerated filer

o

Smaller reporting company

o

Emerging growth company

o

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

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

The number of shares outstanding of the issuer’s common stock as of November 1, 2023 was 83,745,165.

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TABLE OF CONTENTS

			PART I
			FINANCIAL INFORMATION
Item 1.			Consolidated Financial Statements
			Consolidated Balance Sheets—September 30, 2023 (unaudited) and December 31, 2022			1
			Consolidated Statements of Operations (unaudited)—Three and nine months ended September 30, 2023 and 2022			2
			Consolidated Statements of Changes in Net Assets (unaudited)—Nine months ended September 30, 2023 and 2022			3
			Consolidated Statements of Cash Flows (unaudited)—Nine months ended September 30, 2023 and 2022			4
			Consolidated Schedule of Investments (unaudited)—September 30, 2023			5
			Consolidated Schedule of Investments—December 31, 2022			37
			Notes to Consolidated Financial Statements (unaudited)			68
			Consolidated Schedules of Investments in and Advances to Affiliates (unaudited)—Nine months ended September 30, 2023 and 2022			110
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			127
Item 3.			Quantitative and Qualitative Disclosures about Market Risk			147
Item 4.			Controls and Procedures			148
			PART II
			OTHER INFORMATION
Item 1.			Legal Proceedings			149
Item 1A.			Risk Factors			149
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			149
Item 5.			Other Information			146
Item 6.			Exhibits			150
			Signatures			151

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MAIN STREET CAPITAL CORPORATION

Consolidated Balance Sheets

(in thousands, except shares and per share amounts)

			September 30, 2023						December 31, 2022
			(Unaudited)
ASSETS
Investments at fair value:
Control investments (cost: $1,390,675 and $1,270,802 as of September 30, 2023 and December 31, 2022, respectively)			$	1,927,019					$	1,703,172
Affiliate investments (cost: $537,455 and $635,536 as of September 30, 2023 and December 31, 2022, respectively)			565,942						618,359
Non‑Control/Non‑Affiliate investments (cost: $1,871,255 and $1,867,414 as of September 30, 2023 and December 31, 2022, respectively)			1,801,761						1,780,646
Total investments (cost: $3,799,385 and $3,773,752 as of September 30, 2023 and December 31, 2022, respectively)			4,294,722						4,102,177
Cash and cash equivalents			77,047						49,121
Interest and dividend receivable and other assets			84,897						82,731
Receivable for securities sold			4,345						381
Deferred financing costs (net of accumulated amortization of $11,842 and $10,603 as of September 30, 2023 and December 31, 2022, respectively)			6,749						7,475
Total assets			$	4,467,760					$	4,241,885
LIABILITIES
Credit Facilities			$	493,000					$	607,000
July 2026 Notes (par: $500,000 as of both September 30, 2023 and December 31, 2022)			498,530						498,136
May 2024 Notes (par: $450,000 as of both September 30, 2023 and December 31, 2022)			450,318						450,727
SBIC debentures (par: $350,000 ($63,800 due within one year) and $350,000 as of September 30, 2023 and December 31, 2022, respectively)			344,239						343,914
December 2025 Notes (par: $150,000 and $100,000 as of September 30, 2023 and December 31, 2022, respectively)			148,835						99,325
Accounts payable and other liabilities			57,095						52,092
Interest payable			18,733						16,580
Dividend payable			19,664						17,676
Deferred tax liability, net			66,539						47,849
Total liabilities			2,096,953						2,133,299
Commitments and contingencies (Note K)
NET ASSETS
Common stock, $0.01 par value per share (150,000,000 shares authorized; 83,677,488 and 78,463,599 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively)			836						784
Additional paid‑in capital			2,225,614						2,030,531
Total undistributed earnings			144,357						77,271
Total net assets			2,370,807						2,108,586
Total liabilities and net assets			$	4,467,760					$	4,241,885
NET ASSET VALUE PER SHARE			$	28.33					$	26.86

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

1

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MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Operations

(in thousands, except shares and per share amounts)

(Unaudited)

			Three Months Ended September 30,												Nine Months Ended September 30,
			2023						2022						2023						2022
INVESTMENT INCOME:
Interest, fee and dividend income:
Control investments			$	48,645					$	41,367					$	145,485					$	110,751
Affiliate investments			15,267						12,490						53,722						38,300
Non‑Control/Non‑Affiliate investments			59,325						44,530						171,867						113,930
Total investment income			123,237						98,387						371,074						262,981
EXPENSES:
Interest			(26,414)						(21,234)						(78,165)						(55,216)
Compensation			(11,560)						(10,404)						(34,860)						(26,480)
General and administrative			(4,324)						(4,018)						(12,915)						(11,483)
Share‑based compensation			(4,164)						(3,617)						(12,351)						(10,031)
Expenses allocated to the External Investment Manager			5,404						3,334						16,089						9,613
Total expenses			(41,058)						(35,939)						(122,202)						(93,597)
NET INVESTMENT INCOME			82,179						62,448						248,872						169,384
NET REALIZED GAIN (LOSS):
Control investments			546						(5,822)						(50,532)						(5,822)
Affiliate investments			(228)						601						(16,495)						1,340
Non‑Control/Non‑Affiliate investments			346						10,252						(36,196)						7,784
Total net realized gain (loss)			664						5,031						(103,223)						3,302
NET UNREALIZED APPRECIATION (DEPRECIATION):
Control investments			29,838						7,517						122,779						20,618
Affiliate investments			5,188						(1,069)						26,859						3,703
Non‑Control/Non‑Affiliate investments			(8,015)						(16,529)						17,432						(44,243)
Total net unrealized appreciation (depreciation)			27,011						(10,081)						167,070						(19,922)
INCOME TAXES:
Federal and state income, excise and other taxes			(1,256)						(1,540)						(4,663)						(3,658)
Deferred taxes			(5,337)						(520)						(18,690)						(13,819)
Income tax provision			(6,593)						(2,060)						(23,353)						(17,477)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS			$	103,261					$	55,338					$	289,366					$	135,287
NET INVESTMENT INCOME PER SHARE—BASIC AND DILUTED			$	0.99					$	0.83					$	3.07					$	2.31
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS PER SHARE—BASIC AND DILUTED			$	1.25					$	0.74					$	3.57					$	1.84
WEIGHTED AVERAGE SHARES OUTSTANDING—BASIC AND DILUTED			82,921,764						75,036,522						81,065,195						73,363,281

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

2

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MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Changes in Net Assets

(in thousands, except shares)

(Unaudited)

			Common Stock												Additional Paid-In Capital						Total Undistributed (Overdistributed) Earnings						Total Net Asset Value
			Number of Shares						Par Value
Balances at December 31, 2021			70,737,021						$	707					$	1,736,346					$	51,793					$	1,788,846
Public offering of common stock, net of offering costs			1,502,430						15						63,507						—						63,522
Share‑based compensation			—						—						2,818						—						2,818
Dividend reinvestment			114,043						1						4,812						—						4,813
Amortization of directors’ deferred compensation			—						—						147						—						147
Issuance of restricted stock, net of forfeited shares			16,913						—						—						—						—
Dividends to stockholders			—						—						109						(51,804)						(51,695)
Net increase resulting from operations			—						—						—						65,203						65,203
Balances at March 31, 2022			72,370,407						$	723					$	1,807,739					$	65,192					$	1,873,654
Public offering of common stock, net of offering costs			662,828						7						25,626						—						25,633
Share‑based compensation			—						—						3,596						—						3,596
Purchase of vested stock for employee payroll tax withholding			(115,071)						(1)						(4,894)						—						(4,895)
Dividend reinvestment			132,156						1						4,999						—						5,000
Amortization of directors’ deferred compensation			—						—						130						—						130
Issuance of restricted stock, net of forfeited shares			467,238						5						(5)						—						—
Dividends to stockholders			—						—						114						(52,818)						(52,704)
Net increase resulting from operations			—						—						—						14,749						14,749
Balances at June 30, 2022			73,517,558						$	735					$	1,837,305					$	27,123					$	1,865,163
Public offering of common stock, net of offering costs			2,618,225						26						105,323						—						105,349
Share‑based compensation			—						—						3,617						—						3,617
Purchase of vested stock for employee payroll tax withholding			(1,106)						—						(48)						—						(48)
Dividend reinvestment			164,216						2						6,555						—						6,557
Amortization of directors’ deferred compensation			—						—						121						—						121
Issuance of restricted stock, net of forfeited shares			9,937						—						—						—						—
Dividends to stockholders			—						—						119						(56,796)						(56,677)
Net increase resulting from operations			—						—						—						55,338						55,338
Balances at September 30, 2022			76,308,830						$	763					$	1,952,992					$	25,665					$	1,979,420
Balances at December 31, 2022			78,506,816						$	784					$	2,030,531					$	77,271					$	2,108,586
Public offering of common stock, net of offering costs			1,058,914						11						40,885						—						40,896
Share‑based compensation			—						—						4,100						—						4,100
Purchase of vested stock for employee payroll tax withholding			(10,489)						—						(404)						—						(404)
Dividend reinvestment			199,282						2						7,806						—						7,808
Amortization of directors’ deferred compensation			—						—						121						—						121
Issuance of restricted stock, net of forfeited shares			39,566						—						—						—						—
Dividends to stockholders			—						—						136						(67,913)						(67,777)
Net increase resulting from operations			—						—						—						79,592						79,592
Balances at March 31, 2023			79,794,089						$	797					$	2,083,175					$	88,950					$	2,172,922
Public offering of common stock, net of offering costs			1,096,514						11						43,193						—						43,204
Share‑based compensation			—						—						4,087						—						4,087
Purchase of vested stock for employee payroll tax withholding			(140,569)						(1)						(5,545)						—						(5,546)
Dividend reinvestment			174,891						2						6,878						—						6,880
Amortization of directors’ deferred compensation			—						—						109						—						109
Issuance of restricted stock, net of forfeited shares			506,081						5						(5)						—						—
Dividends to stockholders			—						—						149						(73,373)						(73,224)
Net increase resulting from operations			—						—						—						106,516						106,516
Balances at June 30, 2023			81,431,006						$	814					$	2,132,041					$	122,093					$	2,254,948
Public offering of common stock, net of offering costs			2,039,641						20						81,040						—						81,060
Share‑based compensation			—						—						4,164						—						4,164
Dividend reinvestment			200,150						2						8,101						—						8,103
Amortization of directors’ deferred compensation			—						—						102						—						102
Issuance of restricted stock, net of forfeited shares			6,691						—						—						—						—
Dividends to stockholders			—						—						166						(80,997)						(80,831)
Net increase resulting from operations			—						—						—						103,261						103,261
Balances at September 30, 2023			83,677,488						$	836					$	2,225,614					$	144,357					$	2,370,807

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

			Nine Months Ended September 30,
			2023						2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net increase in net assets resulting from operations			$	289,366					$	135,287
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by (used in) operating activities:
Investments in portfolio companies			(584,729)						(911,273)
Proceeds from sales and repayments of debt investments in portfolio companies			436,615						441,860
Proceeds from sales and return of capital of equity investments in portfolio companies			37,989						64,161
Net unrealized (appreciation) depreciation			(167,070)						19,922
Net realized (gain) loss			103,223						(3,302)
Accretion of unearned income			(13,075)						(9,908)
Payment-in-kind interest			(7,599)						(3,511)
Cumulative dividends			(1,027)						(1,390)
Share-based compensation expense			12,351						10,031
Amortization of deferred financing costs			2,423						2,068
Deferred tax provision			18,690						13,819
Changes in other assets and liabilities:
Interest and dividend receivable and other assets			(3,022)						(18,984)
Interest payable			2,153						1,747
Accounts payable and other liabilities			2,586						199
Deferred fees and other			2,772						1,946
Net cash provided by (used in) operating activities			131,646						(257,328)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from public offering of common stock, net of offering costs			165,160						194,504
Proceeds from public offering of December 2025 Notes			50,000						—
Dividends paid			(197,053)						(143,075)
Proceeds from issuance of SBIC debentures			16,000						—
Repayments of SBIC debentures			(16,000)						—
Proceeds from credit facilities			320,000						730,000
Repayments on credit facilities			(434,000)						(489,000)
Debt issuance costs, net			(1,877)						(1,629)
Purchases of vested stock for employee payroll tax withholding			(5,950)						(4,943)
Net cash provided by (used in) financing activities			(103,720)						285,857
Net increase in cash and cash equivalents			27,926						28,529
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD			49,121						32,629
CASH AND CASH EQUIVALENTS AT END OF PERIOD			$	77,047					$	61,158
Supplemental cash flow disclosures:
Interest paid			$	73,495					$	51,306
Taxes paid			$	7,218					$	4,896
Non-cash financing activities:
Value of shares issued pursuant to the DRIP			$	22,791					$	16,370

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Control Investments (5)
Analytical Systems Keco Holdings, LLC						Manufacturer of Liquid and Gas Analyzers
									Secured Debt			(9) (28)			8/16/2019						15.38%			SF+			10.00%						8/16/2024			$	160		$	159		$	159
									Secured Debt			(9) (28)			8/16/2019						15.38%			SF+			10.00%						8/16/2024			4,195			4,137			4,137
									Preferred Member Units						8/16/2019			3,200			14.13%																		3,200			—
									Preferred Member Units						5/20/2021			2,427																					2,427			4,580
									Warrants			(27)			8/16/2019			420															8/16/2029						316			—
																																							10,239			8,876
ASC Interests, LLC						Recreational and Educational Shooting Facility
									Secured Debt						12/31/2019						13.00%												7/31/2024			400			400			400
									Secured Debt						8/1/2013						13.00%												7/31/2024			1,650			1,649			1,597
									Member Units						8/1/2013			1,500																					1,500			100
									Preferred Member Units						6/28/2023			162																					162			250
																																							3,711			2,347
ATS Workholding, LLC			(10)			Manufacturer of Machine Cutting Tools and Accessories
									Secured Debt			(14)			11/16/2017						5.00%												9/1/2024			2,090			2,090			408
									Secured Debt			(14)			11/16/2017						5.00%												9/1/2024			3,015			2,856			588
									Preferred Member Units						11/16/2017			3,725,862																					3,726			—
																																							8,672			996
Barfly Ventures, LLC			(10)			Casual Restaurant Group
									Secured Debt						10/15/2020						7.00%												10/31/2024			711			711			711
									Member Units						10/26/2020			37																					1,584			3,040
																																							2,295			3,751
Batjer TopCo, LLC						HVAC Mechanical Contractor
									Secured Debt			(25)			3/7/2022																		3/7/2027			—			(6)			—
									Secured Debt						3/7/2022						10.00%												3/7/2027			630			630			630
									Secured Debt						3/7/2022						10.00%												3/7/2027			10,575			10,502			10,575
									Preferred Stock			(8)			3/7/2022			4,073																					4,095			6,150
																																							15,221			17,355
Bolder Panther Group, LLC						Consumer Goods and Fuel Retailer
									Secured Debt			(9) (22) (28)			12/31/2020						14.52%			SF+			9.15%						10/31/2027			97,216			96,703			97,216
									Class B Preferred Member Units			(8)			12/31/2020			140,000			8.00%																		14,000			31,120
																																							110,703			128,336
Brewer Crane Holdings, LLC						Provider of Crane Rental and Operating Services
									Secured Debt			(9)			1/9/2018						15.44%			L+			10.00%						1/9/2024			5,622			5,622			5,505
									Preferred Member Units			(8)			1/9/2018			2,950																					4,280			5,620
																																							9,902			11,125

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Bridge Capital Solutions Corporation						Financial Services and Cash Flow Solutions Provider
									Secured Debt						7/25/2016						13.00%												12/11/2024			8,813			8,813			8,813
									Secured Debt			(29)			7/25/2016						13.00%												12/11/2024			1,000			1,000			1,000
									Preferred Member Units			(8) (29)			7/25/2016			17,742																					1,000			1,000
									Warrants			(27)			7/25/2016			82															7/25/2026						2,132			4,450
																																							12,945			15,263
Café Brazil, LLC						Casual Restaurant Group
									Member Units			(8)			6/9/2006			1,233																					1,742			2,030
California Splendor Holdings LLC						Processor of Frozen Fruits
									Secured Debt			(9) (28)			3/30/2018						15.50%			SF+			10.00%						7/29/2026			28,000			27,961			27,961
									Preferred Member Units			(8)			3/30/2018			6,157																					10,775			20,945
									Preferred Member Units			(8)			7/31/2019			3,671			15.00%									15.00%									4,448			4,448
																																							43,184			53,354
CBT Nuggets, LLC						Produces and Sells IT Training Certification Videos
									Member Units			(8)			6/1/2006			416																					1,300			50,840
Centre Technologies Holdings, LLC						Provider of IT Hardware Services and Software Solutions
									Secured Debt			(9) (25) (28)			1/4/2019									SF+			9.00%						1/4/2026			—			—			—
									Secured Debt			(9) (28)			1/4/2019						14.48%			SF+			9.00%						1/4/2026			17,574			17,504			17,574
									Preferred Member Units						1/4/2019			13,309																					6,122			10,400
																																							23,626			27,974
Chamberlin Holding LLC						Roofing and Waterproofing Specialty Contractor
									Secured Debt			(9) (25) (28)			2/26/2018									SF+			6.00%						2/26/2026			—			(140)			—
									Secured Debt			(9) (28)			2/26/2018						13.49%			SF+			8.00%						2/26/2026			16,407			16,402			16,407
									Member Units			(8)			2/26/2018			4,347																					11,440			25,930
									Member Units			(8) (29)			11/2/2018			1,047,146																					1,773			2,970
																																							29,475			45,307
Charps, LLC						Pipeline Maintenance and Construction
									Unsecured Debt						8/26/2020						10.00%												1/31/2026			5,694			4,670			5,694
									Preferred Member Units			(8)			2/3/2017			1,829																					1,963			14,010
																																							6,633			19,704
Clad-Rex Steel, LLC						Specialty Manufacturer of Vinyl-Clad Metal
									Secured Debt			(25)			10/28/2022																		1/15/2024			—			—			—
									Secured Debt						12/20/2016						11.50%												1/15/2024			8,800			8,790			8,652
									Secured Debt						12/20/2016						10.00%												12/20/2036			1,022			1,013			1,013

6

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Member Units			(8)			12/20/2016			717																					7,280			5,580
									Member Units			(29)			12/20/2016			800																					509			1,129
																																							17,592			16,374
Cody Pools, Inc.						Designer of Residential and Commercial Pools
									Secured Debt			(25)			3/6/2020																		12/17/2026			—			(11)			—
									Secured Debt						3/6/2020						12.50%												12/17/2026			43,556			43,522			43,556
									Preferred Member Units			(8) (29)			3/6/2020			587																					8,317			69,150
																																							51,828			112,706
Colonial Electric Company LLC						Provider of Electrical Contracting Services
									Secured Debt			(25)			3/31/2021																		3/31/2026			—			—			—
									Secured Debt						3/31/2021						12.00%												3/31/2026			22,365			22,248			21,747
									Preferred Member Units						6/27/2023			960																					960			2,400
									Preferred Member Units						3/31/2021			17,280																					7,680			7,680
																																							30,888			31,827
CompareNetworks Topco, LLC						Internet Publishing and Web Search Portals
									Secured Debt			(9) (28)			1/29/2019						14.48%			SF+			9.00%						1/29/2024			3,869			3,867			3,869
									Preferred Member Units			(8)			1/29/2019			1,975																					1,975			15,430
																																							5,842			19,299
Copper Trail Fund Investments			(12) (13)			Investment Partnership
									LP Interests (CTMH, LP)			(8) (30)			7/17/2017			38.75%																					588			588
Cybermedia Technologies, LLC						IT and Digital Services Provider
									Secured Debt			(25)			5/5/2023																		5/5/2028			—			—			—
									Secured Debt						5/5/2023						13.00%												5/5/2028			29,000			28,734			28,734
									Preferred Member Units						5/5/2023			556																					15,000			15,000
																																							43,734			43,734
Datacom, LLC						Technology and Telecommunications Provider
									Secured Debt						3/1/2022						7.50%												12/31/2025			540			536			536
									Secured Debt						3/31/2021						10.00%												12/31/2025			8,420			8,103			7,617
									Preferred Member Units			(8)			3/31/2021			9,000																					2,610			240
																																							11,249			8,393
Digital Products Holdings LLC						Designer and Distributor of Consumer Electronics
									Secured Debt			(9) (28)			4/1/2018						15.38%			SF+			10.00%						4/27/2026			14,873			14,745			14,678
									Preferred Member Units			(8)			4/1/2018			3,857																					9,501			9,835
																																							24,246			24,513

7

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Direct Marketing Solutions, Inc.						Provider of Omni-Channel Direct Marketing Services
									Secured Debt						2/13/2018						14.00%												2/13/2026			1,275			1,208			1,275
									Secured Debt						12/27/2022						14.00%												2/13/2026			25,953			25,856			25,953
									Preferred Stock			(8)			2/13/2018			8,400																					8,400			21,370
																																							35,464			48,598
Elgin AcquireCo, LLC						Manufacturer and Distributor of Engine and Chassis Components
									Secured Debt			(9) (25) (28)			10/3/2022									SF+			6.00%						10/3/2027			—			(8)			(8)
									Secured Debt						10/3/2022						12.00%												10/3/2027			18,773			18,623			18,623
									Secured Debt						10/3/2022						9.00%												10/3/2052			6,324			6,263			6,263
									Common Stock						10/3/2022			285																					5,726			6,090
									Common Stock			(29)			10/3/2022			939																					1,558			1,670
																																							32,162			32,638
Gamber-Johnson Holdings, LLC						Manufacturer of Ruggedized Computer Mounting Systems
									Secured Debt			(9) (25) (28) (41)			6/24/2016									SF+			7.50%						1/1/2028			—			—			—
									Secured Debt			(9) (28) (41)			12/15/2022						10.50%			SF+			7.50%						1/1/2028			56,478			56,184			56,478
									Member Units			(8)			6/24/2016			9,042																					17,692			81,610
																																							73,876			138,088
Garreco, LLC						Manufacturer and Supplier of Dental Products
									Secured Debt			(9) (28) (42)			7/15/2013						12.00%			SF+			10.00%						1/31/2024			3,088			3,088			3,088
									Member Units						7/15/2013			1,200																					1,200			1,580
																																							4,288			4,668
GRT Rubber Technologies LLC						Manufacturer of Engineered Rubber Products
									Secured Debt			(28)			12/21/2018						11.48%			SF+			6.00%						12/21/2023			1,702			1,697			1,702
									Secured Debt			(28)			12/19/2014						13.48%			SF+			8.00%						10/29/2026			40,493			40,348			40,493
									Member Units						12/19/2014			5,879																					13,065			44,440
																																							55,110			86,635
Gulf Manufacturing, LLC						Manufacturer of Specialty Fabricated Industrial Piping Products
									Member Units			(8)			8/31/2007			438																					2,980			8,770
Gulf Publishing Holdings, LLC						Energy Industry Focused Media and Publishing
									Secured Debt			(9) (25) (28)			9/29/2017									SF+			9.50%						7/1/2027			—			—			—
									Secured Debt						7/1/2022						12.50%												7/1/2027			2,400			2,400			2,284

8

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Preferred Equity						7/1/2022			63,720																					5,600			2,800
									Member Units						4/29/2016			3,681																					3,681			—
																																							11,681			5,084
Harris Preston Fund Investments			(12) (13)			Investment Partnership
									LP Interests (2717 MH, L.P.)			(8) (30)			10/1/2017			49.26%																					3,345			5,896
									LP Interests (2717 HPP-MS, L.P.)			(30)			3/11/2022			49.26%																					248			315
																																							3,593			6,211
Harrison Hydra-Gen, Ltd.						Manufacturer of Hydraulic Generators
									Common Stock						6/4/2010			107,456																					718			4,270
IG Investor, LLC						Military and Other Tactical Gear
									Secured Debt			(25)			6/21/2023																		6/21/2028			—			(37)			(37)
									Secured Debt						6/21/2023						13.00%												6/21/2028			37,704			37,352			37,352
									Common Equity						6/21/2023			14,400																					14,400			14,400
																																							51,715			51,715
Independent Pet Partners Intermediate Holdings, LLC			(10)			Omnichannel Retailer of Specialty Pet Products
									Common Equity						4/7/2023			18,006,407																					18,300			17,510
Jensen Jewelers of Idaho, LLC						Retail Jewelry Store
									Secured Debt			(25)			8/29/2017									P+			6.75%						11/14/2023			—			—			—
									Secured Debt			(9)			11/14/2006						15.25%			P+			6.75%						11/14/2023			2,000			2,000			2,000
									Member Units			(8)			11/14/2006			627																					811			12,420
																																							2,811			14,420
Johnson Downie Opco, LLC						Executive Search Services
									Secured Debt			(9) (25) (28)			12/10/2021									SF+			11.50%						12/10/2026			—			(11)			—
									Secured Debt			(9) (28)			12/10/2021						16.98%			SF+			11.50%						12/10/2026			9,357			9,298			9,357
									Preferred Equity			(8)			12/10/2021			3,150																					3,150			7,660
																																							12,437			17,017
JorVet Holdings, LLC						Supplier and Distributor of Veterinary Equipment and Supplies
									Secured Debt						3/28/2022						12.00%												3/28/2027			25,650			25,470			25,470
									Preferred Equity			(8)			3/28/2022			107,406																					10,741			10,741
																																							36,211			36,211
KBK Industries, LLC						Manufacturer of Specialty Oilfield and Industrial Products
									Secured Debt						2/24/2023						9.00%												2/24/2028			5,100			5,056			5,100

9

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Member Units			(8)			1/23/2006			325																					783			18,370
																																							5,839			23,470
Kickhaefer Manufacturing Company, LLC						Precision Metal Parts Manufacturing
									Secured Debt						10/31/2018						12.00%												10/31/2026			19,799			19,772			19,772
									Secured Debt						10/31/2018						9.00%												10/31/2048			3,850			3,814			3,814
									Preferred Equity						10/31/2018			581																					12,240			8,830
									Member Units			(8) (29)			10/31/2018			800																					992			2,860
																																							36,818			35,276
Metalforming Holdings, LLC						Distributor of Sheet Metal Folding and Metal Forming Equipment
									Secured Debt			(25)			10/19/2022																		10/19/2024			—			—			—
									Secured Debt						10/19/2022						12.75%												10/19/2027			23,802			23,611			23,611
									Preferred Equity			(8)			10/19/2022			5,915,585			8.00%									8.00%									6,127			6,364
									Common Stock			(8)			10/19/2022			1,537,219																					1,537			1,400
																																							31,275			31,375
MH Corbin Holding LLC						Manufacturer and Distributor of Traffic Safety Products
									Secured Debt			(17)			8/31/2015						13.00%												12/31/2022			5,480			5,480			5,102
									Preferred Member Units						3/15/2019			66,000																					4,400			330
									Preferred Member Units						9/1/2015			4,000																					6,000			—
																																							15,880			5,432
MS Private Loan Fund I, LP			(12) (13)			Investment Partnership
									Secured Debt			(25)			1/26/2021																		12/31/2024			—			—			—
									LP Interests			(8) (30)			1/26/2021			14.51%																					14,250			14,527
																																							14,250			14,527
MS Private Loan Fund II, LP			(12) (13)			Investment Partnership
									Secured Debt			(9) (28)			9/5/2023						8.88%			SF+			3.50%						9/5/2025			11,000			10,848			10,848
									LP Interests			(30)			9/5/2023			11.96%																					1,152			1,152
																																							12,000			12,000
MSC Adviser I, LLC			(16)			Third Party Investment Advisory Services
									Member Units			(8)			11/22/2013			100%																					29,500			146,131
MSC Income Fund, Inc.			(12) (13)			Business Development Company
									Common Equity			(8)			5/2/2022			814,379																					6,250			6,314
Mystic Logistics Holdings, LLC						Logistics and Distribution Services Provider for Large Volume Mailers
									Secured Debt			(25)			8/18/2014																		1/31/2024			—			—			—
									Secured Debt						8/18/2014						10.00%												1/31/2024			5,746			5,746			5,746
									Common Stock			(8)			8/18/2014			5,873																					2,720			27,150
																																							8,466			32,896
NAPCO Precast, LLC						Precast Concrete Manufacturing

10

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Member Units						1/31/2008			2,955																					2,975			12,160
Nebraska Vet AcquireCo, LLC						Mixed-Animal Veterinary and Animal Health Product Provider
									Secured Debt						12/31/2020						12.00%												12/31/2025			25,794			25,658			25,794
									Secured Debt						12/31/2020						12.00%												12/31/2025			10,500			10,451			10,500
									Preferred Member Units			(8)			12/31/2020			6,987																					6,987			14,430
																																							43,096			50,724
NexRev LLC						Provider of Energy Efficiency Products & Services
									Secured Debt			(25)			2/28/2018																		2/28/2025			—			—			—
									Secured Debt						2/28/2018						10.00%												2/28/2025			9,811			9,738			9,738
									Preferred Member Units			(8)			2/28/2018			103,144,186																					8,213			6,350
																																							17,951			16,088
NRP Jones, LLC						Manufacturer of Hoses, Fittings and Assemblies
									Secured Debt						12/21/2017						12.00%												3/20/2025			2,080			2,080			2,080
									Member Units			(8)			12/22/2011			65,962																					114			90
									Member Units			(8)			12/22/2011			65,962																					3,603			2,350
																																							5,797			4,520
NuStep, LLC						Designer, Manufacturer and Distributor of Fitness Equipment
									Secured Debt			(9) (28)			1/31/2017						11.98%			SF+			6.50%						1/31/2025			3,600			3,599			3,599
									Secured Debt						1/31/2017						12.00%												1/31/2025			18,440			18,423			18,423
									Preferred Member Units						1/31/2017			406																					10,200			9,240
									Preferred Member Units						11/2/2022			2,062																					2,062			5,150
																																							34,284			36,412
OMi Topco, LLC						Manufacturer of Overhead Cranes
									Secured Debt						8/31/2021						12.00%												8/31/2026			13,500			13,421			13,500
									Preferred Member Units			(8)			4/1/2008			900																					1,080			32,630
																																							14,501			46,130
Orttech Holdings, LLC						Distributor of Industrial Clutches, Brakes and Other Components
									Secured Debt			(9) (25) (28)			7/30/2021									SF+			11.00%						7/31/2026			—			—			—
									Secured Debt			(9) (28)			7/30/2021						16.48%			SF+			11.00%						7/31/2026			22,200			22,073			22,200
									Preferred Stock			(8) (29)			7/30/2021			10,000																					10,000			17,050
																																							32,073			39,250
Pearl Meyer Topco LLC						Provider of Executive Compensation Consulting Services
									Secured Debt						4/27/2020						12.00%												4/27/2025			3,500			3,496			3,500
									Secured Debt						4/27/2020						12.00%												4/27/2025			17,500			17,455			17,500
									Secured Debt						4/27/2020						12.00%												4/27/2025			27,681			27,586			27,681

11

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Preferred Equity			(8)			4/27/2020			15,061																					13,000			44,090
																																							61,537			92,771
PPL RVs, Inc.						Recreational Vehicle Dealer
									Secured Debt			(9) (25) (28)			10/31/2019									SF+			8.75%						11/15/2027			—			(8)			—
									Secured Debt			(9) (28)			11/15/2016						13.98%			SF+			8.75%						11/15/2027			20,290			20,094			20,290
									Common Stock			(8)			6/10/2010			2,000																					2,150			17,870
									Common Stock			(29)			6/14/2022			238,421																					238			75
																																							22,474			38,235
Principle Environmental, LLC						Noise Abatement Service Provider
									Secured Debt						7/1/2011						13.00%												11/15/2026			5,897			5,823			5,823
									Preferred Member Units			(8)			2/1/2011			21,806																					5,709			10,630
									Common Stock						1/27/2021			1,037																					1,200			510
																																							12,732			16,963
Quality Lease Service, LLC						Provider of Rigsite Accommodation Unit Rentals and Related Services
									Member Units						6/8/2015			1,000																					7,546			460
River Aggregates, LLC						Processor of Construction Aggregates
									Member Units			(29)			12/20/2013			1,500																					369			3,620
Robbins Bros. Jewelry, Inc.						Bridal Jewelry Retailer
									Secured Debt			(25)			12/15/2021																		12/15/2026			—			(29)			(29)
									Secured Debt						12/15/2021						12.50%												12/15/2026			34,560			34,339			33,729
									Preferred Equity						12/15/2021			11,070																					11,070			2,790
																																							45,380			36,490
Tedder Industries, LLC						Manufacturer of Firearm Holsters and Accessories
									Secured Debt			(17)			8/31/2018						12.00%												8/31/2023			1,840			1,840			1,782
									Secured Debt			(17)			8/31/2018						12.00%												8/31/2023			15,200			15,200			14,724
									Preferred Member Units						8/31/2018			544																					9,245			3,601
									Preferred Member Units						2/1/2023			4,248																					425			603
									Preferred Member Units						8/28/2023			4,800																					480			1,200
																																							27,190			21,910
Televerde, LLC						Provider of Telemarketing and Data Services
									Member Units			(8)			1/6/2011			460																					1,290			5,099
									Preferred Stock						1/26/2022			248																					718			1,794
																																							2,008			6,893
Trantech Radiator Topco, LLC						Transformer Cooling Products and Services
									Secured Debt			(25)			5/31/2019																		5/31/2024			—			(3)			—
									Secured Debt						5/31/2019						12.00%												5/31/2024			7,920			7,907			7,920

