Venture Lending & Leasing VIII, Inc. - FORM 10-Q

Attached files

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EX-32.2 - VLL8INC 10-Q 03.31.2021 EX-32.2 - Venture Lending & Leasing VIII, Inc.	vll810q033121ex322.htm
EX-32.1 - VLL8INC 10-Q 03.31.2021 EX-32.1 - Venture Lending & Leasing VIII, Inc.	vll810q033121ex321.htm
EX-31.2 - VLL8INC 10-Q 03.31.2021 EX-31.2 - Venture Lending & Leasing VIII, Inc.	vll810q033121ex312.htm
EX-31.1 - VLL8INC 10-Q 03.31.2021 EX-31.1 - Venture Lending & Leasing VIII, Inc.	vll810q033121ex311.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


[X]			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2021


[ ]			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ______________

Commission file number 814-01162

Venture Lending & Leasing VIII, Inc.

(Exact Name of Registrant as specified in its charter)


Maryland			47-3919702
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

104 La Mesa Drive, Suite 102, Portola Valley, CA			94028
(Address of principal executive offices)			(Zip Code)

(650) 234-4300

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

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 during the 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 for the past 90 days. Yes [x] No [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of 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 such files). 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 an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” "smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer [ ]	Accelerated filer [ ]	Non-accelerated filer [x]	Smaller reporting company [ ]
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. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:


Class						Outstanding as of May 13, 2021
Common Stock, $0.001 par value						100,000

VENTURE LENDING & LEASING VIII, INC.

INDEX


PART I — FINANCIAL INFORMATION

Item 1.			Financial Statements

			Condensed Statements of Assets and Liabilities (Unaudited)
			As of March 31, 2021 and December 31, 2020

			Condensed Statements of Operations (Unaudited)
			For the three months ended March 31, 2021 and 2020

			Condensed Statements of Changes in Net Assets (Unaudited)
			For the three months ended March 31, 2021 and 2020

			Condensed Statements of Cash Flows (Unaudited)
			For the three months ended March 31, 2021 and 2020

			Condensed Schedules of Investments (Unaudited)
			As of March 31, 2021 and December 31, 2020

			Condensed Schedules of Derivative Instruments (Unaudited)
			As of March 31, 2021 and December 31, 2020

			Notes to Condensed Financial Statements (Unaudited)

Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3.			Quantitative and Qualitative Disclosures About Market Risk

Item 4.			Controls and Procedures

PART II — OTHER INFORMATION

Item 1.			Legal Proceedings

Item 1A.			Risk Factors

Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.			Defaults Upon Senior Securities

Item 4.			Mine Safety Disclosures

Item 5.			Other Information

Item 6.			Exhibits

SIGNATURES

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

VENTURE LENDING & LEASING VIII, INC.

CONDENSED STATEMENTS OF ASSETS AND LIABILITIES (UNAUDITED)

AS OF MARCH 31, 2021 AND DECEMBER 31, 2020


	March 31, 2021		December 31, 2020
ASSETS
Loans, at estimated fair value
(cost of $259,911,978 and $288,221,039)	$	239,607,716	$	264,629,798

Cash and cash equivalents	3,270,877		8,751,396
Dividend and interest receivables	2,941,849		3,241,010
Other assets	1,986,387		1,633,669

Total assets	247,806,829		278,255,873

LIABILITIES
Borrowings under debt facility	109,500,000		115,500,000
Accrued management fees	1,548,793		1,739,099
Derivative liability	48,560		61,242
Accounts payable and other accrued liabilities	377,707		1,221,648
Total liabilities	111,475,060		118,521,989

NET ASSETS	$	136,331,769	$	159,733,884

Analysis of Net Assets:

Capital paid in on shares of capital stock	$	352,075,000	$	352,075,000
Total distributable losses	(215,743,231)		(192,341,116)


Net assets (equivalent to $1,363.32 and $1,597.34 per share based on 100,000 shares of capital stock outstanding - See Note 5 and Note 11)	$	136,331,769	$	159,733,884

Commitments & Contingent Liabilities:
Unexpired unfunded commitments (See Note 10)	$	3,000,000	$	22,325,000

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020


	For the Three Months Ended March 31, 2021		For the Three Months Ended March 31, 2020

INVESTMENT INCOME:
Interest on loans	$	9,723,651	$	15,690,096
Other interest and other income	493		517,152
Total investment income	9,724,144		16,207,248

EXPENSES:
Management fees	1,548,793		2,335,426

Interest expense	965,986		2,042,010
Banking and professional fees	119,174		119,054
Other operating expenses	30,436		68,191
Total expenses	2,664,389		4,564,681
Net investment income	7,059,755		11,642,567

Net realized loss from loans	(108,871)		(434,877)
Net realized loss from derivative instruments	(12,021)		(206,539)
Net change in unrealized gain (loss) from loans	3,286,978		(13,844,063)
Net change in unrealized gain (loss) from derivative instruments	12,682		(273,268)
Net realized and change in unrealized gain (loss) from loans and derivative instruments	3,178,768		(14,758,747)
Net increase (decrease) in net assets resulting from operations	$	10,238,523	$	(3,116,180)

Amounts per common share:
Net increase (decrease) in net assets resulting from operations per share	$	102.39	$	(31.16)
Weighted average shares outstanding	100,000		100,000

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)

FOR THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020


	Common stock
	Shares	Par value		Additional paid-in capital		Total distributable earnings (loss)		Net assets
















Balance at December 31, 2019	100,000	$	100	$	314,574,900	$	(107,989,836)	$	206,585,164
Net decrease in net assets resulting from operations	—	—		—		(3,116,180)		(3,116,180)
Distributions to shareholder	—	—		—		(34,478,613)		(34,478,613)

Contributions from shareholder	—	—		30,500,000		—		30,500,000

Balance at March 31, 2020	100,000	$	100	$	345,074,900	$	(145,584,629)	$	199,490,371

Balance at December 31, 2020	100,000	$	100	$	352,074,900	$	(192,341,116)	$	159,733,884
Net increase in net assets resulting from operations	—	—		—		10,238,523		10,238,523
Distributions to shareholder	—	—		—		(33,640,638)		(33,640,638)


Balance at March 31, 2021	100,000	$	100	$	352,074,900	$	(215,743,231)	$	136,331,769

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE THREE MONTHS ENDED MARCH 31, 2021 AND 2020


	For the Three Months		For the Three Months
	Ended March 31, 2021		Ended March 31, 2020 (a)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net increase (decrease) in net assets resulting from operations	$	10,238,523	$	(3,116,180)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by operating activities:
Net realized loss from loans	108,871		434,877
Net realized loss from derivative instruments	12,021		206,539
Net change in unrealized (gain) loss from loans	(3,286,978)		13,844,063
Net change in unrealized (gain) loss from derivative instruments	(12,682)		273,268

Amortization of deferred costs related to borrowing facility	136,812		138,126
Net decrease in dividend and interest receivables	299,161		227,890
Net increase in other assets	(489,531)		(661,332)
Net decrease in accounts payable, other accrued liabilities and accrued management fees	(1,034,246)		(289,947)
Origination of loans	(1,500,000)		(59,383,334)
Principal payments on loans	27,266,384		50,228,965
Accretion of discount on loans	1,924,179		2,970,692
Acquisition of equity securities	(31,012)		(4,159,722)
Net cash provided by operating activities	33,631,502		713,905

CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions to shareholder	(33,100,000)		(30,000,000)
Contributions from shareholder	—		30,500,000
Borrowings under debt facility	18,500,000		42,000,000
Repayments of borrowings under debt facility	(24,500,000)		(51,000,000)

Payments made for derivative instruments	(12,021)		(206,539)


Net cash used in financing activities	(39,112,021)		(8,706,539)

Net decrease in cash and cash equivalents	(5,480,519)		(7,992,634)

CASH AND CASH EQUIVALENTS:
Beginning of period	8,751,396		12,569,629
End of period	$	3,270,877	$	4,576,995

SUPPLEMENTAL DISCLOSURES:
CASH PAID DURING THE PERIOD:
Interest - Debt facility	$	881,356	$	1,831,174
NON-CASH OPERATING AND FINANCING ACTIVITIES:
Distributions of equity securities to shareholder	$	540,638	$	4,478,613
Receipt of equity securities as repayment of loans	$	509,626	$	318,891

(a) Certain prior period information has been disclosed to conform to current presentation

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED SCHEDULE OF INVESTMENTS (UNAUDITED)

AS OF MARCH 31, 2021


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date

Biotechnology
	Antheia, Inc.		Senior Secured	11.5%		$	1,081,509	$	1,051,563	$	1,051,563	12/1/2022
	Antheia, Inc.		Senior Secured	11.5%		1,082,586		1,071,635		1,071,635		12/1/2022
	Antheia, Inc. Subtotal					2,164,095		2,123,198		2,123,198
	Driver Bioengineering, Inc.		Senior Secured	11.0%		790,221		775,894		775,894		6/1/2023
	Driver Bioengineering, Inc.		Senior Secured	11.0%		316,327		285,028		285,028		4/1/2023
	Driver Bioengineering, Inc. Subtotal					1,106,548		1,060,922		1,060,922
	Orpheus Therapeutics, Inc.		Senior Secured	18.0%		178,510		174,288		—		*
	Quartzy, Inc.		Senior Secured	12.0%		664,148		601,485		601,485		8/1/2023
	Quartzy, Inc.		Senior Secured	12.0%		1,112,854		1,088,018		1,088,018		5/1/2024
	Quartzy, Inc.		Senior Secured	12.0%		1,113,248		1,086,279		1,086,279		7/1/2024
	Quartzy, Inc. Subtotal					2,890,250		2,775,782		2,775,782
Biotechnology Total		4.4%				$	6,339,403	$	6,134,190	$	5,959,902

Computers & Storage
	Canary Connect, Inc.		Senior Secured	12.8%		$	2,036,659	$	1,990,134	$	1,990,134	3/1/2023
	Fetch Robotics, Inc.		Senior Secured	12.0%		7,416,476		7,131,425		7,131,425		6/1/2024
	Fetch Robotics, Inc.		Senior Secured	12.0%		1,484,984		1,454,080		1,454,080		6/1/2024
	Fetch Robotics, Inc. Subtotal					8,901,460		8,585,505		8,585,505
Computers & Storage Total		7.8%				$	10,938,119	$	10,575,639	$	10,575,639

Internet
	Ainsly, Inc. ** ^		Senior Secured	12.5%		$	448,345	$	426,896	$	426,896	8/1/2022
	Ainsly, Inc. ** ^		Senior Secured	12.5%		247,256		221,415		221,415		9/1/2023
	Ainsly, Inc. ** ^		Senior Secured	12.5%		149,459		149,459		149,459		8/1/2022
	Ainsly, Inc. ** ^ Subtotal					845,060		797,770		797,770
	Bombfell, Inc.		Senior Secured	11.0%		597,384		287,205		—		*
	Daily Muse, Inc.		Senior Secured	11.0%		3,699,267		3,676,029		3,676,029		4/1/2022
	FLYR, Inc.		Senior Secured	11.7%		2,054,116		1,955,295		1,955,295		1/1/2022
	iZENEtech, Inc. ** ^		Senior Secured	11.0%		547,995		546,601		546,601		6/1/2021
	Lenddo International ** ^		Senior Secured	18.0%		795,048		544,703		19,966		*
	Lukla, Inc.		Senior Secured	12.5%		225,800		217,661		217,661		6/1/2023
	Lukla, Inc.		Senior Secured	12.5%		361,882		327,333		327,333		12/1/2022
	Lukla, Inc. Subtotal					587,682		544,994		544,994
	Merchbar, Inc.		Senior Secured	11.8%		406,810		390,336		390,336		3/1/2023


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
	MyPizza Technologies, Inc.		Senior Secured	11.5%		2,471,027		2,439,629		2,439,629		2/1/2024
	MyPizza Technologies, Inc.		Senior Secured	11.5%		4,941,392		4,802,055		4,802,055		12/1/2023
	MyPizza Technologies, Inc. Subtotal					7,412,419		7,241,684		7,241,684
	Nimble Rx, Inc.		Senior Secured	12.0%		1,236,553		1,194,266		1,194,266		11/1/2023
	Nimble Rx, Inc.		Senior Secured	12.0%		979,848		904,916		904,916		2/1/2023
	Nimble Rx, Inc. Subtotal					2,216,401		2,099,182		2,099,182
	OneLocal, Inc. ** ^		Senior Secured	12.3%		271,555		255,391		255,391		3/1/2023
	OneLocal, Inc. ** ^		Senior Secured	12.3%		271,631		266,921		266,921		3/1/2023
	OneLocal, Inc. ** ^		Senior Secured	12.3%		271,620		267,814		267,814		3/1/2023
	OneLocal, Inc. ** ^ Subtotal					814,806		790,126		790,126
	Osix Corporation		Senior Secured	12.3%		32,900		31,196		31,196		12/1/2021
	RenoFi, Inc.		Senior Secured	12.0%		225,874		221,644		221,644		6/1/2023
	RenoFi, Inc.		Senior Secured	12.0%		225,750		212,839		212,839		6/1/2023
	RenoFi, Inc. Subtotal					451,624		434,483		434,483
	Residently USA, LLC ** ^		Senior Secured	12.0%		371,172		371,172		371,172		12/1/2023
	Residently USA, LLC ** ^		Senior Secured	12.0%		784,214		715,748		715,748		2/1/2023
	Residently USA, LLC ** ^ Subtotal					1,155,386		1,086,920		1,086,920
	Serface Care, Inc.		Senior Secured	12.3%		961,139		548,617		12,289		*
	Shadow, PBC		Senior Secured	11.5%		412,053		390,030		390,030		10/1/2022
	SpotOn Computing, Inc.		Senior Secured	18.0%		1,893,528		1,853,787		792,634		*
	Stay Alfred, Inc.		Senior Secured	18.0%		10,932,368		8,846,732		2,144,868		*
	Verishop, Inc.		Senior Secured	12.0%		2,297,296		2,207,619		2,207,619		12/1/2023
	Verishop, Inc.		Senior Secured	12.0%		2,298,166		2,268,512		2,268,512		12/1/2023
	Verishop, Inc. Subtotal					4,595,462		4,476,131		4,476,131
Internet Total		20.1%				$	40,411,448	$	36,541,821	$	27,430,534

Medical Devices
	Ablacon, Inc.		Senior Secured	11.0%		$	2,032,375	$	1,961,252	$	1,961,252	3/1/2023
	Ablacon, Inc.		Senior Secured	11.0%		2,033,124		2,006,546		2,006,546		3/1/2023
	Ablacon, Inc. Subtotal					4,065,499		3,967,798		3,967,798
	Anutra Medical, Inc.		Senior Secured	12.0%		165,114		160,268		160,268		10/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		481,855		473,967		473,967		11/1/2023
	CytoVale, Inc.		Senior Secured	12.0%		306,281		303,702		303,702		6/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		260,096		257,762		257,762		7/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		248,603		241,962		241,962		3/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		468,852		448,057		448,057		10/1/2023
	CytoVale, Inc. Subtotal					1,765,687		1,725,450		1,725,450
	eXo Imaging, Inc.		Senior Secured	11.8%		1,978,185		1,857,052		1,857,052		9/1/2023
	eXo Imaging, Inc.		Senior Secured	11.8%		1,979,953		1,941,438		1,941,438		9/1/2023
	eXo Imaging, Inc. Subtotal					3,958,138		3,798,490		3,798,490
	Medrobotics Corporation, Inc.		Senior Secured	18.0%		10,000,000		8,793,564		3,275,463		*


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
	RadiAction Ltd. ** ^		Senior Secured	11.5%		463,779		460,055		460,055		4/1/2022
	RadiAction Ltd. ** ^		Senior Secured	11.5%		256,860		253,128		253,128		10/1/2021
	RadiAction Ltd. ** ^ Subtotal					720,639		713,183		713,183
	Renovia, Inc.		Senior Secured	10.5%		7,453,091		6,473,131		6,473,131		1/1/2023
Medical Devices Total		14.8%				$	28,128,168	$	25,631,884	$	20,113,783

Other Healthcare
	Caredox, Inc.		Senior Secured	11.8%		$	735,428	$	725,747	$	725,747	7/1/2022
	Clover Health Investments Corporation **		Senior Secured	11.3%		5,627,932		5,627,932		5,627,932		10/1/2022
	Clover Health Investments Corporation **		Senior Secured	11.0%		7,324,376		7,163,976		7,163,976		3/1/2022
	Clover Health Investments Corporation ** Subtotal					12,952,308		12,791,908		12,791,908
	Emerald Cloud Lab, Inc.		Senior Secured	11.8%		801,101		776,631		776,631		12/1/2021
	GoForward, Inc.		Senior Secured	11.5%		3,094,102		3,012,456		3,012,456		6/1/2024
	GoForward, Inc.		Senior Secured	11.5%		6,179,248		5,797,554		5,797,554		9/1/2023
	GoForward, Inc. Subtotal					9,273,350		8,810,010		8,810,010
	Grin, Inc.		Senior Secured	12.0%		494,584		485,983		485,983		1/1/2024
	Grin, Inc.		Senior Secured	12.0%		937,887		899,515		899,515		10/1/2023
	Grin, Inc. Subtotal					1,432,471		1,385,498		1,385,498
	Hello Heart Inc.		Senior Secured	11.0%		742,616		731,614		731,614		11/1/2023
	Hello Heart Inc.		Senior Secured	10.8%		383,088		381,291		381,291		10/1/2021
	Hello Heart Inc.		Senior Secured	11.0%		843,340		832,995		832,995		4/1/2023
	Hello Heart Inc.		Senior Secured	11.0%		1,053,878		1,013,739		1,013,739		4/1/2023
	Hello Heart Inc.		Senior Secured	10.8%		147,826		146,507		146,507		7/1/2021
	Hello Heart Inc. Subtotal					3,170,748		3,106,146		3,106,146
	HumanAPI, Inc.		Senior Secured	11.8%		989,575		956,134		956,134		10/1/2022
	HumanAPI, Inc.		Senior Secured	11.8%		376,582		372,472		372,472		1/1/2023
	HumanAPI, Inc. Subtotal					1,366,157		1,328,606		1,328,606
	mPharma Data, Inc. ** ^		Senior Secured	10.0%		797,144		790,700		790,700		11/1/2021
	Myolex, Inc.		Senior Secured	18.0%		762,531		726,537		211,873		*
	Naked Biome, Inc.		Senior Secured	18.0%		523,049		419,422		—		*
	Robin Care, Inc.		Senior Secured	11.5%		379,759		355,571		355,571		6/1/2022
	Sparta Software Corporation		Senior Secured	11.5%	2.2%	256,637		251,667		251,667		5/1/2022
	Therapydia, Inc.		Senior Secured	11.5%		185,375		182,866		182,866		12/1/2022
	Therapydia, Inc.		Senior Secured	11.5%		152,838		146,829		146,829		8/1/2022
	Therapydia, Inc.		Senior Secured	12.5%	1.7%	97,822		97,822		97,822		6/1/2023
	Therapydia, Inc.		Senior Secured	11.5%		193,310		190,583		190,583		1/1/2023
	Therapydia, Inc.		Senior Secured	12.0%	1.7%	88,466		84,033		84,033		3/1/2023
	Therapydia, Inc. Subtotal					717,811		702,133		702,133
Other Healthcare Total		22.9%				$	33,168,494	$	32,170,576	$	31,236,490


