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Oaktree Specialty Lending Corp

For the period ended Dec 31, 2025. Filed Feb 4, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Dec 31, 2025 · Filed Feb 4, 2026

OCSL$12.50-0.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-05.

0001414932-25-000016

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-12-31; filed 2026-02-04.

0001414932-26-000005

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 164 previous paragraphs and 160 current paragraphs.

107 unchanged; 44 reworded; 2 added; 9 removed; 4 previous and 7 current paragraphs rearranged.

Tables are not compared: 16 previous and 14 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

(2) Computed using the weighted average annual interest rate on performing senior secured loans at fair value.

Current report

(2) Computed using the weighted average annual interest rate on performing senior secured loans at fair value.
Removed paragraphs (9)

Previous report

Total investment income for the nine months ended June 30, 2025 and 2024 was $239.5 million and $287.0 million, respectively. For the nine months ended June 30, 2025, this amount consisted of $233.7 million of interest income from portfolio investments (which included $15.3 million of PIK interest), $3.7 million of fee income and $2.1 million of dividend income. For the nine months ended June 30, 2024, this amount consisted of $277.4 million of interest income from portfolio investments (which included $14.8 million of PIK interest), $5.3 million of fee income and $4.2 million of dividend income. The decrease of $47.5 million, or 16.5%, in our total investment income for the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024, was due primarily to a $43.8 million decrease in interest income, which resulted from decreases in reference rates, the impact of certain investments that were placed on non-accrual status and a smaller investment portfolio, a $2.1 million decrease in dividend income primarily driven by our investment in SLF JV I and $1.6 million of lower fee income driven by lower prepayment and amendment fees.

Previous report

Net expenses (i.e., expenses net of fee waivers) for the nine months ended June 30, 2025 and 2024 were $122.1 million and $156.8 million, respectively. Net expenses decreased for the nine months ended June 30, 2025, as compared to the nine months ended June 30, 2024, by $34.8 million, or 22.2%. The decrease in net expenses was primarily driven by a $20.7 million reduction in Part I incentive fees (net of waivers) due to the implementation of a total return hurdle, $8.4 million of lower management fees (net of waivers) and $6.8 million of lower interest expense due to decrease in reference rates and a lower average borrowings outstanding, partially offset by $0.9 million increase in general and administrative expenses and $0.3 million increase in administrator expense.

Previous report

(2) Represents the gross sales price, including supplemental payments by Oaktree, before deducting placement agent fees and estimated offering expenses.

Previous report

In connection with the at-the-market offering, an affiliate of Oaktree made supplemental payments to us in an amount equal to $0.3 million during the nine months ended June 30, 2025 to ensure that the sales price per share of common stock was not less than our current net asset value per share. These amounts are included in gross proceeds in the table above.

Previous report

In connection with the "at the market" offering, we issued and sold 4,724,506 shares of common stock during the nine months ended June 30, 2024 for net proceeds of $92.5 million (net of offering costs).

Previous report

(2) Represents the gross sales price before deducting placement agent fees and estimated offering expenses.

Previous report

In connection with the termination of the OSI2 Citibank Facility, we accelerated $3.1 million of deferred financing costs into interest expense during the three and nine months ended June 30, 2025.

Previous report

As of September 30, 2024, we had $280.0 million outstanding under the OSI2 Citibank Facility, which had a fair value of $280.0 million. Our borrowings under the OSI2 Citibank Facility bore interest at a weighted average interest rate of 6.741% and 8.029% for the nine months ended June 30, 2025 and 2024, respectively. For the three and nine months ended June 30, 2025, we recorded interest expense (inclusive of fees) of $4.5 million and $14.4 million, respectively, related to the OSI2 Citibank Facility. For the three and nine months ended June 30, 2024, we recorded interest expense (inclusive of fees) of $6.1 million and $18.1 million, respectively, related to the OSI2 Citibank Facility.
Reworded paragraphs (44)

Previous wording

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission, or SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Current wording

We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report, and we assume no obligation to update any such forward-looking statements. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, you are advised to consult any additional disclosures that we may make directly to you or through reports that we in the future may file with the Securities and Exchange Commission, or the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Previous wording

We are externally managed by Oaktree pursuant to an investment advisory agreement, as amended from time to time, the Investment Advisory Agreement. Oaktree Fund Administration, LLC, or Oaktree Administrator, an affiliate of Oaktree, provides certain administrative and other services necessary for us to operate pursuant to an administration agreement, as amended from time to time, or the Administration Agreement.

Current wording

We are externally managed by Oaktree pursuant to an investment advisory agreement, as amended from time to time, the Investment Advisory Agreement. Oaktree Fund Administration, LLC, or Oaktree Administrator, an affiliate of Oaktree, provides certain administrative and other services necessary for us to operate pursuant to the Administration Agreement.

Previous wording

Global financial markets have experienced an increase in volatility over the last few years amid higher inflation, elevated interest rates, tariffs and concern over a potential slowdown in economic activity. As inflation pressures have eased in recent months, the Federal Reserve has relaxed its monetary policies and cut the federal funds rate to support the broader economy. However, various macroeconomic headwinds remain, including ongoing conflict in the Middle East, signs of an economic slowdown outside the United States and threats of tariffs and a trade war. These uncertainties can ultimately impact the overall supply and demand of the market through changing spreads, deal terms and structures and equity purchase price multiples.

