Fortress Private Lending Fund: sells 592,007 Class I shares for $14,335,000

What happened

• The filing reported that during October 2026 the Company sold its Class I common shares for aggregate consideration of $14,335,000. The number of Shares to be issued was finalized on Oct 19, 2026 as 592,007. The purchase price per Share equaled the Company’s net asset value per Share as of Sep 30, 2026. The offer and sale were made pursuant to Section 4(a)(2) of the Securities Act, Regulation D and other available exemptions to investors who are accredited investors.
• The filing reported NAV per Share as of Sep 30, 2026 was $24.2145. As of Sep 30, 2026 the Company’s aggregate NAV was approximately $1,100,000,000, the fair value of its portfolio investments was approximately $2,000,000,000, and there was approximately $911,100,000 debt outstanding. The filing also reported a distribution declared on Oct 19, 2026 for the monthly earnings period of Oct 2026 of $0.1834 per Class I Share, record date Oct 31, 2026, payable on or about Nov 23, 2026, in cash or reinvested under the distribution reinvestment plan.

Key details

• Unregistered sale: 592,007 Class I Shares for $14,335,000; purchase price = NAV per Share as of Sep 30, 2026.
• NAV and balance sheet metrics as of Sep 30, 2026: NAV per Share $24.2145; aggregate NAV ~$1,100,000,000; portfolio fair value ~$2,000,000,000; debt outstanding ~$911,100,000.
• Portfolio composition and underwriting metrics as of Sep 30, 2026: 103 portfolio companies across 22 industries; approximately 98.3% first lien; approximately 99.9% floating rate; median EBITDA of directly originated debt investments $86,100,000; weighted average net loan-to-value 45.8%; interest coverage 2.8x; weighted average yield at fair value of directly originated debt investments 10.3% and of the overall portfolio 10.1%.
• Status of offering and share counts: the Company is offering Shares on a continuous basis under exemptions (Section 4(a)(2), Rule 506(b), Regulation S). As of the date of the report the Company had issued a total of 46,818,880 Shares for aggregate consideration of $1,200,000,000. Effective Oct 1, 2026 the Company had 47,534,664 Shares issued and outstanding.

Why it may matter

• The filing reports Item 3.02 (unregistered sales of equity securities) and Item 8.01 (other events) covering the October 2026 share sale, the Sep 30, 2026 NAV and portfolio metrics, the Oct 2026 distribution declaration, and the status of the ongoing offering.

A filing does not show why the insider traded or why the company acted.