12

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Common Stock			(8)			5/31/2019			615																					4,655			13,400
																																							12,559			21,320
UnionRock Energy Fund III, LP			(12) (13)			Investment Partnership
									LP Interests			(30)			6/6/2023			30.03%																					1,051			1,051
Vision Interests, Inc.						Manufacturer / Installer of Commercial Signage
									Series A Preferred Stock			(8)			12/23/2011			3,000,000																					3,000			3,000
Volusion, LLC						Provider of Online Software-as-a-Service eCommerce Solutions
									Secured Debt						3/31/2023						10.00%												3/31/2025			2,100			2,100			2,100
									Preferred Member Units						1/26/2015			4,876,670																					14,000			—
									Preferred Member Units						3/31/2023			5,097,595																					10,746			9,350
									Preferred Member Units						3/31/2023			142,512																					—			—
									Common Stock						3/31/2023			1,802,780																					2,576			—
																																							29,422			11,450
VVS Holdco LLC						Omnichannel Retailer of Animal Health Products
									Secured Debt			(9) (25) (28)			12/1/2021									SF+			6.00%						12/1/2023			—			(4)			(4)
									Secured Debt						12/1/2021						11.50%												12/1/2026			28,200			28,021			28,021
									Preferred Equity			(8) (29)			12/1/2021			11,840																					11,840			11,840
																																							39,857			39,857
Ziegler’s NYPD, LLC						Casual Restaurant Group
									Secured Debt						6/1/2015						12.00%												10/1/2024			450			450			450
									Secured Debt						10/1/2008						6.50%												10/1/2024			1,000			1,000			945
									Secured Debt						10/1/2008						14.00%												10/1/2024			2,750			2,750			2,372
									Preferred Member Units						6/30/2015			10,072																					2,834			—
									Warrants			(27)			7/1/2015			587															10/1/2025						600			—
																																							7,634			3,767
Subtotal Control Investments (81.3% of net assets at fair value)																																							$	1,390,675		$	1,927,019
Affiliate Investments (6)
AAC Holdings, Inc.			(11)			Substance Abuse Treatment Service Provider
									Secured Debt						1/31/2023						18.00%									18.00%			6/25/2025			$	404		$	399		$	379
									Secured Debt						12/11/2020						18.00%									18.00%			6/25/2025			13,425			13,328			12,618
									Common Stock						12/11/2020			593,928																					3,148			—
									Warrants			(27)			12/11/2020			554,353															12/11/2025						—			—
																																							16,875			12,997

13

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
BBB Tank Services, LLC						Maintenance, Repair and Construction Services to the Above-Ground Storage Tank Market
									Unsecured Debt			(9) (17)			4/8/2016						16.44%			L+			11.00%						4/8/2021			600			600			600
									Unsecured Debt			(9) (17)			4/8/2016						16.44%			L+			11.00%						4/8/2021			4,000			4,000			2,202
									Member Units						4/8/2016			800,000																					800			—
									Preferred Stock (non-voting)						12/17/2018						15.00%									15.00%									162			—
																																							5,562			2,802
Boccella Precast Products LLC						Manufacturer of Precast Hollow Core Concrete
									Secured Debt						9/23/2021						10.00%												2/28/2027			320			320			320
									Member Units						6/30/2017			2,160,000																					2,256			2,130
																																							2,576			2,450
Buca C, LLC						Casual Restaurant Group
									Secured Debt			(17)			6/30/2015						12.00%												8/31/2023			16,980			16,980			12,254
									Preferred Member Units						6/30/2015			6			6.00%									6.00%									4,770			—
																																							21,750			12,254
Career Team Holdings, LLC						Provider of Workforce Training and Career Development Services
									Secured Debt			(9) (25) (28)			12/17/2021									SF+			6.00%						12/17/2026			—			(21)			(21)
									Secured Debt						12/17/2021						12.50%												12/17/2026			20,160			20,031			20,031
									Common Stock						12/17/2021			450,000																					4,500			4,500
																																							24,510			24,510
Classic H&G Holdings, LLC						Provider of Engineered Packaging Solutions
									Secured Debt			(9) (28)			3/12/2020						11.50%			SF+			6.00%						3/12/2025			4,560			4,560			4,560
									Secured Debt						3/12/2020						8.00%												3/12/2025			19,274			19,214			19,274
									Preferred Member Units			(8)			3/12/2020			154																					5,760			16,000
																																							29,534			39,834
Congruent Credit Opportunities Funds			(12) (13)			Investment Partnership
									LP Interests (Congruent Credit Opportunities Fund III, LP)			(8) (30)			2/4/2015			13.32%																					4,778			4,426
DMA Industries, LLC						Distributor of aftermarket ride control products
									Secured Debt						11/19/2021						12.00%												11/19/2026			20,000			19,867			20,000
									Preferred Equity						11/19/2021			5,944																					5,944			7,260
																																							25,811			27,260
Dos Rios Partners			(12) (13)			Investment Partnership
									LP Interests (Dos Rios Partners, LP)			(30)			4/25/2013			20.24%																					6,313			8,594

14

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									LP Interests (Dos Rios Partners - A, LP)			(30)			4/25/2013			6.43%																					2,005			2,679
																																							8,318			11,273
Dos Rios Stone Products LLC			(10)			Limestone and Sandstone Dimension Cut Stone Mining Quarries
									Class A Preferred Units			(29)			6/27/2016			2,000,000																					2,000			1,580
EIG Fund Investments			(12) (13)			Investment Partnership
									LP Interests (EIG Global Private Debt Fund-A, L.P.)			(8) (30)			11/6/2015			5,000,000																					1,020			973
Flame King Holdings, LLC						Propane Tank and Accessories Distributor
									Preferred Equity			(8)			10/29/2021			9,360																					10,400			27,900
Freeport Financial Funds			(12) (13)			Investment Partnership
									LP Interests (Freeport Financial SBIC Fund LP)			(30)			3/23/2015			9.30%																					3,507			3,497
									LP Interests (Freeport First Lien Loan Fund III LP)			(8) (30)			7/31/2015			5.95%																					5,328			4,873
																																							8,835			8,370
GFG Group, LLC						Grower and Distributor of a Variety of Plants and Products to Other Wholesalers, Retailers and Garden Centers
									Secured Debt						3/31/2021						8.00%												3/31/2026			10,545			10,491			10,545
									Preferred Member Units			(8)			3/31/2021			226																					4,900			10,380
																																							15,391			20,925
Harris Preston Fund Investments			(12) (13)			Investment Partnership
									LP Interests (HPEP 3, L.P.)			(8) (30)			8/9/2017			8.22%																					2,050			4,106
									LP Interests (HPEP 4, L.P.)			(30)			7/12/2022			9.29%																					2,796			2,796
									LP Interests (423 COR, L.P.)			(8) (30)			6/2/2022			22.93%																					1,400			1,400
									LP Interests (423 HAR, L.P.)			(30)			6/2/2023			15.60%																					750			750
																																							6,996			9,052
Hawk Ridge Systems, LLC						Value-Added Reseller of Engineering Design and Manufacturing Solutions
									Secured Debt			(9) (28)			12/2/2016						11.65%			SF+			6.00%						1/15/2026			1,799			1,797			1,799
									Secured Debt						12/2/2016						12.50%												1/15/2026			45,256			45,131			45,256
									Preferred Member Units			(8)			12/2/2016			226																					2,850			17,460
									Preferred Member Units			(29)			12/2/2016			226																					150			920
																																							49,928			65,435
Houston Plating and Coatings, LLC						Provider of Plating and Industrial Coating Services

15

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Unsecured Convertible Debt						5/1/2017						8.00%												10/2/2024			3,000			3,000			2,880
									Member Units			(8)			1/8/2003			322,297																					2,352			3,640
																																							5,352			6,520
I-45 SLF LLC			(12) (13)			Investment Partnership
									Member Units (Fully diluted 20.0%; 21.75% profits   interest)			(8)			10/20/2015			20.00%																					20,200			13,217
Infinity X1 Holdings, LLC						Manufacturer and Supplier of Personal Lighting Products
									Secured Debt						3/31/2023						13.00%												3/31/2028			17,775			17,618			17,618
									Preferred Equity						3/31/2023			80,000																					4,000			4,000
																																							21,618			21,618
Integral Energy Services			(10)			Nuclear Power Staffing Services
									Secured Debt			(9) (28)			8/20/2021						13.01%			SF+			7.50%						8/20/2026			15,769			15,576			15,069
									Common Stock						8/20/2021			9,968																					1,356			290
																																							16,932			15,359
Iron-Main Investments, LLC						Consumer Reporting Agency Providing Employment Background Checks and Drug Testing
									Secured Debt						8/2/2021						13.50%												1/31/2028			4,514			4,485			4,485
									Secured Debt						9/1/2021						13.50%												1/31/2028			3,140			3,120			3,120
									Secured Debt						11/15/2021						13.50%												1/31/2028			8,944			8,944			8,944
									Secured Debt						11/15/2021						13.50%												1/31/2028			19,624			19,496			19,496
									Secured Debt						1/31/2023						13.50%												1/31/2028			10,762			10,449			10,449
									Common Stock						8/3/2021			203,016																					2,756			2,830
																																							49,250			49,324
ITA Holdings Group, LLC						Air Ambulance Services
									Secured Debt			(25) (28)			6/21/2023									SF+			9.00%			2.00%			6/21/2027			—			(11)			(11)
									Secured Debt			(25) (28)			6/21/2023									SF+			9.00%			2.00%			6/21/2027			—			(9)			(9)
									Secured Debt			(28)			6/21/2023						15.40%			SF+			8.00%			2.00%			6/21/2027			4,340			3,341			3,341
									Secured Debt			(28)			6/21/2023						17.40%			SF+			10.00%			2.00%			6/21/2027			4,340			3,341			3,341
									Warrants			(27)			6/21/2023			193,307															6/21/2033						2,091			2,091
																																							8,753			8,753
OnAsset Intelligence, Inc.						Provider of Transportation Monitoring / Tracking Products and Services
									Secured Debt			(14)			5/20/2014						12.00%									12.00%			12/31/2023			964			964			372
									Secured Debt			(14)			3/21/2014						12.00%									12.00%			12/31/2023			983			983			380
									Secured Debt			(14)			5/10/2013						12.00%									12.00%			12/31/2023			2,116			2,116			818
									Secured Debt			(14)			4/18/2011						12.00%									12.00%			12/31/2023			4,415			4,415			1,706
									Unsecured Debt			(14)			6/5/2017						10.00%									10.00%			12/31/2023			305			305			305
									Preferred Stock						4/18/2011			912			7.00%									7.00%									1,981			—
									Common Stock						4/15/2021			635																					830			—

16

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Warrants			(27)			4/18/2011			4,699															5/10/2025						1,089			—
																																							12,683			3,581
Oneliance, LLC						Construction Cleaning Company
									Secured Debt			(9) (17) (25) (28)			8/6/2021									SF+			11.00%						8/6/2023			—			—			—
									Secured Debt			(9) (28)			8/6/2021						16.48%			SF+			11.00%						8/6/2026			5,520			5,488			5,427
									Preferred Stock						8/6/2021			1,128																					1,128			1,128
																																							6,616			6,555
Rocaceia, LLC (Quality Lease and Rental Holdings, LLC)						Provider of Rigsite Accommodation Unit Rentals and Related Services
									Preferred Member Units						1/8/2013			250																					2,500			—
SI East, LLC						Rigid Industrial Packaging Manufacturing
									Secured Debt						8/31/2018						11.25%												6/16/2028			1,875			1,857			1,875
									Secured Debt			(23)			6/16/2023						12.49%												6/16/2028			54,536			54,282			54,536
									Preferred Member Units			(8)			8/31/2018			165																					1,525			17,540
																																							57,664			73,951
Slick Innovations, LLC						Text Message Marketing Platform
									Secured Debt						9/13/2018						14.00%												12/22/2027			12,160			12,054			12,160
									Common Stock			(8)			9/13/2018			70,000																					456			1,990
																																							12,510			14,150
Student Resource Center, LLC			(10)			Higher Education Services
									Secured Debt						12/31/2022						8.50%									8.50%			12/31/2027			5,327			4,883			4,770
									Preferred Equity						12/31/2022			5,907,649																					—			120
																																							4,883			4,890
Superior Rigging & Erecting Co.						Provider of Steel Erecting, Crane Rental & Rigging Services
									Secured Debt						8/31/2020						12.00%												8/31/2025			20,500			20,416			20,416
									Preferred Member Units						8/31/2020			1,636																					4,500			5,940
																																							24,916			26,356
The Affiliati Network, LLC						Performance Marketing Solutions
									Secured Debt			(25)			8/9/2021																		8/9/2026			—			(11)			(11)
									Secured Debt						8/9/2021						13.00%												8/9/2026			7,921			7,868			7,739
									Preferred Stock			(8)			8/9/2021			1,280,000																					6,400			6,400
									Preferred Stock						9/1/2023			172,110																					172			172
																																							14,429			14,300
UnionRock Energy Fund II, LP			(12) (13)			Investment Partnership
									LP Interests			(8) (30)			6/15/2020			11.11%																					3,978			5,135

17

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
UniTek Global Services, Inc.			(11)			Provider of Outsourced Infrastructure Services
									Secured Convertible Debt						1/1/2021						15.00%									15.00%			6/30/2028			1,650			1,650			4,044
									Secured Convertible Debt						1/1/2021						15.00%									15.00%			6/30/2028			809			809			1,983
									Preferred Stock			(8)			8/29/2019			1,133,102			20.00%									20.00%									2,482			2,833
									Preferred Stock						8/21/2018			1,521,122			20.00%									20.00%									2,188			3,977
									Preferred Stock						6/30/2017			2,281,682			19.00%									19.00%									3,667			—
									Preferred Stock						1/15/2015			4,336,866			13.50%									13.50%									7,924			—
									Common Stock						4/1/2020			945,507																					—			—
																																							18,720			12,837
Universal Wellhead Services Holdings, LLC			(10)			Provider of Wellhead Equipment, Designs, and Personnel to the Oil & Gas Industry
									Preferred Member Units			(29)			12/7/2016			716,949			14.00%									14.00%									1,032			220
									Member Units			(29)			12/7/2016			4,000,000																					4,000			—
																																							5,032			220
World Micro Holdings, LLC						Supply Chain Management
									Secured Debt						12/12/2022						13.00%												12/12/2027			13,402			13,290			13,290
									Preferred Equity			(8)			12/12/2022			3,845																					3,845			3,845
																																							17,135			17,135
Subtotal Affiliate Investments (23.9% of net assets at fair value)																																							$	537,455		$	565,942
Non-Control Investments (7)
AB Centers Acquisition Corporation			(10)			Applied Behavior Analysis Therapy Provider
									Secured Debt			(9)			9/6/2022						13.50%			P+			5.00%						9/6/2028			$	647		$	582		$	647
									Secured Debt			(9) (25) (28)			9/6/2022									SF+			6.00%						9/6/2028			—			(28)			(28)
									Secured Debt			(9) (28)			9/6/2022						11.42%			SF+			6.00%						9/6/2028			19,864			19,322			19,864
									Secured Debt			(9) (28)			6/21/2023						11.42%			SF+			6.00%						9/6/2028			1,379			1,308			1,379
																																							21,184			21,862
Acousti Engineering Company of Florida			(10)			Interior Subcontractor Providing Acoustical Walls and Ceilings
									Secured Debt			(9) (28)			11/2/2020						13.94%			SF+			8.50%						11/2/2025			1,678			1,671			1,678
									Secured Debt			(9) (28)			11/2/2020						13.94%			SF+			8.50%						11/2/2025			9,485			9,438			9,485
									Secured Debt			(9) (28)			5/26/2021						17.94%			SF+			12.50%						11/2/2025			764			759			764
																																							11,868			11,927
Acumera, Inc.			(10)			Managed Security Service Provider
									Secured Debt			(9) (25) (28)			6/7/2023									SF+			7.50%						6/7/2028			—			(2)			(2)
									Secured Debt			(9) (28)			6/7/2023						12.99%			SF+			7.50%						6/7/2028			25,110			24,824			25,110
									Warrants			(43)			6/7/2023			17,525															5/19/2028						—			110
																																							24,822			25,218

18

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Adams Publishing Group, LLC			(10)			Local Newspaper Operator
									Secured Debt			(9) (28) (41)			3/11/2022						11.00%			SF+			7.00%			1.00%			3/11/2027			7,112			7,112			7,029
									Secured Debt			(9) (28) (41)			3/11/2022						11.00%			SF+			7.00%			1.00%			3/11/2027			21,792			21,749			21,537
																																							28,861			28,566
ADS Tactical, Inc.			(11)			Value-Added Logistics and Supply Chain Provider to the Defense Industry
									Secured Debt			(9) (28)			3/29/2021						11.18%			SF+			5.75%						3/19/2026			17,529			17,341			17,244
AMEREQUIP LLC.			(10)			Full Service Provider of Comprehensive Commercial Production Services, Including the Design, Engineering, and Manufacturing of Products It
									Secured Debt			(9) (25) (28)			8/31/2022									SF+			7.40%						8/31/2027			—			(115)			(115)
									Secured Debt			(9) (28)			8/31/2022						12.87%			SF+			7.40%						8/31/2027			32,116			31,630			32,116
									Common Stock			(8)			8/31/2022			235																					1,844			1,930
																																							33,359			33,931
American Health Staffing Group, Inc.			(10)			Healthcare Temporary Staffing
									Secured Debt			(9) (25)			11/19/2021									L+			6.00%						11/19/2026			—			(8)			(8)
									Secured Debt			(9)			11/19/2021						11.43%			L+			6.00%						11/19/2026			6,567			6,525			6,567
																																							6,517			6,559
American Nuts, LLC			(10)			Roaster, Mixer and Packager of Bulk Nuts and Seeds
									Secured Debt			(9) (28)			3/11/2022						15.15%			SF+			8.75%			1.00%			4/10/2026			5,720			5,665			4,747
									Secured Debt			(9) (28)			3/11/2022						15.15%			SF+			8.75%			1.00%			4/10/2026			9,307			9,203			7,712
									Secured Debt			(9) (14) (28)			3/11/2022						17.15%			SF+			10.75%			1.00%			4/10/2026			5,705			5,645			3,116
									Secured Debt			(9) (14) (28)			3/11/2022						17.15%			SF+			10.75%			1.00%			4/10/2026			9,283			9,169			5,070
																																							29,682			20,645
American Teleconferencing Services, Ltd.			(11)			Provider of Audio Conferencing and Video Collaboration Solutions
									Secured Debt			(14) (17)			9/17/2021						7.50%			L+			6.50%						4/7/2023			2,980			2,980			134
									Secured Debt			(9) (14) (17)			5/19/2016						7.50%			L+			6.50%						6/8/2023			14,370			13,706			647
																																							16,686			781
ArborWorks, LLC			(10)			Vegetation Management Services
									Secured Debt			(9) (14) (28)			11/9/2021						15.43%			SF+			7.00%			3.00%			11/9/2026			6,986			6,892			3,899
									Secured Debt			(9) (14) (28)			11/9/2021						15.43%			SF+			7.00%			3.00%			11/9/2026			29,762			29,335			16,611

19

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Common Equity						11/9/2021			234																					234			—
																																							36,461			20,510
Archer Systems, LLC			(10)			Mass Tort Settlement Administration Solutions Provider
									Secured Debt			(9) (25) (28)			8/11/2022									SF+			6.00%						8/11/2027			—			(114)			(114)
									Secured Debt			(9) (28)			8/11/2022						11.54%			SF+			6.00%						8/11/2027			45,375			44,634			45,375
									Common Stock						8/11/2022			1,387,832																					1,388			2,030
																																							45,908			47,291
ATS Operating, LLC			(10)			For-Profit Thrift Retailer
									Secured Debt			(9) (28)			1/18/2022						12.01%			SF+			6.50%						1/18/2027			720			720			720
									Secured Debt			(9) (28)			1/18/2022						11.01%			SF+			5.50%						1/18/2027			6,660			6,660			6,660
									Secured Debt			(9) (28)			1/18/2022						13.01%			SF+			7.50%						1/18/2027			6,660			6,660			6,660
									Common Stock						1/18/2022			720,000																					720			570
																																							14,760			14,610
AVEX Aviation Holdings, LLC			(10)			Specialty Aircraft Dealer & MRO Provider
									Secured Debt			(9) (28)			12/23/2022						12.67%			SF+			7.25%						12/23/2027			1,474			1,346			1,428
									Secured Debt			(9) (28)			12/23/2022						12.80%			SF+			7.25%						12/23/2027			24,663			23,826			23,898
									Common Equity						12/15/2021			984																					965			892
																																							26,137			26,218
Berry Aviation, Inc.			(10)			Charter Airline Services
									Preferred Member Units			(8) (29)			7/6/2018			1,548,387																					—			2,820
									Preferred Member Units			(8) (29)			11/12/2019			122,416																					—			220
																																							—			3,040
Bettercloud, Inc.			(10)			SaaS Provider of Workflow Management and Business Application Solutions
									Secured Debt			(9) (25) (28)			6/30/2022									SF+			7.25%						6/30/2028			—			(65)			(65)
									Secured Debt			(9) (28)			6/30/2022						12.67%			SF+			7.25%			6.25%			6/30/2028			28,938			28,519			27,737
																																							28,454			27,672
Binswanger Enterprises, LLC			(10)			Glass Repair and Installation Service Provider
									Member Units						3/10/2017			1,050,000																					1,050			20
Bluestem Brands, Inc.			(11)			Multi-Channel Retailer of General Merchandise
									Secured Debt			(9)			10/19/2022						16.00%			P+			7.50%			15.00%			8/28/2025			2,458			2,458			2,311
									Secured Debt			(9) (28)			8/28/2020						13.94%			SF+			8.50%			12.94%			8/28/2025			3,557			2,868			3,344
									Common Stock						10/1/2020			723,184																					1			1,140
									Warrants			(27)			10/19/2022			163,295															10/19/2032						1,036			260
																																							6,363			7,055

20

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Bond Brand Loyalty ULC			(10) (13) (21)			Provider of Loyalty Marketing Services
									Secured Debt			(9) (25) (28)			5/1/2023									SF+			7.00%						5/1/2028			—			(26)			(26)
									Secured Debt			(9) (28)			5/1/2023						11.40%			SF+			6.00%						5/1/2028			6,421			6,303			6,357
									Secured Debt			(9) (28)			5/1/2023						13.40%			SF+			8.00%						5/1/2028			6,421			6,303			6,356
									Common Equity						5/1/2023			571																					571			571
																																							13,151			13,258
Brainworks Software, LLC			(10)			Advertising Sales and Newspaper Circulation Software
									Secured Debt			(9) (14) (17)			8/12/2014						12.50%			P+			9.25%						7/22/2019			761			761			761
									Secured Debt			(9) (14) (17)			8/12/2014						12.50%			P+			9.25%						7/22/2019			7,056			7,056			1,075
																																							7,817			1,836
Brightwood Capital Fund Investments			(12) (13)			Investment Partnership
									LP Interests (Brightwood Capital Fund III, LP)			(30)			7/21/2014			1.55%																					6,527			4,221
									LP Interests (Brightwood Capital Fund IV, LP)			(8) (30)			10/26/2016			0.59%																					4,350			4,661
									LP Interests (Brightwood Capital Fund V, LP)			(8) (30)			7/12/2021			1.31%																					2,000			2,391
																																							12,877			11,273
Burning Glass Intermediate Holding Company, Inc.			(10)			Provider of Skills-Based Labor Market Analytics
									Secured Debt			(9) (28)			6/14/2021						10.42%			SF+			5.00%						6/10/2026			465			443			465
									Secured Debt			(9) (28)			6/14/2021						10.42%			SF+			5.00%						6/10/2028			19,732			19,493			19,732
																																							19,936			20,197
Cadence Aerospace LLC			(10)			Aerostructure Manufacturing
									Secured Debt			(9) (28)			11/14/2017						12.07%			SF+			6.50%						11/14/2024			5,003			4,998			5,003
									Secured Debt			(9) (28)			11/14/2017						12.07%			SF+			6.50%						11/14/2024			1,557			1,555			1,557
									Secured Debt			(9) (28)			11/14/2017						12.07%			SF+			6.50%						11/14/2024			2,048			2,046			2,048
									Secured Debt			(9) (28)			11/14/2017						12.07%			SF+			6.50%						11/14/2024			587			586			587
									Secured Debt			(9) (28)			11/14/2017						12.07%			SF+			6.50%						11/14/2024			61			61			61
																																							9,246			9,256
CAI Software LLC						Provider of Specialized Enterprise Resource Planning Software
									Preferred Equity						12/13/2021			1,788,527																					1,789			1,789
									Preferred Equity						12/13/2021			596,176																					—			—
																																							1,789			1,789
Camin Cargo Control, Inc.			(11)			Provider of Mission Critical Inspection, Testing and Fuel Treatment Services
									Secured Debt			(9) (28)			6/14/2021						11.93%			SF+			6.50%						6/4/2026			15,098			15,015			14,569

21

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
CaseWorthy, Inc.			(10)			SaaS Provider of Case Management Solutions
									Secured Debt			(9) (25) (28)			5/18/2022									SF+			6.00%						5/18/2027			—			(9)			(9)
									Secured Debt			(9) (28)			5/18/2022						11.65%			SF+			6.00%						5/18/2027			7,973			7,908			7,973
									Secured Debt			(9) (28)			5/18/2022						11.65%			SF+			6.00%						5/18/2027			6,133			6,089			6,133
									Common Equity						12/30/2022			245,926																					246			246
																																							14,234			14,343
Channel Partners Intermediateco, LLC			(10)			Outsourced Consumer Services Provider
									Secured Debt			(9) (28) (33)			2/7/2022						12.58%			SF+			7.00%						2/7/2027			3,107			2,923			3,007
									Secured Debt			(9) (28)			2/7/2022						12.53%			SF+			7.00%						2/7/2027			36,633			36,132			35,451
									Secured Debt			(9) (28)			6/24/2022						12.53%			SF+			7.00%						2/7/2027			2,030			2,002			1,964
									Secured Debt			(9) (28)			3/27/2023						12.53%			SF+			7.00%						2/7/2027			4,905			4,796			4,747
																																							45,853			45,169
Clarius BIGS, LLC			(10)			Prints & Advertising Film Financing
									Secured Debt			(14) (17)			9/23/2014						15.00%									15.00%			1/5/2015			2,687			2,687			19
Computer Data Source, LLC			(10)			Third Party Maintenance Provider to the Data Center Ecosystem
									Secured Debt			(9) (28) (34)			8/6/2021						13.61%			SF+			8.00%						8/6/2026			5,000			4,943			4,804
									Secured Debt			(9) (28)			8/6/2021						13.52%			SF+			8.00%						8/6/2026			18,381			18,168			17,660
																																							23,111			22,464
Construction Supply Investments, LLC			(10)			Distribution Platform of Specialty Construction Materials to Professional Concrete and Masonry Contractors
									Member Units						12/29/2016			861,618																					3,335			23,135
Dalton US Inc.			(10)			Provider of Supplemental Labor Services
									Secured Debt			(9) (28) (35)			8/16/2022						13.92%			SF+			8.50%						8/16/2027			803			618			803
									Secured Debt			(9) (28)			8/16/2022						14.18%			SF+			8.50%						8/16/2027			4,015			3,954			4,015
									Secured Debt			(9) (28)			8/16/2022						13.92%			SF+			8.50%						8/16/2027			14,245			14,024			14,245
									Common Stock						8/16/2022			201																					201			201
																																							18,797			19,264
DTE Enterprises, LLC			(10)			Industrial Powertrain Repair and Services
									Class A Preferred Member Units						4/13/2018			776,316			8.00%									8.00%									776			260

22

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Class AA Preferred Member Units (non-voting)			(8)			4/13/2018			723,684			10.00%									10.00%									1,252			1,252
																																							2,028			1,512
Dynamic Communities, LLC			(10)			Developer of Business Events and Online Community Groups
									Secured Debt			(9) (28)			12/20/2022						9.91%			SF+			4.50%			9.91%			12/31/2026			2,006			1,847			1,847
									Secured Debt			(9) (28)			12/20/2022						11.91%			SF+			6.50%			11.91%			12/31/2026			2,032			1,798			1,562
									Preferred Equity						12/20/2022			125,000																					128			128
									Preferred Equity						12/20/2022			2,376,241																					—			—
									Common Equity						12/20/2022			1,250,000																					—			—
																																							3,773			3,537
Eastern Wholesale Fence LLC			(10)			Manufacturer and Distributor of Residential and Commercial Fencing Solutions
									Secured Debt			(9) (28)			11/19/2020						13.54%			SF+			8.00%						10/30/2025			967			925			917
									Secured Debt			(9) (28)			11/19/2020						13.54%			SF+			8.00%						10/30/2025			4,792			4,754			4,545
									Secured Debt			(9) (28)			11/19/2020						13.54%			SF+			8.00%						10/30/2025			9,557			9,473			9,067
									Secured Debt			(9) (28)			4/20/2021						13.54%			SF+			8.00%						10/30/2025			1,982			1,962			1,880
									Secured Debt			(9) (28)			10/14/2021						13.54%			SF+			8.00%						10/30/2025			10,846			10,734			10,289
																																							27,848			26,698
Emerald Technologies Acquisition Co, Inc.			(11)			Design & Manufacturing
									Secured Debt			(9) (28)			2/10/2022						11.82%			SF+			6.25%						12/29/2027			9,023			8,891			8,663
EnCap Energy Fund Investments			(12) (13)			Investment Partnership
									LP Interests (EnCap Energy Capital Fund VIII, L.P.)			(8) (30)			1/22/2015			0.14%																					3,566			1,917
									LP Interests (EnCap Energy Capital Fund VIII Co- Investors, L.P.)			(8) (30)			1/21/2015			0.38%																					1,979			950
									LP Interests (EnCap Energy Capital Fund IX, L.P.)			(8) (30)			1/22/2015			0.10%																					3,577			1,514
									LP Interests (EnCap Energy Capital Fund X, L.P.)			(8) (30)			3/25/2015			0.15%																					6,639			5,609
									LP Interests (EnCap Flatrock Midstream Fund II, L.P.)			(8) (30)			3/30/2015			0.84%																					5,083			1,413
									LP Interests (EnCap Flatrock Midstream Fund III, L.P.)			(8) (30)			3/27/2015			0.25%																					4,745			4,458
																																							25,589			15,861
Engineering Research & Consulting, LLC			(10)			Provider of Engineering & Consulting Services to US Department of Defense
									Secured Debt			(9) (25)			5/23/2022									P+			5.50%						5/23/2027			—			(38)			—

23

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Secured Debt			(9) (28)			5/23/2022						11.98%			SF+			6.50%						5/23/2028			16,175			15,926			16,175
																																							15,888			16,175
Escalent, Inc.			(10)			Market Research and Consulting Firm
									Secured Debt			(9) (25) (28)			4/7/2023									SF+			8.00%						4/6/2029			—			(36)			(36)
									Secured Debt			(9) (28)			4/7/2023						13.49%			SF+			8.00%						4/6/2029			26,433			25,705			26,168
									Common Equity						4/7/2023			649,794																					663			663
																																							26,332			26,795
Event Holdco, LLC			(10)			Event and Learning Management Software for Healthcare Organizations and Systems
									Secured Debt			(9) (28) (29)			12/22/2021						12.65%			SF+			7.00%						12/22/2026			3,692			3,668			3,692
									Secured Debt			(9) (28) (29)			12/22/2021						12.65%			SF+			7.00%						12/22/2026			44,308			44,021			44,308
																																							47,689			48,000
Flip Electronics LLC			(10)			Distributor of Hard-to-Find and Obsolete Electronic Components
									Secured Debt			(28)			3/24/2022						12.90%			SF+			7.50%						1/2/2026			982			982			982
									Secured Debt			(28)			1/4/2021						13.01%			SF+			7.50%						1/2/2026			6,185			6,111			6,185
									Secured Debt			(28)			1/4/2021						12.98%			SF+			7.50%						1/2/2026			4,909			4,802			4,909
																																							11,895			12,076
Fuse, LLC			(11)			Cable Networks Operator
									Secured Debt						6/30/2019						12.00%												12/31/2026			1,810			1,810			1,374
									Common Stock						6/30/2019			10,429																					256			—
																																							2,066			1,374
GeoStabilization International (GSI)			(11)			Geohazard Engineering Services & Maintenance
									Secured Debt			(28)			1/2/2019						10.80%			SF+			5.25%						12/19/2025			20,337			20,285			19,981
GS HVAM Intermediate, LLC			(10)			Specialized Food Distributor
									Secured Debt			(9) (28) (36)			10/18/2019						11.92%			SF+			6.50%						4/2/2025			1,955			1,950			1,955
									Secured Debt			(9) (25) (28)			10/18/2019						11.92%			SF+			6.50%						4/2/2025			—			(11)			(11)
									Secured Debt			(9) (28)			10/18/2019						11.92%			SF+			6.50%						4/2/2025			10,651			10,629			10,651
									Secured Debt			(9) (28)			9/15/2023						11.93%			SF+			6.50%						4/2/2025			955			955			955
																																							13,523			13,550
GULF PACIFIC ACQUISITION, LLC			(10)			Rice Processor and Merchandiser
									Secured Debt			(9) (25) (28)			9/30/2022									SF+			5.75%						9/30/2028			—			(17)			—
									Secured Debt			(9) (28)			9/30/2022						11.38%			SF+			5.75%						9/30/2028			301			286			301
									Secured Debt			(9) (28)			9/30/2022						11.29%			SF+			5.75%						9/30/2028			3,624			3,564			3,624
																																							3,833			3,925

