Document
TABLE OF CONTENTS

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, 2021
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER: 814-00852
__________________________
SuRo Capital Corp.
(Exact name of registrant as specified in its charter)
____________________________
Maryland27-4443543
(State of incorporation)(I.R.S. Employer Identification No.)
One Sansome Street, Suite 730, San Francisco, CA94104
(Address of principal executive offices)(Zip Code)
(650) 235-4769
(Registrant’s telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareSSSSNasdaq Capital Market
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 periods as the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES x NO ¨

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 o
Accelerated filer o
Non-accelerated filer x (Do not check if a smaller reporting company)
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 Act). YES ¨ NO x

The issuer had 28,781,016 shares of common stock, $0.01 par value per share, outstanding as of November 4, 2021.



TABLE OF CONTENTS


SURO CAPITAL CORP.

TABLE OF CONTENTS

PAGE
PART I. FINANCIAL INFORMATION
PART II. OTHER INFORMATION

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PART I

FINANCIAL INFORMATION

Item 1.     Condensed Consolidated Financial Statements

SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)
September 30, 2021December 31, 2020
ASSETS
Investments at fair value:
Non-controlled/non-affiliate investments (cost of $148,875,401 and $105,339,169, respectively)$287,262,944 $249,804,803 
Non-controlled/affiliate investments (cost of $41,240,458 and $53,865,346, respectively)14,813,419 30,165,773 
Controlled investments (cost of $19,883,894 and $7,161,412, respectively)13,738,874 809,198 
Total Portfolio Investments315,815,237 280,779,774 
Investments in U.S. Treasury bills (cost of $0 and $150,000,000, respectively)— 150,000,000 
Total Investments (cost of $209,999,753 and $316,365,927, respectively)315,815,237 430,779,774 
Cash108,248,871 45,793,724 
Proceeds receivable295,554 — 
Escrow proceeds receivable2,416,245 852,462 
Interest and dividends receivable317,955 166,998 
Deferred financing costs314,894 297,196 
Prepaid expenses and other assets(1)
1,052,509 985,550 
Total Assets428,461,265 478,875,704 
LIABILITIES
Accounts payable and accrued expenses(1)
2,643,715 762,312 
Accrued interest payable— 453,803 
Dividends payable51,061 4,395,229 
Payable for securities purchased— 134,250,000 
Income tax payable— 35,850 
4.75% Convertible Senior Notes due March 28, 2023(2)
— 37,395,437 
Total Liabilities2,694,776 177,292,631 
Commitments and contingencies (Notes 7 and 10)
Net Assets$425,766,489 $301,583,073 
NET ASSETS
Common stock, par value $0.01 per share (100,000,000 authorized; 28,781,016 and 19,914,023 issued and outstanding, respectively)$287,810 $199,140 
Paid-in capital in excess of par320,585,587 221,802,592 
Accumulated net investment loss(47,294,574)(40,193,778)
Accumulated net realized gain on investments, net of distributions46,372,180 5,361,270 
Accumulated net unrealized appreciation of investments105,815,486 114,413,849 
Net Assets$425,766,489 $301,583,073 
Net Asset Value Per Share$14.79 $15.14 
See accompanying notes to condensed consolidated financial statements.
__________________________________________________
(1)    This balance includes a right of use asset and corresponding operating lease liability, respectively. Refer to "Note 7—Commitments and Contingencies—Operating Leases and Related Deposits" for more detail.
(2)    As of September 30, 2021, the 4.75% Convertible Senior Notes due March 28, 2023 had been fully converted into the Company's common stock or redeemed in cash by the Company. As of December 31, 2020, the 4.75% Convertible Senior Notes due March 28, 2023 (effective interest rate of 5.57%) had a face value $38,215,000. Refer to “Note 10—Debt Capital Activities” for a reconciliation of the carrying value to the face value.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
INVESTMENT INCOME
Non-controlled/non-affiliate investments:
Interest income$138,072 $284,357 $450,768 $500,568 
Dividend income275,844 — 426,688 50,000 
Non-controlled/affiliate investments:
Interest income/(reversal of accrued interest)— — — (29,184)
Dividend income— 123,750 102,632 180,000 
Controlled investments:
Interest income110,000 — 110,000 — 
Dividend income— — — 200,000 
Total Investment Income523,916 408,107 1,090,088 901,384 
OPERATING EXPENSES
Compensation expense(2)
1,500,061 1,030,239 4,139,263 4,960,679 
Directors’ fees(3)
368,281 111,250 590,781 333,750 
Professional fees604,475 714,345 2,107,158 2,532,183 
Interest expense— 555,935 504,793 1,697,962 
Income tax expense(1,975)(1,657)7,648 46,598 
Other expenses276,552 585,886 841,241 1,590,044 
Total Operating Expenses2,747,394 2,995,998 8,190,884 11,161,216 
Net Investment Loss(2,223,478)(2,587,891)(7,100,796)(10,259,832)
Realized Gain on Investments:
Non-controlled/non-affiliated investments30,601,821 2,378,390 170,413,151 9,332,643 
Non-controlled/affiliate investments1,893,839 — 1,893,839 — 
Net Realized Gain on Investments32,495,660 2,378,390 172,306,990 9,332,643 
Change in Unrealized Appreciation/(Depreciation) of Investments:
Non-controlled/non-affiliated investments9,252,577 17,027,314 (6,078,092)24,304,146 
Non-controlled/affiliate investments(24,389,188)(997,872)(2,727,465)(9,503,443)
Controlled investments112,833 100,000 207,194 185,000 
Net Change in Unrealized Appreciation/(Depreciation) of Investments(15,023,778)16,129,442 (8,598,363)14,985,703 
  Net Change in Net Assets Resulting from Operations$15,248,404 $15,919,941 $156,607,831 $14,058,514 
   Net Change in Net Assets Resulting from Operations per Common Share:
Basic$0.55 $0.89 $6.39 $0.82 
Diluted(1)
$0.55 $0.76 $6.11 $0.75 
Weighted-Average Common Shares Outstanding
Basic27,619,062 17,795,538 24,506,181 17,208,723 
Diluted(1)
27,619,062 21,598,403 25,705,099 21,087,926 
See accompanying notes to condensed consolidated financial statements.

