Document

As filed with the Securities and Exchange Commission on May 11, 2026

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Tender Offer Statement under Section 14(d)(1) or 13(e)(1)

of the Securities Exchange Act of 1934

PROSPECT FLOATING RATE AND ALTERNATIVE INCOME FUND, INC.

(Name of Subject Company (Issuer))

PROSPECT FLOATING RATE AND ALTERNATIVE INCOME FUND, INC.

(Names of Filing Persons (Offeror and Issuer))

Class A, Class S, Class D, and Class I Common Stock, Par Value $0.001 per share

(Title of Class of Securities)

(CUSIP Number of Class of Securities)

Chief Financial Officer

Prospect Floating Rate and Alternative Income Fund, Inc.

10 East 40th Street, 42nd Floor

New York, New York 10016

(Name, address, and telephone numbers of person authorized to receive notices and communications on behalf of filing persons)


o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.
	Check the appropriate boxes below to designate any transactions to which the statement relates:
	o	Third-party tender offer subject to Rule 14d-1.
	x	Issuer tender offer subject to Rule 13e-4.
	o	Going-private transaction subject to Rule 13e-3.
	o	Amendment to Schedule 13D under Rule 13d-2.


x Check the box if the filing is a final amendment reporting the results of the tender offer.

If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon:


			o			Rule 13e-4(i) (Cross-Border Issuer Tender Offer)
			o			Rule 14d-1(d) (Cross-Border Third-Party Tender Offer)

FIRST AMENDMENT TO TENDER OFFER STATEMENT

This Amendment No. 1 supplements and amends the Tender Offer Statement on Schedule TO filed with the U.S. Securities and Exchange Commission on March 27, 2026 by Prospect Floating Rate and Alternative Income Fund, Inc., a Maryland corporation (the “Company”), in connection with the offer by the Company to purchase up to the number of shares of the Company’s issued and outstanding common stock, par value $0.001 per share (including Class A, Class S, Class D and Class I common stock, the “Shares”) that the Company can repurchase with the cash that has been retained by the Company during the quarter ended December 31, 2025 as a result of issuing shares through its distribution reinvestment plan to those shareholders who have elected to receive their distributions in the form of additional shares rather than in cash. As of March 27, 2026, there were no Class S or Class D Shares outstanding. The tender offer was made upon and subject to the terms and conditions set forth in the Offer to Purchase, dated March 27, 2026 and the related Letter of Transmittal (together, the “Offer”). The Offer expired at 4:00 P.M., Eastern Time, on April 29, 2026, and a total of 57,531 Shares were validly tendered and not withdrawn pursuant to the Offer as of such date. In accordance with the terms of the Offer, the Company purchased all 51,531 Shares validly tendered and not withdrawn at a price equal to $3.83 per Share for an aggregate purchase price of approximately $220,342. The purchase price per Share was equal to the net asset value per Share as of April 30, 2026.

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.





Prospect Floating Rate and Alternative Income Fund, Inc.

By: /s/ M. Grier Eliasek
Name: M. Grier Eliasek
Title: Chairman, Chief Executive Officer and President


EXHIBIT NUMBER						DESCRIPTION
99(a)(1)(A)						Offer to Purchase, dated March 27, 2026.*
99(a)(1)(B)						Form of Letter of Transmittal.*
99(a)(1)(C)						Letter to Stockholders, dated March 27, 2026.*
EX-FILING FEES						Calculation of Filing Fees Table.*

*Previously filed with the Schedule TO on March 27, 2026.