XML 27 R14.htm IDEA: XBRL DOCUMENT v3.25.1
Share Transactions
3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
Share Transactions Share Transactions
The Company’s initial continuous public offering commenced on July 2, 2012 and ended on December 31, 2015. The Company’s follow-on continuous public offering commenced on January 25, 2016 and ended on January 25, 2019.
The following table summarizes transactions with respect to shares of the Company’s outstanding common stock during the three months ended March 31, 2025 and 2024 and the year ended December 31, 2024:
Three Months Ended
March 31,
Year Ended
December 31,
202520242024
SharesAmountSharesAmountSharesAmount
Gross shares/proceeds from offerings— $— — $— — $— 
Reinvestment of distributions— — — — — — 
Total gross shares/proceeds— — — — — — 
Share repurchase program(185,862)(2,172)(424,031)(4,670)(995,367)(11,347)
    Net shares/amounts for share transactions(185,862)$(2,172)(424,031)$(4,670)(995,367)$(11,347)
Since commencing its initial continuous public offering on July 2, 2012 and through March 31, 2025, the Company sold 53,003,407 shares of common stock for net proceeds of $1,119,826. The net proceeds include gross proceeds received from reinvested shareholder distributions of $237,451, for which the Company issued 13,523,489 shares of common stock, and gross proceeds paid for shares of common stock repurchased of $272,911, for which the Company repurchased 17,265,960 shares of common stock. As of March 31, 2025, 17,265,960 shares of common stock repurchased had been retired.

On August 27, 2024, the Company's shareholders approved a proposal that authorizes the Company to issue shares of its common stock at prices below the then current NAV per share of the Company’s common stock in one or more offerings for a 12-month period following such shareholder approval. As of March 31, 2025, the Company has not issued any such shares.
Distribution Reinvestment Plan
On September 15, 2021, the Company adopted a distribution reinvestment plan, or the DRP, which became effective as of the Listing. For additional information regarding the terms of the DRP, see Note 5.
Listing and Fractional Shares
On October 5, 2021, the Company's shares of common stock commenced trading on the NYSE under the ticker symbol “CION”. As approved by shareholders on September 7, 2021, the Listing was staggered such that (i) up to 1/3rd of shares held by all shareholders were available for trading upon Listing, (ii) up to 2/3rd of shares held by all shareholders were available for trading starting 180 days after Listing, or April 4, 2022, and (iii) all shares were available for trading starting 270 days after Listing, or July 5, 2022. The Company eliminated all then outstanding fractional shares of its common stock in connection with the Listing, as permitted by the Maryland General Corporation Law, on July 14, 2022. On February 26, 2023, the Company’s shares of common stock also listed and commenced trading in Israel on the TASE under the ticker symbol “CION”.
Post-Listing Share Repurchase Policy
On September 15, 2021, the Company’s board of directors, including the independent directors, approved a share repurchase policy authorizing the Company to repurchase up to $50 million of its outstanding common stock after the Listing. On June 24, 2022, the Company’s board of directors, including the independent directors, increased the amount of shares of the Company’s common stock that may be repurchased under the share repurchase policy by $10 million to up to an aggregate of $60 million. Under the share repurchase policy, the Company may purchase shares of its common stock through various means such as open market transactions, including block purchases, and privately negotiated transactions. The number of shares repurchased and the timing, manner, price and amount of any repurchases will be determined at the Company's discretion. Factors include, but are not limited to, share price, trading volume and general market conditions, along with the Company’s general business conditions. The policy may be suspended or discontinued at any time and does not obligate the Company to acquire any specific number of shares of its common stock.
On August 19, 2024, as part of the share repurchase policy, the Company entered into a new trading plan with an independent broker, Wells Fargo Securities, LLC, or Wells Fargo, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, based in part on historical trading data with respect to the Company’s shares. The 10b5-1 trading plan permits common stock to be repurchased at a time that the Company might otherwise be precluded from doing so under insider trading laws or self-imposed trading restrictions. The 10b5-1 trading plan expires on August 19, 2025, and is subject to price, market volume and timing restrictions.

The following table summarizes the share repurchases completed during the year ended December 31, 2024 and the three months ended March 31, 2025:
PeriodTotal Number of Shares RepurchasedAverage Price Paid per ShareTotal Number of Shares Repurchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares That May Yet Be Repurchased Under Publicly Announced Plans or Programs(1)
2024
January 1 to January 31, 2024125,304$11.14125,304$31,700 
February 1 to February 29, 2024165,87610.97165,87629,883 
March 1 to March 31, 2024132,85110.95132,85128,431 
April 1 to April 30, 2024168,00211.14168,00226,564 
May 1 to May 31, 202427,44911.6727,44926,244 
June 1 to June 30, 202439,53112.1439,53125,765 
July 1 to July 31, 202471,30512.3571,30524,885 
August 1 to August 31, 202426,87411.9326,87424,565 
September 1 to September 30, 202467,55811.8667,55823,764 
October 1 to October 31, 202477,36711.9177,36722,846 
November 1 to November 30, 202424,10411.6324,10422,566 
December 1 to December 31, 202469,14611.5969,14621,766 
Total for the year ended December 31, 2024995,367995,367
2025
January 1 to January 31, 202589,466$11.2989,466$20,758 
February 1 to February 28, 202563,38312.0163,38319,998 
March 1 to March 31, 202533,01312.1333,01319,598 
Total for the three months ended March 31, 2025185,862185,862
(1)Amounts do not include any commissions paid to Wells Fargo on shares repurchased.
From April 1, 2025 to April 30, 2025, the Company repurchased 315,943 shares of common stock under the 10b5-1 trading plan for an aggregate purchase price of $2,957, or an average purchase price of $9.36 per share. As of April 30, 2025, 17,265,960 shares of common stock repurchased by the Company had been retired.