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RAND on Nasdaq

RAND CAPITAL CORP

RAND CAPITAL CORP is an American company, incorporated in New York, listed on Nasdaq (RAND).1 It is headquartered in Buffalo, New York.1

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Last updated Oct 21, 2026.

Overview

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  • TickerRAND on Nasdaq1
  • HeadquartersBuffalo, New York1
  • Incorporated inNY2
  • Business address1405 Rand Building, Buffalo, Ny 142032
  • Filer categoryNon-accelerated filer2

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Rand Capital Corporation (“Rand”, the “Corporation”, “we”, “us” and “our”) was incorporated under the laws of New York in February 1969. We completed our initial public offering in 1971 and operated as an internally managed, closed-end, management investment company from that time until November 2019.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Net income567-$8.0M in 2025
-$10.0M0$10.0M$20.0M2021: $15.8M$15.8M20212022: -$881.8K-$881.8K20222023: $6.5M$6.5M20232024: $8.8M$8.8M2024+35%2025: -$8.0M-$8.0M2025
Fiscal year2020202120222023202420252026
Operating expenses$6.7M5$1.1M6$4.2M7$4.8M7$1.2M7
Income before tax$3.7M5$3.5M5
Income tax$10.9K5$215.5K5$192.1K5
Net income$15.8M5-$881.8K6$6.5M7$8.8M7-$8.0M7
Earnings per share$6.125-$0.346$2.537$3.427-$2.737
Earnings per share (diluted)$6.125-$0.346$2.537$3.427-$2.737
Shares (weighted, basic)2.6M shares52.6M shares62.6M shares72.6M shares72.9M shares7
Shares (weighted, diluted)2.6M shares52.6M shares62.6M shares72.6M shares72.9M shares7

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Corporate structure

RAND CAPITAL CORP sits at the top of its group. 9 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

  • RAND CAPITAL CORP Buffalo, New York
    • Rand BMP Swanson Holdings Corp. Subsidiary · New York, United States
    • Rand Capital Sub LLC Subsidiary · New York, United States
    • Rand Carolina Skiff Holdings Corp. Subsidiary · New York, United States
    • Rand DSD Holdings Corp. Subsidiary · New York, United States
    • Rand Filterworks Holdings Corp. Subsidiary · New York, United States
    • Rand FSS Holdings Corp. Subsidiary · New York, United States
    • Rand INEA Holdings Corp. Subsidiary · New York, United States
    • Rand ITA Holdings Corp. Subsidiary · New York, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What RAND CAPITAL CORP reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$4.2M7 Dec 31, 2025$834.8K7 Dec 31, 2024+404.2%

Properties, in its own words

We do not own any real estate or other physical properties. Our corporate headquarters is located at 14 Lafayette Square, Suite 1405, Buffalo NY.

Item 2 of the 10-K filed Mar 5, 2026.4

Leadership

Who has led RAND CAPITAL CORP, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Allen F. Grum2009–2021
  2. Daniel P. Penberthy2022–2023

President

  1. Allen F. Grum2004–2015
  2. Daniel P. Penberthy2022–2023

Chief financial officer

  1. Daniel P. Penberthy2016–2021
  2. Margaret Brechtel2021
20052010201520202025
Board members and other officers (15)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Rand BMP Swanson Holdings Corp. New York3
  • Rand Capital Sub LLC New York3
  • Rand Carolina Skiff Holdings Corp. New York3
  • Rand DSD Holdings Corp. New York3
  • Rand FSS Holdings Corp. New York3
  • Rand Filterworks Holdings Corp. New York3
  • Rand INEA Holdings Corp. New York3
  • Rand ITA Holdings Corp. New York3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 5, 20268-K Results of operations; Regulation FD disclosure29
  2. May 6, 20268-K Results of operations; Regulation FD disclosure30
  3. Apr 23, 20268-K Shareholder vote31
  4. Mar 5, 20268-K Results of operations; Regulation FD disclosure32
  5. Nov 7, 20258-K Results of operations; Regulation FD disclosure33
  6. Sep 11, 20258-K Change of auditor34
  7. Aug 4, 20258-K Results of operations; Regulation FD disclosure35
  8. May 30, 20258-K Other events36
  9. May 5, 20258-K Results of operations; Regulation FD disclosure37
  10. Apr 24, 20258-K Shareholder vote38
  11. Mar 18, 20258-K Regulation FD disclosure39
  12. Mar 10, 20258-K Results of operations; Regulation FD disclosure40
  13. Jun 8, 2022New chief executive Daniel P. Penberthy becomes CEO10
  14. Aug 13, 2009New chief executive Allen F. Grum becomes CEO11

