Note 8. Borrowings

In accordance with the 1940 Act, with certain limitations, the Fund is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. On March 18, 2026, the Fund’s initial Unit Holder and the Board, including a “required majority” (as defined in Section 57(o) of the 1940 Act), approved the application to the Fund of the reduced asset coverage requirements in Section 61(a)(2) of the 1940 Act. As of September 30, 2026 and December 31, 2025, the Fund’s asset coverage was 189% and 188%, respectively.

The Fund’s average outstanding debt and weighted average interest rate paid for the three and nine months ended September 30, 2026 were $872.2 million and 5.83%, respectively, and $878.2 million and 5.82%, respectively. The Fund’s average outstanding debt and weighted average interest rate paid for the three and nine months ended September 30, 2025 were $835.3 million and 6.46%, respectively, and $863.4 million and 6.49%, respectively. The Fund’s weighted average interest rate paid as of September 30, 2026 and December 31, 2025 was 5.89% and 6.09%, respectively.

Fidelity Direct Lending Fund I JSPV LLC Facility

On August 25, 2022, Fidelity Direct Lending Fund I JSPV LLC (the “SPV”) entered into a senior secured revolving credit facility (the “Fidelity Direct Lending Fund I JSPV LLC Facility”) with JPMorgan Chase Bank, NA (“JPM”), governed by the Loan and Security Agreement (the “JSPV Agreement”), as amended from time to time. JPM serves as administrative agent, Citibank, N.A. served as collateral agent and securities intermediary, and Virtus Group, LP serves as collateral administrator under the Fidelity Direct Lending Fund I JSPV LLC Facility.

The initial commitment amount under the Fidelity Direct Lending Fund I JSPV LLC Facility was $500 million. On January 24, 2023, June 6, 2023, and November 26, 2024 this was increased to $750 million, $950 million, and $1 billion, respectively. On August 6, 2025, the SPV entered into the fourth amendment to the JSPV Agreement, which provides for an increase in the maximum facility amount permitted under an accordion provision to $1.5 billion. Proceeds from borrowings under the credit facility may be used to fund portfolio investments by the SPV and to make advances under delayed draw term loans where the SPV is a lender. Further, as a result of the fourth amendment State Street Bank and Trust Company began serving as collateral agent.

On September 12, 2024, the Fidelity Direct Lending Fund I JSPV LLC Facility entered into the third amendment to the JSPV Agreement. The amendment extends the last day of the revolving period to August 25, 2027, and the stated maturity date to February 25, 2029. Under the Fidelity Direct Lending Fund I JSPV LLC Facility, the Fund is permitted to borrow in USD or certain other currencies. Advances under the Fidelity Direct Lending Fund I JSPV LLC Facility currently bear interest at a per annum rate equal to the benchmark in effect for the currency of the applicable advance (which is Term SOFR in the case of USD advances), plus an applicable margin of 2.20% per annum except for borrowings denominated in British pounds, for which the applicable margin is 2.3193% per annum. Prior to September 12, 2024, the applicable margins were 2.97% per annum for certain advances in British pounds and 2.85% per annum for other advances. The SPV currently pays a commitment fee of 0.525% per annum of the unused facility amount, based on the average daily unused amount of the financing commitments, subject to minimum utilization amounts.

On July 9, 2026 the SPV entered into the consent and fifth amendment to the JSPV Agreement (the “Fifth Amendment”). In connection with the Merger, the Fifth Amendment provided for, among other things, (i) the consent by the administrative agent and the lenders to the entry by the Acquired Fund into the merger and the consummation of the merger by the Acquired Fund into the Fund, with the Fund continuing as the surviving company, (ii) certain amendments to the JSPV Agreement to reflect the assumption by the Fund of all obligations of the Acquired Fund as a result of the Merger, (iii) the conversion of the tranche B financing commitments from term loan commitments to revolving loan commitments in an aggregate principal amount of $200 million, available in USD and which may be borrowed, repaid and re-borrowed by the SPV at any time during the reinvestment period, and (iv) the reduction of the aggregate principal amount of the tranche A financing commitments from $800 million to $500 million. As a result of the Fifth Amendment, total commitments were reduced from $1 billion to $700 million.

Effective upon the completion of the Merger on July 31, 2026, as a result of the Merger, the Fund assumed all of the Acquired Fund’s obligations under the JSPV Agreement, as amended by the Fifth Amendment.

In connection with the Fidelity Direct Lending Fund I JSPV LLC Facility, the SPV has made certain customary representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar facilities. The Fidelity Direct Lending Fund I JSPV LLC Facility contains customary events of default for similar financing transactions. Upon the occurrence and during the continuation of an event of default, the lender under the Fidelity Direct Lending Fund I JSPV LLC Facility may declare the outstanding advances and all other obligations under the Fidelity Direct Lending Fund I JSPV LLC Facility immediately due and payable.

The Fidelity Direct Lending Fund I JSPV LLC Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the SPV, subject to certain exceptions. Proceeds of the Fidelity Direct Lending Fund I JSPV LLC Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding of portfolio investments, and such other uses as permitted under the JSPV Agreement.

