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): ~~July~~October 158, 2025

Goldman Sachs Middle Market Lending Corp. II

(Exact name of registrant as specified in ~~its~~ charter)

Delaware

814-01461

87-3643363

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


200 West Street, New York, New York		10282
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (312) 655-4419

Not Applicable

(Former name or 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:

Title of each class ~~Trading Symbol~~TradingSymbol(s) Name of each ~~exchange~~exchangeon on which registered None None None

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

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 5.0207. –Submission ~~Departure~~ of ~~Directors~~Matters orto ~~Certain~~a ~~Officers;~~Vote ~~Election~~ of ~~Directors;~~Security ~~Appointment of Certain Officers; Compensation Arrangements of Certain Officers~~Holders.

On ~~July~~October 158, 2025, ~~Alex Chi notified~~ Goldman Sachs Middle Market Lending Corp. II (the “Company”) ofor ~~his~~“MMLC ~~intention~~II”) toconvened ~~resign~~its ~~from~~special ~~his~~meeting ~~position~~of asstockholders ~~Co-Chief~~(the ~~Executive~~“Special ~~Officer~~Meeting”). ~~and~~At ~~Co-President of~~ the ~~Company.~~Special ~~Mr. Chi~~Meeting, ~~will~~stockholders ~~cease~~considered ~~serving~~one proposal as described in the Company’s ~~principal~~proxy ~~executive~~statement ~~officer~~filed on August 28, ~~Co-Chief~~2025. ~~Executive~~The ~~Officer~~issued and ~~Co-President,~~outstanding ~~effective~~shares onof orstock ~~about~~of ~~August~~the 7,Company ~~2025,~~entitled orto ~~such~~vote ~~earlier~~at ~~date~~the Annual Meeting as of August 14, 2025 (the ~~Company’s~~“Record ~~board~~Date”) consisted of ~~directors~~23,959,371 ~~may~~shares ~~determine.~~of ~~Mr. Chi~~the Company’s ~~resignation~~common isstock, ~~not~~$0.001 ~~the~~par ~~result~~value ofper ~~any~~share ~~disagreement~~(“MMLC ~~with~~II ~~the~~Common ~~Company~~Stock”). ToThe ~~assist~~final inresults anof ~~orderly~~the ~~transition,~~voting ~~Mr. Chi~~on ~~will~~the ~~continue~~proposal ~~serving~~submitted into ~~his~~stockholders ~~current~~at ~~role~~the ~~during~~Annual ~~the~~Meeting ~~transition~~are ~~period~~set forth below.

OnThe ~~July 18,~~stockholders ~~2025,~~approved ~~the~~and ~~board~~adopted ~~of directors of~~ the ~~Company~~Agreement ~~appointed~~and ~~Vivek~~Plan ~~Bantwal,~~of ~~age 48~~Merger, dated as ~~Co-Chief~~of ~~Executive Officer, effective on or about August~~July 711, 2025, orby ~~such~~and ~~earlier~~among ~~date~~Goldman asSachs ~~the~~Private ~~Company’s~~Credit ~~board of directors may determine~~Corp., ~~Mr. Bantwal~~a ~~was~~Delaware ~~also~~corporation, ~~appointed as~~ the Company’s, ~~co-principal~~a ~~executive~~Delaware ~~officer~~corporation, ~~succeeding~~and ~~Mr. Chi. Mr. Bantwal was also appointed as Co-Chief Executive Officer of~~ Goldman Sachs ~~BDC~~Asset Management, ~~Inc~~L. ~~(“GSBD”)~~P., ~~Silver~~a ~~Capital~~Delaware ~~Holdings~~limited ~~LLC~~partnership. ~~(“SCH”),~~Approval ~~Goldman~~of ~~Sachs~~this ~~Private~~proposal ~~Middle~~required ~~Market~~the ~~Credit~~affirmative IIvote ~~LLC~~of ~~(“PMMC~~the ~~II”),~~holders ~~Phillip~~of ~~Street~~a ~~Middle~~majority ~~Market~~of ~~Lending~~all ~~Fund~~outstanding ~~LLC~~shares ~~(“PSLF”),~~of ~~Goldman~~the ~~Sachs~~Company’s ~~Private~~common ~~Credit~~stock ~~Corp.~~entitled ~~(“GSCR”)~~to ~~and West Bay BDC LLC (“West Bay”)~~vote.

