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8-K

Carlyle Secured Lending, Inc. (CGBD)

8-K 2025-10-31 For: 2025-10-31
View Original
Added on April 10, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): October 31, 2025

Carlyle Secured Lending, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland No. 814-00995 80-0789789
(State or Other Jurisdiction<br> <br>of Incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)
One Vanderbilt Avenue, Suite 3400<br> <br>New York, New York 10017
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(Address of Principal Executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 813-4900

(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 (see General Instructions A.2.):

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)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class: Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered:
Common stock, $0.01 per share CGBD The Nasdaq Global Select Market
8.20% notes due 2028 CGBDL The Nasdaq Global Select Market

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 7.01 – Regulation FD Disclosure

On October 31, 2025, Carlyle Secured Lending Inc. (the “Company”) issued a press release announcing its intent to redeem its outstanding 8.20% Notes due 2028 (the “2028 Notes”). A copy of the press release is attached hereto as Exhibit 99.1.

The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of Securities Exchange Act of 1934, and shall not be deemed incorporated by reference into any filing made under the Securities Act 1933, except as expressly set forth by specific reference in such filing.

Item 8.01 Other Events.

On October 31, 2025, the Company announced that it will redeem 100% (or $85,000,000 aggregate principal amount) of the 2028 Notes on December 1, 2025 (the “Redemption Date”). The redemption price for the 2028 Notes will equal 100% of the $85,000,000 aggregate principal amount of the 2028 Notes being redeemed, plus accrued and unpaid interest otherwise payable for the then-current quarterly interest period accrued to, but excluding, the Redemption Date. In connection with the redemption, the 2028 Notes will be delisted from the Nasdaq Global Select Market.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits:

Exhibit Number Description
99.1 Press Release, dated October 31, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

CARLYLE SECURED LENDING, INC.
By: /s/ Nelson Joseph
Name: Nelson Joseph
Title: Chief Accounting Officer

Date: October 31, 2025

EX-99.1

Exhibit 99.1

LOGO

Carlyle Secured Lending, Inc. Announces Intent to Redeem All Outstanding 8.20% Notes Due 2028

October 31, 2025

NEW YORK, Oct. 31, 2025 (GLOBE NEWSWIRE) — Carlyle Secured Lending, Inc. (the “Company”) (Nasdaq: CGBD) today announced that it intends to redeem all $85,000,000 aggregate principal amount of its outstanding 8.20% Notes due 2028 (the “2028 Notes”) on December 1, 2025 (the “Redemption Date”). A notice of redemption will be mailed to all registered holders of the 2028 Notes by U.S. Bank Trust Company, National Association, as successor trustee to The Bank of New York Mellon Trust Company, N.A (the “Trustee”), in accordance with the terms of the Indenture, dated as of November 20, 2023 (the “Base Indenture”), between the Company and the Trustee, and the First Supplemental Indenture, dated as of November 20, 2023 (together with the Base Indenture, the “Indenture”). The redemption price for the 2028 Notes will equal 100% of the principal amount of the 2028 Notes being redeemed, plus accrued and unpaid interest otherwise payable for the then-current quarterly interest period accrued to, but excluding, the Redemption Date. In connection with the redemption, the 2028 Notes will be delisted from the Nasdaq Global Select Market (Nasdaq: CGBDL).

This communication does not constitute a notice of redemption under the terms of the Indenture, nor an offer to tender for, or purchase, any 2028 Notes or any other security.

About Carlyle Secured Lending: Carlyle Secured Lending, Inc. is a closed-end, non-diversified and externally managed investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. Our objective is to generate current income and capital appreciation by sourcing and providing senior secured debt investments to U.S. companies in the middle market that are generally backed by private equity sponsors. The Company is managed by Carlyle Global Credit Investment Management L.L.C., an SEC-registered investment adviser and a wholly owned subsidiary of Carlyle. We derive significant benefit from our ability access and leverage Carlyle’s significant scale, vast resources and world-class talent.

About Carlyle: Carlyle (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across three business segments: Global Private Equity, Global Credit, and Carlyle AlpInvest. With $474 billion of assets under management as of September 30, 2025, Carlyle’s purpose is to invest wisely and create value on behalf of its investors, portfolio companies, and the communities in which we live and invest. Carlyle employs more than 2,400 people in 27 offices across four continents. Further information is available at www.carlyle.com. Follow Carlyle on X @OneCarlyle and LinkedIn at The Carlyle Group.

Forward-Looking Statements

Statements included herein contain certain “forward-looking statements” within the meaning of the federal securities laws, including statements with regard to the Company’s redemption of the 2028 Notes. You can identify these statements by the use of forward-looking terminology such as “anticipates,” “believes,” “expects,” “intends,” “will,” “should,” “may,” “plans,” “continue,” “believes,” “seeks,” “estimates,” “would,” “could,” “targets,” “projects,” “outlook,” “potential,” “predicts” and variations of these words and similar expressions to identify forward-looking statements, although not all forward-looking statements include these words. You should not place undue reliance on these forward-looking statements, which speak only as of the date on which we make it. Completion of the transaction on the terms described above is subject to numerous conditions, many of which are beyond the control of the Company, and such transaction may not be completed on the terms described, or at all. Factors or events that could cause our actual results to differ, possibly materially from our expectations, include, but are not limited to, the risks, uncertainties and other factors we identify in the sections entitled “Risk Factors,” “Supplementary Risk Factors” and “Special Note Regarding Forward-Looking Statements” in filings we make with the SEC, and it is not possible for us to predict or identify all of them. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contacts:

Investors: Media:
Nishil Mehta Kristen Ashton
+1 (212) 813-4918 +1 (212) 813-4763
publicinvestor@carlylesecuredlending.com kristen.ashton@carlyle.com