~~Shareholder~~UNITED ~~Authorization~~STATES

~~Proposal~~SECURITIES toAND ~~Adopt~~EXCHANGE ~~150% Asset Coverage Requirement (SBCAA Election)~~COMMISSION

~~Executive~~Washington, ~~Summary~~D.C. 20549

OnFORM November 3, 2025, X1 Capital Inc. (the “Company”) had a meeting with its sole shareholder to approve a reduction of the Company’s asset coverage requirement from 200% to 150% under Section 61(a) of the Investment Company Act of 1940, as amended (the “1940 Act”). This change effectively permits a debt8-to-equity ratio up to 2:1 (from ~1:1), providing the Company with greater flexibility to fund attractive investments, scale efficiently, and potentially enhance returns for shareholders—while maintaining robust risk management.K

~~The~~Current ~~Board of Directors (“Board”) recommends approval.~~Report

AsPursuant ~~this~~to ~~meeting~~Section ~~had~~13 ~~100%~~or ~~participation~~15(d) ~~by Shareholders, the Company did not file a DEF 14A.~~of

~~Background~~the ~~and~~Securities ~~Purpose~~Exchange Act of 1934

~~·Current~~Date ~~framework.~~of AsReport ~~a business development company~~ (~~“BDC”),~~Date ~~the Company is subject to senior securities limitations and asset coverage requirements under Sections 18 and 61~~ of ~~the~~earliest ~~1940~~event ~~Act.~~reported): ~~The~~May ~~default~~08, ~~requirement is 200% asset coverage (≈ 1:1 debt-to-equity).~~ 2026

~~·What’s~~X1 ~~changing.~~Capital ~~The Small Business Credit Availability Act allows BDCs, with shareholder approval, to operate with 150% asset coverage (≈ 2:1 debt-to-equity)~~Inc.

~~·Strategic~~(Exact ~~rationale.~~Name ~~The~~of ~~Board~~Registrant ~~and~~as ~~management~~Specified ~~believe~~in ~~the~~its ~~additional flexibility will help the Company:~~ Charter)

oFund a broader pipeline of senior secured loans and other income-producing assets;

814-01672		Maryland		93-2414793
(Commission File Number)		(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

~~oImprove~~6637 ~~operating~~S ~~leverage~~Winding ~~and~~Brook ~~expense~~Dr., ~~ratios~~Fairhope, ~~across~~AL ~~a larger balance sheet;~~ 36532

~~oSupport~~(Address ~~earnings~~of ~~growth~~Principal ~~and~~Executive ~~dividend~~Offices ~~capacity~~and ~~over~~Zip ~~the cycle; and~~ Code)

~~oRemain~~Registrant ~~competitive~~telephone ~~with~~number, ~~peers~~including ~~that~~area ~~have~~code: ~~already adopted 150% coverage.~~ (713)614-7755

~~How~~Not ~~the 150% Asset Coverage Works~~Applicable

~~·Definition. “Asset coverage” equals~~ (~~Total~~Former ~~Assets~~Name ~~– All~~or ~~Liabilities~~Former ~~and~~Address, ~~Indebtedness~~if ~~Not~~Changed ~~Represented~~Since byLast ~~Senior Securities~~Report) ~~÷ (Aggregate Senior Securities).~~

~~·Practical~~Check ~~cap.~~the ~~150%~~appropriate ~~coverage~~box ~~translates~~below toif athe ~~maximum~~Form ~~regulatory debt~~8-K filing is intended to~~-equity~~ simultaneously satisfy the filing obligation of 2the registrant under any of the following provisions:1.

~~·Ongoing~~☐ ~~compliance.~~Written ~~The~~communications ~~Company~~pursuant ~~will~~to ~~calculate~~Rule ~~and~~425 ~~test~~under ~~asset~~the ~~coverage~~Securities atAct ~~each~~(17 ~~time~~CFR ~~it issues senior securities and on an ongoing basis~~230. 425)

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

~~1.Greater~~☐ ~~capacity~~Pre-commencement tocommunications ~~deploy~~pursuant ~~into core strategy. Incremental borrowing capacity can be directed~~ to ~~loans~~Rule to14d-2(b) ~~borrowers~~under ~~consistent~~the ~~with~~Exchange ~~our~~Act ~~underwriting~~(17 ~~standards~~CFR 240. 14d-2(b))

~~2.Potentially~~☐ ~~higher~~Pre-commencement ~~net~~communications ~~investment~~pursuant ~~income~~to Rule 13e-4(~~NII~~c). ~~More~~under ~~earning~~the ~~assets~~Exchange ~~may~~Act ~~increase NII per share~~ (~~subject~~17 toCFR ~~spreads, funding costs, and non~~240.13e-~~accruals~~4(c). )

~~3.Enhanced~~Securities ~~competitiveness.~~registered ~~Many~~pursuant ~~BDC~~to ~~peers~~Section ~~have~~12(b) ~~already~~of ~~made~~the ~~this~~Exchange ~~election;~~Act: ~~maintaining parity supports deal flow and sponsor relationships.~~ None

~~4.Capital~~Indicate ~~structure~~by ~~flexibility.~~check ~~Broader~~mark ~~options~~whether ~~across~~the ~~revolvers,~~registrant ~~unsecured~~is ~~notes,~~an ~~and~~emerging ~~preferreds;~~growth ~~potential~~company toas ~~ladder~~defined ~~maturities~~in ~~and~~Rule ~~optimize~~405 ~~cost~~of the Securities Act of ~~capital~~1933 (17 CFR §230. 405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

~~Key~~Emerging ~~Safeguards~~growth ~~and~~company ~~Risk Management~~þ

~~·Stress~~If ~~testing~~an ~~and~~emerging ~~scenario~~growth ~~analysis~~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. ☐

~~·Liquidity~~Introductory ~~management.~~ Note

~~·Asset~~On ~~quality~~May ~~discipline~~8, 2026, X1 Capital Inc. (“Company”) held both a Board Meeting and a Special Meeting of Shareholders. 100% of the Shareholders attended.