Current wording

Global financial markets have experienced an increase in volatility over the last few years amid higher inflation, elevated interest rates, tariffs and concern over a potential slowdown in economic activity. Various macroeconomic headwinds remain, including current geopolitical conflicts, signs of an economic slowdown outside the United States, persistent inflation, threats of additional tariffs and a trade war and ongoing technology disruption. These uncertainties can ultimately impact the overall supply and demand of the market through changing spreads, deal terms and structures and equity purchase price multiples.

Previous wording

Oaktree, as the valuation designee of our Board of Directors pursuant to Rule 2a-5 under the Investment Company Act, determines the fair value of our assets on at least a quarterly basis in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 820, Fair Value Measurements and Disclosures, or ASC 820. ASC 820 defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity.

Current wording

Oaktree, as the valuation designee of our Board of Directors pursuant to Rule 2a-5 under the Investment Company Act, determines the fair value of our assets, including unfunded commitments, on at least a quarterly basis in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 820, Fair Value Measurements and Disclosures, or ASC 820. ASC 820 defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. ASC 820 prioritizes the use of observable market prices over entity-specific inputs. Where observable prices or inputs are not available or reliable, valuation techniques are applied. These valuation techniques involve some level of estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity.

Previous wording

Oaktree seeks to obtain at least two quotations for the subject or similar securities, typically from pricing vendors. If Oaktree is unable to obtain two quotes from pricing vendors, or if the prices obtained from pricing vendors are not within our set threshold, Oaktree seeks to obtain a quote directly from a broker making a market for the asset. Oaktree evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated. Generally, Oaktree does not adjust any of the prices received from these sources. Oaktree also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, Oaktree performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process.

Current wording

Oaktree seeks to obtain at least two quotations for the subject or similar securities, typically from pricing vendors. If Oaktree is unable to obtain two quotes from pricing vendors, or if the prices obtained from pricing vendors are not within our set threshold, Oaktree seeks to obtain a quote directly from a broker making a market for the asset. Oaktree evaluates the quotations provided by pricing vendors and brokers based on available market information, including trading activity of the subject or similar securities, or by performing a comparable security analysis to ensure that fair values are reasonably estimated.

Previous wording

The fair value of our investments as of June 30, 2025 and September 30, 2024 was determined by Oaktree, as our valuation designee. We have and will continue to engage independent valuation firms to provide assistance each quarter regarding the determination of the fair value of a portion of our portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment. As of June 30, 2025, 97.5% of our portfolio at fair value was valued either based on market quotations, the transactions precedent approach or corroborated by independent valuation firms.

Current wording

The fair value of our investments as of December 31, 2025 and September 30, 2025 was determined by Oaktree, as the Board of Directors' valuation designee. We have and will continue to engage independent valuation firms to provide assistance each quarter regarding the determination of the fair value of a portion of our portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment. As of December 31, 2025, 99.8% of our portfolio at fair value was valued either based on market quotations, the transactions precedent approach or corroborated by independent valuation firms.

Previous wording

As of June 30, 2025, we held $2,809.4 million of investments at fair value, down from $3,021.3 million held at September 30, 2024, primarily driven by investment repayments and net realized and unrealized losses on the investment portfolio during the nine months ended June 30, 2025. As of June 30, 2025 and September 30, 2024, approximately 94.8% and 94.5%, respectively, of our total assets represented investments at fair value.

Current wording

As of December 31, 2025, we held $2,949.1 million of investments at fair value, up from $2,847.8 million held at September 30, 2025, primarily driven by purchases of investments during the three months ended December 31, 2025. As of

Previous wording

Interest income, adjusted for accretion of original issue discount, or OID, is recorded on an accrual basis to the extent that such amounts are expected to be collected. We stop accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations. As of June 30, 2025, there were ten investments on non-accrual status that in the aggregate represented 6.6% and 3.2% of total debt investments at cost and fair value, respectively. As of September 30, 2024, there were nine investments on non-accrual status that in aggregate represented 4.9% and 4.0% of total debt investments at cost and fair value, respectively.

Current wording

Interest income, adjusted for accretion of original issue discount, or OID, is recorded on an accrual basis to the extent that such amounts are expected to be collected. We stop accruing interest on investments when it is determined that interest is no longer collectible. Investments that are expected to pay regularly scheduled interest in cash are generally placed on non-accrual status when there is reasonable doubt that principal or interest cash payments will be collected. Cash interest payments received on investments may be recognized as income or a return of capital depending upon management’s judgment. A non-accrual investment is restored to accrual status if past due principal and interest are paid in cash, and the portfolio company, in management’s judgment, is likely to continue timely payment of its remaining obligations. As of December 31, 2025, there were eleven investments on non-accrual status that in the aggregate represented 6.5% and 3.1% of total debt investments at cost and fair value, respectively. As of September 30, 2025, there were ten investments on non-accrual status that in aggregate represented 6.5% and 3.0% of total debt investments at cost and fair value, respectively.

Previous wording

Our investments principally consist of loans, common and preferred equity and warrants in privately-held companies, Senior Loan Fund JV I, LLC, or SLF JV I, a joint venture through which we and Trinity Universal Insurance Company, a subsidiary of Kemper Corporation, or Kemper, co-invest in senior secured loans of middle-market companies and other corporate debt securities, and OCSI Glick JV LLC, or the Glick JV, a joint venture through which we and GF Equity Funding 2014 LLC, or GF Equity Funding, co-invest primarily in senior secured loans of middle-market companies. We refer to SLF JV I and the Glick JV collectively as the JVs. Our loans are typically secured by a first, second or subordinated lien on the assets of the portfolio company and generally have terms of up to ten years (but an expected average life of between three and four years).