____________________________________________________________________________________________________________________________
(1)    For the three months ended September 30, 2021, there were no potentially dilutive securities outstanding. For the nine months ended September 30, 2021 and the three and nine months ended September 30, 2020, 0 potentially dilutive common shares were excluded from the weighted-average common shares outstanding for diluted net change in net assets resulting from operations per common share because the effect of these shares would have been anti-dilutive. Refer to “Note 6—Net Change in Net Assets Resulting from Operations per Common Share—Basic and Diluted”.
(2)    For the nine months ended September 30, 2020, this balance includes $1,962,431 of accelerated recognition of compensation cost related to the cancellation of unvested options on April 28, 2020.
(3)     For the nine months ended September 30, 2020, this balance includes $209,360 of stock-based compensation expense related to the 2020 annual non-employee director grants. Refer to "Note 11— Stock-Based Compensation" for more detail.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
Nine Months Ended September 30,
20212020
Net Assets at Beginning of Year$301,583,073 $199,917,289 
Change in Net Assets Resulting from Operations
Net investment loss(2,834,318)(3,004,553)
Net realized gain on investments112,152,518 6,978,240 
Net change in unrealized (depreciation) of investments(1,315,837)(27,665,934)
Net Change in Net Assets Resulting from Operations108,002,363 (23,692,247)
Distributions
Dividends declared(11,032,436)— 
Total Distributions(11,032,436)— 
Change in Net Assets Resulting from Capital Transactions
Issuance of common stock from conversion of 4.75% Convertible Notes due 202337,259,819 — 
Stock-based compensation148,802 — 
Repurchases of common stock— (3,709,244)
Net Change in Net Assets Resulting from Capital Transactions37,408,621 (3,709,244)
Total Change in Net Assets134,378,548 (27,401,491)
Net Assets at March 31$435,961,621 $172,515,798 
Change in Net Assets Resulting from Operations
Net investment loss$(2,043,000)$(4,667,388)
Net realized gain/(loss) on investments27,658,812 (23,987)
Net change in unrealized appreciation of investments7,741,252 26,522,195 
Net Change in Net Assets Resulting from Operations33,357,064 21,830,820 
Distributions
Dividends declared(60,513,038)— 
Total Distributions(60,513,038)— 
Change in Net Assets Resulting from Capital Transactions
Issuance of common stock from stock dividend30,525,336 — 
Stock-based compensation(1)
261,746 1,962,431 
Repurchases of common stock— (3,616,608)
Net Change in Net Assets Resulting from Capital Transactions30,787,082 (1,654,177)
Total Change in Net Assets3,631,108 20,176,643 
Net Assets at June 30$439,592,729 $192,692,441 














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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)

Nine Months Ended September 30,
20212020
Change in Net Assets Resulting from Operations
Net investment loss$(2,223,478)$(2,587,891)
Net realized gain on investments32,495,660 2,378,390 
Net change in unrealized appreciation/(depreciation) of investments(15,023,778)16,129,442 
Net Change in Net Assets Resulting from Operations15,248,404 15,919,941 
Distributions
Dividends declared(59,750,602)(7,587,779)
Total Distributions(59,750,602)(7,587,779)
Change in Net Assets Resulting from Capital Transactions
Issuance of common stock from public offering— 49,882,319 
Issuance of common stock from conversion of 4.75% Convertible Notes due 2023— 1,805,847 
Issuance of common stock from stock dividend30,151,363 — 
Stock-based compensation524,595 — 
Net Change in Net Assets Resulting from Capital Transactions30,675,958 51,688,166 
Total Change in Net Assets(13,826,240)60,020,328 
Net Assets at September 30$425,766,489 $252,712,769 
Capital Share Activity
Shares outstanding at beginning of year19,914,023 17,564,244 
Issuance of common stock from public offering— 3,808,979 
Issuance of common stock under restricted stock plan208,465 21,760 
Issuance of common stock from conversion of 4.75% Convertible Notes due 20234,097,808 174,393 
Issuance of common stock from stock dividend4,560,720 — 
Shares repurchased— (1,284,565)
Shares Outstanding at End of Period28,781,016 20,284,811 

See accompanying notes to condensed consolidated financial statements.

__________________________________________________________________________________________________________________________
(1)    For the nine months ended September 30, 2020, this balance includes $1,962,431 of accelerated recognition of compensation cost related to the cancellation of unvested options on April 28, 2020. Refer to "Note 11— Stock-Based Compensation" for more detail.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Nine Months Ended September 30,
20212020
Cash Flows from Operating Activities
Net change in net assets resulting from operations$156,607,831 $14,058,514 
Adjustments to reconcile net change in net assets resulting from operations to net cash provided by/(used in) operating activities:
Net realized gain on investments(172,306,990)(9,332,643)
Net change in unrealized (appreciation)/depreciation of investments8,598,363 (14,985,703)
Amortization of discount on 4.75% Convertible Senior Notes due 202376,925 281,973 
Stock-based compensation(1)
935,143 1,962,431 
Adjustments to escrow proceeds receivable1,566,467 75,844 
Forfeited interest on 4.75% Convertible Senior Notes due 2023102,917 25,880 
Purchases of investments in:
Portfolio investments(70,713,313)(15,397,511)
U.S. Treasury bills— (300,000,084)
Proceeds from sales or maturity of investments in:
Portfolio investments197,820,004 15,779,482 
U.S. Treasury bills150,000,000 200,000,000 
Change in operating assets and liabilities:
Prepaid expenses and other assets(66,959)594,264 
Interest and dividends receivable(150,957)(337,374)
Proceeds receivable(295,554)(4,094,909)
Escrow proceeds receivable(1,563,783)148,624 
Payable for securities purchased(134,250,000)89,503,257 
Accounts payable and accrued expenses1,881,403 1,610,500 
Payable to executive officers— (1,369,873)
Income tax payable(35,850)35,850 
Accrued interest payable(453,803)(475,000)
Net Cash Provided by/(Used in) Operating Activities137,751,844 (21,916,478)
Cash Flows from Financing Activities
Proceeds from the issuance of common stock, net— 49,882,319 
Repurchases of common stock— (7,325,852)
Cash dividends paid(74,963,356)(4,620,898)
Cash paid for fractional shares(285)(40)
Redemption of 4.75% Convertible Senior Notes due 2023(290,000)— 
Deferred offering costs(43,056)(284,816)
Net Cash Provided by/(Used in) Financing Activities(75,296,697)37,650,714 
Total Increase in Cash Balance62,455,147 15,734,236 
Cash Balance at Beginning of Year45,793,724 44,861,263 
Cash Balance at End of Period108,248,871 60,595,499 
Supplemental Information:
Interest paid794,206 1,870,453 
Taxes paid41,524 10,735 
Conversion of 4.75% Convertible Senior Notes due 202337,925,000 1,780,000 
See accompanying notes to condensed consolidated financial statements.

