MSDL on NYSE
Morgan Stanley Direct Lending Fund
Investment fund that raised $1.3 billion in 2019 (SEC Form D)2
In its 2026 annual report the company says: “We are a non-diversified, externally managed specialty finance company focused on lending to middle-market companies. We have elected to be regulated as a BDC under the Investment Company Act of 1940, as amended. We are classified as a non-diversified investment company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our assets that we may invest in securities of a single issuer.”10 It is headquartered in New York, United States.2 Its shares trade on NYSE under the symbol MSDL.2
Price unavailable
Last updated Oct 21, 2026.
Overview
- TickerMSDL on NYSE2
- HeadquartersNew York, United States2
- Incorporated inDE3
- Business address1585 Broadway, New York, Ny 100363
- Filer categoryLarge accelerated filer3
- Legal formCorporation2
- Kind of organizationInvestment fund2
- LEI549300QEX22T2J8IB0292
- StatusActive2
- LEI statusIssued and current2
- Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States2
- Registered withSecurities and Exchange Commission, 00017825242
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Financial statements
Every line of the income statement as filed: the last 5 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Total investment income | $397.3M | $416.1M | $367.7M | ||
| Interest and other financing expenses | $136.1M | $122.9M | $112.9M | ||
| Management fees | $38.5M | $35.4M | $30.6M | ||
| Income based incentive fees | $35.7M | $43.5M | $42.0M | ||
| Professional fees | $8.0M | $6.7M | $4.5M | ||
| Directors fees | $517.0K | $533.0K | $345.0K | ||
| Administrative service fees | $287.0K | $216.0K | $178.0K | ||
| General and other expenses | $359.0K | $97.0K | $633.0K | ||
| Total expenses | $219.5M | $209.4M | $191.1M | ||
| Management fees waiver (Note 3) | -$641.0K | -$9.9M | -$22.9M | ||
| Incentive fees waiver (Note 3) | -$375.0K | -$6.0M | $0 | ||
| Net expenses | $218.4M | $193.4M | $168.2M | ||
| Net investment income (loss) before taxes | $178.8M | $222.7M | $199.6M | ||
| Excise tax expense | $2.8M | $2.4M | $1.5M | ||
| Net investment income (loss) after taxes | $176.0M | $220.2M | $198.1M | ||
| Net realized gain (loss) on non-controlled/non-affiliated investments | -$7.5M | -$16.5M | $118.0K | ||
| Foreign currency and other transactions | $58.0K | $13.0K | |||
| Net realized gain (loss) | -$7.4M | -$16.5M | $118.0K | ||
| Translation of assets and liabilities in foreign currencies | $78.0K | -$108.0K | $0 | ||
| Net unrealized appreciation (depreciation) | -$46.5M | $11.8M | $32.8M | ||
| Net realized and unrealized gain (loss) | -$53.9M | -$4.7M | $33.0M | ||
| Net increase (decrease) in net assets resulting from operations | $122.1M | $215.6M | $231.0M | ||
| Net investment income (loss) per share, basic | $2.02 | $2.48 | $2.67 | $2.08 | $2.34 |
| Earnings per share - basic | $1.40 | $2.43 | $3.11 | ||
| Earnings per share - diluted | $1.40 | $2.43 | $3.11 | ||
| Weighted average shares outstanding - basic (in shares) | 87.3M shares | 88.6M shares | 74.2M shares | 61.7M shares | 31.2M shares |
| Weighted average shares outstanding - diluted (in shares) | 87.3M shares | 88.6M shares | 74.2M shares | 61.7M shares | 31.2M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 6 quarters (quarterly), latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 |
|---|---|---|---|---|---|
| Fair value | $3.8B | $3.8B | |||
| Cash and cash equivalents (restricted cash of $3,820 and $2,000) | $81.4M | $63.4M | |||
| Investments in unaffiliated money market fund (cost of $12,976 and $8,976) | $13.0M | $9.0M | |||
| Deferred financing costs | $16.9M | $16.5M | |||
| Interest and dividend receivable from non-controlled/non-affiliated investments | $26.3M | $30.6M | |||
| Interest receivable from non-controlled/affiliated investments | $89.0K | $0 | |||
| Receivable for investments sold/repaid | $455.0K | $470.0K | |||
