BlackRock TCP Capital (TCPC) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on May 22, 2025, to elect six directors and vote on authorizing the sale of common stock below net asset value (NAV) for up to 12 months, subject to a 25% cap per sale.

• Stockholders of record as of March 26, 2025, are eligible to vote, with 85,077,297 shares outstanding, each entitled to one vote.

• The Board recommends voting FOR all director nominees and the proposal to sell shares below NAV.

Voting matters and shareholder proposals

• Proposal I: Elect all six director nominees to serve until the 2026 Annual Meeting or until successors qualify.

• Proposal II: Authorize the company to sell shares below NAV in one or more offerings over the next 12 months, with a 25% cap per sale.

• Stockholders may submit nominations or proposals for the 2026 meeting by specified deadlines.

Board of directors and corporate governance

• The Board consists of one interested director (Philip Tseng) and five independent directors, all standing for election.

• Committees include Audit, Governance and Compensation, and Joint Transactions, all composed of independent directors.

• The Board meets regularly, with 18 meetings held in 2024; all directors attended at least 75% of meetings.

• The Board has adopted codes of ethics and business conduct, and conducts annual independence assessments.