{"url_path":"/sec/cik-0001950976/8-k/2026-06-25/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of Equity Securities.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-25","source_url":"https://www.sec.gov/Archives/edgar/data/1950976/0001193125-26-282746-index.html","accession_number":"0001193125-26-282746","cik":"0001950976","ticker":null,"issuer_name":"26North BDC, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1950976/0001193125-26-282746-index.html","primary_entity_key":"0001950976","primary_entity_name":"26North BDC, Inc."},"word_count":238,"has_tables":true,"body_markdown":"## Item 3.02 Unregistered Sales of Equity Securities.\n\nOn June 24, 2026, 26North BDC, Inc. (the “Company”) issued and sold approximately 6,299,433 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), resulting in gross proceeds of approximately $156.2 million.\n\nThe sale of Common Stock was made pursuant to subscription agreements entered into by the Company and its investors. Under the terms of the subscription agreements, investors are required to fund drawdowns to purchase shares of Common Stock up to the amount of their respective capital commitments on an as-needed basis with a minimum of ten calendar days’ prior notice to investors.\n\nThe issuance of the Common Stock is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) thereof and Regulation D or Regulation S thereunder, as applicable. The Company relied upon representations from the investors in the subscription agreements that each investor was, as applicable, either (a) an “accredited investor” as defined in Regulation D under the Securities Act or (b) not a “U.S. person” as defined in Regulation S under the Securities Act.\n\nSIGNATURES\n\nPursuant 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.\n\n \n\n \n\n \n\n26North BDC, Inc.\n\n \n\n \n\n \n\n \n\nDate:\n\nJune 25, 2026\n\nBy:\n\n/s/ Jonathan Landsberg\n\n \n\n \n\n \n\nJonathan Landsberg\nChief Financial Officer and Treasurer"}