Main Street Capital Corporation filed a Schedule 13D with the SEC on November 4, 2026, disclosing beneficial ownership of 2,250,574 shares of MSC Income Fund, Inc. common stock, representing 5.0% of the class, as of the November 3, 2026 triggering event date.

Key Highlights

  • Aggregate beneficial ownership: Main Street Capital Corp reports sole voting and sole dispositive power over 2,250,574 shares of MSC Income Fund common stock, equal to 5.0% of the class.
  • 2026 Stock Purchase Plan: Main Street entered a second open-market plan in August 2026 allowing purchases of up to $20.0 million in shares from September 2026 through February 2027, subject to price conditions relative to net asset value.
  • Recent purchases under 2026 plan: From September 8, 2026 through November 3, 2026, the Reporting Person acquired 225,354 shares at a weighted-average price of $11.92 per share, for an aggregate cost of $2.7 million.
  • Prior 2025 plan activity: Under the now-expired 2025 Stock Purchase Plan, 650,348 shares were acquired from April 1, 2025 through March 31, 2026 at a weighted-average price of $13.09 per share, for an aggregate cost of $8.5 million.
  • Source of funds: According to the filing, funds for all purchases came from the Reporting Person's "capital available for investment activities."
  • Adviser relationship: The Reporting Person wholly owns MSC Adviser I, LLC, which serves as investment adviser and administrator to MSC Income Fund under an agreement dated January 29, 2025.

Main Street Capital's Accumulated Position in MSC Income Fund

According to the Schedule 13D filed November 4, 2026, Main Street Capital Corporation, organized in Maryland and described as "an internally managed closed-end management investment company" regulated as a business development company under the Investment Company Act of 1940, holds an aggregate of 2,250,574 shares of MSC Income Fund, Inc. common stock (par value $0.001 per share). The filing identifies the triggering event date as November 3, 2026. Main Street Capital is listed on the New York Stock Exchange; the filing identifies MSC Income Fund, Inc. as the issuer, with principal offices at 1300 Post Oak Boulevard, 8th Floor, Houston, Texas 77056.

The filing details a series of purchases dating back to 2023. In May, August, and October 2023 and January, May, and August 2024, the Reporting Person purchased an aggregate of 980,070 shares at a weighted-average price of $15.82 per share for an aggregate cost of $15.5 million, in connection with reinvestments of the issuer's quarterly dividend under its dividend reinvestment plan. In September 2023, 57,692 shares were purchased through a Dutch Auction Tender at $13.00 per share for $0.8 million. On January 30, 2025, 289,761 shares were acquired in a follow-on public offering at $15.53 per share for $4.5 million.

The 2026 Stock Purchase Plan, entered in August 2026, permits purchases of up to $20.0 million in shares at times when the market price is trading below the most recently reported net asset value per share "by certain pre-determined levels." The filing notes that MSC Income Fund's board of directors also authorized the issuer to enter a substantially similar $20.0 million repurchase plan, and that "daily purchases under the two plans, if any, are expected to be split pro rata" between the Reporting Person and the issuer. The filing states the Reporting Person may in the future acquire additional shares, dispose of securities, or "take any other available course of action," and references possible extraordinary corporate transactions including mergers or reorganizations as among the alternatives under review.

What Was Disclosed

Main Street Capital Corporation disclosed in a Schedule 13D that it beneficially owns 2,250,574 shares, or 5.0%, of MSC Income Fund, Inc. common stock, accumulated through dividend reinvestment plan purchases, a Dutch Auction, a public offering, and two open-market stock purchase plans totaling up to $20.0 million each.