Current wording

corporate debt securities, and OCSI Glick JV LLC, or the Glick JV, a joint venture through which we and GF Equity Funding 2014 LLC, or GF Equity Funding, co-invest primarily in senior secured loans of middle-market companies. We refer to SLF JV I and the Glick JV collectively as the JVs. Our loans are typically secured by a first, second or subordinated lien on the assets of the portfolio company and generally have terms of up to ten years (but an expected average life of between three and four years).

Previous wording

During the nine months ended June 30, 2025, we originated $752.3 million of investment commitments in 34 new and 22 existing portfolio companies and funded $750.4 million of investments.

Current wording

During the three months ended December 31, 2025, we originated $316.6 million of investment commitments in 28 new and 13 existing portfolio companies and funded $313.8 million of investments.

Previous wording

During the nine months ended June 30, 2025, we received $881.2 million of proceeds from prepayments, exits, other paydowns and sales and exited 29 portfolio companies.

Current wording

During the three months ended December 31, 2025, we received $178.5 million of proceeds from prepayments, exits, other paydowns and sales and exited 4 portfolio companies.

Previous wording

Both the cost and fair value of our SLF JV I Notes were $112.7 million as of each of June 30, 2025 and September 30, 2024. We earned interest income of $3.3 million and $9.9 million on the SLF JV I Notes for the three and nine months ended June 30, 2025, respectively. The Company earned interest income of $3.5 million and $10.7 million on the SLF JV I Notes for the three and nine months ended June 30, 2024, respectively. As of June 30, 2025, the SLF JV I Notes bore interest at a rate of one-month SOFR plus 7.00% per annum with a SOFR floor of 1.00% and will mature on December 29, 2028.

Current wording

Both the cost and fair value of our SLF JV I Notes were $112.7 million as of each of December 31, 2025 and September 30, 2025. We earned interest income of $3.2 million and $3.4 million on the SLF JV I Notes for the three months ended December 31, 2025 and 2024, respectively. As of December 31, 2025, the SLF JV I Notes bore interest at a rate of one-month secured overnight financing rate, or SOFR, plus 7.00% per annum with a SOFR floor of 1.00% and will mature on December 29, 2028.

Previous wording

The cost and fair value of the LLC equity interests in SLF JV I held by us was $54.8 million and $14.9 million, respectively, as of June 30, 2025, and $54.8 million and $22.5 million, respectively, as of September 30, 2024. We earned $0.5 million and $1.9 million in dividend income for the three and nine months ended June 30, 2025, respectively, with respect to our investment in the LLC equity interests of SLF JV I. We earned $1.4 million and $4.2 million in dividend income for the three and nine months ended June 30, 2024, respectively, with respect to its investment in the LLC equity interests of SLF JV I.

Current wording

The cost and fair value of the LLC equity interests in SLF JV I held by us was $54.8 million and $8.3 million, respectively, as of December 31, 2025, and $54.8 million and $11.9 million, respectively, as of September 30, 2025. We earned $0.5 million and $0.7 million in dividend income for the three months ended December 31, 2025 and 2024, respectively, with respect to our investment in the LLC equity interests of SLF JV I.

Previous wording

On March 19, 2021, we became party to the LLC agreement of the Glick JV. The Glick JV invests primarily in senior secured loans of middle-market companies. We co-invest in these securities with GF Equity Funding through the Glick JV. The Glick JV is managed by a four person Board of Directors, two of whom are selected by us and two of whom are selected by GF Equity Funding. All portfolio decisions and investment decisions in respect of the Glick JV must be approved by the Glick JV investment committee, consisting of one representative selected by us and one representative selected by GF Equity Funding (with approval from a representative of each required). Since we do not have a controlling financial interest in the Glick JV, we do not consolidate the Glick JV. The Glick JV is not an "eligible portfolio company" as defined in section 2(a)(46) of the Investment Company Act. The Glick JV is capitalized as transactions are completed. The members provide capital to the Glick

Current wording

On March 19, 2021, we became party to the LLC agreement of the Glick JV. The Glick JV invests primarily in senior secured loans of middle-market companies. We co-invest in these securities with GF Equity Funding through the Glick JV. The Glick JV is managed by a four person Board of Directors, two of whom are selected by us and two of whom are selected by GF Equity Funding. All portfolio decisions and investment decisions in respect of the Glick JV must be approved by the Glick JV investment committee, consisting of one representative selected by us and one representative selected by GF Equity Funding (with approval from a representative of each required). Since we do not have a controlling financial interest in the Glick JV, we do not consolidate the Glick JV. The Glick JV is not an "eligible portfolio company" as defined in section 2(a)(46) of the Investment Company Act. The Glick JV is capitalized as transactions are completed. The members provide capital to the Glick JV in exchange for LLC equity interests, and we and GF Debt Funding 2014 LLC, or GF Debt Funding, an entity advised by affiliates of GF Equity Funding, provide capital to the Glick JV in exchange for subordinated notes issued by the Glick JV, or the Glick JV Notes. The Glick JV Notes are junior in right of payment to the repayment of temporary contributions made by us to fund investments of the Glick JV that are repaid when GF Equity Funding and GF Debt Funding make their capital contributions and fund their Glick JV Notes, respectively.

