FS Specialty Lending Fund (NYSE: FSEN) opposes mini-tender bid offer

Rhea-AI Filing Summary

FS Specialty Lending Fund filed a current report to share a letter with its shareholders about an unsolicited mini-tender offer made by a third party. In the letter, the Company recommends that shareholders reject this mini-tender offer.

The letter will be mailed to registered shareholders and is included as Exhibit 99.1. The filing is informational and is intended to guide investors’ decisions regarding this specific unsolicited offer.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

false 0001501729 0001501729 2025-09-15 2025-09-15 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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): September 15, 2025

FS Specialty Lending Fund

(Exact name of Registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation) 814-00841 (Commission File Number) 27-6822130 (I.R.S. Employer Identification No.)

201 Rouse Boulevard Philadelphia, Pennsylvania (Address of principal executive offices) 19112 (Zip Code)

Registrant’s telephone number, including area code: (215) 495-1150

None 

(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))

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 8.01. Other Events.

FS Specialty Lending Fund (the “Company”) is filing this Current Report on Form 8-K for the purpose of providing its shareholders with a letter recommending that they reject an unsolicited mini-tender offer received from a third party. This letter will be mailed to registered shareholders of the Company. A copy of the letter is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

99.1 Letter to Shareholders, dated September 15, 2025

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		FS Specialty Lending Fund
Date:	September 15, 2025	By:	/s/ Stephen S. Sypherd
			Stephen S. Sypherd
			General Counsel

FAQ

What did FSEN disclose in this Form 8-K filing?

FS Specialty Lending Fund disclosed that it is providing shareholders with a letter recommending they reject an unsolicited mini-tender offer from a third party.

Why is FS Specialty Lending Fund (FSEN) sending a shareholder letter?

The Company is sending the letter to advise shareholders about the unsolicited mini-tender offer and to recommend that they reject it.

How will FS Specialty Lending Fund shareholders receive the mini-tender offer letter?

The Company states that the letter will be mailed to registered shareholders of FS Specialty Lending Fund.

Where can investors find the full FSEN letter about the mini-tender offer?

The full text of the letter is attached to the report as Exhibit 99.1.

Does this FSEN 8-K involve any major transaction or financial results?

No major transaction or financial results are described; the focus is on the Company’s recommendation regarding an unsolicited mini-tender offer.

Who signed the FS Specialty Lending Fund 8-K report?

The report was signed on behalf of the Company by Stephen S. Sypherd, General Counsel.