UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Securities Registered pursuant to section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| N/A | N/A | N/A |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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| Item 3.02 | Unregistered Sales of Unregistered Securities. |
As of February 1, 2026, Partners Group Lending Fund, LLC (the “Fund”) sold approximately 6,849 Class M units (the “Units”) for an aggregate price of $52.5 thousand4. The number of Units to be issued was finalized on February 25, 2026. The offer and sale of the Units was made pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), Regulation D promulgated thereunder and other available exemptions from the registration requirements of the Securities Act to investors who are “accredited investors” within the meaning of Regulation D under the Securities Act.
| Item 8.01 | Other Events. |
Net Asset Value
The net asset value ("NAV") per Unit as of January 31, 20264, as determined in accordance with the valuation policies and procedures approved by the Fund’s board of managers, was as follows:
| NAV as of | ||||
| Unit Class | January 31, 2026 | |||
| Class I Units | $ | 7.6654 | ||
| Class M Units | $ | 7.6654 | ||
As of January 31, 2026, the Fund’s aggregate NAV was approximately $278.6 million including approximately $226.0 million debt outstanding.
Unit Split
On February 26, 2026, the Fund’s Board of Directors approved a 5:1 forward split of all of its issued and outstanding common units. Unitholders of record as of February 26, 2026, received four additional units of each class of common unit for each unit held. The forward split was effective on February 27, 2026. As of February 27, 2026, the Fund had approximately 181,682,064 issued and outstanding Class I Units and approximately 48,421 issued and outstanding Class M Units.
Portfolio and Business Commentary
Portfolio Statistics
As of January 31, 2026, the Fund had investments in 55 portfolio companies1. The geographic allocation of the Fund’s portfolio companies, represented as a percentage of fair value, were as follows: 97% in North America, 0% in Europe, and 3% in Asia and Rest of World1.
Portfolio Summary as of January 31, 2026
| Total Portfolio Size | $474.1 million |
| Borrowers1 | 55 |
| Weighted Average Credit Spread2 | 5.1% |
| Median LTM EBITDA (at entry)3 | $94.4 million |
| Weighted Average First Lien Net Leverage Ratio (at entry)3 | 5.8x |
| Weighted Average Total Net Leverage Ratio (at entry)3 | 6.0x |
| Weighted Average loan to value ("LTV") (at entry)3 | 40.5% |
| 1 | Calculation excludes CLO tranches |
| 2 | Calculation includes all instruments with floating rate spreads |
| 3 | Calculation excludes CLO tranches, opportunistic credit, and recurring revenue loans |
| 4 | Per unit data does not reflect the unit split that was effective on February 27, 2026 |
Asset Allocations
As of January 31, 2026, based on fair value, the Fund’s portfolio investments consisted of the following:
| Portfolio Investments | |
| First lien / Unitranche Loans | 94.6% |
| Opportunistic Credit | 1.5% |
| Broadly Syndicated Loans | 0.0% |
| CLO tranches | 3.9% |
| Total | 100.0% |
As of January 31, 2026, the ten largest industries in which the Fund was invested, represented as a percentage of fair value1, were as follows:
| Industry2 | ||
| Software | 25.5% | |
| Health Care Providers & Services | 11.3% | |
| IT Services | 9.3% | |
| Professional Services | 9.2% | |
| Capital Markets | 6.5% | |
| Trading Companies & Distributors | 5.7% | |
| Diversified Consumer Services | 5.2% | |
| Electronic Equipment, Instruments & Components | 4.3% | |
| Commercial Services & Supplies | 3.4% | |
| Electrical Equipment | 3.1% | |
As of January 31, 2026, the ten largest portfolio company investments in which the Fund was committed, based on par value or, in the case of equity investments, cost, were as follows:
| Issuer | Par or Cost ($ in millions) | % of Total |
| Diligent Corporation | 22.3 | 3.9% |
| PT Intermediate Holdings III, LLC | 22.1 | 3.9% |
| PMA Parent Holdings, LLC | 20.7 | 3.6% |
| DigiCert, Inc. | 19.6 | 3.4% |
| Ascend Partner Services LLC | 18.5 | 3.2% |
| Optimizely North America Inc. | 18.2 | 3.2% |
| Ruby Buyer, LLC | 16.0 | 2.8% |
| MRI Software LLC | 15.1 | 2.6% |
| CSAFE Acquisition Company, Inc. | 14.9 | 2.6% |
| GovCIO Buyer Company | 14.5 | 2.5% |
As of January 31, 2026, based on fair value, investments by vintage year were as follows1:
| Investments Split by Year | ||
| 2023 | 14.7% | |
| 2024 | 44.6% | |
| 2025 | 39.5% | |
| 2026 | 1.2% | |
| 1 | Calculation excludes CLO tranches |
| 2 | Reflects minor adjustments to the categorization of certain investments between industries |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Partners Group Lending Fund, LLC | ||||
| By: | /s/ Brian Igoe | |||
| Dated: | March 3, 2026 | Brian Igoe | ||
| Chief Financial Officer | ||||