Previous wording

The cost and fair value of our aggregate investment in the Glick JV was $52.7 million and $47.1 million, respectively, as of June 30, 2025. The cost and fair value of our aggregate investment in the Glick JV was $51.7 million and $48.9 million, respectively, as of September 30, 2024. For the three and nine months ended June 30, 2025, our investment in the Glick JV Notes earned interest income of $1.7 million and $5.1 million, respectively. For the three and nine months ended June 30, 2024, our investment in the Glick JV Notes earned interest income of $1.8 million and $5.4 million, respectively. We did not earn any dividend income for the three and nine months ended June 30, 2025 and 2024 with respect to our investment in the LLC equity interests of the Glick JV.

Current wording

The cost and fair value of our aggregate investment in the Glick JV was $53.5 million and $43.9 million, respectively, as of December 31, 2025. The cost and fair value of our aggregate investment in the Glick JV was $53.1 million and $46.1 million, respectively, as of September 30, 2025. For each of the three months ended December 31, 2025 and 2024, our investment in the Glick JV Notes earned interest income of $1.7 million. We did not earn any dividend income for the three months ended December 31, 2025 and 2024 with respect to our investment in the LLC equity interests of the Glick JV.

Previous wording

Comparison of Three and Nine Months ended June 30, 2025 and June 30, 2024

Current wording

Comparison of Three Months ended December 31, 2025 and December 31, 2024

Previous wording

Total investment income for the three months ended June 30, 2025 and 2024 was $75.3 million and $95.0 million, respectively. For the three months ended June 30, 2025, this amount consisted of $74.5 million of interest income from portfolio investments (which included $5.1 million of PIK interest), $0.3 million of fee income and $0.5 million of dividend income. For the three months ended June 30, 2024, this amount consisted of $92.1 million of interest income from portfolio investments (which included $6.1 million of PIK interest), $1.5 million of fee income and $1.4 million of dividend income. The decrease of $19.7 million, or 20.7%, in our total investment income for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, was due primarily to a $17.6 million decrease in interest income, which resulted from decreases in reference rates, the impact of certain investments that were placed on non-accrual status and a smaller investment portfolio, $1.2 million of lower fee income driven by lower prepayment and amendment fees and a $0.9 million decrease in dividend income primarily driven by our investment in SLF JV I.

Current wording

Total investment income for the three months ended December 31, 2025 and 2024 was $75.1 million and $86.6 million, respectively. For the three months ended December 31, 2025, this amount consisted of $70.8 million of interest income from portfolio investments (which included $3.8 million of PIK interest), $3.0 million of fee income and $1.4 million of dividend income (which included $0.8 million of PIK dividends). For the three months ended December 31, 2024, this amount consisted of $84.2 million of interest income from portfolio investments (which included $5.7 million of PIK interest), $1.7 million of fee income and $0.8 million of dividend income. The decrease of $11.6 million, or 13.3%, in our total investment income for the three months ended December 31, 2025, as compared to the three months ended December 31, 2024, was due primarily to a $13.4 million decrease in interest income that resulted from decreases in reference rates, partially offset by $1.3 million of higher fee income driven by higher prepayment and amendment fees and a $0.5 million increase in dividend income primarily driven by dividends earned on certain equity investments.

Previous wording

Net expenses (i.e., expenses net of fee waivers) for the three months ended June 30, 2025 and 2024 were $41.7 million and $50.4 million, respectively. Net expenses decreased for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, by $8.7 million, or 17.2%. The decrease in net expenses was primarily driven by a $4.7 million reduction in Part I incentive fees (net of waivers) due to the implementation of a total return hurdle, $3.1 million of lower management fees (net of waivers) and $1.5 million of lower interest expense due to decrease in reference rates and a lower average borrowings outstanding, partially offset by $0.3 million increase in professional fees.

Current wording

Net expenses (i.e., expenses net of fee waivers) for the three months ended December 31, 2025 and 2024 were $38.4 million and $42.1 million, respectively. Net expenses decreased for the three months ended December 31, 2025, as compared to the three months ended December 31, 2024, by $3.7 million, or 8.8%. The decrease in net expenses was primarily driven by $3.9 million of lower interest expense due to decrease in reference rates and a lower average borrowings outstanding.

Previous wording

Net investment income for the nine months ended June 30, 2025 decreased by $13.3 million compared to the nine months ended June 30, 2024, as a result of the $47.5 million decrease in total investment income and a $0.6 million increase in the provision for taxes on net investment income, partially offset by a $34.8 million decrease in net expenses.

Current wording

Net investment income for the three months ended December 31, 2025 decreased by $7.6 million compared to the three months ended December 31, 2024, as a result of the $11.6 million decrease in total investment income, partially offset by a $3.7 million decrease in net expenses and a $0.2 million decrease in the provision for taxes on net investment income.

Previous wording

During the three months ended June 30, 2025 and 2024, we recorded aggregate net realized losses of $13.4 million and $69.5 million, respectively, in connection with the exits and restructurings of various investments and foreign currency forward contracts. During the nine months ended June 30, 2025 and 2024, we recorded aggregate net realized losses of $24.0 million and $84.5 million, respectively, in connection with the exits and restructurings of various investments and foreign currency forward contracts. See “Note 8. Realized Gains or Losses and Net Unrealized Appreciation or Depreciation” in the notes to the accompanying Consolidated Financial Statements for more details regarding investment realization events for the three and nine months ended June 30, 2025 and 2024.

Current wording

During the three months ended December 31, 2025 and 2024, we recorded aggregate net realized gains (losses) of $1.3 million and $(17.3) million, respectively, in connection with the exits and restructurings of various investments and foreign currency forward contracts. See “Note 8. Realized Gains or Losses and Net Unrealized Appreciation or Depreciation” in the notes to the accompanying Consolidated Financial Statements for more details regarding investment realization events for the three months ended December 31, 2025 and 2024.

