Form 8-K
8-K — Sound Point Meridian Capital, Inc.
Accession: 0001829126-26-012242
Filed: 2026-11-12
Period: 2026-11-12
CIK: 0001930147
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — soundpoint_8k.htm (Primary)
EX-99.1 — EXHIBIT 99.1 (soundpoint_ex99-1.htm)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
November 12, 2026
SOUND POINT MERIDIAN CAPITAL, INC.
(Exact name of Registrant as Specified in Its
Charter)
Delaware
811-23881
99-3083840
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
375 Park Avenue, 34th Floor, New York, New York
10152
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including
area code: (212) 895-2293
(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(s)
Name of each exchange on which registered
Common Stock, par value $0.001 per share
SPMC
New York Stock Exchange
8.00% Series A Preferred Stock due 2029
SPMA
New York Stock Exchange
7.875% Series B Preferred Stock due 2030
SPME
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 or Rule 12b- 2 of the Securities Exchange Act of 1934.
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
November 12, 2026, the Company issued a press release announcing the declaration of both common and preferred distributions for the fourth
fiscal quarter 2027, financial results for the second fiscal quarter ended September 30, 2026, and certain additional activity through
October 31, 2026. A copy of the press release is being filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein
by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit No.
Description
99.1
Press Release, dated November 12, 2026
1
SIGNATURES
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 thereunto duly authorized.
Sound Point Meridian Capital, Inc.
Date: November 12, 2026
By:
/s/ Ujjaval Desai
Name:
Ujjaval Desai
Title:
Chief Executive Officer
2
EX-99.1 — EXHIBIT 99.1
EX-99.1
Filename: soundpoint_ex99-1.htm · Sequence: 2
Exhibit 99.1
Sound Point Meridian Capital, Inc. Announces Fourth Fiscal Quarter 2027 Common and
Preferred Distributions and Results for the Second Fiscal Quarter Ended September 30, 2026
NEW YORK – November 12, 2026 – Sound Point Meridian Capital, Inc. (NYSE: SPMC, SPMA, SPME), a closed-end management investment company that has registered as an investment company under the Investment Company Act of 1940, as amended (the “Company”), today announced the declaration of distributions on shares of the Company’s common and preferred stock for the fourth fiscal quarter 2027 (first calendar quarter of 2027), results for the second fiscal quarter ended September 30, 2026 and additional activity through October 31, 2026.
The Company is declaring a monthly distribution of $0.13 per share on its common stock to be paid on each of January 29, 2027, February 26, 2027, and March 31, 2027.
The distributions will be payable according to the following schedule:
Record Date
Payable Date
Amount per common share
January 15, 2027
January 29, 2027
$0.13
February 16, 2027
February 26, 2027
$0.13
March 15, 2027
March 31, 2027
$0.13
Distributions on common stock are generally paid from net investment income (regular interest and dividends) and may also include capital gains and/or a return of capital. The specific tax characteristics of the distributions will be reported to the Company’s stockholders on Form 1099 after the end of the 2027 calendar year.
The Company is also declaring a monthly distribution of $0.16667 on shares of the Company’s 8.00% Series A Term Preferred Stock due 2029 (the “Series A Term Preferred Stock”) to be paid on each of January 29, 2027, February 26, 2027, and March 31, 2027.
The distributions will be payable according to the following schedule:
Record Date
Payable Date
Amount per preferred share
January 15, 2027
January 29, 2027
$0.16667
February 16, 2027
February 26, 2027
$0.16667
March 15, 2027
March 31, 2027
$0.16667
The distributions on the Series A Term Preferred Stock reflect an annual distribution rate of 8.00% of the $25.00 liquidation preference per share.
The Company is also pleased to announce the declaration of distributions on shares of the Company’s 7.875% Series B Term Preferred Stock due 2030 (the “Series B Term Preferred Stock”) as follows:
Record Date
Payable Date
Amount per preferred share
January 15, 2027
January 29, 2027
$0.1640625
February 16, 2027
February 26, 2027
$0.1640625
March 15, 2027
March 31, 2027
$0.1640625
The distributions on the Series B Term Preferred Stock reflect an annual distribution rate of 7.875% of the $25.00 liquidation preference per share.
SECOND FISCAL QUARTER ENDED SEPTEMBER 30, 2026 RESULTS
●
Net asset value per share of common stock was $9.09 as of September 30, 2026.
●
Net investment income (“NII”) was $5.8 million, or $0.28 per share of common stock, comprised of $12.8 million of investment income, or $0.61 per share of common stock and $7.0 million of expenses, or $0.33 per share of common stock.