24

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
HDC/HW Intermediate Holdings			(10)			Managed Services and Hosting Provider
									Secured Debt			(9) (28)			12/21/2018						14.34%			SF+			9.50%			14.34%			12/21/2023			357			357			328
									Secured Debt			(9) (28)			12/21/2018						14.34%			SF+			9.50%			14.34%			12/21/2023			3,617			3,613			3,321
																																							3,970			3,649
HEADLANDS OP-CO LLC			(10)			Clinical Trial Sites Operator
									Secured Debt			(9) (25) (28)			8/1/2022									SF+			6.50%						8/1/2027			—			(52)			(52)
									Secured Debt			(9) (25) (28)			8/1/2022									SF+			6.50%						8/1/2027			—			(52)			(52)
									Secured Debt			(9) (28)			8/1/2022						11.82%			SF+			6.50%						8/1/2027			16,664			16,409			16,664
																																							16,305			16,560
HOWLCO LLC			(11) (13) (21)			Provider of Accounting and Business Development Software to Real Estate End Markets
									Secured Debt			(9) (28)			8/19/2021						11.42%			SF+			6.00%						10/23/2026			25,162			25,162			24,397
Hybrid Promotions, LLC			(10)			Wholesaler of Licensed, Branded and Private Label Apparel
									Secured Debt			(9) (28)			6/30/2021						15.76%			SF+			8.25%			2.00%			6/30/2026			7,132			7,007			5,893
IG Parent Corporation			(11)			Software Engineering
									Secured Debt			(9) (25) (28)			7/30/2021									SF+			5.75%						7/30/2026			—			(22)			—
									Secured Debt			(9) (28)			7/30/2021						11.17%			SF+			5.75%						7/30/2028			9,423			9,313			9,423
									Secured Debt			(9) (28)			7/30/2021						11.17%			SF+			5.75%						7/30/2028			4,966			4,908			4,966
																																							14,199			14,389
Imaging Business Machines, L.L.C.			(10)			Technology Hardware & Equipment
									Secured Debt			(9) (28)			6/8/2023						12.43%			SF+			7.00%						6/30/2028			1,977			1,891			1,957
									Secured Debt			(9) (28)			6/8/2023						12.45%			SF+			7.00%						6/30/2028			20,820			20,237			20,611
									Common Equity						6/8/2023			849																					1,166			1,166
																																							23,294			23,734
Implus Footcare, LLC			(10)			Provider of Footwear and Related Accessories
									Secured Debt			(9) (28)			6/1/2017						14.30%			SF+			7.75%			1.00%			7/31/2024			18,644			18,579			17,161
Industrial Services Acquisition, LLC			(10)			Industrial Cleaning Services
									Secured Debt			(9) (28) (37)			8/13/2021						12.35%			SF+			6.75%						8/13/2026			1,004			978			1,004
									Secured Debt			(9) (28)			8/13/2021						12.18%			SF+			6.75%						8/13/2026			19,093			18,870			19,093
									Preferred Member Units			(8) (29)			1/31/2018			144			10.00%									10.00%									135			157

25

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Preferred Member Units			(8) (29)			5/17/2019			80			20.00%									20.00%									100			104
									Member Units			(29)			6/17/2016			900																					900			620
																																							20,983			20,978
Infolinks Media Buyco, LLC			(10)			Exclusive Placement Provider to the Advertising Ecosystem
									Secured Debt			(9) (28)			11/1/2021						11.17%			SF+			5.75%						11/1/2026			1,508			1,480			1,508
									Secured Debt			(9) (28)			11/1/2021						11.17%			SF+			5.75%						11/1/2026			8,528			8,423			8,528
																																							9,903			10,036
Insight Borrower Corporation			(10)			Test, Inspection, and Certification Instrument Provider
									Secured Debt			(9) (25) (28)			7/19/2023									SF+			6.25%						7/19/2028			—			(73)			(73)
									Secured Debt			(9) (25) (28)			7/19/2023									SF+			6.25%						7/19/2029			—			(59)			(59)
									Secured Debt			(9) (28)			7/19/2023						11.57%			SF+			6.25%						7/19/2029			14,406			13,992			13,992
									Common Equity						7/19/2023			131,100																					656			656
																																							14,516			14,516
Inspire Aesthetics Management, LLC			(10)			Surgical and Non-Surgical Plastic Surgery and Aesthetics Provider
									Secured Debt			(9) (28)			4/3/2023						13.49%			SF+			8.00%						4/3/2028			622			601			616
									Secured Debt			(9) (28)			4/3/2023						13.40%			SF+			8.00%						4/3/2028			7,326			7,154			7,252
									Secured Debt			(9) (28)			6/14/2023						13.40%			SF+			8.00%						4/3/2028			2,947			2,883			2,917
									Common Equity						4/3/2023			131,569																					417			417
																																							11,055			11,202
Interface Security Systems, L.L.C			(10)			Commercial Security & Alarm Services
									Secured Debt			(17) (28) (32)			12/9/2021						15.51%			SF+			10.00%			15.51%			8/7/2023			1,835			1,835			1,781
									Secured Debt			(9) (14) (17) (28)			8/7/2019						12.43%			SF+			7.00%			12.43%			8/7/2023			7,313			7,237			535
									Common Stock						12/7/2021			2,143																					—			—
																																							9,072			2,316
Intermedia Holdings, Inc.			(11)			Unified Communications as a Service
									Secured Debt			(9) (28)			8/3/2018						11.43%			SF+			6.00%						7/19/2025			20,254			20,220			19,318
Invincible Boat Company, LLC.			(10)			Manufacturer of Sport Fishing Boats
									Secured Debt			(9)			8/28/2019						12.15%			L+			6.50%						8/28/2025			311			308			302
									Secured Debt			(9)			8/28/2019						12.15%			L+			6.50%						8/28/2025			16,889			16,814			16,373
																																							17,122			16,675
INW Manufacturing, LLC			(11)			Manufacturer of Nutrition and Wellness Products
									Secured Debt			(9) (28)			5/19/2021						11.40%			SF+			5.75%						3/25/2027			6,750			6,628			5,310

26

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Isagenix International, LLC			(11)			Direct Marketer of Health & Wellness Products
									Secured Debt			(9) (28)			4/13/2023						10.59%			SF+			5.50%			8.09%			4/14/2028			2,560			2,305			2,304
									Common Equity						4/13/2023			186,322																					—			—
																																							2,305			2,304
Jackmont Hospitality, Inc.			(10)			Franchisee of Casual Dining Restaurants
									Secured Debt			(9) (28)			10/26/2022						12.45%			SF+			7.00%						11/4/2024			846			830			842
									Secured Debt			(9) (28)			11/8/2021						12.43%			SF+			7.00%						11/4/2024			2,000			2,000			2,000
									Preferred Equity						11/8/2021			2,826,667																					110			500
																																							2,940			3,342
Joerns Healthcare, LLC			(11)			Manufacturer and Distributor of Health Care Equipment & Supplies
									Secured Debt			(14) (28)			11/15/2021						23.64%			SF+			18.00%			23.64%			1/31/2024			2,431			2,431			1,977
									Secured Debt			(14) (28)			8/21/2019						21.48%			SF+			16.00%			21.48%			8/21/2024			2,057			2,038			143
									Secured Debt			(14) (28)			8/21/2019						21.48%			SF+			16.00%			21.48%			8/21/2024			1,978			1,959			137
									Common Stock						8/21/2019			472,579																					4,429			—
																																							10,857			2,257
JTI Electrical & Mechanical, LLC			(10)			Electrical, Mechanical and Automation Services
									Secured Debt			(9) (28)			12/22/2021						11.59%			SF+			6.00%						12/22/2026			1,684			1,575			1,684
									Secured Debt			(9) (28)			12/22/2021						11.66%			SF+			6.00%						12/22/2026			36,237			35,763			36,237
									Common Equity						12/22/2021			1,684,211																					1,684			2,230
																																							39,022			40,151
KMS, LLC			(10)			Wholesaler of Closeout and Value-priced Products
									Secured Debt			(9)			10/4/2021						15.75%			P+			7.25%						10/4/2026			1,037			1,001			943
									Secured Debt			(9)			10/4/2021						15.75%			P+			7.25%						10/4/2026			7,467			7,376			6,793
																																							8,377			7,736
Kore Wireless Group Inc.			(11)			Mission Critical Software Platform
									Secured Debt			(28)			12/31/2018						10.99%			SF+			5.50%						12/20/2024			11,209			11,183			10,564
Lightbox Holdings, L.P.			(11)			Provider of Commercial Real Estate Software
									Secured Debt			(28)			5/9/2019						10.65%			SF+			5.00%						5/9/2026			14,363			14,265			13,932
LKCM Headwater Investments I, L.P.			(12) (13)			Investment Partnership
									LP Interests			(8) (30)			1/25/2013			2.27%																					1,746			3,354
LL Management, Inc.			(10)			Medical Transportation Service Provider
									Secured Debt			(9) (28)			5/2/2019						12.67%			SF+			7.25%						9/25/2024			7,960			7,933			7,960
									Secured Debt			(9) (28)			5/2/2019						12.67%			SF+			7.25%						9/25/2024			5,246			5,226			5,246

27

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Secured Debt			(9) (28)			11/20/2020						12.67%			SF+			7.25%						9/25/2024			2,803			2,793			2,803
									Secured Debt			(9) (28)			2/26/2021						12.67%			SF+			7.25%						9/25/2024			1,056			1,052			1,056
									Secured Debt			(9) (28)			5/12/2022						12.67%			SF+			7.25%						9/25/2024			10,694			10,645			10,694
																																							27,649			27,759
LLFlex, LLC			(10)			Provider of Metal-Based Laminates
									Secured Debt			(9) (28)			8/16/2021						15.40%			SF+			9.00%			1.00%			8/16/2026			4,427			4,329			3,970
Logix Acquisition Company, LLC			(10)			Competitive Local Exchange Carrier
									Secured Debt			(9)			1/8/2018						11.48%			L+			5.75%						12/22/2024			23,921			22,873			19,166
Looking Glass Investments, LLC			(12) (13)			Specialty Consumer Finance
									Member Units						7/1/2015			3																					125			25
Mako Steel, LP			(10)			Self-Storage Design & Construction
									Secured Debt			(9)			3/15/2021						12.56%			L+			7.25%						3/15/2026			730			699			730
									Secured Debt			(9) (28)			3/15/2021						12.56%			SF+			7.00%						3/15/2026			15,147			14,995			15,147
																																							15,694			15,877
MB2 Dental Solutions, LLC			(11)			Dental Partnership Organization
									Secured Debt			(9) (28)			1/28/2021						11.42%			SF+			6.00%						1/29/2027			2,811			2,790			2,811
									Secured Debt			(9) (28)			1/28/2021						11.42%			SF+			6.00%						1/29/2027			3,945			3,917			3,945
									Secured Debt			(9) (28)			1/28/2021						11.42%			SF+			6.00%						1/29/2027			3,472			3,447			3,472
									Secured Debt			(9) (28)			1/28/2021						11.42%			SF+			6.00%						1/29/2027			7,816			7,741			7,816
																																							17,895			18,044
Microbe Formulas, LLC			(10)			Nutritional Supplements Provider
									Secured Debt			(9) (25) (28)			4/4/2022									SF+			6.25%						4/3/2028			—			(54)			(54)
									Secured Debt			(9) (28)			4/4/2022						11.42%			SF+			6.00%						4/3/2028			23,413			23,062			23,413
																																							23,008			23,359
Mills Fleet Farm Group, LLC			(10)			Omnichannel Retailer of Work, Farm and Lifestyle Merchandise
									Secured Debt			(9) (28)			10/24/2018						12.02%			SF+			6.50%						10/24/2024			18,769			18,647			17,991
MonitorUS Holding, LLC			(10) (13) (21)			SaaS Provider of Media Intelligence Services
									Secured Debt						5/24/2022						14.00%												5/24/2027			3,709			3,656			3,599
									Secured Debt						5/24/2022						14.00%												5/24/2027			10,107			9,954			10,587
									Secured Debt						5/24/2022						14.00%												5/24/2027			17,038			16,796			17,038
									Common Stock						8/30/2022			44,445,814																					889			556
																																							31,295			31,780
NBG Acquisition Inc			(11)			Wholesaler of Home Décor Products

28

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
									Secured Debt			(9) (14)			4/28/2017						10.71%			L+			5.50%						4/26/2024			3,849			3,834			154
NinjaTrader, LLC			(10)			Operator of Futures Trading Platform
									Secured Debt			(9) (25) (28)			12/18/2019									SF+			6.25%						12/18/2024			—			(1)			—
									Secured Debt			(9) (25) (28)			12/18/2019									SF+			6.25%						12/18/2024			—			(24)			(24)
									Secured Debt			(9) (28)			12/18/2019						11.40%			SF+			6.00%						12/18/2024			20,467			20,320			20,467
																																							20,295			20,443
NTM Acquisition Corp.			(11)			Provider of B2B Travel Information Content
									Secured Debt			(9) (28)			7/12/2016						13.79%			SF+			7.25%			1.00%			6/7/2024			4,177			4,177			4,010
NWN Corporation			(10)			Value Added Reseller and Provider of Managed Services to a Diverse Set of Industries
									Secured Debt			(9) (25) (28)			5/7/2021									SF+			9.00%						5/7/2026			—			(112)			(97)
									Secured Debt			(9) (28)			5/7/2021						14.52%			SF+			9.00%			1.00%			5/7/2026			39,404			38,826			39,404
									Secured Debt						12/16/2022						20.00%									20.00%			8/6/2026			7,563			7,314			7,563
																																							46,028			46,870
Obra Capital, Inc			(11)			Alternative Asset Manager
									Secured Debt			(28)			10/10/2019						11.43%			SF+			6.00%						10/1/2026			17,801			16,912			14,775
Ospemifene Royalty Sub LLC			(10)			Estrogen-Deficiency Drug Manufacturer and Distributor
									Secured Debt			(14)			7/8/2013						11.50%												11/15/2026			4,447			4,447			61
Paragon Healthcare, Inc.			(10)			Infusion Therapy Treatment Provider
									Secured Debt			(9) (25) (28)			1/19/2022									SF+			5.75%						1/19/2027			—			(85)			—
									Secured Debt			(9) (28)			1/19/2022						11.17%			SF+			5.75%						1/19/2027			3,221			3,146			3,221
									Secured Debt			(9) (28)			1/19/2022						11.17%			SF+			5.75%						1/19/2027			18,645			18,286			18,645
																																							21,347			21,866
Power System Solutions			(10)			Backup Power Generation
									Secured Debt			(9) (25) (28)			6/7/2023									SF+			6.75%						6/7/2028			—			(86)			(86)
									Secured Debt			(9) (25) (28)			6/7/2023									SF+			6.75%						6/7/2028			—			(86)			(86)
									Secured Debt			(9) (28)			6/7/2023						12.03%			SF+			6.75%						6/7/2028			18,464			17,948			18,278
									Common Equity						6/7/2023			1,234																					1,234			1,234
																																							19,010			19,340

29

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
PrimeFlight Aviation Services			(10)			Air Freight & Logistics
									Secured Debt			(9) (28)			5/1/2023						11.87%			SF+			6.85%						5/1/2029			8,752			8,509			8,664
Project Eagle Holdings, LLC			(10)			Provider of Secure Business Collaboration Software
									Secured Debt			(9) (25) (28)			7/6/2020									SF+			6.00%						7/6/2026			—			(14)			(14)
									Secured Debt			(9) (28)			7/6/2020						11.43%			SF+			6.00%						7/6/2026			29,144			28,807			29,144
																																							28,793			29,130
PTL US Bidco, Inc			(10) (13)			Manufacturers of Equipment, Including Drilling Rigs and Equipment, and Providers of Supplies and Services to Companies Involved In the Drilling, Evaluation and Completion of Oil and Gas Wells.
									Secured Debt			(9) (39)			8/19/2022						14.22%			P+			6.75%						8/19/2027			3,976			3,830			3,907
									Secured Debt			(9) (28)			8/19/2022						13.39%			SF+			7.75%						8/19/2027			27,194			26,766			26,721
																																							30,596			30,628
RA Outdoors LLC			(10)			Software Solutions Provider for Outdoor Activity Management
									Secured Debt			(9) (28)			4/8/2021						12.64%			SF+			7.00%						4/8/2026			505			496			467
									Secured Debt			(9) (28)			4/8/2021						12.14%			SF+			6.75%						4/8/2026			13,369			13,270			12,361
																																							13,766			12,828
Research Now Group, Inc. and Survey Sampling International, LLC			(11)			Provider of Outsourced Online Surveying
									Secured Debt			(9) (28)			12/29/2017						11.13%			SF+			5.50%						12/20/2024			19,809			19,672			14,482
Richardson Sales Solutions			(10)			Business Services
									Secured Debt			(9) (28) (36)			8/24/2023						11.82%			SF+			6.50%						8/24/2028			5,727			5,431			5,431
									Secured Debt			(9) (28)			8/24/2023						11.82%			SF+			6.50%						8/24/2028			57,273			55,611			55,611
																																							61,042			61,042
RM Bidder, LLC			(10)			Scripted and Unscripted TV and Digital Programming Provider
									Member Units						11/12/2015			2,779																					46			14
									Warrants			(26)			11/12/2015			327,532															10/20/2025						425			—
																																							471			14
Roof Opco, LLC			(10)			Residential Re-Roofing/Repair
									Secured Debt			(9) (25) (28)			8/27/2021									SF+			6.50%						8/27/2026			—			(9)			—
									Secured Debt			(9) (28)			8/27/2021						12.01%			SF+			6.50%						8/27/2026			3,376			3,324			3,376
									Secured Debt			(9) (28)			8/27/2021						14.01%			SF+			8.50%						8/27/2026			3,376			3,324			3,376
																																							6,639			6,752

30

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
RTIC Subsidiary Holdings, LLC			(10)			Direct-To-Consumer eCommerce Provider of Outdoor Products
									Secured Debt			(9) (28)			9/1/2020						13.18%			SF+			7.75%						9/1/2025			1,781			1,768			1,667
									Secured Debt			(9) (28)			9/1/2020						13.18%			SF+			7.75%						9/1/2025			14,392			14,319			13,478
									Secured Debt			(9) (28)			9/1/2020						13.18%			SF+			7.75%						9/1/2025			577			574			540
																																							16,661			15,685
Rug Doctor, LLC.			(10)			Carpet Cleaning Products and Machinery
									Secured Debt			(9) (28)			7/16/2021						13.33%			SF+			5.75%			2.00%			11/16/2025			5,740			5,718			5,622
									Secured Debt			(9) (28)			7/16/2021						13.33%			SF+			5.75%			2.00%			11/16/2025			8,286			8,215			8,115
																																							13,933			13,737
SIB Holdings, LLC			(10)			Provider of Cost Reduction Services
									Secured Debt			(9) (28)			10/29/2021						11.81%			SF+			6.25%						10/29/2026			728			720			658
									Secured Debt			(9) (28)			10/29/2021						11.81%			SF+			6.25%						10/29/2026			1,534			1,513			1,389
									Secured Debt			(9) (28)			10/29/2021						11.81%			SF+			6.25%						10/29/2026			6,017			5,937			5,440
									Secured Debt			(9) (28)			10/29/2021						11.81%			SF+			6.25%						10/29/2026			457			451			413
									Secured Debt			(9) (28)			10/29/2021						11.81%			SF+			6.25%						10/29/2026			1,110			1,096			1,003
									Common Equity						10/29/2021			95,238																					200			43
																																							9,917			8,946
South Coast Terminals Holdings, LLC			(10)			Specialty Toll Chemical Manufacturer
									Secured Debt			(9) (25) (28)			12/10/2021									SF+			6.25%						12/13/2026			—			(57)			(57)
									Secured Debt			(9) (28)			12/10/2021						11.95%			SF+			6.25%						12/13/2026			34,990			34,540			34,990
									Common Equity						12/10/2021			863,636																					864			1,062
																																							35,347			35,995
SPAU Holdings, LLC			(10)			Digital Photo Product Provider
									Secured Debt			(9) (28)			7/1/2022						13.11%			SF+			7.50%						7/1/2027			2,491			2,443			2,491
									Secured Debt			(9) (28)			7/1/2022						13.22%			SF+			7.50%						7/1/2027			15,768			15,530			15,768
									Common Stock						7/1/2022			638,710																					639			499
																																							18,612			18,758
Stellant Systems, Inc.			(11)			Manufacturer of Traveling Wave Tubes and Vacuum Electronic Devices
									Secured Debt			(9) (28)			10/22/2021						11.07%			SF+			5.50%						10/1/2028			7,546			7,491			7,471
Team Public Choices, LLC			(11)			Home-Based Care Employment Service Provider
									Secured Debt			(9) (28)			12/22/2020						10.88%			SF+			5.00%						12/18/2027			14,842			14,612			14,629
Tectonic Financial, LLC						Financial Services Organization
									Common Stock			(8)			5/15/2017			200,000																					2,000			5,030
Tex Tech Tennis, LLC			(10)			Sporting Goods & Textiles
									Preferred Equity			(29)			7/7/2021			1,000,000																					1,000			2,299

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
U.S. TelePacific Corp.			(11)			Provider of Communications and Managed Services
									Secured Debt			(9) (14) (28)			6/1/2023						6.00%			SF+			1.00%			6.00%			5/2/2026			9,298			3,745			3,678
									Secured Debt			(9) (14) (28)			6/1/2023						6.00%			SF+			1.00%			6.00%			5/2/2027			946			20			—
																																							3,765			3,678
USA DeBusk LLC			(10)			Provider of Industrial Cleaning Services
									Secured Debt			(9) (28)			10/22/2019						11.42%			SF+			6.00%						9/8/2026			33,322			32,888			33,322
									Secured Debt			(9) (28)			7/19/2023						11.92%			SF+			6.50%						9/8/2026			12,947			12,708			12,947
																																							45,596			46,269
UserZoom Technologies, Inc.			(10)			Provider of User Experience Research Automation Software
									Secured Debt			(9) (28)			1/11/2023						12.42%			SF+			7.50%						4/5/2029			4,000			3,894			4,000
Veregy Consolidated, Inc.			(11)			Energy Service Company
									Secured Debt			(9) (25) (28)			11/9/2020									SF+			5.25%						11/3/2025			—			(463)			(463)
									Secured Debt			(9) (28)			11/9/2020						11.63%			SF+			6.00%						11/3/2027			17,473			17,219			15,603
																																							16,756			15,140
Vistar Media, Inc.			(10)			Operator of Digital Out-of-Home Advertising Platform
									Preferred Stock						4/3/2019			70,207																					767			2,339
VORTEQ Coil Finishers, LLC			(10)			Specialty Coating of Aluminum and Light-Gauge Steel
									Common Equity			(8)			11/30/2021			1,038,462																					1,038			2,969
Wall Street Prep, Inc.			(10)			Financial Training Services
									Secured Debt			(9) (25) (28)			7/19/2021									SF+			7.00%						7/19/2026			—			(4)			(4)
									Secured Debt			(9) (28)			7/19/2021						12.40%			SF+			7.00%						7/19/2026			3,723			3,680			3,723
									Common Stock						7/19/2021			400,000																					400			469
																																							4,076			4,188
Watterson Brands, LLC			(10)			Facility Management Services
									Secured Debt			(9) (28) (40)			12/17/2021						11.79%			SF+			6.25%						12/17/2026			2,223			2,194			2,223
									Secured Debt			(9) (28)			12/17/2021						11.79%			SF+			6.25%						12/17/2026			388			364			388
									Secured Debt			(9) (28)			12/17/2021						11.79%			SF+			6.25%						12/17/2026			15,967			15,802			15,967
									Secured Debt			(9) (28)			12/17/2021						11.79%			SF+			6.25%						12/17/2026			12,771			12,640			12,771
																																							31,000			31,349

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (28)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
West Star Aviation Acquisition, LLC			(10)			Aircraft, Aircraft Engine and Engine Parts
									Secured Debt			(9) (28)			3/1/2022						11.39%			SF+			6.00%						3/1/2028			1,205			1,175			1,205
									Secured Debt			(9) (28)			3/1/2022						11.35%			SF+			6.00%						3/1/2028			10,685			10,527			10,685
									Common Stock						3/1/2022			1,541,400																					1,541			2,759
																																							13,243			14,649
Winter Services LLC			(10)			Provider of Snow Removal and Ice Management Services
									Secured Debt			(9) (25) (28)			11/19/2021									SF+			7.00%						11/19/2026			—			(28)			—
									Secured Debt			(9) (28)			11/19/2021						12.51%			SF+			7.00%						11/19/2026			2,067			2,033			2,067
									Secured Debt			(9) (28)			11/19/2021						12.51%			SF+			7.00%						11/19/2026			9,300			9,182			9,300
																																							11,187			11,367
Xenon Arc, Inc.			(10)			Tech-enabled Distribution Services to Chemicals and Food Ingredients Primary Producers
									Secured Debt			(28)			12/17/2021						10.68%			SF+			5.25%						12/17/2026			4,032			3,854			4,032
									Secured Debt			(28)			12/17/2021						10.76%			SF+			5.25%						12/17/2027			24,118			23,750			24,118
									Secured Debt			(28)			12/17/2021						10.66%			SF+			5.25%						12/17/2027			37,925			37,400			37,925
																																							65,004			66,075
YS Garments, LLC			(11)			Designer and Provider of Branded Activewear
									Secured Debt			(9) (28)			8/22/2018						12.93%			SF+			7.50%						8/9/2026			11,355			11,137			10,257
Zips Car Wash, LLC			(10)			Express Car Wash Operator
									Secured Debt			(9) (28) (38)			2/11/2022						12.67%			SF+			7.25%						3/1/2024			17,279			17,195			16,199
									Secured Debt			(9) (28) (38)			2/11/2022						12.68%			SF+			7.25%						3/1/2024			4,331			4,320			4,060
																																							21,515			20,259
Subtotal Non-Control/Non-Affiliate Investments (76.0% of net assets at fair value)																																							$	1,871,255		$	1,801,761
Total Portfolio Investments, September 30, 2023 (181.2% of net assets at fair value)																																							$	3,799,385		$	4,294,722
Money market funds (included in cash and cash equivalents) (44)
Dreyfus Government Cash Management (45)																																							$	36,507		$	36,507
Fidelity Government Fund (46)																																							826			826
Fidelity Treasury (31)																																							71			71
Total money market funds																																							$	37,404		$	37,404

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

___________________

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

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

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

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

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

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

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

(8)Income producing through dividends or distributions.

(9)Index based floating interest rate is subject to contractual minimum interest rate. As noted in this schedule, 91% of the loans (based on the par amount) contain LIBOR or Term SOFR (“SOFR”) floors which range between 0.50% and 2.00%, with a weighted-average floor of 1.13%.

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

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

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

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

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

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

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

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

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

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

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

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

(22)The Company has entered into an intercreditor agreement that entitles the Company to the “last out” tranche of the first lien secured loans, whereby the “first out” tranche will receive priority as to the “last out” tranche with respect to payments of principal, interest, and any other amounts due thereunder. Therefore, the Company receives a higher interest rate than the contractual stated interest rate of SOFR+6.25% (Floor 1.00%) per the credit agreement and the Consolidated Schedule of Investments above reflects such higher rate.

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

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

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

(26)Warrants are presented in equivalent units with a strike price of $14.28 per unit.

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

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

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

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

(31)Effective yield as of September 30, 2023 was approximately 4.98% on the Fidelity Treasury.

(32)As of September 30, 2023, borrowings under the loan facility bore interest at SOFR+10.00%. RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of September 30, 2023.

(33)As of September 30, 2023, borrowings under the loan facility bore interest at SOFR+7.00% (Floor 2.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of September 30, 2023.

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

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

(36)As of September 30, 2023, borrowings under the loan facility bore interest at SOFR+6.50% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of September 30, 2023.

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

September 30, 2023

(dollars in thousands)

(Unaudited)

(37)As of September 30, 2023, borrowings under the loan facility bore interest at SOFR+6.75% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of September 30, 2023.

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

(39)As of September 30, 2023, borrowings under the loan facility have multiple contracts that bear interest at either SOFR+7.75% or PRIME+6.75% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents the base rate applicable to the majority of the facility and the weighted-average rate for borrowings under the facility, as of September 30, 2023.

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

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

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

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

(44)Short-term investments represent an investment in a fund that invests in highly liquid investments with average original maturity dates of three months or less. These short-term investments are included as Cash and cash equivalents on the Consolidated Balance Sheets.

(45)Effective yield as of September 30, 2023 was approximately 4.96% on the Dreyfus Government Cash Management.

(46)Effective yield as of September 30, 2023 was approximately 4.99% on the Fidelity Government Fund.

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments

December 31, 2022

(dollars in thousands)

Portfolio Company (1) (20)						Business Description			Type of Investment (2) (3) (15)						Investment Date (24)			Shares/Units			Total Rate			Reference Rate and Spread (29)						PIK Rate (19)			Maturity Date			Principal (4)			Cost (4)			Fair Value (18)
Control Investments (5)
Analytical Systems Keco Holdings, LLC						Manufacturer of Liquid and Gas Analyzers
									Secured Debt			(9) (25)			8/16/2019									L+			10.00%						8/16/2024			$	—		$	(3)		$	(3)
									Secured Debt			(9)			8/16/2019						14.13%			L+			10.00%						8/16/2024			4,665			4,545			4,545
									Preferred Member Units						8/16/2019			3,200			14.13%																		3,200			—
									Preferred Member Units						5/20/2021			2,427																					2,427			3,504
									Warrants			(27)			8/16/2019			420															8/16/2029						316			—
																																							10,485			8,046
ASC Interests, LLC						Recreational and Educational Shooting Facility
									Secured Debt						12/31/2019						13.00%												7/31/2024			400			400			400
									Secured Debt						8/1/2013						13.00%												7/31/2024			1,650			1,649			1,649
									Member Units						8/1/2013			1,500																					1,500			800
																																							3,549			2,849
ATS Workholding, LLC			(10)			Manufacturer of Machine Cutting Tools and Accessories
									Secured Debt			(14)			11/16/2017						5.00%												8/16/2023			1,901			1,901			634
									Secured Debt			(14)			11/16/2017						5.00%												8/16/2023			3,015			2,857			1,005
									Preferred Member Units						11/16/2017			3,725,862																					3,726			—
																																							8,484			1,639
Barfly Ventures, LLC			(10)			Casual Restaurant Group
									Secured Debt						10/15/2020						7.00%												10/31/2024			711			711			711
									Member Units						10/26/2020			37																					1,584			3,320
																																							2,295			4,031
Batjer TopCo, LLC						HVAC Mechanical Contractor
									Secured Debt			(25)			3/7/2022																		3/31/2027			—			(8)			(8)
									Secured Debt			(25)			3/7/2022																		3/31/2027			—			—			—
									Secured Debt						3/7/2022						11.00%												3/31/2027			11,025			10,933			10,933
									Preferred Stock			(8)			3/7/2022			4,073																					4,095			4,095
																																							15,020			15,020
Bolder Panther Group, LLC						Consumer Goods and Fuel Retailer
									Secured Debt			(9) (29) (40)			12/31/2020						13.39%			SF+			9.26%						10/31/2027			99,194			98,576			99,194
									Class B Preferred Member Units			(8)			12/31/2020			140,000			8.00%																		14,000			31,420
																																							112,576			130,614
Brewer Crane Holdings, LLC						Provider of Crane Rental and Operating Services
									Secured Debt			(9)			1/9/2018						14.12%			L+			10.00%						1/9/2023			5,964			5,964			5,964

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

38

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

39

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

40

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

41

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

43

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

44

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

57

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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Table of contents

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

62

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

____________________

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

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

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

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

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

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

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

(8)Income producing through dividends or distributions.

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

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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

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

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

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

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

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

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

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

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

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

(22)In connection with the Company’s debt investment in Staples Canada ULC and in an attempt to mitigate any potential adverse change in foreign exchange rates during the term of the Company’s investment, the Company maintains a forward foreign currency contract with Cadence Bank to lend $16.9 million Canadian Dollars and receive $13.1 million U.S. Dollars with a settlement date of September 14, 2023. The unrealized appreciation on the forward foreign currency contract was $0.6 million as of December 31, 2022.

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

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

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

(26)Warrants are presented in equivalent units with a strike price of $14.28 per unit.

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

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

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

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

(32)Short-term portfolio investments. See Note C — Fair Value Hierarchy for Investments — Portfolio Composition for a description of short-term portfolio investments.

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

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

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

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

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

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

(39)Portfolio company is in a bankruptcy process and, as such, the maturity date of our debt investment in this portfolio company will not be finally determined until such process is complete. As noted in footnote (14), our debt investment in this portfolio company is on non-accrual status.

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

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

(42)As of December 31, 2022, borrowings under the loan facility bore interest at SOFR+6.25% (Floor 1.00%). RLOC facility permits the borrower to make an interest rate election regarding the base rate on each draw under the facility. The rate presented represents a weighted-average rate for borrowings under the facility, as of December 31, 2022.

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

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

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

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

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MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments (Continued)

December 31, 2022

(dollars in thousands)

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

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

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements

(Unaudited)

NOTE A — ORGANIZATION AND BASIS OF PRESENTATION

1.Organization

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

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

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

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

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

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

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

2.Basis of Presentation

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

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

Principles of Consolidation

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

Portfolio Investment Classification

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

NOTE B — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1.Valuation of the Investment Portfolio

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

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

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

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

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

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

estimates of fair value for its investments in its LMM portfolio companies, Main Street, among other things, consults with a nationally recognized independent financial advisory services firm (the “Financial Advisory Firm”). The Financial Advisory Firm analyzes and provides observations, recommendations and an assurance certification regarding the Company’s determinations of the fair value of its LMM portfolio company investments. The Financial Advisory Firm is generally consulted relative to Main Street’s investments in each LMM portfolio company at least once every calendar year, and for Main Street’s investments in new LMM portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its stockholders’ best interest, to consult with the Financial Advisory Firm on its investments in one or more LMM portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street’s investment in a LMM portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from the Financial Advisory Firm in arriving at Main Street’s determination of fair value for its investments in a total of 16 and 15 LMM portfolio companies for the three months ended September 30, 2023 and 2022, respectively, representing 22% and 24% of the total LMM portfolio at fair value as of September 30, 2023 and 2022, respectively. A total of 68 LMM portfolio companies were reviewed and certified by the Financial Advisory Firm for the trailing twelve months ended September 30, 2023, representing 94% of the total LMM portfolio at fair value as of September 30, 2023. Excluding its investments in LMM portfolio companies that, as of September 30, 2023, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment or whose primary purpose is to own real estate for which a third-party appraisal is obtained on at least an annual basis, 99% of the LMM portfolio at fair value was reviewed and certified by the Financial Advisory Firm for the trailing twelve months ended September 30, 2023.

