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Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 14, 2023



Hercules Capital, Inc.

(Exact name of registrant as specified in its charter)




Maryland   814-00702   74-3113410

(State or other jurisdiction

of incorporation)



File No.)


(I.R.S. Employer

Identification No.)


400 Hamilton Ave., Suite 310

Palo Alto, CA

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (650) 289-3060

Not Applicable

(Former name or 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 (see General Instruction A.2. below):


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





Name of each exchange

on which registered

Common Stock, par value $0.001 per share   HTGC   New York Stock Exchange
6.25% Notes due 2033   HCXY   New York Stock Exchange

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

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 2.02

Results of Operation and Financial Condition

On February 16, 2023, Hercules Capital, Inc. (the “Company”) issued a press release announcing its earnings for the quarter and year ended December 31, 2022. The text of the press release is included as an exhibit to this Form 8-K.

The information disclosed under the Item 2.02 including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be deemed incorporated by reference into any filing made under the Securities Act of 1933, except as expressly set forth by specific reference in such filing.


Item 8.01.

Other Events

On February 14, 2023, the Company announced that its Board of Directors has declared a quarterly distribution of $0.39 per share. Additionally, the Company announced that its Board of Directors has declared a supplemental distribution of $0.32 per share, which will be distributed equally over four quarters beginning with the fourth quarter of 2022 distribution payable in March 2023. Each distribution payable in March 2023 will be paid to stockholders on the date and in such amounts as set forth below. The texts of the press releases are included as exhibits to this Form 8-K.

Dividends Payable in March 2023


Ex-Dividend Date


Record Date


Payment Date



Dividend Amount

Per Share



Dividend Amount

Per Share


Total Dividends

Amount Per Share

March 1, 2023

  March 2, 2023   March 9, 2023   $ 0.39   $ 0.08   $ 0.47


Item 9.01.

Financial Statements and Exhibits

(d) Exhibits.





99.1    Press Release dated February 16, 2023
99.2    Press Release dated February 14, 2023
99.3    Press Release dated February 14, 2023
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.


February 16, 2023      

/s/ Kiersten Zaza Botelho

      Kiersten Zaza Botelho
      General Counsel, Chief Compliance Officer and Secretary