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
Other Technology
	Abiquo Group, Inc. ** ^		Senior Secured	12.0%		$	74,763	$	73,972	$	55,149	7/1/2021
	Aclima, Inc.		Senior Secured	11.9%		777,204		726,793		726,793		4/1/2022
	Aclima, Inc.		Senior Secured	12.0%		1,979,196		1,763,986		1,763,986		10/1/2023
	Aclima, Inc. Subtotal					2,756,400		2,490,779		2,490,779
	Antitoxin Technologies Inc. ** ^		Senior Secured	11.5%		313,844		301,006		301,006		9/1/2022
	ATeam Army, Inc.		Senior Secured	12.0%		1,055,250		1,009,969		1,009,969		4/1/2023
	Beanfields, PBC		Senior Secured	12.5%		509,389		499,982		499,982		3/1/2023
	Beanfields, PBC		Senior Secured	12.5%		712,361		687,955		687,955		3/1/2023
	Beanfields, PBC Subtotal					1,221,750		1,187,937		1,187,937
	Benson Hill Bio, Inc.		Senior Secured	12.5%		9,880,113		9,275,224		9,275,224		5/1/2024
	Brightside Benefit, Inc.		Senior Secured	12.1%		404,315		390,455		390,455		9/1/2022
	Brightside Benefit, Inc.		Senior Secured	12.4%		698,764		690,814		690,814		3/1/2023
	Brightside Benefit, Inc. Subtotal					1,103,079		1,081,269		1,081,269
	BW Industries, Inc.		Senior Secured	11.8%		1,610,005		1,503,643		1,503,643		5/1/2023
	BW Industries, Inc.		Senior Secured	11.8%		1,663,889		1,638,459		1,638,459		6/1/2023
	BW Industries, Inc. Subtotal					3,273,894		3,142,102		3,142,102
	Consumer Physics, Inc. ** ^		Senior Secured	11.0%		401,805		395,736		382,738		12/1/2021
	Eguana Technologies, Inc. ** ^		Senior Secured	12.5%		603,506		585,082		585,082		2/1/2022
	Finiks, Inc.		Senior Secured	2.7%		667,500		17,248		40,875		*
	Fitplan, Inc. ** ^		Senior Secured	12.5%		1,226,870		1,086,325		1,058,116		*
	Flo Water, Inc.		Senior Secured	11.4%		69,140		68,828		68,828		5/1/2021
	Flo Water, Inc.		Senior Secured	11.8%		1,838,910		1,757,965		1,757,965		12/1/2023
	Flo Water, Inc. Subtotal					1,908,050		1,826,793		1,826,793
	Gap Year Global, Inc.		Senior Secured	18.0%		90,768		86,359		—		*
	Heartwork, Inc.		Senior Secured	18.0%		379,462		371,981		20,443		*
	Higher Ground Education, Inc.		Senior Secured	12.5%		442,792		436,379		436,379		8/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		1,738,929		1,674,242		1,674,242		1/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		402,950		397,562		397,562		5/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		1,168,102		1,153,262		1,153,262		4/1/2023
	Higher Ground Education, Inc. Subtotal					3,752,773		3,661,445		3,661,445
	Hint, Inc.		Senior Secured	11.0%		370,263		370,263		370,263		7/1/2021
	Hint, Inc.		Senior Secured	11.0%		461,000		451,804		451,804		8/1/2021
	Hint, Inc.		Senior Secured	12.0%		4,943,314		4,522,485		4,522,485		6/1/2023
	Hint, Inc. Subtotal					5,774,577		5,344,552		5,344,552
	Jiko Group, Inc.		Senior Secured	12.0%		3,161,965		3,040,937		3,040,937		6/1/2023
	Lambda School, Inc.		Senior Secured	11.3%		4,659,050		4,452,572		4,452,572		7/1/2023
	Lambda School, Inc.		Senior Secured	11.3%		2,402,127		2,402,127		2,402,127		8/1/2023
	Lambda School, Inc. Subtotal					7,061,177		6,854,699		6,854,699
	Make School, Inc.		Senior Secured	11.3%		215,114		213,295		213,295		3/1/2022


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
	Merlin Labs, Inc.		Senior Secured	11.0%		264,445		258,459		258,459		6/1/2022
	Merlin Labs, Inc.		Senior Secured	11.0%		188,052		185,752		185,752		1/1/2023
	Merlin Labs, Inc. Subtotal					452,497		444,211		444,211
	Neuehouse, LLC		Senior Secured	12.0%		1,750,000		1,292,765		1,742,317		*
	Nevada Nanotech Systems, Inc.		Senior Secured	12.0%		112,771		111,432		111,432		6/1/2021
	NewGlobe Schools, Inc. ** ^		Senior Secured	12.5%		2,389,961		2,334,313		2,334,313		8/1/2022
	NewGlobe Schools, Inc. ** ^		Senior Secured	12.5%		3,360,144		3,237,965		3,237,965		8/1/2023
	NewGlobe Schools, Inc. ** ^ Subtotal					5,750,105		5,572,278		5,572,278
	Northern Quinoa Production Corporation ** ^		Senior Secured	10.7%		5,339,498		5,150,646		5,150,646		12/1/2022
	Noteleaf, Inc.		Senior Secured	12.5%		2,277,124		1,985,310		852,531		*
	Opya, Inc.		Senior Secured	12.0%		1,146,958		1,119,400		1,119,400		11/1/2023
	Ozy Media, Inc.		Senior Secured	12.8%		2,257,195		2,185,062		2,185,062		6/1/2023
	Percepto, Inc.		Senior Secured	12.2%		1,457,157		1,396,486		1,396,486		4/1/2023
	Pitzi, Ltd. ** ^		Senior Secured	12.0%		1,483,234		1,440,824		1,440,824		4/1/2024
	Plant Prefab, Inc.		Senior Secured	11.0%		868,324		835,869		835,869		8/1/2022
	Platform Science, Inc.		Senior Secured	12.0%		496,844		482,590		482,590		2/1/2022
	Plenty Unlimited, Inc.		Senior Secured	9.0%	11.7%	827,521		819,739		819,739		9/1/2021
	Plethora, Inc.		Senior Secured	11.2%		2,121,248		2,023,329		2,023,329		7/1/2022
	Romaine Empire, Inc.		Senior Secured	12.3%		5,206,035		5,014,555		5,014,555		7/1/2023
	Saltbox, Inc.		Senior Secured	12.3%		387,145		374,471		374,471		6/1/2023
	SMS OPCO LLC		Senior Secured	8.0%		36,125		17,375		17,375		*
	Strong Arm Technologies, Inc.		Senior Secured	12.0%		84,987		84,566		84,566		5/1/2021
	Sustainable Living Partners, LLC		Senior Secured	12.5%		4,120,218		3,713,248		3,713,248		8/1/2023
	Terramera, Inc. ** ^		Senior Secured	12.0%		35,002		34,951		34,951		4/1/2021
	Terramera, Inc. ** ^		Senior Secured	12.0%		69,988		69,669		69,669		4/1/2021
	Terramera, Inc. ** ^ Subtotal					104,990		104,620		104,620
	UniEnergy Technologies LLC		Senior Secured	12.3%		1,351,234		1,309,132		874,137		*
	Veev Group, Inc.		Senior Secured	12.5%		329,580		324,676		324,676		12/1/2021
	Veev Group, Inc.		Senior Secured	12.5%		3,386,012		3,337,293		3,337,293		6/1/2023
	Veev Group, Inc.		Senior Secured	12.5%		1,128,433		1,034,135		1,034,135		6/1/2023
	Veev Group, Inc. Subtotal					4,844,025		4,696,104		4,696,104
	Velo Holdings Limited		Senior Secured	12.0%		2,471,720		2,178,097		1,911,057		*
	Welcome Tech, Inc.		Senior Secured	10.5%		476,489		453,491		453,491		5/1/2022
	Wheels Labs, Inc.		Senior Secured	12.5%		2,688,422		2,640,431		2,640,431		8/1/2022
	Wine Plum, Inc.		Senior Secured	12.5%		629,770		612,987		612,987		9/1/2022
Other Technology Total		63.3%				$	93,664,296	$	88,105,728	$	86,246,166


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
Security
	Axonius, Inc.		Senior Secured	12.0%		$	111,098	$	109,958	$	109,958	9/1/2021
	Karamba Security Ltd. ** ^		Senior Secured	12.0%		796,597		761,766		761,766		6/1/2022
	Nok Nok Labs, Inc.		Senior Secured	12.5%		456,907		452,013		452,013		6/1/2022
	Safetrust Holdings, Inc.		Senior Secured	12.5%		158,625		129,668		129,668		8/1/2021
Security Total		1.1%				$	1,523,227	$	1,453,405	$	1,453,405

Semiconductors & Equipment
	ETA Compute, Inc.		Senior Secured	12.0%		$	440,010	$	434,277	$	434,277	11/1/2021
	Innophase, Inc.		Senior Secured	11.8%		337,500		336,632		336,632		6/1/2021
	Innophase, Inc.		Senior Secured	11.8%		787,042		782,912		782,912		6/1/2021
	Innophase, Inc. Subtotal					1,124,542		1,119,544		1,119,544
Semiconductors & Equipment Total		1.1%				$	1,564,552	$	1,553,821	$	1,553,821

Software
	ArborMetrix, Inc.		Senior Secured	12.5%		$	1,367,253	$	1,318,903	$	1,318,903	9/1/2023
	ArborMetrix, Inc.		Senior Secured	11.5%		1,708,746		1,676,182		1,676,182		6/1/2022
	ArborMetrix, Inc.		Senior Secured	11.5%		488,401		488,401		488,401		6/1/2022
	ArborMetrix, Inc.		Senior Secured	12.5%		684,161		667,454		667,454		9/1/2023
	ArborMetrix, Inc. Subtotal					4,248,561		4,150,940		4,150,940
	Blockdaemon, Inc.		Senior Secured	11.3%		132,419		129,765		129,765		6/1/2022
	Blockdaemon, Inc.		Senior Secured	11.3%		46,208		45,194		45,194		8/1/2021
	Blockdaemon, Inc. Subtotal					178,627		174,959		174,959
	Bloomboard, Inc.		Senior Secured	11.5%		2,542,024		1,152,496		1,059,568		*
	Canary Technologies Corp.		Senior Secured	11.5%		225,666		215,108		215,108		6/1/2023
	Censia Inc.		Senior Secured	11.0%		658,016		635,910		635,910		10/1/2022
	Cloudleaf, Inc.		Senior Secured	12.0%		1,328,282		1,256,788		1,256,788		8/1/2023
	Cloudleaf, Inc.		Senior Secured	12.0%		204,791		202,516		202,516		9/1/2021
	Cloudleaf, Inc.		Senior Secured	12.0%		742,297		728,958		728,958		9/1/2024
	Cloudleaf, Inc. Subtotal					2,275,370		2,188,262		2,188,262
	DealPath, Inc.		Senior Secured	11.0%		117,219		116,912		116,912		5/1/2021
	Dynamics, Inc.		Senior Secured	12.5%		1,541,995		1,498,108		1,498,108		2/1/2022
	Eskalera, Inc.		Senior Secured	10.5%		812,378		792,272		792,272		3/1/2023
	Estify, Inc.		Senior Secured	18.0%		842,819		713,355		148,174		*
	Fortress IQ, Inc.		Senior Secured	11.3%		187,222		184,904		184,904		11/1/2021
	GoFormz, Inc.		Senior Secured	12.0%		127,650		126,571		126,571		6/1/2021
	ICX Media, Inc.		Senior Secured	12.5%		232,948		229,297		229,297		7/1/2023
	ICX Media, Inc.		Senior Secured	12.5%		218,471		215,219		215,219		5/1/2023
	ICX Media, Inc.		Senior Secured	12.5%		249,894		240,612		240,612		5/1/2022
	ICX Media, Inc. Subtotal					701,313		685,128		685,128


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
	Invoice2Go, Inc.		Senior Secured	12.0%		813,955		805,837		805,837		3/1/2023
	Invoice2Go, Inc.		Senior Secured	12.0%		988,822		826,814		826,814		3/1/2024
	Invoice2Go, Inc.		Senior Secured	12.0%		902,686		876,884		876,884		6/1/2023
	Invoice2Go, Inc.		Senior Secured	12.0%		989,168		949,015		949,015		6/1/2024
	Invoice2Go, Inc.		Senior Secured	12.0%		431,242		409,650		409,650		3/1/2022
	Invoice2Go, Inc.		Senior Secured	12.0%		691,427		685,519		685,519		11/1/2022
	Invoice2Go, Inc.		Senior Secured	11.8%		52,380		52,380		52,380		4/1/2021
	Invoice2Go, Inc.		Senior Secured	12.0%		563,925		559,874		559,874		7/1/2022
	Invoice2Go, Inc.		Senior Secured	11.8%		61,110		60,978		60,978		4/1/2021
	Invoice2Go, Inc.		Senior Secured	11.8%		61,109		61,109		61,109		4/1/2021
	Invoice2Go, Inc. Subtotal					5,555,824		5,288,060		5,288,060
	Ipolipo, Inc.		Senior Secured	12.0%		2,053,054		1,959,942		1,493,583		9/1/2022
	Medable, Inc.		Senior Secured	12.0%		1,567,705		1,495,671		1,495,671		2/1/2023
	Medable, Inc.		Senior Secured	12.0%		783,953		774,811		774,811		2/1/2023
	Medable, Inc. Subtotal					2,351,658		2,270,482		2,270,482
	Metarail, Inc.		Senior Secured	12.0%		735,278		725,683		489,327		7/1/2023
	Metawave Corporation		Senior Secured	12.0%		520,116		510,571		510,571		7/1/2022
	Migo Money, Inc. ** ^		Senior Secured	12.5%		216,332		216,332		216,332		3/1/2022
	Migo Money, Inc. ** ^		Senior Secured	12.3%		246,678		240,545		240,545		12/1/2021
	Migo Money, Inc. ** ^ Subtotal					463,010		456,877		456,877
	OrderGroove, Inc.		Senior Secured	12.0%		4,710,187		4,415,418		4,415,418		4/1/2024
	Owl Cameras, Inc.		Senior Secured	18.0%		548,878		289,998		381,679		*
	PlushCare, Inc.		Senior Secured	11.8%		373,517		369,516		369,516		5/1/2022
	PlushCare, Inc.		Senior Secured	11.8%		497,610		485,905		485,905		5/1/2022
	PlushCare, Inc. Subtotal					871,127		855,421		855,421
	Resilio, Inc.		Senior Secured	12.8%		19,038		19,038		19,038		5/1/2021
	Safe Securities Inc.		Senior Secured	12.0%		392,010		371,782		371,782		2/1/2023
	Splitwise, Inc.		Senior Secured	12.3%		361,581		350,738		350,738		12/1/2022
	Swivel, Inc.		Senior Secured	12.0%		137,492		132,079		132,079		8/1/2022
	Swivel, Inc.		Senior Secured	12.0%		152,194		152,194		152,194		10/1/2022
	Swivel, Inc. Subtotal					289,686		284,273		284,273
	Trendalytics Innovation Labs, Inc.		Senior Secured	12.8%		160,002		151,341		130,417		6/1/2022
	Truthset, Inc.		Senior Secured	10.5%		327,292		327,292		327,292		5/1/2023
	Truthset, Inc.		Senior Secured	10.5%		293,201		278,294		278,294		2/1/2023
	Truthset, Inc. Subtotal					620,493		605,586		605,586
	Workspot, Inc.		Senior Secured	12.0%		495,298		487,751		487,751		10/1/2022
	Workspot, Inc.		Senior Secured	12.0%		447,460		428,496		428,496		8/1/2022
	Workspot, Inc.		Senior Secured	12.0%		166,636		163,410		163,410		9/1/2021
	Workspot, Inc. Subtotal					1,109,394		1,079,657		1,079,657
Software Total		22.7%				$	35,220,196	$	32,269,792	$	30,979,725


