$NCDL·8-K

Nuveen Churchill Direct Lending Corp. · Mar 20, 9:21 AM ET

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Nuveen Churchill Direct Lending Corp. 8-K

Research Summary

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Nuveen Churchill Direct Lending Corp. Announces $50M 10b5-1 Share Repurchase Plan

What Happened

  • Nuveen Churchill Direct Lending Corp. filed an 8-K (signed March 20, 2026) announcing a share repurchase plan (the “Company 10b5-1 Plan”) that allows the company to buy up to $50.0 million of its common stock in the open market.
  • Repurchases will be executed by BofA Securities, Inc. as agent, will follow Rule 10b-18 and Rule 10b5-1 procedures, and are limited to purchases made when the market price per share is below the most recently reported net asset value (NAV) per share. The plan becomes effective March 24, 2026.

Key Details

  • Aggregate repurchase cap: $50.0 million.
  • Effective date: March 24, 2026; term: up to 12 months from that date (tolled for suspended periods) or until the $50.0M limit or other plan termination events.
  • Agent: BofA Securities, Inc.; purchases conducted in the open market in accordance with Rule 10b-18 and Rule 10b5-1.
  • Purchase conditions: agent will buy when market price is below the most recently reported NAV (including any public NAV updates/corrections); purchase volume may increase as share price declines, subject to volume restrictions; no assurance any specific amount will be repurchased.

Why It Matters

  • The plan provides a formal mechanism for the company to repurchase shares when its stock trades below reported NAV, which can reduce outstanding shares and affect per-share metrics and market liquidity if executed.
  • Repurchases are conditional on market price and trading volumes and are limited by timing, regulatory guidelines and the $50.0M cap, so investors should not assume a fixed buyback amount or schedule.

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