Ridgepost Capital, Inc. (NYSE:RPC) filed a Form 8-K/A (Amendment No. 1) on September 4, 2026, amending its original June 22, 2026 current report to include required financial statements and pro forma financial information related to its completed acquisition of Stellus Capital Management, LLC.

Key Highlights

  • Acquisition completed: Ridgepost Capital, LLC, a subsidiary of Ridgepost Capital, Inc., acquired all issued and outstanding equity interests of Stellus Capital Management, LLC effective June 22, 2026.
  • Purchase agreement dated: The interest purchase agreement was dated February 4, 2026, between Ridgepost LLC, certain Stellus-affiliated entities, and certain direct and indirect equityholders of Stellus.
  • Audited financials included: Audited consolidated financial statements of Stellus as of and for the year ended December 31, 2025, audited by KPMG LLP, are filed as Exhibit 99.1.
  • Unaudited interim financials included: Unaudited consolidated financial statements of Stellus as of March 31, 2026, and for the period January 1, 2026 through March 31, 2026, are filed as Exhibit 99.2.
  • Pro forma information filed: Unaudited pro forma condensed consolidated financial information is filed as Exhibit 99.3, giving effect to the transaction as if it occurred on March 31, 2026 for the balance sheet, and January 1, 2025 for the statement of operations.
  • Signed by CFO: The amendment was signed by Amanda Coussens, Chief Financial Officer, on September 4, 2026.

Ridgepost Capital Amends June Filing to Add Stellus Financial Disclosures

Ridgepost Capital, Inc., a Delaware corporation with Class A Common Stock trading on the New York Stock Exchange under the symbol RPC, filed this Amendment No. 1 to its original Form 8-K dated June 22, 2026. According to the filing, the amendment's sole purpose is to amend Item 9.01 of the original report to include financial statements and pro forma information that were required but not included at the time of the original filing. The amendment does not otherwise modify any other disclosures contained in the original report.

According to the filing, Ridgepost Capital, LLC, a Delaware limited liability company and subsidiary of the registrant, completed the acquisition of all issued and outstanding equity interests of Stellus Capital Management, LLC under a previously announced interest purchase agreement dated February 4, 2026. The filing names the counterparties as certain entities affiliated with Stellus and certain direct and indirect equityholders of Stellus. All three entities involved - Ridgepost LLC, Ridgepost Capital, Inc., and Stellus Capital Management, LLC - are organized under Delaware law.

The filing includes an explicit cautionary note regarding the pro forma financial information, stating that it "has been presented for informational purposes only, as required by Form 8-K" and "does not purport to represent the actual results of operations that the Company and Stellus would have achieved had the companies been combined during the periods presented," nor is it "intended to project the future results of operations that the combined company may achieve after completion of the Transaction." KPMG LLP served as Stellus' independent auditor, and its consent is attached as Exhibit 23.1.

What Was Disclosed

Ridgepost Capital, Inc. filed this amendment to supply audited and unaudited financial statements of acquired entity Stellus Capital Management, LLC and related pro forma financial information, completing the financial disclosure requirements for its June 22, 2026 acquisition under Item 9.01 of Form 8-K.