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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): February 16, 2024

 

 

TCW Direct Lending VIII LLC

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Delaware   814-01420   86-3307898
(State or Other Jurisdiction
of Incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

200 Clarendon Street

Boston, Massachusetts

  02116
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s Telephone Number, Including Area Code: (617) 936-2275

(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:

 

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)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange

on which registered

None   N/A   N/A

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 5.07 Submission of Matters to a Vote of Security Holders.

On February 16, 2024, TCW Direct Lending VIII LLC (the “Company”) completed its solicitation of consents to approve a proposal to amend the Company’s Amended and Restated Limited Liability Company Agreement, dated January 21, 2022 (the “Agreement”) to extend the Closing Period (as defined therein) to be the twenty-six month period following the Company’s initial closing date. Pursuant to the Consent Solicitation, the following matter was submitted to the vote of the members, with the results of voting set forth below.

 

  1.

The Company’s members approved a proposal to amend the Agreement for the purpose of extending the Closing Period by two additional months, such that it would be defined as the twenty-six month period following the initial closing.

The voting results were as follows (expressed as percentages of total outstanding interests):

 

Votes For

   Votes Abstained   Votes Objecting
68.48%    0.00%   0.00%

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

3.7    Amendment No. 4 to Amended and Restated Limited Liability Company Agreement of TCW Direct Lending VIII LLC, dated as of February 16, 2024.
104    Cover Page Interactive Data File (embedded within the Inline XBRL Document).


SIGNATURES

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.

 

      TCW Direct Lending VIII LLC
Date: February 22, 2024    

By:

 

/s/ Andrew J. Kim

      Andrew J. Kim, Chief Financial Officer