Previous wording

During the three months ended June 30, 2025 and 2024, we recorded net unrealized appreciation of $18.6 million and $26.2 million, respectively. For the three months ended June 30, 2025, this consisted of $14.2 million of net unrealized appreciation on equity investments, $1.9 million of net unrealized appreciation of foreign currency forward contracts, $1.5 million of net unrealized appreciation on debt investments and $0.9 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses). For the three months ended June 30, 2024, this consisted of $83.6 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses) and $1.1 million of net unrealized appreciation of foreign currency forward contracts, partially offset by $38.6 million of net unrealized depreciation on debt investments and $19.9 million of net unrealized depreciation on equity investments.

Current wording

During the three months ended December 31, 2025 and 2024, we recorded net unrealized depreciation of $32.4 million and $19.6 million, respectively. For the three months ended December 31, 2025, this consisted of $17.7 million of net unrealized depreciation on debt investments and $15.4 million of net unrealized depreciation on equity investments, partially offset by $0.6 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses) and $0.1 million of net unrealized appreciation of foreign currency cash and forward contracts. For the three months ended December 31, 2024, this consisted of $24.3 million of net unrealized depreciation on debt investments and $17.8 million of net unrealized depreciation on equity investments, partially offset by $10.5 million of net unrealized appreciation of foreign currency forward contracts and $12.0 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses).

Previous wording

Our primary uses of cash are for (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including our expenses, the management and incentive fees and any indemnification obligations), (3) debt service of borrowings and (4) cash distributions to stockholders. We may also from time to time repurchase or redeem some or all of our outstanding notes. At a special meeting of our stockholders held on June 28, 2019, our stockholders approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us effective as of June 29, 2019. As a result of the reduced asset coverage requirement, we can incur $2 of debt for each $1 of equity as compared to $1 of debt for each $1 of equity. As of June 30, 2025, we had $1,466.1 million in senior securities and our asset coverage ratio was 199.86%. As of June 30, 2025, our target debt to equity ratio was 0.90x to 1.25x (i.e., one dollar of equity for each $0.90 to $1.25 of debt outstanding) and our net debt to equity ratio was 0.93x.

Current wording

Our primary uses of cash are for (1) investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, (2) the cost of operations (including our expenses, the management and incentive fees and any indemnification obligations), (3) debt service of borrowings and (4) cash distributions to stockholders. We may also from time to time repurchase or redeem some or all of our outstanding notes. At a special meeting of our stockholders held on June 28, 2019, our stockholders approved the application of the reduced asset coverage requirements in Section 61(a)(2) of the Investment Company Act to us effective as of June 29, 2019. As a result of the reduced asset coverage requirement, we can incur $2 of debt for each $1 of equity as compared to $1 of debt for each $1 of equity. As of December 31, 2025, we had $1,615.0 million in senior securities and our asset coverage ratio was 188.62%. As of December 31, 2025, our target debt to equity ratio was 0.90x to 1.25x (i.e., one dollar of equity for each $0.90 to $1.25 of debt outstanding) and our net debt to equity ratio was 1.07x.

Previous wording

For the nine months ended June 30, 2025, we experienced a net increase in cash and cash equivalents (including restricted cash) of $1.3 million. During that period, net cash provided by operating activities was $227.0 million, primarily from $871.8 million of principal payments and sale proceeds received and the cash activities related to $116.8 million of net investment income, partially offset by funding $739.4 million of investments and $9.1 million of net decreases in payables from unsettled transactions. During the same period, net cash used in financing activities was $229.1 million, primarily consisting of $114.1 million of cash distributions paid to our stockholders, $200.0 million of net repayments under our credit facilities, partially offset by $103.0 million of proceeds from issuance of shares.

Current wording

For the three months ended December 31, 2025, we experienced a net increase in cash and cash equivalents of $1.2 million. During that period, net cash used by operating activities was $83.5 million, primarily from funding $306.7 million of investments, partially offset by $181.8 million of principal payments and sale proceeds received, the cash activities related to $36.7 million of net investment income and $3.3 million of net increases in payables from unsettled transactions. During the same period, net cash provided by financing activities was $84.8 million, primarily consisting of $120.0 million of net borrowings under our credit facilities, partially offset by $34.1 million of cash distributions paid to our stockholders.

Previous wording

For the nine months ended June 30, 2024, we experienced a net decrease in cash and cash equivalents (including restricted cash) of $38.2 million. During that period, net cash used in operating activities was $76.4 million, primarily from funding $1,025.7 million of investments, partially offset by $723.8 million of principal payments and sale proceeds received, the cash activities related to $130.1 million of net investment income, $77.3 million of net decreases in receivables and net increases in payables from unsettled transactions and a $24.0 million decrease in due from broker. During the same period, net cash provided by financing activities was $38.5 million, primarily consisting of $92.7 million of proceeds from the issuance of shares under the "at the market" offering and $80.0 million net borrowings under credit facilities, partially offset by $133.1 million of cash distributions paid to our stockholders.

Current wording

For the three months ended December 31, 2024, we experienced a net increase in cash and cash equivalents (including restricted cash) of $47.5 million. During that period, net cash provided by operating activities was $144.0 million, primarily from $352.5 million of principal payments and sale proceeds received and the cash activities related to $44.3 million of net investment income, partially offset by funding $201.8 million of investments, $53.8 million of net increases in receivables and net decreases in payables from unsettled transactions and a $4.8 million increase in due from broker. During the same period, net cash used in financing activities was $95.3 million, primarily consisting of $43.8 million of cash distributions paid to our stockholders and $50.0 million of net repayments under our credit facilities.

