Investcorp Credit Management BDC Inc 2025年度报告

☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934COMMISSION FILE NUMBER: 814-01054 SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☒ Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 duringthe preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements forthe past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or anemerging growth company. See definition of “accelerated filer,” “large accelerated filer,” “smaller reporting company” and “emerging growth company” inRule 12b-2 of the Exchange Act. (Check one): Large accelerated filer☐Accelerated filerNon-accelerated filer☒(Do not check if a smaller reporting company)Smaller reporting companyEmerging Growth CompanyIf 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.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal controlover financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued itsaudit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included inthe filing reflect the correction of an error to previously issued financial statements.☐ received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of the Registrant’s common stock held by non-affiliates of the Registrant as of June 30, 2025 was approximately $29.7 millionbased upon the last sale price for the Registrant’s common stock on that date. DOCUMENTS INCORPORATED BY REFERENCE None. INVESTCORP CREDIT MANAGEMENT BDC, INC. FORM 10-KFOR THE FISCAL YEAR ENDED DECEMBER 31, 2025 TABLE OF CONTENTS PagePART I1ITEM 1.BUSINESS1ITEM 1A.RISK FACTORS27ITEM 1B.UNRESOLVED STAFF COMMENTS57ITEM 1C.CYBERSECURITY57ITEM 2.PROPERTIES58ITEM 3.LEGAL PROCEEDINGS58ITEM 4.MINE SAFETY DISCLOSURES58PART II59ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES59ITEM 6.[RESERVED]62ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS63ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK79ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA80ITEM 9.CHANGES IN AND DISAGREEMENTS WITH INDEPENDENT REGISTERED PUBLICACCOUNTING FIRM ON ACCOUNTING AND FINANCIAL DISCLOSURE127ITEM 9A.CONTROLS AND PROCEDURES127ITEM 9B.OTHER INFORMATION127ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS129PART III130ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE130ITEM 11.EXECUTIVE COMPENSATION132ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ANDRELATED STOCKHOLDER MATTERS133ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE135ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES136PART IV137ITEM 15.EXHIBITS, FINANCIAL STATEMENT SCHEDULES137SIGNATURES140 PART I Item 1.Business Our Company Except as otherwise indicated, the terms “we,” “us,” “our,” “Investcorp Credit” and the “Company” refer to Investcorp CreditManagement BDC, Inc. (formerly known as CM Finance Inc through August 30, 2019) and “CM Investment Partners” and the“Adviser” refer to our investment adviser and administrator, CM Investment Partners LLC. We were formed in February 2012 and commenced operations in March 2012 as CM Finance LLC, a Maryland limited liabilitycompany. Immediately prior to the pricing of our initial public offering, CM Finance LLC was merged with and into CM Finance Inc, aMaryland corporation (the “Merger”). On August 30, 2019, we ch