UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): September 15, 2025

Gladstone Capital Corporation

(Exact Name of Registrant as Specified in Charter)

Maryland

814-00237

54-2040781

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

1521 Westbranch Drive, Suite 100

McLean, Virginia

22102

(Address of Principal Executive Offices)

(Zip Code)

(703) 287-5800

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.001 par value per share	GLAD	The Nasdaq Stock Market LLC
7.75% Notes due 2028, $25.00 par value per note	GLADZ	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

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

Item 8.01 Other Events.

On September 15, 2025, Gladstone Capital Corporation (the “Company”) announced that it will redeem 100% (or $150,000,000 aggregate principal amount) of its outstanding 5.125% Notes due 2026 (the “2026 Notes”) on October 31, 2025 and 100% (or $57,000,000 aggregate principal amount) of its outstanding 7.75% notes due 2028 (the “2028 Notes”) on October 15, 2025 (each, a “Redemption Date”). The redemption price for the 2026 Notes equals 100% of the $150,000,000 aggregate principal amount of the 2026 Notes being redeemed plus accrued and unpaid interest, if any, to, but excluding, the applicable Redemption Date. The redemption price for the 2028 Notes equals 100% of the $57,000,000 aggregate principal amount of the 2028 Notes being redeemed, plus accrued and unpaid interest otherwise payable for the then-current quarterly interest period accrued to, but excluding, the applicable Redemption Date. In connection with the redemption, the 2028 Notes will be delisted from the Nasdaq Global Select Market.

SIGNATURE

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 hereunto duly authorized.


	Gladstone Capital Corporation
	(Registrant)

September 15, 2025	By:	/s/ Nicole Schaltenbrand
		Nicole Schaltenbrand
		Chief Financial Officer and Treasurer

GLADSTONE CAPITAL CORP 8-K