{"url_path":"/sec/cik-0002012139/8-k/2026-06-24/item-3-02","section_key":"item-3-02","section_title":"Item 3.02 Unregistered Sales of Unregistered Securities.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-24","source_url":"https://www.sec.gov/Archives/edgar/data/2012139/0001193125-26-281240-index.html","accession_number":"0001193125-26-281240","cik":"0002012139","ticker":null,"issuer_name":"Fortress Private Lending Fund","edgar_url":"https://www.sec.gov/Archives/edgar/data/2012139/0001193125-26-281240-index.html","primary_entity_key":"0002012139","primary_entity_name":"Fortress Private Lending Fund"},"word_count":156,"has_tables":true,"body_markdown":"## Item 3.02 Unregistered Sales of Unregistered Securities.\n\nDuring June 2026, Fortress Private Lending Fund (the “Company”) sold its Class I common shares of beneficial interest, par value $0.01 per share (the “Shares”) for aggregate consideration of $4.4 million. The number of Shares to be issued was finalized on June 22, 2026. The purchase price per Share equaled the Company’s net asset value (“NAV”) per Share as of May 31, 2026. The offer and sale of the Shares was made pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), Regulation D promulgated thereunder and other available exemptions from the registration requirements of the Securities Act to investors who are “accredited investors” within the meaning of Regulation D under the Securities Act.\n\n \n\nDate of Unregistered Sale\n\n \n\nAmount of Shares\n\n \n\n \n\nTotal Consideration\n(in thousands)\n\n \n\nAs of June 1, 2026 (number of Class I common shares finalized on June 22, 2026)\n\n \n\n \n\n182,155\n\n \n\n \n\n$\n\n4,395"}