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal		Cost		Fair Value		Final Maturity Date
Technology Services
	Blazent, Inc.		Senior Secured	12.0%		$	1,326,363	$	719,767	$	498,501	*
	CloudIQ Ltd. ** ^		Senior Secured	12.0%		880,357		852,061		794,553		12/1/2021
	Dolly, Inc.		Senior Secured	12.1%		508,530		502,246		502,246		5/1/2021
	Klar Holdings Limited ** ^		Senior Secured	12.5%		165,366		144,368		144,368		10/1/2022
	Klar Holdings Limited ** ^		Senior Secured	14.2%	4.0%	235,769		224,678		224,678		7/1/2023
	Klar Holdings Limited ** ^ Subtotal					401,135		369,046		369,046
	Leap Services, Inc.		Senior Secured	12.0%		265,791		259,081		259,081		6/1/2022
	Liftit, Inc. ** ^		Senior Secured	12.0%		330,120		326,449		326,449		10/1/2022
	Liftit, Inc. ** ^		Senior Secured	12.0%		298,208		286,030		286,030		8/1/2022
	Liftit, Inc. ** ^ Subtotal					628,328		612,479		612,479
	Loansnap Holdings Inc. **		Senior Secured	11.0%		1,983,028		1,889,872		1,776,416		12/1/2022
	PayJoy, Inc. **		Senior Secured	10.0%		182,737		181,037		181,037		8/1/2021
	Relimetrics, Inc.		Senior Secured	11.3%		135,446		133,056		133,056		1/1/2022
	Riffyn, Inc.		Senior Secured	11.5%		56,109		55,966		55,966		6/1/2021
	Solugen, Inc.		Senior Secured	11.0%		1,879,651		1,799,907		1,799,907		1/1/2023
	Solugen, Inc.		Senior Secured	11.0%		940,473		927,298		927,298		1/1/2023
	Solugen, Inc.		Senior Secured	11.0%		940,012		929,748		929,748		1/1/2023
	Solugen, Inc. Subtotal					3,760,136		3,656,953		3,656,953
	Thrive Financial, Inc. **		Senior Secured	9.3%		247,934		247,934		247,934		11/1/2023
	Thrive Financial, Inc. **		Senior Secured	11.5%		659,173		637,540		637,540		10/1/2022
	Thrive Financial, Inc. ** Subtotal					907,107		885,474		885,474
	TrueFacet, Inc.		Senior Secured	18.0%		871,610		839,387		—		*
	Zeel Networks, Inc.		Senior Secured	11.0%		2,517,840		2,466,332		2,281,078		6/1/2023
Technology Services Total		8.8%				$	14,424,517	$	13,422,757	$	12,005,886

Wireless
	AirVine Scientific, Inc.		Senior Secured	12.0%		$	78,638	$	77,352	$	77,352	9/1/2022
	AirVine Scientific, Inc.		Senior Secured	12.0%		78,583		75,646		75,646		9/1/2022
	AirVine Scientific, Inc. Subtotal					157,221		152,998		152,998
	Parallel Wireless, Inc.		Senior Secured	11.8%		3,121,728		3,079,191		3,079,191		8/1/2023
	Parallel Wireless, Inc.		Senior Secured	11.8%		3,214,551		3,169,153		3,169,153		9/1/2023
	Parallel Wireless, Inc.		Senior Secured	11.8%		5,867,085		5,651,023		5,651,023		6/1/2023
	Parallel Wireless, Inc. Subtotal					12,203,364		11,899,367		11,899,367
Wireless Total		8.8%				$	12,360,585	$	12,052,365	$	12,052,365
Grand Total		175.8%				$	277,743,005	$	259,911,978	$	239,607,716

* As of March 31, 2021, loans with a cost basis of $34.3 million and a fair value of $15.1 million were classified as non-accrual. These loans have been accelerated from their original maturity and are due in their entirety. During the period for which these loans have been on non-accrual status, no interest income has been recognized.

** Indicates assets that the Fund deems “non-qualifying assets.” As of March 31, 2021, 15.7% of the Fund’s total assets represented non-qualifying assets. Under Section 55(a) of the 1940 Act, the Fund is prohibited from acquiring any additional non-qualifying

assets unless, at the time of acquisition, certain specified qualifying assets (e.g., securities issued by an “eligible portfolio company, ” as defined in Section 2(a)(46)) represent at least 70% of its total assets. As part of this calculation, the numerator consists of the value of the Fund’s investments in all eligible portfolio companies and the denominator consists of total assets less those assets described in Section 55(a)(7) of the 1940 Act.

^ Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(a) The percentage of net assets that each industry group represents is shown with the industry totals (the sum of the percentages does not equal 100% because the percentages are based on net assets as opposed to total loans).

(b) The interest rate is the designated annual interest rate exclusive of any original issue discount, fees or end of term payment.

(c) The end of term payments are contractually due on the maturity date and are in addition to the interest rate shown. End of term payments are the percentage of the final payment divided by the original loan amount and are amortized over the full term of the loan.

As of March 31, 2021, all loans were made to non-affiliates.

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED SCHEDULE OF INVESTMENTS (UNAUDITED)

AS OF DECEMBER 31, 2020


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date

Biotechnology
	Antheia, Inc.		Senior Secured	11.5%		$ 1,220,291	$ 1,206,345	$ 1,206,345	12/1/2022
	Antheia, Inc.		Senior Secured	11.5%		1,219,076	1,181,003	1,181,003	12/1/2022
	Antheia, Inc. Subtotal					2,439,367	2,387,348	2,387,348
	Driver Bioengineering, Inc.		Senior Secured	11.0%		349,663	311,553	311,553	4/1/2023
	Driver Bioengineering, Inc.		Senior Secured	11.0%		866,600	849,310	849,310	6/1/2023
	Driver Bioengineering, Inc. Subtotal					1,216,263	1,160,863	1,160,863
	Orpheus Therapeutics, Inc.		Senior Secured	18.0%		178,510	174,288	-	*
	Quartzy, Inc.		Senior Secured	12.0%		1,113,593	1,083,782	1,083,782	7/1/2024
	Quartzy, Inc.		Senior Secured	12.0%		1,113,211	1,085,490	1,085,490	5/1/2024
	Quartzy, Inc.		Senior Secured	12.0%		722,540	648,418	648,418	8/1/2023
	Quartzy, Inc. Subtotal					2,949,344	2,817,690	2,817,690
Biotechnology Total		4.0%				$ 6,783,484	$ 6,540,189	$ 6,365,901

Computers & Storage
	Canary Connect, Inc.		Senior Secured	12.8%		$ 2,256,808	$ 2,199,490	$ 2,199,490	3/1/2023
	Fetch Robotics, Inc.		Senior Secured	12.0%		7,418,932	7,104,656	7,104,656	6/1/2024
Computers & Storage Total		5.8%				$ 9,675,740	$ 9,304,146	$ 9,304,146

Internet
	Ainsly, Inc. ** ^		Senior Secured	12.5%		$ 247,340	$ 217,309	$ 217,309	9/1/2023
	Ainsly, Inc. ** ^		Senior Secured	12.5%		173,207	173,207	173,207	8/1/2022
	Ainsly, Inc. ** ^		Senior Secured	12.5%		519,587	490,896	490,896	8/1/2022
	Ainsly, Inc. ** ^ Subtotal					940,134	881,412	881,412
	Amino Payments, Inc.		Senior Secured	10.8%		830,084	794,625	669,630	*
	Bombfell, Inc.		Senior Secured	11.0%		597,384	297,205	3,748	*
	Cesium, Inc.		Senior Secured	10.3%		105,348	103,881	103,881	1/1/2023
	Cesium, Inc.		Senior Secured	10.3%		210,624	200,481	200,481	1/1/2023
	Cesium, Inc. Subtotal					315,972	304,362	304,362
	Clearsurance, Inc.		Senior Secured	10.3%		745,288	731,486	731,486	9/1/2021
	Daily Muse, Inc.		Senior Secured	11.0%		3,699,267	3,668,202	3,668,202	1/1/2022
	FLYR, Inc.		Senior Secured	11.7%		2,054,116	1,979,219	1,278,551	1/1/2022
	iZENEtech, Inc. ** ^		Senior Secured	11.0%		1,081,192	1,076,408	1,076,408	6/1/2021
	iZENEtech, Inc. ** ^		Senior Secured	11.0%		184,334	183,583	183,583	1/1/2021
	iZENEtech, Inc. ** ^ Subtotal					1,265,526	1,259,991	1,259,991
	Lenddo International ** ^		Senior Secured	18.0%		795,048	544,703	19,966	*
	Lukla, Inc.		Senior Secured	12.5%		247,208	237,422	237,422	6/1/2023
	Lukla, Inc.		Senior Secured	12.5%		407,447	363,868	363,868	12/1/2022
	Lukla, Inc. Subtotal					654,655	601,290	601,290


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	Masse, Inc.		Senior Secured	18.0%		304,001	144,008	10,000	*
	Merchbar, Inc.		Senior Secured	11.8%		451,293	430,995	430,995	3/1/2023
	MyPizza Technologies, Inc.		Senior Secured	11.5%		4,943,040	4,784,040	4,784,040	12/1/2023
	MyPizza Technologies, Inc.		Senior Secured	11.5%		2,471,842	2,436,444	2,436,444	2/1/2024
	MyPizza Technologies, Inc. Subtotal					7,414,882	7,220,484	7,220,484
	Nimble Rx, Inc.		Senior Secured	12.0%		1,236,949	1,188,381	1,188,381	11/1/2023
	Nimble Rx, Inc.		Senior Secured	12.0%		1,091,906	999,055	999,055	2/1/2023
	Nimble Rx, Inc. Subtotal					2,328,855	2,187,436	2,187,436
	OneLocal, Inc. ** ^		Senior Secured	12.3%		301,162	295,353	295,353	3/1/2023
	OneLocal, Inc. ** ^		Senior Secured	12.3%		301,150	296,454	296,454	3/1/2023
	OneLocal, Inc. ** ^		Senior Secured	12.3%		301,078	281,207	281,207	3/1/2023
	OneLocal, Inc. ** ^ Subtotal					903,390	873,014	873,014
	Osix Corporation		Senior Secured	12.3%		43,214	40,351	40,351	12/1/2021
	RenoFi, Inc.		Senior Secured	12.0%		247,292	231,778	231,778	6/1/2023
	RenoFi, Inc.		Senior Secured	12.0%		247,427	242,330	242,330	6/1/2023
	RenoFi, Inc. Subtotal					494,719	474,108	474,108
	Residently USA, LLC ** ^		Senior Secured	12.0%		873,899	789,139	789,139	2/1/2023
	Residently USA, LLC ** ^		Senior Secured	12.0%		371,000	371,000	371,000	12/1/2023
	Residently USA, LLC ** ^ Subtotal					1,244,899	1,160,139	1,160,139
	Serface Care, Inc.		Senior Secured	12.3%		961,139	566,912	21,201	*
	Shadow, PBC		Senior Secured	11.5%		470,556	441,930	441,930	10/1/2022
	SpotOn Computing, Inc.		Senior Secured	18.0%		1,893,528	1,853,788	792,634	*
	Stay Alfred, Inc.		Senior Secured	18.0%		10,932,368	8,846,733	1,262,774	*
	Verishop, Inc.		Senior Secured	12.0%		2,472,054	2,437,550	2,437,550	12/1/2023
	Verishop, Inc.		Senior Secured	12.0%		2,471,119	2,366,934	2,366,934	12/1/2023
	Verishop, Inc. Subtotal					4,943,173	4,804,484	4,804,484
Internet Total		18.3%				$ 44,283,491	$ 40,106,877	$ 29,138,188

Medical Devices
	Ablacon, Inc.		Senior Secured	11.0%		$ 2,256,537	$ 2,168,757	$ 2,168,757	3/1/2023
	Ablacon, Inc.		Senior Secured	11.0%		2,257,368	2,224,508	2,224,508	3/1/2023
	Ablacon, Inc. Subtotal					4,513,905	4,393,265	4,393,265
	Anutra Medical, Inc.		Senior Secured	12.0%		188,448	182,138	182,138	10/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		494,475	470,113	470,113	10/1/2023
	CytoVale, Inc.		Senior Secured	12.0%		304,420	301,225	301,225	7/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		362,240	358,640	358,640	6/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		306,253	296,276	296,276	3/1/2022
	CytoVale, Inc.		Senior Secured	12.0%		494,687	485,502	485,502	11/1/2023
	CytoVale, Inc. Subtotal					1,962,075	1,911,756	1,911,756
	eXo Imaging, Inc.		Senior Secured	11.8%		1,978,816	1,837,427	1,837,427	9/1/2023
	eXo Imaging, Inc.		Senior Secured	11.8%		1,974,541	1,930,965	1,930,965	9/1/2023
	eXo Imaging, Inc. Subtotal					3,953,357	3,768,392	3,768,392
	Medrobotics Corporation, Inc.		Senior Secured	18.0%		10,000,000	8,793,564	3,275,462	*


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	RadiAction Ltd. ** ^		Senior Secured	11.5%		361,800	354,634	354,634	10/1/2021
	RadiAction Ltd. ** ^		Senior Secured	11.5%		562,882	557,426	557,426	4/1/2022
	RadiAction Ltd. ** ^ Subtotal					924,682	912,060	912,060
	Renovia, Inc.		Senior Secured	10.5%		7,869,790	7,157,643	7,157,643	1/1/2023
Medical Devices Total		13.5%				$ 29,412,257	$ 27,118,818	$ 21,600,716

Other Healthcare
	Caredox, Inc.		Senior Secured	11.8%		$ 775,417	$ 762,534	$ 762,534	7/1/2022
	Clover Health Investments Corporation		Senior Secured	11.0%		9,033,546	8,792,010	8,792,010	3/1/2022
	Clover Health Investments Corporation		Senior Secured	11.3%		6,428,843	6,428,843	6,428,843	10/1/2022
	Clover Health Investments Corporation Subtotal					15,462,389	15,220,853	15,220,853
	Emerald Cloud Lab, Inc.		Senior Secured	11.8%		1,052,899	1,011,549	1,011,549	12/1/2021
	GoForward, Inc.		Senior Secured	11.5%		3,094,971	3,004,838	3,004,838	6/1/2024
	GoForward, Inc.		Senior Secured	11.5%		6,181,238	5,735,573	5,735,573	9/1/2023
	GoForward, Inc. Subtotal					9,276,209	8,740,411	8,740,411
	Grin, Inc.		Senior Secured	12.0%		494,743	484,898	484,898	1/1/2024
	Grin, Inc.		Senior Secured	12.0%		989,140	944,177	944,177	10/1/2023
	Grin, Inc. Subtotal					1,483,883	1,429,075	1,429,075
	Hello Heart Inc.		Senior Secured	10.8%		255,287	251,669	251,669	7/1/2021
	Hello Heart Inc.		Senior Secured	10.8%		540,088	536,623	536,623	10/1/2021
	Hello Heart Inc.		Senior Secured	11.0%		932,214	919,531	919,531	4/1/2023
	Hello Heart Inc.		Senior Secured	11.0%		742,816	730,145	730,145	11/1/2023
	Hello Heart Inc.		Senior Secured	11.0%		1,164,939	1,115,829	1,115,829	4/1/2023
	Hello Heart Inc. Subtotal					3,635,344	3,553,797	3,553,797
	HumanAPI, Inc.		Senior Secured	11.8%		1,129,747	1,086,210	1,086,210	10/1/2022
	HumanAPI, Inc.		Senior Secured	11.8%		421,960	416,785	416,785	1/1/2023
	HumanAPI, Inc. Subtotal					1,551,707	1,502,995	1,502,995
	mPharma Data, Inc. ** ^		Senior Secured	10.0%		38,140	38,071	38,071	3/1/2021
	mPharma Data, Inc. ** ^		Senior Secured	10.0%		1,082,690	1,071,090	1,071,090	11/1/2021
	mPharma Data, Inc. ** ^ Subtotal					1,120,830	1,109,161	1,109,161
	Myolex, Inc.		Senior Secured	18.0%		762,531	726,537	211,873	*
	Naked Biome, Inc.		Senior Secured	18.0%		523,049	419,422	-	*
	Robin Care, Inc.		Senior Secured	11.5%		438,538	414,825	414,825	12/1/2021
	Sparta Software Corporation		Senior Secured	11.5%	2.2%	304,794	297,802	297,802	5/1/2022
	Therapydia, Inc.		Senior Secured	11.5%		216,666	213,232	213,232	1/1/2023
	Therapydia, Inc.		Senior Secured	12.5%	1.7%	106,892	106,892	106,892	6/1/2023
	Therapydia, Inc.		Senior Secured	11.5%		177,330	169,271	169,271	8/1/2022
	Therapydia, Inc.		Senior Secured	12.0%	1.7%	97,822	92,394	92,394	3/1/2023
	Therapydia, Inc.		Senior Secured	11.5%		208,955	205,760	205,760	12/1/2022
	Therapydia, Inc. Subtotal					807,665	787,549	787,549
Other Healthcare Total		21.9%				$ 37,195,255	$ 35,976,510	$ 35,042,424

Other Technology
	Abiquo Group, Inc. ** ^		Senior Secured	12.0%		$ 128,914	$ 126,753	$ 126,753	7/1/2021