__________________________________________________________________________________________________________________________
(1)    For the nine months ended September 30, 2020, this balance includes $1,962,431 of accelerated recognition of compensation cost related to the cancellation of unvested options on April 28, 2020. Refer to "Note 11— Stock-Based Compensation" for more detail.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED)
September 30, 2021
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
NON-CONTROLLED/NON-AFFILIATE
Course Hero, Inc.Redwood City, CA
Preferred shares, Series A 8%Online Education9/18/20142,145,509 $5,000,001 $71,660,800 16.83 %
Coursera, Inc.**
Mountain View, CA
Common shares(3)(13)
Online Education6/9/20131,509,090 9,420,370 47,762,699 11.22 %
Forge Global, Inc.San Francisco, CA
Common shares, Class AAOnline Marketplace Finance7/20/2011625,520 266,507 15,908,775 3.74 %
Junior Preferred shares7/19/2011160,534 2,259,716 4,082,842 0.96 %
Junior Preferred warrants, Strike Price $12.42, Expiration Date 11/9/20257/19/201173,695 — 368,474 0.09 %
Total2,526,223 20,360,091 4.79 %
Nextdoor, Inc.San Francisco, CA
Common sharesSocial Networking9/27/2018580,360 10,002,666 16,216,654 3.81 %
Blink Health, Inc.New York, NY
Preferred shares, Series APharmaceutical Technology10/27/2020238,095 5,000,423 4,999,995 1.17 %
Preferred shares, Series C10/27/2020261,944 10,003,917 9,999,974 2.35 %
Total15,004,340 14,999,969 3.52 %
NewLake Capital Partners, Inc. (f/k/a GreenAcreage Real Estate Corp.)**
New York, NY
Common shares***(3)(16)
Cannabis REIT8/12/2019446,226 9,009,952 13,123,507 3.08 %
Aspiration Partners, Inc.Marina Del Rey, CA
Preferred shares, Series AFinancial Services8/11/2015540,270 1,001,815 11,185,913 2.63 %
Preferred shares, Series C-3 8/12/201924,912 281,190 527,700 0.12 %
Total1,283,005 11,713,613 2.75 %
Skillsoft Corp.**(20)
Nashua, NH
Common shares(3)
Online Education6/8/20211,000,000 10,000,000 11,690,000 2.75 %
Trax Ltd.**
Singapore, Singapore
Common sharesRetail Technology6/9/202155,591 2,781,148 3,050,602 0.72 %
Preferred shares, Investec series6/9/2021144,409 7,224,600 7,924,561 1.86 %
Total10,005,748 10,975,163 2.58 %
Varo Money, Inc.San Francisco, CA
Common sharesFinancial Services8/11/20211,079,266 10,005,548 10,000,371 2.35 %
Orchard Technologies, Inc.New York, NY
Preferred shares, Series DReal Estate Platform8/9/20211,488,139 10,004,034 9,999,996 2.35 %
Rover Group, Inc.**(22)
Seattle, WA
Common shares(3)
Peer-to-Peer Pet Services11/3/2014734,827 2,506,119 8,987,669 2.11 %
Enjoy Technology, Inc.Menlo Park, CA
Preferred shares, Series B 6%On-Demand Commerce7/29/20151,681,520 4,000,280 5,243,820 1.23 %
Preferred shares, Series A 6%10/16/2014879,198 1,002,440 2,741,779 0.64 %
Convertible Promissory Note 14% Due 1/30/2024***11/30/2020$521,112 524,057 422,653 0.10 %
Total5,526,777 8,408,252 1.97 %
Shogun Enterprises, Inc.Austin, TX
Preferred shares, Series B-1Home Improvement Finance2/26/2021436,844 3,501,657 3,562,900 0.84 %
Preferred shares, Series B-22/26/2021301,750 3,501,661 3,499,998 0.82 %
   Total7,003,318 7,062,898 1.66 %
Rent the Runway, Inc.New York, NY
Preferred shares, Series GSubscription Fashion Rental6/17/2020339,191 5,153,945 5,190,764 1.22 %
See accompanying notes to condensed consolidated financial statements.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
September 30, 2021
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
Neutron Holdings, Inc. (d/b/a/ Lime)San Francisco, CA
Junior Preferred shares, Series 1-DMicromobility1/25/201941,237,113 $10,007,322 $3,485,014 0.82 %
Junior Preferred Convertible Note 4% Due 5/11/2027***5/11/2020$506,339 506,339 506,339 0.12 %
Common Warrants, Strike Price $0.01, Expiration Date 5/11/20275/11/20202,032,967 — 40,659 0.01 %
Total10,513,661 4,032,012 0.95 %
Residential Homes for Rent, LLC (d/b/a Second Avenue)Chicago, IL
Preferred shares, Series A(6)
Real Estate Platform12/23/2020150,000 1,500,000 1,500,000 0.35 %
Term loan 15%, Due 12/23/2023***(14)
12/23/2020$2,250,000 2,250,000 2,250,000 0.53 %
   Total3,750,000 3,750,000 0.88 %
PayJoy, Inc.San Francisco, CA
Preferred sharesMobile Access Technology7/23/2021244,117 2,501,570 2,500,002 0.59 %
Tynker (f/k/a Neuron Fuel, Inc.)Mountain View, CA
Preferred shares, Series A 8%Computer Software8/8/2012534,162 309,310 2,232,877 0.52 %
Aventine Property Group, Inc.(12)
Chicago, IL
Common shares***Cannabis REIT9/11/2019312,500 2,580,750 2,100,000 0.49 %
Palantir Lending Trust SPV I **(11)
Palo Alto, CA
Equity Participation in Underlying Collateral(3)
Data Analysis6/19/2020— — 1,199,322 0.28 %
Commercial Streaming Solutions Inc. (d/b/a BettorView)(7)
Las Vegas, NV
Simple Agreement for Future EquityInteractive Media & Services3/26/20211,002,720 1,000,000 0.23 %
True Global Ventures 4 Plus Pte Ltd**(8)
Singapore, Singapore
Limited Partner Fund InvestmentVenture Investment Fund8/27/2021713,505 670,000 0.16 %
YouBet Technology, Inc. (d/b/a PickUp)(7)
New York, NY
Preferred shares, Series Seed-2Digital Media Technology8/26/2021385,353 502,232 499,999 0.12 %
Kahoot! ASA**(23)
Oslo, Norway
Common shares(3)
Education Software12/5/201461,367 458,138 376,286 0.09 %
Churchill Sponsor VII LLC(18)
New York, NY
Common share unitsSpecial Purpose Acquisition Company2/25/2021292,100 205,820 205,820 0.05 %
Warrant units2/25/2021277,000 94,180 94,180 0.02 %
Total300,000 300,000 0.07 %
AltC Sponsor LLC(21)
New York, NY
Share unitsSpecial Purpose Acquisition Company7/21/2021239,300 250,855 250,000 0.06 %
Churchill Sponsor VI LLC(17)
New York, NY
Common share unitsSpecial Purpose Acquisition Company2/25/2021195,000 134,297 134,297 0.03 %
Warrant units2/25/2021199,100 65,703 65,703 0.02 %
   Total200,000 200,000 0.05 %
Fullbridge, Inc.Cambridge, MA
Common sharesBusiness Education5/13/2012517,917 6,150,506 — — %
Promissory Note 1.47%, Due 11/9/2021(4)
3/3/2016$2,270,458 2,270,858 — — %
Total8,421,364 — — %
Treehouse Real Estate Investment Trust, Inc.(12)
Chicago, IL
Common shares***Cannabis REIT9/11/2019312,500 4,919,250 — — %
Kinetiq Holdings, LLCPhiladelphia, PA
Common shares, Class ASocial Data Platform3/30/2012112,374 — — — %
Total Non-controlled/Non-affiliate$148,875,401 $287,262,944 67.48 %
See accompanying notes to condensed consolidated financial statements.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
September 30, 2021
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
NON-CONTROLLED/AFFILIATE(1)
StormWind, LLC(5)
Scottsdale, AZ
Preferred shares, Series D 8%Interactive Learning11/26/2019329,337 $257,267 $633,903 0.15 %
Preferred shares, Series C 8%1/7/20142,779,134 4,000,787 6,616,800 1.55 %
Preferred shares, Series B 8%12/16/20113,279,629 2,019,687 4,551,179 1.07 %
Preferred shares, Series A 8%2/25/2014366,666 110,000 303,556 0.07 %
Total6,387,741 12,105,438 2.84 %
OneValley, Inc. (f/k/a NestGSV, Inc.)San Mateo, CA
Derivative Security, Expiration Date 8/23/2024(10)
Global Innovation Platform8/23/20198,555,124 2,190,382 0.51 %
Convertible Promissory Note 8% Due 8/23/2024(4)(10)
2/17/2016$1,010,198 1,030,176 505,099 0.12 %
Preferred Warrants Series A-4, Strike Price $1.33, Expiration Date 10/6/202110/6/2014500,000 — 5,000 0.01 %
Preferred Warrants Series B, Strike Price $2.31, Expiration Date 11/29/202111/29/2016100,000 29,275 — — %
Preferred Warrant Series B, Strike Price $2.31, Expiration Date 5/29/20225/29/2017125,000 70,379 — — %
Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/202312/31/2018250,000 5,080 7,500 0.01 %
Total9,690,034 2,707,981 0.65 %
Ozy Media, Inc.Mountain View, CA
Preferred shares, Series C-2 6%Digital Media Platform8/31/2016683,482 2,414,178 — — %
Common Warrants, Strike Price $0.01, Expiration Date 4/9/20284/9/2018295,565 30,647 — — %
Preferred shares, Series B 6%10/3/2014922,509 4,999,999 — — %
Preferred shares, Series A 6%12/11/20131,090,909 3,000,200 — — %
Preferred shares, Series Seed 6%11/2/2012500,000 500,000 — — %
Total10,945,024 — — %
Maven Research, Inc.San Francisco, CA
Preferred shares, Series C 8%Knowledge Networks7/2/2012318,979 2,000,447 — — %
Preferred shares, Series B 5%2/28/201249,505 217,206 — — %
Total2,217,653 — — %
Curious.com, Inc.Menlo Park, CA
Common sharesOnline Education11/22/20131,135,944 12,000,006 — — %
Total Non-controlled/Affiliate$41,240,458 $14,813,419 3.49 %

