Annual report pursuant to Section 13 and 15(d)

SHARE REPURCHASES

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SHARE REPURCHASES
 12 Months Ended
Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]  
SHARE REPURCHASES SHARE REPURCHASES
Under the terms of its share repurchase program, MSC Income Fund offers to purchase shares at the NAV per share on the repurchase date. The amount of shares of MSC Income Fund’s common stock to be repurchased during any calendar quarter may be equal to the lesser of (i) the number of shares of common stock MSC Income Fund could repurchase with the proceeds it received from the issuance of common stock under MSC Income Fund’s dividend reinvestment plan or (ii) 2.5% of the weighted-average number of shares of common stock outstanding in the prior four calendar quarters. Repurchase offers are currently limited to the number of shares of common stock MSC Income Fund can repurchase with 90% of the cash retained as a result of issuances of common stock under its dividend reinvestment plan.
At the discretion of the Board of Directors, MSC Income Fund may also use cash on hand, cash available from borrowings and cash from the sale of investments as of the end of the applicable period to repurchase shares. MSC Income Fund’s Board of Directors may amend, suspend or terminate the share repurchase program upon 30 days’ notice.
In addition to its share repurchase program, during the fiscal year ended December 31, 2023, MSC Income Fund used proceeds from the sale of their shares during 2023 to complete three modified Dutch auction tender offers, pursuant to which MSC Income Fund offered to purchase up to a specified amount of shares of its common stock at the lowest clearing purchase price elected by participating stockholders within a specified range that allowed MSC Income Fund to purchase the maximum amount offered. All shares purchased in a “Dutch auction” tender offer were purchased at the clearing purchase price. SEC rules permitted MSC Income Fund to increase the number of shares accepted for purchase in any offer by up to 2% of MSC Income Fund’s outstanding shares without amending the offer.
Since inception of its share repurchase program, MSC Income Fund has funded the repurchase of $153.5 million in shares of common stock, including the shares repurchased by MSC Income Fund under the “Dutch auction” tender offers, as of December 31, 2023. For the years ended December 31, 2023, 2022 and 2021, MSC Income Fund funded $24.4 million, $16.0 million and $10.1 million, respectively, for shares of its common stock tendered for repurchase under the plan. For the year ended December 31, 2023, MSC Income Fund purchased 1,267,667 shares of its common stock for $7.8 million through its modified Dutch auction tender offers.
Repurchases of MSC Income Fund’s common stock pursuant to its share repurchase program and modified Dutch auction tender offers for the years ended December 31, 2023, 2022 and 2021 are as follows:
Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs
April 1 through June 30, 2021 383,513 $ 7.46  383,513 N/A
July 1 through September 30, 2021 438,292 7.57  438,292 N/A
October 1 through December 31, 2021 511,314 7.60  511,314 N/A
January 1 through March 31, 2022 489,031 7.75  489,031 N/A
April 1 through June 30, 2022 536,065 7.77  536,065 N/A
July 1 through September 30, 2022 527,508 7.64  527,508 N/A
October 1 through December 31, 2022 522,310 7.66  522,310 N/A
January 1 through March 31, 2023 519,489 7.67  519,489 N/A
April 1 through June 30, 2023 (1) 965,568 6.59  965,568 N/A
July 1 through September 30, 2023 (2) 978,579 7.12  978,579 N/A
October 1 through December 31, 2023 (3) 958,928 7.12  958,928 N/A
Total 6,830,597 6,830,597
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(1)    Includes 406,904 shares repurchased under the Dutch auction tender offer pursuant to the to the tender offer statement and Offer to Purchase filed with the SEC on May 15, 2023 at a price of $5.50 per share for an aggregate cost of $2.2 million.
(2)    Includes 432,920 shares repurchased under the Dutch auction tender offer pursuant to the to the tender offer statement and Offer to Purchase filed with the SEC on June 14, 2023 at a price of $6.50 per share for an aggregate cost of $2.8 million.
(3)    Includes 427,843 shares repurchased under the Dutch auction tender offer pursuant to the to the tender offer statement and Offer to Purchase filed with the SEC on November 15, 2023 at a price of $6.50 per share for an aggregate cost of $2.8 million