0001782524 2026-06-29 2026-06-29 iso4217:USD false 0001782524 NY 8-K 2026-06-29 Morgan Stanley Direct Lending Fund DE 814-01332 84-2009506 1585 Broadway New York 10036 212 761-4000 false false false false Common Stock, par value $0.001 per share MSDL NYSE false <div style="margin-top:6pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">On June 29, 2026, Morgan Stanley Direct Lending Fund (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) by and among the Company, MS Capital Partners Adviser Inc. (the “Adviser”), and Truist Securities, Inc., BNP Paribas Securities Corp., MUFG Securities Americas Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc., as representatives of the several underwriters, in connection with the issuance and sale of $350,000,000 aggregate principal amount of the Company’s 6.100% Notes due 2031 (the “Offering”). </div><div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">The Underwriting Agreement includes customary representations, warranties, and covenants by the Company and the Adviser. It also provides for customary indemnification by each of the Company, the Adviser, and the underwriters against certain liabilities and customary contribution provisions in respect of those liabilities. </div> <div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">The Offering was made pursuant to the Company’s effective shelf registration statement on Form <div style="white-space: nowrap; letter-spacing: 0px; top: 0px;display:inline;">N-2</div> (Registration <div style="white-space: nowrap; letter-spacing: 0px; top: 0px;display:inline;">No. 333-283477)</div> previously filed with the Securities and Exchange Commission, as supplemented by a preliminary prospectus supplement, a term sheet and a final prospectus supplement, each dated June 29, 2026. </div><div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement filed with this report as Exhibit 1.1 and which is incorporated herein by reference. </div> 350000000 <div style="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">The Underwriting Agreement includes customary representations, warranties, and covenants by the Company and the Adviser. It also provides for customary indemnification by each of the Company, the Adviser, and the underwriters against certain liabilities and customary contribution provisions in respect of those liabilities. </div>