Previous wording

As of June 30, 2025, we had $79.8 million in cash and cash equivalents, portfolio investments (at fair value) of $2.8 billion, $23.3 million of interest, dividends and fees receivable, $0.3 million of due from portfolio companies, $650.0 million of undrawn capacity on our credit facilities (subject to borrowing base and other limitations), $11.0 million of net receivables from unsettled transactions, $510.0 million of borrowings outstanding under our credit facilities and $937.6 million of unsecured notes payable (net of unamortized financing costs, unaccreted discount and interest rate swap fair value adjustment).

Current wording

As of December 31, 2025, we had $80.8 million in cash and cash equivalents, portfolio investments (at fair value) of $2.9 billion, $23.9 million of interest, dividends and fees receivable, $0.3 million of due from portfolio companies, $495.0 million of undrawn capacity on our credit facilities (subject to borrowing base and other limitations), $13.3 million of net payables from unsettled transactions, $665.0 million of borrowings outstanding under our credit facilities and $945.0 million of unsecured notes payable (net of unamortized financing costs, unaccreted discount and interest rate swap fair value adjustment).

Previous wording

As of September 30, 2024, we had $78.5 million in cash and cash equivalents (including $14.6 million of restricted cash), portfolio investments (at fair value) of $3.0 billion, $38.8 million of interest, dividends and fees receivable, $12.5 million of due from portfolio companies, $907.5 million of undrawn capacity on our credit facilities (subject to borrowing base and other limitations), $1.9 million of net receivables from unsettled transactions, $710.0 million of borrowings outstanding under our credit facilities and $928.7 million of unsecured notes payable (net of unamortized financing costs, unaccreted discount and interest rate swap fair value adjustment).

Current wording

As of September 30, 2025, we had $79.6 million in cash and cash equivalents, portfolio investments (at fair value) of $2.8 billion, $31.9 million of interest, dividends and fees receivable, $3.2 million of due from portfolio companies, $615.0 million of undrawn capacity on our credit facilities (subject to borrowing base and other limitations), $10.1 million of net payables from unsettled transactions, $545.0 million of borrowings outstanding under our credit facilities and $941.9 million of unsecured notes payable (net of unamortized financing costs, unaccreted discount and interest rate swap fair value adjustment).

Previous wording

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of June 30, 2025, our only off-balance sheet arrangements consisted of $305.3 million of unfunded commitments, which was composed of $278.2 million to provide debt and equity financing to certain of our portfolio companies and $27.1 million to provide financing to the JVs. Of the $278.2 million, approximately $264.4 million can be drawn immediately with the remaining amount subject to certain milestones that must be met by portfolio companies or other restrictions. As of September 30, 2024, our only off-balance sheet arrangements consisted of $311.4 million of unfunded commitments, which was comprised of $284.3 million to provide debt and equity financing to certain of our portfolio companies and $27.1 million to provide financing to the JVs. Of the $284.3 million, approximately $247.6 million can be drawn immediately with the remaining amount subject to certain milestones that must be met by portfolio companies or other restrictions.

Current wording

We may be a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financial needs of our portfolio companies. As of December 31, 2025, our only off-balance sheet arrangements consisted of $274.5 million of unfunded commitments, which was composed of $247.3 million to provide debt and equity financing to certain of our portfolio companies and $27.1 million to provide financing to the JVs. All of the $274.5 million of unfunded commitments can be drawn immediately. As of September 30, 2025, our only off-balance sheet arrangements consisted of

Previous wording

The following table reflects information pertaining to our principal debt outstanding under the Syndicated Facility, the OSI2 Citibank Facility, the 2025 Notes, the 2027 Notes, the 2029 Notes and the 2030 Notes (each as defined below):

Current wording

The following table reflects information pertaining to our principal debt outstanding under the Syndicated Facility, the 2027 Notes, the 2029 Notes and the 2030 Notes (each as defined below):

Previous wording

During the three and nine months ended June 30, 2024, we issued 100,029 and 295,484 shares of common stock, respectively, as part of the DRIP.

Current wording

During the three months ended December 31, 2025, we did not issue any shares of common stock as part of the dividend reinvestment plan, or DRIP.

Previous wording

In connection with the "at the market" offering, we issued and sold 168,055 shares of common stock during the nine months ended June 30, 2025 for net proceeds of $3.0 million (net of offering costs).

Current wording

In connection with the "at the market" offering, we did not issue and sell any shares of common stock during the three months ended December 31, 2025 and 2024.

Previous wording

On January 31, 2025, we and Oaktree Capital I, L.P., an affiliate of Oaktree, entered into a purchase agreement pursuant to which Oaktree Capital I, L.P. purchased 5,672,149 shares of our common stock on February 3, 2025 for an aggregate purchase price of $100.0 million. These shares were sold at $17.63 per share, which was our net asset value per share January 31, 2025 as calculated in accordance with Section 23 of the Investment Company Act. Oaktree Capital I, L.P. has agreed not to sell the shares acquired in this transaction through February 3, 2026.

Current wording

On January 31, 2025, we and Oaktree Capital I, L.P., an affiliate of Oaktree, entered into a purchase agreement pursuant to which Oaktree Capital I, L.P. purchased 5,672,149 shares of our common stock on February 3, 2025 for an aggregate purchase price of $100.0 million. These shares were sold at $17.63 per share, which was our net asset value per share on January 31, 2025 as calculated in accordance with Section 23 of the Investment Company Act. Oaktree Capital I, L.P. has agreed not to sell the shares acquired in this transaction through February 3, 2026.