Calendar

Coming up

  1. Nov 6, 2026Reports results for the quarter ending Sep/202641

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results29
  2. May 6, 2026Reported quarterly or annual results30
  3. Mar 5, 2026Reported quarterly or annual results32
  4. Nov 7, 2025Reported quarterly or annual results33
  5. Aug 4, 2025Reported quarterly or annual results35
  6. May 5, 2025Reported quarterly or annual results37
  7. Mar 10, 2025Reported quarterly or annual results40
  8. Aug 6, 2024Reported quarterly or annual results42

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

127 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 30 major events, 40 insider forms, 36 other. The latest 20:

  1. Sep 16, 202640-17F2 EDGAR
  2. Aug 5, 20268-K EDGAR
  3. Aug 5, 202610-Q EDGAR
  4. Jul 31, 202640-17G EDGAR
  5. May 6, 20268-K EDGAR
  6. May 6, 202610-Q EDGAR
  7. Apr 23, 20268-K EDGAR
  8. Mar 31, 202610-K/A EDGAR
  9. Mar 13, 2026ARS EDGAR
  10. Mar 13, 2026DEF 14A EDGAR
  11. Mar 12, 202640-17F2 EDGAR
  12. Mar 5, 20268-K EDGAR
  13. Mar 5, 202610-K EDGAR
  14. Nov 14, 2025APP ORDR EDGAR
  15. Nov 7, 20258-K EDGAR
  16. Nov 7, 202510-Q EDGAR
  17. Oct 27, 202540-17F2 EDGAR
  18. Sep 16, 2025APP NTC EDGAR
  19. Sep 16, 20254 EDGAR
  20. Sep 11, 20258-K EDGAR

The 127 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

66 open-market trades by officers, directors and large owners since October 2021: 66 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 15, 2025Gusky Adam SamuelDirectorBuy1,030$14.80$15.2KForm 4
May 28, 2025Gusky Adam SamuelDirectorBuy12$16.00$192Form 4
May 27, 2025Gusky Adam SamuelDirectorBuy200$15.75$3.1KForm 4
Nov 21, 2024Gusky Adam SamuelDirectorBuy200$16.10$3.2KForm 4
Nov 20, 2024Gusky Adam SamuelDirectorBuy175$16.12$2.8KForm 4
Mar 12, 2024Godley Benjamin EDirectorBuy1,965$13.95$27.4KForm 4
Mar 7, 2024Godley Benjamin EDirectorBuy183$13.99$2.6KForm 4
Mar 6, 2024Godley Benjamin EDirectorBuy852$13.95$11.9KForm 4
Aug 17, 2023Godley Benjamin EDirectorBuy100$13.15$1.3KForm 4
Aug 16, 2023Godley Benjamin EDirectorBuy1,900$12.98$24.7KForm 4
Aug 16, 2023Gusky Adam SamuelDirectorBuy1,814$12.96$23.5KForm 4
Aug 15, 2023Gusky Adam SamuelDirectorBuy1,000$13.10$13.1KForm 4
Jun 13, 2023Jaroslawsky Cari LDirectorBuy45$13.25$596Form 4
Jun 7, 2023Jaroslawsky Cari LDirectorBuy415$13.25$5.5KForm 4
Jun 6, 2023Jaroslawsky Cari LDirectorBuy5$13.25$66Form 4
Jun 5, 2023Gusky Adam SamuelDirectorBuy1$13.20$13Form 4
Jun 2, 2023Gusky Adam SamuelDirectorBuy120$12.99$1.6KForm 4
Jun 1, 2023Gusky Adam SamuelDirectorBuy6$12.80$77Form 4
May 30, 2023Gusky Adam SamuelDirectorBuy137$13.05$1.8KForm 4
May 26, 2023Gusky Adam SamuelDirectorBuy3$13.05$39Form 4

