07/11/2025 | Press release | Distributed by Public on 07/11/2025 19:33
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Koester Michael E C/O 5C LENDING PARTNERS CORP. 330 MADISON AVENUE, 20TH FLOOR NEW YORK, NY 10017 |
X | Co-President |
/s/ Pamela Chen, as Attorney-in-Fact | 07/11/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The reported securities are directly held by 5C Founders LP ("5C"). The Reporting Person shares investment control of 5C and, as such, may be deemed to beneficially own the securities held by 5C for the Reporting Person's benefit, but disclaims ownership except to the extent of his pecuniary interest therein. |
(2) | On June 16, 2025, the Company issued a capital call notice to its investors. Pursuant to such capital call notice, the Reporting Person was obligated to make a capital contribution of $1,561,448.40, with the remaining uncalled portion of the Reporting Person's capital commitment to the Company to be drawn down over time at the discretion of the Company in exchange for additional shares of Common Stock at its then-current net asset value. |
(3) | The reported securities include 1,000 shares previously reported directly held by 5C Investment Partners LP ("5CLP"), which is an affiliate of the investment adviser to the Issuer (the "Advisor"). The Reporting Person shares investment control of 5CLP and the Advisor and, as such, may be deemed to beneficially own the securities directly held by 5CLP, but disclaims such ownership except to the extent of his pecuniary interest therein. |