Form 4: Cliffwater Fund Insider's Family Boosts Stake

Stephen Lane Nesbitt, a Director and President/Interested Trustee of Cliffwater Corporate Lending Fund, reported significant indirect purchases of Class I Shares in November and December 2025.

Summary

• Stephen Lane Nesbitt, a Director and President/Interested Trustee of Cliffwater Corporate Lending Fund (CCLFX), reported two indirect acquisitions of Class I Shares.
• On November 25, 2025, 777,669.767 Class I Shares were acquired at a price of $10.63 per share.
• On December 11, 2025, an additional 656,044.986 Class I Shares were acquired at a price of $10.67 per share.
• Following these transactions, the total indirect beneficial ownership stands at 11,152,140.679 Class I Shares.
• These shares are held by various family trusts, including the Nesbitt Family Trust of 1995, BN 2021 Trust, JN 2021 Trust, JN and BN 2023 Trust, and The Terry/Anne Trust.
• Mr. Nesbitt explicitly disclaims beneficial ownership of these shares for purposes of Section 16 of the Securities Exchange Act of 1934 or any other purpose.

Sentiment

Score: 7

Explanation: The filing reports significant indirect share purchases by a key insider's family trusts, which typically signals confidence. However, the explicit disclaimer of beneficial ownership by the reporting person slightly moderates the direct positive sentiment.

Positives

• Significant indirect share purchases by family trusts associated with a key insider (Director, President/Interested Trustee) totaling over 1.4 million Class I Shares.
• The purchases occurred at consistent prices of $10.63 and $10.67 per share, indicating a stable valuation during the acquisition period.
• The total indirect beneficial ownership increased to 11,152,140.679 Class I Shares, demonstrating substantial family holdings in the fund.

Future Outlook

NA

Industry Context

This filing reports specific insider transactions and does not provide broader industry context or trends.

Related Party Transactions

• The reported transactions involve the acquisition of Class I Shares by family trusts of Stephen Lane Nesbitt, a Director and President/Interested Trustee of the issuer. Mr. Nesbitt disclaims beneficial ownership of these shares.

Stakeholder Impact

• Shareholders may view the significant indirect purchases by a key insider's family as a positive signal of confidence in the fund's future performance, potentially influencing investor sentiment.

Key Dates

Recommendation

The filing indicates substantial indirect purchases of Class I Shares by family trusts associated with a key insider. While insider buying can be a positive signal, the reporting person explicitly disclaims beneficial ownership, suggesting these are not direct personal investment decisions. This makes it a 'hold' rather than a 'buy' as the direct conviction of the insider is not fully clear, despite the family's increased stake.

Keywords

Cliffwater Corporate Lending Fund, CCLFX, Stephen Lane Nesbitt, Insider Transaction, Form 4, Share Purchase, Director, Trustee, Investment Fund