UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)*

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

This amendment No. 7 (“Amendment No. 7”) to Schedule 13D relates to the Schedule 13D filed on June 24, 2022 , as amended by Amendment No. 1, dated September 14, 2022, Amendment No. 2, dated December 22, 2022, Amendment No. 3, dated January 27, 2023, Amendment No. 4, dated March 29, 2023, Amendment No. 5, dated June 29, 2023 and Amendment No.6 dated December 15, 2023 (the “Schedule 13D”) by Caisse de dépôt et placement du Québec (the “Reporting Person”) relating to the Common Stock, par value $0.001 per share (the “Common Stock”) issued by Lafayette Square USA, Inc. (formerly, Lafayette Square Empire BDC, Inc.), a Delaware corporation (the “Issuer”). The principal executive offices of the Issuer are located at 175 SW Seventh St., Unit 1911, Miami, Florida, 33130.

Capitalized terms used but not defined in this Amendment No. 7 shall have the meanings set forth in the Schedule 13D.

Except as specifically amended by this Amendment No. 7, the Schedule 13D is unchanged.

Item 2.

Identity and Background.

Item 2 of the Schedule 13D is hereby amended and supplemented by adding the following information:

“The citizenship of the natural persons who are officers, directors or controlling persons of the Reporting Person is set forth in Annex A hereto.”

Item 3.

Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following information:

“On April 30, 2024, the Reporting Person purchased 179,200 shares of Common Stock from the Issuer, at a purchase price of $15.00 per share, for an aggregate purchase price of $2,688,000, following the delivery by the Issuer to the Reporting Person of a drawdown notice pursuant to the Subscription Agreement. The source of funds used by the Reporting Person was funds on deposit at the Reporting Person.”

Item 5 of the Schedule 13D is hereby amended and restated to read in full as follows:

“The responses to this Item 5 and the information on the cover page are based on there being 22,317,434.70 shares of Common Stock outstanding as of April 30, 2024.

The information set forth in Items 2 and 3 of this Amendment No. 7 and the cover pages of this Amendment No. 7 is hereby incorporated by reference into this Item 5.

(a) and (b) As a result of the transactions described above, the Reporting Person is the direct beneficial owner of 5,544,422.07 shares of Common Stock, which represents approximately 24.8% of the Issuer’s outstanding Common Stock.

(c) The transactions by the Reporting Person in the shares of Common Stock during the past sixty days are set forth in Annex B. Except as otherwise disclosed therein, the Reporting Person has not effected any transaction in the shares of Common Stock in the last 60 days.

(d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or any proceeds from the sale of the shares of Common Stock beneficially owned by the Reporting Person.

(e) Not applicable.”

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.

Dated: May 2, 2024

Annex A

CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC

Directors and Officers

Annex B

CAISSE DE DÉPÔT ET PLACEMENT DU QUÉBEC

Schedule of Transactions

None, except as described in Item 3 of this Schedule 13D