| Prepaid expenses and other assets | $10.4M | $630.0K | |||
| Total assets | $3.9B | $3.9B | |||
| Debt (net of unamortized debt issuance costs of $10,545 and $6,527) | $2.1B | $2.0B | |||
| Payable for investment purchased | $0 | $192.0K | |||
| Payable to affiliates (Note 3) | $91.0K | $29.0K | |||
| Dividends payable | $43.2M | $53.2M | |||
| Management fees payable | $9.6M | $7.0M | |||
| Income based incentive fees payable | $7.3M | $9.0M | |||
| Interest payable | $20.9M | $21.2M | |||
| Accrued expenses and other liabilities | $4.2M | $5.7M | |||
| Total liabilities | $2.2B | $2.1B | |||
| Preferred stock, $0.001 par value (1,000,000 shares authorized; no shares issued and outstanding) | $0 | $0 | |||
| Common stock, par value $0.001 (500,000,000 shares authorized; 86,276,305 and 88,511,089 shares issued and outstanding) | $86.0K | $89.0K | |||
| Additional Paid in Capital, Common Stock | $1.8B | $1.8B | |||
| Distributable earnings (loss) | -$19.6M | $29.6M | $8.5M | -$54.8M | |
| Total net assets | $1.7B | $1.8B | $1.7B | $1.4B | |
| Total liabilities and net assets | $3.9B | $3.9B | |||
| Net asset value per share | $20.26 | $20.81 | $20.67 | $19.81 | $20.91 |
| Restricted cash | $3.8M | $2.0M | |||
| Investments at amortized cost | $3.8B | $3.8B | |||
| Investments in unaffiliated money market fund, cost | $13.0M | $9.0M | |||
| Unamortized debt issuance costs | $10.5M | $6.5M | |||
| Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | |||
| Preferred stock, shares authorized (in shares) | 1.0M shares | 1.0M shares | |||
| Preferred stock, shares issued (in shares) | 0 shares | 0 shares | |||
| Preferred stock, shares outstanding (in shares) | 0 shares | 0 shares | |||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | |||
| Common stock, shares authorized (in shares) | 500.0M shares | 500.0M shares | |||
| Common stock, shares issued (in shares) | 86.3M shares | 88.5M shares | |||
| Common stock, shares outstanding (in shares) | 86.3M shares | 88.5M shares | 83.3M shares | 70.5M shares | 56.8M shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 | 2022-12-31 | 2021-12-31 | 2020-12-31 |
|---|---|---|---|---|---|---|
| Fair value | $3.8B | $3.8B | ||||
| Cash and cash equivalents (restricted cash of $3,820 and $2,000) | $81.4M | $63.4M | ||||
| Investments in unaffiliated money market fund (cost of $12,976 and $8,976) | $13.0M | $9.0M | ||||
| Deferred financing costs | $16.9M | $16.5M | ||||
| Interest and dividend receivable from non-controlled/non-affiliated investments | $26.3M | $30.6M | ||||
| Interest receivable from non-controlled/affiliated investments | $89.0K | $0 | ||||
| Receivable for investments sold/repaid | $455.0K | $470.0K | ||||
| Prepaid expenses and other assets | $10.4M | $630.0K | ||||
| Total assets | $3.9B | $3.9B | ||||
| Debt (net of unamortized debt issuance costs of $10,545 and $6,527) | $2.1B | $2.0B | ||||
| Payable for investment purchased | $0 | $192.0K | ||||
| Payable to affiliates (Note 3) | $91.0K | $29.0K | ||||
| Dividends payable | $43.2M | $53.2M | ||||
| Management fees payable | $9.6M | $7.0M | ||||
| Income based incentive fees payable | $7.3M | $9.0M | ||||
| Interest payable | $20.9M | $21.2M | ||||
| Accrued expenses and other liabilities | $4.2M | $5.7M | ||||
| Total liabilities | $2.2B | $2.1B | ||||
| Preferred stock, $0.001 par value (1,000,000 shares authorized; no shares issued and outstanding) | $0 | $0 | ||||
| Common stock, par value $0.001 (500,000,000 shares authorized; 86,276,305 and 88,511,089 shares issued and outstanding) | $86.0K | $89.0K | ||||
| Additional Paid in Capital, Common Stock | $1.8B | $1.8B | ||||
| Distributable earnings (loss) | -$19.6M | $29.6M | $8.5M | -$54.8M | ||
| Total net assets | $1.7B | $1.8B | $1.7B | $1.4B | ||
| Total liabilities and net assets | $3.9B | $3.9B | ||||
| Net asset value per share | $20.26 | $20.81 | $20.67 | $19.81 | $20.91 | $20.08 |
| Restricted cash | $3.8M | $2.0M | ||||
