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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):
November 4, 2025
Palmer Square Capital BDC Inc.
(Exact name of Registrant as Specified in Its
Charter)
| Maryland |
|
814-01334 |
|
84-3665200 |
|
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
1900 Shawnee Mission Parkway, Suite 315 Mission Woods, Kansas |
|
66205 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s Telephone Number, Including
Area Code: 816 994-3200
(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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
| Common Stock, par value $0.001 per share |
|
PSBD |
|
New York Stock Exchange |
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 1.01. Entry into a Material Definitive Agreement.
On November 4, 2025, Palmer Square BDC Funding
II LLC (“Funding”), a wholly owned subsidiary of Palmer Square Capital BDC Inc. (the “Company”), entered into
Amendment No. 5 (the “Credit Facility Amendment”) to its credit facility (the “Credit Facility”) with Wells Fargo
Bank, National Association, as administrative agent and as lender, U.S. Bank Trust Company, National Association, as collateral agent
and U.S. Bank National Association, as custodian.
The Credit Facility Amendment amends the Credit
Facility to, among other things: (i) increase the facility amount from $175,000,000 to $200,000,000, (ii) extend the facility maturity
date from December 18, 2028 to November 4, 2030, (iii) extend the reinvestment period end date from December 18, 2026 to November 3,
2028 (subject to other provisions of the Credit Facility), (iv) update the applicable spread to be 1.95% over Daily Simple SOFR (from
2.50% over Daily Simple SOFR), and (v) update the non-usage fee to a rate ranging from 0.50% to 1.45%, depending on the utilization levels
of the facility.
The description above is only a summary of the
material provisions of the Credit Facility Amendment and is qualified in its entirety by reference to a copy of the Credit Facility Amendment,
which is filed as Exhibit 10.1 to this current report on Form 8-K.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
The information contained in Item 1.01
of this current report on Form 8-K is incorporated by reference in this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 10.1 |
| Amendment No. 5 to Loan and Security Agreement, dated November 4, 2025, by and among Palmer Square BDC Funding II LLC, as the borrower, Palmer Square Capital BDC Inc., as the collateral manager and equityholder, Wells Fargo Bank, National Association, as administrative agent and as lender, U.S. Bank Trust Company, National Association, as collateral agent, and U.S. Bank National Association, as custodian. |
| |
| |
| 104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Palmer Square Capital BDC Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
PALMER SQUARE CAPITAL BDC INC. |
| |
|
| |
|
|
| Date: November 5, 2025 |
By: |
/s/ Jeffrey D. Fox |
| |
Name: |
Jeffrey D. Fox |
| |
Title: |
Chief Financial Officer |