BlackRock TCP Capital Corp. Class Action Lawsuit – TCPC

Introduction to BlackRock TCP Capital Corp. (TCPC) Securities Class Action Lawsuit

A securities fraud class action has been filed against BlackRock TCP Capital Corp. (NASDAQ: TCPC) for investors who bought securities between November 6, 2024 and January 23, 2026. Filed in the U.S. District Court for the Central District of California under the Securities Exchange Act of 1934, including Section 10(b) and Rule 10b-5, investors allege the Company overstated the strength of its portfolio and net asset value (NAV) by failing to timely and properly value investments and by claiming progress on fixing troubled loans. The complaint asserts that, in reality, unrealized losses were understated and NAV was overstated while portfolio "stabilization" claims lacked a reasonable basis. The truth began to surface on February 27, 2025, when the Company revealed a sharp rise in accounts on (non-accrual status), a 22.44% year-over-year NAV drop to $9.23, and large losses; it was reinforced on January 23, 2026, when BlackRock TCP disclosed NAV per share of just $7.05 to $7.09. On these disclosures, the stock fell 9.64% to $8.44 on February 27, 2025, and later dropped 12.97% to $5.10 on January 26, 2026, leaving investors with significant losses.

“Most TCPC shareholders never file or join the class action, which means they miss out on potential recovery funds,” said Attorney Joseph Levi.

BlackRock TCP Capital Corp. (TCPC) Securities Lawsuit Case Details

Case Name: Burnell v. BlackRock TCP Capital Corp. et al.

Case No.: 2:26-cv-01102

Jurisdiction: U.S. District Court, Central District of California

Filed on: February 3, 2026

BlackRock TCP Capital Corp. (TCPC) Company Profile

BlackRock TCP Capital Corp. is a business development company that raises capital from investors and lends primarily to small and midsize, middle-market companies as an alternative to bank financing, with its common stock trading on the NASDAQ under ticker symbol TCPC. It seeks returns from interest and fees on largely senior secured, first-lien loans, as well as mezzanine debt and junior tranches, and to a lesser extent equity appreciation, with portfolio valuation conducted quarterly.

BlackRock TCP Capital Corp. (TCPC) Securities Lawsuit Class Period

November 6, 2024 – January 23, 2026, inclusive.

Eligible investors include all persons and entities that purchased or otherwise acquired BlackRock TCP securities (ticker symbol TCPC) during the Class Period, and who were damaged thereby; excluded are Defendants, the Company's officers and directors at all relevant times, their immediate families and representatives, heirs, successors, or assigns, and any entity in which Defendants had or have a controlling interest. Eligible investors may be eligible to join the BlackRock TCP Capital Corp. (TCPC) class action lawsuit.

Allegations in the BlackRock TCP Capital Corp. (TCPC) Securities Class Action Lawsuit

The lawsuit targets BlackRock TCP Capital Corp. and senior executives Raj Vig, Phil Tseng, and Erik L. Cuellar for alleged violations of the Securities Exchange Act of 1934. According to the complaint, they told investors the portfolio was improving and that valuations were handled appropriately, while presenting NAV figures that signaled stability, and that portfolio restructuring was resolving challenged credits. On November 6, 2024, the Company reported NAV per share of $10.11 as of September 30, 2024, down slightly from $10.20 as of June 30, and stated that the portfolio showed "signs of improvement" as non-accruals declined, even as certain markdowns nudged NAV lower. That same day, BlackRock TCP's Form 10-Q told investors all investments were valued at least quarterly, except for a small portion priced by a valuation designee that comprised less than 5% of assets.

As 2025 unfolded, management continued to stress progress. On May 8, 2025, CEO Phil Tseng said the Company made meaningful progress strengthening the portfolio and was "pleased to see signs of portfolio stabilization." On August 7, 2025, he highlighted a reduction in accounts on (non-accrual status) to 3.7% of fair value of the investment portfolio, down from 4.4% the prior quarter and 5.6% at year-end 2024. And on November 6, 2025, Tseng said the Company was encouraged by progress on priorities like resolving challenged credits and improving portfolio quality to return to historical performance levels through portfolio restructuring.

The complaint alleges a different picture beneath these statements: investments were not being timely and/or appropriately valued; portfolio valuation and NAV calculations were materially inaccurate; portfolio restructuring was not effectively resolving challenged credits or improving portfolio quality; non-performing debt investments increased; unrealized losses were understated; and, as a result, NAV was overstated. Investors allege that the positive statements about stabilization and improvement lacked a reasonable basis and misled the market during the Class Period, in violation of Section 10(b) and Rule 10b-5.