| Investments at amortized cost | $3.8B | $3.8B | ||||
| Investments in unaffiliated money market fund, cost | $13.0M | $9.0M | ||||
| Unamortized debt issuance costs | $10.5M | $6.5M | ||||
| Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | ||||
| Preferred stock, shares authorized (in shares) | 1.0M shares | 1.0M shares | ||||
| Preferred stock, shares issued (in shares) | 0 shares | 0 shares | ||||
| Preferred stock, shares outstanding (in shares) | 0 shares | 0 shares | ||||
| Common stock, par value (in dollars per share) | $0.00 | $0.00 | ||||
| Common stock, shares authorized (in shares) | 500.0M shares | 500.0M shares | ||||
| Common stock, shares issued (in shares) | 86.3M shares | 88.5M shares | ||||
| Common stock, shares outstanding (in shares) | 86.3M shares | 88.5M shares | 83.3M shares | 70.5M shares | 56.8M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 3 fiscal years, latest first.7
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Net increase (decrease) in net assets resulting from operations | $122.1M | $215.6M | $231.0M |
| Net unrealized (appreciation) depreciation on investments | $46.6M | -$11.9M | -$32.8M |
| Net unrealized (appreciation) depreciation on translation of assets and liabilities in foreign currencies | -$78.0K | $108.0K | $0 |
| Net unrealized (appreciation) depreciation on interest rate swap attributed to unsecured notes | $45.0K | $10.0K | $0 |
| Net realized (gain) loss on investments | $7.5M | $16.5M | -$118.0K |
| Net realized (gain) loss on foreign currency and other transactions | -$58.0K | -$13.0K | $0 |
| Investments in unaffiliated money market fund, net | -$4.0M | -$9.0M | $0 |
| Net accretion of discount and amortization of premium on investments | -$15.7M | -$14.9M | -$11.3M |
| Payment-in-kind interest and dividend capitalized | -$18.2M | -$13.1M | -$6.1M |
| Amortization of deferred financing costs | $4.1M | $3.7M | $3.2M |
| Amortization of debt issuance costs and original issuance discount on unsecured notes | $5.0M | $3.9M | $2.5M |
| Purchases of investments and change in payable for investments purchased | -$771.6M | -$1.2B | -$632.1M |
| Proceeds from sale of investments and principal repayments and change in receivable for investments sold/repaid | $771.9M | $657.2M | $362.5M |
| (Increase) decrease in prepaid expenses and other assets | -$51.0K | -$132.0K | -$13.0K |
| (Decrease) increase in payable to affiliates | $62.0K | -$2.8M | $784.0K |
| (Decrease) increase in management fees payable | $2.6M | $5.0M | $229.0K |
| (Decrease) increase in incentive fees payable | -$1.7M | -$2.8M | $3.6M |
| (Decrease) increase in interest payable | -$260.0K | $2.4M | $1.8M |
| (Decrease) increase in accrued expenses and other liabilities | -$1.5M | $1.6M | $826.0K |
| Net cash provided by (used in) operating activities | $150.9M | -$382.5M | -$83.8M |
| Borrowings on debt | $1.6B | $1.2B | $408.0M |
| Repayments on debt | -$1.4B | -$712.0M | -$438.0M |
| Deferred financing costs paid | -$4.5M | -$5.9M | -$9.9M |
| Debt issuance costs paid | -$7.6M | -$4.1M | $0 |
| Dividends paid in cash | -$184.0M | -$169.1M | -$110.5M |
| Proceeds from issuance of common stock, net of underwriting & offering costs | -$163.0K | $95.9M | $222.8M |
| Repurchases of common stock | -$42.0M | -$18.1M | $0 |
| Net cash provided by (used in) financing activities | -$132.9M | $376.2M | $72.3M |
| Net increase (decrease) in cash, cash equivalents and restricted cash | $18.0M | -$6.3M | -$11.5M |
| Effect of foreign exchange rate changes on cash | $38.0K | $12.0K | $0 |
| Excise tax paid | $2.6M | $1.5M | $361.0K |
| Interest expense paid | $126.6M | $113.0M | $105.3M |
| Reinvestment of dividends | $0 | $23.4M | $41.9M |
| Dividends payable | $43.2M | $53.2M | $50.0M |
| Non-cash purchases of investments | -$5.8M | -$24.9M | $0 |
| Non-cash sales of investments | $5.8M | $24.9M | $0 |
| Subscriptions receivable | $0 | $0 | $41.0K |
No quarter-by-quarter statement was filed.