See accompanying notes to condensed consolidated financial statements.















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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS (UNAUDITED) - continued
September 30, 2021
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
CONTROLLED(2)
Architect Capital PayJoy SPV, LLC**
San Francisco, CA
Membership Interest in Lending SPV***(15)
Mobile Finance Technology3/24/2021$10,000,000 $10,006,745 $10,000,000 2.35 %
Colombier Sponsor LLC(19)
New York, NY
Class B UnitsSpecial Purpose Acquisition Company4/1/20211,976,033 1,556,587 1,554,354 0.37 %
Class W Units4/1/20212,700,000 1,159,150 1,157,487 0.27 %
Total2,715,737 2,711,841 0.64 %
SPBRX, INC. (f/k/a GSV Sustainability Partners, Inc.)Cupertino, CA
Preferred shares, Class A***(9)
Clean Technology4/15/201414,300,000 7,151,412 1,027,033 0.24 %
Common shares4/15/2014100,000 10,000 — — %
Total7,161,412 1,027,033 0.24 %
Total Controlled$19,883,894 $13,738,874 3.23 %
Total Portfolio Investments$209,999,753 $315,815,237 74.20 %

See accompanying notes to condensed consolidated financial statements.
__________________________________________
*    All portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified. Equity investments are subject to lock-up restrictions upon their initial public offering (“IPO”). Preferred dividends are generally only payable when declared and paid by the portfolio company's board of directors. The Company’s directors, officers, employees and staff, as applicable, may serve on the board of directors of the Company’s portfolio investments. (Refer to “Note 3—Related-Party Arrangements”). All portfolio investments are considered Level 3 and valued using significant unobservable inputs, unless otherwise noted. (Refer to “Note 4—Investments at Fair Value”). All of the Company's portfolio investments are restricted as to resale, unless otherwise noted, and were valued at fair value as determined in good faith by the Company’s Board of Directors. (Refer to "Note 2—Significant Accounting Policies—Investments at Fair Value").
**    Indicates assets that SuRo Capital Corp. believes do not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). Of the Company’s total investments as of September 30, 2021, 33.18% of its total investments are non-qualifying assets.
***    Investment is income-producing.

(1)“Affiliate Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined in the 1940 Act. In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp. if SuRo Capital Corp. owns 5% or more of the voting securities (i.e., securities with the right to elect directors) of such company. For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.

(2)“Control Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined in the 1940 Act. In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company owned more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors) and/or had the power to exercise control over the management or policies of such portfolio company. For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.

(3)Denotes an investment considered Level 1 or Level 2 and valued using observable inputs. Refer to “Note 4—Investments at Fair Value”.

(4)As of September 30, 2021, the investments noted had been placed on non-accrual status.

(5)SuRo Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.'s wholly owned subsidiary, GSVC SW Holdings, Inc.

(6)SuRo Capital Corp.’s investments in preferred shares in Residential Homes for Rent, LLC (d/b/a Second Avenue) are held through SuRo Capital Corp.'s wholly owned subsidiary, GSVC AV Holdings, Inc.

(7)SuRo Capital Corp.’s investments in Commercial Streaming Solutions Inc. (d/b/a BettorView) and YouBet Technology, Inc. (d/b/a PickUp) are held through SuRo Capital Corp.'s wholly owned subsidiary, SuRo Capital Sports, LLC ("SuRo Sports").
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(8)SuRo Capital Corp.’s investments in True Global Ventures 4 Plus Pte Ltd are held through SuRo Capital Corp.'s wholly owned subsidiary, GSVC SVDS Holdings, Inc. As of September 30, 2021, $0.7 million of a $2.0 million capital commitment to True Global Ventures 4 Plus Fund LP had been called and funded.

(9)The SPBRX, INC. (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp. do not entitle SuRo Capital Corp. to a preferred dividend. SuRo Capital Corp. does not anticipate that SPBRX, INC. will pay distributions on a quarterly or regular basis or become a predictable distributor of distributions.

(10)On August 23, 2019, SuRo Capital Corp. amended the structure of its investment in OneValley, Inc. (f/k/a NestGSV, Inc.). As part of the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security. OneValley, Inc. (f/k/a NestGSV, Inc.) has the right to call the position at any time over a five year period, while SuRo Capital Corp. can put the shares to OneValley, Inc. (f/k/a NestGSV, Inc.) at the end of the five year period.

(11)As of September 30, 2021, 512,290 Class A common shares remain in Palantir Lending Trust SPV I, none of which are subject to lock-up restrictions.