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

In addition to its internal valuation process, in arriving at estimates of fair value for its investments in its Private Loan portfolio companies, Main Street, among other things, consults with the Financial Advisory Firm. The Financial Advisory Firm analyzes and provides observations and recommendations and an assurance certification regarding Main Street’s determinations of the fair value of its Private Loan portfolio company investments. The Financial Advisory Firm is generally consulted relative to Main Street’s investments in each Private Loan portfolio company at least once every calendar year, and for Main Street’s investments in new Private Loan portfolio companies, at least once in the twelve-month period subsequent to the initial investment. In certain instances, Main Street may determine that it is not cost-effective, and as a result is not in its stockholders’ best interest, to consult with the Financial Advisory Firm on its investments in one or more Private Loan portfolio companies. Such instances include, but are not limited to, situations where the fair value of Main Street’s investment in a Private Loan portfolio company is determined to be insignificant relative to the total Investment Portfolio. Main Street consulted with and received an assurance certification from the Financial Advisory Firm in arriving at its determination of fair value for its investments in a total of 15 Private Loan portfolio companies for each of the three months ended September 30, 2023 and 2022, representing 25% and 20% of the total Private Loan portfolio at fair value as of September 30, 2023 and 2022, respectively. A total of 62 Private Loan portfolio companies were reviewed and certified by the Financial Advisory Firm for the trailing twelve months ended September 30, 2023, representing 83% of the total Private Loan portfolio at fair value as of September 30, 2023. Excluding its investments in Private Loan portfolio companies that, as of September 30, 2023, had not been in the Investment Portfolio for at least twelve months subsequent to the initial investment and its investments in Private Loan portfolio companies that were not reviewed because the investment is valued based upon third-party quotes or other independent pricing, 95% of the Private Loan portfolio at fair value was reviewed and certified by the Financial Advisory Firm for the trailing twelve months ended September 30, 2023.

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

For valuation purposes, all of Main Street’s Other Portfolio investments are non-control investments. Main Street’s Other Portfolio investments comprised 2.9% and 2.8% of Main Street’s Investment Portfolio at fair value as of September 30, 2023 and December 31, 2022, respectively. Similar to the LMM investment portfolio, market quotations for Other Portfolio equity investments are generally not readily available. For its Other Portfolio equity investments, Main Street generally determines the fair value of these investments using the NAV valuation method.

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

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

2.Use of Estimates

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

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

3.Cash and Cash Equivalents

Cash and cash equivalents consist of cash and highly liquid investments with an original maturity of three months or less at the date of purchase. Cash and cash equivalents are carried at cost, which approximates fair value. At September 30, 2023, the Company had $37.4 million of cash equivalents invested in AAA-rated money market funds. These highly liquid, short-term investments are included in the Consolidated Schedule of Investments.

At September 30, 2023 and December 31, 2022, cash balances totaling $35.0 million and $46.3 million, respectively, exceeded Federal Deposit Insurance Corporation insurance protection levels, subjecting the Company to risk related to the uninsured balance.

4.Interest, Dividend and Fee Income

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

As of September 30, 2023, investments on non-accrual status comprised 1.0% of Main Street’s total Investment Portfolio at fair value and 3.1% at cost. As of December 31, 2022, investments on non-accrual status comprised 0.6% of Main Street’s total Investment Portfolio at fair value and 3.7% at cost.

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Main Street may not have collected the PIK interest and cumulative dividends in cash. Main Street stops accruing PIK interest and cumulative dividends and writes off any accrued and uncollected interest and dividends in arrears when it determines that such PIK interest and dividends in arrears are no longer collectible. For the three months ended September 30, 2023 and 2022, (i) 1.9% and 1.2%, respectively, of Main Street’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.3% and 0.3%, respectively, of Main Street’s total investment income was attributable to cumulative dividend income not paid currently in cash. For the nine months ended September 30, 2023 and 2022, (i) 2.0% and 1.3%, respectively, of Main Street’s total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.3% and 0.5%, respectively, of Main Street’s total investment income was attributable to cumulative dividend income not paid currently in cash.

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

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

			Three Months Ended September 30,												Nine Months Ended September 30,
			2023						2022						2023						2022
			(dollars in thousands)
Interest, fee and dividend income:
Interest income			$	99,381					$	75,023					$	290,045					$	198,446
Dividend income			21,192						19,424						71,014						53,959
Fee income			2,664						3,940						10,015						10,576
Total interest, fee and dividend income			$	123,237					$	98,387					$	371,074					$	262,981

5.Deferred Financing Costs

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

6.Equity Offering Costs

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

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

valued as part of the negotiation process with the particular portfolio company. When Main Street receives nominal cost equity, it allocates its cost basis in its investment between its debt security and its nominal cost equity at the time of origination based on amounts negotiated with the particular portfolio company. The allocated amounts are based upon the fair value of the nominal cost equity, which is then used to determine the allocation of cost to the debt security. Any discount recorded on a debt investment resulting from this allocation is reflected as unearned income, which is netted against the applicable debt investment, and accreted into interest income over the life of the debt investment. The actual collection of this interest is deferred until the time of debt principal repayment.

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

To maintain RIC tax treatment (as discussed in Note B.9. — Summary of Significant Accounting Policies — Income Taxes below), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though Main Street may not have collected the interest income. For the three months ended September 30, 2023 and 2022, 1.9% and 1.8%, respectively, of Main Street’s total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium amortization. For the nine months ended September 30, 2023 and 2022, 1.8% and 1.9%, respectively, of Main Street’s total investment income was attributable to interest income from the accretion of discounts associated with debt investments, net of any premium amortization.

8.Share-Based Compensation

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

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

9.Income Taxes

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

The Taxable Subsidiaries primarily hold certain equity investments for Main Street. The Taxable Subsidiaries permit Main Street to hold equity investments in portfolio companies which are “pass-through” entities for tax purposes and to continue to comply with the “source-of-income” requirements contained in the RIC tax provisions of the Code. The Taxable Subsidiaries are consolidated with Main Street for U.S. GAAP financial reporting purposes, and the portfolio

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

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

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

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

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

11.Fair Value of Financial Instruments

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

To estimate the fair value of Main Street’s multiple tranches of unsecured debt instruments as disclosed in Note E — Debt, Main Street uses quoted market prices. For the estimated fair value of Main Street’s SBIC debentures, Main Street uses the Yield-to-Maturity valuation method based on projections of the discounted future free cash flows that the debt security will likely generate, including both the discounted cash flows of the associated interest and principal amounts for the debt security.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

12. Earnings per Share

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

13. Recently Issued or Adopted Accounting Standards

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

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

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

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

NOTE C — FAIR VALUE HIERARCHY FOR INVESTMENTS—PORTFOLIO COMPOSITION

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

Fair Value Hierarchy

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

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

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

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

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

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

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

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

As of September 30, 2023 and December 31, 2022, all of Main Street’s LMM portfolio investments consisted of illiquid securities issued by privately held companies and the fair value determination for these investments primarily consisted of unobservable inputs. As a result, all of Main Street’s LMM portfolio investments were categorized as Level 3 as of September 30, 2023 and December 31, 2022.

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

As of December 31, 2022, Main Street held one short-term portfolio investment, which was a secured debt investment. The fair value determination for this investment consisted of available observable inputs in non-active markets sufficient to determine the fair value of the investment. As a result, Main Street’s short-term portfolio investment was categorized as Level 2 as of December 31, 2022.

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

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

•Current and projected financial condition of the portfolio company;

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

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

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

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

•Pending debt or capital restructuring of the portfolio company;

•Projected operating results of the portfolio company;

•Current information regarding any offers to purchase the investment;

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

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

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

•Qualitative assessment of key management;

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

•Other factors deemed relevant.

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

Type of Investment						Fair Value as of September 30, 2023 (in thousands)						Valuation Technique						Significant Unobservable Inputs						Range(3)						Weighted Average(3)						Median(3)
Equity investments						$	1,311,786					Discounted cash flow						WACC						9.4% - 22.5%						14.5		%				15.4		%
												Market comparable / Enterprise value						EBITDA multiple (1)						4.5x - 8.5x (2)						7.0x						6.2x
Debt investments						$	2,773,233					Discounted cash flow						Risk adjusted discount factor (4)						9.8% - 18.5% (2)						12.9		%				13.0		%
																		Expected principal recovery percentage						0.0% - 100.0%						99.5		%				100.0		%
Debt investments						$	209,703					Market approach						Third-party quote						4.0 - 99.0						90.6						94.0
Total Level 3 investments						$	4,294,722

____________________

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

(2)Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 2.0x - 15.7x and the range for risk adjusted discount factor is 7.0% - 33.5%.

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

(4)Discount rate includes the effect of the standard LIBOR and SOFR base rate, as applicable.

Type of Investment						Fair Value as of December 31, 2022 (in thousands)						Valuation Technique						Significant Unobservable Inputs						Range(3)						Weighted Average(3)						Median(3)
Equity investments						$	1,172,077					Discounted cash flow						WACC						9.4% - 22.5%						14.5		%				15.4		%
												Market comparable / Enterprise value						EBITDA multiple (1)						4.3x - 8.3x (2)						6.7x						6.0x
Debt investments						$	2,663,958					Discounted cash flow						Risk adjusted discount factor (4)						8.5% - 18.8% (2)						12.2		%				12.4		%
																		Expected principal recovery percentage						0.0% - 100.0%						99.4		%				100.0		%
Debt investments						$	264,238					Market approach						Third-party quote						5.6 - 98.5						87.0						91.4
Total Level 3 investments						$	4,100,273

____________________

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

(2)Range excludes outliers that are greater than one standard deviation from the mean. Including these outliers, the range for EBITDA multiple is 2.0x - 15.7x and the range for risk adjusted discount factor is 6.5% - 43.3%.

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

(4)Discount rate includes the effect of the standard LIBOR and SOFR base rate, as applicable.

The following tables provide a summary of changes in fair value of Main Street’s Level 3 portfolio investments for the nine months ended September 30, 2023 and 2022 (amounts in thousands):

Type of Investment						Fair Value as of December 31, 2022						Transfers Into Level 3 Hierarchy						Redemptions/ Repayments						New Investments						Net Changes from Unrealized to Realized						Net Unrealized Appreciation (Depreciation)						Other(1)						Fair Value as of September 30, 2023
Debt						$	2,928,196					$	—					$	(536,800)					$	547,102					$	101,276					$	(26,869)					$	(29,969)					$	2,982,936
Equity						1,166,643						—						(40,261)						55,699						2,394						88,079						32,322						1,304,876
Equity Warrant						5,434						—						—						2,091						—						1,961						(2,576)						6,910
						$	4,100,273					$	—					$	(577,061)					$	604,892					$	103,670					$	63,171					$	(223)					$	4,294,722

____________________

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

Type of Investment						Fair Value as of December 31, 2021						Transfers Into Level 3 Hierarchy						Redemptions/ Repayments						New Investments						Net Changes from Unrealized to Realized						Net Unrealized Appreciation (Depreciation)						Other(1)						Fair Value as of September 30, 2022
Debt						$	2,509,568					$	—					$	(436,372)					$	869,214					$	9,632					$	(78,710)					$	(6,933)					$	2,866,399
Equity						1,043,709						—						(49,447)						47,475						(11,801)						63,591						6,933						1,100,460
Equity Warrant						6,560						—						(474)						—						(615)						(696)						—						4,775
						$	3,559,837					$	—					$	(486,293)					$	916,689					$	(2,784)					$	(15,815)					$	—					$	3,971,635

____________________

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

												Fair Value Measurements
												(in thousands)
At September 30, 2023						Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
LMM portfolio investments						$	2,190,371					$	—					$	—					$	2,190,371
Private Loan portfolio investments						1,543,958						—						—						1,543,958
Middle Market portfolio investments						290,613						—						—						290,613
Other Portfolio investments						123,649						—						—						123,649
External Investment Manager						146,131						—						—						146,131
Total investments						$	4,294,722					$	—					$	—					$	4,294,722

												Fair Value Measurements
												(in thousands)
At December 31, 2022						Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)
LMM portfolio investments						$	2,060,459					$	—					$	—					$	2,060,459
Private Loan portfolio investments						1,471,466						—						—						1,471,466
Middle Market portfolio investments						329,119						—						—						329,119
Other Portfolio investments						116,299						—						—						116,299
External Investment Manager						122,930						—						—						122,930
Short-term portfolio investments						1,904						—						1,904						—
Total investments						$	4,102,177					$	—					$	1,904					$	4,100,273

Investment Portfolio Composition

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

Main Street’s Middle Market investment strategy is focused on investments in syndicated loans to or debt securities in Middle Market companies, which Main Street defines as companies with annual revenues between $150 million and $1.5 billion, and its Middle Market investments generally range in size from $3 million to $25 million. Main Street’s Middle Market portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have an expected duration of between three and seven years from the original investment date.

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

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

Main Street’s external asset management business is conducted through its External Investment Manager. The External Investment Manager earns management fees based on the assets under management for External Parties and may earn incentive fees, or a carried interest, based on the performance of the assets managed. Main Street entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for its relationship with MSC Income Fund, Inc. (“MSC Income”). Through this agreement, Main Street shares employees with the External Investment Manager, including their related infrastructure, business relationships, management expertise and capital raising capabilities. Main Street allocates the related expenses to the External Investment Manager pursuant to the sharing agreement. Main Street’s total expenses for the three months ended September 30, 2023 and 2022 are net of expenses allocated to the External Investment Manager of $5.4 million and $3.3 million, respectively, and for the nine months ended September 30, 2023 and 2022 of $16.1 million and $9.6 million, respectively.

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

						As of September 30, 2023
						LMM (a)						Private Loan						Middle Market
						(dollars in millions)
Number of portfolio companies						79						89						27
Fair value						$	2,190.4					$	1,544.0					$	290.6
Cost						$	1,716.9					$	1,577.5					$	343.3
Debt investments as a % of portfolio (at cost)						71.9		%				96.2		%				92.7		%
Equity investments as a % of portfolio (at cost)						28.1		%				3.8		%				7.3		%
% of debt investments at cost secured by first priority lien						99.2		%				99.5		%				99.2		%
Weighted-average annual effective yield (b)						12.9		%				12.9		%				12.3		%
Average EBITDA (c)						$	8.2					$	28.8					$	65.7

____________________

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

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of September 30, 2023, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on Main Street’s debt portfolio as of September 30, 2023 including debt investments on non-accrual status was 12.8% for its LMM portfolio, 12.2% for its Private Loan portfolio and 10.9% for its Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

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

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

____________________

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

For the three months ended September 30, 2023 and 2022, Main Street achieved an annualized total return on investments of 16.0% and 10.5%, respectively. For the nine months ended September 30, 2023 and 2022, Main Street achieved an annualized total return on investments of 15.4% and 9.6%, respectively. For the year ended December 31, 2022, Main Street achieved a total return on investments of 11.1%. Total return on investments is calculated using the interest, dividend and fee income, as well as the realized and unrealized change in fair value of the Investment Portfolio for the specified period. Main Street’s total return on investments is not reflective of what an investor in shares of Main Street’s common stock will realize on its investment because it does not reflect changes in the market value of Main Street’s stock, Main Street’s utilization of debt capital in its capital structure, Main Street’s expenses or any sales load paid by an investor.

As of September 30, 2023, Main Street had Other Portfolio investments in 15 entities, collectively totaling $123.6 million in fair value and $132.2 million in cost basis and which comprised 2.9% and 3.5% of Main Street’s Investment Portfolio at fair value and cost, respectively. As of December 31, 2022, Main Street had Other Portfolio investments in 14 entities, collectively totaling $116.3 million in fair value and $120.4 million in cost basis and which comprised 2.8% and 3.2% of Main Street’s Investment Portfolio at fair value and cost, respectively.

As discussed further in Note A.1. — Organization and Basis of Presentation — Organization, Main Street holds an investment in the External Investment Manager, a wholly-owned subsidiary that is treated as a portfolio investment. As of September 30, 2023, this investment had a fair value of $146.1 million and a cost basis of $29.5 million, which comprised 3.4% and 0.8% of Main Street’s Investment Portfolio at fair value and cost, respectively. As of December 31, 2022, this investment had a fair value of $122.9 million and a cost basis of $29.5 million, which comprised 3.0% and 0.8% of Main Street’s Investment Portfolio at fair value and cost, respectively.

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

Cost:						September 30, 2023						December 31, 2022
First lien debt						83.9		%				85.0		%
Equity						15.4						14.2
Second lien debt						0.3						0.3
Equity warrants						0.2						0.2
Other						0.2						0.3
						100.0		%				100.0		%

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Fair Value:						September 30, 2023						December 31, 2022
First lien debt						73.2		%				75.2		%
Equity						26.0						24.1
Second lien debt						0.4						0.3
Equity warrants						0.2						0.1
Other						0.2						0.3
						100.0		%				100.0		%

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

Cost:						September 30, 2023						December 31, 2022
West						25.5		%				28.5		%
Northeast						23.2						19.0
Southwest						19.0						20.1
Midwest						15.8						16.3
Southeast						14.4						14.0
Other Non-United States						1.7						1.5
Canada						0.4						0.6
						100.0		%				100.0		%

Fair Value:						September 30, 2023						December 31, 2022
West						25.6		%				28.7		%
Northeast						22.4						18.8
Southwest						21.1						21.4
Midwest						16.5						16.6
Southeast						12.5						12.4
Other Non-United States						1.6						1.5
Canada						0.3						0.6
						100.0		%				100.0		%

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

Cost:						September 30, 2023						December 31, 2022
Internet Software & Services						8.2		%				8.0		%
Machinery						7.0						7.4
Commercial Services & Supplies						6.2						6.7
Professional Services						6.2						4.2
Construction & Engineering						5.7						5.8
Health Care Providers & Services						5.1						4.7
IT Services						4.9						3.3
Diversified Consumer Services						4.7						4.5
Distributors						4.3						5.1
Textiles, Apparel & Luxury Goods						3.2						1.9
Leisure Equipment & Products						3.1						4.5
Energy Equipment & Services						3.1						3.7
Tobacco						3.0						3.1
Computers & Peripherals						2.7						2.2
Media						2.4						2.4
Specialty Retail						2.1						3.2
Software						2.0						1.9
Electrical Equipment						1.9						1.0
Building Products						1.7						1.9
Aerospace & Defense						1.7						2.3
Containers & Packaging						1.7						2.6
Diversified Telecommunication Services						1.6						1.9
Auto Components						1.6						1.7
Food Products						1.5						1.6
Electronic Equipment, Instruments & Components						1.5						1.6
Communications Equipment						1.5						1.8
Diversified Financial Services						1.4						1.5
Internet & Catalog Retail						1.3						1.3
Health Care Equipment & Supplies						1.3						1.3
Food & Staples Retailing						1.2						1.2
Hotels, Restaurants & Leisure						1.1						1.1
Chemicals						1.0						1.1
Household Products						1.0						0.4
Other (1)						3.1						3.1
						100.0		%				100.0		%

____________________

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Fair Value:						September 30, 2023						December 31, 2022
Machinery						8.1		%				8.4		%
Diversified Consumer Services						7.0						6.8
Internet Software & Services						6.8						6.8
Professional Services						6.7						3.8
Construction & Engineering						5.7						5.7
Commercial Services & Supplies						5.1						6.1
Health Care Providers & Services						4.8						4.3
Distributors						4.6						5.5
IT Services						4.5						3.1
Computers & Peripherals						4.0						3.0
Tobacco						3.2						3.4
Energy Equipment & Services						2.8						2.7
Specialty Retail						2.7						3.5
Media						2.7						3.0
Leisure Equipment & Products						2.7						4.0
Textiles, Apparel & Luxury Goods						2.6						1.8
Software						2.1						2.1
Electrical Equipment						2.0						1.0
Containers & Packaging						1.9						2.8
Aerospace & Defense						1.6						2.2
Food Products						1.6						1.8
Building Products						1.5						1.9
Auto Components						1.5						1.6
Diversified Telecommunication Services						1.4						1.8
Diversified Financial Services						1.4						1.7
Internet & Catalog Retail						1.2						1.3
Air Freight & Logistics						1.1						0.9
Construction Materials						1.0						1.0
Health Care Equipment & Supplies						1.0						1.0
Chemicals						0.9						1.1
Food & Staples Retailing						0.8						1.1
Other (1)						5.0						4.8
						100.0		%				100.0		%

____________________

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

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

Unconsolidated Significant Subsidiaries

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Presentation, including those unconsolidated portfolio companies defined as Control Investments in which Main Street does not own greater than 50% of the voting securities nor have rights to maintain greater than 50% of the board representation) are considered significant subsidiaries: the investment test and the income test. The investment test is generally measured by dividing Main Street’s investment in the Control Investment by the value of Main Street’s total investments. The income test is generally measured by dividing the absolute value of the combined sum of total investment income, net realized gain (loss) and net unrealized appreciation (depreciation) from the relevant Control Investment for the period being tested by the absolute value of Main Street’s change in net assets resulting from operations for the same period. Rules 3-09 and 4-08(g) of Regulation S-X require Main Street to include (1) separate audited financial statements of an unconsolidated majority-owned subsidiary (Control Investments in which Main Street owns greater than 50% of the voting securities) in an annual report and (2) summarized financial information of a Control Investment in a quarterly report, respectively, if certain thresholds of the investment or income tests are exceeded and the unconsolidated portfolio company qualifies as a significant subsidiary.

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

NOTE D — EXTERNAL INVESTMENT MANAGER

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

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

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

Main Street shares employees with the External Investment Manager and allocates costs related to such shared employees to the External Investment Manager generally based on a combination of the direct time spent, new investment origination activity and assets under management, depending on the nature of the expense. The total contribution of the External Investment Manager to Main Street’s net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment Manager. For the three months ended September 30, 2023 and 2022, the total contribution to Main Street’s net investment income was $7.6 million and $5.0 million, respectively. For the nine months ended September 30, 2023 and 2022, the total contribution to Main Street’s net investment income was $24.2 million and $15.2 million, respectively.

Summarized financial information from the separate financial statements of the External Investment Manager as of September 30, 2023 and December 31, 2022 and for the three and nine months ended September 30, 2023 and 2022 is as follows:

			As of September 30, 2023						As of December 31, 2022
			(dollars in thousands)
Accounts receivable - advisory clients			$	9,409					$	8,130
Intangible Asset			29,500						29,500
Total assets			$	38,909					$	37,630
Accounts payable to MSCC and its subsidiaries			$	7,240					$	4,455
Dividend payable to MSCC and its subsidiaries			2,169						3,675
Equity			29,500						29,500
Total liabilities and equity			$	38,909					$	37,630

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

			Three Months Ended September 30,												Nine Months Ended September 30,
			2023						2022						2023						2022
			(dollars in thousands)
Management fee income			$	5,653					$	5,472					$	16,667					$	16,337
Incentive fees			2,627						(182)						9,594						45
Administrative services fees			154						154						456						458
Total revenues			8,434						5,444						26,717						16,840
Expenses allocated from MSCC or its subsidiaries:
Salaries, share-based compensation and other personnel costs			(4,620)						(2,660)						(13,785)						(7,572)
Other G&A expenses			(784)						(674)						(2,304)						(2,041)
Total allocated expenses			(5,404)						(3,334)						(16,089)						(9,613)
Other direct G&A expenses			(229)						—						(229)						—
Total expenses			(5,633)						(3,334)						(16,318)						(9,613)
Pre-tax income			2,801						2,110						10,399						7,227
Tax expense			(633)						(472)						(2,316)						(1,605)
Net income			$	2,168					$	1,638					$	8,083					$	5,622

NOTE E — DEBT

Summary of debt as of September 30, 2023 is as follows:

			Outstanding Balance						Unamortized Debt Issuance (Costs)/Premiums (1)						Recorded Value						Estimated Fair Value (2)
			(dollars in thousands)
Corporate Facility			$	323,000					$	—					$	323,000					$	323,000
SPV Facility			170,000						—						170,000						170,000
July 2026 Notes			500,000						(1,470)						498,530						442,405
May 2024 Notes			450,000						318						450,318						445,406
SBIC Debentures			350,000						(5,761)						344,239						284,128
December 2025 Notes			150,000						(1,165)						148,835						150,781
Total Debt			$	1,943,000					$	(8,078)					$	1,934,922					$	1,815,720

____________________

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

____________________

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

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

Summarized interest expense for the three and nine months ended September 30, 2023 and 2022 is as follows:

			Three Months Ended September 30,												Nine Months Ended September 30,
			2023						2022						2023						2022
			(dollars in thousands)
Corporate Facility			$	7,157					$	6,551					$	21,666					$	11,249
SPV Facility			3,665						—						10,605						—
July 2026 Notes			3,882						3,882						11,645						11,645
May 2024 Notes			5,714						5,714						17,141						17,141
SBIC Debentures			2,965						2,855						8,435						8,482
December 2025 Notes			3,031						—						8,673						—
December 2022 Notes			—						2,233						—						6,699
Total Interest Expense			$	26,414					$	21,234					$	78,165					$	55,216

Corporate Facility

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

As of September 30, 2023, the interest rate on the Corporate Facility was 7.3%. The average interest rate for borrowings under the Corporate Facility was 7.2% and 4.1% for the three months ended September 30, 2023 and 2022, respectively, and 6.9% and 2.9% for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, Main Street was in compliance with all financial covenants of the Corporate Facility.

SPV Facility

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

As of September 30, 2023, the interest rate on the SPV Facility was 7.9%. The average interest rate for borrowings under the SPV Facility was 7.9% for the three months ended September 30, 2023, and 7.5% for the nine months ended September 30, 2023. As of September 30, 2023, MSCC Funding was in compliance with all financial covenants of the SPV Facility.

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

MSCC Funding balance sheets as of September 30, 2023 and December 31, 2022 are as follows:

Balance Sheets

(dollars in thousands)

			September 30, 2023						December 31, 2022
			(Unaudited)
ASSETS
Investments at fair value:
Non-Control Investments (cost: $321,084 and $314,752 as of September 30, 2023 and December 31, 2022, respectively)			$	323,403					$	316,507
Cash and cash equivalents			11,555						10,838
Interest and dividend receivable and other assets			3,305						2,828
Accounts receivable to MSCC and its subsidiaries			—						556
Receivable for securities sold			—						369
Deferred financing costs (net of accumulated amortization of $572 and $141 as of September 30, 2023 and December 31, 2022, respectively)			2,423						2,630
Total assets			340,686						333,728
LIABILITIES
SPV Facility			$	170,000					$	200,000
Accounts payable and other liabilities			7,076						112
Interest payable			1,162						1,272
Total liabilities			178,238						201,384
NET ASSETS
Contributed capital			138,163						126,010
Total undistributed earnings			24,285						6,334
Total net assets			162,448						132,344
Total liabilities and net assets			$	340,686					$	333,728

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

MSCC Funding statement of operations for the three and nine months ended September 30, 2023 are as follows:

Statement of Operations

(dollars in thousands)

(Unaudited)

						Three Months Ended						Nine Months Ended
						September 30, 2023
INVESTMENT INCOME:
Interest, fee and dividend income:
Non‑Control/Non‑Affiliate investments						$	10,615					$	29,205
Total investment income						10,615						29,205
EXPENSES:
Interest						(3,666)						(10,605)
Management Fee to MSCC						(421)						(1,107)
General and administrative						(55)						(105)
Total expenses						(4,142)						(11,817)
NET INVESTMENT INCOME						6,473						17,388
NET UNREALIZED APPRECIATION (DEPRECIATION):
Non‑Control/Non‑Affiliate investments						(1)						563
Total net unrealized appreciation (depreciation)						(1)						563
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS						$	6,472					$	17,951

July 2026 Notes

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

As of September 30, 2023, Main Street was in compliance with all covenants and other requirements of the July 2026 Notes.

May 2024 Notes

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

SBIC Debentures

Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. Main Street’s SBIC debentures payable, under existing SBA-approved commitments, were $350.0 million as of both September 30, 2023 and December 31, 2022. SBIC debentures provide for interest to be paid semiannually, with principal due at the applicable 10-year maturity date of each debenture. Main Street expects to maintain SBIC debentures under the SBIC program in the future, subject to periodic repayments and borrowings, in an amount up to the regulatory maximum amount for affiliated SBIC funds. The weighted-average annual interest rate on the SBIC debentures was 3.0% and 2.9% as of September 30, 2023 and December 31, 2022, respectively. The first principal maturity due under the existing SBIC debentures is in 2024, and the weighted-average remaining duration as of September 30, 2023 was 4.9 years. In accordance with SBIC regulations, the Funds are precluded from incurring additional non-SBIC debt without the prior approval of the SBA.

As of September 30, 2023, the SBIC debentures consisted of (i) $175.0 million par value of SBIC debentures outstanding issued by MSMF, with a recorded value of $171.9 million that was net of unamortized debt issuance costs of $3.1 million and (ii) $175.0 million par value of SBIC debentures issued by MSC III with a recorded value of $172.3 million that was net of unamortized debt issuance costs of $2.7 million.

December 2025 Notes

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

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

December 2022 Notes

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

NOTE F — FINANCIAL HIGHLIGHTS

The following is a schedule of financial highlights of Main Street for the nine months ended September 30, 2023 and 2022:

						Nine Months Ended September 30,
Per Share Data:						2023						2022
NAV at the beginning of the period						$	26.86					$	25.29
Net investment income (1)						3.07						2.31
Net realized gain (loss) (1)(2)						(1.27)						0.05
Net unrealized appreciation (depreciation) (1)(2)						2.06						(0.28)
Income tax benefit (provision) (1)(2)						(0.29)						(0.24)
Net increase in net assets resulting from operations (1)						3.57						1.84
Dividends paid from net investment income						(2.72)						(2.19)
Dividends paid						(2.72)						(2.19)
Impact of the net change in monthly dividends declared prior to the end of the period and paid in the subsequent period						(0.01)						—
Accretive effect of stock offerings (issuing shares above NAV per share)						0.58						0.98
Accretive effect of DRIP issuance (issuing shares above NAV per share)						0.08						0.08
Other (3)						(0.03)						(0.06)
NAV at the end of the period						$	28.33					$	25.94
Market value at the end of the period						$	40.63					$	33.64
Shares outstanding at the end of the period						83,677,488						76,308,830

____________________

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

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

						Nine Months Ended September 30,
						2023						2022
						(dollars in thousands)
NAV at end of period						$	2,370,807					$	1,979,420
Average NAV						$	2,226,816					$	1,876,771
Average outstanding debt						$	1,989,900					$	1,880,100
Ratio of total expenses, including income tax expense, to average NAV (1)(2)						6.54		%				5.92		%
Ratio of operating expenses to average NAV (2)(3)						5.49		%				4.99		%
Ratio of operating expenses, excluding interest expense, to average NAV (2)(3)						1.98		%				2.05		%
Ratio of net investment income to average NAV (2)						11.18		%				9.03		%
Portfolio turnover ratio (2)						11.17		%				12.46		%
Total investment return (2)(4)						17.72		%				(20.81)		%
Total return based on change in NAV (2)(5)						13.72		%				7.56		%

____________________

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

(2)Not annualized.

(3)Unless otherwise noted, operating expenses include interest, compensation, general and administrative and share-based compensation expenses, net of expenses allocated to the External Investment Manager of $16.1 million and $9.6 million for the nine months ended September 30, 2023 and 2022, respectively.

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

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

NOTE G — DIVIDENDS, DISTRIBUTIONS AND TAXABLE INCOME

Main Street currently pays regular monthly dividends to its stockholders and periodically pays supplemental dividends to its stockholders. Future dividends, if any, will be determined by its Board of Directors on a quarterly basis. Main Street paid regular monthly dividends of $0.23 per share, totaling $57.0 million, or $0.69 per share, for the three months ended September 30, 2023, and $164.9 million, or $2.04 per share, for the nine months ended September 30, 2023, compared to aggregate regular monthly dividends of $48.1 million, or $0.645 per share, for the three months ended September 30, 2022, and $141.2 million, or $1.935 per share, for the nine months ended September 30, 2022. Main Street also paid a supplemental dividend of $23.0 million, or $0.275 per share, during the three months ended September 30, 2023, and $55.3 million, or $0.675 per share, during the nine months ended September 30, 2023, compared to supplemental dividends paid of $7.6 million, or $0.10 per share, during the three months ended September 30, 2022, and $18.5 million, or $0.25 per share, during the nine months ended September 30, 2022.

MSCC has elected to be treated for U.S. federal income tax purposes as a RIC. MSCC’s taxable income includes the taxable income generated by MSCC and certain of its subsidiaries, including the Funds and Structured Subsidiaries,

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

Listed below is a reconciliation of “Net increase in net assets resulting from operations” to taxable income and to total distributions declared to common stockholders for the nine months ended September 30, 2023 and 2022.