The Truth Emerges

The first break came on February 27, 2025, when BlackRock TCP issued a press release revealing that the portfolio had "significantly weakened" during 2024. The number of companies on non-accrual had more than doubled, pushing debt investments on non-accrual at cost from 3.7% to 14.4%-a 289% increase. NAV fell 22.44% year over year to $9.23 per share, and total losses, realized and unrealized, jumped to $194,895,042, a 186% year-over-year increase, including an unrealized loss of $72.3 million in Q4 2024. Management acknowledged it was working with borrowers and sponsors to resolve portfolio issues that had impacted results in recent quarters, but restructuring efforts were not effectively resolving challenged credits.

Then, after market hours on January 23, 2026, the Company disclosed fourth-quarter and full-year 2025 results showing NAV per share in a range of $7.05 to $7.09-19% lower (quarter-over-quarter) and 23.4% below (year-over-year). Plaintiffs cite these disclosures to support their claim that earlier statements about quarterly valuation practices, portfolio stabilization, and progress on challenged credits lacked a reasonable basis, and that the Company had overstated net asset value while understating unrealized losses.

Market Reaction

Investors reacted swiftly to the February 27, 2025 disclosure. On that news, BlackRock TCP's stock (NASDAQ: TCPC) fell $0.90, or 9.64%, to close at $8.44 per share on unusually heavy trading volume. After the January 23, 2026 after-hours disclosure of the steep NAV decline, the stock dropped the next trading day, January 26, 2026, by $0.76, or 12.97%, to close at $5.10 per share, again on unusually heavy volume on the NASDAQ.

Next Steps

The Court will issue its order for lead plaintiff and counsel in the weeks after submissions are due.
The Court will then consider motion for class certification.
The Court will later consider a motion to dismiss.

Disclaimer: This shareholder alert is for informational purposes only and does not constitute legal advice. Consult a qualified attorney for personalized guidance. No specific outcomes are guaranteed.

Frequently Asked Questions

What is the BlackRock TCP Capital Corp. securities class action lawsuit about?

The lawsuit alleges that BlackRock TCP Capital Corp. (NASDAQ: TCPC) and certain executives violated federal securities laws by making materially false and misleading statements about the company's financial condition. According to the complaint, defendants failed to disclose that the company's investments were not being timely or appropriately valued, that portfolio restructuring efforts were ineffective, and that the company's Net Asset Value (NAV) was overstated. The lawsuit covers investors who purchased TCPC securities between November 6, 2024, and January 23, 2026.

What is the class period for the TCPC securities lawsuit?

The class period runs from November 6, 2024, through January 23, 2026, inclusive. Investors who purchased or acquired BlackRock TCP Capital Corp. securities during this timeframe may be eligible to participate in the class action. The complaint alleges that throughout this period, defendants issued statements about the company's NAV and portfolio performance that were materially misleading.

What specific allegations are made against BlackRock TCP Capital Corp.?

The complaint alleges that defendants failed to disclose several material facts, including:

The company's investments were not being timely and/or appropriately valued
Portfolio restructuring efforts were not effectively resolving challenged credits
Unrealized losses were understated
The company's Net Asset Value was overstated
Positive statements about business operations and prospects lacked a reasonable basis

What stock price declines does the lawsuit reference?

According to the complaint, TCPC's stock experienced significant declines following disclosures. On February 27, 2025, shares fell $0.90 (9.64%) to close at $8.44 after the company announced its NAV had fallen 22.44% year-over-year. On January 26, 2026, shares dropped $0.76 (12.97%) to close at $5.10 after the company disclosed its NAV per share was actually between $7.05 and $7.09—approximately 19% less than reported the prior quarter.

Who are the defendants named in the TCPC class action?

The lawsuit names BlackRock TCP Capital Corp. as a corporate defendant, along with three individual defendants: Raj Vig, who served as CEO from August 5, 2021, until November 6, 2024; Phil Tseng, who became CEO on November 7, 2024; and Erik L. Cuellar, who served as Chief Financial Officer during the relevant period. The complaint alleges these individuals had the power and authority to control the company's public statements.

What is Net Asset Value and why is it significant in this case?

Net Asset Value (NAV) represents the value of the company's underlying assets minus total liabilities—essentially the estimated value if assets were sold and liabilities paid. According to the complaint, NAV directly impacts TCPC's trading price, ability to raise capital, and regulatory compliance. The lawsuit alleges the company's NAV declined from $11.90 per share (December 2023) to between $7.05-$7.09 per share (December 2025), and that this decline was not properly disclosed to investors.