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	Aclima, Inc.		Senior Secured	11.9%		1,089,754	1,004,090	1,004,090	4/1/2022
	Aclima, Inc.		Senior Secured	12.0%		1,979,808	1,731,899	1,731,899	10/1/2023
	Aclima, Inc. Subtotal					3,069,562	2,735,989	2,735,989
	Antitoxin Technologies Inc. ** ^		Senior Secured	11.5%		361,110	344,164	344,164	9/1/2022
	Apollo Flight Research Inc.		Senior Secured	11.0%		210,893	207,995	207,995	1/1/2023
	Apollo Flight Research Inc.		Senior Secured	11.0%		313,128	304,774	304,774	6/1/2022
	Apollo Flight Research Inc. Subtotal					524,021	512,769	512,769
	ATeam Army, Inc.		Senior Secured	12.0%		1,165,134	1,109,842	1,109,842	4/1/2023
	Beanfields, PBC		Senior Secured	12.5%		789,585	759,532	759,532	3/1/2023
	Beanfields, PBC		Senior Secured	12.5%		564,609	553,012	553,012	3/1/2023
	Beanfields, PBC Subtotal					1,354,194	1,312,544	1,312,544
	Benson Hill Bio, Inc.		Senior Secured	12.5%		9,883,793	9,205,314	9,205,314	5/1/2024
	Brightside Benefit, Inc.		Senior Secured	12.1%		464,870	446,579	446,579	9/1/2022
	Brightside Benefit, Inc.		Senior Secured	12.4%		774,623	764,814	764,814	3/1/2023
	Brightside Benefit, Inc. Subtotal					1,239,493	1,211,393	1,211,393
	BW Industries, Inc.		Senior Secured	11.8%		1,770,873	1,642,182	1,642,182	5/1/2023
	BW Industries, Inc.		Senior Secured	11.8%		1,823,172	1,792,512	1,792,512	6/1/2023
	BW Industries, Inc. Subtotal					3,594,045	3,434,694	3,434,694
	Consumer Physics, Inc. ** ^		Senior Secured	11.0%		538,240	527,610	490,311	12/1/2021
	DOSH Holdings, Inc.		Senior Secured	0.0%		700,000	514,745	514,745	*
	Eguana Technologies, Inc. ** ^		Senior Secured	12.5%		924,922	892,458	892,458	2/1/2022
	Finiks, Inc.		Senior Secured	2.7%		667,500	27,115	44,731	*
	Fitplan, Inc. ** ^		Senior Secured	12.5%		1,226,870	1,086,325	1,058,116	*
	Flo Water, Inc.		Senior Secured	11.4%		170,441	168,913	168,913	5/1/2021
	Flo Water, Inc.		Senior Secured	11.8%		1,978,592	1,884,544	1,884,544	12/1/2023
	Flo Water, Inc. Subtotal					2,149,033	2,053,457	2,053,457
	Gap Year Global, Inc.		Senior Secured	18.0%		90,768	86,359	-	*
	Heartwork, Inc.		Senior Secured	18.0%		379,462	371,981	27,353	*
	Higher Ground Education, Inc.		Senior Secured	12.5%		481,455	473,834	473,834	8/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		442,838	436,301	436,301	5/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		1,289,010	1,270,861	1,270,861	4/1/2023
	Higher Ground Education, Inc.		Senior Secured	12.5%		1,946,804	1,865,641	1,865,641	1/1/2023
	Higher Ground Education, Inc. Subtotal					4,160,107	4,046,637	4,046,637
	Hint, Inc.		Senior Secured	11.0%		278,952	276,573	276,573	3/1/2021
	Hint, Inc.		Senior Secured	12.0%		4,944,981	4,446,655	4,446,655	6/1/2023
	Hint, Inc.		Senior Secured	11.0%		727,671	706,141	706,141	8/1/2021
	Hint, Inc.		Senior Secured	11.0%		639,224	639,224	639,224	7/1/2021
	Hint, Inc. Subtotal					6,590,828	6,068,593	6,068,593
	Jiko Group, Inc.		Senior Secured	12.0%		3,463,686	3,318,065	3,318,065	6/1/2023
	Kogniz, Inc.		Senior Secured	12.8%		220,052	203,327	203,327	3/1/2022
	Lambda School, Inc.		Senior Secured	11.3%		2,474,403	2,474,403	2,474,403	8/1/2023
	Lambda School, Inc.		Senior Secured	11.3%		4,948,041	4,701,574	4,701,574	7/1/2023
	Lambda School, Inc. Subtotal					7,422,444	7,175,977	7,175,977
	LanzaTech New Zealand Ltd.		Senior Secured	13.3%		285,170	284,714	284,714	3/1/2021


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	Make School, Inc.		Senior Secured	11.3%		291,677	287,406	287,406	8/1/2021
	Neuehouse, LLC		Senior Secured	12.0%		1,750,000	1,292,765	1,292,765	*
	Nevada Nanotech Systems, Inc.		Senior Secured	12.0%		222,226	217,658	217,658	6/1/2021
	NewGlobe Schools, Inc. ** ^		Senior Secured	12.5%		2,769,725	2,695,080	2,695,080	8/1/2022
	NewGlobe Schools, Inc. ** ^		Senior Secured	12.5%		3,459,803	3,315,571	3,315,571	8/1/2023
	NewGlobe Schools, Inc. ** ^ Subtotal					6,229,528	6,010,651	6,010,651
	Northern Quinoa Production Corporation ** ^		Senior Secured	10.7%		6,010,527	5,771,260	5,352,659	12/1/2022
	Noteleaf, Inc.		Senior Secured	12.5%		2,277,124	2,161,761	1,028,982	*
	Opya, Inc.		Senior Secured	12.0%		1,188,091	1,155,377	1,155,377	11/1/2023
	Ozy Media, Inc.		Senior Secured	12.8%		2,470,510	2,383,782	2,383,782	6/1/2023
	PDQ Enterprises LLC **		Senior Secured	11.0%		240,964	240,531	240,531	2/1/2021
	Percepto, Inc.		Senior Secured	12.2%		1,799,336	1,721,548	1,721,548	4/1/2023
	Pitzi, Ltd. ** ^		Senior Secured	12.0%		482,870	376,812	376,812	11/1/2023
	Pitzi, Ltd. ** ^		Senior Secured	12.0%		1,483,727	1,435,741	1,435,741	4/1/2024
	Pitzi, Ltd. ** ^ Subtotal					1,966,597	1,812,553	1,812,553
	Plant Prefab, Inc.		Senior Secured	11.0%		1,045,516	999,473	999,473	8/1/2022
	Platform Science, Inc.		Senior Secured	12.0%		623,171	601,043	601,043	2/1/2022
	Plenty Unlimited, Inc.		Senior Secured	9.0%	11.7%	159,868	159,505	159,505	1/1/2021
	Plenty Unlimited, Inc.		Senior Secured	9.0%	9.4%	217,703	217,280	217,280	3/1/2021
	Plenty Unlimited, Inc.		Senior Secured	9.0%	11.7%	1,103,738	1,089,466	1,089,466	9/1/2021
	Plenty Unlimited, Inc. Subtotal					1,481,309	1,466,251	1,466,251
	Plethora, Inc.		Senior Secured	11.2%		2,272,587	2,152,867	2,152,867	7/1/2022
	Romaine Empire, Inc.		Senior Secured	12.3%		5,454,020	5,227,539	5,227,539	7/1/2023
	Saltbox, Inc.		Senior Secured	12.3%		423,968	408,719	408,719	6/1/2023
	SMS OPCO LLC		Senior Secured	8.0%		36,875	18,125	18,125	*
	Strong Arm Technologies, Inc.		Senior Secured	12.0%		209,338	207,281	207,281	5/1/2021
	Sustainable Living Partners, LLC		Senior Secured	12.5%		4,479,984	3,999,116	3,999,116	8/1/2023
	Terramera, Inc. ** ^		Senior Secured	12.0%		275,821	272,706	272,706	4/1/2021
	Terramera, Inc. ** ^		Senior Secured	12.0%		137,941	137,444	137,444	4/1/2021
	Terramera, Inc. ** ^ Subtotal					413,762	410,150	410,150
	Theatro Labs, Inc.		Senior Secured	12.0%		888,982	873,903	873,903	8/1/2022
	UniEnergy Technologies LLC		Senior Secured	12.3%		1,351,234	1,309,132	874,137	*
	Veev Group, Inc.		Senior Secured	12.5%		1,235,419	1,122,426	1,122,426	6/1/2023
	Veev Group, Inc.		Senior Secured	12.5%		3,707,038	3,648,365	3,648,365	6/1/2023
	Veev Group, Inc.		Senior Secured	12.5%		432,783	424,481	424,481	12/1/2021
	Veev Group, Inc. Subtotal					5,375,240	5,195,272	5,195,272
	Velo Holdings Limited		Senior Secured	12.0%		2,471,720	2,252,248	1,985,209	*
	Virtuix Holdings, Inc.		Senior Secured	12.3%		141,134	139,438	117,049	4/1/2022
	Welcome Tech, Inc.		Senior Secured	10.5%		578,778	545,308	545,308	5/1/2022
	Wheels Labs, Inc.		Senior Secured	12.5%		3,115,612	3,051,198	3,051,198	8/1/2022
	Wine Plum, Inc.		Senior Secured	12.5%		723,778	701,625	701,625	9/1/2022
Other Technology Total		60.4%				$ 105,672,936	$ 99,264,805	$ 96,510,123


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
Security
	Axonius, Inc.		Senior Secured	12.0%		$ 164,208	$ 161,820	$ 161,820	9/1/2021
	Karamba Security Ltd. ** ^		Senior Secured	12.0%		942,140	893,736	893,736	6/1/2022
	Nok Nok Labs, Inc.		Senior Secured	12.5%		540,071	533,246	533,246	6/1/2022
	Safetrust Holdings, Inc.		Senior Secured	12.5%		249,930	186,010	186,010	8/1/2021
Security Total		1.1%				$ 1,896,349	$ 1,774,812	$ 1,774,812

Semiconductors & Equipment
	ETA Compute, Inc.		Senior Secured	12.0%		$ 596,190	$ 585,915	$ 585,915	11/1/2021
	Innophase, Inc.		Senior Secured	11.8%		665,278	662,301	662,301	6/1/2021
	Innophase, Inc.		Senior Secured	11.8%		1,551,410	1,537,272	1,537,272	6/1/2021
	Innophase, Inc. Subtotal					2,216,688	2,199,573	2,199,573
Semiconductors & Equipment Total		1.8%				$ 2,812,878	$ 2,785,488	$ 2,785,488

Software
	Aptible, Inc.		Senior Secured	11.8%		$ 17,356	$ 17,308	$ 17,308	2/1/2021
	ArborMetrix, Inc.		Senior Secured	12.5%		741,595	721,872	721,872	9/1/2023
	ArborMetrix, Inc.		Senior Secured	11.5%		577,973	577,973	577,973	6/1/2022
	ArborMetrix, Inc.		Senior Secured	12.5%		1,482,031	1,424,994	1,424,994	9/1/2023
	ArborMetrix, Inc.		Senior Secured	11.5%		2,022,100	1,976,670	1,976,670	6/1/2022
	ArborMetrix, Inc. Subtotal					4,823,699	4,701,509	4,701,509
	Blockdaemon, Inc.		Senior Secured	11.3%		156,750	153,047	153,047	6/1/2022
	Blockdaemon, Inc.		Senior Secured	11.3%		72,916	70,543	70,543	8/1/2021
	Blockdaemon, Inc. Subtotal					229,666	223,590	223,590
	Bloomboard, Inc.		Senior Secured	11.5%		2,542,024	1,225,605	1,132,676	*
	Canary Technologies Corporation		Senior Secured	11.5%		247,338	234,633	234,633	6/1/2023
	Censia Inc.		Senior Secured	11.0%		751,876	723,062	723,062	10/1/2022
	Cloudleaf, Inc.		Senior Secured	12.0%		1,445,065	1,360,260	1,360,260	8/1/2023
	Cloudleaf, Inc.		Senior Secured	12.0%		739,000	724,597	724,597	9/1/2024
	Cloudleaf, Inc.		Senior Secured	12.0%		302,692	297,928	297,928	9/1/2021
	Cloudleaf, Inc. Subtotal					2,486,757	2,382,785	2,382,785
	DealPath, Inc.		Senior Secured	11.0%		289,086	287,577	287,577	5/1/2021
	Dynamics, Inc.		Senior Secured	12.5%		2,208,811	2,106,703	2,106,703	8/1/2021
	Eskalera, Inc.		Senior Secured	10.5%		902,496	877,642	877,642	3/1/2023
	Estify, Inc.		Senior Secured	18.0%		842,819	737,672	154,458	*
	Fortress IQ, Inc.		Senior Secured	11.3%		253,904	249,744	249,744	11/1/2021
	GoFormz, Inc.		Senior Secured	12.0%		232,837	229,478	229,478	6/1/2021
	ICX Media, Inc.		Senior Secured	12.5%		247,171	242,814	242,814	7/1/2023
	ICX Media, Inc.		Senior Secured	12.5%		240,098	236,153	236,153	5/1/2023
	ICX Media, Inc.		Senior Secured	12.5%		298,886	285,701	285,701	5/1/2022
	ICX Media, Inc. Subtotal					786,155	764,668	764,668
	Invoice2Go, Inc.		Senior Secured	11.8%		240,887	239,594	239,594	4/1/2021
	Invoice2Go, Inc.		Senior Secured	11.8%		206,485	206,485	206,485	4/1/2021
	Invoice2Go, Inc.		Senior Secured	12.0%		989,150	806,149	806,149	3/1/2024
	Invoice2Go, Inc.		Senior Secured	12.0%		988,822	957,755	957,755	6/1/2023


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	Invoice2Go, Inc.		Senior Secured	12.0%		902,702	892,679	892,679	3/1/2023
	Invoice2Go, Inc.		Senior Secured	12.0%		783,778	776,169	776,169	11/1/2022
	Invoice2Go, Inc.		Senior Secured	12.0%		660,026	654,481	654,481	7/1/2022
	Invoice2Go, Inc.		Senior Secured	12.0%		531,244	498,925	498,925	3/1/2022
	Invoice2Go, Inc.		Senior Secured	11.8%		240,892	240,892	240,892	4/1/2021
	Invoice2Go, Inc.		Senior Secured	12.0%		989,486	944,616	944,616	6/1/2024
	Invoice2Go, Inc. Subtotal					6,533,472	6,217,745	6,217,745
	Ipolipo, Inc.		Senior Secured	12.0%		2,066,199	1,943,195	1,476,836	6/1/2022
	Lucideus, Inc.		Senior Secured	12.0%		436,842	411,722	411,722	2/1/2023
	Medable, Inc.		Senior Secured	12.0%		1,746,992	1,657,497	1,657,497	2/1/2023
	Medable, Inc.		Senior Secured	12.0%		873,608	862,217	862,217	2/1/2023
	Medable, Inc. Subtotal					2,620,600	2,519,714	2,519,714
	Metarail, Inc.		Senior Secured	12.0%		735,278	723,738	487,382	7/1/2023
	Metawave Corporation		Senior Secured	12.0%		608,751	595,704	595,704	7/1/2022
	Migo Money, Inc. ** ^		Senior Secured	12.5%		266,341	266,341	266,341	3/1/2022
	Migo Money, Inc. ** ^		Senior Secured	12.3%		324,019	313,653	313,653	12/1/2021
	Migo Money, Inc. ** ^ Subtotal					590,360	579,994	579,994
	OrderGroove, Inc.		Senior Secured	12.0%		4,755,473	4,424,662	4,424,662	4/1/2024
	Owl Cameras, Inc.		Senior Secured	18.0%		605,050	310,170	308,414	*
	PlushCare, Inc.		Senior Secured	11.8%		595,693	579,013	579,013	5/1/2022
	PlushCare, Inc.		Senior Secured	11.8%		447,140	441,429	441,429	5/1/2022
	PlushCare, Inc. Subtotal					1,042,833	1,020,442	1,020,442
	Resilio, Inc.		Senior Secured	12.8%		46,851	46,851	46,851	5/1/2021
	Resilio, Inc.		Senior Secured	12.8%		28,407	27,431	27,431	3/1/2021
	Resilio, Inc. Subtotal					75,258	74,282	74,282
	Splitwise, Inc.		Senior Secured	12.3%		407,224	393,458	393,458	12/1/2022
	Swivel, Inc.		Senior Secured	12.0%		173,702	173,702	173,702	10/1/2022
	Swivel, Inc.		Senior Secured	12.0%		159,432	152,178	152,178	8/1/2022
	Swivel, Inc. Subtotal					333,134	325,880	325,880
	Trendalytics Innovation Labs, Inc.		Senior Secured	12.8%		189,070	177,064	156,140	6/1/2022
	Truthset, Inc.		Senior Secured	10.5%		327,294	308,736	308,736	2/1/2023
	Truthset, Inc.		Senior Secured	10.5%		360,505	360,505	360,505	5/1/2023
	Truthset, Inc. Subtotal					687,799	669,241	669,241
	VenueNext, Inc.		Senior Secured	0.0%		1,016,143	938,226	751,086	*
	Venuetize, Inc.		Senior Secured	12.3%		130,209	123,167	123,167	4/1/2022
	Workspot, Inc.		Senior Secured	12.0%		518,863	493,458	493,458	8/1/2022
	Workspot, Inc.		Senior Secured	12.0%		246,296	239,558	239,558	9/1/2021
	Workspot, Inc.		Senior Secured	12.0%		565,294	555,453	555,453	10/1/2022
	Workspot, Inc. Subtotal					1,330,453	1,288,469	1,288,469
Software Total		22.5%				$ 40,778,972	$ 37,498,849	$ 35,910,171

Technology Services
	Blazent, Inc.		Senior Secured	12.0%		$ 1,464,421	$ 989,830	$ 768,564	*
	CloudIQ Ltd. ** ^		Senior Secured	12.0%		1,156,720	1,108,942	906,974	12/1/2021
	Dolly, Inc.		Senior Secured	12.1%		530,265	514,590	514,590	5/1/2021