All 66 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Courier Capital LLC15,382$156.9K0.0%No change
Shufro Rose & Co LLC14,000$142.8K0.0%No change
WNY Asset Management, LLC13,250$135.2K0.0%New
UBS Group AG2,242$22.9K0.0%New
Osaic Holdings, Inc.2,237$22.8K0.0%+1,490
Bullock Wealth Management Group642$6.6K0.0%New
Morgan Stanley1$180.0%No change
Wells Fargo & Company/mn1$70.0%+1

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

6 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Aug 4, 2020Scott H. PetersDemocratic, HouseSale$1,001 - $15,000+142.4%Report
Aug 3, 2020Scott H. PetersDemocratic, HousePartial sale$1,001 - $15,000+143.1%Report
Jul 31, 2020Scott H. PetersDemocratic, HousePartial sale$1,001 - $15,000+145.7%Report
Jul 30, 2020Scott H. PetersDemocratic, HousePartial sale$1,001 - $15,000+147.5%Report
Jul 29, 2020Scott H. PetersDemocratic, HousePartial sale$1,001 - $15,000+146.7%Report
Jul 28, 2020Scott H. PetersDemocratic, HousePartial sale$1,001 - $15,000+149.6%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How RAND CAPITAL CORP is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARRAND CAPITAL CORP1
  • CIK0000081955
  • Employer ID (EIN)16-09613594
  • Filer statusNon-accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inNew York4
  • Fiscal year endsDecember 311
  • Business address1405 Rand Building, Buffalo, NY 142031
  • Phone71685308021
  • Shares outstanding2,969,814 as of Aug 5, 20269
  • Public float$15.2M as of Jun 30, 20254
  • AuditorWithum Smith+Brown, PC, Buffalo, New York PCAOB ID 100; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceJan 16, 19961
  • Filings688 in all: 4 (132), 8-K (122), 10-Q (76), 40-17F2 (55), DEF 14A (33), SC 13G/A (30), 10-K (25), N-30B-2 (19)1
    All 40 form types

    40-17G (17), N-23C-1 (15), 3 (14), DFAN14A (14), DEFA14A (13), SC 13G (13), SC 13D/A (11), CORRESP (10), 40-APP/A (9), N-30D (8), NSAR-A (8), SC 13D (8), 5 (7), ARS (7), PRE 14A (7), 40-APP (5), APP ORDR (5), APP NTC (4), NSAR-B (4), 8-K/A (3), APP WD (2), POS AMI (2), 10-K/A (1), 4/A (1), 40-6C (1), 497 (1), D (1), DEFC14A (1), DEFR14A (1), N-2 (1), N-54A (1), PREC14A (1)

  • Latest filingsAnnual report (10-K) Mar 5, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Mar 13, 2026
    Latest 8-K (8-K) Aug 5, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.10 par valueRANDNasdaq

From the cover page of the 10-K filed Mar 5, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks RAND CAPITAL CORP names in Item 1A of its 10-K filed Mar 5, 2026: 45 risks under these headings, as written.4

