North Haven Private Income Fund LLC 8-K

What Happened
North Haven Private Income Fund LLC filed an 8-K on Jan 27, 2026 reporting two material items. First, the Fund sold approximately 972,536 Class S units for an aggregate offering price of about $18.06 million (purchase price $18.57 per unit); the final unit count was determined on Jan 26, 2026. The issuances were made under subscription agreements and were exempt from registration under Section 4(a)(2) and Regulation D of the Securities Act, relying on investor representations that purchasers were accredited. Second, the Fund disclosed a distribution declared on Jan 26, 2026 of $0.1250 per unit to unitholders of record as of Jan 31, 2026, payable on or about Feb 4, 2026.

Key Details

• Units sold: ~972,536 Class S units for aggregate proceeds ≈ $18.06 million (purchase price $18.57/unit). Issuance exempt under Section 4(a)(2)/Regulation D; purchasers represented they were accredited.
• Distribution: $0.1250 per unit declared Jan 26, 2026; record date Jan 31, 2026; payable on or around Feb 4, 2026.
• Portfolio (as of Dec 31, 2025): investments in 313 portfolio companies across 44 industries with aggregate par/cost ≈ $7,636.4 million. Composition: ~97.4% first-lien debt, ~0.5% second-lien, ~2.1% other; ~99.9% of debt investments are floating-rate.
• Financial snapshot: estimated net asset value ≈ $3,379.8 million and outstanding debt (principal) ≈ $3,301.9 million as of Dec 31, 2025. New investment commitments in Dec 2025 were ≈ $116.5 million.

Why It Matters
The unit sale provides the Fund with additional capital (≈ $18.1M) under a private offering, and the declared distribution shows an ongoing income return to unitholders. The December 31, 2025 portfolio and NAV snapshot give investors a recent view of asset mix (heavy in first‑lien, floating‑rate debt), portfolio size (~$7.64B par/cost), and leverage (NAV vs. debt). These facts are operational and portfolio-level updates rather than changes to management or strategy; final audited figures may differ when year-end financials are completed.