CMFN CM Financial Inc

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☒ Rule 13d-1(d)

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SCHEDULE 13G/A

This Amendment No. 2 to the Schedule 13G (this “Amendment”) is being filed on behalf of Cyrus Capital Partners, L.P., a Delaware limited partnership (the “Investment Manager”), Mr. Stephen C. Freidheim, the principal of the Investment Manager, Crescent 1, L.P., a Delaware limited partnership (the “Crescent Fund”), CRS Master Fund, L.P., a Cayman Islands exempted limited partnership (the “CRS Fund”), Cyrus Opportunities Master Fund II, Ltd., a Cayman Islands exempted limited company (the “Opportunities II Fund”), Cyrus Select Opportunities Master Fund, Ltd., a Cayman Islands exempted limited company (the “Select Fund”), Cyrus Capital Advisors, LLC, a Delaware limited liability company that serves as the general partner of the Crescent Fund and the CRS Fund (the “General Partner”), and Cyrus Capital Partners GP, LLC, a Delaware limited liability company that serves as the general partner of the Investment Manager and the managing member of the General Partner (the “GP of the Investment Manager,” and together with the Investment Manager, the General Partner, Mr. Freidheim, the Crescent Fund, the CRS Fund, the Opportunities II Fund and the Select Fund, the “Reporting Persons”), relating to Common Stock, $0.001 par value (“Common Stock”), of CM Finance Inc, a Maryland corporation (the “Issuer”).

This Amendment relates to the Common Stock of the Issuer owned by the Crescent Fund, the CRS Fund, the Opportunities II Fund and the Select Fund (collectively, the “Cyrus Funds”). The Investment Manager serves as the investment adviser to the Cyrus Funds and may direct the disposition of the 3,818,186 shares of Common Stock held by the Cyrus Funds. As the general partner of the investment adviser to the Cyrus Funds, the GP of the Investment Manager may direct the disposition of the 3,818,186 shares of Common Stock held by the Cyrus Funds. As the principal of the Investment Manager, Mr. Freidheim may direct the disposition of the 3,818,186 shares of Common Stock held by the Cyrus Funds. The General Partner is the general partner of the Crescent Fund and the CRS Fund and, to the extent the General Partner can decide to terminate each of the investment management agreements that exists between the Investment Manager and each of the Crescent Fund and CRS Fund, may direct the disposition of the 1,363,093 shares of Common Stock held by the Crescent Fund and the CRS Fund. This Amendment modifies the original Schedule 13G filed with the Securities and Exchange Commission on February 12, 2015 by the Reporting Persons, as amended on February 12, 2016 (the “Original 13G”).

This Amendment amends and restates the Original 13G as set forth below.

CM Finance Inc

601 Lexington Avenue, 26th Floor

New York, New York 10022

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For all filers:

65 East 55 ^th Street, 35 ^th Floor

New York, New York 10022

Common Stock, $0.001 par value (“Common Stock”).

12574Q103

Inapplicable.

The CRS Fund is the beneficial owner of 645,274 shares of Common Stock that it holds directly.

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The Opportunities II Fund is the beneficial owner of 2,077,092 shares of Common Stock that it holds directly.

The Select Fund is the beneficial owner of 378,001 shares of Common Stock that it holds directly.

The Investment Manager is the beneficial owner of 3,818,186 shares of Common Stock held by the Cyrus Funds.

The GP of the Investment Manager is the beneficial owner of 3,818,186 shares of Common Stock held by the Cyrus Funds.

Mr. Freidheim is the beneficial owner of 3,818,186 shares of Common Stock held by the Cyrus Funds.

The General Partner may be deemed to beneficially own 1,363,093 shares of Common Stock held by the Crescent Fund and the CRS Fund as a result of being the general partner of the Crescent Fund and the CRS Fund.

The CRS Fund is the beneficial owner of 4.7% of the outstanding shares of Common Stock.

The Opportunities II Fund is the beneficial owner of 15.2% of the outstanding shares of Common Stock.

The Select Fund is the beneficial owner of 2.8% of the outstanding shares of Common Stock.

The Investment Manager is the beneficial owner of 27.9% of the outstanding shares of Common Stock.

The GP of the Investment Manager is the beneficial owner of 27.9% of the outstanding shares of Common Stock.

Mr. Freidheim is the beneficial owner of 27.9% of the outstanding shares of Common Stock.

The General Partner may be deemed to beneficially own 9.96% of the outstanding shares of Common Stock.

These percentages are determined by dividing the number of shares of Common Stock beneficially owned by each of the Reporting Persons on December 31, 2017 by 13,689,221, the number of shares of Common Stock issued and outstanding as of December 31, 2017, as reported in the Issuer’s most recent 10-Q filed on February 7, 2018.

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The CRS Fund may direct the disposition of the 645,274 shares of Common Stock that it holds directly.

The Opportunities II Fund may direct the disposition of the 2,077,092 shares of Common Stock that it holds directly.

The Select Fund may direct the disposition of the 378,001 shares of Common Stock that it holds directly.

The Investment Manager, as the investment adviser to the Cyrus Funds, and the GP of the Investment Manager, as the general partner of the Investment Manager, may direct the disposition of the 3,818,186 shares of Common Stock held by the Cyrus Funds. As the principal of the Investment Manager, Mr. Freidheim may direct the disposition of the 3,818,186 shares of Common Stock held by the Cyrus Funds. As the general partner of the Crescent Fund and the CRS Fund, to the extent the General Partner can decide to terminate each of the investment management agreements that exists between the Investment Manager and each of the Crescent Fund and CRS Fund, the General Partner may direct the disposition of the 1,363,093 shares of Common Stock held by the Crescent Fund and the CRS Fund.

The power to vote the shares of Common Stock held by the Cyrus Funds has been delegated as disclosed in the Post-Effective Amendment No. 3 to Form N-2 of the Issuer filed on October 14, 2016.

Inapplicable.

Inapplicable.

Inapplicable.

The Reporting Persons may be deemed to be a group.

Inapplicable.

Inapplicable.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: February 12, 2018

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