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Table of Contents X UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from New York ( State or Other Jurisdiction of Incorporation or organization ) 1405 Rand Building , Buffalo , NY ( Address of Principal executive offices ) to Rand Capital Corporation ( Exact name of registrant as specified in its charter ) Title of each class Common Stock , $ 0.10 par value Commission File Number : 814-00235 Registrant's telephone number , including area code : ( 716 ) 853-0802 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) RAND 16-0961359 ( IRS Employer Identification No. ) 14203 ( Zip Code ) No No Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 under the Securities Act . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No Accelerated filer Name of each exchange on which registered Nasdaq Capital Market Non - accelerated filer Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No Yes ☐ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer " , " smaller reporting company " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Smaller reporting company □ Emerging growth company If an emerging growth company , indicated by check mark if the registrant has elected not to use extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act 0 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Yes ☐ No Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . The aggregate market value of the registrant's outstanding common stock held by non - affiliates of the registrant as of June 30 , 2020 was approximately $ 9,530,000 based upon the closing price as reported on the Nasdaq Capital Market on such date . As of March 2 , 2021 , there were 2,582,169 shares of the registrant's common stock outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of the Corporation's definitive proxy statement for the 2021 Annual Meeting of Shareholders are incorporated by reference into Part III of this report .