Compare Morgan Stanley Direct Lending Fund with another company
Corporate structure
Morgan Stanley Direct Lending Fund sits at the top of its group. 6 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Morgan Stanley Direct Lending Fund
- Morgan Stanley Filed SCHEDULE 13G on Morgan Stanley Direct Lending Fund, latest Feb 12, 2026
- MS Credit Partners Holdings Inc. Filed SC 13G/A on Morgan Stanley Direct Lending Fund, latest Jan 23, 2023 (2 filings since Feb 2, 2022)
- Morgan Stanley Direct Lending Fund New York, New York, United States
- DLF CA SPV LLC Subsidiary · Delaware, United States
- DLF Equity Holdings LLC Subsidiary · Delaware, United States
- DLF Financing SPV LLC Subsidiary · Delaware, United States
- DLF SPV LLC Subsidiary · Delaware, United States
- North Haven Private Credit CLO 1 LLC Subsidiary · Delaware, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Morgan Stanley Direct Lending Fund reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $81.4M7 Dec 31, 2025 | $63.4M7 Dec 31, 2024 | +28.5% |
| Marketable securities, current | $13.0M7 Dec 31, 2025 | $9.0M7 Dec 31, 2024 | +44.6% |
Properties, in its own words
Our headquarters are located at 1585 Broadway, New York, NY 10036. We do not own any real estate.
Item 2 of the 10-K filed Feb 26, 2026.10
Leadership
Who has led Morgan Stanley Direct Lending Fund, and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
Chief operating officer
20202025
- Chief executive officerMichael Occi Jr. Aug 13, 2025 to now11
- Chief executive officerJeffrey Levin Nov 25, 2019 to Oct 11, 202312
- PresidentJeff M. Day Aug 5, 2025 to now13
- PresidentJeffrey Levin Nov 25, 2019 to Oct 11, 202312
- Chief financial officerOrit Mizrachi Oct 11, 2023 to Oct 11, 202314
- Chief financial officerDavid Pessah Dec 20, 2023 to now15
- Chief financial officerVenugopal Rathi Nov 25, 2019 to Mar 31, 202016
- Chief operating officerOrit Mizrachi Nov 25, 2019 to Oct 11, 202317
Board members and other officers (16)
- Chief Compliance OfficerHope L. Brown Jan 2, 2026 to now18
- OfficerOrit Mizrachi Mar 3, 2026 to now19
- Chief Investment OfficerAshwin Krishnan Aug 12, 2025 to now20
- Principal Accounting OfficerJonathan Frohlinger May 15, 2024 to May 15, 202421
- Chief Administrative OfficerMichael Occi Jr. Jan 23, 2023 to Jan 24, 202422
- Chief Compliance OfficerGauranga Pal May 9, 2023 to May 9, 202323
- Chief Compliance OfficerThomas P. Torrisi Oct 3, 2022 to Oct 3, 202224
- Chief Finanacial OfficerVenugopal Rathi Sep 30, 2020 to Dec 29, 202225
- Chief Compliance OfficerDavid Grove Stafford Ii. Nov 25, 2019 to Nov 25, 201926
- Board memberMichael Occi Jr. Mar 3, 2026 to now27
- Board memberAdam S. Metz Nov 25, 2019 to now28
- Board memberBruce D. Frank Nov 25, 2019 to now29
- Board memberDavid N. Miller Nov 25, 2019 to now30
- Board memberJeffrey Levin Nov 25, 2019 to Oct 11, 202312
- Board memberJoan Binstock Nov 25, 2019 to now31
- Board memberKevin Shannon Nov 25, 2019 to now32
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- DLF CA SPV LLC Delaware4
- DLF Equity Holdings LLC Delaware4
- DLF Financing SPV LLC Delaware4
- DLF SPV LLC Delaware4
- North Haven Private Credit CLO 1 LLC Delaware4
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Former names
Timeline
- Oct 5, 20268-K Regulation FD disclosure33
- Sep 29, 20268-K Executive or director change34
- Aug 6, 20268-K Results of operations; Regulation FD disclosure35
- Jul 9, 20268-K Entered a material agreement; New debt or obligation36
- Jul 6, 20268-K Regulation FD disclosure37
- Jul 1, 20268-K Entered a material agreement38
- Jun 2, 20268-K Shareholder vote39
- May 29, 20268-K Executive or director change40
- May 7, 20268-K Results of operations; Regulation FD disclosure41
- Apr 27, 20268-K Entered a material agreement; New debt or obligation42
