0001513363 2026-10-20 2026-10-20 iso4217:USD false 0001513363 8-K 2026-10-20 Fidus Investment Corporation MD 814-00861 27-5017321 1603 Orrington Avenue Suite 1005 Evanston IL 60201 847 859-3940 false false false false Common Stock, par value $0.001 per share FDUS NASDAQ false <div style="margin-top:6pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">As previously disclosed, on May 29, 2026, Fidus Investment Corporation (the “Company”) issued $120.0 in aggregate principal amount of its 6.625% Notes due 2029 (the “Restricted Notes”) in a transaction not requiring registration under the Securities Act of 1933, as amended (the “Securities Act”). The Restricted Notes were originally issued pursuant to a Note Purchase Agreement, dated May 29, 2026, by and between the Company and the initial purchasers of the Restricted Notes (the “Private Offering”). </div><div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">In connection with the Private Offering, the Company entered into a registration rights agreement with the initial purchasers of the Restricted Notes (the “Registration Rights Agreement”), pursuant to which the Company agreed to offer to exchange the Restricted Notes for a like principal amount of its 6.625% Notes due 2029 registered under the Securities Act (the “Exchange Notes”) in order to satisfy its obligations under the Registration Rights Agreement (the “Exchange Offer”). The Exchange Notes were registered under the Securities Act pursuant to the Company’s registration statement on Form <span style="white-space: nowrap; letter-spacing: 0px; top: 0px;display:inline;">N-14</span> (File <span style="white-space: nowrap; letter-spacing: 0px; top: 0px;display:inline;">No. 333-297156)</span> previously filed with the Securities and Exchange Commission (the “SEC”) and were issued under the Indenture (as defined below) and a final prospectus dated September 16, 2026. The Exchange Offer closed on October 20, 2026. Following such closing, holders of the initial Restricted Notes now hold the same aggregate principal amount of Exchange Notes. </div> 120 6.625% Notes due 2029 <div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">The Indenture contains certain affirmative and negative covenants, including covenants requiring the Company to comply with the asset coverage ratio required by the Investment Company Act of 1940, as amended (the “1940 Act”). These covenants are subject to important limitations and exceptions that are set forth in the Indenture. </div>