Previous wording

The following table reflects the distributions per share that we have paid, including shares issued under our DRIP, on our common stock since October 1, 2022. The distributions per share and shares issued under our DRIP information disclosed in this table for dates prior to January 23, 2023 have been retroactively adjusted to reflect our 1-for-3 reverse stock split completed on January 20, 2023 and effective as of the commencement of trading on January 23, 2023.

Current wording

The following table reflects the distributions per share that we have paid, including shares issued under our DRIP, on our common stock since October 1, 2023.

Previous wording

As of June 30, 2025, (i) the size of the our senior secured revolving credit facility, or, as amended and/or restated from time to time, the Syndicated Facility, pursuant to a senior secured revolving credit agreement, with the lenders, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents, was $1.160 billion (with an “accordion” feature that permits us, under certain circumstances, to increase the size of the facility to up to the greater of $1.50 billion and our net worth (as defined in the Syndicated Facility) on the date of such increase), (ii) the period during which we may make drawings will expire on April 8, 2029 and the maturity date was April 8, 2030 and (iii) the interest rate margin for (a) SOFR loans (which may be 1- or 3-month at our option) was 1.875% plus a SOFR adjustment equal to 0.10% and (b) alternate base rate loans was 0.875% plus a SOFR adjustment equal to 0.10%; provided that, if at any time the Borrowing Base (as defined in the Syndicated Facility) is greater than 1.60 times the Combined Debt Amount (as defined in the Syndicated Facility), the interest rate margin with respect to (a) SOFR loans will be 1.75% plus a SOFR adjustment equal to 0.10% and (b) alternate base rate loans will be 0.75% plus a SOFR adjustment equal to 0.10%.

Current wording

As of December 31, 2025, (i) the size of our senior secured revolving credit facility, or, as amended and/or restated from time to time, the Syndicated Facility, pursuant to a senior secured revolving credit agreement, with the lenders, ING Capital LLC, as administrative agent, ING Capital LLC, JPMorgan Chase Bank, N.A., BofA Securities, Inc. and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A. and Bank of America, N.A., as syndication agents, was $1.160 billion (with an “accordion” feature that permits us, under certain circumstances, to increase the size of the facility to up to the greater of $1.50 billion and our net worth (as defined in the Syndicated Facility) on the date of such increase), (ii) the period during which we may make drawings will expire on April 8, 2029 and the maturity date was April 8, 2030 and (iii) the interest rate margin for (a) SOFR loans (which may be 1- or 3-month at our option) was 1.875% plus a SOFR adjustment equal to 0.10% and (b) alternate base rate loans was 0.875% plus a SOFR adjustment equal to 0.10%;

Previous wording

(1) As contractually required, we report financial covenants based on the last filed quarterly or annual report, in this case our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025. We were in compliance with all financial covenants under the Syndicated Facility based on the financial information contained in this Quarterly Report on Form 10-Q.

Current wording

(1) As contractually required, we report financial covenants based on the last filed quarterly or annual report, in this case our Annual Report on Form 10-K for the year ended September 30, 2025. We were in compliance with all financial covenants under the Syndicated Facility based on the financial information contained in this Quarterly Report on Form 10-Q.

Previous wording

As of June 30, 2025 and September 30, 2024, we had $510.0 million and $430.0 million of borrowings outstanding under the Syndicated Facility, which had a fair value of $510.0 million and $430.0 million, respectively. Our borrowings under the Syndicated Facility bore interest at a weighted average interest rate of 6.533% and 7.576% for the nine months ended June 30, 2025 and 2024, respectively. For the three and nine months ended June 30, 2025, we recorded interest expense (inclusive of fees) of $9.7 million and $27.5 million, respectively, related to the Syndicated Facility. For the three and nine months ended June 30, 2024, we recorded interest expense (inclusive of fees) of $10.2 million and $29.3 million, respectively, related to the Syndicated Facility.

Current wording

As of December 31, 2025 and September 30, 2025, we had $665.0 million and $545.0 million of borrowings outstanding under the Syndicated Facility, which had a fair value of $665.0 million and $545.0 million, respectively. Our borrowings under the Syndicated Facility bore interest at a weighted average interest rate of 5.945% and 6.841% for the three months ended December 31, 2025 and 2024, respectively. For the three months ended December 31, 2025 and 2024, we recorded interest expense (inclusive of fees) of $10.3 million and $9.5 million, respectively, related to the Syndicated Facility.

Previous wording

On February 25, 2020, we issued $300.0 million in aggregate principal amount of the 2025 Notes for net proceeds of $293.8 million after deducting OID of $2.5 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2025 Notes was amortized based on the effective interest method over the term of the notes. The 2025 Notes matured on February 25, 2025.

Current wording

On February 25, 2020, we issued $300.0 million in aggregate principal amount of our 3.500% notes due 2025, or the 2025 Notes, for net proceeds of $293.8 million after deducting OID of $2.5 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2025 Notes was amortized based on the effective interest method over the term of the notes. The 2025 Notes matured on February 25, 2025.

Previous wording

On May 18, 2021, we issued $350.0 million in aggregate principal amount of the 2027 Notes for net proceeds of $344.8 million after deducting OID of $1.0 million, underwriting commissions and discounts of $3.5 million and offering costs of $0.7 million. The OID on the 2027 Notes is amortized based on the effective interest method over the term of the notes.