- Apr 6, 20268-K Regulation FD disclosure43
- Feb 26, 20268-K Results of operations; Regulation FD disclosure44
- Aug 13, 2025New chief executive Michael Occi Jr. becomes CEO11
- Nov 25, 2019New chief executive Jeffrey Levin becomes CEO12
- May 30, 2019Founded Morgan Stanley Direct Lending Fund is founded2
Calendar
Coming up
- Nov 5, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported $0.50 a share, on Nov 6, 2025.45
When it reported results
- Aug 6, 2026Reported quarterly or annual results35
- May 7, 2026Reported quarterly or annual results41
- Feb 26, 2026Reported quarterly or annual results44
- Nov 6, 2025Reported quarterly or annual results46
- Aug 7, 2025Reported quarterly or annual results47
- May 8, 2025Reported quarterly or annual results48
- Feb 27, 2025Reported quarterly or annual results49
- Nov 7, 2024Reported quarterly or annual results50
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
259 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 75 major events, 88 insider forms, 3 large holders, 2 private raises, 71 other. The latest 20:
- Oct 5, 20268-K EDGAR
- Sep 29, 20268-K EDGAR
- Aug 6, 20268-K EDGAR
- Aug 6, 202610-Q EDGAR
- Jul 9, 20268-K EDGAR
- Jul 6, 20268-K EDGAR
- Jul 1, 20268-K EDGAR
- Jul 1, 2026424B2 EDGAR
- Jun 29, 2026FWP EDGAR
- Jun 29, 2026497AD EDGAR
- Jun 29, 2026424B2 EDGAR
- Jun 2, 20268-K EDGAR
- May 29, 20268-K EDGAR
- May 7, 20268-K EDGAR
- May 7, 202610-Q EDGAR
- Apr 27, 20268-K EDGAR
- Apr 23, 2026DEFR14A EDGAR
- Apr 17, 2026DEFA14A EDGAR
- Apr 17, 2026DEF 14A EDGAR
- Apr 6, 20268-K EDGAR
The 259 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
76 open-market trades by officers, directors and large owners since October 2021: 76 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Mar 5, 2026 | Day Jeff M.Co-President | Buy | 5,000 | $14.90 | $74.5K | Form 4 |
| Mar 3, 2026 | Mizrachi OritSee Remarks | Buy | 1,000 | $14.49 | $14.5K | Form 4 |
| Mar 3, 2026 | MILLER DAVID NDirector | Buy | 5,000 | $14.69 | $73.5K | Form 4 |
| Mar 2, 2026 | MILLER DAVID NDirector | Buy | 5,000 | $14.68 | $73.4K | Form 4 |
| Mar 2, 2026 | Occi Michael Jr.Chief Executive Officer | Buy | 7,000 | $14.87 | $104.1K | Form 4 |
| Nov 11, 2025 | Krishnan AshwinChief Investment Officer | Buy | 3,000 | $16.72 | $50.2K | Form 4 |
| Nov 10, 2025 | FRANK BRUCE DDirector | Buy | 600 | $16.41 | $9.8K | Form 4 |
| Oct 6, 2025 | Binstock JoanDirector | Buy | 9,030 | $16.64 | $150.3K | Form 4 |
| Aug 14, 2025 | Shannon KevinDirector | Buy | 5,000 | $17.70 | $88.5K | Form 4 |
| Aug 14, 2025 | Pessah DavidChief Financial Officer | Buy | 3,400 | $17.72 | $60.2K | Form 4 |
| Aug 13, 2025 | Metz Adam SDirector | Buy | 28,248 | $17.67 | $499.1K | Form 4 |
| Aug 12, 2025 | MILLER DAVID NDirector | Buy | 10,000 | $17.69 | $176.9K | Form 4 |
| Aug 12, 2025 | Day Jeff M.Co-President | Buy | 5,650 | $17.70 | $100.0K | Form 4 |
| Aug 12, 2025 | Occi Michael Jr.Chief Executive Officer | Buy | 14,000 | $17.78 | $248.9K | Form 4 |
| Aug 11, 2025 | Binstock JoanDirector | Buy | 5,659 | $17.69 | $100.1K | Form 4 |
| Jun 6, 2025 | Shannon KevinDirector | Buy | 10,000 | $19.43 | $194.3K | Form 4 |
| Nov 11, 2024 | FRANK BRUCE DDirector | Buy | 420 | $20.50 | $8.6K | Form 4 |
| Jan 24, 2024 | Pessah DavidChief Financial Officer | Buy | 2,000 | $20.67 | $41.3K | Form 4 |
| Jan 24, 2024 | Occi Michael Jr.Chief Executive Officer | Buy | 7,500 | $20.67 | $155.0K | Form 4 |
| Oct 11, 2023 | Mizrachi OritSee Remarks | Buy | 657 | $20.62 | $13.5K | Form 4 |
All 76 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Morgan StanleySCHEDULE 13G, 1 filing Feb 12, 202651
- MS Credit Partners Holdings Inc.SC 13G/A, 2 filings Feb 2, 2022 to Jan 23, 202352
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $1.3B