Industry	Borrower	Percent of Net Assets (a)	Collateral	Interest Rate (b)	End of Term Payment (c)	Principal	Cost	Fair Value	Final Maturity Date
	Klar Holdings Limited ** ^		Senior Secured	14.2%	4.0%	248,885	235,790	235,790	7/1/2023
	Klar Holdings Limited ** ^		Senior Secured	12.5%		188,627	161,586	161,586	10/1/2022
	Klar Holdings Limited ** ^ Subtotal					437,512	397,376	397,376
	Leap Services, Inc.		Senior Secured	12.0%		314,353	305,005	305,005	6/1/2022
	Lifit, Inc. ** ^		Senior Secured	12.0%		345,793	329,478	329,478	8/1/2022
	Lifit, Inc. ** ^		Senior Secured	12.0%		376,772	371,984	371,984	10/1/2022
	Lifit, Inc. ** ^ Subtotal					722,565	701,462	701,462
	Loansnap Holdings Inc. **		Senior Secured	11.0%		2,236,556	2,118,234	1,913,394	12/1/2022
	PayJoy, Inc. **		Senior Secured	10.0%		288,795	284,794	284,794	8/1/2021
	Relimetrics, Inc.		Senior Secured	11.3%		173,675	169,806	169,806	1/1/2022
	Riffyn, Inc.		Senior Secured	11.5%		110,635	110,147	110,147	6/1/2021
	Riffyn, Inc.		Senior Secured	11.5%		112,218	111,492	111,492	3/1/2021
	Riffyn, Inc. Subtotal					222,853	221,639	221,639
	Solugen, Inc.		Senior Secured	11.0%		1,054,706	1,038,103	1,038,103	1/1/2023
	Solugen, Inc.		Senior Secured	11.0%		2,107,961	2,007,714	2,007,714	1/1/2023
	Solugen, Inc.		Senior Secured	11.0%		1,054,189	1,041,250	1,041,250	1/1/2023
	Solugen, Inc. Subtotal					4,216,856	4,087,067	4,087,067
	Thrive Financial, Inc. **		Senior Secured	11.5%		752,761	724,585	724,585	10/1/2022
	Thrive Financial, Inc. **		Senior Secured	9.3%		247,981	247,981	247,981	11/1/2023
	Thrive Financial, Inc. ** Subtotal					1,000,742	972,566	972,566
	TrueFacet, Inc.		Senior Secured	18.0%		871,610	839,387	-	*
	Zeel Networks, Inc.		Senior Secured	11.0%		2,531,182	2,468,819	2,283,564	3/1/2022
Technology Services Total		8.5%				$ 16,168,105	$ 15,179,517	$ 13,526,801

Wireless
	AirVine Scientific, Inc.		Senior Secured	12.0%		$ 90,366	$ 86,490	$ 86,490	9/1/2022
	AirVine Scientific, Inc.		Senior Secured	12.0%		90,429	88,728	88,728	9/1/2022
	AirVine Scientific, Inc. Subtotal					180,795	175,218	175,218
	Parallel Wireless, Inc.		Senior Secured	11.8%		6,428,736	6,168,641	6,168,641	6/1/2023
	Parallel Wireless, Inc.		Senior Secured	11.8%		3,215,575	3,162,405	3,162,405	9/1/2023
	Parallel Wireless, Inc.		Senior Secured	11.8%		3,215,116	3,164,764	3,164,764	8/1/2023
	Parallel Wireless, Inc. Subtotal					12,859,427	12,495,810	12,495,810
Wireless Total		7.9%				$ 13,040,222	$ 12,671,028	$ 12,671,028
Grand Total		165.7%				$ 307,719,689	$ 288,221,039	$ 264,629,798

* As of December 31, 2020, loans with a cost basis of $37.3 million and a fair value of $16.2 million were classified as non-accrual. These loans have been accelerated from their original maturity and are due in their entirety. During the period for which these loans have been on non-accrual status, no interest income has been recognized.

** Indicates assets that the Fund deems “non-qualifying assets.” As of December 31, 2020, 10.8% of the Fund’s total assets represented non-qualifying assets. Under Section 55(a) of the 1940 Act, the Fund is prohibited from acquiring any additional non-qualifying assets unless, at the time of acquisition, certain specified qualifying assets (e.g., securities issued by an “eligible portfolio company,” as defined in Section 2(a)(46)) represent at least 70% of its total assets. As part of this calculation, the numerator consists of the value of the Fund’s investments in all eligible portfolio companies and the denominator consists of total assets less those assets described in Section 55(a)(7) of the 1940 Act.

^ Entity is not domiciled in the United States and does not have its principal place of business in the United States.

(b) The interest rate is the designated annual interest rate exclusive of any original issue discount, fees or end of term payment.

As of December 31, 2020, all loans were made to non-affiliates.

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

CONDENSED SCHEDULES OF DERIVATIVE INSTRUMENTS (UNAUDITED)

AS OF MARCH 31, 2021 AND DECEMBER 31, 2020


			AS OF MARCH 31, 2021
Description and terms of payments to be received from another party	Description and terms of payments to be paid to another party	Counterparty	Maturity Date	Notional Amount		Fair Value		Upfront payments / receipts		Unrealized appreciation / (depreciation) (a)









Interest Rate Collar

Floating interest rate of USD-LIBOR-BBA with cap rate of 1.00% to be received monthly	Floating interest rate of USD-LIBOR-BBA with floor interest rate 0.215%, to be paid monthly	MUFG Union Bank, N.A.	1/11/2023	$	51,000,000	$	(48,560)	$	—	$	(48,560)

Total				$	51,000,000	$	(48,560)	$	—	$	(48,560)


			AS OF DECEMBER 31, 2020
Description and terms of payments to be received from another party	Description and terms of payments to be paid to another party	Counterparty	Maturity Date	Notional Amount		Fair Value		Upfront payments / receipts		Unrealized appreciation / (depreciation) (a)





Interest Rate Swap and Floor

Floating interest rate of USD-LIBOR-BBA with cap rate of 1.00% to be received monthly	Floating interest rate of USD-LIBOR-BBA with floor interest rate 0.215%, to be paid monthly	MUFG Union Bank, N.A.	1/11/2023	$	65,000,000	$	(61,242)	$	—	$	(61,242)

Total				$	65,000,000	$	(61,242)	$	—	$	(61,242)

(a) The unrealized appreciation/depreciation was determined using prices or valuation based on observable inputs other than quoted price in active markets for identical assets and liabilities. See "Note 3. Fair Value Disclosures" for more information.

See notes to condensed financial statements (unaudited).

VENTURE LENDING & LEASING VIII, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

1.ORGANIZATION AND OPERATIONS OF THE FUND

Venture Lending & Leasing VIII, Inc. (the “Fund”) was incorporated in Maryland on May 6, 2015 as a non-diversified, closed-end management investment company electing status as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (“1940 Act”) and is managed by Westech Investment Advisors, LLC (the “Manager” or “Management”). The Fund will be dissolved on December 31, 2025 unless the Board of Directors (the “Board”) opts to elect early dissolution. One hundred percent of the stock of the Fund is held by Venture Lending & Leasing VIII, LLC (the “Company”). Prior to commencing its operations on August 12, 2015, the Fund had no operations other than the sale to the Company of 100,000 shares of common stock, $0.001 par value for $25,000 in July 2015. This issuance of stock was a requirement to apply for a finance lender’s license from the California Commissioner of Corporations, which was obtained on August 20, 2015.

The Fund’s investment objective is to achieve superior risk-adjusted investment returns and it seeks to achieve that objective by providing debt financing to portfolio companies, most of which are private. The Fund generally receives warrants to acquire equity securities in connection with its portfolio investments and generally distributes these warrants to its shareholder upon receipt, or soon thereafter. The Fund also has guidelines for the percentages of total assets that are invested in different types of assets.

The portfolio investments of the Fund primarily consist of debt financing to early and expansion stage venture capital-backed technology companies.

In the Manager’s opinion, the accompanying condensed interim financial statements (hereafter referred to as “financial statements”) include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of financial position and results of operations for interim periods. Certain information and note disclosures normally included in audited annual financial statements prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”) have been omitted; however, the Fund believes that the disclosures made are adequate to make the information presented not misleading. The interim results for the three months ended March 31, 2021 are not necessarily indicative of what the results would be for a full year. These financial statements should be read in conjunction with the financial statements and the notes included in the Fund’s Annual Report on Form 10-K for the year ended December 31, 2020.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting and Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. As an investment company, the Fund follows accounting and reporting guidance as set forth in Topic 946 (“Financial Services – Investment Companies”) of the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification, as amended (“ASC”). Certain prior period information has been reclassified to conform to the current year presentation.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand and money market mutual funds with maturities of 90 days or less. Money market mutual funds held as cash equivalents are valued at their most recently traded net asset value. Within cash and cash equivalents, as of March 31, 2021, the Fund held 3,265,877 units in the Blackrock Treasury Trust Institutional Fund valued at $1 per unit at a yield of 0.03% and $5,000 in cash, which together represented 2.40% of the net assets of the Fund. Within cash and cash equivalents, as of December 31, 2020, the Fund held 8,751,396 units in the Blackrock Treasury Trust Institutional Fund valued at $1 per unit at a yield of 0.02%, which represented 5.48% of the net assets of the Fund.

Interest Income

Interest income on loans is recognized on an accrual basis using the effective interest method including amounts resulting from the accretion of discount on loans included as additional compensation as part of the loan agreements. Additionally, fees received as part of the transaction are added to the loan discount and amortized over the life of the loan.

Realized Gains and Losses from loans

Realized gains or losses on the sale of loans are computed using the difference between the amortized cost and the sales proceeds. Realized losses on loan write-offs are recognized when management determines a loan is uncollectible.

Investment Valuation

The Fund accounts for loans at fair value in accordance with the valuation methods below. All valuations are determined under the direction of the Manager, in accordance with the valuation methods.

As of March 31, 2021 and December 31, 2020, the financial statements included nonmarketable investments of $239.6 million and $264.6 million, respectively, (or 96.7% and 95.1% of the total assets, respectively), with the fair values determined by the Manager in the absence of readily determinable market values. Because of the inherent uncertainty of these valuations, estimated fair values of such investments may differ significantly from the values that would have been used had a ready market for the securities existed, and the differences could be material. Below is the information used by the Manager in making these estimates.

Loans

The Fund defines fair value as the price that would be received to sell an asset or paid to lower a liability in an orderly transaction between market participants at the measurement date. Because there is no readily available market price and no secondary market for substantially all of the loan investments made by the Fund into borrowing portfolio companies, Management determines fair value based on hypothetical markets, and on several factors related to each borrower, including, but not limited to, the borrower’s payment history, available cash and “burn rate,” revenues, net income or loss, the likelihood that the borrower will be able to secure additional financing in the future, and an evaluation of the general interest rate environment. The amount of any valuation adjustment considers the estimated amount and timing of cash payments of principal and interest from the borrower and/or liquidation analysis and is determined based upon a credit analysis of the borrower and an analysis of the expected recovery from the borrower, including consideration of factors such as the nature and quality of the Fund’s security interests in collateral, the estimated value of the Fund’s collateral, the size of the loan, and the estimated time that will elapse before the Fund achieves a recovery. Management has evaluated these factors and has concluded that, the effect of deterioration in the quality of the underlying collateral, increase in size of the loan, increase in the estimated time to recovery and increase in the hypothetical market coupon rate would have the effect of lowering the value of the current portfolio of loans.

Non-Accrual Loans

The Fund’s policy is to classify a loan as non-accrual when the portfolio company is delinquent for three consecutive months on its monthly loan payment, or, in the opinion of Management, either ceases or drastically curtails its operations and Management deems that it is unlikely that the loan will return to performing status. When a loan is placed on non-accrual status, all interest previously accrued but not collected is reversed for the quarter in which the loan was placed on non-accrual status. Any uncollected interest related to quarters prior to when the loan was placed on non-accrual status is added to the principal balance, and the aggregate balance of the principal and interest is evaluated in accordance with the policy for valuation of loans in determining Management’s best estimate of fair value. Interest received by the Fund on non-accrual loans will be recognized as interest income if and when the proceeds exceed the book value of the respective loan.

If a borrower of a non-accrual loan resumes making regular payments and Management believes that such borrower has regained the ability to service the loan on a sustainable basis, the loan is reclassified back to accrual or performing status. Interest that would have been accrued during the time a loan was classified as non-accrual will be added back to the remaining payment schedule causing a change in the effective interest rate.

As of March 31, 2021, loans with a cost basis of $34.3 million and a fair value of $15.1 million were classified as non-accrual. As of December 31, 2020, loans with a cost basis of $37.3 million and a fair value of $16.2 million were classified as non-accrual.

Warrants and Equity Securities

Warrants and equity securities received in connection with loan transactions are measured at a fair value at the time of acquisition. Warrants are valued based on a modified Black-Scholes option pricing model which considers, among several factors, the underlying stock value, expected term, volatility, and risk-free interest rate. It is anticipated that such securities will be distributed by the Fund to the Company simultaneously with, or shortly following, their acquisition.

The underlying asset value is estimated based on information available, including information regarding recent rounds of funding of the portfolio company, or the publicly-quoted stock price at the end of the financial reporting period for warrants for comparable publicly-quoted securities.

Volatility, or the amount of uncertainty or risk about the size of the changes in the warrant price, is based on an index of publicly traded companies grouped by industry and which are similar in nature to the underlying portfolio companies issuing the warrant (“Industry Index”). The volatility assumption for each Industry Index is based on the average volatility for individual public companies within the portfolio company’s industry for a period of time approximating the expected life of the warrants. A hypothetical increase in the volatility of the warrants used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants.

The remaining expected lives of warrants are based on historical experience of the average life of the warrants, as warrants are often exercised in the event of acquisitions, mergers, or initial public offerings, and terminated due to events such as bankruptcies, restructuring activities, or additional financings. These events cause the expected term to be less than the remaining contractual term of the warrants. As of March 31, 2021 and December 31, 2020, the Fund assumed the average duration of a warrant was 4.0 years. The effect of a hypothetical increase in the estimated initial term of the warrants used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants. However, the estimated initial term of the warrants is one factor, of many, used in the valuation of warrants, and by itself does not have a significant impact on the result of operations.

The risk-free interest rate is derived from the constant maturity tables issued by the U.S. Treasury Department. The effect of a hypothetical increase in the estimated risk-free rate used in the modified Black-Scholes option pricing model would have the effect of increasing the value of the warrants.

Other Assets and Liabilities

Other assets include costs incurred in conjunction with borrowings under the Fund’s debt facility and are stated at initial cost. These costs are amortized over the term of the facility.

The fair values of Other assets and accrued liabilities are estimated at their carrying values because of the short-term nature of these assets and liabilities.

The carrying values of the borrowings under the debt facility approximates their fair value based on the borrowing rates available to the Fund.

Commitment Fees

Unearned income and commitment fees on loans are recognized using the effective-interest method over the term of the loan. Commitment fees are carried as liabilities when received for commitments upon which no draws have been made. When the first draw is made, the fee is treated as unearned income and is recognized as described above. If a draw is never made, the forfeited commitment fee less any applicable legal costs becomes recognized as other income after the commitment expires.

Deferred Bank Fees

The deferred bank fees and costs associated with the debt facility are included in other assets in the Condensed Statements of Assets and Liabilities and are being amortized over the estimated life of the facility, which currently matures on August 26, 2023. The amortization of these costs is recorded as interest expense in the Condensed Statements of Operations.

Derivative Instruments

The Fund uses derivative instruments to manage its exposure to changes in interest rates on expected borrowings under its debt facility, as the Fund originates fixed rate loans (see Note 8).

Derivative instruments are primarily valued on the basis of quotes obtained from banks, brokers and dealers and adjusted for counterparty risk and the optionality of the interest rate floor. The valuation of the derivative instruments also considers the future expected interest rates on the notional principal balance remaining which is comparable to what a prospective acquirer would pay on the measurement date. Valuation pricing models consider inputs such as forward rates, anticipated interest rate volatility relating to the reference rate, as well as time value and other factors underlying derivative instruments.

The Fund is a party to a master netting arrangement with MUFG Union Bank, N.A., however, the Fund has elected not to offset assets and liabilities under these arrangements for financial statement presentation purposes. A transaction is recorded at gross fair value in either derivative asset or derivative liability in the Condensed Statements of Assets and Liabilities, depending on whether the value of the transaction is in favor of the Fund or the counterparty. The changes in fair value are recorded in net change in unrealized gain (loss) from derivative instruments in the Condensed Statements of Operations and the quarterly interest received or paid on the derivative instruments, if any, is recorded in net realized gain (loss) from derivative instruments in the Condensed Statements of Operations.

The interest rate collar transaction is contractually scheduled to terminate on January 11, 2023.

3. FAIR VALUE DISCLOSURES

The Fund provides asset-based financing primarily to start-up and emerging growth venture-backed companies pursuant to commitments whereby the Fund agrees to finance assets and provide working or growth capital up to a specified amount for the term of the commitment, upon the terms and subject to the conditions specified by such commitment. Even though these loans are generally secured by the assets of the borrowers, the Fund in most cases is subject to the credit risk of such companies. As of March 31, 2021, the Fund’s investments in loans were primarily to companies based within the United States and were diversified among borrowers in the industry segments shown in the Condensed Schedules of Investments. All loans are senior to unsecured creditors and other secured creditors, unless as indicated in the Condensed Schedules of Investments.

The Fund defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit price. The exit price assumes the asset or liability was exchanged in an orderly transaction; it was not a forced liquidation or distressed sale. Because there is no readily available market price and no secondary market for substantially all of the loan investments made by the Fund to borrowing portfolio companies, Management determines fair value (or estimated exit value) based on a hypothetical market, and several factors related to each borrower.

Loan balances in the Condensed Schedules of Investments are listed by borrower. Typically, a borrower’s balance will be composed of several loans drawn under a commitment made by the Fund with the interest rate on each loan fixed at the time each loan is funded. Each loan drawn under a commitment has a different maturity date and amount.

The tables below show the weighted-average interest rate of the performing loans and all loans.


Performing Loans	For the Three Months Ended March 31, 2021	For the Three Months Ended March 31, 2020
Weighted-Average Interest Rate - Cash	12.70%	14.37%
Weighted-Average Interest Rate- Non-Cash	3.26%	3.36%
Weighted-Average Interest Rate	15.96%	17.73%


All Loans	For the Three Months Ended March 31, 2021	For the Three Months Ended March 31, 2020
Weighted-Average Interest Rate - Cash	12.35%	13.97%
Weighted-Average Interest Rate- Non-Cash	3.12%	3.26%
Weighted-Average Interest Rate	15.47%	17.23%

Interest is calculated using the effective interest method, and rates earned by the Fund will fluctuate based on many factors including early payoffs, volatility of values ascribed to warrants and new loans funded during the period.