			Nine Months Ended September 30,
			2023						2022
			(estimated, dollars in thousands)
Net increase in net assets resulting from operations			$	289,366					$	135,287
Book-tax difference from share-based compensation expense			(3,771)						(3,456)
Net unrealized (appreciation) depreciation			(167,070)						19,922
Income tax provision			23,353						17,477
Pre-tax book (income) loss not consolidated for tax purposes			31,454						(28,333)
Book income and tax income differences, including debt origination, structuring fees, dividends, realized gains and changes in estimates			48,411						24,026
Estimated taxable income (1)			221,743						164,923
Taxable income earned in prior year and carried forward for distribution in current year			49,216						50,834
Taxable income earned prior to period end and carried forward for distribution next period			(68,340)						(71,128)
Dividend payable as of period end and paid in the following period			19,664						16,789
Total distributions accrued or paid to common stockholders			$	222,283					$	161,418

____________________

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

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

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

			Three Months Ended September 30,												Nine Months Ended September 30,
			2023						2022						2023						2022
			(dollars in thousands)
Current tax expense:
Federal			$	(5)					$	66					$	293					$	182
State			937						496						2,226						1,110
Excise			324						978						2,144						2,366
Total current tax expense			1,256						1,540						4,663						3,658
Deferred tax expense:
Federal			4,659						125						16,909						10,098
State			678						395						1,781						3,721
Total deferred tax expense			5,337						520						18,690						13,819
Total income tax provision			$	6,593					$	2,060					$	23,353					$	17,477

The net deferred tax liability at September 30, 2023 and December 31, 2022 was $66.5 million and $47.8 million, respectively, with the change primarily related to changes in net unrealized appreciation or depreciation, changes in loss carryforwards, and other temporary book-tax differences relating to portfolio investments held by the Taxable Subsidiaries. At September 30, 2023, for U.S. federal income tax purposes, the Taxable Subsidiaries had a net operating loss carryforward from prior years which, if unused, will expire in various taxable years from 2034 through 2037. Any net operating losses generated in 2018 and future periods are not subject to expiration and will carryforward indefinitely until utilized. Additionally, the Taxable Subsidiaries have interest expense limitation carryforwards which have an indefinite carryforward period.

NOTE H — COMMON STOCK

Main Street maintains a program with certain selling agents through which it can sell shares of its common stock by means of at-the-market offerings from time to time (the “ATM Program”). During the nine months ended September 30, 2023, Main Street sold 4,186,856 shares of its common stock at a weighted-average price of $39.84 per share and raised $166.8 million of gross proceeds under the ATM Program. Net proceeds were $165.1 million after commissions to the selling agents on shares sold and offering costs. As of September 30, 2023, there were no share sales transactions that had not yet settled. In March 2022, Main Street entered into new distribution agreements to sell up to 15,000,000 shares through the ATM Program. As of September 30, 2023, 6,275,828 shares remained available for sale under the ATM Program.

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

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

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

NOTE I — DIVIDEND REINVESTMENT PLAN

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

Summarized DRIP information for the nine months ended September 30, 2023 and 2022 is as follows:

			Nine Months Ended September 30,
			2023						2022
			(dollars in thousands)
DRIP participation			$	22,791					$	16,370
Shares issued for DRIP			574,323						410,415

NOTE J — SHARE-BASED COMPENSATION

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

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

Restricted stock authorized under the plan			5,000,000
Less net restricted stock granted			(558,807)
Restricted stock available for issuance as of September 30, 2023			4,441,193

As of September 30, 2023, the following table summarizes the restricted stock issued to Main Street’s non-employee directors and the remaining shares of restricted stock available for issuance pursuant to the Main Street Capital Corporation 2022 Non-Employee Director Restricted Stock Plan. These shares are granted upon appointment or election to

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

the board and vest on the day immediately preceding the annual meeting of stockholders following the respective grant date and are expensed over such service period.

Restricted stock authorized under the plan			300,000
Less net restricted stock granted			(7,525)
Restricted stock available for issuance as of September 30, 2023			292,475

For the three months ended September 30, 2023 and 2022, Main Street recognized total share-based compensation expense of $4.2 million and $3.6 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors. For the nine months ended September 30, 2023 and 2022, Main Street recognized total share-based compensation expense of $12.4 million and $10.0 million, respectively, related to the restricted stock issued to Main Street employees and non-employee directors.

Summarized RSA activity for the nine months ended September 30, 2023 is as follows:

						Nine Months Ended September 30, 2023
						Number						Weighted-Average Grant-Date Fair Value
Restricted Stock Awards (RSAs):						of Shares						($ per share)
Non-vested, December 31, 2022						817,401						$	38.78
Granted (1)						551,730						39.43
Vested (1)(2)						(398,914)						39.20
Forfeited						(11,992)						40.47
Non-vested, September 30, 2023						958,225						$	40.48
Aggregate intrinsic value as of September 30, 2023 (in thousands)						$	38,933		(3)

___________________________

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

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

(3)Aggregate intrinsic value is the product of total non-vested restricted shares as of September 30, 2023 and $40.63 per share, the closing price of our common stock on September 30, 2023.

The total fair value of RSAs that vested during the nine months ended September 30, 2023 and 2022 was $15.6 million and $10.5 million, respectively.

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

NOTE K — COMMITMENTS AND CONTINGENCIES

At September 30, 2023, Main Street had the following outstanding commitments (in thousands):

Investments with equity capital commitments that have not yet funded:						Amount
Brightwood Capital Fund Investments
Brightwood Capital Fund V, LP						$	3,000
Brightwood Capital Fund III, LP						300
						3,300

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Freeport Fund Investments
Freeport First Lien Loan Fund III LP						7,172
Freeport Financial SBIC Fund LP						3,841
						11,013
Harris Preston Fund Investments
HPEP 4, L.P.						7,204
HPEP 3, L.P.						1,555
HPEP 423 COR, LP						600
2717 MH, L.P.						52
						9,411
MS Private Loan Fund I, LP						750
MS Private Loan Fund II, LP						6,526
UnionRock Energy Fund Investments
UnionRock Energy Fund III, LP						8,949
UnionRock Energy Fund II, LP						1,376
						10,325
Total Equity Commitments (1)(2)						$	41,325
Investments with commitments to fund revolving loans that have not been fully drawn or term loans with additional commitments not yet funded:
MS Private Loan Fund II, LP						$	39,000
Dalton US Inc.						15,259
HEADLANDS OP-CO LLC						10,125
MS Private Loan Fund I, LP						10,000
Power System Solutions						9,255
Xenon Arc, Inc.						8,568
AMEREQUIP LLC.						7,704
AB Centers Acquisition Corporation						7,457
NWN Corporation						7,298
Channel Partners Intermediateco, LLC						7,250
Archer Systems, LLC						7,115
JTI Electrical & Mechanical, LLC						6,737
Insight Borrower Corporation						6,688
Veregy Consolidated, Inc.						5,875
SI East, LLC						5,625
PTL US Bidco, Inc						5,566
Richardson Sales Solutions						4,500
South Coast Terminals Holdings, LLC						4,465
Paragon Healthcare, Inc.						4,327

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Cody Pools, Inc.						4,214
Bettercloud, Inc.						4,189
IG Investor, LLC						4,000
NexRev LLC						4,000
Microbe Formulas, LLC						3,601
Eastern Wholesale Fence LLC						3,495
Classic H&G Holdco, LLC						3,440
VVS Holdco, LLC						3,200
Watterson Brands, LLC						3,175
Mako Steel, LP						2,921
Metalforming Holdings, LLC						2,795
Career Team Holdings, LLC						2,700
Engineering Research & Consulting, LLC						2,621
IG Parent Corporation						2,500
Nebraska Vet AcquireCo, LLC						2,500
Superior Rigging & Erecting Co.						2,500
CaseWorthy, Inc.						2,459
Centre Technologies Holdings, LLC						2,400
Winter Services LLC						2,222
GULF PACIFIC ACQUISITION, LLC						2,222
AVEX Aviation Holdings, LLC						2,210
Hawk Ridge Systems, LLC						2,201
ITA Holdings Group, LLC						2,174
Batjer TopCo, LLC						2,070
Cybermedia Technologies, LLC						2,000
Elgin AcquireCo, LLC						1,877
Burning Glass Intermediate Holding Company, Inc.						1,859
Johnson Downie Opco, LLC						1,800
NinjaTrader, LLC						1,750
GRT Rubber Technologies LLC						1,648
RTIC Subsidiary Holdings, LLC						1,644
Trantech Radiator Topco, LLC						1,600
Chamberlin Holding LLC						1,600
Acumera, Inc.						1,598
Pearl Meyer Topco LLC						1,500
Bond Brand Loyalty ULC						1,427
American Health Staffing Group, Inc.						1,333
Escalent, Inc.						1,326
Evergreen North America Acquisitions, LLC						1,313
Project Eagle Holdings, LLC						1,250
West Star Aviation Acquisition, LLC						1,205
Gamber-Johnson Holdings, LLC						1,200
ATS Operating, LLC						1,080
Bluestem Brands, Inc.						1,043
Infolinks Media Buyco, LLC						1,012

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

Imaging Business Machines, L.L.C.						988
Orttech Holdings, LLC						800
Mystic Logistics Holdings, LLC						800
Roof Opco, LLC						778
Adams Publishing Group, LLC						776
RA Outdoors LLC						773
Invincible Boat Company, LLC.						768
Project BarFly, LLC						760
SPAU Holdings, LLC						703
Analytical Systems Keco Holdings, LLC						640
Jensen Jewelers of Idaho, LLC						500
Clad-Rex Steel, LLC						400
Wall Street Prep, Inc.						400
Gulf Publishing Holdings, LLC						400
GS HVAM Intermediate, LLC						318
Inspire Aesthetics Management, LLC						219
AAC Holdings, Inc.						200
Acousti Engineering Company of Florida						53
Jackmont Hospitality, Inc.						33
SIB Holdings, LLC						22
Interface Security Systems, L.L.C						1
Total Loan Commitments						284,020
Total Commitments						$	325,345

____________________

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

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

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

Main Street may, from time to time, be involved in litigation arising out of its operations in the normal course of business or otherwise. Furthermore, third parties may try to impose liability on Main Street in connection with the activities of its portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, Main Street does not expect any current matters will materially affect its financial condition or results of

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

operations; however, there can be no assurance whether any pending legal proceedings will have a material adverse effect on Main Street’s financial condition or results of operations in any future reporting period.

NOTE L — RELATED PARTY TRANSACTIONS

As discussed further in Note D — External Investment Manager, the External Investment Manager is treated as a wholly-owned portfolio company of Main Street and is included as part of Main Street’s Investment Portfolio. At September 30, 2023, Main Street had a receivable of $9.4 million due from the External Investment Manager, which included (i) $7.2 million related primarily to operating expenses incurred by Main Street as required to support the External Investment Manager’s business and amounts due from the External Investment Manager to Main Street under a tax sharing agreement (see further discussion in Note D — External Investment Manager) and (ii) $2.2 million of dividends declared but not paid by the External Investment Manager. MSCC has entered into an agreement with the External Investment Manager to share employees in connection with its asset management business generally, and specifically for the External Investment Manager’s relationship with MSC Income and its other clients (see further discussion in Note A.1 — Organization and Basis of Presentation — Organization and Note D — External Investment Manager).

From time to time, Main Street may make investments in clients of the External Investment Manager in the form of debt or equity capital on terms approved by Main Street’s Board of Directors.

In May 2022, Main Street purchased 94,697 shares of common stock of MSC Income from MSC Income at the price shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its May 2022 dividend on such date. In May 2023, Main Street purchased an additional 255,755 shares of common stock of MSC Income from MSC Income at the price shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its May 2023 dividend on such date. In August 2023, Main Street purchased an additional 348,542 shares of common stock of MSC Income from MSC Income at the share price at which shares were purchased by MSC Income stockholders pursuant to MSC Income’s dividend reinvestment plan for its August 2023 dividend. In September 2023, Main Street purchased an additional 115,385 shares of common stock of MSC Income at a price of $6.50 per share in the modified “Dutch Auction” tender offer commenced by MSC Income and Main Street in August 2023 to purchase, severally and not jointly, up to an aggregate of $3,500,000 of shares from stockholders of MSC Income, subject to the conditions described in the offer to purchase dated August 16, 2023. Each of Main Street’s purchases of MSC Income common stock was unanimously approved by the Board of Directors and MSC Income’s board of directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act, of each board. As of September 30, 2023, Main Street owned 814,379 shares of MSC Income. In addition, certain of Main Street’s officers and employees own shares of MSC Income and therefore have direct pecuniary interests in MSC Income.

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

Additionally, Main Street provided the Private Loan Fund with a revolving line of credit pursuant to an Unsecured Revolving Promissory Note, dated February 5, 2021 and was subsequently amended on November 30, 2021 and on December 29, 2021 (as amended, the “PL Fund 2021 Note”), in an aggregate amount equal to the amount of limited partner capital commitments to the Private Loan Fund up to $85.0 million. Borrowings under the PL Fund 2021 Note bore interest at a fixed rate of 5.00% per annum and matured on February 28, 2022. The PL Fund 2021 Note was unanimously approved

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MAIN STREET CAPITAL CORPORATION

Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. In February 2022, the Private Loan Fund fully repaid all borrowings outstanding under the PL Fund 2021 Note and the PL Fund 2021 Note was extinguished.

In March 2022, Main Street provided the Private Loan Fund with a revolving line of credit pursuant to a Secured Revolving Promissory Note, dated March 17, 2022 (the “PL Fund 2022 Note”), which provides for borrowings up to $10.0 million. Borrowings under the PL Fund 2022 Note bear interest at a fixed rate of 5.00% per annum and mature on the date upon which the Private Loan Fund’s investment period concludes, which is scheduled to occur in March 2026. Available borrowings under the PL Fund 2022 Note are subject to a 0.25% non-use fee. The PL Fund 2022 Note was unanimously approved by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. As of September 30, 2023, there were no borrowings outstanding under the PL Fund 2022 Note.

In September 2023, the External Investment Manager entered into an investment management agreement with the Private Loan Fund II to provide investment advisory and management services in exchange for an asset-based fee and certain incentive fees. The Private Loan Fund II is a private investment fund exempt from registration under the 1940 Act that co-invests with Main Street in Main Street’s Private Loan investment strategy. In connection with the Private Loan Fund II’s initial closing in September 2023, Main Street committed to contribute up to $15.0 million (limited to 20% of total commitments) as a limited partner and is entitled to distributions on such interest. In addition, certain of Main Street’s officers and employees (and certain of their immediate family members) have made capital commitments to the Private Loan Fund II as limited partners and therefore have direct pecuniary interests in the Private Loan Fund II. As of September 30, 2023, Main Street has funded $1.2 million of its limited partner commitment and Main Street’s unfunded commitment was $6.5 million. Main Street’s limited partner commitment to the Private Loan Fund II was unanimously approved by the Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act.

In September 2023, Main Street provided the Private Loan Fund II with a revolving line of credit pursuant to a Secured Revolving Promissory Note, dated September 5, 2023 (the “PL Fund II 2023 Note”), which provides for borrowings up to $50.0 million. Borrowings under the PL Fund II 2023 Note bear interest at a rate of SOFR plus 3.5% per annum, subject to a 2.0% SOFR floor, and mature on September 5, 2025. Available borrowings under the PL Fund II 2023 Note are subject to a 0.25% non-use fee. The borrowings are collateralized by all assets of the Private Loan Fund II. The PL Fund II 2023 Note was unanimously approved by Main Street’s Board of Directors, including each director who is not an “interested person,” as such term is defined in Section 2(a)(19) of the 1940 Act. As of September 30, 2023, there were $11.0 million of borrowings outstanding under the PL Fund II 2023 Note.

In November 2015, Main Street’s Board of Directors approved and adopted the Main Street Capital Corporation Deferred Compensation Plan (the “2015 Deferred Compensation Plan”). The 2015 Deferred Compensation Plan became effective on January 1, 2016. Under the 2015 Deferred Compensation Plan, non-employee directors and certain key employees may defer receipt of some or all of their cash compensation and directors’ fees, subject to certain limitations, and elect to have such deferred compensation or fees notionally invested in one or more investment options available under the 2015 Deferred Compensation Plan, which include phantom Main Street stock units, limited partnership interests in the Private Loan Fund and Private Loan Fund II and various mutual funds. Main Street buys the corresponding investments based on participant elections through a rabbi trust (except for phantom Main Street stock units which are unfunded) and holds the investment pending distribution in cash or in kind on the scheduled distribution date. Individuals participating in the 2015 Deferred Compensation Plan receive distributions of their respective balances based on predetermined payout schedules or other events as defined by the plan. Participants receive distributions in the amount of their deferred compensation plus or minus any gains or losses on the deferred compensation based upon the investment options elected by such participant.

As of September 30, 2023, $18.9 million of compensation, plus net unrealized gains and losses and investment income, and minus previous distributions, was deferred under the 2015 Deferred Compensation Plan. Of this amount, $7.1 million is deferred into phantom Main Street stock units, representing 174,089 shares of Main Street’s common stock. Any amounts deferred under the plan represented by phantom Main Street stock units will not be issued or included as outstanding on the Consolidated Statements of Changes in Net Assets until such shares are actually distributed to the

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Notes to the Consolidated Financial Statements (Continued)

(Unaudited)

participant in accordance with the plan, but the related phantom stock units are included in weighted-average shares outstanding with the related dollar amount of the deferral included in total expenses in Main Street’s Consolidated Statements of Operations as the deferred fees represented by such phantom stock units are earned over the service period. The dividend amounts related to additional phantom stock units are included in the Consolidated Statements of Changes in Net Assets as an increase to dividends to stockholders offset by a corresponding increase to additional paid-in capital. In addition, as of September 30, 2023, the Company had $11.8 million of funded investments from deferred compensation in the rabbi trust, including $2.1 million in the Private Loan Fund and $0.8 million in Private Loan Fund II. Funded investments in the rabbi trust are recognized on the Consolidated Balance Sheets as an asset of Main Street (other assets) and as deferred compensation liability (other liabilities).

NOTE M — SUBSEQUENT EVENTS

In October 2023, Main Street expanded its total commitments under the SPV Facility from $255.0 million to $430.0 million in separate transactions with two new lender relationships. The commitment increases were executed under the accordion feature of the SPV Facility.

In October 2023, Main Street declared a supplemental cash dividend of $0.275 per share payable in December 2023. This supplemental cash dividend is in addition to the previously announced regular monthly cash dividends that Main Street declared for the fourth quarter of 2023 of $0.235 per share for each of October, November and December 2023.

In October 2023, Main Street also declared regular monthly dividends of $0.24 per share for each month of January, February and March of 2024. These regular monthly dividends equal a total of $0.72 per share for the first quarter of 2024, representing a 6.7% increase from the regular monthly dividends paid in the first quarter of 2023. Including the regular monthly and supplemental dividends declared for the fourth quarter of 2023 and first quarter of 2024, Main Street will have paid $39.535 per share in cumulative dividends since its October 2007 initial public offering.

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
Majority-owned investments
Analytical Systems Keco Holdings, LLC			15.38%			SF+			10.00%						Secured Debt (12)			(8)			$	—					$	—					$	4					$	(3)					$	162					$	—					$	159
			15.38%			SF+			10.00%						Secured Debt			(8)			—						—						569						4,545						61						469						4,137
			14.13%												Preferred Member Units			(8)			—						—						—						—						—						—						—
															Preferred Member Units			(8)			—						1,076						—						3,504						1,076						—						4,580
															Warrants			(8)			—						—						—						—						—						—						—
Brewer Crane Holdings, LLC			15.44%			L+			10.00%						Secured Debt			(9)			—						(117)						682						5,964						30						489						5,505
															Preferred Member Units			(9)			—						(1,460)						90						7,080						—						1,460						5,620
Café Brazil, LLC															Member Units			(8)			—						(180)						149						2,210						—						180						2,030
California Splendor Holdings LLC			15.50%			SF+			10.00%						Secured Debt			(9)			—						(49)						3,240						28,000						10						49						27,961
															Preferred Member Units			(9)			—						(4,550)						188						25,495						—						4,550						20,945
			15.00%									15.00%			Preferred Member Units			(9)			—						—						454						3,994						454						—						4,448
Clad-Rex Steel, LLC															Secured Debt (12)			(5)			—						—						2						—						—						—						—
			11.50%												Secured Debt			(5)			—						(138)						910						10,440						29						1,817						8,652
			10.00%												Secured Debt			(5)			—						—						78						1,039						1						27						1,013
															Member Units			(5)			—						(2,640)						275						8,220						—						2,640						5,580
															Member Units			(5)			—						220						—						610						519						—						1,129
CMS Minerals Investments															Member Units			(9)			99						(366)						44						1,670						99						1,769						—
Cody Pools, Inc.															Secured Debt (12)			(8)			—						11						8						—						—						—						—
			12.50%												Secured Debt			(8)			—						35						2,029						—						46,311						2,755						43,556
						L+			10.50%						Secured Debt			(8)			—						(19)						96						1,462						32						1,494						—
						L+			10.50%						Secured Debt			(8)			—						(280)						2,683						40,801						—						40,801						—
															Preferred Member Units			(8)			—						10,970						2,610						58,180						10,970						—						69,150
CompareNetworks Topco, LLC						SF+			9.00%						Secured Debt			(9)			—						—						—						—						—						—						—
			14.48%			SF+			9.00%						Secured Debt			(9)			—						(7)						533						5,241						7						1,379						3,869
															Preferred Member Units			(9)			—						(4,400)						316						19,830						—						4,400						15,430
Cybermedia Technologies, LLC															Secured Debt (12)			(6)			—						—						4						—						—						—						—
			13.00%												Secured Debt			(6)			—						—						2,020						—						28,734						—						28,734
															Preferred Member Units			(6)			—						—						—						—						15,000						—						15,000
Datacom, LLC			7.50%												Secured Debt			(8)			—						—						30						223						808						495						536
			10.00%												Secured Debt			(8)			—						(85)						761						7,789						116						288						7,617
															Preferred Member Units			(8)			—						(2,430)						—						2,670						—						2,430						240
Direct Marketing Solutions, Inc.			14.00%												Secured Debt			(9)			—						(22)						36						—						1,297						22						1,275
			14.00%												Secured Debt			(9)			—						(47)						2,778						27,267						47						1,361						25,953
															Preferred Stock			(9)			—						(850)						171						22,220						—						850						21,370
Elgin AcquireCo, LLC						SF+			6.00%						Secured Debt (12)			(5)			—						—						7						(9)						1						—						(8)
			12.00%												Secured Debt			(5)			—						—						1,736						18,594						29						—						18,623
			9.00%												Secured Debt			(5)			—						—						430						6,294						2						33						6,263
															Common Stock			(5)			—						364						—						7,603						364						1,877						6,090
															Common Stock			(5)			—						112						—						1,558						112						—						1,670
Gamber-Johnson Holdings, LLC						SF+			7.50%						Secured Debt (12)			(5)			—						—						5						—						—						—						—
			10.50%			SF+			7.50%						Secured Debt			(5)			—						(99)						5,185						64,078						99						7,699						56,478

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Member Units			(5)			—						30,720						4,963						50,890						30,720						—						81,610
GRT Rubber Technologies LLC			11.48%			SF+			6.00%						Secured Debt (12)			(8)			—						5						113						670						1,032						—						1,702
			13.48%			SF+			8.00%						Secured Debt			(8)			—						(35)						4,022						40,493						35						35						40,493
															Member Units			(8)			—						—						126						44,440						—						—						44,440
Gulf Publishing Holdings, LLC						SF+			9.50%						Secured Debt (12)			(8)			—						—						—						—						—						—						—
			12.50%												Secured Debt			(8)			—						—						227						2,284						—						—						2,284
															Preferred Equity			(8)			—						(980)						—						3,780						—						980						2,800
															Member Units			(8)			—						—						—						—						—						—						—
IG Investor, LLC															Secured Debt (12)			(6)			—						—						91						—						763						800						(37)
			13.00%												Secured Debt			(6)			—						—						2,168						—						37,352						—						37,352
															Common Equity			(6)			—						—						—						—						15,096						696						14,400
Independent Pet Partners Intermediate Holdings, LLC															Common Equity			(6)			—						(790)						—						—						18,300						790						17,510
Jensen Jewelers of Idaho, LLC						P+			6.75%						Secured Debt (12)			(9)			—						—						—						—						—						—						—
			15.25%			P+			6.75%						Secured Debt			(9)			—						(5)						278						2,450						5						455						2,000
															Member Units			(9)			—						(2,550)						983						14,970						—						2,550						12,420
Kickhaefer Manufacturing Company, LLC			12.00%												Secured Debt			(5)			—						—						2,033						20,374						198						800						19,772
			9.00%												Secured Debt			(5)			—						—						262						3,842						1						29						3,814
															Preferred Equity			(5)			—						1,610						—						7,220						1,610						—						8,830
															Member Units			(5)			—						10						91						2,850						10						—						2,860
Market Force Information, LLC						L+			11.00%						Secured Debt			(9)			(6,662)						163						453						6,090						804						6,894						—
															Secured Debt			(9)			(25,952)						24,342						—						1,610						24,342						25,952						—
															Member Units			(9)			(16,642)						16,642						—						—						16,642						16,642						—
Metalforming Holdings, LLC															Secured Debt (12)			(7)			—						—						8						—						—						—						—
			12.75%												Secured Debt			(7)			—						—						2,305						23,576						35						—						23,611
			8.00%									8.00%			Preferred Equity			(7)			—						237						148						6,010						354						—						6,364
															Common Stock			(7)			—						(137)						821						1,537						—						137						1,400
MH Corbin Holding LLC			13.00%												Secured Debt			(5)			—						1,229						581						4,548						1,229						675						5,102
															Preferred Member Units			(5)			—						330						—						—						330						—						330
															Preferred Member Units			(5)			—						—						—						—						—						—						—
MSC Adviser I, LLC															Member Units			(8)			—						23,201						8,085						122,930						23,201						—						146,131
Mystic Logistics Holdings, LLC															Secured Debt (12)			(6)			—						—						3						—						—						—						—
			10.00%												Secured Debt			(6)			—						—						436						5,746						—						—						5,746
															Common Stock			(6)			—						4,320						3,142						22,830						4,320						—						27,150
OMi Topco, LLC			12.00%												Secured Debt			(8)			—						(37)						1,400						15,750						37						2,287						13,500
															Preferred Member Units			(8)			—						9,820						2,025						22,810						9,820						—						32,630
PPL RVs, Inc.						SF+			8.75%						Secured Debt			(8)			—						(1)						1						—						1						1						—
			13.98%			SF+			8.75%						Secured Debt			(8)			—						(51)						2,101						21,655						51						1,416						20,290
															Common Stock			(8)			—						(1,080)						—						18,950						—						1,080						17,870
															Common Stock			(8)			—						(163)						—						238						—						163						75
Principle Environmental, LLC															Secured Debt			(8)			—						—						—						—						—						—						—
			13.00%												Secured Debt			(8)			—						—						599						5,806						17						—						5,823
															Preferred Member Units			(8)			—						(1,790)						572						12,420						—						1,790						10,630
															Common Stock			(8)			—						(80)						—						590						—						80						510
Quality Lease Service, LLC															Member Units			(7)			—						(98)						—						525						33						98						460

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
Robbins Bros. Jewelry, Inc.															Secured Debt			(9)			—						—						24						(35)						6						—						(29)
			12.50%												Secured Debt			(9)			—						(611)						3,379						35,404						61						1,736						33,729
															Preferred Equity			(9)			—						(12,090)						—						14,880						—						12,090						2,790
Trantech Radiator Topco, LLC															Secured Debt (12)			(7)			—						(2)						5						—						2						2						—
			12.00%												Secured Debt			(7)			—						(14)						734						7,920						14						14						7,920
															Common Stock			(7)			—						5,600						87						7,800						5,600						—						13,400
Volusion, LLC			10.00%												Secured Debt			(8)			—						—						107						—						2,100						—						2,100
															Secured Debt			(8)			(3,188)						1,821						166						14,914						—						14,914						—
															Unsecured Convertible Debt			(8)			(409)						409						—						—						409						409						—
															Preferred Member Units			(8)			—						—						—						—						—						—						—
															Preferred Member Units			(8)			—						(1,396)						—						—						11,446						2,096						9,350
															Preferred Member Units			(8)			—						—						—						—						—						—						—
															Common Stock			(8)			—						(2,576)						—						—						2,576						2,576						—
															Warrants			(8)			—						2,576						—						—						—						—						—
Ziegler’s NYPD, LLC			12.00%												Secured Debt			(8)			—						—						41						450						—						—						450
			6.50%												Secured Debt			(8)			—						—						49						945						—						—						945
			14.00%												Secured Debt			(8)			—						(304)						292						2,676						—						304						2,372
															Preferred Member Units			(8)			—						(240)						—						240						—						240						—
															Warrants			(8)			—						—						—						—						—						—						—
Other controlled investments
2717 MH, L.P.															LP Interests (2717 MH, L.P.)			(8)			2,222						(1,106)						141						7,552						2,796						4,452						5,896
															LP Interests (2717 HPP-MS, L.P.) (12)			(8)			—						67						—						248						67						—						315
ASC Interests, LLC			13.00%												Secured Debt			(8)			—						—						40						400						—						—						400
			13.00%												Secured Debt			(8)			—						(53)						163						1,649						1						53						1,597
															Member Units			(8)			—						(700)						—						800						—						700						100
															Preferred Member Units			(8)			—						88						—						—						250						—						250
ATS Workholding, LLC			5.00%												Secured Debt			(9)			—						(414)						—						634						188						414						408
			5.00%												Secured Debt			(9)			—						(417)						—						1,005						—						417						588
															Preferred Member Units			(9)			—						—						—						—						—						—						—
Barfly Ventures, LLC			7.00%												Secured Debt (12)			(5)			—						—						45						711						—						—						711
															Member Units			(5)			—						(280)						—						3,320						—						280						3,040
Batjer TopCo, LLC															Secured Debt (12)			(8)			—						6						1						(8)						8						—						—
			10.00%												Secured Debt (12)			(8)			—						—						11						—						630						—						630
			10.00%												Secured Debt			(8)			—						73						859						10,933						93						451						10,575
															Preferred Stock			(8)			—						2,055						630						4,095						2,055						—						6,150
Bolder Panther Group, LLC															Secured Debt			(9)			—						—						1						—						—						—						—
			14.52%			SF+			9.15%						Secured Debt			(9)			—						(106)						10,599						99,194						106						2,084						97,216
			8.00%												Class B Preferred Member Units			(9)			—						(300)						2,920						31,420						—						300						31,120
Bridge Capital Solutions Corporation			13.00%												Secured Debt			(6)			—						—						869						8,813						—						—						8,813
			13.00%												Secured Debt			(6)			—						—						99						1,000						—						—						1,000

112

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Preferred Member Units			(6)			—						—						75						1,000						—						—						1,000
															Warrants			(6)			—						46						—						1,828						46						—						1,874
															Warrants			(6)			—						64						—						2,512						64						—						2,576
CBT Nuggets, LLC															Member Units			(9)			—						1,838						2,059						49,002						1,838						—						50,840
Centre Technologies Holdings, LLC						SF+			9.00%						Secured Debt (12)			(8)			—						—						9						—						—						—						—
			14.48%			SF+			9.00%						Secured Debt			(8)			—						70						1,657						14,954						2,620						—						17,574
															Preferred Member Units			(8)			—						1,700						90						8,700						1,700						—						10,400
Chamberlin Holding LLC						SF+			6.00%						Secured Debt (12)			(8)			—						140						21						—						—						—						—
			13.49%			SF+			8.00%						Secured Debt			(8)			—						(7)						1,655						16,945						7						545						16,407
															Member Units			(8)			—						3,010						2,792						22,920						3,010						—						25,930
															Member Units			(8)			—						260						69						2,710						260						—						2,970
Charps, LLC			10.00%												Unsecured Debt			(5)			—						(26)						452						5,694						26						26						5,694
															Preferred Member Units			(5)			—						670						666						13,340						670						—						14,010
Colonial Electric Company LLC															Secured Debt			(6)			—						—						50						—						1,600						1,600						—
			12.00%												Secured Debt			(6)			—						(500)						2,105						23,151						42						1,446						21,747
															Preferred Member Units			(6)			—						1,440						—						—						2,400						—						2,400
															Preferred Member Units			(6)			—						(1,480)						(1,179)						9,160						—						1,480						7,680
Copper Trail Fund Investments															LP Interests (CTMH, LP)			(9)			—						—						38						588						—						—						588
Digital Products Holdings LLC			15.38%			SF+			10.00%						Secured Debt			(5)			—						(67)						1,735						15,523						—						845						14,678
															Preferred Member Units			(5)			—						—						150						9,835						—						—						9,835
Garreco, LLC			12.00%			SF+			10.00%						Secured Debt			(8)			—						—						315						3,826						—						738						3,088
															Member Units			(8)			—						(220)						25						1,800						—						220						1,580
Gulf Manufacturing, LLC															Member Units			(8)			—						1,980						2,533						6,790						1,980						—						8,770
Harrison Hydra-Gen, Ltd.															Common Stock			(8)			—						990						—						3,280						990						—						4,270
Johnson Downie Opco, LLC						SF+			11.50%						Secured Debt (12)			(8)			—						(3)						10						—						3						3						—
			16.98%			SF+			11.50%						Secured Debt			(8)			—						(19)						1,247						9,999						19						661						9,357
															Preferred Equity			(8)			—						2,120						253						5,540						2,120						—						7,660
JorVet Holdings, LLC			12.00%												Secured Debt			(9)			—						—						2,373						25,432						38						—						25,470
															Preferred Equity			(9)			—						—						704						10,741						—						—						10,741
KBK Industries, LLC			9.00%												Secured Debt			(5)			—						44						444						—						6,000						900						5,100
															Member Units			(5)			—						2,800						7,696						15,570						2,800						—						18,370
MS Private Loan Fund I, LP															Secured Debt (12)			(8)			—						—						19						—						—						—						—
															Secured Debt			(8)			—						—						—						—						—						—						—
															LP Interests (12)			(8)			—						(306)						1,240						14,833						—						306						14,527
MS Private Loan Fund II, LP			8.88%			SF+			3.50%						Secured Debt (12)			(8)			—						—						72						—						10,848						—						10,848
															LP Interests (12)			(8)			—						—						—						—						1,152						—						1,152
MSC Income Fund, Inc.															Common Equity			(8)			—						61						93						753						5,561						—						6,314
NAPCO Precast, LLC															Member Units			(8)			—						330						(189)						11,830						330						—						12,160
Nebraska Vet AcquireCo, LLC						SF+			7.00%						Secured Debt (12)			(5)			—						—						7						—						—						—						—
			12.00%												Secured Debt			(5)			—						14						2,104						20,094						5,700						—						25,794
			12.00%												Secured Debt			(5)			—						(16)						972						10,500						16						16						10,500
															Preferred Member Units			(5)			—						6,730						591						7,700						6,730						—						14,430
NexRev LLC															Secured Debt (12)			(8)			—						—						—						—						—						—						—
			10.00%												Secured Debt			(8)			—						2,857						880						8,477						2,914						1,653						9,738

