Golub Capital Private Income Fund S: Sells Unregistered Shares, Declares July Distribution

What Happened

• Golub Capital Private Income Fund S filed an 8-K on July 24, 2026 disclosing three items: an unregistered sale of Common Shares, the previously declared July 2026 distribution, and a portfolio and NAV update.
• The Fund sold 69,843 unregistered Common Shares as of July 1, 2026 at the Fund’s June 30, 2026 NAV of $24.14 per share for total consideration of $1,686,000. The sale relied on exemptions from registration (Section 4(a)(2), Regulation D and/or Regulation S); no underwriting commissions were paid.
• The Fund confirmed its July 2026 distribution (declared May 1, 2026): gross $0.1667 per share, estimated servicing/fee $0.0174, net $0.1493 per share; record date July 31, 2026, payable on or around August 28, 2026 (cash or reinvestment).

Key Details

• Unregistered sale: 69,843 Common Shares at $24.14 NAV → $1,686,000; no underwriting discounts; intermediaries may charge up to 3.5% of NAV.
• July distribution: Gross $0.1667, Net $0.1493 per Common Share; record date 7/31/2026; payment ~8/28/2026; reinvestment option available.
• Portfolio & NAV (as of 6/30/2026): 158 portfolio companies, portfolio fair value ≈ $248M, aggregate NAV ≈ $118M, debt outstanding ≈ $143M.
• Portfolio mix and risk profile: ~98% first-lien senior secured, ~2% equity; nearly all debt investments are floating-rate; top industry exposures include Software (25%) and Insurance (10%). Leverage: debt-to-equity 1.23x (1.17x GAAP net).

Why It Matters

• The filing gives investors updated capital activity (a small, NAV-priced share issuance) and confirms the Fund’s monthly distribution and timing — both directly affect shareholder cash flow and share count.
• The portfolio breakdown shows the Fund is heavily invested in first‑lien, floating‑rate debt (concentrated in software and a few other industries), and the reported leverage ratios and NAV provide a snapshot of the Fund’s financial position as of June 30, 2026.
• Practical points for investors: the share sale was exempt from registration and carried no underwriting fee, but intermediaries may charge transaction fees (up to 3.5% of NAV); distributions can be taken in cash or reinvested.