Mr. Bantwal is global co-head of Private Credit within Goldman Sachs Asset Management, L.P. (together with The Goldman Sachs Group, Inc., Goldman Sachs & Co. LLC and their subsidiaries and affiliates, “Goldman Sachs”). He joined Goldman Sachs in 1999, was named managing director in 2007, and partner in 2012. Mr. Bantwal serves as a member of the Private Credit Investment Committee, Asset Management Investment Grade Private Credit and Asset Finance Investment Committee, and the Firmwide Conduct Committee. He previously held the role of Global Head of the Financing Group within Investment Banking and co-chaired the Firmwide Capital Committee. Before that, he was Chief Operating Officer of the Global Markets Division. Earlier in his career, Mr. Bantwal co-headed the Americas Credit Finance Group, where he managed the firm’s Leveraged Finance and Structured Finance businesses. Mr. Bantwal also contributes to several organizations, including serving on the Undergraduate Executive Board of the Wharton School at the University of Pennsylvania, the Leadership Council of the Mindich Child Health and Development Institute at Mount Sinai, and the board of the American India Foundation. Mr. Bantwal earned a BS in Economics from the Wharton School of the University of Pennsylvania.


Votes For	Votes Against	Abstentions
14,315,977	582,821	560,241

~~David~~Item ~~Miller will continue serving in his role as Co-Chief Executive Officer of the Company~~8.01 ~~Mr. Miller~~Other ~~will also continue serving in his role as Co-Chief Executive Officer of GSBD, SCH, PMMC II, PSLF, GSCR and West Bay~~Events. Effective on or about August 7, 2025, or such earlier date as the Company’s board of directors may determine, Mr. Miller will cease serving as Co-President of the Company, GSBD, SCH, PMMC II, PSLF, GSCR and West Bay.

OnNet ~~July 18,~~Asset ~~2025,~~Value ~~the board of directors of the Company appointed Tucker Greene, age 50,~~ (as ~~President~~ of ~~the~~September ~~Company~~30, ~~effective on or about August 7,~~ 2025,) or such earlier date as the Company’s board of directors may determine. Mr. Greene will serve as President of the Company, succeeding Alex Chi and David Miller. Mr. Greene was also appointed as President of GSBD, SCH, PMMC II, PSLF, GSCR and West Bay. Mr. Greene will also continue serving in his role as Chief Operating Officer of the Company and each of GSBD, SCH, PMMC II, PSLF, GSCR and West Bay.

~~Mr. Greene~~As isof ~~the~~September ~~Chief~~30, ~~Operating~~2025, ~~Officer of~~ the Company’s ~~and~~net ~~has~~asset ~~served~~value in(“NAV”) ~~such~~was ~~capacity~~approximately ~~since June 2023~~$454.7 Mrmillion. ~~Greene~~ isThe ~~also~~NAV ~~the~~per ~~Chief~~share ~~Operating~~as ~~Officer~~ of ~~GSBD,~~September ~~SCH~~30, ~~PMMC II~~2025, ~~PSLF, GSCR and West Bay. Mr. Greene previously served~~ as adetermined ~~Vice~~in ~~President~~accordance ofwith the Company’s ~~from~~valuation ~~August 2022 to June 2023~~policy, ~~and also previously served as a vice president of GSBD, SCH, PMMC II, PSLF and GSCR. In addition, he~~ is aset ~~managing~~forth ~~director in Goldman Sachs Asset Management Private Credit~~below. He is a senior portfolio manager focused on fund management. Prior to his current role, Mr. Greene was a senior originator and underwriter in Goldman Sachs Asset Management Private Credit. Mr. Greene joined Goldman Sachs in 2004 in the Specialty Lending Group, primarily investing firm capital in directly originated middle market loans. Prior to joining Goldman Sachs, Mr. Greene worked at GE Capital, focusing on underwriting loans in the media and telecommunications sector. Mr. Greene was named managing director in 2021.

Neither Mr. Bantwal nor Mr. Greene have any family relationships with any current director, executive officer, or person nominated to become a director or executive officer, of the Company, and there are no transactions or proposed transactions, to which the Company is a party, or intended to be a party, in which Mr. Bantwal or Mr. Greene have, or will have, a material interest subject to Item 404(a) of Regulation S-K.


	NAV per share as of September 30, 2025
Common Stock	$	18.98

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	GOLDMAN SACHS MIDDLE MARKET LENDING CORP. II (Registrant)	~~GOLDMAN SACHS MIDDLE MARKET LENDING CORP. II (Registrant)~~
Date: July 21, 2025		By:	/s/ David Miller
Date: October 10, 2025	By:	/s/ Vivek Bantwal
	Name:	~~Name:~~Vivek Bantwal	~~David Miller~~
	Title:	~~Title:~~Co-Chief Executive Officer	~~Co-Chief Executive Officer and Co-President~~
	By:	/s/ David Miller
	Name:	David Miller
	Title:	Co-Chief Executive Officer

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