113

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Preferred Member Units			(8)			—						5,240						171						1,110						5,240						—						6,350
NRP Jones, LLC			12.00%												Secured Debt			(5)			—						—						189						2,080						—						—						2,080
															Member Units			(5)			—						(2,265)						36						4,615						—						2,265						2,350
															Member Units			(5)			—						(86)						(2)						175						—						85						90
NuStep, LLC			11.98%			SF+			6.50%						Secured Debt			(5)			—						—						364						4,399						—						800						3,599
			12.00%												Secured Debt			(5)			—						—						1,687						18,414						9						—						18,423
															Preferred Member Units			(5)			—						1,200						—						8,040						1,200						—						9,240
															Preferred Member Units			(5)			—						—						—						5,150						—						—						5,150
Orttech Holdings, LLC						SF+			11.00%						Secured Debt (12)			(5)			—						—						—						—						—						—						—
			16.48%			SF+			11.00%						Secured Debt			(5)			—						127						2,822						23,429						171						1,400						22,200
															Preferred Stock			(5)			—						5,300						909						11,750						5,300						—						17,050
Pearl Meyer Topco LLC			12.00%												Secured Debt (12)			(6)			—						4						256						—						3,500						—						3,500
			12.00%												Secured Debt			(6)			—						45						986						—						17,500						—						17,500
			12.00%												Secured Debt			(6)			—						(50)						2,586						28,681						50						1,050						27,681
															Preferred Equity			(6)			—						830						9,215						43,260						830						—						44,090
River Aggregates, LLC															Member Units			(8)			—						—						—						3,620						—						—						3,620
Tedder Industries, LLC			12.00%												Secured Debt			(9)			—						(58)						167						1,840						—						58						1,782
			12.00%												Secured Debt			(9)			—						(404)						1,392						15,120						8						404						14,724
															Preferred Member Units			(9)			—						(4,080)						—						7,681						—						4,080						3,601
															Preferred Member Units			(9)			—						178						—						—						603						—						603
															Preferred Member Units			(9)			—						720						—						—						1,200						—						1,200
Televerde, LLC															Member Units			(8)			—						(309)						592						5,408						—						309						5,099
															Preferred Stock			(8)			—						—						—						1,794						—						—						1,794
UnionRock Energy Fund III, LP															LP Interests (12)			(9)			—						—						—						—						1,051						—						1,051
Vision Interests, Inc.															Series A Preferred Stock			(9)			—						—						168						3,000						—						—						3,000
VVS Holdco LLC						SF+			6.00%						Secured Debt (12)			(5)			—						—						23						(21)						17						—						(4)
			11.50%												Secured Debt			(5)			—						—						2,625						30,161						60						2,200						28,021
															Preferred Equity			(5)			—						(100)						215						11,940						—						100						11,840
																					—						—						—						—						—						—						—
																					—						—						—						—						—						—						—
Other																					—						—						—						—						—						—						—
Amounts related to investments transferred to or from other 1940 Act classification during the period																					—						—						(171)						(14,914)						—						—						—
Total Control investments																					$	(50,532)					$	122,779					$	145,485					$	1,703,172					$	419,339					$	210,406					$	1,927,019
Affiliate Investments
423 HAR, LP															LP Interests (423 HAR, L.P.)			(8)			$	—					$	—					$	—					$	—					$	750					$	—					$	750
AAC Holdings, Inc.			18.00%									18.00%			Secured Debt (12)			(7)			—						(20)						46						—						394						15						379
			18.00%									18.00%			Secured Debt			(7)			—						(671)						1,739						11,550						1,739						671						12,618
															Common Stock			(7)			—						—						—						—						—						—						—
															Warrants			(7)			—						—						—						—						—						—						—
AFG Capital Group, LLC															Preferred Member Units			(8)			7,200						(8,200)						—						9,400						7,200						16,600						—
ATX Networks Corp.						L+			7.50%						Secured Debt			(6)			—						(134)						886						6,343						575						6,918						—
															Unsecured Debt			(6)			—						(306)						1,160						2,598						1,160						3,758						—

114

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Common Stock			(6)			3,248						(3,270)						—						3,270						3,248						6,518						—
BBB Tank Services, LLC			16.44%			L+			11.00%						Unsecured Debt			(8)			—						—						96						800						—						200						600
			16.44%			L+			11.00%						Unsecured Debt			(8)			—						116						484						2,086						116						—						2,202
															Member Units			(8)			—						—						—						—						—						—						—
			15.00%									15.00%			Preferred Stock (non-voting)			(8)			—						—						—						—						—						—						—
Boccella Precast Products LLC			10.00%												Secured Debt			(6)			—						—						24						320						—						—						320
															Member Units			(6)			—						(840)						61						2,970						—						840						2,130
Buca C, LLC			12.00%												Secured Debt			(7)			—						292						1,659						12,337						292						375						12,254
			6.00%									6.00%			Preferred Member Units			(7)			—						—						—						—						—						—						—
Career Team Holdings, LLC						SF+			6.00%						Secured Debt (12)			(6)			—						—						18						(9)						439						451						(21)
			12.50%												Secured Debt			(6)			—						—						1,950						20,090						31						90						20,031
															Common Stock			(6)			—						—						—						4,500						—						—						4,500
Chandler Signs Holdings, LLC															Class A Units			(8)			1,797						(290)						60						1,790						1,797						3,587						—
Classic H&G Holdings, LLC			11.50%			SF+			6.00%						Secured Debt (12)			(6)			—						—						397						4,560						—						—						4,560
			8.00%												Secured Debt			(6)			—						(32)						1,201						19,274						32						32						19,274
															Preferred Member Units			(6)			—						(8,639)						5,259						24,637						—						8,637						16,000
Congruent Credit Opportunities Funds															LP Interests (Congruent Credit Opportunities Fund III, LP)			(8)			—						87						345						7,657						87						3,318						4,426
DMA Industries, LLC			12.00%												Secured Debt			(7)			—						(32)						1,896						21,200						32						1,232						20,000
															Preferred Equity			(7)			—						—						—						7,260						—						—						7,260
Dos Rios Partners															LP Interests (Dos Rios Partners, LP)			(8)			754						(388)						—						9,127						759						1,292						8,594
															LP Interests (Dos Rios Partners - A, LP)			(8)			241						(173)						—						2,898						241						460						2,679
Dos Rios Stone Products LLC															Class A Preferred Units			(8)			—						250						—						1,330						250						—						1,580
EIG Fund Investments															LP Interests (EIG Global Private Debt Fund-A, L.P.)			(8)			16						—						68						1,013						16						56						973
Flame King Holdings, LLC						L+			6.50%						Secured Debt			(9)			—						(60)						484						7,600						60						7,660						—
						L+			9.00%						Secured Debt			(9)			—						(162)						1,583						21,200						162						21,362						—
															Preferred Equity			(9)			—						10,320						2,478						17,580						10,320						—						27,900
Freeport Financial SBIC Fund LP															LP Interests (Freeport Financial SBIC Fund LP) (12)			(5)			—						14						—						3,483						14						—						3,497
															LP Interests (Freeport First Lien Loan Fund III LP) (12)			(5)			—						—						446						5,848						—						975						4,873
GFG Group, LLC			8.00%												Secured Debt			(5)			—						(22)						763						11,345						22						822						10,545
															Preferred Member Units			(5)			—						3,240						328						7,140						3,240						—						10,380
Hawk Ridge Systems, LLC			11.65%			SF+			6.00%						Secured Debt (12)			(9)			—						(1)						234						3,185						4,581						5,967						1,799
			12.50%												Secured Debt			(9)			—						10						3,636						37,800						7,456						—						45,256
															Preferred Member Units			(9)			—						—						196						17,460						—						—						17,460
															Preferred Member Units			(9)			—						—						—						920						—						—						920
Houston Plating and Coatings, LLC			8.00%												Unsecured Convertible Debt			(8)			—						(120)						182						3,000						—						120						2,880

115

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Member Units			(8)			—						1,240						51						2,400						1,240						—						3,640
HPEP 3, L.P.															LP Interests (HPEP 3, L.P.) (12)			(8)			—						283						—						4,331						283						508						4,106
															LP Interests (HPEP 4, L.P.) (12)			(8)			—						—						—						2,332						464						—						2,796
															LP Interests (423 COR, L.P.) (12)			(8)			—						—						117						1,400						—						—						1,400
I-45 SLF LLC															Member Units (Fully diluted 20.0%; 21.75% profits interest)			(8)			—						259						1,725						11,758						1,459						—						13,217
Infinity X1 Holdings, LLC			13.00%												Secured Debt			(9)			—						—						1,391						—						17,843						225						17,618
															Preferred Equity			(9)			—						—						—						—						4,000						—						4,000
Integral Energy Services			13.01%			SF+			7.50%						Secured Debt			(8)			—						(750)						1,578						15,769						50						750						15,069
															Common Stock			(8)			—						(990)						32						1,280						—						990						290
Iron-Main Investments, LLC			13.50%												Secured Debt			(5)			—						—						465						4,500						5						20						4,485
			13.50%												Secured Debt			(5)			—						—						323						3,130						4						14						3,120
			13.50%												Secured Debt			(5)			—						—						908						8,944						—						—						8,944
			13.50%												Secured Debt			(5)			—						—						2,021						19,559						25						88						19,496
			13.50%												Secured Debt			(5)			—						—						1,298						—						10,887						438						10,449
															Common Stock			(5)			—						74						—						1,798						1,032						—						2,830
ITA Holdings Group, LLC						SF+			9.00%			2.00%			Secured Debt (12)			(8)			—						—						16						—						—						11						(11)
						SF+			9.00%			2.00%			Secured Debt (12)			(8)			—						—						2						—						—						9						(9)
			15.40%			SF+			8.00%			2.00%			Secured Debt			(8)			—						—						321						—						3,341						—						3,341
			17.40%			SF+			10.00%			2.00%			Secured Debt			(8)			—						—						345						—						3,341						—						3,341
															Warrants			(8)			—						—						—						—						2,091						—						2,091
OnAsset Intelligence, Inc.			12.00%									12.00%			Secured Debt			(8)			—						(196)						—						569						—						197						372
			12.00%									12.00%			Secured Debt			(8)			—						(200)						—						580						—						200						380
			12.00%									12.00%			Secured Debt			(8)			—						(431)						—						1,249						—						431						818
			12.00%									12.00%			Secured Debt			(8)			—						(900)						—						2,606						—						900						1,706
			10.00%									10.00%			Unsecured Debt			(8)			—						—						—						305						—						—						305
			7.00%									7.00%			Preferred Stock			(8)			—						—						—						—						—						—						—
															Common Stock			(8)			—						—						—						—						—						—						—
															Warrants			(8)			—						—						—						—						—						—						—
Oneliance, LLC						SF+			11.00%						Secured Debt			(7)			—						—						—						—						—						—						—
			16.48%			SF+			11.00%						Secured Debt			(7)			—						(61)						681						5,559						9						141						5,427
															Preferred Stock			(7)			—						—						—						1,056						72						—						1,128
Quality Lease Service, LLC															Secured Debt			(8)			(29,526)						29,865						—						—						29,865						29,865						—
															Preferred Member Units			(8)			—						—						—						—						—						—						—
SI East, LLC			11.25%												Secured Debt (12)			(7)			—						18						23						—						1,875						—						1,875
			12.49%												Secured Debt			(7)			—						255						2,324						—						54,536						—						54,536
															Secured Debt			(7)			—						(79)						3,885						89,786						—						89,786						—
															Preferred Member Units			(7)			—						3,583						1,043						13,650						3,890						—						17,540
Slick Innovations, LLC			14.00%												Secured Debt			(6)			—						(36)						1,451						13,840						36						1,716						12,160
															Common Stock			(6)			—						460						—						1,530						460						—						1,990
Student Resource Center, LLC			8.50%									8.50%			Secured Debt			(6)			(2)						(114)						329						4,556						222						8						4,770

116

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1) (10) (11)			Geography			Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2022 Fair Value (13)						Gross Additions(3)						Gross Reductions(4)						September 30, 2023 Fair Value (13)
															Preferred Equity			(6)			—						120						—						—						120						—						120
Superior Rigging & Erecting Co.			12.00%												Secured Debt			(7)			—						—						1,924						21,378						38						1,000						20,416
															Preferred Member Units			(7)			—						1,440						—						4,500						1,440						—						5,940
The Affiliati Network, LLC															Secured Debt			(9)			—						—						16						106						1,963						2,080						(11)
			13.00%												Secured Debt			(9)			—						(129)						906						9,442						27						1,730						7,739
															Preferred Stock			(9)			—						—						107						6,400						—						—						6,400
															Preferred Stock			(9)			—						—						—						—						172						—						172
UnionRock Energy Fund II, LP															LP Interests (12)			(9)			—						(964)						25						5,855						531						1,251						5,135
UniTek Global Services, Inc.			15.00%									15.00%			Secured Convertible Debt			(6)			—						206						248						4,592						—						548						4,044
			15.00%									15.00%			Secured Convertible Debt			(6)			(223)						1,174						30						—						2,206						223						1,983
						SF+			7.50%						Secured Debt			(6)			—						22						(2)						382						25						407						—
						SF+			7.50%						Secured Debt			(6)			—						96						282						1,712						112						1,824						—
			20.00%									20.00%			Preferred Stock			(6)			—						(341)						341						2,833						341						341						2,833
			20.00%									20.00%			Preferred Stock			(6)			—						1,986						—						1,991						1,986						—						3,977
			19.00%									19.00%			Preferred Stock			(6)			—						—						—						—						—						—						—
			13.50%									13.50%			Preferred Stock			(6)			—						—						—						—						—						—						—
															Common Stock			(6)			—						—						—						—						—						—						—
Universal Wellhead Services Holdings, LLC			14.00%									14.00%			Preferred Member Units			(8)			—						—						—						220						—						—						220
															Member Units			(8)			—						—						—						—						—						—						—
World Micro Holdings, LLC			13.00%												Secured Debt			(7)			—						—						1,440						14,140						29						879						13,290
															Preferred Equity			(7)			—						—						226						3,845						—						—						3,845
Other																					—						—						—						—						—						—						—
Amounts related to investments transferred to or from other 1940 Act classification during the period																					—						—						171						14,914						—						—						—
Total Affiliate investments																					$	(16,495)					$	26,859					$	53,722					$	618,359					$	191,033					$	228,536					$	565,942

____________________

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

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

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

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Table of contents			Schedule 12-14

MAIN STREET CAPITAL CORPORATION

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

September 30, 2023

(dollars in thousands)

(unaudited)

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

(5)Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of September 30, 2023 for control investments located in this region was $470,009. This represented 24.4% of net assets as of September 30, 2023. The fair value as of September 30, 2023 for affiliate investments located in this region was $78,619. This represented 13.9% of net assets as of September 30, 2023.

(6)Portfolio company located in the Northeast region and Canada as determined by location of the corporate headquarters. The fair value as of September 30, 2023 for control investments located in this region was $285,716. This represented 14.8% of net assets as of September 30, 2023. The fair value as of September 30, 2023 for affiliate investments located in this region was $98,671. This represented 17.4% of net assets as of September 30, 2023.

(7)Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of September 30, 2023 for control investments located in this region was $53,155. This represented 2.8% of net assets as of September 30, 2023. The fair value as of September 30, 2023 for affiliate investments located in this region was $176,508. This represented 31.2% of net assets as of September 30, 2023.

(8)Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of September 30, 2023 for control investments located in this region was $691,921. This represented 35.9% of net assets as of September 30, 2023. The fair value as of September 30, 2023 for affiliate investments located in this region was $77,756. This represented 13.7% of net assets as of September 30, 2023.

(9)Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of September 30, 2023 for control investments located in this region was $426,218. This represented 22.1% of net assets as of September 30, 2023. The fair value as of September 30, 2023 for affiliate investments located in this region was $134,388. This represented 23.7% of net assets as of September 30, 2023.

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

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

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

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

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Table of contents                                 Schedule 12-14

MAIN STREET CAPITAL CORPORATION

Consolidated Schedule of Investments In and Advances to Affiliates

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
Majority-owned investments
Analytical Systems Keco Holdings, LLC						L+			10.00%						Secured Debt						(8)						$	—					$	—					$	4					$	(4)					$	1					$	—					$	(3)
			12.63%			L+			10.00%						Secured Debt						(8)						—						—						506						4,740						65						210						4,595
			12.63%												Preferred Member Units						(8)						—						—						—						—						—						—						—
															Preferred Member Units						(8)						—						(1,050)						—						4,894						—						1,050						3,844
															Warrants						(8)						—						—						—						—						—						—						—
Brewer Crane Holdings, LLC			12.56%			L+			10.00%						Secured Debt						(9)						—						—						649						8,037						19						1,972						6,084
															Preferred Member Units						(9)						—						(2,040)						795						7,710						—						2,040						5,670
Café Brazil, LLC															Member Units						(8)						—						(200)						178						2,570						—						200						2,370
California Splendor Holdings LLC			12.38%			L+			10.00%						Secured Debt						(9)						—						52						2,467						27,915						85						—						28,000
															Preferred Member Units						(9)						—						7,750						188						13,275						7,750						—						21,025
			15.00%									15.00%			Preferred Member Units						(9)						—						—						792						9,510						792						6,449						3,853
Clad-Rex Steel, LLC			12.13%			L+			9.50%						Secured Debt						(5)						—						—						898						10,401						29						—						10,430
			10.00%												Secured Debt						(5)						—						—						81						1,071						—						24						1,047
															Member Units						(5)						—						(760)						595						10,250						—						760						9,490
															Member Units						(5)						—						80						—						530						80						—						610
CMS Minerals Investments															Member Units						(9)						—						331						150						1,974						331						415						1,890
Cody Pools, Inc.						L+			10.50%						Secured Debt						(8)						—						—						84						(13)						2,866						2,864						(11)
			13.63%			L+			10.50%						Secured Debt						(8)						—						(66)						4,044						42,497						66						1,338						41,225
															Preferred Member Units						(8)						—						9,570						3,710						47,640						9,570						—						57,210
CompareNetworks Topco, LLC						L+			9.00%						Secured Debt						(9)						—						—						—						—						—						—						—
			11.63%			L+			9.00%						Secured Debt						(9)						—						(13)						468						6,477						13						1,140						5,350
															Preferred Member Units						(9)						—						6,570						474						12,000						6,570						—						18,570
Datacom, LLC			7.50%												Secured Debt						(8)						—						—						—						—						223						—						223
			7.50%												Secured Debt						(8)						—						160						624						7,668						284						203						7,749
															Preferred Member Units						(8)						—						60						72						2,610						60						—						2,670
Direct Marketing Solutions, Inc.			13.63%			L+			11.00%						Secured Debt						(9)						—						14						102						(22)						4,272						850						3,400
			13.63%			L+			11.00%						Secured Debt						(9)						—						(53)						2,322						24,070						53						1,073						23,050
															Preferred Stock						(9)						—						3,870						1,029						18,350						3,870						—						22,220
Gamber-Johnson Holdings, LLC			10.63%			L+			8.00%						Secured Debt						(5)						—						—						5						—						—						—						—
			10.63%			L+			8.00%						Secured Debt						(5)						—						(4)						1,722						21,598						2,484						4						24,078
															Member Units						(5)						—						(3,230)						715						49,700						—						3,230						46,470
GRT Rubber Technologies LLC			10.56%			L+			8.00%						Secured Debt						(8)						—						(21)						2,756						38,885						1,629						21						40,493
															Member Units						(8)						—						—						2,483						46,190						—						—						46,190
Jensen Jewelers of Idaho, LLC			12.25%			P+			6.75%						Secured Debt						(9)						—						(6)						207						2,550						6						106						2,450
															Member Units						(9)						—						2,550						1,996						12,420						2,550						—						14,970
Kickhaefer Manufacturing Company, LLC			11.50%												Secured Debt						(5)						—						—						1,818						20,324						37						—						20,361
			9.00%												Secured Debt						(5)						—						—						265						3,876						1						26						3,851
															Member Units						(5)						—						(3,060)						—						12,310						—						3,060						9,250
															Member Units						(5)						—						—						84						2,460						—						—						2,460
Market Force Information, LLC			13.38%			L+			11.00%						Secured Debt						(9)						—						—						374						3,400						1,600						—						5,000
			12.00%									12.00%			Secured Debt						(9)						—						(6,065)						—						8,936						—						6,065						2,871
															Member Units						(9)						—						—						—						—						—						—						—
MH Corbin Holding LLC			13.00%												Secured Debt						(5)						—						(1,220)						795						5,934						9						3,234						2,709

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
															Preferred Member Units						(5)						—						—						—						—						—						—						—
															Preferred Member Units						(5)						—						—						—						—						—						—						—
MSC Adviser I, LLC															Member Units						(8)						—						(27,910)						5,620						140,400						—						27,910						112,490
Mystic Logistics Holdings, LLC			10.00%												Secured Debt						(6)						—						—						3						—						—						—						—
			10.00%												Secured Debt						(6)						—						(1)						460						6,378						1						633						5,746
															Common Stock						(6)						—						11,860						2,860						8,840						11,860						—						20,700
OMi Topco, LLC			12.00%												Secured Debt						(8)						—						(41)						1,625						18,000						41						1,791						16,250
															Preferred Member Units						(8)						—						470						1,676						20,210						470						—						20,680
PPL RVs, Inc.						L+			7.00%						Secured Debt						(8)						—						—						79						727						1,264						2,000						(9)
			8.75%			L+			7.00%						Secured Debt						(8)						—						239						1,155						11,655						8,000						—						19,655
															Common Stock						(8)						—						5,150						908						14,360						5,150						—						19,510
															Common Stock						(8)						—						—						—						—						157						—						157
Principle Environmental, LLC															Secured Debt						(8)						—						—						104						1,465						9						1,474						—
			13.00%												Secured Debt						(8)						—						—						602						5,808						18						26						5,800
															Preferred Member Units						(8)						—						1,070						656						11,160						1,070						—						12,230
															Common Stock						(8)						—						80						—						710						80						—						790
Quality Lease Service, LLC															Member Units						(7)						—						76						—						2,148						76						1,599						625
Robbins Bros. Jewelry, Inc.			13.63%			L+			11.00%						Secured Debt						(9)						—						—						24						(44)						6						—						(38)
			13.63%			L+			11.00%						Secured Debt						(9)						—						—						3,465						36,000						59						450						35,609
															Preferred Equity						(9)						—						4,140						558						11,070						4,140						—						15,210
Trantech Radiator Topco, LLC			8.00%												Secured Debt						(7)						—						—						5						(8)						3						—						(5)
			12.00%												Secured Debt						(7)						—						(17)						785						8,720						17						417						8,320
															Common Stock						(7)						—						(1,240)						87						8,660						—						1,240						7,420
Ziegler’s NYPD, LLC			12.00%												Secured Debt						(8)						—						—						57						625						—						175						450
			6.50%												Secured Debt						(8)						—						—						49						1,000						—						—						1,000
			14.00%												Secured Debt						(8)						—						(74)						292						2,750						—						74						2,676
															Preferred Member Units						(8)						—						(940)						—						2,130						—						940						1,190
															Warrants						(8)						—						—						—						—						—						—						—
Other controlled investments																											—						—						—						—						—						—						—
2717 MH, L.P.															LP Interests (2717 MH, L.P.)						(8)						—						1,979						—						3,971						3,171						—						7,142
															LP Interests (2717 HPP-MS, L.P.)						(8)						—						—						—						—						244						—						244
ASC Interests, LLC			13.00%												Secured Debt						(8)						—						—						24						200						130						30						300
			13.00%												Secured Debt						(8)						—						—						211						1,636						12						—						1,648
															Member Units						(8)						—						80						—						720						80						—						800
ATS Workholding, LLC			5.00%												Secured Debt						(9)						—						(411)						—						1,088						147						435						800
			5.00%												Secured Debt						(9)						—						(576)						—						1,917						—						619						1,298
															Preferred Member Units						(9)						—						—						—						—						—						—						—
Barfly Ventures, LLC			7.00%												Secured Debt						(5)						—						—						38						710						1						—						711
															Member Units						(5)						—						1,390						—						1,930						1,390						—						3,320
Batjer TopCo, LLC															Secured Debt						(8)						—						—						4						—						451						459						(8)
			11.00%												Secured Debt						(8)						—						—						—						—						—						—						—
			11.00%												Secured Debt						(8)						—						—						824						—						10,927						—						10,927

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
															Preferred Stock						(8)						—						—						—						—						4,095						—						4,095
Bolder Panther Group, LLC						L+			8.00%						Secured Debt						(9)						—						—						19						—						—						—						—
			12.63%			L+			10.00%						Secured Debt						(9)						—						266						5,780						39,000						60,194						—						99,194
			8.00%												Class B Preferred Member Units						(9)						—						3,840						558						23,170						3,840						—						27,010
Bridge Capital Solutions Corporation			13.00%												Secured Debt						(6)						—						—						869						8,813						—						—						8,813
			13.00%												Secured Debt						(6)						—						—						99						1,000						—						—						1,000
															Preferred Member Units						(6)						—						—						75						1,000						—						—						1,000
															Warrants						(6)						—						83						—						1,712						83						—						1,795
															Warrants						(6)						—						117						—						2,348						117						—						2,465
CBT Nuggets, LLC															Member Units						(9)						—						(2,370)						2,471						50,620						—						2,370						48,250
Centre Technologies Holdings, LLC						L+			9.00%						Secured Debt						(8)						—						—						25						—						1,440						1,440						—
			11.63%			L+			9.00%						Secured Debt						(8)						—						507						1,271						8,864						6,470						387						14,947
															Preferred Member Units						(8)						—						2,038						90						5,840						2,320						—						8,160
Chamberlin Holding LLC			8.63%			L+			6.00%						Secured Debt						(8)						—						—						6						—						—						—						—
			10.63%			L+			8.00%						Secured Debt						(8)						—						(51)						1,314						17,817						51						402						17,466
															Member Units						(8)						—						(1,810)						1,335						24,140						—						1,810						22,330
															Member Units						(8)						—						—						55						1,540						451						—						1,991
Charps, LLC			10.00%												Unsecured Debt						(5)						—						(36)						461						5,694						36						36						5,694
															Preferred Member Units						(5)						—						(780)						425						13,990						—						780						13,210
Colonial Electric Company LLC															Secured Debt						(6)						—						—						46						—						1,600						1,600						—
			12.00%												Secured Debt						(6)						—						—						2,224						24,351						45						945						23,451
															Preferred Member Units						(6)						—						80						1,287						9,130						80						—						9,210
Copper Trail Fund Investments															LP Interests (CTMH, LP)						(9)						—						—						—						710						—						—						710
Digital Products Holdings LLC			12.63%			L+			10.00%						Secured Debt						(5)						—						—						1,436						16,801						33						990						15,844
															Preferred Member Units						(5)						—						—						150						9,835						—						—						9,835
Flame King Holdings, LLC			9.25%			L+			6.50%						Secured Debt						(9)						—						64						464						6,324						1,276						—						7,600
			13.75%			L+			11.00%						Secured Debt						(9)						—						173						2,035						20,996						204						—						21,200
															Preferred Equity						(9)						—						3,440						909						10,400						3,440						—						13,840
Garreco, LLC			9.50%			L+			8.00%						Secured Debt						(8)						—						—						290						4,196						—						370						3,826
															Member Units						(8)						—						(280)						321						2,270						—						280						1,990
Gulf Manufacturing, LLC															Member Units						(8)						—						170						1,365						5,640						170						—						5,810
Gulf Publishing Holdings, LLC						L+			9.50%						Secured Debt						(8)						—						—						7						257						—						257						—
															Secured Debt						(8)						(5,822)						3,848						503						9,717						—						9,717						—
			12.50%												Secured Debt						(8)						—						(116)						—						—						2,400						116						2,284
															Member Units						(8)						—						—						—						—						—						—						—
															Member Units						(8)						—						(1,680)						—						—						5,600						1,680						3,920
Harrison Hydra-Gen, Ltd.															Common Stock						(8)						—						(250)						—						3,530						—						250						3,280
Johnson Downie Opco, LLC			14.13%			L+			11.50%						Secured Debt						(8)						—						—						10						(18)						3						—						(15)
			14.13%			L+			11.50%						Secured Debt						(8)						—						84						1,109						11,362						114						1,477						9,999
															Preferred Equity						(8)						—						2,730						808						3,150						2,730						—						5,880
JorVet Holdings, LLC			12.00%												Secured Debt						(9)						—						—						1,881						—						25,419						—						25,419
															Common Stock						(9)						—						—						468						—						10,741						—						10,741
KBK Industries, LLC															Member Units						(5)						—						770						1,007						13,620						770						—						14,390

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
MS Private Loan Fund															LP Interests						(8)						—						20						437						2,581						11,770						—						14,351
MSC Income Fund, Inc.															Common Equity						(8)						—						11						15						—						761						—						761
NAPCO Precast, LLC															Member Units						(8)						—						(2,380)						4						13,560						—						2,380						11,180
Nebraska Vet AcquireCo, LLC			8.71%			L+			7.00%						Secured Debt						(5)						—						—						7						—						—						—						—
			12.00%												Secured Debt						(5)						—						121						1,146						4,829						13,452						—						18,281
			12.00%												Secured Debt						(5)						—						71						972						10,412						88						—						10,500
															Preferred Member Units						(5)						—						—						—						7,700						—						—						7,700
NexRev LLC			11.00%												Secured Debt						(8)						—						—						26						800						—						640						160
			11.00%												Secured Debt						(8)						—						(928)						1,560						13,245						—						4,192						9,053
															Preferred Member Units						(8)						—						(2,913)						60						2,690						1,333						2,913						1,110
NRP Jones, LLC			12.00%												Secured Debt						(5)						—						—						189						2,080						—						—						2,080
															Member Units						(5)						—						(1,585)						449						6,200						—						1,585						4,615
															Member Units						(5)						—						(65)						13						240						—						65						175
NuStep, LLC			9.13%			L+			6.50%						Secured Debt						(5)						—						—						208						1,720						2,679						—						4,399
			12.00%												Secured Debt						(5)						—						(4)						1,612						17,240						1,175						4						18,411
															Preferred Member Units						(5)						—						(3,300)						—						13,500						—						3,300						10,200
Orttech Holdings, LLC						L+			11.00%						Secured Debt						(5)						—						—						16						175						—						175						—
			13.63%			L+			11.00%						Secured Debt						(5)						—						—						2,305						23,976						41						600						23,417
															Preferred Stock						(5)						—						—						579						10,000						—						—						10,000
Pearl Meyer Topco LLC															Secured Debt						(6)						—						—						24						—						1,500						1,500						—
			12.00%												Secured Debt						(6)						—						—						—						—						—						—						—
			12.00%												Secured Debt						(6)						—						(76)						2,819						32,674						76						4,069						28,681
															Member Units						(6)						—						14,850						5,754						26,970						14,850						—						41,820
River Aggregates, LLC															Member Units						(8)						—						180						—						3,280						180						—						3,460
Tedder Industries, LLC			12.00%												Secured Debt						(9)						—						—						158						1,040						800						—						1,840
			12.00%												Secured Debt						(9)						—						(71)						1,431						15,141						47						71						15,117
															Preferred Member Units						(9)						—						(1,933)						—						8,579						488						1,930						7,137
Televerde, LLC															Member Units						(8)						—						(2,076)						—						7,280						—						2,076						5,204
															Preferred Stock						(8)						—						1,076						—						—						1,794						—						1,794
Vision Interests, Inc.															Series A Preferred Stock						(9)						—						—						144						3,000						—						—						3,000
VVS Holdco LLC			8.63%			L+			6.00%						Secured Debt						(5)						—						—						45						1,169						805						1,201						773
			11.50%												Secured Debt						(5)						—						—						2,697						30,100						46						—						30,146
															Preferred Equity						(5)						—						240						300						11,840						238						—						12,078
Other																											—						—						—						—						—						—						—
Amounts related to investments transferred to or from other 1940 Act classification during the period																											—						—						985						41,748						—						—						—
Total Control investments																											$	(5,822)					$	20,618					$	110,751					$	1,489,257					$	280,134					$	128,214					$	1,599,429
Affiliate Investments
AAC Holdings, Inc.			18.00%									18.00%			Secured Debt						(7)						$	—					$	143					$	1,492					$	9,794					$	1,182					$	—					$	10,976
															Common Stock						(7)						—						(2,004)						—						2,079						—						2,004						75
															Warrants						(7)						—						(1,865)						—						1,940						—						1,865						75
AFG Capital Group, LLC															Preferred Member Units						(8)						—						—						2						144						—						144						—
															Preferred Member Units						(8)						—						1,040						200						7,740						1,040						—						8,780
ATX Networks Corp.			11.14%			L+			7.50%						Secured Debt						(6)						—						403						562						7,092						631						1,016						6,707