(12)On January 1, 2021, Treehouse Real Estate Investment Trust, Inc. completed its spin off of 34.4% of its assets into Aventine Property Group, Inc. During the nine months ended September 30, 2021, Aventine Property Group, Inc. declared an aggregate of $0.1 million in dividend distributions. During the nine months ended September 30, 2021, Treehouse Real Estate Investment Trust, Inc. declared an aggregate of $0.1 million in dividend distributions. SuRo Capital Corp. does not anticipate that Aventine Property Group, Inc. or Treehouse Real Estate Investment Trust, Inc. will pay distributions on a recurring or regular basis or become a predictable distributor of distributions.

(13)On March 31, 2021, Coursera, Inc. went public via an initial public offering on the New York Stock Exchange. As of September 30, 2021, none of SuRo Capital Corp.'s common shares in Coursera, Inc. were subject to lock-up restrictions.

(14)During the nine months ended September 30, 2021, approximately $1.1 million has been received from Residential Homes for Rent, LLC (d/b/a Second Avenue) related to the 15% term loan due December 23, 2023. Of the proceeds received, approximately $0.8 million repaid a portion of the outstanding principal and approximately $0.3 million was attributed to interest.

(15)As of September 30, 2021, the total $10.0 million capital commitment representing SuRo Capital Corp.'s Membership Interest in Architect Capital PayJoy SPV, LLC had been called and funded.

(16)During the nine months ended September 30, 2021, NewLake Capital Partners, Inc. (f/k/a GreenAcreage Real Estate Corp.) declared an aggregate of approximately $0.3 million in dividend distributions. SuRo Capital Corp. does not anticipate that NewLake Capital Partners, Inc. (f/k/a GreenAcreage Real Estate Corp.) will pay distributions on a recurring or regular basis or become a predictable distributor of distributions. On August 20, 2021, NewLake Capital Partners, Inc.(f/k/a GreenAcreage Real Estate Corp.) went public via an initial public offering on the OTCQX. As of September 30, 2021, none of SuRo Capital Corp.'s common shares in NewLake Capital Partners, Inc. (f/k/a GreenAcreage Real Estate Corp.) were subject to lock-up restrictions.

(17)Churchill Sponsor VI LLC is the sponsor of Churchill Capital Corp VI, a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

(18)Churchill Sponsor VII LLC is the sponsor of Churchill Capital Corp VII, a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

(19)Colombier Sponsor LLC is the sponsor of Colombier Acquisition Corp., a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

(20)On June 11, 2021, Churchill Capital Corp. II, a special purpose acquisition company, executed a private investment in public equity transaction in order to acquire shares of Software Luxembourg Holding S.A. alongside the merger of Software Luxembourg Holding S.A. and Churchill Capital Corp. II. Following the merger, Software Luxembourg Holding S.A. changed its name to Skillsoft Corp. As of September 30, 2021, none of SuRo Capital Corp.'s common shares in Skillsoft Corp. were subject to lock-up restrictions.

(21)AltC Sponsor LLC is the sponsor of AltC Acquisition Corp., a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

(22)On July 30, 2021, A Place for Rover, Inc. executed a business combination, through Nebula Caravel Acquisition Corp., a special purpose acquisition company. Following the merger, A Place for Rover, Inc. changed its name to Rover Group, Inc. and SuRo Capital Corp. received 26,836 additional common shares as a result of the exchange ratio prescribed in the transaction. As of September 30, 2021, SuRo Capital Corp.'s common shares in Rover Group, Inc. were subject to certain lock-up restrictions.

