[Form 4] Morgan Stanley Direct Lending Fund Insider Trading Activity

Rhea-AI Filing Summary

Jeff M. Day, Co‑President and reporting officer of Morgan Stanley Direct Lending Fund (MSDL), reported an indirect purchase of 5,650 shares of common stock on 08/12/2025 at approximately $17.70 per share. The transaction increased indirect beneficial ownership to 17,818 shares held by The Day Family Trust, and the Form 4 shows transaction code "P" for a purchase. A footnote states Mr. Day is co‑trustee of The Day Family Trust and disclaims beneficial ownership except to the extent of his pecuniary interest.

This Form 4 was filed by one reporting person and records a routine insider acquisition that modestly increases the officer's indirect stake in MSDL.

Positive

• Reported purchase of 5,650 common shares at $17.70, increasing indirect holdings to 17,818 shares.
• Officer title disclosed (Co‑President), providing clear identification of the reporting person's role.

Negative

• None.

Insights

Securities Analyst

TL;DR: Officer Jeff M. Day reported an indirect purchase of 5,650 MSDL shares, raising indirect holdings to 17,818.

The filing documents a purchase (code P) on 08/12/2025 of 5,650 shares at about $17.70 per share, reported on a single‑person Form 4. From an investor‑impact perspective this is a small, non‑material insider acquisition relative to typical institutional ownership sizes for funds, but it is a straightforward disclosure of increased insider exposure via a family trust. The report contains a standard co‑trustee disclaimer regarding beneficial ownership.

Corporate Governance Expert

TL;DR: The report shows an indirect trustee‑level holding change with a disclosure of limited beneficial interest.

The Form 4 clarifies that shares are held indirectly by The Day Family Trust and that Mr. Day disclaims beneficial ownership except for his pecuniary interest. That language is typical for trustee arrangements and indicates the change reflects trust holdings rather than a direct personal investment shift. The disclosure is complete for this transaction and aligns with standard Section 16 reporting practices.

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

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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^*

Day Jeff M.

(Last) (First) (Middle)

C/O MORGAN STANLEY DIRECT LENDING FUND

1585 BROADWAY

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Morgan Stanley Direct Lending Fund [ MSDL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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

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

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

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	08/12/2025		P		5,650	A	$17.7	17,818	I(1)	See Footnote.

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. Mr. Day is the co-trustee of The Day Family Trust, which owns the reported securities. Mr. Day disclaims beneficial ownership of shares of common stock held by The Day Family Trust, except to the extent of his pecuniary interest therein

	/s/ Orit Mizrachi, by power of attorney	08/13/2025
	** 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.

FAQ

What transaction did Jeff M. Day report on Form 4 for MSDL?

He reported an indirect purchase of 5,650 shares of common stock on 08/12/2025 at $17.70 per share (transaction code P).

How many MSDL shares does Jeff M. Day beneficially own after the transaction?

He beneficially owns 17,818 shares following the reported transaction, held indirectly.

What is Jeff M. Day's relationship to Morgan Stanley Direct Lending Fund (MSDL)?

The Form 4 lists him as an officer with the title Co‑President.

Are the reported shares held directly or indirectly?

The shares are held indirectly by The Day Family Trust; the filing notes Mr. Day is co‑trustee and disclaims beneficial ownership except to the extent of his pecuniary interest.

What transaction code was used on the Form 4?

Transaction code P was reported, indicating a purchase.