Joan Binstock - 09 Aug 2021 Form 4 Insider Report for Morgan Stanley Direct Lending Fund (MSDL)

Role: Director
Signature: /s/ Orit Mizrachi, by power of attorney
Issuer symbol: MSDL
Transactions as of: 09 Aug 2021
Net transactions value: +$51,844
Form type: 4
Filing time: 19 Oct 2021, 16:07:05 UTC
Previous filing: 19 Jul 2021
Next filing: 18 Aug 2021
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MSDL	Common Stock, par value $0.001 per share	Other	$0	+1	+0.01%	$0.000000	11,304	09 Aug 2021	See Footnote	F1, F2
transaction	MSDL	Common Stock, par value $0.001 per share	Purchase	$51,844	+2,468	+21%	$21.01^*	13,991	15 Oct 2021	See Footnote	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Due to the failure of certain investors ("Defaulting Investors") to pay the portions of their respective capital commitment payable, as required under subscription agreements between such investors and Morgan Stanley Direct Lending Fund (the "Company"), 50% of the shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), held by such Defaulting Investors were forfeited and transferred on the books of the Company to other subscribers pro rata in accordance with the respective interests of such other subscribers. As a result, additional shares of Common Stock were reallocated for no additional consideration.
F2	Ms. Binstock is the grantor and trustee of the Joan A Binstock Revocable Trust, which owns the reported securities. Ms. Binstock disclaims beneficial ownership of shares of common stock held by the Joan A Binstock Revocable Trust, except to the extent of her pecuniary interest therein.

Content

Due to the failure of certain investors ("Defaulting Investors") to pay the portions of their respective capital commitment payable, as required under subscription agreements between such investors and Morgan Stanley Direct Lending Fund (the "Company"), 50% of the shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), held by such Defaulting Investors were forfeited and transferred on the books of the Company to other subscribers pro rata in accordance with the respective interests of such other subscribers. As a result, additional shares of Common Stock were reallocated for no additional consideration.

Ms. Binstock is the grantor and trustee of the Joan A Binstock Revocable Trust, which owns the reported securities. Ms. Binstock disclaims beneficial ownership of shares of common stock held by the Joan A Binstock Revocable Trust, except to the extent of her pecuniary interest therein.