●
Realized loss on investments was $13.5 million, or ($0.64) per share of common stock.
●
Unrealized gain on investments was $3.6 million, or $0.17 per share of common stock.
●
GAAP net loss was $4.1 million, or ($0.19) per share of common stock.
●
As of September 30, 2026, the weighted average GAAP yield of the Company’s CLO equity portfolio, based on amortized cost, was 10.0%.1
●
As of September 30, 2026, on a look-through basis, and based on the most recent trustee reports received by such date:
○
The Company, through its CLO investments, had indirect exposure to approximately 1,566 unique underlying loans.
○
The largest look-through obligor represented 0.6% of the loans underlying the Company’s CLO debt and equity portfolio.
○
The top ten largest look-through obligors together represented 4.4% of the loans underlying the Company’s CLO debt and equity portfolio.
●
Entered into a Management Fee Waiver Agreement with the Company’s investment adviser, effective for the period from July 1, 2026 through December 31, 2026, pursuant to which the Adviser has agreed to temporarily waive a portion of the base management fee and incentive fee otherwise payable under the Advisory Agreement. During this period, the fee waiver will reduce the annual base management fee from 1.75% to 1.50% and the annual incentive fee from 20% to 15% of pre-incentive net investment income.2
THIRD FISCAL QUARTER PORTFOLIO ACTIVITY AND OTHER UPDATES
●
Management’s unaudited and estimated range of the net asset value per share of the Company’s common stock as of October 31, 2026, was between $8.41 and $8.51.
●
Received $18.3 million cash distributions from the Company’s investment portfolio.3
●
Declared a monthly distribution of $0.13 per share on the Company’s common stock to be paid on each of January 29, 2027, February 26, 2027, and March 31, 2027.
●
Declared a monthly distribution of $0.16667 on shares of the Company’s 8.00% Series A Term Preferred Stock due 2029 to be paid on each of January 29, 2027, February 26, 2027, and March 31, 2027.
●
Declared a monthly distribution of $0.1640625 on shares of the Company’s 7.875% Series B Term Preferred Stock due 2030 to be paid on each of January 29, 2027, February 26, 2027, and March 31, 2027.
1
Calculated at the end of each quarter and used for income recognition for the following quarter. For the quarter ended September 30, 2026, CLO Equity GAAP Yield was calculated based on total amortized cost (excluding called CLOs) of $487.65mm.
2
For additional details, see the Management Fee Waiver Agreement, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed August 12, 2026.
3
“Cash distributions” refers to the quarterly distributions received by the company from its CLO equity investments.
-2-
CONFERENCE CALL
The Company will host a conference call at 11:00 a.m. (Eastern Time) today to discuss these results. All interested parties are welcome to participate in the conference call via the below:
Date/Time:
Thursday, November 12, 2026 – 11:00 a.m. ET
Participant Dial-In Numbers:
(North America Toll-Free):
(833) 461-5787
(International Toll):
(585) 542-9983
To access the call, please dial-in approximately five minutes before the start time and, if asked, provide the operator with Conference ID 692 106 906.
An accompanying slide presentation
is available in pdf format via the “Events and Presentations” section of the Company’s website (https://www.soundpointmeridiancap.com/).
The call will also be simultaneously
webcast over the internet via the “Events and Presentations” section of the Company’s website (https://www.soundpointmeridiancap.com/).
Please go to the “Events and Presentations” section of the Company’s website at least 15 minutes prior to the call
to register for the call and download and install any necessary audio software.
About the Company
The Company is an externally
managed, non-diversified closed-end management investment company. The Company’s investment objective is to generate high current
income, with a secondary objective to generate capital appreciation, by investing primarily in third-party collateralized loan obligation
(“CLO”) equity and mezzanine tranches of predominately U.S. dollar-denominated CLOs backed by corporate leveraged loans issued
primarily to U.S. obligors. The Company is externally managed and advised by Sound Point Meridian Management Company, LLC, a Delaware
limited liability company. For additional information, visit https://www.soundpointmeridiancap.com.
FORWARD-LOOKING STATEMENTS
This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this press release may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this press release.
Investor Relations:
Julie Smith – Sound Point Capital
(212) 895-2293
ir@soundpointmeridiancap.com
www.soundpointmeridiancap.com
Source: Sound Point Meridian Capital, Inc.
NOT FDIC INSURED ● NO BANK GUARANTEE ● MAY LOSE VALUE
-3-
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