Goldman Sachs Private Middle Market Credit II Files Regulation FD Disclosure on ARR and PIK

What Happened

• On March 3, 2026, Goldman Sachs Private Middle Market Credit II LLC filed an 8-K (Item 7.01, Regulation FD Disclosure) providing additional details about its investment portfolio as of December 31, 2025. The filing states that loans underwritten based on a portfolio company’s annualized recurring revenue (ARR) rather than EBITDA represented 15.7% of the Company’s total portfolio at fair value.
• The filing also disclosed the Company’s exposure to payment-in-kind (PIK) interest terms, where accrued interest is added to the loan principal instead of being paid in cash. In the fourth quarter of 2025, 11.6% of the Company’s total investment income came from investments with PIK terms; 7.8% of total investment income was from PIK that resulted from loan modifications or amendments after the original agreement.

Key Details

• Filing: Form 8-K (Item 7.01, Regulation FD Disclosure), filed March 3, 2026.
• ARR-underwritten loans: 15.7% of total portfolio at fair value (as of Dec 31, 2025).
• PIK-related income (Q4 2025): 11.6% of total investment income; 7.8% from PIK introduced via loan modifications/amendments.
• PIK definition in filing: accrued interest added to principal rather than paid in cash.

Why It Matters

• For investors, ARR-based underwriting and PIK exposure are portfolio composition facts that affect how the fund earns and receives cash: ARR underwriting reflects reliance on recurring revenue metrics rather than EBITDA, and PIK reduces near-term cash interest receipts by capitalizing interest into loan principal.
• The disclosed percentages quantify the extent of alternative underwriting and non-cash interest in recent results (Q4 2025), which can influence income timing, portfolio credit characteristics, and repayment dynamics. This is informational (Regulation FD) rather than an operational or financial-results update, but it provides clarity on sources of investment income and credit terms in the portfolio.