SCHEDULE: Franklin Resources Boosts Stake in Private Credit Fund to 60.2%

Franklin Resources, Inc. and its subsidiaries now beneficially own 60.2% of Franklin BSP Private Credit Fund's Advisor Class Shares, totaling 7,421,515 shares.

Summary

• Franklin Resources, Inc. (FRI) and its subsidiaries, BSP Fund HoldCo (Debt Strategy) L.P. (HoldCo) and Franklin Advisers, Inc. (FAV), collectively beneficially own 7,421,515 Advisor Class Shares of Franklin BSP Private Credit Fund.
• This represents 60.2% of the total 12,334,604 Advisor Class Shares outstanding as of November 25, 2025.
• HoldCo, a wholly-owned subsidiary of FRI, acquired 4,955,483 shares for an aggregate purchase price of $49,900,000, funded by its working capital.
• Franklin Global Allocation Fund, advised by FAV (another FRI subsidiary), acquired 2,466,031 shares for an aggregate purchase price of $25,647,405.
• The acquisitions were made for investment purposes and to support the Issuer's investment strategy.
• FRI, Charles B. Johnson, and Rupert H. Johnson, Jr. disclaim direct ownership and pecuniary interest in the reported shares.

Sentiment

Score: 7

Explanation: The filing indicates a strong, continued commitment by Franklin Resources and its subsidiaries to the Franklin BSP Private Credit Fund through a significant beneficial ownership stake. This suggests confidence in the fund's strategy and future prospects. The purpose of the investment is explicitly stated as for investment and to support the Issuer's strategy, which is a positive signal. No negative information or risks are disclosed.

Positives

• A significant ownership stake of 60.2% by a major financial institution like Franklin Resources indicates strong conviction in the Franklin BSP Private Credit Fund.
• The investment by HoldCo is explicitly stated to support the Issuer's investment strategy, suggesting alignment of interests and potential stability for the fund.

Negatives

• No explicit negatives are mentioned in this ownership disclosure filing.

Risks

• No specific risks related to the Issuer's operations or financial health are detailed in this Schedule 13D filing, as it primarily focuses on beneficial ownership.

Future Outlook

The reporting persons currently have no plans or proposals that would result in major corporate actions, changes to the Issuer's capital structure, or significant changes to its business operations, 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, HoldCo, FAV, and the Principal Shareholders believe that they are not a 'group' within the meaning of Rule 13d-5 under the Act and that they are not otherwise required to attribute to each other the beneficial ownership of the Shares held by any of them."

Industry Context

This filing highlights a significant internal investment by a major asset manager, Franklin Resources, into one of its own private credit funds. In the broader financial industry, large asset managers often seed or significantly invest in their proprietary funds to demonstrate commitment, provide initial capital, and align interests with external investors. The private credit sector continues to attract capital, and such substantial internal stakes can be seen as a vote of confidence in the fund's strategy and the underlying market.

Comparison to Industry Standards

• The 60.2% beneficial ownership by Franklin Resources and its affiliates in Franklin BSP Private Credit Fund is a substantial stake, indicating a strong commitment. While direct comparisons to specific competitor funds are not provided in the filing, such a high level of internal ownership is generally viewed positively as it aligns the interests of the fund manager with those of the fund's investors.
• Many asset managers, like BlackRock or Vanguard, also hold significant stakes in their own funds, particularly during initial phases or for strategic support, though the exact percentages vary widely based on fund type and strategy.

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., a direct wholly-owned subsidiary of Franklin Resources, Inc., serves as investment adviser to the Issuer.

Stakeholder Impact

• Shareholders (of Franklin BSP Private Credit Fund): The substantial ownership by Franklin Resources and its affiliates may instill confidence, suggesting strong alignment of interests and long-term commitment to the fund's success.
• Franklin Resources Shareholders: The investment represents a strategic allocation of capital into a proprietary fund, potentially enhancing the overall asset management business.
• Employees (of Franklin Resources/BSP): Continued investment in proprietary funds supports the business lines and strategies managed by employees.

Next Steps

• No specific future actions or milestones are mentioned beyond the ongoing investment strategy.

Key Dates

Recommendation

The filing primarily details a significant beneficial ownership stake by Franklin Resources and its subsidiaries in the Franklin BSP Private Credit Fund. This substantial internal investment (60.2%) signals strong conviction and alignment of interests, which is generally a positive indicator for the fund's stability and strategic direction. However, as a Schedule 13D, it does not provide performance metrics, financial results, or forward-looking guidance on the fund's operations that would warrant a 'buy' or 'sell' recommendation. The information supports a 'hold' stance for existing investors, reinforcing confidence in the fund's backing, while new investors would need to evaluate the fund's performance and strategy independently.

Keywords

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