UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, DCD.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ~~of the~~

of the Securities Exchange Act of 1934

Date of ~~report~~Report (Date of earliest event reported): ~~September~~October 2928, 2025

SL Investment Fund II LLC

(Exact name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Its~~its ~~Charter~~charter)

Delaware	814-01754	99-4692047
(State or other jurisdictionof incorporation)	(Commission File Number)	(IRS EmployerIdentification Number)
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1585 BroadwayNew York, NY		10036
1585 Broadway New York, NY		10036
(Address of principal executive offices)		(Zip Code)

1 (212) 761-4000

(Registrant’s telephone number, including area code)

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:

Title of each class Trading Symbol(s) Name of each exchange on which registered ~~Common~~None ~~Units~~ N/A N/A

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 x☒

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. x☒

Item 31.0201. ~~Unregistered~~Entry ~~Sales~~into ofa ~~Equity~~Material ~~Securities~~Definitive Agreement.

On ~~September 22~~October 28, 2025, ~~the~~SLIF ~~Company~~II ~~delivered~~Financing aSPV ~~capital~~LLC ~~drawdown~~(“Financing ~~notice~~SPV”), toa ~~its~~Delaware ~~unitholders~~limited ~~relating~~liability tocompany ~~the~~and ~~sale~~wholly owned subsidiary of ~~approximately~~SL ~~1,470,297~~Investment ~~shares~~Fund ofII LLC (the “Company’s”), ~~common~~entered ~~units,~~into ~~par~~Amendment ~~value~~No. 2 $0(“Amendment No.~~001~~ 2”) ~~per~~to ~~share~~that certain Loan and Servicing Agreement, dated as of October 10, 2024 (as amended, restated, supplemented or otherwise modified from time to time, the “~~Common~~UBS ~~Units~~Facility”), ~~for~~by anand ~~aggregate~~among ~~offering~~Financing ~~price~~SPV, ofas ~~$29.7~~borrower, ~~million.~~the ~~The~~Company, ~~sale~~as ~~closed~~equityholder onand ~~September~~as 29servicer, ~~2025~~UBS AG London Branch, as administrative agent, the lenders from time to time party thereto, and State Street Bank and Trust Company, as collateral agent and as collateral custodian.

~~The~~Amendment ~~sale~~No. 2 ofamended ~~Common~~certain ~~Units~~terms ~~was~~of ~~being~~the ~~made~~UBS ~~pursuant~~Facility to ~~subscription~~provide ~~agreements~~for, ~~entered~~among ~~into~~other bythings, (i) an increase to the ~~Company~~facility ~~and~~amount ~~its~~from ~~unitholders.~~$300,000,000 ~~Under~~to ~~the~~$600,000,000, ~~terms~~(ii) an extension of the ~~subscription~~facility ~~agreements,~~maturity ~~unitholders~~date ~~are~~from ~~required~~October 10, 2029 to ~~fund~~October 28, ~~drawdowns~~2030, to(iii) ~~purchase~~an ~~shares~~extension of ~~Common~~the ~~Units~~reinvestment upperiod toend ~~the~~date ~~amount~~from ofOctober 10, ~~their~~2027 ~~respective~~to ~~capital~~October 28, ~~commitments~~2028, onand an(iv) a ~~as-needed~~reduction ~~basis~~in ~~with~~the afacility ~~minimum~~margin ofrate ~~five~~from ~~business~~2.15% ~~days’~~per ~~prior~~annum ~~notice~~ to ~~unitholders~~1.90% per annum.

~~The~~Borrowings ~~issuance~~under of the ~~Common~~UBS ~~Units~~Facility isare ~~exempt~~subject ~~from~~to ~~the~~various ~~registration~~covenants ~~requirements~~under of the ~~Securities~~related ~~Act~~agreements ofas ~~1933,~~well as ~~amended, (~~the ~~“Securities~~leverage ~~Act”)~~restrictions ~~pursuant~~contained toin ~~Section~~the ~~4(a)(2)~~Investment ~~thereof and Regulation D thereunder. The~~ Company ~~relied,~~Act inof ~~part~~1940, ~~upon representations from the unitholders in the subscription agreements that each unitholder was an accredited investor~~ as ~~defined in Regulation D under the Securities Act~~amended.

The description above is only a summary of the material provisions of Amendment No. 2 and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.1 to this current report on Form 8-K and incorporated by reference herein.

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits:


Exhibit Number		Description

10.1*		Amendment No. 2 to Loan and Servicing Agreement, dated as of October 28, 2025, among SLIF II Financing SPV LLC, as borrower, SL Investment Fund II LLC, as equityholder and as servicer, UBS AG London Branch, as administrative agent, each of the Lenders party thereto, and State Street Bank and Trust Company, as collateral agent and as collateral custodian.

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

*	Exhibits and/or schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K. The registrant agrees to furnish supplementally a copy of all committee exhibits and/or schedules to the SEC upon request.

SIGNATURE

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

Dated: October 30, 2025


		SL INVESTMENT FUND II LLC

		By:		/s/ David Pessah
				David Pessah
				Chief Financial Officer

Date: October 2, 2025

SL Investment Fund II LLC

/s/ David Pessah

David Pessah

Chief Financial Officer

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