The risk profile of a loan changes when events occur that impact the credit analysis of the borrower and loan as discussed in the Fund’s loan accounting policy. Such changes result in the fair value adjustments made to the individual loans, which in accordance with U.S. GAAP, would be based on the price that would be received to sell an asset or paid to settle a liability in an orderly transaction between market participants at the measurement date. Where the risk profile is consistent with the original underwriting, which is primarily the case for this loan portfolio, the cost basis of the loan often approximates fair value.

All loans as of March 31, 2021 and December 31, 2020 were pledged as collateral for the debt facility, and the Fund’s borrowings are generally collateralized by all assets of the Fund. As of March 31, 2021 and December 31, 2020, the Fund had unexpired unfunded commitments to borrowers of $3.0 million and $22.3 million, respectively.

Valuation Hierarchy

Under the FASB ASC Topic 820 (“Fair Value Measurement”), the Fund categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Fund’s valuation techniques. A level is assigned to each fair value measurement based on the lowest level input that is significant to the fair value measurement in its entirety.

The three levels of the fair value hierarchy are defined as follows:


Level 1						Unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date.
Level 2						Prices or valuations based on observable inputs other than quoted prices in active markets for identical assets and liabilities.
Level 3						Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

Transfers of investments between levels of the fair value hierarchy are recorded on the actual date of the event or change in circumstances that caused the transfer. There were no transfers in and out of Level 1, 2, or 3 during the three months ended March 31, 2021 and 2020.

The Fund’s cash equivalents were valued at the traded net asset value of the money market fund. As a result, these measurements are classified as Level 1. The Fund’s derivative instruments are based on quotes from the market makers that derive fair values from market data, and therefore, are classified as Level 2. The Fund’s borrowings under the debt facility are also classified as Level 2, because the carrying values of the borrowings were based on rates that are observable at commonly quoted intervals, which are Level 2 inputs, and that approximate fair values. The Fund’s loan transactions are individually negotiated and unique, and because there is little to no market in which these assets trade, the inputs for these assets are valued using estimated exit values. As a result, the Fund’s loan transactions are classified as Level 3.

The following tables provide quantitative information about the Fund’s Level 3 fair value measurements of the Fund’s investments by industry as of March 31, 2021 and December 31, 2020. In addition to the techniques and inputs noted in the tables below, the Fund may also use other valuation techniques and methodologies when determining its fair value measurements.

Investment Type - Level 3

Loan Investments

Fair Values at
March 31, 2021

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Biotechnology

5,959,902

Hypothetical market analysis

Hypothetical market coupon rate

14% (14% - 15%)

Income approach

Expected amount and timing of cash flow payments

$0*

Discount Rate

0%*

Computers and Storage

10,575,639

Hypothetical market analysis

Hypothetical market coupon rate

14% (14% - 15%)

Investment Type - Level 3

Loan Investments

Fair Values at
March 31, 2021

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Internet

27,430,534

Hypothetical market analysis

Hypothetical market coupon rate

15% (12% - 25%)

Income approach

Expected amount and timing of cash flow payments

$3,652,196
($0 - $3,992,027)

Discount rate

1%
(0% - 1%)

Medical Devices

20,113,783

Hypothetical market analysis

Hypothetical market coupon rate

18% (13% - 24%)

Income approach

Expected amount and timing of cash flow payments

$11,479,992*

Discount rate

1%*

Other Healthcare

31,236,490

Hypothetical market analysis

Hypothetical market coupon rate

14% (12% - 22%)

Income approach

Expected amount and timing of cash flow payments

$1,250,945
($0 - $1,250,945)

Discount rate

1%
(0% - 1%)

Other Technology

86,246,166

Hypothetical market analysis

Hypothetical market coupon rate

16% (13% - 23%)

Income approach

Expected amount and timing of cash flow payments

$2,050,783
($0 - $2,787,929)

Discount rate

1%
(0% - 1%)

Security

1,453,405

Hypothetical market analysis

Hypothetical market coupon rate

24% (14% - 99%)

Semiconductors and Equipment

1,553,821

Hypothetical market analysis

Hypothetical market coupon rate

15% (14% - 16%)

Software

30,979,725

Hypothetical market analysis

Hypothetical market coupon rate

16% (13% - 22%)

Income approach

Expected amount and timing of cash flow payments

$1,911,802
($173,938 - $2,926,007)

Discount rate

Investment Type - Level 3

Loan Investments

Fair Values at
March 31, 2021

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Technology Services

12,005,886

Hypothetical market analysis

Hypothetical market coupon rate

15% (13% - 23%)

Income approach

Expected amount and timing of cash flow payments

$2,267,303
($0 - $2,884,223)

Discount rate

1%
(0% - 1%)

Wireless

12,052,365

Hypothetical market analysis

Hypothetical market coupon rate

14% (14% - 16%)

Total Loan investments

239,607,716

(a)The weighted average hypothetical market coupon rates were calculated using the relative fair value of the loans.

* There is only one loan within the industry.

Investment Type - Level 3

Loan Investments

Fair Values at
December 31, 2020

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Biotechnology

6,365,901

Hypothetical market analysis

Hypothetical market coupon rate

15% (14% - 15%)

Income approach

Expected amount and timing of cash flow payments

Discount rate

$0*

0%*

Computers and Storage

9,304,146

Hypothetical market analysis

Hypothetical market coupon rate

14% (14% - 15%)

Internet

29,138,188

Hypothetical market analysis

Hypothetical market coupon rate

15% (12% - 25%)

Income approach

Expected amount and timing of cash flow payments

$1,794,082
($7,500 - $2,712,777)

Discount rate

1%
(0% - 1% )

Investment Type - Level 3

Loan Investments

Fair Values at
December 31, 2020

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Medical Devices

21,600,716

Hypothetical market analysis

Hypothetical market coupon rate

16% (13% - 18%)

Income approach

Expected amount and timing of cash flow payments

$10,329,931*

Discount rate

1%*

Other Healthcare

35,042,424

Hypothetical market analysis

Hypothetical market coupon rate

14% (12% - 24%)

Income approach

Expected amount and timing of cash flow payments

$1,250,945
($0 - $1,250,945)

Discount rate

1%
(0% - 1%)

Other Technology

96,510,123

Hypothetical market analysis

Hypothetical market coupon rate

16% (12% - 25%)

Income approach

Expected amount and timing of cash flow payments

$4,127,179
($0 - $6,715,723)

Discount rate

1%
(0% - 1%)

Security

1,774,812

Hypothetical market analysis

Hypothetical market coupon rate

25% (14% - 99%)

Semiconductors and Equipment

2,785,488

Hypothetical market analysis

Hypothetical market coupon rate

15% (14% - 16%)

Software

35,910,171

Hypothetical market analysis

Hypothetical market coupon rate

16% (13% - 26%)

Income approach

Expected amount and timing of cash flow payments

$1,891,347
($208,725 - $2,999,116)

Discount rate

1%
(1% - 2%)

Technology Services

13,526,801

Hypothetical market analysis

Hypothetical market coupon rate

15% (14% - 23%)

Income approach

Expected amount and timing of cash flow payments

$2,403,939
($0 - $2,967,108)

Discount rate

1%
(0% - 1%)

Investment Type - Level 3

Loan Investments

Fair Values at
December 31, 2020

Valuation Techniques / Methodologies

Unobservable Inputs

Weighted Averages (a) / Amounts or Ranges

Wireless

12,671,028

Hypothetical market analysis

Hypothetical market coupon rate

14% (14% - 16%)

Total loan investments

264,629,798

(a)The weighted average hypothetical market coupon rates were calculated using the relative fair value of the loans.

* There is only one loan within the industry.

The following tables present the balances of assets and liabilities as of March 31, 2021 and December 31, 2020 measured at fair value on a recurring basis:


As of March 31, 2021
ASSETS:	Level 1		Level 2		Level 3		Total

Loans*	$	—	$	—	$	239,607,716	$	239,607,716

Cash equivalents	3,265,877		—		—		3,265,877
Total assets	$	3,265,877	$	—	$	239,607,716	$	242,873,593

LIABILITIES:	Level 1		Level 2		Level 3		Total

Borrowings under debt facility	$	—	$	109,500,000	$	—	$	109,500,000
Derivative liability	—		48,560		—		48,560
Total liabilities	$	—	$	109,548,560	$	—	$	109,548,560

* For a detailed listing of borrowers comprising this amount, please refer to the Condensed Schedules of Investments.


As of December 31, 2020
ASSETS:	Level 1		Level 2		Level 3		Total

Loans†	$	—	$	—	$	264,629,798	$	264,629,798

Cash equivalents	8,751,396		—		—		8,751,396
Total assets	$	8,751,396	$	—	$	264,629,798	$	273,381,194

LIABILITIES:	Level 1		Level 2		Level 3		Total

Borrowings under debt facility	$	—	$	115,500,000	$	—	$	115,500,000
Derivative liability	—		61,242		—		61,242
Total liabilities	$	—	$	115,561,242	$	—	$	115,561,242

† For a detailed listing of borrowers comprising this amount, please refer to the Condensed Schedules of Investments.

The following tables provide a summary of changes in Level 3 assets measured at fair value on a recurring basis:


	For the Three Months Ended March 31, 2021
	Loans		Warrants
Beginning balance	$	264,629,798	$	—
Acquisitions and originations	1,500,000		540,638
Principal reductions	(27,776,010)		—
Accretion of discount on loans	(1,924,179)
Distributions to shareholder	—		(540,638)


Net change in unrealized gain (loss) from loans	3,286,978		—
Net realized loss from loans	(108,871)		—
Ending balance	$	239,607,716	$	—
Net change in unrealized gain from loans relating to loans still held at March 31, 2021	$	2,818,446


	For the Three Months Ended March 31, 2020 (a)
	Loans		Stock		Warrants
Beginning balance	$	371,955,824	$	—	$	—
Acquisitions and originations	59,383,334		9,000		4,469,613
Principal reductions	(50,547,856)		—		—
Accretion of discounts	(2,970,692)
Distributions to shareholder	—		(9,000)		(4,469,613)


Net change in unrealized gain (loss) from loans	(13,844,063)		—		—
Net realized loss from loans	(434,877)		—		—
Ending balance	$	363,541,670	$	—	$	—
Net change in unrealized loss from loans relating to loans still held at March 31, 2020	$	(14,198,612)

(a) Certain prior period information has been disclosed to conform to current presentation.

4. EARNINGS PER SHARE

Basic earnings per share are computed by dividing net increase (decrease) in net assets resulting from operations by the weighted-average common shares outstanding. Diluted earnings (loss) per share are computed by dividing net increase (decrease) in net assets resulting from operations by the weighted-average common shares outstanding, including the dilutive effects of potential common shares (e.g. stock options). The Fund has no instruments that would be potential common shares; thus, reported basic and diluted earnings (loss) per share are the same.

5. CAPITAL STOCK

As of both March 31, 2021 and December 31, 2020, there were 10,000,000 shares of $0.001 par value common stock authorized, and 100,000 shares issued and outstanding. Total committed capital of the Company, as of both March 31, 2021 and December 31, 2020, was $423.6 million. Total contributed capital to the Company through March 31, 2021 and December 31, 2020 was $415.2 million, of which $352.1 million was contributed to the Fund.

The chart below shows the distributions of the Fund for the three months ended March 31, 2021 and 2020.


	For the Three Months Ended March 31, 2021		For the Three Months Ended March 31, 2020

Cash distributions	$	33,100,000	$	30,000,000
Distributions of equity securities	540,638		4,478,613
Total distributions to shareholder	$	33,640,638	$	34,478,613

Final classification of the distributions as either a return of capital or a distribution of income is an annual determination made at the end of each year dependent upon the Fund’s current year and cumulative earnings and profits.

6. DEBT FACILITY

On April 5, 2016, the Fund established a secured, syndicated revolving loan facility in an initial amount up to $150.0 million (the “Loan Agreement”) led by Wells Fargo, N.A. and MUFG Union Bank, N.A. On September 11, 2017, the Loan Agreement was amended (the “Amended Loan Agreement”) and the borrowing availability thereunder increased the size of the facility to $280.0 million. From 2017, the Fund continued to permanently reduce its commitment to reflect the needs of the Fund. On August 26, 2020 the Loan Agreement was further amended and the facility size further decreased to $180 million. The term of the facility was extended under the latest amendment and is now expected to terminate on August 26, 2023, but can be accelerated in the event of default, such as failure by the Fund to make timely interest or principal payments.

The Fund further reduced the debt facility in the ordinary course of business and the debt facility commitment as of March 31, 2021 was $130.0 million. On April 16, 2021 the Fund notified its lenders of its intention to permanently reduce its aggregate commitments to $120.0 million effective April 23, 2021 (as described in Note 12. Subsequent Events).

Effective from March 31, 2021, the facility size automatically and permanently reduces on the last business day of each quarter by an amount equal to the 10% multiplied by the facility size as of December 31, 2020, or $15.0 million; provided that from and after January 1, 2021, any optional reductions to the facility will reduce, dollar for dollar, the next scheduled reduction amount.

All of the assets of the Fund collateralize borrowings by the Fund. Loans under the facility may be, at the option of the Fund, a Reference Rate Loan, a LIBOR Loan or a LIBOR Market Index Rate Loan. As of March 31, 2021, the Fund’s outstanding borrowings were LIBOR Market Index Rate Loans.

The Fund pays interest on its borrowings and a fee on the unused portion of the facility. Under the Amended Loan Agreement, interest is charged to the Fund based on its borrowings at, pursuant to the election of the Fund, an annual rate of either (i) Reference Rate plus 1.75%, (ii) LIBOR plus 2.75% or (iii) LIBOR Market Index Rate plus 2.75%. When the Fund is using 50% or more of the maximum amount available under the Amended Loan Agreement, the applicable commitment fee is 0.25% of the unused portion of the loan facility; otherwise, the applicable commitment fee is 0.50% of the unused portion. The Fund pays the unused credit line fee quarterly. As of March 31, 2021 and December 31, 2020, $109.5 million and $115.5 million were outstanding under the facility, respectively.

As of March 31, 2021, the LIBOR rate was as follows:


1-Month LIBOR			0.1111%
3-Month LIBOR			0.1943%

Bank fees and other costs of $3.8 million incurred in connection with the acquisition and recent extension of the facility have been capitalized and are amortized to interest expense on a straight-line basis over the expected life of the facility. The Fund incurred $1.6 million in bank fees and other costs stemming from the extension of the facility. As of March 31, 2021 and December 31, 2020, there are remaining unamortized fees and costs of $1.3 million and $1.5 million, respectively. The remaining unamortized fees and costs are amortized over the expected life of the facility, which is expected to terminate on August 26, 2023.

The facility is revolving and as such does not have a specified repayment schedule, although advances are secured by the assets of the Fund and thus repayments will be required as assets decline. The facility contains various covenants including financial covenants related to: (i) minimum debt service coverage ratio, (ii) interest coverage ratio, (iii) maximum loan loss reserves and (iv) unfunded commitment ratio. There are also various restrictive covenants, including limitations on: (i) the incurrence of liens, (ii) consolidations, mergers and asset sales and (iii) capital expenditures. As of both March 31, 2021 and December 31, 2020, Management is not aware of instances of non-compliance with financial covenants.

The following is the summary of the outstanding facility draws as of March 31, 2021:


	Amount		Maturity Date	All-In Interest Rate

LIBOR Market Index Rate Loans	$	109,500,000	August 26, 2023	Variable based on 1-month LIBOR Rate

Total Outstanding	$	109,500,000

The following is the summary of the outstanding facility draws as of December 31, 2020:


	Amount		Maturity Date	All-In Interest Rate

LIBOR Market Index Rate Loans	$	115,500,000	August 26, 2023	Variable based on 1-month LIBOR Rate

Total Outstanding	$	115,500,000

7. MANAGEMENT FEE

As compensation for its services to the Fund, for the two-year period that commenced with the first capital closing, which took place on August 8, 2015, the Manager received a management fee (“Management Fee”) computed and paid at the end of each quarter at an annual rate of 2.5% of the Company’s committed equity capital (regardless of when or if the capital was called) as of the last day of each fiscal quarter. Following this two-year period, starting on August 12, 2017, Management Fees are calculated and paid at the end of each quarter at an annual rate of 2.5% of the Fund’s total assets (including amounts derived from borrowed funds) as of the last day of each quarter. Management Fees of $1.5 million and $2.3 million were recognized as expenses for the three months ended March 31, 2021 and 2020, respectively.

8. DERIVATIVE INSTRUMENTS

The Fund uses derivative instruments to manage its exposure to changes in interest rates on expected borrowings under its debt facility, as the Fund originates fixed rate loans.

Interest Rate Swap Agreement

On April 12, 2018, the Fund entered into an interest rate swap agreement with MUFG Union Bank, N.A. to manage the Fund’s exposure to changes in interest rates on its expected borrowings under its debt facilities which do not match the fixed rate loans it originates. The initial swap instrument under this agreement was a cancellable interest rate swap with a notional amount of $102.0 million. On March 27, 2020, Management elected to exercise the option to cancel this swap effective March 31, 2020.

On June 14, 2019, the Fund entered into an interest rate swap and floor instrument with MUFG Union Bank, N.A. The addition of the floor further helps to align the swap with the terms of the variable rate index of the debt facility. The interest rate swap instrument terminated on September 11, 2020.