(23)On September 3, 2021, Clever, Inc. completed its sale to Kahoot! ASA. In connection with this transaction, SuRo Capital Corp. received 61,367 common shares in Kahoot! ASA in addition to cash proceeds and amounts currently held in escrow. SuRo Capital Corp. is also eligible to receive cash and Kahoot! ASA common shares subject to certain earn-out provisions and contingencies. As of September 30, 2021, SuRo Capital Corp.'s common shares in Kahoot! ASA were subject to certain lock-up restrictions.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS
December 31, 2020
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
NON-CONTROLLED/NON-AFFILIATE
Palantir Technologies, Inc.**
Palo Alto, CA
Common shares, Class A(3)(13)
Data Analysis5/7/20124,618,952 $12,875,126 $94,635,398 31.38 %
Coursera, Inc.Mountain View, CA
Preferred shares, Series F 8%Online Education7/15/2020166,962 2,840,017 2,838,354 0.94 %
Preferred shares, Series B 8%6/9/20132,961,399 14,519,519 50,343,783 16.69 %
Total17,359,536 53,182,137 17.63 %
Course Hero, Inc.Redwood City, CA
Preferred shares, Series A 8%Online Education9/18/20142,145,509 5,000,001 35,079,072 11.63 %
Nextdoor.com, Inc.San Francisco, CA
Common sharesSocial Networking9/27/2018580,360 10,002,666 12,832,208 4.25 %
Blink Health, Inc.New York, NY
Preferred shares, Series APharmaceutical Technology10/27/2020238,095 5,000,423 4,999,995 1.66 %
Preferred shares, Series C10/27/2020130,972 5,002,932 4,999,987 1.66 %
Total10,003,355 9,999,982 3.32 %
Forge Global, Inc.(15)
San Francisco, CA
Common shares, Class AAOnline Marketplace Finance7/20/2011614,042 123,987 7,624,437 2.53 %
Junior Preferred shares7/19/2011160,534 2,259,716 1,993,319 0.66 %
Junior Preferred warrants, Strike Price $12.42, Expiration Date 11/9/20257/19/201173,695 — 279,303 0.09 %
Total2,383,703 9,897,059 3.28 %
Enjoy Technology, Inc.Menlo Park, CA
Preferred shares, Series B 6%On-Demand Commerce7/29/20151,681,520 4,000,280 5,032,724 1.67 %
Preferred shares, Series A 6%10/16/2014879,198 1,002,440 1,536,980 0.51 %
Convertible Promissory Note 14% Due 1/30/2024***11/30/2020$521,112 524,057 521,112 0.17 %
Total5,526,777 7,090,816 2.35 %
Rent the Runway, Inc.New York, NY
Preferred shares, Series GSubscription Fashion Rental6/17/2020339,191 5,153,945 5,000,001 1.66 %
Residential Homes for Rent, LLC (d/b/a Second Avenue)(16)
Chicago, IL
Preferred shares, Series AReal Estate Platform12/23/2020150,000 1,500,000 1,500,000 0.50 %
Term loan 15%, Due 12/23/2023***12/23/2020$3,000,000 3,000,000 3,000,000 0.99 %
   Total4,500,000 4,500,000 1.49 %
Neutron Holdings, Inc. (d/b/a/ Lime)San Francisco, CA
Junior Preferred shares, Series 1-D(11)
Micromobility1/25/201941,237,113 10,007,322 3,485,014 1.16 %
Junior Preferred Convertible Note 4% Due 5/11/2027***5/11/2020$506,339 506,339 506,339 0.17 %
Common Warrants, Strike Price $0.01, Expiration Date 5/11/2027(11)
5/11/20202,032,967 — — — %
Total10,513,661 3,991,353 1.33 %
Aspiration Partners, Inc.Marina Del Rey, CA
Preferred shares, Series AFinancial Services8/11/2015540,270 1,001,815 3,288,548 1.09 %
Preferred shares, Series C-3 (12)
8/12/201924,912 281,190 169,599 0.06 %
Total1,283,005 3,458,147 1.15 %
Treehouse Real Estate Investment Trust, Inc.Chicago, IL
Common shares***(8)
Cannabis REIT9/11/2019312,500 7,500,000 3,321,626 1.10 %
Palantir Lending Trust SPV I **(10)
Palo Alto, CA
Equity Participation in Underlying CollateralData Analysis6/19/2020— — 2,550,764 0.85 %
See accompanying notes to condensed consolidated financial statements.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
December 31, 2020
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
Clever, Inc.San Francisco, CA
Preferred shares, Series B 8%Education Software12/5/20141,799,047 $2,000,601 $2,000,001 0.66 %
A Place for Rover Inc. (f/k/a DogVacay, Inc.)Seattle, WA
Common sharesPeer-to-Peer Pet Services11/3/2014707,991 2,506,119 1,474,878 0.49 %
Tynker (f/k/a Neuron Fuel, Inc.)Mountain View, CA
Preferred shares, Series A 8%Computer Software8/8/2012534,162 309,310 791,361 0.26 %
Fullbridge, Inc.Cambridge, MA
Common sharesBusiness Education5/13/2012517,917 6,150,506 — — %
Promissory Note 1.47%, Due 11/9/2021(4)
3/3/2016$2,270,458 2,270,858 — — %
Total8,421,364 — — %
SP Holdings Group, Inc.(15)
San Francisco, CA
Preferred shares, Series B 6%Online Marketplace Finance7/19/20111,771,653 — — — %
Common shares7/20/2011770,934 — — — %
Total— — — %
Kinetiq Holdings, LLC(14)
Philadelphia, PA
Common shares, Class ASocial Data Platform3/30/2012112,374 — — — %
Total Non-controlled/Non-affiliate$105,339,169 $249,804,803 82.83 %
NON-CONTROLLED/AFFILIATE(1)
Ozy Media, Inc.Mountain View, CA
Preferred shares, Series C-2 6%Digital Media Platform9/11/2019683,482 $2,414,178 $1,865,547 0.62 %
Common Warrants, Strike Price $0.01, Expiration Date 4/9/20284/9/2018295,565 30,647 762,558 0.25 %
Preferred shares, Series B 6%10/3/2014922,509 4,999,999 3,350,952 1.11 %
Preferred shares, Series A 6%12/11/20131,090,909 3,000,200 2,824,679 0.94 %
Preferred shares, Series Seed 6%11/2/2012500,000 500,000 1,294,645 0.43 %
Total10,945,024 10,098,381 3.35 %
GreenAcreage Real Estate Corp.New York, NY
Common shares***(9)
Cannabis REIT8/12/2019422,586 8,509,633 8,937,690 2.96 %
StormWind, LLC(5)
Scottsdale, AZ
Preferred shares, Series D 8%Interactive Learning11/26/2019329,337 257,267 440,515 0.15 %
Preferred shares, Series C 8%1/7/20142,779,134 4,000,787 4,804,218 1.59 %
Preferred shares, Series B 8%12/16/20113,279,629 2,019,687 2,625,365 0.87 %
Preferred shares, Series A 8%2/25/2014366,666 110,000 88,248 0.03 %
Total6,387,741 7,958,346 2.64 %
NestGSV, Inc. (d/b/a OneValley, Inc.)San Mateo, CA
Derivative Security, Expiration Date 8/23/2024(7)
Global Innovation Platform8/23/20198,555,124 2,173,148 0.72 %
Convertible Promissory Note 8% Due 8/23/2024(4)(7)
2/17/2016$1,010,198 1,030,176 505,099 0.17 %
Preferred Warrants Series A-3, Strike Price $1.33, Expiration Date 4/4/20214/4/2014187,500 — 4,687 — %
Preferred Warrants Series A-4, Strike Price $1.33, Expiration Date 10/6/202110/6/2014500,000 — 65,000 0.02 %
Preferred Warrants Series A-4, Strike Price $1.33, Expiration Date 7/18/20217/8/2016250,000 74,380 27,500 0.01 %
Preferred Warrants Series B, Strike Price $2.31, Expiration Date 11/29/202111/29/2016100,000 29,275 — — %
Preferred Warrant Series B, Strike Price $2.31, Expiration Date 5/29/20225/29/2017125,000 70,379 — — %
Preferred Warrant Series B, Strike Price $2.31, Expiration Date 12/31/202312/31/2018250,000 5,080 9,250 0.00 %
Total9,764,414 2,784,684 0.92 %
See accompanying notes to condensed consolidated financial statements.
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SURO CAPITAL CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED SCHEDULE OF INVESTMENTS - continued
December 31, 2020
Portfolio Investments*Headquarters/
Industry
Date of Initial InvestmentShares/
Principal
CostFair Value% of Net
Assets
CUX, Inc. (d/b/a CorpU)Philadelphia, PA
Senior Subordinated Convertible Promissory Note 4% Due 2/14/2023(4)
Corporate Education11/26/2014$1,251,158 $1,256,191 $312,790 0.10 %
Convertible preferred shares, Series D 6%5/31/2013169,033 778,607 73,882 0.02 %
Convertible preferred shares, Series C 8%3/29/2012615,763 2,006,077 — — %
Total4,040,875 386,672 0.12 %
Maven Research, Inc.San Francisco, CA
Preferred shares, Series C 8%Knowledge Networks7/2/2012318,979 2,000,447 — — %
Preferred shares, Series B 5%2/28/201249,505 217,206 — — %
Total2,217,653 — — %
Curious.com, Inc.Menlo Park, CA
Common sharesOnline Education11/22/20131,135,944 12,000,006 — — %
Total Non-controlled/Affiliate$53,865,346 $30,165,773 10.00 %
CONTROLLED(2)
SPBRX, INC. (f/k/a GSV Sustainability Partners, Inc.)Cupertino, CA
Preferred shares, Class A***(6)
Clean Technology4/15/201414,300,000 $7,151,412 $809,198 0.27 %
Common shares4/15/2014100,000 10,000 — — %
Total7,161,412 809,198 0.27 %
Total Controlled$7,161,412 $809,198 0.27 %
Total Portfolio Investments$166,365,927 $280,779,774 93.10 %
U.S. Treasury
U.S. Treasury bill, 0%, due 1/2/2021***(3)
12/30/2020$150,000,000 150,000,000 150,000,000 49.74 %
TOTAL INVESTMENTS$316,365,927 $430,779,774 142.83 %
See accompanying notes to condensed consolidated financial statements.
__________________________________________
*    All portfolio investments are non-control/non-affiliated and non-income-producing, unless otherwise identified. Equity investments are subject to lock-up restrictions upon their initial public offering (“IPO”). Preferred dividends are generally only payable when declared and paid by the portfolio company's board of directors. The Company’s directors, officers, employees and staff, as applicable, may serve on the board of directors of the Company’s portfolio investments. (Refer to “Note 3—Related-Party Arrangements”). All portfolio investments are considered Level 3 and valued using significant unobservable inputs, unless otherwise noted. (Refer to “Note 4—Investments at Fair Value”). All of the Company's portfolio investments are restricted as to resale, unless otherwise noted, and were valued at fair value as determined in good faith by the Company’s Board of Directors. (Refer to "Note 2—Significant Accounting Policies—Investments at Fair Value").
**    Indicates assets that SuRo Capital Corp. believes do not represent “qualifying assets” under Section 55(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). Of the Company’s total investments as of December 31, 2020, 22.56% of its total investments are non-qualifying assets.
***    Investment is income-producing.