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2019 | $1.3B | $1.3B |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Morgan Stanley | 15,723,274 | $237.7M | 0.0% | −151,088 |
| UBS Group AG | 2,581,090 | $39.0M | 0.0% | +984,494 |
| Van Eck Associates Corp | 2,014,119 | $30.5M | 0.0% | +580,142 |
| Generali Asset Management SPA SGR | 1,829,964 | $27.7M | 0.5% | No change |
| Lunate Capital Ltd | 1,103,814 | $16.7M | 8.5% | New |
| Russell Investments Group, Ltd. | 1,061,802 | $16.1M | 0.0% | +339,853 |
| Two Sigma Investments, LP | 893,188 | $13.5M | 0.0% | +3,839 |
| Muzinich & Co., Inc. | 838,899 | $12.7M | 4.3% | +71,097 |
| Ares Management LLC | 775,128 | $11.7M | 0.5% | +363,128 |
| Ensign Peak Advisors, Inc | 748,000 | $11.3M | 0.0% | New |
| Altshuler Shaham Ltd | 650,437 | $9.8M | 0.1% | No change |
| American Financial Group Inc | 631,500 | $9.5M | 3.4% | No change |
| Sumitomo Mitsui Trust Group, Inc. | 616,116 | $9.3M | 0.0% | +58,003 |
| Brown Brothers Harriman & Co | 539,662 | $8.2M | 0.0% | New |
| Wells Fargo & Company/mn | 515,964 | $7.8M | 0.0% | −26,832 |
| DG Capital Management, LLC | 475,537 | $7.2M | 2.8% | −100,000 |
| Franklin Resources Inc | 456,469 | $6.9M | 0.0% | +269,658 |
| Caz Investments LP | 399,455 | $6.0M | 2.0% | New |
| TT Capital Management LLC | 343,317 | $5.2M | 4.0% | +10,850 |
| Hennion & Walsh Asset Management, Inc. | 315,801 | $4.8M | 0.1% | +28,418 |
| Trexquant Investment LP | 296,078 | $4.5M | 0.0% | −113,248 |
| Americana Partners, LLC | 262,611 | $4.0M | 0.1% | +5,427 |
| Fosun International Ltd | 240,374 | $3.6M | 0.8% | No change |
| HighTower Advisors, LLC | 238,437 | $3.6M | 0.0% | −26,847 |
| Liberty Mutual Group Asset Management Inc. | 204,770 | $3.1M | 0.3% | No change |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Morgan Stanley Direct Lending Fund is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARMorgan Stanley Direct Lending Fund1
- CIK0001782524
- Employer ID (EIN)84-200950610
- Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company10
- Incorporated inDelaware10
- Fiscal year endsDecember 311
- Business address1585 Broadway, New York, NY 100361
- Phone212 761 03801
- Shares outstanding84,105,122 as of Aug 5, 20269
- Public float$1.6B as of Jun 30, 202510
- AuditorDeloitte & Touche LLP, New York, New York PCAOB ID 34; it also attests to the company’s internal control over financial reporting10
- On EDGAR sinceAug 9, 20191
- Filings408 in all: 4 (169), 8-K (98), 10-Q (20), 3 (18), 40-APP/A (9), CORRESP (8), DEF 14A (8), 10-K (7)1
All 43 form types
40-17G (7), DEFA14A (6), 424B2 (5), 40-APP (4), SC 13G/A (4), D/A (3), EFFECT (3), 424B3 (2), 497AD (2), APP NTC (2), APP ORDR (2), DEFR14A (2), DRS/A (2), FWP (2), N-14 8C (2), N-14 8C/A (2), N-2/A (2), UPLOAD (2), 10-12G (1), 10-12G/A (1), 144 (1), 424B1 (1), 8-A12B (1), CERT (1), D (1), DRS (1), N-14/A (1), N-2 (1), N-2ASR (1), N-54A (1), POS EX (1), PRE 14A (1), RW (1), SC 13G (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Feb 26, 2026
Quarterly report (10-Q) Aug 6, 2026
Proxy statement (DEF 14A) Apr 17, 2026
Latest 8-K (8-K) Oct 5, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.001 par value per share | MSDL | The New York Stock Exchange |
From the cover page of the 10-K filed Feb 26, 2026 (Section 12(b) of the Exchange Act).10
Risk factors and legal proceedings
The risks Morgan Stanley Direct Lending Fund names in Item 1A of its 10-K filed Feb 26, 2026: 77 risks under these headings, as written.10
- Risks Relating to Our Business and Structure
- Operating as a BDC imposes numerous constraints on us and significantly reduces our operating flexibility. In addition, if we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company, which would subject us to additional regulatory restrictions.