Interest Rate Collar

On April 6, 2020, the Fund entered into an interest rate collar instrument with MUFG Union Bank, N.A., which terminated on September 11, 2020. On September 11, 2020, the Fund entered into another interest rate collar instrument with a termination date of January 11, 2023. As of March 31, 2021, the aggregate notional principal amount of the interest rate collar was $51.0 million, with a cap of 1.000% and floor of 0.215% on a floating rate based upon a 1-month LIBOR rate. The interest rate collar mitigates the Fund’s exposure to interest rate fluctuations on variable rate index of the debt facility. The collar establishes a range where the Fund pays the counterparty if the 1-Month LIBOR rate falls below the established floor rate, and the counterparty will pay the Fund if the 1-Month LIBOR rate exceeds the established cap rate. The interest rate collar settles monthly and payments to or from the counterparty are recorded to net realized gain (loss) from derivative instruments.

The Fund may adjust the total amount hedged in order to remain in compliance with the hedging requirements of the Fund’s debt facility.

The following tables show the Fund’s derivative instruments at fair value on the Fund’s Condensed Statement of Assets and Liabilities as of March 31, 2021 and December 31, 2020:


	Derivative Liability
Derivative Instruments		March 31, 2021		December 31, 2020

Interest rate collar		$	48,560	$	61,242

The following table shows the effect of the Fund’s derivative instruments on the Fund’s Condensed Statements of Operations:


		For the Three Months Ended March 31,
Derivative Instruments	Condensed Statements of Operations Caption		2021		2020
Cancellable interest rate swap and Interest rate swap and floor	Net change in unrealized gain (loss) from derivative instruments		$	—	$	(273,268)
	Net realized loss from derivative instruments		$	—	$	(206,539)
Interest rate collar	Net change in unrealized gain (loss) from derivative instruments		$	12,682	$	—
	Net realized loss from derivative instruments		$	(12,021)	$	—

9. TAX STATUS

The Fund has elected to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986 (the “Code”) and operates in a manner to qualify for the tax treatment applicable to RICs. Failing to maintain at least 70% of total assets in “qualifying assets” will result in the loss of BDC status, resulting in losing its favorable tax treatment as a RIC. As of March 31, 2021, the Fund has met the BDC and RIC requirements. The Fund elected to be treated for federal income tax purposes as a RIC under the Code with the filing of its federal corporate income tax return for 2016.

In order to qualify for favorable tax treatment as a RIC, the Fund is required to distribute annually to its shareholder at least 90% of its investment company taxable income, as defined by the Code. To avoid federal excise taxes, the Fund must distribute annually at least 98% of its ordinary income and 98.2% of net capital gains from the current year and any undistributed ordinary income and net capital gains from the preceding years. The Fund, at its discretion, may carry forward taxable income in excess of calendar year distributions and pay a 4% excise tax on this income. If the Fund chooses to do so, all other things being equal, this would increase expenses and reduce the amount available to be distributed to its shareholder. The Fund will accrue excise tax on estimated undistributed taxable income as required.

Below are tables summarizing the cost for federal income tax purposes and the appreciation and depreciation of the investments reported on the Condensed Schedules of Investments and Condensed Statements of Assets and Liabilities.

As of March 31, 2021:


Asset	Cost		Unrealized Appreciation		Unrealized Depreciation		Net Appreciation (Depreciation)
Loans	$	259,911,978	$	564,861	$	(20,869,123)	$	(20,304,262)
Total	$	259,911,978	$	564,861	$	(20,869,123)	$	(20,304,262)

Liability	Cost		Unrealized Appreciation		Unrealized Depreciation		Net Appreciation (Depreciation)
Derivative liability	$	—	$	—	$	48,560	$	48,560
Total	$	—	$	—	$	48,560	$	48,560

As of December 31, 2020:


Asset	Cost		Unrealized Appreciation		Unrealized Depreciation		Net Appreciation (Depreciation)
Loans	$	288,221,039	$	17,616	$	(23,608,857)	$	(23,591,241)
Total	$	288,221,039	$	17,616	$	(23,608,857)	$	(23,591,241)


Liability	Cost		Unrealized Appreciation		Unrealized Depreciation		Net Appreciation (Depreciation)
Derivative liability	$	—	$	—	$	(61,242)	$	(61,242)
Total	$	—	$	—	$	(61,242)	$	(61,242)

Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S. federal income tax regulations, which may differ from those amounts determined in accordance with U.S. GAAP. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, they are charged or credited to paid-in-capital or accumulated net realized gain (loss), as

appropriate, in the period that the differences arise. Temporary and permanent differences are primarily attributable to differences in the tax treatment of certain loans and the tax characterization of income and non-deductible expenses. These differences are generally determined in conjunction with the preparation of the Fund’s annual RIC tax return.

Book and tax basis differences relating to shareholder dividends and distributions and other permanent book and tax differences are reclassified among the Fund’s capital accounts. In addition, the character of income and gains to be distributed is determined in accordance with income tax regulations that may differ from U.S. GAAP. The determination of the tax attributes of the Fund’s distributions is made annually as of the end of the Fund’s taxable year generally based upon its taxable income for the full taxable year and distributions paid for the full taxable year. As a result, a determination made on a quarterly basis may not be representative of the actual tax attributes of the Fund’s distributions for a full taxable year. As of March 31, 2021 the Fund had determined the tax attributes of its distributions taxable year-to-date to be from its current and accumulated earnings and profits. There is not yet, however, certainty as to what the actual tax attributes of the Fund’s distributions to the shareholders will be by the year-ended December 31, 2021.

The Fund anticipates distributing all distributable earnings by the end of the year. Through March 31, 2021, the Fund had no undistributed earnings. The Fund may pay distributions in excess of its taxable net investment income. This excess would be a tax-free return of capital in the period and reduce the shareholder’s tax basis in its shares.

The Fund’s tax returns remain open for examination by the federal government for a period of three years and California tax authorities for a period of four years from when they are filed. As of March 31, 2021, the Fund had no uncertain tax positions and no capital loss carryforwards.

10. UNEXPIRED UNFUNDED COMMITMENTS

As of March 31, 2021 and December 31, 2020, the Fund’s unexpired unfunded commitments to borrowers totaled $3.0 million and $22.3 million, respectively. Because venture loans are privately negotiated transactions, investments in these assets are relatively illiquid. It is the Manager’s experience that not all unexpired unfunded commitments will be used by the borrowers. Many credit agreements contain provisions which are milestone dependent and not all borrowers will achieve these milestones. Additionally, the Fund’s credit agreements contain provisions that give relief from funding obligations in the event the borrower has a material adverse change to its financial condition. Therefore, the unexpired unfunded commitments do not necessarily reflect future cash requirements or future investments for the Fund.

The tables below are the Fund’s unexpired unfunded commitments as of March 31, 2021 and December 31, 2020:


Borrower	Industry	Unexpired Unfunded Commitment as of March 31, 2021		Expiration Date
eXo Imaging, Inc.	Medical Devices	$	2,000,000	09/30/2021
Fetch Robotics, Inc.	Computers & Storage	1,000,000		06/30/2021
Total		$	3,000,000


Borrower	Industry	Unexpired Unfunded Commitment as of December 31, 2020		Expiration Date
Aclima, Inc.	Other Technology	$	2,000,000	03/31/2021
eXo Imaging, Inc.	Medical Devices	2,000,000		09/30/2021
Fetch Robotics, Inc.	Computers & Storage	2,500,000		06/30/2021
Invoice2Go, Inc.	Software	13,000,000		03/31/2021


Borrower	Industry	Unexpired Unfunded Commitment as of December 31, 2020		Expiration Date
Lukla, Inc.	Internet	500,000		01/31/2021
Reciprocity, Inc.	Software	1,950,000		01/31/2021
Residently USA, LLC	Internet	375,000		03/31/2021
Total		$	22,325,000

11. FINANCIAL HIGHLIGHTS

U.S. GAAP requires disclosure of financial highlights of the Fund for the three months ended March 31, 2021 and 2020.

The total rate of return is defined as the return based on the change in value during the period of a theoretical investment made at the beginning of the period. The total rate of return assumes a constant rate of return for the Fund during the period reported and weights each cash flow by the amount of time held in the Fund. This required methodology differs from an internal rate of return.

The ratios of expenses and net investment income to average net assets, calculated below, are annualized and are computed based upon the aggregate weighted-average net assets of the Fund for the periods presented. Net investment income is inclusive of all investment income, net of expenses and excludes realized or unrealized gains and losses.

Beginning and ending net asset values per share are based on the beginning and ending number of shares outstanding. Other per share information is calculated based upon the aggregate weighted average net assets of the Fund for the periods presented.

The following per share data and ratios have been derived from the information provided in the financial statements:


	For the Three Months Ended March 31, 2021			For the Three Months Ended March 31, 2020

Total return **	7.09		%	(1.54)		%

Per share amounts:
Net asset value, beginning of period	$	1,597.34		$	2,065.85

Net investment income	70.60			116.43
Net realized and change in unrealized gain (loss) from loans and derivative instruments	31.79			(147.60)
Net increase (decrease) in net assets resulting from operations	102.39			(31.17)
Distributions to shareholder	(336.41)			(344.78)
Contributions from shareholder	—			305.00
Net asset value, end of period	$	1,363.32		$	1,994.90
Net assets, end of period	$	136,331,769		$	199,490,371


	For the Three Months Ended March 31, 2021			For the Three Months Ended March 31, 2020
Ratios to average net assets:

Expenses*	7.22		%	9.02		%
Net investment income*	19.14		%	22.99		%
Portfolio turn-over rate	-%			-%
Average debt outstanding	$	110,625,000		$	176,375,000
*Annualized
**Total return amounts presented above are not annualized

12. SUBSEQUENT EVENTS

On April 16, 2021, the Fund notified its lenders of its intention to permanently reduce its aggregate commitments by $10.0 million effective April 23, 2021. After the reduction, the aggregate commitments of the Fund will be $120.0 million.

Other than this, there were no additional subsequent events had occurred that would require adjustment or disclosure in the financial statements.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

In addition to the historical information contained herein, the information in this Quarterly Report on Form 10-Q contains certain “forward-looking statements” within the meaning of the securities laws. These forward-looking statements reflect the current view of the Fund with respect to future events and financial performance and are subject to several risks and uncertainties, many of which are beyond the Fund’s control. All statements, other than statements of historical facts included in this Quarterly Report, regarding the strategy, future operations, financial position, estimated revenues, projected costs, prospects, plans and objectives of the Fund are forward-looking statements. For example, statements in this Form 10-Q regarding the potential future impact of the COVID-19 pandemic on the Fund’s business and results of operations are forward-looking statements. When used in this report, the words “will,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. All forward-looking statements speak only as of the date of this report. The Fund does not undertake any obligation to update or revise publicly any forward-looking statements, whether resulting from new information, future events or otherwise, except as required by law.

The reader of this Quarterly Report should understand that all such forward-looking statements are subject to various uncertainties and risks that could affect their outcome. The Fund’s actual results could differ materially from those suggested by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, variances in the actual versus projected growth in assets, return on assets, loan losses, expenses, rates charged on loans and earned on securities investments, competition and macro-economic changes including inflation, interest rate expectations, among other factors including those set forth in the section of this Quarterly Report titled “Risk Factors” and in Item 1A - “Risk Factors” in the Fund’s 2020 Annual Report on Form 10-K. This entire Quarterly Report should be read to put such forward-looking statements in context and to gain a more complete understanding of the uncertainties and risks involved in the Fund’s business.

Overview

The Fund is 100% owned by the Company. The Fund’s shares of common stock, at $0.001 par value, were sold to its sole shareholder, the Company, under a stock purchase agreement. The Fund has issued 100,000 of the Fund’s 10,000,000 authorized shares. The Company may make additional capital contributions to the Fund.

The Fund provides financing and advisory services to a variety of carefully selected venture-backed companies that have received equity funding from traditional sources of venture capital equity funding (i.e. a professionally managed venture capital firm), as well as non-traditional sources of venture capital equity funding (e.g. angel investors, strategic investors, family offices, crowdfunding investment platforms, etc.) (collectively, “Venture-Backed Companies”), primarily throughout the United States with a focus on growth-oriented companies. The Fund’s portfolio consists of companies in the communications, information services, media, technology (including software and technology-enabled business services), biotechnology, and medical devices industry sectors, among others. The Fund’s capital is generally used by its portfolio companies to finance acquisitions of fixed assets and working capital. On August 31, 2015, the Company completed its first closing of capital contributions. On September 1, 2015, the Fund made its first investment and became a non-diversified, closed-end investment company that elected to be treated as a BDC under the 1940 Act. While the Fund intends to operate as a non-diversified investment company within the meaning of Section 5(b)(2) of the 1940 Act, from time to time the Fund may act as a diversified investment company within the meaning of Section 5(b)(1) of the 1940 Act.

The Fund elected to be treated for federal income tax purposes as a RIC under the Code with the filing of its federal corporate income tax return for 2016. Pursuant to this election, the Fund generally will not have to pay corporate-level taxes on any income distributed to its shareholder as dividends, allowing the Company to substantially reduce or eliminate its corporate-level tax liability.

The Fund will seek to meet the ongoing requirements, including the diversification requirements, to qualify as a RIC under the Code. If the Fund fails to meet these requirements, it will be taxed as an ordinary corporation on

its taxable income for that year (even if that income is distributed to the Company) and all distributions out of its earnings and profits will be taxable to the members of the Company as ordinary income; thus, such income will be subject to a double layer of tax. There is no assurance that the Fund will meet the ongoing requirements to qualify as a RIC for tax purposes.

The portfolio investments of the Fund primarily consist of debt financing to Venture-Backed Companies in the technology sector. The borrower’s ability to repay its loans may be adversely impacted by several factors, and as a result, the loan may not be fully repaid. Furthermore, the Fund’s security interest in any collateral over the borrower’s assets may be insufficient to make up any shortfall in payments.

Transactions with Venture Lending & Leasing VII, Inc. (“Fund VII”)

The Manager also serves as investment manager for Fund VII. The Fund’s Board of Directors determined that so long as Fund VII had capital available to invest in loan transactions with final maturities earlier than December 31, 2022 (the date on which Fund VII will be dissolved), the Fund would invest in each portfolio company in which Fund VII invested (“Investments”). Generally, the amount of each Investment was allocated 50% to the Fund and 50% to Fund VII, or such other allocations as were determined by the respective fund boards, so long as the Fund had capital available to invest. Effective June 30, 2017, Fund VII was no longer permitted to enter new commitments to borrowers; however, Fund VII was permitted to fund existing commitments, in which the Fund might also be invested. Fund VII’s last commitment expired on July 31, 2018. The ability of the Fund to co-invest with Fund VII, and other clients advised by the Manager, is subject to the conditions (“Conditions”) with which the Funds are currently complying while seeking certain exemptive relief from the Securities and Exchange Commission (“SEC”) from the provisions of Sections 17(d) and 57 of the 1940 Act and Rule 17d-1 thereunder. To the extent that clients, other than Fund VII, advised by the Manager (but in which the Manager has no proprietary interest) invest in opportunities available to the Fund, the Manager will allocate such opportunities among the Fund and such other clients in a manner deemed fair and equitable considering all of the circumstances in accordance with the Conditions.

Transactions with Venture Lending & Leasing IX, Inc. (“Fund IX”)

The Manager also serves as manager for Fund IX. The Fund’s Board of Directors determined that so long as Fund IX has capital available to invest in loan transactions with final maturities earlier than December 31, 2028 (the date on which Fund IX will be dissolved), the Fund may invest in each portfolio company in which Fund IX invests (“Investments”). Generally, the amount of each investment will be allocated 50% to the Fund and 50% to Fund IX, or such other allocations as may be determined by the respective fund boards, so long as the Fund has capital available to invest. The ability of the Fund to co-invest with Fund IX, and other clients advised by the Manager, is subject to the Conditions described above. Effective March 31, 2020, the Fund was no longer permitted to enter new commitments to borrowers. To the extent that clients, other than Fund IX, advised by the Manager (but in which the Manager has no proprietary interest) invest in opportunities available to the Fund, the Manager will allocate such opportunities among the Fund and such other clients in a manner deemed fair and equitable considering all of the circumstances in accordance with the Conditions.

Critical Accounting Policies, Practices and Estimates

Critical Accounting Policies and Practices are those accounting policies and practices that are both the most important to the portrayal of the Fund’s net assets and results of operations and require the most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Critical accounting estimates are accounting estimates where the nature of the estimates is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and the impact of the estimates on net assets or operating performance is material.

In evaluating the most critical accounting policies and estimates, the Manager has identified the estimation of fair value of the Fund’s loan investments as the most critical of the accounting policies and accounting estimates applied to the Fund’s reporting of net assets or operating performance. In accordance with U.S. GAAP, the Fund defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; that is, an exit price. The exit price assumes the asset or liability was exchanged in an orderly transaction; it was not a forced liquidation or distressed sale. There is no readily available market price or secondary market for the loans made by the Fund to borrowers, hence the Manager determines fair value based on a hypothetical market and the estimates are subject to high levels of judgment and uncertainty. The Fund’s loan investments are considered Level 3 fair value measurements in the fair value hierarchy due to the lack of observability over many of the important inputs used in determining fair value.

Critical judgments and inputs in determining the fair value of a loan include the estimated timing and amount of future cash flows and probability of future payments, based on the assessment of payment history, available cash and “burn rate,” revenues, net income or loss, operating results, financial strength of borrower, prospects for the borrower’s raising future equity rounds, likelihood of sale or acquisition of the borrower, length of expected holding period of the loan, collateral position, the timing and amount of liquidation of collateral for loans that are experiencing significant credit deterioration and, as a result, collection becomes collateral-dependent, as well as an evaluation of the general interest rate environment. Management has evaluated these factors and has concluded that the effect of a deterioration in the quality of the underlying collateral, increase in the size of the loan, increase in the estimated time to recovery, and increase in the hypothetical market coupon rate would have the effect of decreasing the fair value of loan investments. The risk profile of a loan changes when events occur that impact the credit analysis of the borrower and the loan. Such changes result in the fair value being adjusted from par value of the individual loan. Where the risk profile is consistent with the original underwriting, the par value of the loan often approximates fair value.