(1)“Affiliate Investments” are investments in those companies that are “Affiliated Companies” of SuRo Capital Corp., as defined in the 1940 Act. In general, a company is deemed to be an “Affiliate” of SuRo Capital Corp. if SuRo Capital Corp. owns 5% or more of the voting securities (i.e., securities with the right to elect directors) of such company. For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.

(2)“Control Investments” are investments in those companies that are “Controlled Companies” of SuRo Capital Corp., as defined in the 1940 Act. In general, under the 1940 Act, the Company would “Control” a portfolio company if the Company owned more than 25% of its outstanding voting securities (i.e., securities with the right to elect directors) and/or had the power to exercise control over the management or policies of such portfolio company. For the Schedule of Investments In, and Advances To, Affiliates, as required by SEC Regulation S-X, Rule 12-14, refer to “Note 4—Investments at Fair Value”.
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(3)Denotes an investment considered Level 1 or Level 2 and valued using observable inputs. As of December 31, 2020, 1 portfolio investment held by SuRo Capital Corp. was considered Level 1 or Level 2. Refer to “Note 4—Investments at Fair Value”.

(4)As of December 31, 2020, the investments noted had been placed on non-accrual status.

(5)SuRo Capital Corp.’s investments in StormWind, LLC are held through SuRo Capital Corp.'s wholly owned subsidiary, GSVC SW Holdings, Inc.

(6)The SPBRX, INC. (f/k/a GSV Sustainability Partners, Inc.) preferred shares held by SuRo Capital Corp. do not entitle SuRo Capital Corp. to a preferred dividend rate. During the year ended December 31, 2020, SPBRX, INC. (f/k/a GSV Sustainability Partners, Inc.) declared, and SuRo Capital Corp. received, an aggregate of $450,000 in dividend distributions. SuRo Capital Corp. does not anticipate that SPBRX, INC. will pay distributions on a quarterly or regular basis or become a predictable distributor of distributions.

(7)On August 23, 2019, SuRo Capital Corp. amended the structure of its investment in NestGSV, Inc. (d/b/a OneValley, Inc.). As part of the agreement, SuRo Capital Corp.’s equity holdings (warrants notwithstanding) were restructured into a derivative security. NestGSV, Inc. (d/b/a OneValley,Inc.) has the right to call the position at any time over a five year period, while SuRo Capital Corp. can put the shares to NestGSV, Inc. (d/b/a OneValley, Inc.) at the end of the five year period.

(8)During the year ended December 31, 2020, Treehouse Real Estate Investment Trust Inc. declared, and SuRo Capital Corp. received, an aggregate of $50,000 in dividend distributions. SuRo Capital Corp. does not anticipate that Treehouse Real Estate Investment Trust Inc. will pay distributions on a recurring or regular basis or become a predictable distributor of distributions.

(9)During the year ended December 31, 2020, GreenAcreage Real Estate Corp. declared an aggregate of $317,617 in dividend distributions. SuRo Capital Corp. does not anticipate that GreenAcreage Real Estate Corp. will pay distributions on a recurring or regular basis or become a predictable distributor of distributions.

(10)On June 19, 2020, SuRo Capital Corp. extended a $6,900,000, non-recourse, collateralized loan to Palantir Lending Trust SPV I. The collateralized loan to Palantir Lending Trust SPV I matures on June 19, 2022 and includes a 15% interest rate. Through the collateralized loan, SuRo Capital Corp. participates in additional upside in a future Palantir Technologies, Inc. liquidity event by receiving a percentage of the share price appreciation as captured in the Equity Participation in Underlying Collateral security. As of December 31, 2020, $8,671,618 has been received from Palantir Lending Trust SPV I. Of the proceeds received, $6,900,000 fully repaid the outstanding principal, $782,125 was attributed to the accrued guaranteed interest, and $989,494 was generated by the Equity Participation in Underlying Collateral. As of December 31, 2020, the balance of the loan and all guaranteed interest has been fully repaid, and SuRo Capital Corp. retains the right to upside on 1,312,290 shares as captured in the Equity Participation in Underlying Collateral security.

(11)On May 11, 2020, SuRo Capital Corp. made a follow-on investment in a junior preferred convertible note to Neutron Holdings, Inc. (d/b/a Lime) as part of a recapitalization of Neutron Holdings, Inc. (d/b/a Lime), led by Uber Technologies, Inc. On May 11, 2020, SuRo Capital Corp.'s existing Series D Preferred shares were converted to Series 1-D Junior Preferred shares. As part of the transaction, SuRo Capital Corp. was issued, and received on August 24, 2020, 2,032,967 common warrants with a strike price of $0.01 and an expiration date of May 11, 2027.

(12)On June 6, 2020, the convertible note SuRo Capital Corp. had extended to Aspiration Partners, Inc. converted into Series C-3 Preferred shares at a 15% discount to Aspiration Partners, Inc.'s most recent financing round. SuRo Capital Corp. received 24,912 Series C-3 Preferred shares as a result of the conversion.

(13)On September 30, 2020, Palantir Technologies, Inc. went public via a modified direct listing on the New York Stock Exchange. Under the terms of the modified direct listing, as disclosed in Palantir Technologies, Inc.'s Amendment No. 1 to Form S-1 Registration Statement, 20% of SuRo Capital Corp.'s Class A common shares in Palantir Technologies, Inc. held at the time of the direct public listing were considered unrestricted, while the remaining 80% were subject to sales restrictions and are not eligible for sale until the third business day following the filing of Palantir Technologies, Inc.'s fiscal year 2020 Form 10-K filing in 2021. As of December 31, 2020, SuRo Capital Corp. holds 4,618,952 public shares of Palantir Technologies, Inc. common stock, all of which are subject to certain lock-up restrictions.

(14)On July 29, 2020 SuRo Capital Corp. exited its investment in 4C Insights (f/k/a The Echo Systems Corp.). In connection with this exit, SuRo Capital Corp. received 112,374 Class A common shares in Kinetiq Holdings, LLC in addition to cash proceeds and amounts currently held in escrow.

