Fortress Private Lending Fund 8-K

What Happened
Fortress Private Lending Fund filed an 8‑K on March 31, 2026 reporting that during March 2026 it sold 1,672,638 Class I common shares for aggregate consideration of $40.058 million in transactions exempt from registration. The company reported a net asset value (NAV) per Class I share of $23.95 as of February 28, 2026 and declared a March 2026 distribution of $0.1708 per Class I share, payable on or about April 29, 2026 to shareholders of record as of March 31, 2026. The filing also discloses portfolio and offering updates and notes the presented data are management’s preliminary determinations and may change in the Form 10‑Q.

Key Details

• Unregistered share sale: 1,672,638 Class I shares issued (finalized March 27, 2026) for $40,058,000; sold to accredited investors under Section 4(a)(2)/Reg D/Reg S exemptions.
• NAV and capital figures (as of Feb 28, 2026): Class I NAV $23.95; aggregate NAV ≈ $976.3 million; portfolio fair value ≈ $1.6 billion; debt outstanding ≈ $628.8 million.
• March distribution: $0.1708 per Class I share; record date March 31, 2026; payable on or about April 29, 2026; payable in cash or via the company’s distribution reinvestment plan.
• Portfolio profile (preliminary): ~84 portfolio companies across 20 industries; ~98.1% first‑lien, floating‑rate debt; median EBITDA of directly originated borrowers $80.8M; weighted average net loan‑to‑value 44.8%; interest coverage 2.9x; weighted average yield on directly originated debt 10.0% (overall portfolio yield 9.8%).
• Ongoing offering: company continues a continuous exempt offering; total issued to date 42,205,252 shares for aggregate consideration of about $1.1 billion (excluding reinvested distributions).

Why It Matters
These items update investors on Fortress’s recent capital raising, reported NAV, portfolio composition and monthly cash distribution policy. The $40.1M unregistered sale is part of the firm’s ongoing exempt offering and contributes to total capital raised. The NAV and portfolio metrics provide a snapshot of asset value, leverage and yield as of Feb 28, 2026, while the declared distribution signals the company’s current income payout for holders of Class I shares. Note the filing states these figures are preliminary and may change when the company files its March quarter Form 10‑Q.