Current wording

On May 18, 2021, we issued $350.0 million in aggregate principal amount of our 2.700% notes due 2027, or the 2027 Notes, for net proceeds of $344.8 million after deducting OID of $1.0 million, underwriting commissions and discounts of $3.5 million and offering costs of $0.7 million. The OID on the 2027 Notes is amortized based on the effective interest method over the term of the notes.

Previous wording

On August 15, 2023, we issued $300.0 million in aggregate principal amount of the 2029 Notes for net proceeds of $292.9 million after deducting OID of $3.5 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.6 million. The OID on the 2029 Notes is amortized based on the effective interest method over the term of the notes.

Current wording

On August 15, 2023, we issued $300.0 million in aggregate principal amount of our 7.100% notes due 2029, or the 2029 Notes, for net proceeds of $292.9 million after deducting OID of $3.5 million, underwriting commissions and discounts of

Previous wording

On February 27, 2025, we issued $300.0 million in aggregate principal amount of the 2030 Notes for net proceeds of $296.3 million after deducting OID of less than $0.1 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2030 Notes is amortized based on the effective interest method over the term of the notes.

Current wording

On February 27, 2025, we issued $300.0 million in aggregate principal amount of our 6.340% notes due 2030, or the 2030 Notes, for net proceeds of $296.3 million after deducting OID of less than $0.1 million, underwriting commissions and discounts of $3.0 million and offering costs of $0.7 million. The OID on the 2030 Notes is amortized based on the effective interest method over the term of the notes.

Previous wording

The below table presents the components of the carrying value of the 2025 Notes, the 2027 Notes, the 2029 Notes and the 2030 Notes as of June 30, 2025 and September 30, 2024:

Current wording

The below table presents the components of the carrying value of the 2027 Notes, the 2029 Notes and the 2030 Notes as of December 31, 2025 and September 30, 2025:

Showing the first 40 of 44 pairs. Open the source sections for the rest.

Rearranged current paragraphs (7)

Current report — wording carried from elsewhere

Generally, Oaktree does not adjust any of the prices received from these sources. Oaktree also performs back-testing of valuation information obtained from pricing vendors and brokers against actual prices received in transactions. In addition to ongoing monitoring and back-testing, Oaktree performs due diligence procedures over pricing vendors to understand their methodology and controls to support their use in the valuation process.

Current report — wording carried from elsewhere

December 31, 2025 and September 30, 2025, approximately 95.2% and 94.8%, respectively, of our total assets represented investments at fair value.

Current report — wording carried from elsewhere

Our investments principally consist of loans, common and preferred equity and warrants in privately-held companies, Senior Loan Fund JV I, LLC, or SLF JV I, a joint venture through which we and Trinity Universal Insurance Company, a subsidiary of Kemper Corporation, or Kemper, co-invest in senior secured loans of middle-market companies and other

Current report — wording carried from elsewhere

$286.0 million of unfunded commitments, which was comprised of $258.9 million to provide debt and equity financing to certain of its portfolio companies and $27.1 million to provide financing to the JVs. Of the $258.9 million, approximately $246.9 million can be drawn immediately with the remaining amount subject to certain milestones that must be met by portfolio companies or other restrictions.

Current report — wording carried from elsewhere

provided that, if at any time the Borrowing Base (as defined in the Syndicated Facility) is greater than 1.60 times the Combined Debt Amount (as defined in the Syndicated Facility), the interest rate margin with respect to (a) SOFR loans will be 1.75% plus a SOFR adjustment equal to 0.10% and (b) alternate base rate loans will be 0.75% plus a SOFR adjustment equal to 0.10%.

Current report — wording carried from elsewhere

$3.0 million and offering costs of $0.6 million. The OID on the 2029 Notes is amortized based on the effective interest method over the term of the notes.

Current report — wording carried from elsewhere

(determined without regard to any deduction for dividends paid) or realized net capital gains, to the extent that such taxable income or gains is distributed, or deemed to be distributed as dividends, to stockholders on a timely basis.
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

JV in exchange for LLC equity interests, and we and GF Debt Funding 2014 LLC, or GF Debt Funding, an entity advised by affiliates of GF Equity Funding, provide capital to the Glick JV in exchange for subordinated notes issued by the Glick JV, or the Glick JV Notes. The Glick JV Notes are junior in right of payment to the repayment of temporary contributions made by us to fund investments of the Glick JV that are repaid when GF Equity Funding and GF Debt Funding make their capital contributions and fund their Glick JV Notes, respectively.

Previous report — wording carried elsewhere

Net investment income for the three months ended June 30, 2025 decreased by $11.1 million compared to the three months ended June 30, 2024, as a result of the $19.7 million decrease in total investment income, partially offset by a $8.7 million decrease in net expenses.

Previous report — wording carried elsewhere

During the nine months ended June 30, 2025 and 2024, we recorded net unrealized depreciation of $83.1 million and $24.1 million, respectively. For the nine months ended June 30, 2025, this consisted of $88.6 million of net unrealized depreciation on debt investments, $13.8 million of net unrealized depreciation on equity investments and $2.3 million of net unrealized depreciation of foreign currency forward contracts, partially offset by $21.6 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses). For the nine months ended June 30, 2024, this consisted of $49.6 million of net unrealized depreciation on debt investments, $30.5 million of net unrealized depreciation on equity investments and $4.5 million of net unrealized depreciation of foreign currency forward contracts, partially offset by $60.5 million of net unrealized appreciation related to exited investments (a portion of which resulted in a reclassification to realized losses).

Previous report — wording carried elsewhere

(1) Net proceeds excludes offering costs of less than $0.1 million.