Number of Name of Individual or Identity of Group
|
| |
Number of
Shares of Common Stock Beneficially Owned(1) |
| |
Percent of
Common Stock Beneficially Owned(1) |
| |
Number of
Shares of Preferred Stock Beneficially Owned(1) |
| |
Percent of
Preferred Stock Beneficially Owned(1) |
| ||||||||||||
Directors and Executive Officers: | | | | | | | | | | | | | | | | | | | | | | | | | |
Interested Directors | | | | | | | | | | | | | | | | | | | | | | | | | |
David N. Miller
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Jeffrey S. Levin
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Independent Directors | | | | | | | | | | | | | | | | | | | | | | | | | |
Joan Binstock
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Bruce D. Frank
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Kevin Shannon
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Adam Metz
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Executive Officers Who Are Not Directors | | | | | | | | | | | | | | | | | | | | | | | | | |
Orit Mizrachi
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Michael Occi
|
| | | | | | | | | | | | | | | | | | | | | | | | |
David Pessah
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
Gauranga Pal
|
| | | | — | | | | | | — | | | | | | — | | | | | | — | | |
All Directors and Executive Officers as a Group (ten persons) Beneficial Ownership of 5% or More:
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Lockheed Martin Corporation Master Retirement Trust(2)
|
| | | | 6,092,331 | | | | | | 22.3% | | | | | | — | | | | | | — | | |
| | | |
Age
|
| |
Position(s)
held with the Company |
| |
Expiration
of Term |
| |
Director
Since |
| |
Principal Occupation(s)
During Past 5 Years |
| |
Number of
Portfolios in Fund Complex Overseen by Director(1) |
| |
Other Directorships of
Public or Registered Investment Companies Held by Director or Nominee for Director During Past Five Years |
|
| Nominees for Class II Directors | | | | | | | | | | | | | | | | | | | | | | |
| Interested Director | | | | | | | | | | | | | | | | | | | | | | |
| Jeffrey S. Levin(2)(4) | | |
43
|
| | Chief Executive Officer and President, Director | | |
2024
|
| |
2020
|
| | Chief Executive Officer and President of the Company since October 2019; Chief Executive Officer and President of the other MS BDCs since their formation; Managing Director, Co-Head of Morgan Stanley’s North America Private Credit Team; Head of Direct Lending | | |
6
|
| |
None
|
|
| Independent Director | | | | | | | | | | | | | | | | | | | | | | |
| Joan Binstock | | |
70
|
| | Director | | |
2024
|
| |
2020
|
| | Senior Advisor at Lovell Minnick Partners, LLC since July 2018 | | |
6
|
| |
Confluence Technologies, Inc. since April 2023; The 2023 ETF Series Trusts since 2023; Brown Brothers Harriman US Mutual Funds since September 2019; KKR Real Estate Select Trust, Inc. since August 2020
|
|
| Incumbent Class I Directors | | | | | | | | | | | | | | | | | | | | | | |
| Interested Director | | | | | | | | | | | | | | | | | | | | | | |
| David Miller(3)(4) | | |
48
|
| | Chair of the Board of Directors | | |
2026
|
| |
2020
|
| | Global Head of Private Credit & Equity at Morgan Stanley and a member of the Morgan Stanley Investment Management (“MSIM” or “IM”) operating committee since 2016 | | |
6
|
| |
None
|
|
| Independent Director | | | | | | | | | | | | | | | | | | | | | | |
| Kevin Shannon | | |
69
|
| | Director | | |
2026
|
| |
2020
|
| | Chief Financial Officer of the Harvard Management Company, Inc. from September 2009 to April 2020 | | |
6
|
| |
None
|
|
| | | |
Age
|
| |
Position(s)
held with the Company |
| |
Expiration
of Term |
| |
Director
Since |
| |
Principal Occupation(s)
During Past 5 Years |
| |
Number of
Portfolios in Fund Complex Overseen by Director(1) |
| |
Other Directorships of
Public or Registered Investment Companies Held by Director or Nominee for Director During Past Five Years |
|
|
Incumbent Class III
Directors |
| | | | | | | | | | | | | | | | | | | | | |
| Independent Directors | | | | | | | | | | | | | | | | | | | | | | |
| Bruce D. Frank | | |
70
|
| | Director | | |
2025
|
| |
2020
|
| | Retired | | |
6
|
| |
Landsea Homes Corp. since 2015
|
|
| Adam Metz | | |
62
|
| | Director | | |
2025
|
| |
2020
|
| | Retired | | |
6
|
| |
Seritage Growth Properties (NYSE: SRG) since March 2022; Hammerson PLC from July 2019 – present
|
|
| | |
Dollar Range of
Equity Securities Beneficially Owned in the Company(1)(2) |
| |
Aggregate Dollar
Range of Equity Securities Beneficially Owned in the Fund Complex(1)(2) |
| ||||||
Interested Directors | | | | | | | | | | | | | |
David N. Miller
|
| | | | None | | | | | Over $ | 100,000 | | |
Jeffrey S. Levin
|
| | | | None | | | | | Over$ | 100,000 | | |
Independent Directors | | | | | | | | | | | | | |
Joan Binstock
|
| | | | None | | | | | Over$ | 100,000 | | |
Bruce D. Frank
|
| | | | None | | | | | Over$ | 100,000 | | |
Kevin Shannon
|
| | | | None | | | | | Over$ | 100,000 | | |
Adam Metz
|
| | | | None | | | | | Over$ | 100,000 | | |
| | | |
Age
|
| |
Position
|
| |
Number of
Portfolios in Fund Complex Overseen by Officer(1) |
| |
Officer Since
|
|
| Orit Mizrachi | | |
52
|
| | Chief Operating Officer | | |
6
|
| |
2020
|
|
| Michael Occi | | |
40
|
| | Chief Administrative Officer | | |
6
|
| |
2023
|
|
| David Pessah | | |
38
|
| | Chief Financial Officer | | |
6
|
| |
2023
|
|
| Gauranga Pal | | |
46
|
| | Chief Compliance Officer | | |
6
|
| |
2023
|
|
| | |
Total
Compensation from the Company |
| |
Total
Compensation from the Fund Complex(1) |
| ||||||
Joan Binstock
|
| | | $ | 50,000 | | | | | $ | 276,164 | | |
Bruce D. Frank
|
| | | $ | 55,000 | | | | | $ | 302,733 | | |
Kevin Shannon
|
| | | $ | 50,0000 | | | | | $ | 276,167 | | |
Adam Metz
|
| | | $ | 50,000 | | | | | $ | 276,164 | | |
Fiscal Year/Period
|
| |
Audit Fees
|
| |
Audit-Related
Fees(1) |
| |
Tax Fees(2)
|
| |
All Other
Fees(3) |
| ||||||||||||
2023
|
| | | $ | 200,000 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | |
2022
|
| | | $ | 185,000 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | |