North Haven Private Income Fund LLC 8-K

What Happened
North Haven Private Income Fund LLC filed an 8‑K on May 27, 2026 disclosing two material items. First, as of May 1, 2026 (final unit count determined May 26, 2026) the Fund sold approximately 231,644 Class S units for an aggregate offering price of about $4.19 million (purchase price $18.10/unit) under subscription agreements relying on the Section 4(a)(2)/Regulation D exemption (unitholders represented they were accredited investors). Second, on May 26, 2026 the Fund declared a distribution of $0.1227 per unit payable on or about June 3, 2026 to holders of record as of May 31, 2026.

Key Details

• Unregistered unit sale: ~231,644 Class S units; aggregate proceeds ≈ $4.19 million; $18.10 per unit; sale pursuant to subscription agreements; exemption claimed under Section 4(a)(2) and Reg D.
• Distribution: $0.1227 per unit declared May 26, 2026; record date May 31, 2026; payable on or around June 3, 2026.
• Portfolio snapshot (as of April 30, 2026): investments in 306 portfolio companies across 45 industries; aggregate par/cost ≈ $7,183.1 million.
• Portfolio mix: ~96.8% first‑lien debt, ~0.4% second‑lien debt, ~2.8% other securities; ~99.9% of debt investments (by par) are at floating rates.
• Capital and NAV: estimated aggregate NAV ≈ $3,250.2 million (unaudited, prior to quarter‑end close); outstanding debt (principal) ≈ $3,230.9 million as of April 30, 2026.
• Recent activity: new investment commitments in April 2026 ≈ $144.9 million (≈93.1% private senior secured loans, ≈6.9% joint ventures).
• Top exposures (by par/cost) include Integrity Marketing Acquisition, North Haven Keystone, World Insurance Associates, Redwood Services Group, VRC Companies and others (top ten range ~ $80–$113M each).

Why It Matters
The filing combines a small, private equity issuance and a routine cash distribution with a detailed portfolio and NAV update. The unregistered sale raised modest capital (~$4.19M) under accredited‑investor exemptions; the declared distribution provides near‑term cash to unitholders. The portfolio and NAV figures give investors current visibility into the Fund’s size, leverage (debt outstanding), asset mix (heavy first‑lien and floating‑rate exposure) and recent deployment activity—important facts for assessing income profile, interest rate sensitivity, and liquidity positioning.