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
			10.00%									10.00%			Unsecured Debt						(6)						—						260						242						1,963						502						—						2,465
															Common Stock						(6)						—						—						—						—						—						—						—
BBB Tank Services, LLC			13.56%			L+			11.00%						Unsecured Debt						(8)						—						—						75						800						—						—						800
			13.56%			L+			11.00%						Unsecured Debt						(8)						—						(209)						377						1,707						—						209						1,498
															Member Units						(8)						—						—						—						—						—						—						—
			15.00%									15.00%			Preferred Stock (non-voting)						(8)						—						—						—						—						—						—						—
Boccella Precast Products LLC			10.00%												Secured Debt						(6)						—						—						24						320						—						—						320
															Member Units						(6)						—						(1,510)						73						4,830						—						1,510						3,320
Buca C, LLC			9.00%												Secured Debt						(7)						—						1,604						1,488						14,370						1,602						1,966						14,006
			6.00%									6.00%			Preferred Member Units						(7)						—						—						—						—						—						—						—
Career Team Holdings, LLC			8.63%			L+			6.00%						Secured Debt						(6)						—						—						5						—						—						—						—
			12.50%												Secured Debt						(6)						—						—						1,950						20,050						30						—						20,080
															Common Stock						(6)						—						—						—						4,500						—						—						4,500
Chandler Signs Holdings, LLC															Class A Units						(8)						—						510						—						460						510						—						970
Classic H&G Holdings, LLC			8.38%			L+			6.00%						Secured Debt						(6)						—						—						455						4,000						11,720						7,960						7,760
			8.00%												Secured Debt						(6)						—						(32)						1,201						19,274						32						32						19,274
															Preferred Member Units						(6)						—						8,530						1,294						15,260						8,530						—						23,790
Congruent Credit Opportunities Funds															LP Interests (Congruent Credit Opportunities Fund III, LP)						(8)						—						(63)						427						9,959						—						2,105						7,854
DMA Industries, LLC			12.00%												Secured Debt						(7)						—						175						1,961						20,993						207						—						21,200
															Preferred Equity						(7)						—						1,316						—						5,944						1,316						—						7,260
Dos Rios Partners															LP Interests (Dos Rios Partners - A, LP)						(8)						—						(1,147)						—						10,329						—						1,147						9,182
															LP Interests (Dos Rios Partners, LP)						(8)						—						(364)						—						3,280						—						364						2,916
Dos Rios Stone Products LLC															Class A Preferred Units						(8)						—						(290)						—						640						—						290						350
EIG Fund Investments															LP Interests (EIG Global Private Debt Fund-A, L.P.)						(8)						11						—						46						547						1,093						170						1,470
Freeport Financial SBIC Fund LP															LP Interests (Freeport Financial SBIC Fund LP)						(5)						—						(52)						2						6,078						—						1,962						4,116
															LP Interests (Freeport First Lien Loan Fund III LP)						(5)						—						(57)						309						7,231						—						1,056						6,175
GFG Group, LLC			9.00%												Secured Debt						(5)						—						(25)						969						12,545						25						825						11,745
															Preferred Member Units						(5)						—						150						417						6,990						150						—						7,140
Hawk Ridge Systems, LLC			8.38%			L+			6.00%						Secured Debt						(9)						—						—						150						2,585						597						—						3,182
			8.00%												Secured Debt						(9)						—						(4)						2,145						34,800						3,004						4						37,800
															Preferred Member Units						(9)						—						4,400						803						14,680						4,400						—						19,080
															Preferred Member Units						(9)						—						230						—						770						230						—						1,000
Houston Plating and Coatings, LLC			8.00%												Unsecured Convertible Debt						(8)						—						(210)						182						2,960						—						210						2,750
															Member Units						(8)						—						(990)						17						3,210						—						990						2,220
HPEP 3, L.P.															LP Interests (HPEP 3, L.P.)						(8)						779						254						(80)						4,712						1,033						1,414						4,331
															LP Interests (HPEP 4, L.P.)						(8)						—						—						—						—						1,896						—						1,896
															LP Interests (423 COR, LP)						(8)						—						—						—						—						1,400						—						1,400

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
I-45 SLF LLC															Member Units (Fully diluted 20.0%; 21.75% profits interest)						(8)						—						(1,880)						1,499						14,387						—						1,880						12,507
Iron-Main Investments, LLC			12.50%												Secured Debt						(5)						—						—						443						4,557						7						—						4,564
			12.50%												Secured Debt						(5)						—						—						308						3,170						4						—						3,174
			12.50%												Secured Debt						(5)						—						—						848						8,944						—						—						8,944
			12.50%												Secured Debt						(5)						—						—						1,926						19,805						30						—						19,835
															Common Stock						(5)						—						—						—						1,798						—						—						1,798
L.F. Manufacturing Holdings, LLC															Preferred Member Units (non-voting)						(8)						—						—						9						107						10						117						—
															Member Units						(8)						617						(541)						224						2,560						617						3,177						—
OnAsset Intelligence, Inc.			12.00%									12.00%			Secured Debt						(8)						—						(273)						28						935						28						273						690
			12.00%									12.00%			Secured Debt						(8)						—						(280)						29						954						29						280						703
			12.00%									12.00%			Secured Debt						(8)						—						(602)						62						2,055						62						602						1,515
			12.00%									12.00%			Secured Debt						(8)						—						(1,255)						129						4,285						130						1,255						3,160
			10.00%									10.00%			Unsecured Debt						(8)						—						—						5						192						5						—						197
			7.00%									7.00%			Preferred Stock						(8)						—						—						—						—						—						—						—
															Common Stock						(8)						—						—						—						—						—						—						—
															Warrants						(8)						—						—						—						—						—						—						—
Oneliance, LLC			13.56%			L+			11.00%						Secured Debt						(7)						—						—						—						—						—						—						—
			13.56%			L+			11.00%						Secured Debt						(7)						—						—						536						5,547						9						—						5,556
															Preferred Stock						(7)						—						—						—						1,056						—						—						1,056
Quality Lease Service, LLC			12.00%												Secured Debt						(8)						(67)						—						—						—						—						—						—
															Preferred Member Units						(8)						—						—						—						—						—						—						—
SI East, LLC			10.25%												Secured Debt						(7)						—						—						195						2,250						3,750						3,750						2,250
			10.25%												Secured Debt						(7)						—						—						6,068						63,600						31,125						1,489						93,236
															Preferred Member Units						(7)						—						3,380						568						11,570						3,380						—						14,950
Slick Innovations, LLC			11.00%												Secured Debt						(6)						—						(41)						481						5,320						41						1,121						4,240
															Common Stock						(6)						—						130						—						1,510						130						—						1,640
															Warrants						(6)						—						40						—						400						40						—						440
Sonic Systems International, LLC			9.75%			L+			7.50%						Secured Debt						(8)						—						102						966						11,757						3,856						—						15,613
															Common Stock						(8)						—						64						32						1,070						350						—						1,420
Superior Rigging & Erecting Co.			12.00%												Secured Debt						(7)						—						—						1,991						21,332						35						—						21,367
															Preferred Member Units						(7)						—						—						—						4,500						—						—						4,500
The Affiliati Network, LLC															Secured Debt						(9)						—						—						28						262						3,523						3,800						(15)
			13.00%												Secured Debt						(9)						—						—						1,166						12,834						35						1,720						11,149
															Preferred Stock						(9)						—						—						339						6,400						—						—						6,400
UnionRock Energy Fund II, LP															LP Interests						(9)						—						(64)						194						6,123						1,880						2,649						5,354
UniTek Global Services, Inc.			10.76%			SF+			5.50%			2.00%			Secured Debt						(6)						—						3						29						371						9						—						380
			10.76%			SF+			5.50%			2.00%			Secured Debt						(6)						—						26						146						1,852						61						212						1,701
			15.00%									15.00%			Secured Convertible Debt						(6)						—						782						167						2,375						1,896						—						4,271
			20.00%									20.00%			Preferred Stock						(6)						—						(280)						280						2,832						281						280						2,833
			20.00%									20.00%			Preferred Stock						(6)						—						153						—						1,498						153						—						1,651
			19.00%									19.00%			Preferred Stock						(6)						—						—						—						—						—						—						—

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

Company			Total Rate			Base Rate			Spread			PIK Rate			Type of Investment(1)(10)(11)						Geography						Amount of Realized Gain/(Loss)						Amount of Unrealized Gain/(Loss)						Amount of Interest, Fees or Dividends Credited to Income(2)						December 31, 2021 Fair Value						Gross Additions(3)						Gross Reductions(4)						September 30, 2022 Fair Value (13)
			13.50%									13.50%			Preferred Stock						(6)						—						—						—						—						—						—						—
															Common Stock						(6)						—						—						—						—						—						—						—
Volusion, LLC			11.50%												Secured Debt						(8)						—						(104)						1,490						17,434						—						804						16,630
			8.00%												Unsecured Convertible Debt						(8)						—						—						24						409						—						—						409
															Preferred Member Units						(8)						—						(5,989)						—						5,990						—						5,990						—
															Warrants						(8)						—						—						—						—						—						—						—
Other																											—						—						—						—						—						—						—
Amounts related to investments transferred to or from other 1940 Act classification during the period																											—						139						1,302						32,597						—						—						—
Total Affiliate investments																											$	1,340					$	3,703					$	38,300					$	549,214					$	92,606					$	56,642					$	552,581

________________

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

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

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

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

(5)Portfolio company located in the Midwest region as determined by location of the corporate headquarters. The fair value as of September 30, 2022 for control investments located in this region was $346,535. This represented 21.7% of net assets as of September 30, 2022. The fair value as of September 30, 2022 for affiliate investments located in this region was $67,491. This represented 12.2% of net assets as of September 30, 2022.

(6)Portfolio company located in the Northeast region as determined by location of the corporate headquarters. The fair value as of September 30, 2022 for control investments located in this region was $144,681. This represented 9.0% of net assets as of September 30, 2022. The fair value as of September 30, 2022 for affiliate investments located in this region was $105,372. This represented 19.1% of net assets as of September 30, 2022.

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MAIN STREET CAPITAL CORPORATION

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

September 30, 2022

(dollars in thousands)

(unaudited)

(7)Portfolio company located in the Southeast region as determined by location of the corporate headquarters. The fair value as of September 30, 2022 for control investments located in this region was $16,360. This represented 1.0% of net assets as of September 30, 2022. The fair value as of September 30, 2022 for affiliate investments located in this region was $196,507. This represented 35.6% of net assets as of September 30, 2022.

(8)Portfolio company located in the Southwest region as determined by location of the corporate headquarters. The fair value as of September 30, 2022 for control investments located in this region was $593,513. This represented 37.1% of net assets as of September 30, 2022. The fair value as of September 30, 2022 for affiliate investments located in this region was $99,261. This represented 18.0% of net assets as of September 30, 2022.

(9)Portfolio company located in the West region as determined by location of the corporate headquarters. The fair value as of September 30, 2022 for control investments located in this region was $498,340. This represented 31.2% of net assets as of September 30, 2022. The fair value as of September 30, 2022 for affiliate investments located in this region was $83,950. This represented 15.2% of net assets as of September 30, 2022.

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

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

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

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

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

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

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

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

ORGANIZATION

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

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

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

MSC Adviser I, LLC (the “External Investment Manager”) was formed in November 2013 as a wholly-owned subsidiary of Main Street to provide investment management and other services to parties other than Main Street (“External Parties”) and receives fee income for such services. MSCC has been granted no-action relief by the Securities and Exchange Commission (“SEC”) to allow the External Investment Manager to register as a registered investment adviser under the Investment Advisers Act of 1940, as amended. Since the External Investment Manager conducts all of its

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

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

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

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

OVERVIEW OF OUR BUSINESS

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

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

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

Our Middle Market portfolio investments primarily consist of direct investments in or secondary purchases of interest-bearing syndicated loans or debt securities in privately held companies based in the United States that are generally larger in size than the companies included in our LMM portfolio. Our Middle Market portfolio debt investments are generally secured by a first priority lien on the assets of the portfolio company and typically have an expected duration of between three and seven years from the original investment date.

Our other portfolio (“Other Portfolio”) investments primarily consist of investments that are not consistent with the typical profiles for our LMM, Private Loan or Middle Market portfolio investments, including investments which may

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be managed by third parties. In our Other Portfolio, we may incur indirect fees and expenses in connection with investments managed by third parties, such as investments in other investment companies or private funds.

Subject to changes in our cash and overall liquidity, our Investment Portfolio (as defined below) may also include short-term portfolio investments that are atypical of our LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital. These assets are typically expected to be liquidated in one year or less and are not expected to be a significant portion of the overall Investment Portfolio. The “Investment Portfolio”, as used herein, refers to all of our investments in LMM companies (including both our LMM and Private Loan portfolio investments) and investments in Middle Market companies (including both our Private Loan and Middle Market portfolio investments), Other Portfolio investments and our investment in the External Investment Manager.

Our external asset management business is conducted through the External Investment Manager. The External Investment Manager earns management fees based on the assets of the funds under management and may earn incentive fees, or a carried interest, based on the performance of the funds managed.

Our portfolio investments are generally made through MSCC, the Taxable Subsidiaries, the Funds and the Structured Subsidiaries. MSCC, the Taxable Subsidiaries, the Funds and the Structured Subsidiaries share the same investment strategies and criteria, although they are subject to different regulatory regimes (see Regulation). An investor’s return in MSCC will depend, in part, on the Taxable Subsidiaries’, the Funds’ and the Structured Subsidiaries’ investment returns as they are wholly-owned subsidiaries of MSCC.

The level of new portfolio investment activity will fluctuate from period to period based upon our view of the current economic fundamentals, our ability to identify new investment opportunities that meet our investment criteria, and our ability to consummate the identified opportunities. The level of new investment activity, and associated interest and fee income, will directly impact future investment income. In addition, the level of dividends paid by portfolio companies and the portion of our portfolio debt investments on non-accrual status will directly impact future investment income. While we intend to grow our portfolio and our investment income over the long term, our growth and our operating results may be more limited during depressed economic periods. However, we intend to appropriately manage our cost structure and liquidity position based on applicable economic conditions and our investment outlook. The level of realized gains or losses and unrealized appreciation or depreciation on our investments will also fluctuate depending upon portfolio activity, economic conditions and the performance of our individual portfolio companies. The changes in realized gains and losses and unrealized appreciation or depreciation could have a material impact on our operating results.

Because we are internally managed, we do not pay any external investment advisory fees, but instead directly incur the operating costs associated with employing investment and portfolio management professionals. We believe that our internally managed structure provides us with a better alignment of interests between our management team and our employees and our shareholders and a beneficial operating expense structure when compared to other publicly traded and privately held investment firms which are externally managed, and our internally managed structure allows us the opportunity to leverage our non-interest operating expenses as we grow our Investment Portfolio and our External Investment Manager’s asset management business (as defined below). The ratio of our total operating expenses, excluding interest expense, as a percentage of our quarterly average total assets was 1.4% for each of the trailing twelve months ended September 30, 2023 and 2022, and for the year ended December 31, 2022. The ratio of our total operating expenses, including interest expense, as a percentage of our quarterly average total assets was 3.7% and 3.3% for the trailing twelve months ended September 30, 2023 and 2022, respectively, and 3.3% for the year ended December 31, 2022. Our ratio of expenses as a percentage of our average net asset value is described in greater detail in Note F – Financial Highlights to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

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

Additionally, the External Investment Manager has entered into investment management agreements with MS Private Loan Fund I, LP (the “Private Loan Fund”) and MS Private Loan Fund II, LP (the “Private Loan Fund II”), each a private investment fund with a strategy to co-invest with Main Street in Private Loan portfolio investments, pursuant to which the External Investment Manager provides investment advisory and management services to each fund in exchange for an asset-based fee and certain incentive fees. The External Investment Manager may also advise other clients, including

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funds and separately managed accounts, pursuant to advisory and services agreements with such clients in exchange for asset-based and incentive fees.

The External Investment Manager earns management fees based on the assets of the funds and accounts under management and may earn incentive fees, or a carried interest, based on the performance of the funds and accounts managed. The total contribution of the External Investment Manager to our net investment income consists of the combination of the expenses allocated to the External Investment Manager and the dividend income earned from the External Investment Manager. The total contribution to our net investment income was $7.6 million and $5.0 million for the three months ended September 30, 2023 and 2022, respectively. During the three months ended September 30, 2023 and 2022, the External Investment Manager earned base management fee income of $5.7 million and $5.5 million, respectively. The External Investment Manager earned incentive fee income of $2.6 million during the three months ended September 30, 2023. During the three months ended September 30, 2022, no incentive fee income was earned. The External Investment Manager earned administrative services fee income of $0.2 million during each of the three months ended September 30, 2023 and 2022. Our total expenses are net of expenses allocated to the External Investment Manager for the three months ended September 30, 2023 and 2022 of $5.4 million and $3.3 million, respectively. The total contribution to our net investment income was $24.2 million and $15.2 million for the nine months ended September 30, 2023 and 2022, respectively. During the nine months ended September 30, 2023 and 2022, the External Investment Manager earned base management fee income of $16.7 million and $16.3 million, respectively. The External Investment Manager earned incentive fee income of $9.6 million during the nine months ended September 30, 2023. During the nine months ended September 30, 2022, incentive fee income earned by the External Investment Manager was not significant. The External Investment Manager earned administrative services fee income of $0.5 million during each of the nine months ended September 30, 2023 and 2022. Our total expenses are net of expenses allocated to the External Investment Manager for the nine months ended September 30, 2023 and 2022 of $16.1 million and $9.6 million, respectively.

We have received an exemptive order from the SEC permitting co-investments among us, MSC Income and other funds and clients advised by the External Investment Manager in certain negotiated transactions where co-investing would otherwise be prohibited under the 1940 Act. We have made co-investments with, and in the future intend to continue to make co-investments with MSC Income, the Private Loan Fund, the Private Loan Fund II and other funds and clients advised by the External Investment Manager, in accordance with the conditions of the order. The order requires, among other things, that we and the External Investment Manager consider whether each such investment opportunity is appropriate for us and the External Investment Manager’s advised clients, as applicable, and if it is appropriate, to propose an allocation of the investment opportunity between such parties. Because the External Investment Manager may receive performance-based fee compensation from funds and clients advised by the External Investment Manager, this may provide the Company and the External Investment Manager an incentive to allocate opportunities to other participating funds and clients instead of us. However, both we and the External Investment Manager have policies and procedures in place to manage this conflict, including oversight by the independent members of our Board of Directors. In addition to the co-investment program described above, we also co-invest in syndicated deals and other transactions where price is the only negotiated point by us and our affiliates.

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INVESTMENT PORTFOLIO SUMMARY

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

			As of September 30, 2023
			LMM (a)						Private Loan						Middle Market
			(dollars in millions)
Number of portfolio companies			79						89						27
Fair value			$	2,190.4					$	1,544.0					$	290.6
Cost			$	1,716.9					$	1,577.5					$	343.3
Debt investments as a % of portfolio (at cost)			71.9		%				96.2		%				92.7		%
Equity investments as a % of portfolio (at cost)			28.1		%				3.8		%				7.3		%
% of debt investments at cost secured by first priority lien			99.2		%				99.5		%				99.2		%
Weighted-average annual effective yield (b)			12.9		%				12.9		%				12.3		%
Average EBITDA (c)			$	8.2					$	28.8					$	65.7

____________________

(a)At September 30, 2023, we had equity ownership in all of our LMM portfolio companies, and the average fully diluted equity ownership in those portfolio companies was 40%.

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of September 30, 2023, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-accrual status. The weighted-average annual effective yield on our debt portfolio as of September 30, 2023 including debt investments on non-accrual status was 12.8% for our LMM portfolio, 12.2% for our Private Loan portfolio and 10.9% for our Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

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

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

____________________

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

(b)The weighted-average annual effective yields were computed using the effective interest rates for all debt investments at cost as of December 31, 2022, including amortization of deferred debt origination fees and accretion of original issue discount but excluding fees payable upon repayment of the debt instruments and any debt investments on non-

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accrual status. The weighted-average annual effective yield on our debt portfolio as of December 31, 2022 including debt investments on non-accrual status was 11.6% for our LMM portfolio, 11.2% for our Private Loan portfolio and 10.3% for our Middle Market portfolio. The weighted-average annual effective yield is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

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

For the three months ended September 30, 2023 and 2022, we achieved an annualized total return on investments of 16.0% and 10.5%, respectively. For each of the nine months ended September 30, 2023 and 2022, we achieved an annualized total return on investments of 15.4% and 9.6%, respectively. For the year ended December 31, 2022, we achieved a total return on investments of 11.1%. Total return on investments is calculated using the interest, dividend and fee income, as well as the realized and unrealized change in fair value of the Investment Portfolio for the specified period. Our total return on investments is not reflective of what an investor in shares of our common stock will realize on its investment because it does not reflect changes in the market value of our stock, our utilization of debt capital in our capital structure, our expenses or any sales load paid by an investor.

As of September 30, 2023, we had Other Portfolio investments in 15 entities, collectively totaling $123.6 million in fair value and $132.2 million in cost basis and which comprised 2.9% and 3.5% of our Investment Portfolio at fair value and cost, respectively. As of December 31, 2022, we had Other Portfolio investments in 14 entities, collectively totaling $116.3 million in fair value and $120.4 million in cost basis and which comprised 2.8% and 3.2% of our Investment Portfolio at fair value and cost, respectively.

As previously discussed, the External Investment Manager is a wholly-owned subsidiary that is treated as a portfolio investment. As of September 30, 2023, this investment had a fair value of $146.1 million and a cost basis of $29.5 million, which comprised 3.4% and 0.8% of our Investment Portfolio at fair value and cost, respectively. As of December 31, 2022, this investment had a fair value of $122.9 million and a cost basis of $29.5 million, which comprised 3.0% and 0.8% of our Investment Portfolio at fair value and cost, respectively.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the periods reported. Actual results could materially differ from those estimates. Critical accounting policies are those that require management to make subjective or complex judgments about the effect of matters that are inherently uncertain and may change in subsequent periods. Changes that may be required in the underlying assumptions or estimates in these areas could have a material impact on our current and future financial condition and results of operations.

Management has discussed the development and selection of each critical accounting policy and estimate with the Audit Committee of the Board of Directors. Our critical accounting policies and estimates include the Investment Portfolio Valuation and Revenue Recognition policies described below. Our significant accounting policies are described in greater detail in Note B — Summary of Significant Accounting Policies to the consolidated financial statements included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Investment Portfolio Valuation

The most significant determination inherent in the preparation of our consolidated financial statements is the valuation of our Investment Portfolio and the related amounts of unrealized appreciation and depreciation. We consider this determination to be a critical accounting estimate, given the significant judgments and subjective measurements required. As of September 30, 2023 and December 31, 2022, our Investment Portfolio valued at fair value represented 96% and 97%, respectively, of our total assets. We are required to report our investments at fair value. We follow the provisions of FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”). ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value and enhances disclosure requirements for fair value measurements. ASC 820 requires us to assume that the portfolio investment

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is to be sold in the principal market to independent market participants, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal market that are independent, knowledgeable and willing and able to transact. See Note B.1. — Summary of Significant Accounting Policies — Valuation of the Investment Portfolio included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for a detailed discussion of our Investment Portfolio valuation process and procedures.

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

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

Revenue Recognition

Interest and Dividend Income

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

Fee Income

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

Payment-in-Kind (“PIK”) Interest and Cumulative Dividends

We hold certain debt and preferred equity instruments in our Investment Portfolio that contain PIK interest and cumulative dividend provisions. The PIK interest, computed at the contractual rate specified in each debt agreement, is periodically added to the principal balance of the debt and is recorded as interest income. Thus, the actual collection of this interest may be deferred until the time of debt principal repayment. Cumulative dividends are recorded as dividend income, and any dividends in arrears are added to the balance of the preferred equity investment. The actual collection of these dividends in arrears may be deferred until such time as the preferred equity is redeemed or sold. To maintain RIC tax treatment (as discussed in Note B.9. — Summary of Significant Accounting Policies — Income Taxes included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q), these non-cash sources of income may need to be paid out to stockholders in the form of distributions, even though we may not have collected the PIK interest and cumulative dividends in cash. We stop accruing PIK interest and cumulative dividends and write off any accrued and uncollected interest and dividends in arrears when we determine that such PIK interest and dividends in arrears are no longer collectible. For the three months ended September 30, 2023 and 2022, (i) 1.9% and 1.2%, respectively, of our total investment income was attributable to PIK interest income not paid currently in cash and (ii) 0.3% and 0.3%, respectively, of our total investment income was attributable to cumulative dividend income not paid currently in cash. For the nine months ended September 30, 2023 and 2022, (i) 2.0% and 1.3%, respectively, of our total investment income was

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attributable to PIK interest income not paid currently in cash and (ii) 0.3% and 0.5%, respectively, of our total investment income was attributable to cumulative dividend income not paid currently in cash.

INVESTMENT PORTFOLIO COMPOSITION

The following tables summarize the composition of our total combined LMM, Private Loan and Middle Market portfolio investments at cost and fair value by type of investment as a percentage of the total combined LMM, Private Loan and Middle Market portfolio investments as of September 30, 2023 and December 31, 2022 (this information excludes Other Portfolio investments, short-term portfolio investments and the External Investment Manager).

Cost:						September 30, 2023						December 31, 2022
First lien debt						83.9		%				85.0		%
Equity						15.4						14.2
Second lien debt						0.3						0.3
Equity warrants						0.2						0.2
Other						0.2						0.3
						100.0		%				100.0		%

Fair Value:						September 30, 2023						December 31, 2022
First lien debt						73.2		%				75.2		%
Equity						26.0						24.1
Second lien debt						0.4						0.3
Equity warrants						0.2						0.1
Other						0.2						0.3
						100.0		%				100.0		%

Our LMM, Private Loan and Middle Market portfolio investments carry a number of risks including: (1) investing in companies which may have limited operating histories and financial resources; (2) holding investments that generally are not publicly traded and which may be subject to legal and other restrictions on resale; and (3) other risks common to investing in below investment-grade debt and equity investments in our Investment Portfolio. Please see Item 1A. Risk Factors — Risks Related to our Investments contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 for a more complete discussion of the risks involved with investing in our Investment Portfolio.

PORTFOLIO ASSET QUALITY

We utilize an internally developed investment rating system to rate the performance of each LMM, Private Loan and Middle Market portfolio company and to monitor our expected level of returns on each of our LMM, Private Loan and Middle Market investments in relation to our expectations for the portfolio company. The investment rating system takes into consideration various factors, including each investment’s expected level of returns, the collectability of our debt investments and the ability to receive a return of the invested capital in our equity investments, comparisons to competitors and other industry participants, the portfolio company’s future outlook and other factors that are deemed to be significant to the portfolio company.

As of September 30, 2023, investments on non-accrual status comprised 1.0% of our total Investment Portfolio at fair value and 3.1% at cost. As of December 31, 2022, investments on non-accrual status comprised 0.6% of our total Investment Portfolio at fair value and 3.7% at cost.

The operating results of our portfolio companies are impacted by changes in the broader fundamentals of the United States economy. In periods during which the United States economy contracts, it is likely that the financial results of small to mid-sized companies, like those in which we invest, could experience deterioration or limited growth from current levels, which could ultimately lead to difficulty in meeting their debt service requirements, to an increase in defaults on our debt investments or in realized losses on our investments and to difficulty in maintaining historical dividend payment rates and unrealized appreciation on our equity investments. Consequently, we can provide no

assurance that the performance of certain portfolio companies will not be negatively impacted by future economic cycles or other conditions, which could also have a negative impact on our future results.

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DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS

Comparison of the three months ended September 30, 2023 and 2022

Set forth below is a comparison of the results of operations, and a reconciliation of net investment income to distributable net investment income, for the three months ended September 30, 2023 and 2022.

			Three Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Total investment income			$	123,237					$	98,387					$	24,850					25		%
Total expenses			(41,058)						(35,939)						(5,119)						14		%
Net investment income			82,179						62,448						19,731						32		%
Net realized gain from investments			664						5,031						(4,367)						NM
Net unrealized appreciation (depreciation) from investments			27,011						(10,081)						37,092						NM
Income tax provision			(6,593)						(2,060)						(4,533)						NM
Net increase in net assets resulting from operations			$	103,261					$	55,338					$	47,923					87		%

			Three Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands, except per share amounts)
Net investment income			$	82,179					$	62,448					$	19,731					32		%
Share‑based compensation expense			4,164						3,617						547						15		%
Deferred compensation benefit			(172)						(298)						126						NM
Distributable net investment income (a)			$	86,171					$	65,767					$	20,404					31		%
Net investment income per share—Basic and diluted			$	0.99					$	0.83					$	0.16					19		%
Distributable net investment income per share—Basic and diluted (a)			$	1.04					$	0.88					$	0.16					18		%

____________________

NM    — Net Change % not meaningful

(a)Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impacts of share-based compensation expense and deferred compensation expense or benefit. We believe presenting distributable net investment income and the related per share amounts is useful and appropriate supplemental disclosure for analyzing our financial performance since share-based compensation does not require settlement in cash and deferred compensation expense or benefit does not result in a net cash impact to Main Street upon settlement. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is detailed in the table above.

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Investment Income

Total investment income for the three months ended September 30, 2023 was $123.2 million, a 25% increase from the $98.4 million of total investment income for the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

			Three Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Interest income			$	99,381					$	75,023					$	24,358					32		%	(a)
Dividend income			21,192						19,424						1,768						9		%	(b)
Fee income			2,664						3,940						(1,276)						(32)		%	(c)
Total investment income			$	123,237					$	98,387					$	24,850					25		%	(d)

____________________

(a)The increase in interest income was primarily due to (i) an increase in interest rates on floating rate Investment Portfolio debt investments primarily resulting from increases in benchmark index rates and (ii) higher average levels of income producing Investment Portfolio debt investments.

(b)The increase in dividend income from Investment Portfolio equity investments was primarily a result of (i) continued strong dividend income from our LMM portfolio companies and (ii) an increase in dividend income from the External Investment Manager.

(c)The decrease in fee income was primarily related to a $1.7 million decrease related to lower originations of Investment Portfolio investments, partially offset by a $0.4 million increase in fees received from refinancing and prepayment of debt investments.

(d)The increase in total investment income includes a net increase of $0.2 million in certain income considered less consistent or non-recurring, which relates to income from accelerated prepayment, repricing and other activity related to portfolio debt investments, when compared to the same period in 2022.

Expenses

Total expenses for the three months ended September 30, 2023 were $41.1 million, a 14% increase from the $35.9 million in the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

			Three Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Cash compensation			$	11,732					$	10,702					$	1,030					10		%	(a)
Deferred compensation plan expense (benefit)			(172)						(298)						126						42		%
Compensation			11,560						10,404						1,156						11		%
General and administrative			4,324						4,018						306						8		%
Interest			26,414						21,234						5,180						24		%	(b)
Share-based compensation			4,164						3,617						547						15		%
Gross expenses			46,462						39,273						7,189						18		%
Expenses allocated to the External Investment Manager			(5,404)						(3,334)						(2,070)						62		%	(c)
Total expenses			$	41,058					$	35,939					$	5,119					14		%

____________________

(a)The increase in cash compensation was primarily related to (i) increased base compensation rates, (ii) increased incentive compensation accruals and (iii) increased headcount to support our growing Investment Portfolio and asset management activities.

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(b)The increase in interest expense was primarily related to an increased weighted average interest rate on our debt obligations resulting from (i) an increased average interest rate on our multi-year revolving credit facility (the “Corporate Facility”) and special purpose vehicle revolving credit facility (the “SPV Facility” and, together with the Corporate Facility, the “Credit Facilities”) due to increases in benchmark index rates and (ii) the addition of our SPV Facility and the December 2025 Notes in the fourth quarter of 2022 at higher contractual interest rates than debt obligations repaid with such borrowing proceeds, partially offset by decreased average outstanding borrowings.

(c)The increase in expenses allocated to the External Investment Manager was primarily related to (i) increased overall operating costs at Main Street, (ii) an increase in assets under management and (iii) the positive operating results from the assets managed for clients of the External Investment Manager.

Net Investment Income

Net investment income for the three months ended September 30, 2023 increased 32% to $82.2 million, or $0.99 per share, compared to net investment income of $62.4 million, or $0.83 per share, in the corresponding period of 2022. The increase in net investment income was principally attributable to the increase in total investment income, partially offset by higher operating expenses, both as discussed above. The increase in net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the three months ended September 30, 2023, primarily due to shares issued since the beginning of the comparable period in prior year through our (i) at-the-market (“ATM”) program and public offering in August 2022, (ii) dividend reinvestment plan and (iii) equity incentive plans. Net investment income per share in the third quarter of 2023 and the third quarter of 2022 did not include significant impacts from items considered less consistent or non-recurring in nature.

Distributable Net Investment Income

Distributable net investment income for the three months ended September 30, 2023 increased 31% to $86.2 million, or $1.04 per share, compared with $65.8 million, or $0.88 per share, in the corresponding period of 2022. The increase in distributable net investment income was primarily due to the increased level of total investment income, partially offset by higher operating expenses, excluding the impact of share-based compensation expense and deferred compensation expense (benefit). The increase in distributable net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the three months ended September 30, 2023 as discussed above. Distributable net investment income per share in the third quarter of 2023 and the third quarter of 2022 did not include significant amounts of items considered less consistent or non-recurring in nature.

Net Realized Gain (Loss) from Investments

The following table provides a summary of the primary components of the total net realized gain on investments of $0.7 million for the three months ended September 30, 2023.

			Three Months Ended September 30, 2023
			Full Exits												Partial Exits												Restructures												Other (a)						Total
			Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						Net Gain/(Loss)
			(dollars in thousands)
LMM portfolio			$	—					—						$	—					—						$	—					—						$	(2)					$	(2)
Private Loan portfolio			(888)						1						—						—						—						—						157						(731)
Middle Market portfolio			—						—						—						—						—						—						(335)						(335)
Other Portfolio			—						—						1,732						2						—						—						—						1,732
Total net realized gain/(loss)			$	(888)					1						$	1,732					2						$	—					—						$	(180)					$	664

____________________

(a)Other activity includes realized gains and losses from transactions involving 12 portfolio companies which are not considered to be significant individually or in the aggregate.

