Golub Capital BDC (GBDC) director-linked fund sells 1.68M shares, retains trust stake

Rhea-AI Filing Summary

Golub Capital BDC, Inc. director Lawrence E. Golub reported an indirect sale of 1,676,387 shares of common stock at $13.06 per share on August 7, 2026, by GEMS Fund 4, L.P., leaving that entity with 0 shares. He continues to hold 704,695 shares indirectly through Whitehall Capital Investors VI, LLC for the benefit of his family trust. Footnotes state he may be viewed as having investment power over GEMS Fund 4, L.P. but disclaims beneficial ownership except for his pecuniary interest.

Insider Trade Summary

Net Seller: 1,676,387 shares

Net Sell 2 txns

Insider Golub Lawrence E

Role Director

Sold 1,676,387 shs ($21.89M)

Type	Security	Shares	Price	Value
Sale	Common Stock, par value $0.001 per share F1	1,676,387	$13.06	$21.89M
holding	Common Stock, par value $0.001 per share F2	--	--	--

Holdings After Transaction: Common Stock, par value $0.001 per share — 0 shares (Indirect, By GEMS Fund 4, L.P.); Common Stock, par value $0.001 per share — 704,695 shares (Indirect, By Whitehall Capital Investors VI, LLC)

Footnotes (2)

1. F1. Due to his control of GEMS Fund 4, L.P., Mr. Golub may be viewed as having investment power over all of the shares owed by such entity although voting rights have been passed through to the limited partners. Mr. Golub disclaims beneficial ownership of such shares of common stock held by GEMS Fund 4, L.P. except to the extent of his pecuniary interest therein.
2. F2. The shares reported herein are directly beneficially owned by Whitehall Capital Investors VI, LLC and are held for the benefit of Mr. Golub's family trust.

Key Figures

Shares sold: 1,676,387 shares Sale price per share: $13.06 Net shares sold: 1,676,387 shares +2 more

5 metrics

Shares sold 1,676,387 shares Indirect sale by GEMS Fund 4, L.P. on August 7, 2026

Sale price per share $13.06 Price for the 1,676,387 GBDC shares sold

Net shares sold 1,676,387 shares Net sell volume across reported non-derivative transactions

Indirect holdings via Whitehall 704,695 shares Common stock held indirectly for Mr. Golub's family trust

Shares remaining at GEMS Fund 4, L.P. 0 shares Total shares following the reported sale by GEMS Fund 4, L.P.

Key Terms

indirect ownership, beneficial ownership, pecuniary interest, family trust

4 terms

indirect ownership financial

"The transactions are reported as indirect ownership, including by GEMS Fund 4, L.P."

beneficial ownership financial

"Mr. Golub disclaims beneficial ownership of such shares of common stock"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"except to the extent of his pecuniary interest therein"

family trust financial

"shares are held for the benefit of Mr. Golub's family trust"

FAQ

What insider transaction did GBDC director Lawrence E. Golub report on this Form 4?

Lawrence E. Golub reported an indirect sale of 1,676,387 GBDC shares at $13.06 per share on August 7, 2026, through GEMS Fund 4, L.P., leaving that entity with no remaining shares of Golub Capital BDC common stock.

How many GBDC shares does Lawrence E. Golub still indirectly hold after the reported sale?

After the reported sale, Lawrence E. Golub is shown as indirectly holding 704,695 GBDC shares. These shares are directly owned by Whitehall Capital Investors VI, LLC and are held for the benefit of Mr. Golub's family trust, according to the filing footnote.

Were the sold GBDC shares owned directly by Lawrence E. Golub or by an affiliated entity?

The 1,676,387 GBDC shares sold were directly owned by GEMS Fund 4, L.P., an entity Mr. Golub controls. He may be viewed as having investment power but disclaims beneficial ownership except for his pecuniary interest, and voting rights are passed to limited partners.

What sale price was reported for the Golub Capital BDC (GBDC) shares sold on August 7, 2026?

The transaction shows a sale price of $13.06 per GBDC share for the 1,676,387 shares sold on August 7, 2026. The sale is coded as an open market or private transaction under transaction code “S.”

Does the Form 4 indicate that the GBDC insider sale was under a Rule 10b5-1 trading plan?

The Form 4’s Rule 10b5-1 checkbox is not marked, and no footnote describes a trading plan. This indicates the reported 1,676,387-share sale in GBDC was not affirmatively reported as executed under a Rule 10b5-1 trading arrangement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/11/2026 - 05:16 PM Accepted by SEC EDGAR 08/11/2026 - 05:16 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Golub Lawrence E

(Last) (First) (Middle)

C/O GOLUB CAPITAL BDC, INC.

200 PARK AVENUE, 25TH FLOOR

(Street)

NEW YORK NEW YORK 10166

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
GOLUB CAPITAL BDC, Inc. [ GBDC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001 per share	08/07/2026		S		1,676,387	D	$13.06	0	I	By GEMS Fund 4, L.P.(1)
Common Stock, par value $0.001 per share								704,695	I	By Whitehall Capital Investors VI, LLC(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Due to his control of GEMS Fund 4, L.P., Mr. Golub may be viewed as having investment power over all of the shares owed by such entity although voting rights have been passed through to the limited partners. Mr. Golub disclaims beneficial ownership of such shares of common stock held by GEMS Fund 4, L.P. except to the extent of his pecuniary interest therein.

2. The shares reported herein are directly beneficially owned by Whitehall Capital Investors VI, LLC and are held for the benefit of Mr. Golub's family trust.

Remarks:

	/s/ Lawrence E. Golub	08/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)