What legal claims are asserted in the BlackRock TCP lawsuit?

The complaint asserts two claims under federal securities laws. The first claim alleges violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 against all defendants, claiming they made materially false statements and omissions. The second claim alleges violations of Section 20(a) of the Exchange Act against the individual defendants as "controlling persons" of the company who influenced its decision-making and public disclosures.

What is the TCPC securities class action about?

The lawsuit alleges BlackRock TCP Capital Corp. (NASDAQ: TCPC) made false and misleading statements about its Net Asset Value and portfolio performance. According to the complaint, the company's investments were not properly valued and its NAV was overstated during the class period of November 6, 2024, through January 23, 2026.

What stock drops are alleged in the lawsuit?

The complaint references two significant declines: a 9.64% drop on February 27, 2025, following disclosure that NAV fell 22.44% year-over-year, and a 12.97% drop on January 26, 2026, after the company revealed NAV was approximately 19% lower than previously reported.

Who are the defendants in the TCPC case?

The lawsuit names BlackRock TCP Capital Corp., former CEO Raj Vig, current CEO Phil Tseng, and CFO Erik L. Cuellar. The complaint alleges these individuals controlled the company's public statements and disclosures.

What is the class period for this lawsuit?

The class period runs from November 6, 2024, through January 23, 2026. Investors who purchased TCPC securities during this timeframe may be eligible to participate in the class action.

What legal violations are alleged?

The complaint alleges violations of Section 10(b) of the Securities Exchange Act and Rule 10b-5 for making false statements, plus Section 20(a) claims against individual defendants as controlling persons of the company.

Check Eligibility

✓ Free case evaluation
✓ No cost or obligation
✓ See if you qualify

First Name *

Last Name *

Email *

Phone

Estimated Loss

Number of Shares

Purchase Date

Full Name

Submitting this form does not create an attorney-client relationship. Your information is confidential.

Or contact us directly:

(212) 363-7500 [email protected]

Never Miss Another Deadline

Choose your preferred way to stay informed of new case launches and settlement deadlines.

Scan the QR code or click the button to join.

Join on WhatsApp

First Name *

Last Name *

Email *

Full Name

Submitting this form does not create an attorney-client relationship. Your information is confidential.

[email protected] (212) 363-7500

Step 2 of 3

Certification of Plaintiff Pursuant to Federal Securities Laws

I, duly certify and say, as to the claims asserted under the federal securities laws, that:

I have reviewed a complaint filed in the action.
I did not purchase the security that is the subject of this action at the direction of plaintiff's counsel or in order to participate in this action.
I am willing to serve as a representative party on behalf of the class, including providing testimony at deposition and trial, if necessary.
My transaction(s) in BlackRock TCP Capital Corp. which are the subject of this litigation during the class period set forth in the complaint are set forth in the chart attached hereto.
Within the last 3 years,
I have not sought to serve nor have I served as a class representative in any federal securities fraud case. I have sought to serve as a class representative in
I will not accept any payment for serving as a representative party on behalf of the class beyond the Plaintiff's pro rata share of any recovery, except as ordered or approved by the court, including any award for reasonable costs and expenses (including lost wages) directly relating to the representation of the class.

Are you US Citizen?

Yes. I certify under penalty of perjury that the foregoing is true and correct. Executed this No. I certify under penalty of perjury under the laws of the United States of America that the foregoing is true and correct. Executed this

Clear

Signed pursuant to California Civil Code Section 1633.1, et seq. - and the Uniform Electronic Transactions Act as adopted by the various states and territories of the United States.

By your signature above, you confirm that have retained Levi & Korsinsky, LLP to represent you and the shareholder class as a lead plaintiff in the pending class action against BlackRock TCP Capital Corp. This representation will be on a contingency basis, meaning that Levi & Korsinsky will advance all expenses in the litigation and will only seek compensation and/or reimbursement of expenses if the firm obtains a recovery. Regardless of the result, we will never ask you to directly pay for any attorneys’ fees, expenses, or costs. Should we obtain a favorable result, we may ask the court to award us compensation and reimbursement of expenses to be paid by the defendants or as a portion of any class recovery. In exchange for our representation, you agree to cooperate as our client by providing, for example, relevant documents and deposition testimony, if necessary. During the course of this litigation, we may employ and/or work with other law firms, experts, and third-parties to successfully prosecute this action. If you are not appointed as the lead plaintiff or Levi & Korsinsky is not appointed as lead counsel, we will notify you of such decision at which time this representation will end unless otherwise extended by you and the firm. We look forward to working with you towards a successful resolution of this action.

I have reviewed the complaint linked in paragraph 1