SCHEDULE: Franklin Resources Boosts Stake in BSP Private Credit Fund to 61.2%

Franklin Resources, Inc. and its affiliates reported a combined beneficial ownership of 61.2% in Franklin BSP Private Credit Fund's Advisor Class Shares, totaling 7,739,178 shares.

Summary

• Franklin Resources, Inc. (FRI) and its affiliates, including BSP Fund HoldCo (Debt Strategy) L.P. (HoldCo) and Franklin Advisers, Inc. (FAV), collectively beneficially own 7,739,178 Advisor Class Shares of Franklin BSP Private Credit Fund.
• This represents 61.2% of the 12,648,519 Advisor Class Shares outstanding as of September 2, 2025.
• HoldCo, a wholly-owned subsidiary of FRI, holds 4,955,483 shares (39.2%) acquired for an aggregate purchase price of $49,900,000.
• Franklin Global Allocation Fund, advised by FAV (another FRI subsidiary), holds 2,783,694 shares (22.0%) acquired for an aggregate purchase price of $28,951,188.
• The acquisitions were made for investment purposes and to support the Issuer's investment strategy.
• No Reporting Persons have effected any transactions in the shares during the past sixty days.

Sentiment

Score: 7

Explanation: The filing indicates a significant and sustained investment by a major financial institution and its affiliates, suggesting confidence in the Issuer. The purpose is stated as investment and support for the Issuer's strategy, which is generally positive. No negative events or risks are disclosed by the reporting persons.

Positives

• Significant ownership stake by Franklin Resources and its affiliates demonstrates strong commitment and belief in the Issuer's investment strategy.
• The continued investment by a major financial institution like Franklin Resources could provide stability and strategic alignment for Franklin BSP Private Credit Fund.

Risks

• No specific risks related to the Issuer's operations or financial health are detailed in this Schedule 13D filing. The filing focuses on the reporting persons' ownership.

Future Outlook

The Reporting Persons currently have no plans or proposals that would result in major corporate actions, such as mergers, liquidations, sales of assets, or changes to the Issuer's board or capitalization, beyond their stated investment purposes.

Management Comments

• HoldCo acquired the Shares for investment and to support the Issuer in its investment strategy.
• Franklin Global Allocation Fund acquired the Shares for investment purposes.
• FRI, the Principal Shareholders, and FAV disclaim any pecuniary interest in any of the Shares reported herein.
• FRI, HoldCo, FAV, and the Principal Shareholders believe that they are not a 'group' within the meaning of Rule 13d-5 under the Act.

Industry Context

This filing reflects a common strategy among large asset managers like Franklin Resources to consolidate or increase stakes in funds they advise or have strategic alignment with, particularly in specialized areas like private credit. Such moves can signal confidence in the fund's strategy and market segment, potentially attracting further institutional interest.

Legal Proceedings

• None of the Reporting Persons, nor to their knowledge, any persons listed on Exhibit D, have been convicted in a criminal proceeding or were party to a civil proceeding resulting in a judgment related to securities laws in the last five years.

Related Party Transactions

• BSP Fund HoldCo (Debt Strategy) L.P. entered into subscription agreements with Franklin BSP Private Credit Fund on August 18, 2021, October 3, 2022, and April 28, 2023.
• Benefit Street Partners L.L.C. (BSP), a direct wholly-owned subsidiary of Franklin Resources, Inc., serves as the investment adviser to Franklin BSP Private Credit Fund.

Stakeholder Impact

• Shareholders: Increased institutional ownership by Franklin Resources and its affiliates may signal confidence and potentially enhance the fund's stability and market perception.
• Management: The stated purpose of supporting the Issuer's investment strategy suggests alignment with current management.

Next Steps

• No specific future actions or milestones are mentioned by the Reporting Persons beyond their ongoing investment.

Key Dates

Recommendation

The filing indicates a substantial and long-term investment by Franklin Resources and its affiliates in Franklin BSP Private Credit Fund, reflecting confidence in the fund's strategy. However, as a Schedule 13D, it primarily discloses ownership and does not provide new financial performance data or strategic shifts that would warrant a 'buy' or 'sell' recommendation. The existing large stake suggests a 'hold' position for investors who align with the fund's long-term strategy and the stability offered by significant institutional backing.

Keywords

Franklin Resources, Franklin BSP Private Credit Fund, Schedule 13D, Beneficial Ownership, Investment Management, Private Credit, Advisor Class Shares, Institutional Investment