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Net Unrealized Appreciation (Depreciation)

The following table provides a summary of the total net unrealized appreciation of $27.0 million for the three months ended September 30, 2023.

			Three Months Ended September 30, 2023
			LMM (a)						Private Loan						Middle Market						Other						Total
			(dollars in thousands)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period			$	(264)					$	1,018					$	359					$	(1,732)					$	(619)
Net unrealized appreciation (depreciation) relating to portfolio investments			24,499						(14,258)						4,037						13,352			(b)			27,630
Total net unrealized appreciation (depreciation) relating to portfolio investments			$	24,235					$	(13,240)					$	4,396					$	11,620					$	27,011

____________________

(a)Includes unrealized appreciation on 32 LMM portfolio investments and unrealized depreciation on 23 LMM portfolio investments.

(b)Includes (i) $12.2 million of unrealized appreciation relating to the External Investment Manager and (ii) $1.4 million of net unrealized appreciation relating to the Other Portfolio, partially offset by $0.2 million of unrealized depreciation relating to the assets of the deferred compensation plan.

Income Tax Provision

The income tax provision for the three months ended September 30, 2023 of $6.6 million principally consisted of (i) a deferred tax provision of $5.3 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences and (ii) a current tax provision of $1.3 million, related to a $1.0 million provision for current U.S. federal and state income taxes and a $0.3 million provision for excise tax on our estimated undistributed taxable income. The income tax provision for the three months ended September 30, 2022 of $2.1 million principally consisted of (i) a current tax provision of $1.6 million primarily related to a $1.0 million provision for excise tax on our estimated undistributed taxable income and a $0.6 million provision for current U.S. federal and state income taxes and (ii) a deferred tax provision of $0.5 million.

Net Increase in Net Assets Resulting from Operations

The net increase in net assets resulting from operations for the three months ended September 30, 2023 was $103.3 million, or $1.25 per share, compared with $55.3 million, or $0.74 per share, during the three months ended September 30, 2022. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the three months ended September 30, 2023 as compared to the three months ended September 30, 2022.

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Comparison of the nine months ended September 30, 2023 and 2022

Set forth below is a comparison of the results of operations, and a reconciliation of net investment income to distributable net investment income, for the nine months ended September 30, 2023 and 2022.

			Nine Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Total investment income			$	371,074					$	262,981					$	108,093					41		%
Total expenses			(122,202)						(93,597)						(28,605)						31		%
Net investment income			248,872						169,384						79,488						47		%
Net realized gain (loss) from investments			(103,223)						3,302						(106,525)						NM
Net unrealized appreciation (depreciation) from investments			167,070						(19,922)						186,992						NM
Income tax provision			(23,353)						(17,477)						(5,876)						NM
Net increase in net assets resulting from operations			$	289,366					$	135,287					$	154,079					114		%

			Nine Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands, except per share amounts)
Net investment income			$	248,872					$	169,384					$	79,488					47		%
Share‑based compensation expense			12,351						10,031						2,320						23		%
Deferred compensation expense (benefit)			717						(1,899)						2,616						NM
Distributable net investment income (a)			$	261,940					$	177,516					$	84,424					48		%
Net investment income per share—Basic and diluted			$	3.07					$	2.31					$	0.76					33		%
Distributable net investment income per share—Basic and diluted (a)			$	3.23					$	2.42					$	0.81					33		%

____________________

NM    — Net change % not meaningful

(a)Distributable net investment income is net investment income as determined in accordance with U.S. GAAP, excluding the impacts of share-based compensation expense and deferred compensation expense or benefit. We believe presenting distributable net investment income and the related per share amounts is useful and appropriate supplemental disclosure for analyzing our financial performance since share-based compensation does not require settlement in cash and deferred compensation expense or benefit does not result in a net cash impact to Main Street upon settlement. However, distributable net investment income is a non-U.S. GAAP measure and should not be considered as a replacement for net investment income or other earnings measures presented in accordance with U.S. GAAP and should be reviewed only in connection with such U.S. GAAP measures in analyzing our financial performance. A reconciliation of net investment income in accordance with U.S. GAAP to distributable net investment income is detailed in the table above.

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Investment Income

Total investment income for the nine months ended September 30, 2023 was $371.1 million, a 41% increase from the $263.0 million of total investment income for the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

			Nine Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Interest income			$	290,045					$	198,446					$	91,599					46		%	(a)
Dividend income			71,014						53,959						17,055						32		%	(b)
Fee income			10,015						10,576						(561)						(5)		%
Total investment income			$	371,074					$	262,981					$	108,093					41		%	(c)

____________________

(a)The increase in interest income was primarily due to (i) an increase in interest rates on floating rate Investment Portfolio debt investments primarily resulting from increases in benchmark index rates and (ii) higher average levels of income producing Investment Portfolio debt investments.

(b)The increase in dividend income from Investment Portfolio equity investments was primarily a result of (i) an $11.2 million increase related to dividend income considered to be less consistent or non-recurring, (ii) growth in dividend income from a variety of portfolio companies resulting from the improved operating results, financial condition and liquidity positions of those portfolio companies and (iii) a $2.5 million increase in dividend income from the External Investment Manager.

(c)The increase in total investment income includes a net increase of $11.8 million in the impact of certain income considered less consistent or non-recurring, including (i) an $11.2 million increase in dividend income and (ii) a $0.6 million increase in accelerated prepayment, repricing and other activity related to certain Investment Portfolio debt investments.

Expenses

Total expenses for the nine months ended September 30, 2023 were $122.2 million, a 31% increase from the $93.6 million in the corresponding period of 2022. The following table provides a summary of the changes in the comparable period activity.

			Nine Months Ended September 30,												Net Change
			2023						2022						Amount						%
			(dollars in thousands)
Cash compensation			$	34,143					$	28,379					$	5,764					20		%	(a)
Deferred compensation plan expense (benefit)			717						(1,899)						2,616						(138)		%	(b)
Compensation			34,860						26,480						8,380						32		%
General and administrative			12,915						11,483						1,432						12		%
Interest			78,165						55,216						22,949						42		%	(c)
Share-based compensation			12,351						10,031						2,320						23		%	(d)
Gross expenses			138,291						103,210						35,081						34		%
Expenses allocated to the External Investment Manager			(16,089)						(9,613)						(6,476)						67		%	(e)
Total expenses			$	122,202					$	93,597					$	28,605					31		%

____________________

(a)The increase in cash compensation was primarily related to increased incentive compensation accruals, increased base compensation rates and increased headcount to support our growing Investment Portfolio and asset management activities.

(b)The change in the non-cash deferred compensation plan expense was a result of compensation expense recorded in the nine months ended September 30, 2023 resulting from an increase in the fair value of the deferred compensation plan

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assets and corresponding liabilities in the period compared to a deferred compensation benefit recorded resulting from a decrease in such fair values in the corresponding period of 2022.

(c)The increase in interest expense was primarily related to (i) an increased weighted average interest rate on our debt obligations resulting from (a) increased average interest rates on our Credit Facilities due to increases in benchmark index rates and (b) the addition of the SPV Facility and the December 2025 Notes at higher contractual interest rates than debt obligations repaid in the fourth quarter of 2022 and (ii) increased average outstanding borrowings to fund our investment activity and support the growth of our Investment Portfolio.

(d)Share-based compensation increased $2.3 million in the nine months ended September 30, 2023 from the comparable period of the prior year, principally attributable to incentive based grants related to incentive compensation awards for 2022 and the accelerated vesting of certain prior incentive grants.

(e)The increase in expenses allocated to the External Investment Manager was primarily related to (i) increased overall operating costs at Main Street, (ii) an increase in assets under management and (iii) the positive operating results from the assets managed for clients of the External Investment Manager.

Net Investment Income

Net investment income for the nine months ended September 30, 2023 increased 47% to $248.9 million, or $3.07 per share, compared to net investment income of $169.4 million, or $2.31 per share, for the corresponding period of 2022. The increase in net investment income was principally attributable to the increase in total investment income, partially offset by higher operating expenses, both as discussed above. The increase in net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the nine months ended September 30, 2023, primarily due to shares issued since the beginning of the comparable period in prior year through our (i) ATM program and public offering in August 2022, (ii) dividend reinvestment plan and (iii) equity incentive plans. The increase in net investment income on a per share basis includes (i) a $0.14 per share increase in investment income considered less consistent or non-recurring and (ii) an increase in deferred compensation expense of $0.03 per share resulting from the comparable period difference in the fair value of Deferred Compensation Plan assets and corresponding liabilities, both of which are discussed above.

Distributable Net Investment Income

Distributable net investment income for the nine months ended September 30, 2023 increased 48% to $261.9 million, or $3.23 per share, compared with $177.5 million, or $2.42 per share, in the corresponding period of 2022. The increase in distributable net investment income was primarily due to the increased level of total investment income, partially offset by higher operating expenses, excluding the impact of share-based compensation expense and deferred compensation expense (benefit), both as discussed above. The increase in distributable net investment income per share also reflects the impact of the increase in weighted average shares outstanding for the nine months ended September 30, 2023, primarily due to shares issued over the last twelve months as discussed above. The increase in distributable net investment income on a per share basis includes a $0.14 per share increase in investment income considered less consistent or non-recurring, as discussed above.

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Net Realized Gain (Loss) from Investments

The following table provides a summary of the primary components of the total net realized loss on investments of $103.2 million for the nine months ended September 30, 2023.

			Nine Months Ended September 30, 2023
			Full Exits												Partial Exits												Restructures												Other (a)						Total
			Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						# of Investments						Net Gain/(Loss)						Net Gain/(Loss)
			(dollars in thousands)
LMM portfolio			$	(42,056)					2						$	(29,526)					1						$	(3,597)					1						$	159					$	(75,020)
Private Loan portfolio			1,777						3						—						—						(16,303)						1						(156)						(14,682)
Middle Market portfolio			(6,386)						2						—						—						(13,520)						2						(279)						(20,185)
Other Portfolio			—						—						6,629						4						—						—						70						6,699
Short-term portfolio			—						—						—						—						—						—						(35)						(35)
Total net realized gain (loss)			$	(46,665)					7						$	(22,897)					5						$	(33,420)					4						$	(241)					$	(103,223)

____________________

(a)Other activity includes realized gains and losses from transactions involving 23 portfolio companies which are not considered to be significant individually or in the aggregate.

Net Unrealized Appreciation (Depreciation)

The following table provides a summary of the total net unrealized appreciation of $167.1 million for the nine months ended September 30, 2023.

			Nine Months Ended September 30, 2023
			LMM (a)						Private Loan						Middle Market						Other									Total
			(dollars in thousands)
Accounting reversals of net unrealized (appreciation) depreciation recognized in prior periods due to net realized (gains / income) losses recognized during the current period			$	74,267					$	15,836					$	20,265					$	(6,663)								$	103,705
Net unrealized appreciation (depreciation) relating to portfolio investments			58,669						(21,141)						(348)						26,185			(b)						63,365
Total net unrealized appreciation (depreciation) relating to portfolio investments			$	132,936					$	(5,305)					$	19,917					$	19,522								$	167,070

____________________

(a)Includes unrealized appreciation on 38 LMM portfolio investments and unrealized depreciation on 33 LMM portfolio investments.

(b)Other includes (i) $23.2 million of unrealized appreciation relating to the External Investment Manager, (ii) $2.3 million of net unrealized appreciation relating to the Other Portfolio and (iii) $0.7 million of net unrealized appreciation relating to the assets of the Deferred Compensation Plan.

Income Tax Benefit (Provision)

The income tax provision for the nine months ended September 30, 2023 of $23.4 million principally consisted of (i) a deferred tax provision of $18.7 million, which is primarily the result of the net activity relating to our portfolio investments held in our Taxable Subsidiaries, including changes in loss carryforwards, changes in net unrealized appreciation/depreciation and other temporary book-tax differences and (ii) a current tax provision of $4.7 million related to a $2.5 million provision for current U.S. federal and state income taxes and a $2.2 million provision for excise tax on our

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estimated undistributed taxable income. The income tax provision for the nine months ended September 30, 2022 of $17.5 million principally consisted of (i) a deferred tax provision of $13.8 million and (ii) a current tax provision of $3.7 million primarily related to a $2.4 million provision for excise tax on our estimated undistributed taxable income and a $1.3 million provision for current U.S. federal and state income taxes.

Net Increase in Net Assets Resulting from Operations

The net increase in net assets resulting from operations for the nine months ended September 30, 2023 was $289.4 million, or $3.57 per share, compared with $135.3 million, or $1.84 per share, during the nine months ended September 30, 2022. The tables above provide a summary of the reasons for the change in net increase in net assets resulting from operations for the nine months ended September 30, 2023 as compared to the nine months ended September 30, 2022.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows

For the nine months ended September 30, 2023, we realized a net increase in cash and cash equivalents of $27.9 million, which is the result of $131.6 million of cash provided by our operating activities, partially offset by $103.7 million of cash used in our financing activities.

The $131.6 million of cash provided by our operating activities resulted primarily from (i) cash proceeds totaling $474.6 million from the sales and repayments of debt investments and sales of and return on capital from equity investments and (ii) cash flows that we generated from the operating profits earned totaling $242.7 million, which is our distributable net investment income, excluding the non-cash effects of the accretion of unearned income, payment-in-kind interest income, cumulative dividends and the amortization expense for deferred financing costs, partially offset by cash uses totaling $584.7 million for the funding of new and follow-on portfolio company investments and settlement of accruals for portfolio investments existing as of December 31, 2022.

The $103.7 million of cash used in our financing activities principally consisted of (i) $197.1 million in dividends paid to stockholders of our common stock, (ii) $114.0 million in net repayments from our Credit Facilities, (iii) $5.9 million for purchases of vested restricted stock from employees to satisfy their tax withholding requirements upon the vesting of such restricted stock and (iv) $1.9 million in debt issuance costs, partially offset by (i) $165.2 million in net cash proceeds from equity offerings from our ATM Program (as described below) and direct stock purchase plan and (ii) $50.0 million in cash proceeds from the issuance of additional aggregate principal amount of the December 2025 Notes (as defined below).

Capital Resources

As of September 30, 2023, we had $77.0 million in cash and cash equivalents and $757.0 million of unused capacity under the Credit Facilities which we maintain to support our investment and operating activities. As of September 30, 2023, our NAV totaled $2,370.8 million, or $28.33 per share.

As of September 30, 2023, we had $323.0 million outstanding and $672.0 million of undrawn commitments under the Corporate Facility, and $170.0 million outstanding and $85.0 million of undrawn commitments under our SPV Facility, both of which we estimated approximated fair value. Availability under our Credit Facilities is subject to certain leverage and borrowing base limitations, various covenants, reporting requirements and other customary requirements for similar credit facilities. For further information on our Credit Facilities, including key terms and financial covenants, refer to Note E — Debt included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

In January 2021, we issued $300.0 million in aggregate principal amount of 3.00% unsecured notes due July 14, 2026 (the “July 2026 Notes”). In October 2021, we issued an additional $200.0 million in aggregate principal amount of the July 2026 Notes. The outstanding aggregate principal amount of the July 2026 Notes was $500.0 million as of both September 30, 2023 and December 31, 2022.

In April 2019, we issued $250.0 million in aggregate principal amount of 5.20% unsecured notes due May 1, 2024 (the “May 2024 Notes”). In December 2019 and July 2020, we issued an additional $75.0 million and $125.0 million, respectively, in aggregate principal amount of the May 2024 Notes. The outstanding aggregate principal amount of the May 2024 Notes was $450.0 million as of both September 30, 2023 and December 31, 2022.

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Through the Funds, we have the ability to issue SBIC debentures guaranteed by the SBA at favorable interest rates and favorable terms and conditions. Under existing SBIC regulations, SBA-approved SBICs under common control have the ability to issue debentures guaranteed by the SBA up to a regulatory maximum amount of $350.0 million. Under existing SBA-approved commitments, we had $350.0 million of outstanding SBIC debentures guaranteed by the SBA as of September 30, 2023 through our wholly-owned SBICs, which bear a weighted-average annual fixed interest rate of 3.0%, paid semiannually, and mature ten years from issuance. The first maturity related to our SBIC debentures occurs in March 2024, and the weighted-average remaining duration is 4.9 years as of September 30, 2023. Debentures guaranteed by the SBA have fixed interest rates that equal prevailing 10-year Treasury Note rates plus a market spread and have a maturity of ten years with interest payable semiannually. The principal amount of the debentures is not required to be paid before maturity, but may be pre-paid at any time with no prepayment penalty. We expect to maintain SBIC debentures under the SBIC program in the future, subject to periodic repayments and borrowings, in an amount up to the regulatory maximum amount for affiliated SBIC funds.

In December 2022, we issued $100.0 million in aggregate principal amount of 7.84% Series A unsecured notes due December 23, 2025 (the “December 2025 Notes”). In February 2023, we issued an additional $50.0 million in aggregate principal amount of the December 2025 Notes bearing interest at a fixed rate of 7.53% per year. The outstanding aggregate principal amount of the December 2025 Notes as of September 30, 2023 and December 31, 2022 was $150.0 million and $100.0 million, respectively.

We maintain a program with certain selling agents through which we can sell shares of our common stock by means of at-the-market offerings from time to time (the “ATM Program”). During the nine months ended September 30, 2023, we sold 4,186,856 shares of our common stock at a weighted-average price of $39.84 per share and raised $166.8 million of gross proceeds under the ATM Program. Net proceeds were $165.1 million after commissions to the selling agents on shares sold and offering costs. As of September 30, 2023, there were no share sales transactions that had not yet settled. As of September 30, 2023, 6,275,828 shares remained available for sale under the ATM Program. During the year ended December 31, 2022, we sold 5,407,382 shares of our common stock at a weighted-average price of $39.29 per share and raised $212.4 million of gross proceeds under the ATM Program. Net proceeds were $209.9 million after commissions to the selling agents on shares sold and offering costs.

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

We anticipate that we will continue to fund our investment activities through existing cash and cash equivalents, cash flows generated through our ongoing operating activities, utilization of available borrowings under our Credit Facilities, and a combination of future issuances of debt and equity capital. Our primary uses of funds will be investments in portfolio companies, operating expenses, cash distributions to holders of our common stock and repayments of note and debenture obligations as they come due.

We periodically invest excess cash balances into marketable securities and idle funds investments. The primary investment objective of marketable securities and idle funds investments is to generate incremental cash returns on excess cash balances prior to utilizing those funds for investment in our LMM, Private Loan and Middle Market portfolio investments. Marketable securities and idle funds investments generally consist of debt investments, independently rated debt investments, certificates of deposit with financial institutions, diversified bond funds and publicly traded debt and equity investments. We may also invest in short-term portfolio investments that are atypical of our LMM, Private Loan and Middle Market portfolio investments in that they are intended to be a short-term deployment of capital and are more liquid than investments within the other portfolios. Short-term portfolio investments consist primarily of investments in secured debt investments and independently rated debt investments.

If our common stock trades below our NAV per share, we will generally not be able to issue additional common stock at the market price, unless our stockholders approve such a sale and our Board of Directors makes certain determinations. We did not seek stockholder authorization to sell shares of our common stock below the then current NAV per share of our common stock at our 2023 Annual Meeting of Stockholders, and have not sought such authorization since 2012, because our common stock price per share has generally traded significantly above the NAV per share of our common stock since 2011. We would therefore need future approval from our stockholders to issue shares below the then current NAV per share.

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In order to satisfy the Code requirements applicable to a RIC, we intend to distribute to our stockholders, after consideration and application of our ability under the Code to carry forward certain excess undistributed taxable income from one tax year into the next tax year, substantially all of our taxable income.

In addition, as a BDC, we generally are required to meet a coverage ratio, or BDC asset coverage ratio, of total assets to total senior securities, which include borrowings and any preferred stock we may issue in the future, of at least 200% (or 150% if certain requirements are met). In January 2008, we received an exemptive order from the SEC to exclude SBA-guaranteed debt securities issued by the Funds and any other wholly-owned subsidiaries of ours which operate as SBICs from the BDC asset coverage ratio which, in turn, enables us to fund more investments with debt capital. In May 2022, our stockholders also approved the application of the reduced BDC asset coverage ratio. As a result, the BDC asset coverage ratio applicable to us decreased from 200% to 150% effective May 3, 2022. As of September 30, 2023, our BDC asset coverage ratio was 248%.

Although we have been able to secure access to additional liquidity, including through the Credit Facilities, public and private debt issuances, leverage available through the SBIC program and equity offerings, there is no assurance that debt or equity capital will be available to us in the future on favorable terms, or at all.

Recently Issued or Adopted Accounting Standards

From time to time, new accounting pronouncements are issued by the FASB or other standards setting bodies that are adopted by us as of the specified effective date. We believe that the impact of recently issued standards and any that are not yet effective will not have a material impact on our consolidated financial statements upon adoption. For a description of recently issued or adopted accounting standards, see Note B.13. — Summary of Significant Accounting Policies — Recently Issued or Adopted Accounting Standards included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q.

Inflation

Inflation has not historically had a significant effect on our results of operations in any of the reporting periods presented herein. However, our portfolio companies have experienced, specifically including over the last few years, as a result of recent geopolitical events, supply chain and labor issues, and may continue to experience, the increasing impacts of inflation on their operating results, including periodic escalations in their costs for labor, raw materials and third-party services and required energy consumption. These issues and challenges related to inflation are receiving significant attention from our investment teams and the management teams of our portfolio companies as we work to manage these growing challenges. Prolonged or more severe impacts of inflation to our portfolio companies could continue to affect their operating profits and, thereby, increase their borrowing costs, and as a result negatively impact their ability to service their debt obligations and/or reduce their available cash for distributions. In addition, these factors could have a negative effect on the fair value of our investments in these portfolio companies. The combined impacts therefrom in turn could negatively affect our results of operations.

Off-Balance Sheet Arrangements

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. These instruments include commitments to extend credit and fund equity capital and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the Consolidated Balance Sheets. At September 30, 2023, we had a total of $325.3 million in outstanding commitments comprised of (i) 85 investments with commitments to fund revolving loans that had not been fully drawn or term loans with additional commitments not yet funded and (ii) 12 investments with equity capital commitments that had not been fully called.

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Contractual Obligations

As of September 30, 2023, the future fixed commitments for cash payments in connection with our July 2026 Notes, the May 2024 Notes, SBIC debentures, the December 2025 Notes, and rent obligations under our office lease for each of the next five years and thereafter are as follows:

			2023						2024						2025						2026						2027						Thereafter						Total
			(dollars in thousands)
July 2026 Notes			$	—					$	—					$	—					$	500,000					$	—					$	—					$	500,000
Interest due on July 2026 Notes			—						15,000						15,000						15,000						—						—						45,000
May 2024 Notes			—						450,000						—						—						—						—						450,000
Interest due on May 2024 Notes			11,700						11,700						—						—						—						—						23,400
SBIC debentures			—						63,800						—						—						75,000						211,200						350,000
Interest due on SBIC debentures			—						9,119						8,146						8,146						7,429						14,644						47,484
December 2025 Notes			—						—						150,000						—						—						—						150,000
Interest due on December 2025 Notes			5,803						11,605						11,637						—						—						—						29,045
Operating Lease Obligation (1)			194						1,020						1,115						1,135						1,155						7,674						12,293
Total			$	17,697					$	562,244					$	185,898					$	524,281					$	83,584					$	233,518					$	1,607,222

____________________

(1)Operating Lease Obligation means a rent payment obligation under a lease classified as an operating lease and disclosed pursuant to ASC 842, as may be modified or supplemented.

As of September 30, 2023, we had $323.0 million in borrowings outstanding under our Corporate Facility, and the Corporate Facility is scheduled to mature in August 2027. As of September 30, 2023, we had $170.0 million in borrowings outstanding under our SPV Facility, and the SPV Facility is scheduled to mature in November 2027.

Related Party Transactions and Agreements

We have entered into agreements and transactions with the External Investment Manager, MSC Income, the Private Loan Fund and the Private Loan Fund II, whereby we have made debt and equity investments and receive certain fees, expense reimbursements and investment income. See Note D — External Investment Manager and Note L — Related Party Transactions included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for additional information regarding these related party transactions and agreements.

In addition, we have a deferred compensation plan, whereby non-employee directors and certain key employees may defer receipt of some or all of their cash compensation and directors’ fees, subject to certain limitations. See Note L — Related Party Transactions included in Item 1. Consolidated Financial Statements of this Quarterly Report on Form 10-Q for additional information regarding the deferred compensation plan.

Recent Developments

In October 2023, we expanded our total commitments under the SPV Facility from $255.0 million to $430.0 million in separate transactions with two new lender relationships. The commitment increases were executed under the accordion feature of the SPV Facility.

In October 2023, we declared a supplemental cash dividend of $0.275 per share payable in December 2023. This supplemental cash dividend is in addition to the previously announced regular monthly cash dividends that we declared for the fourth quarter of 2023 of $0.235 per share for each of October, November and December 2023 or total monthly cash dividends of $0.705 per share for the quarter. Total dividends declared for the fourth quarter of 2023 equal $0.98 per share, representing a 28.9% increase over the total dividends paid in the fourth quarter of 2022.

In October 2023, we declared regular monthly dividends of $0.24 per share for each of January, February and March of 2024. These regular monthly dividends equal a total of $0.72 per share for the first quarter of 2024, representing

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a 6.7% increase from the regular monthly dividends paid in the first quarter of 2023. Including the regular monthly and supplemental dividends declared for the fourth quarter of 2023 and first quarter of 2024 we will have paid $39.535 per share in cumulative dividends since our October 2007 initial public offering.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

We are subject to financial market risks, including changes in interest rates, and changes in interest rates may affect both our interest expense on the debt outstanding under our Credit Facilities and our interest income from portfolio investments. Our risk management systems and procedures are designed to identify and analyze our risk, to set appropriate policies and limits and to continually monitor these risks. Our investment income will be affected by changes in various interest rate indices, including LIBOR, SOFR and Prime rates, to the extent that any debt investments include floating interest rates. See Risk Factors—Risks Related to our Investments — The interest rates of some of our investments are priced using a spread over LIBOR, which will be phased out in the future., Risk Factors — Risks Related to our Business and Structure — We are subject to risks associated with the interest rate environment and changes in interest rates will affect our cost of capital, net investment income and the value of our investments. and Risk Factors — Risks Related to Leverage — Because we borrow money, the potential for gain or loss on amounts invested in us is magnified and may increase the risk of investing in us. included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 for more information regarding risks associated with our debt investments and borrowings that utilize LIBOR, SOFR or Prime as a reference rate.

The majority of our debt investments are made with either fixed interest rates or floating rates that are subject to contractual minimum interest rates for the term of the investment. As of September 30, 2023, 70% of our debt Investment Portfolio (at cost) bore interest at floating rates, 91% of which were subject to contractual minimum interest rates. As of September 30, 2023, 75% of our debt obligations bore interest at fixed rates. Our interest expense will be affected by changes in the published SOFR rate in connection with our Credit Facilities; however, the interest rates on our outstanding July 2026 Notes, May 2024 Notes, SBIC Debentures and December 2025 Notes which collectively comprise the majority of our outstanding debt, are fixed for the life of such debt. As of September 30, 2023, we had not entered into any interest rate hedging arrangements. Due to our limited use of derivatives, we have claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act and, therefore, are not subject to registration or regulation as a pool operator under such Act. The Company operates as a “limited derivatives user” under Rule 18f-4 under the 1940 Act.

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The following table shows the approximate annualized increase or decrease in the components of net investment income due to hypothetical base rate changes in interest rates, assuming no changes in our investments and borrowings as of September 30, 2023.

Basis Point Change						Increase (Decrease) in Interest Income						(Increase) Decrease in Interest Expense						Increase (Decrease) in Net Investment Income						Increase (Decrease) in Net Investment Income per Share
						(dollars in thousands, except per share amounts)
(200)						$	(41,863)					$	9,860					$	(32,003)					$	(0.38)
(175)						(36,630)						8,628						(28,002)						(0.33)
(150)						(31,397)						7,395						(24,002)						(0.29)
(125)						(26,164)						6,163						(20,001)						(0.24)
(100)						(20,931)						4,930						(16,001)						(0.19)
(75)						(15,699)						3,698						(12,001)						(0.14)
(50)						(10,466)						2,465						(8,001)						(0.10)
(25)						(5,233)						1,233						(4,000)						(0.05)
25						5,233						(1,233)						4,000						0.05
50						10,466						(2,465)						8,001						0.10
75						15,699						(3,698)						12,001						0.14
100						20,931						(4,930)						16,001						0.19
125						26,164						(6,163)						20,001						0.24
150						31,397						(7,395)						24,002						0.29
175						36,630						(8,628)						28,002						0.33
200						41,863						(9,860)						32,003						0.38

Although we believe that this analysis is indicative of the impact of interest rate changes to our Net Investment Income as of September 30, 2023, the analysis does not take into consideration future changes in the credit market, credit quality or other business or economic developments that could affect our Net Investment Income. Accordingly, we can offer no assurances that actual results would not differ materially from the analysis above. The hypothetical results assume that all LIBOR, SOFR and Prime rate changes would be effective on the first day of the period. However, the contractual LIBOR, SOFR and Prime rate reset dates would vary throughout the period. The majority of our investments are based on contracts which reset quarterly, while our Credit Facilities reset monthly. The hypothetical results would also be impacted by the changes in the amount of debt outstanding under our Credit Facilities (with an increase (decrease) in the debt outstanding under the Credit Facilities resulting in an (increase) decrease in the hypothetical interest expense).

Item 4. Controls and Procedures

As of the end of the period covered by this quarterly report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15 of the Exchange Act). Based on that evaluation, our Chief Executive Officer, Chief Financial Officer, Chief Compliance Officer and Chief Accounting Officer have concluded that our current disclosure controls and procedures are effective in timely alerting them of material information relating to us that is required to be disclosed in the reports we file or submit under the Exchange Act. There have been no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

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

Item 1A. Risk Factors

You should carefully consider the risks described below and all other information contained in this Quarterly Report on Form 10-Q, including our interim consolidated financial statements and the related notes thereto, before making a decision to purchase our securities. The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may have a material adverse effect on our business, financial condition and/or operating results, as well as the market price of our securities.

In addition to the other information set forth in this report, you should carefully consider the risk factors described in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 that we filed with the SEC on February 24, 2023 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 that we filed with the SEC on May 5, 2023, which could materially affect our business, financial condition and/or operating results.

There are no material changes to the risk factors as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023.

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

During the three months ended September 30, 2023, we issued 200,150 shares of our common stock under our dividend reinvestment plan. These issuances were not subject to the registration requirements of the Securities Act of 1933, as amended. The aggregate value of the shares of common stock issued during the three months ended September 30, 2023, under the dividend reinvestment plan was $8.1 million.

Upon vesting of restricted stock awarded pursuant to our employee equity compensation plan, shares may be withheld to meet applicable tax withholding requirements. Any withheld shares are treated as common stock purchases by the Company in our consolidated financial statements as they reduce the number of shares received by employees upon vesting (see “Purchase of vested stock for employee payroll tax withholding” in the Consolidated Statements of Changes in Net Assets for share amounts withheld).

Item 5. Other Information

ATM Program

Effective November 3, 2023, we and Comerica Securities, Inc. (“Comerica”) agreed to terminate the equity distribution agreement, dated March 3, 2022, between us and Comerica. Following such termination, Truist Securities, Inc., RBC Capital Markets, LLC, Raymond James & Associates, Inc. and B. Riley Securities, Inc. serve as the sales agents in the ATM Program.

Insider Trading Arrangements and Policies

During the fiscal quarter ended September 30, 2023, neither us, or any of our directors or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

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Item 6. Exhibits

Listed below are the exhibits which are filed as part of this report (according to the number assigned to them in Item 601 of Regulation S-K):

Exhibit Number						Description of Exhibit
10.1						Lender Joinder Agreement, dated October 5, 2023, by and among Western Alliance Bank, as additional lender and syndication agent, Truist Bank, as administrative agent, and MSCC Funding I, LLC, as the borrower (previously filed as Exhibit 10.1 to Main Street Capital Corporation’s Current Report on Form 8-K filed on October 12, 2023 (File No. 1-33723)).
10.2						Lender Joinder Agreement, dated October 12, 2023, by and among EverBank, N.A., as additional lender, Truist Bank, as administrative agent, and MSCC Funding I, LLC, as the borrower (previously filed as Exhibit 10.1 to Main Street Capital Corporation’s Current Report on Form 8-K filed on October 13, 2023 (File No. 1-33723)).
31.1						Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
31.2						Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934.
32.1						Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
32.2						Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).
101						The following financial information from our Quarterly Report on Form 10-Q for the third quarter of fiscal year 2023, filed with the SEC on November 3, 2023, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Consolidated Balance Sheets at September 30, 2023 and December 31, 2022, (ii) the Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022, (iii) the Consolidated Statements of Changes in Net Assets for the periods ended September 30, 2023 and 2022, (iv) the Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022, (v) the Consolidated Schedule of Investments for the periods ended September 30, 2023 and December 31, 2022, (vi) the Notes to Consolidated Financial Statements and (vii) the Consolidated Schedule 12-14 for the nine months ended September 30, 2023 and 2022.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

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

			Main Street Capital Corporation
			/s/ DWAYNE L. HYZAK
Date: November 3, 2023			Dwayne L. Hyzak
			Chief Executive Officer
			(principal executive officer)
			/s/ JESSE E. MORRIS
Date: November 3, 2023			Jesse E. Morris
			Chief Financial Officer and Chief Operating Officer
			(principal financial officer)
			/s/ RYAN R. NELSON
Date: November 3, 2023			Ryan R. Nelson
			Chief Accounting Officer
			(principal accounting officer)

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