SCHEDULE: Cliffwater Boosts Stake in Golub Capital Direct Lending

Cliffwater Corporate Lending Fund, along with Cliffwater LLC and Stephen Nesbitt, reported a 9.2% beneficial ownership stake in Golub Capital Direct Lending Corp.

Summary

• Cliffwater Corporate Lending Fund, Cliffwater LLC, and Stephen Nesbitt (collectively, the "Reporting Persons") have filed an Amendment No. 3 to Schedule 13G.
• The Reporting Persons beneficially own 3,336,385.60 shares of Common Stock, par value $0.001 per share, of Golub Capital Direct Lending Corp.
• This ownership represents 9.2% of the issuer's outstanding common stock, based on 36,412,542.3 shares outstanding as of September 30, 2025.
• The shares are held with shared voting power and shared dispositive power among the Reporting Persons.
• Cliffwater Corporate Lending Fund is the direct holder of the securities, Cliffwater LLC is the investment adviser, and Stephen Nesbitt is the Chief Executive Officer of Cliffwater LLC.
• The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of the issuer.

Sentiment

Score: 5

Explanation: The filing is a factual disclosure of beneficial ownership and does not contain performance data or qualitative statements that would indicate a positive or negative sentiment regarding the issuer's operations or financial health. It is neutral in sentiment.

Positives

• A significant 9.2% beneficial ownership stake by an institutional investment adviser (Cliffwater LLC) and its related fund (Cliffwater Corporate Lending Fund) may signal confidence in Golub Capital Direct Lending Corp's prospects.
• The acquisition of shares in the ordinary course of business, as certified, indicates a standard investment strategy rather than an activist intent.

Future Outlook

This filing is a disclosure of beneficial ownership and does not contain forward-looking statements or guidance regarding the issuer's future performance or outlook.

Management Comments

• Stephen Nesbitt, Chief Executive Officer of Cliffwater LLC, certified that the securities were acquired and are held in the ordinary course of business and not for the purpose or with the effect of changing or influencing the control of the issuer.

Industry Context

This filing reflects a common practice in the investment industry where institutional investors, such as investment advisers and their funds, disclose significant ownership stakes in publicly traded companies. The direct lending sector, in which Golub Capital operates, often attracts institutional capital seeking exposure to private credit markets.

Stakeholder Impact

• Shareholders: Increased institutional ownership by a reputable investment adviser could be viewed positively, potentially signaling confidence in the company's value and future prospects.
• Management: The filing confirms that the stake is not for control-changing purposes, which may provide stability regarding the current management structure.

Key Dates

Keywords

Golub Capital Direct Lending Corp, Cliffwater Corporate Lending Fund, Cliffwater LLC, Stephen Nesbitt, Schedule 13G, beneficial ownership, investment adviser, common stock, institutional investor