SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)
|
BlackRock Direct Lending Corp. (Name of Issuer) |
Common Stock, $0.001 par value (Title of Class of Securities) |
000000000 (CUSIP Number) |
Ricardo Davidovich, Esq. Haynes and Boone, LLP, 30 Rockefeller Plaza, 26th Floor New York, NY, 10112 (212) 835-4837 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
06/20/2025 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
|
CUSIP No. | 000000000 |
1 |
Name of reporting person
The Public Institution for Social Security | ||||||||
2 | Check the appropriate box if a member of a Group (See Instructions)
![]() ![]() | ||||||||
3 | SEC use only | ||||||||
4 |
Source of funds (See Instructions)
WC | ||||||||
5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
![]() | ||||||||
6 | Citizenship or place of organization
KUWAIT
| ||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
11 | Aggregate amount beneficially owned by each reporting person
29,076,852.10 | ||||||||
12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
![]() | ||||||||
13 | Percent of class represented by amount in Row (11)
99.7 % | ||||||||
14 | Type of Reporting Person (See Instructions)
EP |
SCHEDULE 13D
|
Item 1. | Security and Issuer |
(a) | Title of Class of Securities:
Common Stock, $0.001 par value |
(b) | Name of Issuer:
BlackRock Direct Lending Corp. |
(c) | Address of Issuer's Principal Executive Offices:
2951 28TH STREET, SUITE 1000, SANTA MONICA,
CALIFORNIA
, 90405. |
Item 3. | Source and Amount of Funds or Other Consideration |
Item 3 is hereby amended and supplemented as follows:
"Pursuant to the Subscription Agreement and a capital contribution notice delivered by the Issuer with respect thereto, on June 20, 2025, the Reporting Person purchased 2,084,925.0616 shares of Common Stock from the Issuer for an aggregate purchase price of approximately $19,982,217.85. The source of the funds for the purchase of shares of Common Stock was investment capital of the Reporting Person." | |
Item 5. | Interest in Securities of the Issuer |
(a) | Item 5(a) is hereby amended and restated in its entirety as follows:
"The information set forth in Items 3 and 4 of this Schedule 13D is hereby incorporated herein by reference.
(a) The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by the Reporting Person is stated in Items 11 and 13 on the cover page(s) hereto. With respect to Item 13, this number is based upon 29,173,774.94 shares of Common Stock outstanding as of June 20, 2025, as disclosed by the Issuer to the Reporting Person in connection with the issuance of additional shares of Common Stock.
The Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this Schedule 13D.
The Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that the Reporting Person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any syndicate or group with respect to the Issuer or any securities of the Issuer." |
(b) | Item 5(b) is hereby amended and restated in its entirety as follows:
(b) "Number of shares as to which the Reporting Person has:
(i) sole power to vote or to direct the vote:
See Item 7 on the cover page(s) hereto.
(ii) shared power to vote or to direct the vote:
See Item 8 on the cover page(s) hereto.
(iii) sole power to dispose or to direct the disposition of:
See Item 9 on the cover page(s) hereto.
(iv) shared power to dispose or to direct the disposition of:
See Item 10 on the cover page(s) hereto."
|
(c) |
Item 5(c) is hereby amended and restated in its entirety as follows: "Other than as set forth in this Schedule 13D, there have been no transactions in the class of securities reported on that were effected by the Reporting Person during the past sixty days or since the most recent filing of Schedule 13D, whichever is less." |
(d) | Not applicable |
(e) | Not applicable |
SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
|
|