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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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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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
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act.
| Item 3.02 | Unregistered Sales of Equity Securities. |
As of July 1, 2026, Partners Group Lending Fund, LLC (the “Fund”) sold its Class M and Class I units (the “Units”) as listed in the table below. The number of Units to be issued was finalized on July 24, 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.
| Unit Class | Number of Units1 | Total Consideration | |
| Class I Units | - | $ | - |
| Class M Units | 131,244 | $ | 196,013 |
| 1 | Figures rounded to the nearest whole Unit |
| Item 8.01 | Other Events. |
Net Asset Value
The NAV per Unit as of June 30, 2026, as determined in accordance with the valuation policies and procedures approved by the Fund’s board of directors, was as follows:
| NAV as of | |||
| Unit Class | June 30, 2026 | ||
| Class I Units | $ | 1.4935 | |
| Class M Units | $ | 1.4935 | |
As of June 30, 2026, the Fund’s aggregate NAV was approximately $315.6 million including approximately $214.0 million of debt outstanding.
Portfolio and Business Commentary
Portfolio Statistics
As of June 30, 2026, the Fund had investments in 62 portfolio companies1. The geographic allocations 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 June 30, 2026
| Total Portfolio Size | $520.6 million |
| Borrowers1 | 62 |
| Weighted Average Credit Spread2 | 5.2% |
| Median LTM EBITDA (at entry)3 | $101.7 million |
| Weighted Average First Lien Net Leverage Ratio (at entry)3 | 5.9x |
| Weighted Average Total Net Leverage Ratio (at entry)3 | 6.2x |
| Weighted Average loan to value ("LTV") (at entry) 3 | 40.3% |
Asset Allocations
As of June 30, 2026, based on fair value, the Fund’s portfolio investments consisted of the following:
| Portfolio Investments | |
| First Lien / Unitranche Loans | 93.5% |
| Opportunistic Credit | 1.6% |
| CLO debt tranches | 4.9% |
| Total | 100.0% |
As of June 30, 2026, the ten largest industries in which the Fund was invested, represented as a percentage of fair value1, were as follows:
| Industry | ||
| Software | 25.5% | |
| Professional Services | 11.1% | |
| Health Care Providers & Services | 11.0% | |
| IT Services | 8.6% | |
| Trading Companies & Distributors | 6.9% | |
| Diversified Consumer Services | 5.4% | |
| Capital Markets | 4.8% | |
| Electrical Equipment | 4.2% | |
| Commercial Services & Supplies | 3.7% | |
| Machinery | 2.8% | |
As of June 30, 2026, the ten largest portfolio company investments in which the Fund was committed, based on par value or, in the case of equity investments, cost, were as follows:
| Issuer | Par or Cost ($ in millions) | % of Total | |
| PT Intermediate Holdings III, LLC | 21.0 | 3.4% | |
| Dwyer Instruments, LLC | 20.8 | 3.3% | |
| PMA Parent Holdings, LLC | 20.7 | 3.3% | |
| Cobalt Service Partners, LLC | 20.2 | 3.2% | |
| Diligent Corporation | 19.7 | 3.1% | |
| DigiCert, Inc. | 19.5 | 3.1% | |
| Ascend Partner Services LLC | 18.5 | 3.0% | |
| Optimizely North America Inc. | 18.2 | 2.9% | |
| Ruby Buyer, LLC | 15.9 | 2.5% | |
| MRI Software LLC | 15.0 | 2.4% |
As of June 30, 2026, based on fair value, investments by vintage year were as follows1:
| Investments Split by Year | ||
| 2023 | 13.4% | |
| 2024 | 40.7% | |
| 2025 | 30.4% | |
| 2026 | 15.4% | |
| 1 | Calculation excludes CLO debt tranches |
| 2 | Calculation includes all instruments with floating rate spreads |
| 3 | Calculation excludes CLO debt tranches, opportunistic credit, and recurring revenue loans |
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/ Robert Collins | |||
| Dated: | July 30, 2026 |
Robert Collins President (Principal Executive Officer) |
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