UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of ~~the~~The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~June~~May 15, ~~2023~~2024

WTI Fund X, Inc.

(Exact name of registrant as specified in its charter)

MARYLAND	814-01414	85-3539868
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

104 La Mesa Drive, Suite 102, Portola Valley, CA 94028

(Address of principal executive offices, zip code)

Registrant’s telephone number, including area code: (650) 234-4300

(Former name or former address, if changed since last report): N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

☐Item 5.07 Submission of Matters to a Vote of Security Holders.

~~Item~~The 2annual shareholder meeting (the “Meeting”) of WTI Fund X, Inc.03 (the “Fund”) was held on May 15, 2024, to consider and vote on the election of four members of the Board of Directors of the Fund (Spiro C. ~~Creation~~ Lazarakis, William R. Miller, Georganne Perkins and David R. Wanek) and the ratification of athe ~~Direct~~appointment ~~Financial~~of ~~Obligation~~Deloitte or& anTouche ~~Obligation~~LLP ~~under~~as anthe ~~Off-Balance~~Fund’s ~~Sheet~~independent registered public accounting firm for the ~~Arrangement~~ fiscal ofyear aending ~~Registrant~~on December 31, 2024.

AsOn ~~previously~~April ~~disclosed~~3, on2024, ~~October~~the 18record date for the Meeting, ~~2021~~there were 100,000 ~~WTI~~shares ~~Fund~~of XCommon Stock, ~~Inc~~$.001 ~~(the~~par value (“~~Fund~~Shares”) ~~entered~~of ~~into~~the aFund ~~Loan~~outstanding and ~~Security~~entitled ~~Agreement~~to vote. 100% of the Shares are owned by ~~and~~the ~~among~~Fund’s sole shareholder, WTI Fund X, LLC (the “LLC”), athe ~~Delaware~~members ~~limited liability~~of ~~company~~which (~~the~~ “~~LLC~~Members”), ~~WTI~~have ~~Fund~~pass-through Xvoting ~~GP,~~rights such that the LLC, aas ~~Delaware~~the ~~limited~~sole ~~liability~~shareholder ~~company~~of (the ~~“GP”~~Fund, ~~and~~may ~~together~~take ~~with~~no action as shareholder of the ~~LLC,~~Fund without first securing the ~~“Guarantors”),~~approval of the ~~several~~Members. The ~~financial~~election ~~institutions~~of ~~from~~each ~~time~~of tothe ~~time~~nominated ~~party~~directors ~~thereto~~required (the ~~“Lenders”),~~prior ~~and~~approval ~~ING~~of ~~Capital~~the ~~LLC, as~~holders aof ~~Lender,~~at least a ~~joint~~plurality ~~lead~~of ~~arranger~~the ~~and~~outstanding ~~administrative~~shares ~~agent~~of ~~for~~membership ~~the~~interest ~~Lenders~~of ~~(in~~the ~~such~~LLC ~~capacity,~~ (the “~~Administrative Agent~~LLC Shares”) and asratification ~~Swingline~~of ~~Lender~~the ~~that~~appointment ~~established~~of aDeloitte ~~secured~~& ~~revolving~~Touche ~~loan~~LLP ~~facility~~as inthe anFund’s ~~initial~~independent ~~amount~~registered ofpublic upaccounting tofirm ~~$125,000,000~~for ~~with~~ the ~~option~~fiscal toyear ~~request~~ending ~~that~~on ~~borrowing~~December ~~availability~~31, be2024 ~~increased~~required upthe toprior ~~$375,000,000,~~approval ~~subject~~of toat ~~further~~least ~~negotiation~~a ~~and~~majority ~~credit~~of ~~approval~~the outstanding LLC Shares.

OnThe ~~December~~voting ~~17,~~results ~~2021,~~are ~~the Fund entered into an agreement with ING Capital LLC, in its capacities~~ as assignor, joint lead arranger and Administrative Agent, Zions Bancorporation N.A. dba California Bank & Trust, in its capacity as joint lead arranger, and certain assignees and acceding lenders, that increased the size of the facility to up to $250,000,000 (the “First Amendment”).follows:

On June 15, 2023, the Fund, along with the Guarantors, entered into an Amendment No. 3 to Loan and Security Agreement (the “Amendment No. 3”) with lenders named therein that provides for, among other modifications (i) replacement of the interest rate benchmark from LIBOR to Secured Overnight Financing Rate (“SOFR”), and (ii) conversion of an existing LIBOR Market Index Rate Loan with an aggregate balance of $210,000,000 as of June 22, 2023 to an Adjusted Term SOFR Loan. The amendments set forth in Amendment No. 3 will be effective as of June 26, 2023, so long as certain objections are not received by the Administrative Agent by June 23, 2023.

	FOR			AGAINST			ABSTAIN
Proposal 1
Shares regarding the election of each of the four aforementioned members of the Board of Directors of the Fund.		210,185.65			—			15,250.00
Percentage out of 305,000.00 total outstanding LLC Shares.		68.91	%		—	%		5.00	%

Proposal 2
Shares regarding the ratification of the selection of Deloitte & Touche LLP to serve as the Fund's independent registered public accounting firm for the fiscal year ending December 31, 2024.		225,435.65			—			—
Percentage out of 305,000.00 total outstanding LLC Shares.		73.91	%		—	%		—	%

~~Approximately $42~~Consequently,~~000~~ ofthe ~~fees~~LLC ~~and~~cast ~~expenses~~100% ~~were~~of ~~incurred~~the Shares in ~~connection~~favor ~~with~~of ~~Amendment~~approval ~~No.~~of ~~3, which~~both ~~will~~of ~~be amortized on a straight line basis over~~ the ~~expected~~proposals ~~life~~presented ofat the ~~facility~~Meeting.

The facility terminates on October 18, 2026, but can be accelerated under an event of default such as failure by the Fund to make timely interest or principal payments.

The foregoing description of the revolving loan facility does not purport to be complete and is qualified in its entirety by reference to the full text of the loan and security agreement.

Item 9.01

Financial Statements and Exhibits.

Exhibit No.	Description

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WTI FUND X, INC.

(Registrant)

By:	/s/ Jared S. Thear
Jared S. Thear
Chief Financial Officer
Date: June 22, 2023

By: /s/ Jared S. Thear

Jared S. Thear

Chief Financial Officer

Date: May 21, 2024

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