Truist Senior Secured Revolving Credit Facility

On June 16, 2025, the Acquired Fund entered into a senior secured revolving credit facility (the “Truist Senior Secured Revolving Credit Facility”) pursuant to a Senior Secured Revolving Credit Agreement (the “Truist Agreement”). Truist Bank is administrative agent, ING Capital LLC is the valuation agent and Truist Securities, Inc., ING Capital LLC and Sumitomo Mitsui Banking Corporation are joint book runners and joint lead arrangers.

The initial principal amount of the Truist Senior Secured Revolving Credit Facility was $300 million. On August 22, 2025, the Acquired Fund entered into a commitment increase agreement, which provided for an increase in the principal commitment amount to $400 million. On November 26, 2025, the Acquired Fund entered into a second commitment increase agreement under Truist Senior Secured Revolving Credit Facility, with Canadian Imperial Bank of Commerce as an assuming lender, for an increase in the principal commitment amount from $400 million to $430 million, subject to availability under the borrowing base, which is based on the Fund’s portfolio investments and other outstanding indebtedness, with an accordion provision to permit increases to the total facility amount up to $750 million, subject to the satisfaction of certain conditions. In addition, the Truist Senior Secured Revolving Credit Facility includes a $60 million limit for swingline loans.

On March 24, 2026, the Acquired Fund entered into a limited consent and first amendment to the Truist Senior Secured Revolving Credit Facility (the “First Amendment”). In connection with the Merger, the First Amendment provides for, among other things, (i) the consent by the lenders to the entry by the Acquired Fund into the Merger Agreement and consummation by the Acquired Fund of the Merger and (ii) certain amendments to the Truist Agreement to reflect the assumption by the Fund of all obligations of the borrower thereunder upon the consummation of the Merger.

Effective upon the completion of the Merger on July 31, 2026, as a result of the Merger, the Fund assumed all of the Acquired Fund’s obligations under the Truist Senior Secured Revolving Credit Facility, as amended by the First Amendment.

The Fund may borrow amounts in USD or certain agreed foreign currencies under the Truist Senior Secured Revolving Credit Facility. Borrowings made under the Truist Senior Secured Revolving Credit Facility will have a per annum rate equal to 0.75% or 0.875% plus an “alternate base rate” (as described in the Truist Agreement) in the case of any ABR Loan. In the case of any other loan, borrowings will have a per annum rate equal to 1.75% or 1.875% plus the Adjusted Term SOFR Rate or, for foreign denominated loans, the relevant rate for such currency, in each case, depending on the Fund’s rate option election and borrowing base. The Fund will also pay a fee of 0.375% on average daily undrawn amounts under the Truist Senior Secured Revolving Credit Facility.

The availability period under the Truist Senior Secured Revolving Credit Facility will terminate on June 15, 2029 (the “Commitment Termination Date”) and the Truist Senior Secured Revolving Credit Facility will mature on June 14, 2030 (the “Maturity Date”). During the period from the Commitment Termination Date to the Maturity Date, the Fund will be obligated to make mandatory prepayments under the Truist Senior Secured Revolving Credit Facility out of the proceeds of certain asset sales, other recovery events and equity and debt issuances.

On August 25, 2026, the Fund, as borrower, entered into the second amendment to the Truist Senior Secured Revolving Credit Facility (the “Second Amendment”). The Second Amendment provides for, among other things, (i) the increase of the aggregate commitments of the lenders from $430 million to $600 million, (ii) the extension of the Maturity Date from June 14, 2030 to August 25, 2031, (iii) the extension of the Commitment Termination Date from June 15, 2029 to August 23, 2030, (iv) the increase of the accordion provision to permit increases to a total facility amount up to $900 million and (v) the elimination of the credit spread adjustments applicable to any loans denominated in USD or any agreed foreign currency.

The Truist Senior Secured Revolving Credit Facility is guaranteed by certain subsidiaries of the Fund and will be guaranteed by certain domestic subsidiaries of the Fund that are formed or acquired by the Fund in the future (collectively, the “Guarantors”). Proceeds of the Truist Senior Secured Revolving Credit Facility may be used for general corporate purposes, including, without limitation, repaying outstanding indebtedness, making distributions, contributions and investments, and acquisition and funding of portfolio investments, and such other uses as permitted under the Truist Agreement.

The Truist Senior Secured Revolving Credit Facility is secured by a perfected first-priority interest in substantially all of the portfolio investments held by the Fund and each Guarantor, subject to certain exceptions.

The Truist Agreement includes customary affirmative and negative covenants, including financial covenants requiring the Fund to maintain a minimum shareholders’ equity and asset coverage ratio, and certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. Upon the occurrence and during the continuation of an event of default, the lender under the Truist Senior Secured Revolving Credit Facility may declare the outstanding advances and all other obligations under the Truist Senior Secured Revolving Credit Facility immediately due and payable.