- We are subject to risks associated with the current interest rate environment and to the extent we use debt to finance our investments, changes in interest rates will affect our cost of capital and net investment income.
- We depend upon our Adviser and Administrator for our success and upon their access to the investment professionals and partners of Morgan Stanley and its affiliates.
- Our business model depends to a significant extent upon strong referral relationships with private equity sponsors. Any inability of the Adviser to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business.
- The time and resources that individuals associated with our Adviser devote to us may be diverted, and we may face additional competition due to the fact that neither our Adviser nor its affiliates are prohibited from raising money for or managing another entity that makes the same types of investments that we target.
- We may not replicate the historical results achieved by other entities sponsored or advised by members of the Investment Committee, or by the Adviser or its affiliates.
- Our financial condition and results of operations depend on our ability to manage future growth effectively.
- The Adviser may frequently be required to make investment analyses and decisions on an expedited basis in order to take advantage of investment opportunities, and our Adviser may not have knowledge of all circumstances that could impact our investments.
- There are significant potential conflicts of interest that could affect our investment returns.
- Conflicts related to obligations the Investment Committee, the Adviser or its affiliates have to other clients and conflicts related to fees and expenses of such other clients.
- The Investment Committee, the Adviser or its affiliates may, from time to time, possess material non-public information, or may not have access to certain information held by Morgan Stanley, each of which would limit our investment discretion.
The other 66 risks
- Our management fee and incentive fee structure may create incentives for the Adviser that are not fully aligned with the interests of our stockholders and may induce the Adviser to make speculative investments.
- Conflicts related to other arrangements with the Adviser and its affiliates.
- Our ability to enter into transactions with our affiliates is restricted.
- The recommendations given to us by our Adviser may differ from those rendered to their other clients.
- We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.
- We will be subject to corporate-level income tax if we are unable to qualify as a RIC.
- We may have difficulty paying our required dividends if we recognize income before, or without, receiving cash representing such income.
- We will need to raise additional capital to grow because we must distribute most of our income.
- Regulations governing our operation as a BDC affect our ability to, and the way in which we, raise additional capital. As a BDC, the necessity of raising additional capital exposes us to risks, including the typical risks associated with leverage.
- We intend to finance our investments with borrowed money, which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us.
- We are subject to risks associated with our Credit Facilities.
- Any inability to renew, extend or replace the Credit Facilities could adversely impact our liquidity and ability to find new investments or maintain distributions to our stockholders.
- In addition to regulatory limitations on our ability to raise capital, our financing agreements contain various covenants, which, if not complied with, could accelerate our repayment obligations under such agreements, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions.
- Our interests in any subsidiary that enters into a Credit Facility would be subordinated, and we may not receive cash on our equity interests from any such subsidiary.
- Our ability to sell investments held by any subsidiary that enters into a Credit Facility would be limited.
- We may enter into reverse repurchase agreements, which are another form of leverage.
- We are subject to risks associated with any collateralized loan obligations, or CLOs, we enter into to finance our investments.
- If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy.
- Failure to qualify as a BDC would decrease our operating flexibility.
- The majority of our portfolio investments are recorded at fair value as determined in good faith by our Valuation Designee, under the supervision of our Board of Directors and, as a result, there may be uncertainty as to the value of our portfolio investments.
- Our Board of Directors may change our investment objective, operating policies and strategies without prior notice or stockholder approval, and we may temporarily deviate from our regular investment strategy.
- Provisions of the Delaware General Corporation Law, as amended, or the DGCL, and of our Certificate of Incorporation and bylaws could deter takeover attempts and have an adverse effect on the price of shares of Common Stock.
- The Adviser can resign on 60 days’ notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
- The Administrator can resign on 60 days’ notice, and we may not be able to find a suitable replacement, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
- We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer and our portfolio may be concentrated in a limited number of industries.
- We may be subject to risks associated with our investments in the software industry.
- Laws and regulations regulating insurance activities are complex and could negatively affect the business of our portfolio companies in the insurance services industry, which could reduce their profitability and potentially limit their growth.
- The liability of each of the Adviser and the Administrator is limited, and we have agreed to indemnify each against certain liabilities, which may lead them to act in a riskier manner on our behalf than each would when acting for its own account.
- We may invest in derivatives or other assets that expose us to certain risks, including market risk, liquidity risk and other risks similar to those associated with the use of leverage.
- Risks Relating to Our Investments
- Limitations of investment due diligence expose us to investment risk.
- Our debt investments may be risky and we could lose all or part of our investments.