~~·Funding~~At ~~diversification~~the meeting, the following measures were passed with both an affirmative vote of the Board and an affirmative vote of 100% of the Company's outstanding shares.

~~Risks~~·Approval toof ~~Consider~~David McMurry as an independent Board Member.

·~~Increased~~Investment ~~sensitivity~~strategy ~~to credit losses. Higher leverage can amplify NAV declines in downturns or if non-accruals rise.~~expansion

~~·Interest-rate~~Concurrent ~~and~~with ~~funding~~the ~~risk.~~approval ~~Spread~~of ~~compression,~~David ~~higher~~McMurry ~~funding~~as ~~costs,~~a orBoard ~~limited~~Member, ~~market~~Edward ~~access~~Hatfield ~~can~~stepped ~~pressure~~down ~~NII~~as ~~and~~a ~~coverage~~Board Member.

~~·Covenant~~Item ~~constraints.~~1 ~~Credit~~Registrant’s ~~facility~~Business and ~~indenture covenants (separate from the 1940 Act) may restrict actions or accelerate if breached.~~ Operations

~~·Market~~The ~~perception.~~Company ~~Operating~~approved atan ~~higher~~investment ~~leverage~~strategy ~~may~~expansion ~~increase share-price volatility and widen trading discounts during stress.~~ to:

~~Effect~~·Acquire onnon-guaranteed ~~Dividends~~portions ~~and~~of ~~Fees~~government-guaranteed loans.

·~~Dividends.~~Investment ~~Over~~into ~~time,~~companies ~~higher~~providing ~~earning~~services ~~assets~~to ~~may~~the ~~support~~US ~~higher~~government, orincluding ~~more~~providing ~~stable~~financing ~~distributions;~~where ~~however,~~at ~~dividends~~least ~~remain~~part ~~subject~~of tothe ~~realized~~investment ~~income,~~is ~~taxable~~collateralized ~~distribution~~or ~~requirements,~~secured ~~and~~by ~~Board~~government ~~determination~~receivables or government contracts.

~~·Fees~~Item 5.02. IfDeparture ~~the~~of ~~Company~~Directors ~~becomes~~or ~~externally~~Certain ~~managed,~~Officers; ~~the~~Election ~~investment~~of ~~advisory~~Directors; ~~agreement’s~~Appointment ~~base~~of ~~and~~Certain ~~incentive~~Officers; ~~fees~~Compensatory ~~apply~~Arrangements toof aCertain ~~larger asset base~~Officers.

~~What~~At ~~Happens~~the Ifmeeting, ~~Asset~~100% ~~Coverage~~of ~~Falls~~the ~~Below~~Shareholders ~~150%?~~and the Board approved David McMurry as an independent Board Member.

IfMr. ~~the~~David ~~Company~~McMurry ~~falls~~is ~~below~~a ~~the~~retired ~~required~~Wall ~~coverage~~Street executive. Prior to retirement, itMr. ~~cannot~~McMurry ~~incur~~worked ~~additional~~at ~~senior~~the ~~securities~~hedge ~~and~~fund ~~cannot~~Caxton ~~declare~~Associates. orBefore ~~pay~~Caxton, ~~common~~Mr. ~~dividends~~McMurry orwas ~~repurchase~~a ~~common~~top-ranked ~~stock~~technology ~~unless~~equity ~~compliant~~research ~~pro~~analyst ~~forma~~at Credit Suisse First Boston. ~~Management~~Mr. ~~would~~McMurry ~~prioritize~~began ~~deleveraging~~his ~~actions~~career ~~(asset~~at ~~sales,~~DLJ in equity ~~issuance,~~research. ~~expense~~Mr. ~~controls)~~McMurry tohas ~~restore~~his ~~compliance~~BA from Harvard University.

~~Shareholder~~Concurrent ~~Vote~~with ~~and~~this, ~~Required~~Edward ~~Approval~~Hatfield stepped down as a Board Member.

~~·Vote~~Item ~~standard~~5.07. ~~Approval~~Submission ~~requires the affirmative vote~~ of aMatters ~~“majority~~to ofVote ~~the outstanding voting securities” as defined in the 1940 Act (the lesser~~ of ~~(i)~~Securities ~~67% of the voting securities present if more than 50% outstanding are present, or (ii) more than 50% of the outstanding voting securities).~~ Holders

~~·Effective~~On ~~date.~~August If21, ~~shareholders approve~~2025, ~~the 150~~100% ~~asset~~of ~~coverage~~shareholders ~~becomes~~of ~~effective~~ the ~~day~~“Company” ~~after~~approved ~~approval.~~ the following:

·IfApproval ~~not~~of ~~approved.~~the ~~The~~strategy ~~Company~~expansion ~~will~~as ~~continue~~outlined toin ~~operate~~Item ~~at 200% asset coverage~~1.

·Approval of David McMurry as an independent Board ~~Recommendation~~Member

~~After careful consideration of the benefits, risks, and alternatives, the Board recommends a vote “FOR” the Proposal.~~SIGNATURES

~~Approval:~~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.

Growth Lending LLC

Date: May 11, 2026	X1 Capital Inc.

	By:	/s/ James Hickey
	Name:	James Hickey
	Title:	CEO

100% owner of all outstanding X1 Capital Inc.

/s/ Ladislas Mysyrowicz

Ladislas Mysyrowicz

Authorized Representative

Date: November 3, 2025

Filing Compare · X1 Capital Inc.