Star Mountain Capital Reports Unregistered Equity Sales
| Field | Detail |
|---|---|
| Company | Star Mountain Lower Middle-Market Capital Corp |
| Form Type | 8-K |
| Filed Date | Sep 26, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 2 min |
| Key Dollar Amounts | $0.001, $3,660,000.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-sale, unregistered-securities, corporate-filing
TL;DR
Star Mountain Capital sold unregistered equity, potentially diluting existing shares.
AI Summary
Star Mountain Lower Middle-Market Capital Corp. filed an 8-K on September 26, 2025, reporting unregistered sales of equity securities. The filing details the company's corporate information, including its incorporation in Delaware and principal executive offices in New York. It also notes a former name, Star Mountain Credit Opportunities Fund, LP, and a date of name change in August 2019.
Why It Matters
This filing indicates potential dilution for existing shareholders due to the issuance of new equity without a prior public registration.
Risk Assessment
Risk Level: medium — Unregistered sales can sometimes signal financial distress or a need for capital, and may lead to dilution for existing shareholders.
Key Players & Entities
- Star Mountain Lower Middle-Market Capital Corp. (company) — Registrant
- September 26, 2025 (date) — Date of Report
- Delaware (jurisdiction) — State of Incorporation
- New York (location) — Principal Executive Offices
- Star Mountain Credit Opportunities Fund, LP (company) — Former Company Name
FAQ
What specific type of equity securities were sold?
The filing states 'Unregistered Sales of Equity Securities' but does not specify the exact type of securities in the provided text.
Were these sales made to accredited investors?
The filing mentions 'Unregistered Sales of Equity Securities,' which typically implies sales made under an exemption from registration, often to accredited investors, but the specific details are not in this excerpt.
What is the total dollar amount of the unregistered equity sold?
The provided text does not contain information on the dollar amount of the unregistered equity sold.
When did Star Mountain Lower Middle-Market Capital Corp. change its name from Star Mountain Credit Opportunities Fund, LP?
The date of the name change was August 29, 2019.
What is the company's IRS Employer Identification Number?
The company's IRS Employer Identification Number is 86-3924884.
Filing Stats: 580 words · 2 min read · ~2 pages · Grade level 11.6 · Accepted 2025-09-26 16:28:53
Key Financial Figures
- $0.001 — f the Company's common stock, par value $0.001 per share (the "Common Stock"), on Sept
- $3,660,000.00 — 025, for an aggregate offering price of $3,660,000.00. In addition, the Company issued an add
Filing Documents
- ef20056132_8k.htm (8-K) — 24KB
- 0001140361-25-036309.txt ( ) — 142KB
- star-20250926.xsd (EX-101.SCH) — 4KB
- star-20250926_lab.xml (EX-101.LAB) — 20KB
- star-20250926_pre.xml (EX-101.PRE) — 15KB
- ef20056132_8k_htm.xml (XML) — 4KB
02
Item 3.02. Unregistered Sales of Equity Securities. Pursuant to a capital drawdown notice to its investors, Star Mountain Lower Middle-Market Capital Corp. (the "Company") issued and sold 153,074.024 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), on September 26, 2025, for an aggregate offering price of $3,660,000.00. In addition, the Company issued an additional 2,067.648 shares of Common Stock, as of June 13, 2025. The sales of Common Stock were made pursuant to subscription agreements entered into by the Company and its investors. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective capital commitments on an as-needed basis with a minimum of eight business days' prior notice to the funding date. Each of the sales of Common Stock is exempt from the registration requirements of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereof and Regulation D thereunder. The Company has not engaged in general solicitation or advertising with regard to the issuance and sale of the Common Stock and has not offered securities to the public in connection with such issuance and sale. The Company relied, in part, upon representations from the investors in the subscription agreements that each investor was an accredited investor as defined in Regulation D under the Securities Act. 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. Star Mountain Lower Middle-Market Capital Corp. Dated: September 26, 2025 By: /s/ Brett A. Hickey Name: Brett A. Hickey Title: Chief Executive Officer