The actual value of the loans may differ from Management’s estimates, which would affect net change in net assets resulting from operations as well as assets.

COVID-19’s Impact on Results of Operations and Liquidity & Capital Resources

The slowdown of the global and local economies in 2020 had had an impact on a number of the Fund’s portfolio companies’ business and operations. Due to the increased market volatility, valuation of the Fund’s debt investments contributed to increased unrealized losses from loans for the quarter ended March 31, 2020. At the end of 2020, vaccines have been approved for deployment by various government health agencies, resulting in loosening shelter-in-place and quarantine restrictions. The recent market stability in addition to the recovering local and global economies, factored into the Fund’s valuation adjustments. For the quarter ended March 31, 2021, the Fund recognized unrealized gains from loans compared to the recognized unrealized losses for the same period in 2020.

Given the continued uncertainty of the COVID-19 situation, the full extent of the long-term economic impact on the Fund’s business operations, result of operations, and access to liquidity and capital resources is unpredictable at this time and will depend on many factors outside of the Fund’s control, including, without limitations, the timing, extent, trajectory and duration of the pandemic. The Fund maintains close communications with its debt portfolio companies to proactively assess and manage potential risks. In addition, Management maintains oversight analysis of credits across the Fund’s debt investment portfolio in an attempt to manage the potential credit risk and improve loan performance.

Management is also monitoring the Fund’s continued access to capital resources through periodic and timely communication with the bank syndicate. The Fund believes its existing cash payment streams and access to capital from its debt facility will be sufficient to satisfy its working capital needs, debt repayments, and other liquidity requirements associated with its existing operations.

Results of Operations - For the Three Months Ended March 31, 2021 and 2020

Total investment income for the three months ended March 31, 2021 and 2020 was $9.7 million and $16.2 million, respectively, which primarily consisted of interest on the venture loans outstanding. The remaining income consisted of interest and dividends on the temporary investment of cash, and other income from commitment fees and warrants. The average outstanding balance of performing loans calculated using the month-end balances was $236.1 million and $354.0 million for the three months ended March 31, 2021 and 2020, respectively. The weighted-average interest rate on performing loans was 15.96% and 17.73% for the same periods, respectively. The weighted-average interest rate on all loans was 15.47% and 17.23% for the three months ended March 31, 2021 and 2020, respectively. Interest is calculated using the effective interest method, and rates earned by the Fund will fluctuate based on many factors including early payoffs, volatility of values ascribed to warrants, and new loans funded during the year. The decrease in investment income and weighted-average interest rate was primarily due to fewer new loans to offset the loans being paid down and paid off early.

Management fees were $1.5 million and $2.3 million for the three months ended March 31, 2021 and 2020, respectively. Management fees were calculated as 2.5% of the Fund’s total assets and the decrease was due to a decline in the Fund’s total assets due primarily to fewer new loan fundings to offset monthly loan payments and early pay downs.

Interest expense was $1.0 million and $2.0 million for the three months ended March 31, 2021 and 2020, respectively. Interest expense was comprised of amounts related to interest on debt amounts drawn down, unused credit line fees and amounts amortized from deferred fees incurred in conjunction with the loan facility. Interest expense decreased primarily due to a decline in the average outstanding debt from $176.4 million in 2020 to $110.6 million in 2021 and a decline in weighted-average interest rates from 4.63% for the three months ended March 31, 2020 to 3.49% for the three months ended March 31, 2021.

Banking and professional fees were $0.1 million for the three months ended March 31, 2021 and 2020. The banking and professional fees were comprised of legal, audit, banking and other professional fees. Banking and professional fees decreased primarily due to the decrease in legal and audit fees.

Other operating expenses were less than $0.1 million for both the three months ended March 31, 2021 and 2020. These expenses included director fees, custody fees, tax fees and other expenses related to the operations of the Fund.

Net investment income for the three months ended March 31, 2021 and 2020, was $7.1 million and $11.6 million, respectively.

Net realized loss from loans was $0.1 million and $0.4 million for both the three months ended March 31, 2021 and 2020, respectively. The primary reason for the losses were non-accrual loan write-offs.

Net realized loss from derivative instruments was less than $0.1 million and $0.2 million for the three months ended March 31, 2021 and 2020, respectively. The net realized loss from derivative instruments were due to interest payments paid on the interest rate swap and collar as the floating rate dropped below the fixed rate of the swap and the one-month LIBOR rate is below the floor of the collar.

Net change in unrealized gain (loss) from loans was $3.3 million and $(13.8) million for the three months ended March 31, 2021 and 2020, respectively. The net change in unrealized gain (loss) from loans consisted of fair value adjustments taken against loans as a result of an improvement or deterioration in certain portfolio companies’ performance as well as reversal of prior adjustments on realized loan losses.

Net change in unrealized gain (loss) from derivative instruments was less than $0.1 million and $(0.3) million for the three months ended March 31, 2021 and 2020. The net change in unrealized gain (loss) from derivative instruments consisted of fair market value adjustments to the interest rate swap and collar. The increase in the three months ended March 31, 2021 was primarily due to the realization of the prior value of the instrument and changes in expectations of the future interest rate environment.

Net increase (decrease) in net assets resulting from operations for the three months ended March 31, 2021 and 2020, was $10.2 million and $(3.1) million, respectively. On a per share basis, the net increase in net assets resulting from operations for the three months ended March 31, 2021 and 2020 was $102.39 and $(31.16), respectively.

Liquidity and Capital Resources – March 31, 2021 and December 31, 2020

The Fund is owned entirely by the Company. The Company is expected, but not required, to make further contributions to the capital of the Fund to the extent of the Company’s members’ capital commitment to the Company and excess cash balances of the Company. Total capital contributed to the Fund was $352.1 million as of March 31, 2021 and December 31, 2020. As of both March 31, 2021 and December 31, 2020, the Company had subscriptions for capital in the amount of $423.6 million, of which $415.2 million had been called. The remaining $8.5 million has expired and can no longer be called. Per the operating agreement between the Company’s managing member and members of the Company, only 10% of committed capital may be recalled effective March 31, 2021. As a result, the Company has made $42.4 million in recallable distributions to its investors.

The change in cash for the three months ended March 31, 2021 and 2020 was as follows:


	For the Three Months Ended March 31, 2021		For the Three Months Ended March 31, 2020
Net cash provided by operating activities	$	33,631,502	$	713,905
Net cash used in financing activities	(39,112,021)		(8,706,539)
Net decrease in cash and cash equivalents	$	(5,480,519)	$	(7,992,634)

As of March 31, 2021 and December 31, 2020, 2.4% and 5.5%, respectively, of the Fund’s net assets consisted of cash and cash equivalents.

On April 5, 2016, the Fund established a secured, syndicated revolving loan facility in an initial amount of up to $150.0 million (the “Loan Agreement”) led by Wells Fargo, N.A. and MUFG Union Bank, N.A. On September 11, 2017, the Loan Agreement was amended (the “Amended Loan Agreement”) and the borrowing availability thereunder increased the size of the facility to $280.0 million. From 2017, the Fund continued to permanently reduce its commitment to reflect the needs of the Fund. On August 26, 2020 the Loan Agreement was further amended and the facility size further decreased to $180 million. The term of the facility was extended under the latest amendment and now terminates on August 26, 2023, but can be accelerated in the event of default, such as failure by the Fund to make timely interest or principal payments.

All of the assets of the Fund collateralize borrowings by the Fund. The Fund pays interest on its borrowings and a fee on the unused portion of the facility.

As of March 31, 2021, $109.5 million was outstanding under the facility.

For the three months ended March 31, 2021, the Fund invested its assets in venture loans. Amounts disbursed under the Fund’s loan commitments were $1.5 million for the three months ended March 31, 2021. Net loan amounts outstanding after amortization and valuation adjustments decreased by $25.0 million for the same period. Unexpired unfunded commitments totaled approximately $3.0 million as of March 31, 2021.

As of

Cumulative Amount
Disbursed

Principal
Reductions and Fair
Market Adjustments

Balance
Outstanding - Fair
Value

Unexpired
Unfunded
Commitments

March 31, 2021

$937.9 million

$698.3 million

$239.6 million

$3.0 million

December 31, 2020

$936.3 million

$671.7 million

$264.6 million

$22.3 million

The following tables show the unexpired unfunded commitments by portfolio company as of March 31, 2021 and December 31, 2020.


Borrower	Industry	Unexpired Unfunded Commitment as of March 31, 2021		Expiration Date
eXo Imaging, Inc.	Medical Devices	$	2,000,000	09/30/2021
Fetch Robotics, Inc.	Computers & Storage	1,000,000		06/30/2021




Total		$	3,000,000


Borrower	Industry	Unexpired Unfunded Commitment as of December 31, 2020		Expiration Date
Aclima, Inc.	Other Technology	$	2,000,000	03/31/2021
eXo Imaging, Inc.	Medical Devices	2,000,000		09/30/2021
Fetch Robotics, Inc.	Computers & Storage	2,500,000		06/30/2021
Invoice2Go, Inc.	Software	13,000,000		03/31/2021
Lukla, Inc.	Internet	500,000		01/31/2021
Reciprocity, Inc.	Software	1,950,000		01/31/2021
Residently USA, LLC	Internet	375,000		03/31/2021
Total		$	22,325,000

Because venture loans are privately negotiated transactions, investments in these assets are relatively illiquid. It is the Management’s experience that not all unexpired unfunded commitments will be used by borrowers. Many credit agreements contain provisions which are milestone dependent and not all borrowers will achieve these milestones. Additionally, the Fund’s credit agreements contain provisions that give relief from funding obligations in the event the borrower has a materially adverse change in its financial condition. Therefore, the unexpired unfunded commitments do not necessarily reflect future cash requirements or future investments for the Fund.

The Fund seeks to maintain the requirements to qualify for the special pass-through status available to RICs under the Code, and thus to be relieved of federal income tax on that part of its net investment income and realized capital gains that it distributes to its shareholder. To qualify as a RIC, the Fund must distribute to its shareholder for each taxable year at least 90% of its investment company taxable income (consisting generally of net investment income and net short-term capital gain) (the “Distribution Requirement”). To the extent that the terms of the Fund’s venture loans provide for the receipt by the Fund of additional interest at the end of the loan term or provide for the receipt by the Fund of a purchase price for the asset at the end of the loan term (“residual income”), the Fund would be required to accrue such residual income over the life of the loan, and to include such accrued undistributed income in its gross income for each taxable year even if it receives no portion of such residual income in that year. Thus, in order to meet the Distribution Requirement and avoid payment of income taxes or an excise tax on undistributed income, the Fund may be required in a particular year to distribute as a dividend an amount in excess of the total amount of income it actually receives. Those distributions will be made from the Fund’s cash assets, from amounts received through amortization of loans or from borrowed funds.

As of March 31, 2021, the Fund had a cash balance of $3.3 million and approximately $133.1 million in scheduled loan receivable payments over the next twelve months. Additionally, the Fund has access to the Company’s recallable distributions of $42.4 million and the unused portion of the revolving credit facility. Together, these amounts are sufficient to meet the current commitment backlog and operational expenses of the Fund over the next year.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Fund’s business activities contain various elements of risk, of which Management considers interest rate and credit risk to be the principal types of risks. Because the Fund considers the management of risk essential to conducting its business and to maintaining profitability, the Fund’s risk management procedures are designed to identify and analyze the Fund’s risks, to set appropriate policies and limits and to continually monitor these risks and limits by means of reliable administrative and information systems and other policies and programs.

The Fund manages its market risk by maintaining a portfolio that is diverse by industry, size of investment, stage of development, and borrower. The Fund has limited exposure to public market price fluctuations as the Fund primarily invests in private business enterprises and distributes all equity investments upon receipt to the Company.

The Fund’s investments are subject to market risk based on several factors, including, but not limited to, the borrower’s credit history, available cash, support of the borrower’s underlying investors, available liquidity, “burn rate,” revenue income, security interest, secondary markets for collateral, the size of the loan, term of the loan and the ability to exit via initial public offering or merger and acquisition.

The Fund’s exposure to interest rate sensitivity is regularly monitored and analyzed by measuring the characteristics of assets and liabilities. The Fund utilizes various methods to assess interest rate risk in terms of the potential effect on interest income net of interest expense, the value of net assets and the value at risk in an effort to ensure that the Fund is insulated from any significant adverse effects from changes in interest rates. At March 31, 2021, the outstanding debt balance was $109.5 million at a floating interest rate based on the daily 1-month LIBOR rate, for which the Fund has a derivative instrument in place with a cap interest rate of 1.00% on $51.0 million of the notional principal amount and a floor of 0.215%.

Because all of the Fund’s loans impose a fixed interest rate upon funding, changes in short-term interest rates will not directly affect interest income associated with the loan portfolio as of March 31, 2021. However, those changes could have the potential to change the Fund’s ability to originate loan commitments, acquire and renew bank facilities, and engage in other investment activities. Further, changes in short-term interest rates could also affect interest rate expense, realized gain from investments and interest on the Fund’s short-term investments.

Based on the Fund’s Condensed Statements of Assets and Liabilities as of March 31, 2021, the following table shows the approximate annualized increase (decrease) in components of net assets resulting from operations of hypothetical base rate changes in interest rates, assuming no changes in investments, borrowings, cash balances and derivative instruments.


Effect of Interest Rate Change By	Other Interest and Other Income (Loss)		Gain (Loss) from Interest Rate Collar		Interest Income (Expense)		Total Loss
(0.50)%	$	(16,354)	$	(255,000)	$	120,450	$	(150,904)
1%	$	32,709	$	109,650	$	(1,095,000)	$	(952,641)
2%	$	65,418	$	619,650	$	(2,190,000)	$	(1,504,932)
3%	$	98,126	$	1,129,650	$	(3,285,000)	$	(2,057,224)
4%	$	130,835	$	1,639,650	$	(4,380,000)	$	(2,609,515)
5%	$	163,544	$	2,149,650	$	(5,475,000)	$	(3,161,806)

Additionally, a change in the interest rate may affect the value of the derivative instruments and effect Net change in unrealized gain (loss) from derivative instruments. The amount of any such effect will be contingent upon market expectations for future interest rate changes. Any increases in expected future rates will increase the value of the derivative instruments while any rate decreases will decrease the value.

Although Management believes that the foregoing analysis is indicative of the Fund’s sensitivity to interest rate changes, it does not take into consideration potential changes in the credit market, credit quality, size and composition of the assets in the portfolio. It also does not assume any new fundings to borrowers, repayments from borrowers or defaults on borrowings. Accordingly, no assurances can be given that actual results would not differ materially from the table above.

Because the Fund currently borrows, its net investment income is highly dependent upon the difference between the rate at which it borrows and the rate at which it invests the amounts borrowed. Accordingly, there can be no assurance that a significant change in market interest rates will not have a material adverse effect on the Fund’s investment activities and net investment income. The Fund’s exposure to movement in short-term interest rates stems from the Fund borrowing at a floating interest rate but then making loans with a fixed rate at the time the loans are extended. The Fund, therefore, attempts to limit its interest rate risk by acquiring derivative instruments to hedge its interest rate exposure.

The Fund is not sensitive to changes in foreign currency exchange rates, commodity prices and other market rates or prices.

Item 4. Controls and Procedures

Disclosure Controls and Procedures:

At the end of the period covered by this report, the Fund carried out an evaluation under the supervision and with the participation of its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Fund’s disclosure controls and procedures pursuant to Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934 (“Exchange Act”). Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Fund’s disclosure controls and procedures were effective as of the end of the period in ensuring that information required to be disclosed was recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and in providing reasonable assurance that information required to be disclosed by the Fund in such reports is accumulated and communicated to the Fund’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

Changes in Internal Controls:

There have not been any changes in the Fund’s internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the Fund’s fiscal quarter ended March 31, 2021 that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

The Fund may become party to certain lawsuits from time to time in the normal course of business. While the outcome of any legal proceedings cannot now be predicted with certainty, the Fund does not expect any such proceedings will have a material effect upon the Fund’s financial condition or results of operation. Management is not aware of any pending legal proceedings involving the Fund. The Fund is not a party to any material legal proceedings.

Item 1A. Risk Factors

There have been no material changes to the risk factors reported in the Fund’s 2020 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits


Exhibit Number			Description
3(i)			Articles of Incorporation of the Fund as filed with the Maryland Secretary of State on May 6, 2015, incorporated by reference to the Fund’s Form 10 filed with the Securities and Exchange Commission on May 29, 2015.
3(ii)			Bylaws of the Fund, incorporated by reference to the Fund’s Form 10 filed with the Securities and Exchange Commission on May 29, 2015.
4.1			Form of Purchase Agreement between the Fund and the Company, incorporated by reference to the Fund’s Registration Statement on Form 10 filed with the Securities and Exchange Commission on May 29, 2015.

31.1			Chief Executive Officer (Principal Executive Officer) certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Rules 13a -14(a) and 15d-14(a) Certification).
31.2			Chief Financial Officer (Principal Financial Officer) certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Rules 13a -14(a) and 15d-14(a) Certification).
32.1			Chief Executive Officer (Principal Executive Officer) certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Section 1350 Certification).
32.2			Chief Financial Officer (Principal Financial Officer) certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (Section 1350 Certification).

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.

VENTURE LENDING & LEASING VIII, INC.

(Registrant)


By:	/s/ Maurice C. Werdegar	By:	/s/ Judy N. Bornstein
Maurice C. Werdegar		Judy N. Bornstein
Chief Executive Officer		Chief Financial Officer
(Principal Executive Officer)		(Principal Financial Officer)
Date:	May 13, 2021	Date:	May 13, 2021

Venture Lending & Leasing VIII, Inc. - FORM 10-Q - May 13, 2021

Attached files

Venture Lending & Leasing VIII, Inc. Reports