UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~November 21~~December 27, 2024 (~~November 18~~December 24, 2024)

Oaktree Gardens OLP, LLC

(Exact name of Registrant as specified in its charter)

Delaware

000-56548

92-2553158

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

333 South Grand Avenue, 28th Floor

Los Angeles, CA

90071

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (213) 830-6300

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☒ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 5 3.02. ~~Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~ Unregistered Sales of Equity Securities.

On ~~November~~December 1824, 2024, ~~Raghav Khanna was elected as Co-Chief Investment Officer of~~ Oaktree Gardens OLP, LLC (the “Company”). ~~Mr. Khanna,~~issued 414,357,976.65 iscommon aunits ~~managing~~at ~~director~~a ~~within~~price ~~Oaktree’s~~of ~~Global~~$20.56 ~~Private~~per ~~Debt~~unit ~~strategy where he is a co-portfolio manager~~ for ~~its Strategic Credit platform and~~ an ~~investment~~aggregate ~~committee~~amount ~~member~~of ~~for its Direct Lending platform~~$89.6 million ~~He first joined Oaktree~~ in ~~2012~~reliance asupon ~~a member of~~ the ~~Global~~exemption ~~Opportunities~~contained ~~group~~in ~~before becoming~~ Section 4(a)(2) ~~founding member~~ of the ~~Strategic~~Securities ~~Credit~~Act ~~strategy~~of in1933, ~~2014.~~as ~~Prior to joining Oaktree~~amended, ~~Mr. Khanna was an investment professional at the Carlyle Group focusing on buyout opportunities in the financial services space~~ and anRule ~~analyst~~506 atpromulgated ~~Goldman~~thereunder ~~Sachs.~~pursuant ~~Mr. Khanna~~to ~~received~~ a ~~B.S.~~capital ~~degree~~call inmade ~~electrical~~by ~~engineering~~the ~~and~~Company ~~economics~~on ~~from Yale University and an M.B.A. from~~ the ~~Stanford~~same ~~Graduate School of Business~~date.

Mr. Khanna has no family relationships with any current director, executive officer, or person nominated to become a director or executive officer, of us, and there are no transactions or proposed transactions, to which the Company is a party, or intended to be a party, in which Mr. Khanna has, or will have, a material interest subject to disclosure under Item 404(a) of Regulation S-K.

Item 9.01. Financial Statements and Exhibits.

(d)		Exhibits
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

(d)

Exhibits

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

OAKTREE GARDENS OLP, LLC

Date: November 21, 2024

/s/ Christopher McKown

Date: December 27, 2024

/s/ Christopher McKown

Name: Christopher McKown

Title: Chief Financial Officer and Treasurer

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