(15)On November 9, 2020, SharesPost, Inc. completed its merger with Forge Global, Inc. As part of the merger, SuRo Capital Corp. received Class AA Common Shares, Junior Preferred Stock and Junior Warrants of Forge. In addition, as part of the merger, certain assets held by SharesPost, Inc. that were not acquired by Forge were spun-out into a new entity called SP Holdings Group, Inc. In addition to the shares received from Forge, SuRo Capital Corp. also received Series B Preferred Stock and Common Shares in SP Holdings Group, Inc.

(16)SuRo Capital Corp.’s investments in Residential Homes for Rent, LLC (d/b/a Second Avenue) are held through SuRo Capital Corp.'s wholly owned subsidiary, GSVC AV Holdings, Inc.

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September 30, 2021

NOTE 1—NATURE OF OPERATIONS

SuRo Capital Corp. ("we", "us", "our", “Company” or “SuRo Capital”), formerly known as Sutter Rock Capital Corp. and as GSV Capital Corp. and formed in September 2010 as a Maryland corporation, is an internally-managed, non-diversified closed-end management investment company. The Company has elected to be regulated as a business development company ("BDC") under the Investment Company Act of 1940, as amended (the “1940 Act”), and has elected to be treated, and intends to qualify annually, as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

On and effective March 12, 2019, our Board of Directors approved internalizing our operating structure ("Internalization") and we began operating as an internally-managed non-diversified closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. Prior to March 12, 2019, we were externally managed by our former investment adviser, GSV Asset Management, LLC (“GSV Asset Management”), pursuant to an investment advisory agreement (the “Investment Advisory Agreement”), and our former administrator, GSV Capital Service Company, LLC (“GSV Capital Service Company”), provided the administrative services necessary for our operations pursuant to an administration agreement (the “Administration Agreement”). Refer to "Note 3 — Related-Party Arrangements" for further detail.

The Company’s date of inception was January 6, 2011, which is the date it commenced its development stage activities. The Company’s common stock is currently listed on the Nasdaq Capital Market under the symbol “SSSS” (formerly "GSVC"). The Company began its investment operations during the second quarter of 2011.

The table below displays the Company’s subsidiaries as of September 30, 2021, which, other than GSV Capital Lending, LLC (“GCL”), are collectively referred to as the “Taxable Subsidiaries.” The Taxable Subsidiaries were formed to hold portfolio investments. The Taxable Subsidiaries, including their associated portfolio investments, are consolidated with the Company for accounting purposes, but have elected to be treated as separate entities for U.S. federal income tax purposes, except for SuRo Capital Sports, LLC, which is subject to pass-through tax treatment. GCL was formed to originate portfolio loan investments within the state of California and is consolidated with the Company for accounting purposes. Refer to “Note 2—Significant Accounting Policies—Basis of Consolidation” below for further detail.
SubsidiaryJurisdiction of
Incorporation
Formation
Date
Percentage
Owned
GCLDelawareApril 13, 2012100%
Subsidiaries below are referred to collectively, as the “Taxable Subsidiaries”
GSVC AE Holdings, Inc. (“GAE”)DelawareNovember 28, 2012100%
GSVC AV Holdings, Inc. (“GAV”)DelawareNovember 28, 2012100%
GSVC SW Holdings, Inc. (“GSW”)DelawareNovember 28, 2012100%
GSVC SVDS Holdings, Inc. (“SVDS”)DelawareAugust 13, 2013100%
SuRo Capital Sports, LLC ("SuRo Sports")DelawareMarch 19, 2021100%

The Company’s investment objective is to maximize its portfolio’s total return, principally by seeking capital gains on its equity and equity-related investments, and to a lesser extent, income from debt investments. The Company invests principally in the equity securities of what it believes to be rapidly growing venture-capital-backed emerging companies. The Company may acquire its investments in these portfolio companies through offerings of the prospective portfolio companies, transactions on secondary marketplaces for private companies, or negotiations with selling stockholders. In addition, the Company may invest in private credit and in founders equity, founders warrants, forward purchase agreements, and private investment in public equity transactions of special purpose acquisition companies. The Company may also invest on an opportunistic basis in select publicly traded equity securities or certain non-U.S. companies that otherwise meet its investment criteria, subject to any applicable limitations under the 1940 Act.

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September 30, 2021
NOTE 2—SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The interim unaudited condensed consolidated financial statements of the Company are prepared on the accrual basis of accounting in conformity with U.S. generally accepted accounting principles (“GAAP”) and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company is an investment company following the specialized accounting and reporting guidance specified in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies. In the opinion of management, all adjustments, all of which were of a normal recurring nature, were considered necessary for the fair presentation of consolidated financial statements for the interim period have been included.

The results of operations for the current interim period are not necessarily indicative of results that ultimately may be achieved for any other interim period or for the year ending December 31, 2021. The interim unaudited condensed consolidated financial statements and notes hereto should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the year ended December 31, 2020.

Basis of Consolidation

Under Article 6 of Regulation S-X and the American Institute of Certified Public Accountants’ (“AICPA”) Audit and Accounting Guide for Investment Companies, the Company is precluded from consolidating any entity other than another investment company, a controlled operating company that provides substantially all of its services and benefits to the Company, and certain entities established for tax purposes where the Company holds a 100% interest. Accordingly, the Company’s condensed consolidated financial statements include its accounts and the accounts of the Taxable Subsidiaries and GCL, its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of condensed consolidated financial statements in accordance with GAAP requires the Company’s management to make a number of significant estimates. These include estimates of the fair value of certain assets and liabilities and other estimates that affect the reported amounts of certain assets and liabilities as of the date of the condensed consolidated financial statements and the reported amounts of certain revenues and expenses during the reporting period. It is likely that changes in these estimates will occur in the near term. The Company’s estimates are inherently subjective in nature and actual results could differ materially from such estimates.

Uncertainties and Risk Factors

The Company is subject to a number of risks and uncertainties in the nature of its operations, as well as vulnerability due to certain concentrations. Refer to "Risk Factors” in Part II, Item 1A of this Form 10-Q for a detailed discussion of the risks and uncertainties inherent in the nature of the Company’s operations. Refer to “Note 4—Investments at Fair Value” for an overview of the Company’s industry and geographic concentrations.

Investments at Fair Value

The Company applies fair value accounting in accordance with GAAP and the AICPA’s Audit and Accounting Guide for Investment Companies. The Company values its assets on a quarterly basis, or more frequently if required under the 1940 Act.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a framework for measuring fair value that includes a hierarchy used to classify the inputs used in measuring fair value. The hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three levels. The level in the fair value hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. The levels of the fair value hierarchy are as follows:
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Level 1—Valuations based on unadjusted quoted prices for identical assets or liabilities in an active market that the Company has the ability to access at the measurement date.

Level 2—Valuations based on observable inputs other than Level 1 prices, s