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  4. [8-K] Sixth Street Specialty Lending, Inc. Reports Material Event

Sixth Street Specialty (NYSE: TSLX) holders approve below-NAV stock issuance cap

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Sixth Street Specialty Lending, Inc. obtained stockholder approval to allow the company to sell or issue common stock at prices below its then-current net asset value per share. Any such transactions may occur in one or more offerings, must be approved by the board of directors, and are limited so that the number of shares issued does not exceed 25% of the company’s outstanding common stock immediately before each offering, as described in its proxy materials.

The proposal on sales of common stock below net asset value passed with 41,423,791 votes for, 6,674,197 votes against, and 1,818,545 abstentions, with no broker non-votes. Adjusting to exclude 3,640,068 affiliated shares, the proposal received 38,475,400 votes for, 6,674,197 against, and 1,126,868 abstentions.

Positive

  • None.

Negative

  • None.

Insights

TSLX shareholders approved flexibility to issue stock below net asset value, within a 25% cap and board oversight.

The approval permits Sixth Street Specialty Lending, Inc. to conduct future common stock offerings below then-current net asset value per share. This can be a tool for raising capital when market prices are weak, subject to specific conditions detailed in its proxy materials.

The authorization is constrained by a limit that new shares in each offering cannot exceed 25% of shares outstanding immediately before that offering, and each issuance requires board approval. The proposal drew strong support, with over 41 million votes in favor including affiliated shares.

Item 5.07 Submission of Matters to a Vote of Security Holders Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Votes for (including affiliated) 41,423,791 votes Below-NAV stock issuance proposal, June 18, 2026
Votes against (including affiliated) 6,674,197 votes Below-NAV stock issuance proposal, June 18, 2026
Abstentions (including affiliated) 1,818,545 votes Below-NAV stock issuance proposal, June 18, 2026
Affiliated shares excluded 3,640,068 shares Adjusted voting calculation on Proposal 1
Per-offering issuance cap 25% of then-outstanding shares Maximum common stock issued below NAV per offering
net asset value financial
"sell or otherwise issue shares of its common stock at a price below its then-current net asset value per share"
Net asset value is the total value of an investment fund's assets minus any liabilities, divided by the number of shares or units outstanding. It represents the per-share worth of the fund, similar to how the value of a house is determined by its total worth after debts are subtracted. Investors use it to gauge the true value of their holdings and to compare different investment options.
abstentions financial
"Votes “For” ... Votes “Against” ... Abstentions ... Broker Non-Votes"
broker non-votes financial
"Abstentions | | Broker Non-Votes 41,423,791 | | 6,674,197 | | 1,818,545 | | 0"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
Emerging growth company regulatory
"Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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Understanding 8-K Material Events →
false 0001508655 0001508655 2026-06-18 2026-06-18
 
 

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): June 18, 2026

 

 

Sixth Street Specialty Lending, Inc.

(Exact name of registrant as specified in charter)

 

 

 

Delaware   001-36364   27-3380000

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

2100 McKinney Avenue, Suite 1500

Dallas, TX

   75201
(Address of Principal Executive Offices)   (zip code)

Registrant’s telephone number, including area code: (469) 621-3001

 

 

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 $0.01 per share   TSLX   The 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 5.07 – Submission of Matters to a Vote of Security Holders

Special Meeting of Stockholders

On June 18, 2026, Sixth Street Specialty Lending, Inc. (the “Company”) reconvened a special meeting of stockholders. Stockholders considered one proposal as described in the Company’s proxy statement filed on April 9, 2026, as amended by the amendment to the Company’s proxy statement filed on May 15, 2026. The final results of the voting on the matter submitted to stockholders at the special meeting are set forth below.

Proposal 1 – Sales of Common Stock Below NAV. The stockholders approved the proposal to authorize the Company to sell or otherwise issue shares of its common stock at a price below its then-current net asset value per share in one or more offerings, in each case subject to the approval of its board of directors and subject to certain conditions as set forth in the proxy statement (including that the number of shares issued does not exceed 25% of the Company’s then-outstanding common stock immediately prior to each such offering), by the vote shown below.

The vote on the proposal, including affiliated and unaffiliated shares, was as follows:

 

Votes “For”

  

Votes “Against”

  

Abstentions

  

Broker Non-Votes

41,423,791   6,674,197   1,818,545   0

The vote on the proposal, adjusted to exclude 3,640,068 affiliated shares, was as follows:

 

Votes “For”

  

Votes “Against”

  

Abstentions

  

Broker Non-Votes

38,475,400   6,674,197   1,126,868   0

SIGNATURES

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.

 

    SIXTH STREET SPECIALTY LENDING, INC.
   

(Registrant)

Date: June 18, 2026     By:  

/s/ Ian Simmonds

    Name:   Ian Simmonds
    Title:   Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did TSLX stockholders approve at the June 18, 2026 special meeting?

Stockholders approved allowing Sixth Street Specialty Lending (TSLX) to sell or issue common stock at prices below its then-current net asset value per share, in one or more offerings, subject to board approval and other conditions described in the company’s proxy materials.

What limits apply to TSLX’s below-NAV stock issuances?

Each below-NAV offering by TSLX is limited so that the number of shares issued does not exceed 25% of the company’s outstanding common stock immediately before that offering, and each transaction also requires approval from the company’s board of directors under the approved proposal.

How did TSLX stockholders vote on the below-NAV stock sale proposal?

Including affiliated and unaffiliated shares, the proposal received 41,423,791 votes for, 6,674,197 votes against, and 1,818,545 abstentions, with no broker non-votes. These results reflect broad approval for granting the company flexibility to issue stock below net asset value.

What were the TSLX voting results excluding affiliated shares?

Excluding 3,640,068 affiliated shares, the proposal received 38,475,400 votes for, 6,674,197 votes against, and 1,126,868 abstentions. This adjusted tally shows substantial support from unaffiliated stockholders for authorizing below-NAV stock issuances under the defined conditions.

Does the TSLX approval mean new shares will be issued immediately?

The approval authorizes TSLX to issue common stock below net asset value, but actual offerings would occur only if the board decides to proceed. Any issuance must comply with the 25% per-offering cap and other conditions described in the company’s proxy materials.

Filing Exhibits & Attachments

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