- Defaults by our portfolio companies will harm our operating results.
- We may experience fluctuations in our periodic operating results.
- Economic recessions or downturns could impair our portfolio companies and defaults by our portfolio companies will harm our operating results.
- Inflation could adversely impact our portfolio companies and our results of our operations.
- We may hold the debt securities of distressed companies that may enter into bankruptcy proceedings.
- Our investments in private middle-market portfolio companies are risky, and you could lose all or part of your investment.
- Subordinated liens on collateral securing debt investments that we will make to our portfolio companies may be subject to control by senior creditors with first priority liens. If there is a default, the value of the collateral may not be sufficient to repay in full both the first priority creditors and us.
- Covenant-lite loans may expose us to different risks, including with respect to liquidity, ability to restructure loans, credit risks and less protective loan documentation, than is the case with loans that contain financial maintenance covenants.
- The lack of liquidity in our investments may adversely affect our business.
- Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing our net asset value through increased net unrealized depreciation.
- Our investments in OID and PIK instruments may expose us to investment risk.
- Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity.
- Our portfolio companies may prepay loans, which may reduce our yields if capital returned cannot be invested in transactions with equal or greater expected yields.
- Our investments in portfolio companies may expose us to environmental risks.
- We have not yet identified all of the portfolio company investments we will acquire and we may have difficulty sourcing investment opportunities.
- Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.
- Because we generally do not hold controlling equity interests in our portfolio companies, we may not be able to exercise control over our portfolio companies or to prevent decisions by management of our portfolio companies that could decrease the value of our investments.
- We can offer no assurance that portfolio company management will be able to operate their companies in accordance with our expectations.
- Our portfolio companies may incur debt that ranks equally with, or senior to, our investments in such companies and such portfolio companies may not generate sufficient cash flow to service their debt obligations to us.
- We may suffer a loss if a portfolio company defaults on a loan and the underlying collateral is not sufficient.
- We may be subject to risks under hedging transactions and may become subject to risks if we invest in foreign securities.
- We may not realize gains from our equity investments.
- We may be subject to risks to the extent we provide managerial assistance to our portfolio companies.
- Risks Relating to an Investment in Our Common Stock
- We cannot assure you that the market price of our Common Stock will not decline below our net asset value. The market price of our Common Stock may be volatile and may fluctuate significantly.
- There is a risk that you may not receive distributions or that our distributions may not grow over time and a portion of our distributions may be a return of capital.
- Purchases of our Common Stock by us under the Company 10b5-1 Plan may result in the price of our Common Stock being higher than the price might otherwise exist in the open market.
- Purchases of our Common Stock by us under the Company 10b5-1 Plan may result in dilution to our net asset value per share.
- We have not established any limit on the amount of funds we may use from available sources, such as borrowings, if any, or proceeds from any offering of securities, to fund dividends (which may reduce the amount of capital we ultimately invest in assets).
- Sales of substantial amounts of our Common Stock in the public market, including shares of our Common Stock held by MS Credit Partners Holdings, may have an adverse effect on the market price of our Common Stock.
- Our stockholders may experience dilution in their ownership percentage.
- Our stockholders will experience dilution in their ownership percentage if they opt out of our DRIP.
- Our stockholders may receive shares of our Common Stock as dividends, which could result in adverse tax consequences to them.
- We may in the future determine to issue preferred stock, which could adversely affect the value of shares of Common Stock.
- Our stockholders may be subject to filing requirements under the Exchange Act as a result of an investment in us.
- Our stockholders may be subject to the short-swing profits rules under the Exchange Act as a result of an investment in us.
Legal proceedings
The Company, the Adviser and the Administrator may become party to certain lawsuits in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Each of the Company, the Adviser and the Administrator is not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against the Company.
The opening of Item 3, Legal Proceedings.10
Sources
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- 13SEC EDGARJeff M. Day, President
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- 19SEC EDGAROrit Mizrachi, Officer
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- 27SEC EDGARMichael Occi Jr., Board member
- 28SEC EDGARAdam S. Metz, Board member
- 29SEC EDGARBruce D. Frank, Board member
- 30SEC EDGARDavid N. Miller, Board member
- 31SEC EDGARJoan Binstock, Board member
- 32SEC EDGARKevin Shannon, Board member
- 33SEC EDGARRegulation FD disclosure
- 34SEC EDGARExecutive or director change
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- 37SEC EDGARRegulation FD disclosure
- 38SEC EDGAREntered a material agreement
- 39SEC EDGARShareholder vote
- 40SEC EDGARExecutive or director change
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- 43SEC EDGARRegulation FD disclosure
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- 45NasdaqNasdaq calendar
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