SEC Form SCHEDULE 13D filed by Oaktree Specialty Lending Corporation

333 South Grand Avenue, 28th Floor, Los Angeles, California 90071

Not applicable.

None of the Reporting Persons have been convicted in a criminal proceeding during the preceding five years.

On September 25, 2024, the SEC accepted an offer by Oaktree Capital Management, L.P. ("OCM"), an affiliate of OCH, to resolve an investigation involving Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 ("Act") and Rules 13d-2 and 16a-3 thereunder, which require certain investors, like OCM, that beneficially own the registered equity securities of a public company to file reports with the SEC of their beneficial ownership in the equity of the company, including changes in their beneficial ownership, within specified timeframes. OCM cooperated immediately and fully with the SEC's investigation, and, without admitting or denying the SEC's findings, in a settled proceeding agreed to cease and desist from committing or causing any violations and any future violations of Sections 13(d) and 16(a) of the Exchange Act and Rules 13d-2 and 16a-3 thereunder and to pay a $375,000 penalty.

See responses to Item 4 on each cover page.

On February 3, 2025, the reported securities were acquired for an aggregate purchase price of $100,000,000 by Capital I pursuant to a purchase agreement, dated as of January 31, 2025, by and between the Issuer and Capital I. The source of funds for such acquisition was working capital.

The Reporting Persons continuously evaluate the businesses and prospects of the Issuer and its subsidiaries, alternative investment opportunities and all other factors deemed relevant in determining whether securities of the Issuer or its subsidiaries will be acquired by the Reporting Persons or by other accounts or funds associated with the Reporting Persons or whether the Reporting Persons or any such other accounts or funds will dispose of any Common Stock acquired by any of them. At any time, securities of the Issuer or its subsidiaries may be acquired, or, subject to the limitations set forth in the purchase agreement described in Item 6 hereof, some or all of the securities beneficially owned by the Reporting Persons may be sold, in either case in the open market, in privately negotiated transactions or otherwise. Except as otherwise disclosed in this Schedule 13D, the Reporting Persons currently have no plans or proposals which would relate to or would result in any of the matters described in Items 4(a)-(j) of Schedule 13D.

The information contained in rows 11 and 13 on each of the cover pages of this Statement is incorporated herein by reference. The reported securities are held as follows: 180,953 shares of Common Stock are held directly by Fund I and 7,343,652 shares of Common Stock are held directly by Capital I. OCGH indirectly manages OCH, which in turn, indirectly manages each of Fund I and Capital I. As a result, each of the foregoing may be deemed to beneficially own the reported securities.

The information contained in rows 7 through 11 on each of the cover pages of this Statement is incorporated herein by reference. In this regard, because of the relationships between and among the Reporting Persons as described in Section (a) of this Item 5, the Reporting Persons may be deemed to share voting and dispositive power over the reported securities.

Except as set forth in this Statement, the Reporting Persons have not effected any transactions in the Common Stock during the prior 60 days.

Not applicable.

Not applicable.

Oaktree Capital I, L.P. has agreed with the Issuer not to transfer the 5,672,149 shares acquired on February 3, 2025 until February 4, 2026.

Exhibit 24 Joint Filing Agreement, by and among the Reporting Persons, dated as of February 10, 2025. Exhibit 99.1 Purchase Agreement.