  • Risks Related to our Business and Structure
  • We are dependent upon RCM for our future success.
  • Our financial results will depend on RCM’s skill to manage and deploy capital effectively.
  • We depend to a significant extent on strong referral relationships. Any inability of RCM to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could materially adversely affect our business.
  • We are subject to risks created by our highly regulated environment.
  • Political and regulatory conditions that contribute to uncertainty and market volatility could materially adversely impact our business operations and financial performance and business and financial performance of our portfolio companies.
  • We are subject to risks created by the valuation of our portfolio investments.
  • RCM, acting as our investment adviser, operates in a competitive market for investment opportunities.
  • There are potential conflicts of interest, including the management of other investment funds and accounts by the principals and certain members of the Investment Committee of RCM, which could negatively impact our investment returns.
  • RCM and its affiliates, including some of our officers and directors, face conflicts of interest caused by compensation arrangements with us, which could result in actions that are not in the best interests of our shareholders.
  • Our ability to enter into transactions with our affiliates is restricted.
  • RCM may be paid incentive compensation even if we incur a net loss, and we cannot recover any portion of the incentive fee previously paid.
The other 34 risks
  • RCM’s liability is limited under the Investment Management Agreement and the Administration Agreement, and we are required to indemnify RCM against certain liabilities, which may lead RCM to act in a riskier manner on our behalf than it would when acting for its own account.
  • RCM has the right to resign on 60 days’ written notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could materially adversely affect our financial condition, business and results of operations.
  • If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to maintain our qualification as a BDC or be precluded from investing according to our current business strategy.
  • The fee structure under the Investment Management Agreement may induce RCM to pursue investments and incur leverage that may not be in the best interests of the shareholders.
  • We may need to raise additional capital to grow.
  • We are subject to cybersecurity risks and incidents that may materially adversely affect our operations, the operations of RCM or the companies in which we invest. A failure in our, or RCM’s, cybersecurity systems could impair our ability to conduct business and damage our business relationships, compromise or corrupt our confidential information and ultimately materially adversely impact our business, financial condition and operating results.
  • We may experience fluctuations in our annual and quarterly results.
  • We are subject to risks related to corporate social responsibility.
  • We have identified a material weakness in our internal control over financial reporting. If we are unable to remediate the material weakness, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired, which could have a material adverse effect on our business and the market price of our stock.
  • Risks Related to our Investments
  • We have a limited number of companies in our portfolio of investments, and we may be subjected to greater risk if any of these companies perform poorly, go out of business or default on their repayment obligations under any of their debt instruments.
  • The lack of liquidity in our investments may materially adversely affect our business.
  • We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we generally are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer.
  • Economic downturns or recessions may materially adversely affect our portfolio companies’ financial performance and therefore harm our operating results.
  • Investing in private companies involves a high degree of risk.
  • Any unrealized losses we experience in our portfolio may be an indication of future realized losses, which could reduce our income available for distribution.
  • We may be subject to risks associated with our origination of, or investment in, covenant-lite loans to our portfolio companies.
  • We provide debt and equity capital primarily to small companies that are not publicly traded, which may present a greater risk of loss than providing debt and equity capital to larger companies.
  • We may have limited access to information about privately-held companies in which we invest.
  • Prepayments of our debt investments by our portfolio companies could adversely impact our results of operations and reduce our returns on equity.
  • Our portfolio companies may incur debt that ranks equal with, or senior to, our investments in these companies.
  • There may be circumstances where our debt investments could be subordinated to claims of other creditors or we could be subject to lender liability claims.
  • Because we generally do not hold controlling interests in our portfolio companies, we may not be in a position to exercise control over our portfolio companies or to prevent decisions by management of our portfolio companies that could decrease the value of our investments.
  • We may not have the funds or ability to make follow-on investments in our portfolio companies.
  • Risks Related to our Indebtedness
  • We borrow money, which magnifies the potential for loss on amounts invested and increases the risk of investing with us.
  • Effects of Leverage Based on Actual Amount of Borrowings Incurred by us as of December 31, 2025
  • Because we often borrow money to make our investments, if there is an increase in market interest rates, our cost of capital under our Credit Facility is likely to also increase, which could reduce our net investment income.
  • The SBCAA allows us to incur additional leverage, which could increase the risk of investing in our common stock.
  • Provisions in our Credit Facility or any other future borrowing facility limit our discretion in operating our business.
  • Risks Related to our Common Stock
  • East exercises significant influence over us in connection with its ownership of our common stock.
  • Our shares often trade at a discount to our net asset value.
  • Sales of substantial amounts of our common stock may have an adverse effect on the market price of our securities.
  • Risks Related to U.S. Federal Income Tax
  • In connection with our RIC election, we may not be able to pay distributions to our shareholders, our distributions may not grow over time and a portion of our distributions may be a return of capital.
  • We will be subject to corporate-level U.S. federal income tax if we are unable to maintain our RIC election under Subchapter M of the Code, which would materially adversely affect our results of operations and financial condition.
  • In connection with our RIC election, we may have difficulty paying required distributions to shareholders if we recognize income before or without receiving cash representing such income.

Legal proceedings

We may be, from time to time, subject to claims and suits arising in the ordinary course of business. While management believes that there are no legal proceedings involving the Corporation as of the date of this Annual Report, the Corporation may be subject to legal proceedings in the future, and any such legal proceedings may have material unforeseen adverse outcomes that may not be covered by our insurance.

The opening of Item 3, Legal Proceedings.4

Sources

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    SEC EDGAROther events
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