Private company

SL Investment Fund II LLC

Investment fund based in New York, United States1

In its 2026 annual report the company says: “We are a non-diversified, externally managed specialty finance company focused on lending to middle-market companies. We have elected to be regulated as a BDC under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated, and intend to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code.”4

Last updated Oct 20, 2026.

Overview

  • HeadquartersNew York, New York1
  • Incorporated inDE2
  • Business address1585 Broadway, New York, Ny 100362
  • Filer category, Emerging growth company2
  • Legal formLimited Liability Company
  • Kind of organizationInvestment fund1

See how the biggest companies compare on our leaderboards

We are a non-diversified, externally managed specialty finance company focused on lending to middle-market companies. We have elected to be regulated as a BDC under the Investment Company Act of 1940, as amended, or the 1940 Act. In addition, for U.S. federal income tax purposes, we have elected to be treated, and intend to comply with the requirements to qualify annually, as a RIC under Subchapter M of the Code. We are classified as a non-diversified investment company within the meaning of the 1940 Act, which means that we are not limited by the 1940 Act with respect to the proportion of our assets that we may invest in securities of a single issuer. We are externally managed by the Adviser, an indirect wholly owned subsidiary of Morgan Stanley.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Fiscal year202420252026
Interest$11.7M5
Net income$25.0M5
Earnings per share$1.895
Earnings per share (diluted)$1.895
Shares (weighted, basic)13.1M shares5
Shares (weighted, diluted)13.1M shares5

Compare SL Investment Fund II LLC with another company

Corporate structure

SL Investment Fund II LLC sits at the top of its group. 5 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of SL Investment Fund II LLC

  • LOCKHEED MARTIN INVESTMENT MANAGEMENT CO Filed SCHEDULE 13G/A on SL Investment Fund II LLC, latest Feb 9, 2026 (2 filings since Feb 7, 2025)
  • SL Investment Fund II LLC New York, New York
    • SLIF II CA SPV LLC Subsidiary · Delaware, United States
    • SLIF II Equity Holdings LLC Subsidiary · Delaware, United States
    • SLIF II Financing SPV LLC Subsidiary · Delaware, United States
    • SLIF II SPV LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What SL Investment Fund II LLC reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$22.8M5 Dec 31, 2025$21.6M5 Dec 31, 2024+5.5%

Properties, in its own words

Our headquarters are located at 1585 Broadway, New York, NY 10036. We do not own any real estate.

Item 2 of the 10-K filed Mar 4, 2026.4

Leadership

Who has led SL Investment Fund II LLC, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Jeffrey Levin2024–now

President

  1. Jeffrey Levin2024–2025
  2. Jeff M. Day2025–now

Chief financial officer

  1. David Pessah2024–now

Chief operating officer

  1. Orit Mizrachi2024–now
2025
Board members and other officers (10)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • SLIF II CA SPV LLC Delaware3
  • SLIF II Equity Holdings LLC Delaware3
  • SLIF II Financing SPV LLC Delaware3
  • SLIF II SPV LLC Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Oct 2, 20268-K Entered a material agreement; New debt or obligation21
  2. Sep 29, 20268-K Executive or director change22
  3. Jul 29, 20268-K Unregistered sale of shares23
  4. May 4, 20268-K Unregistered sale of shares24
  5. Feb 23, 20268-K Unregistered sale of shares25
  6. Dec 23, 20258-K Executive or director change26
  7. Dec 1, 20258-K Unregistered sale of shares27
  8. Oct 30, 20258-K Entered a material agreement; New debt or obligation28
  9. Oct 2, 20258-K Unregistered sale of shares29
  10. Jul 25, 20258-K Executive or director change30
  11. Dec 27, 20248-K Executive or director change31
  12. Nov 12, 2024New chief executive Jeffrey Levin becomes CEO8

Filings

47 filings to the SEC since October 2021: 2 annual reports, 6 quarterly reports, 11 major events, 13 insider forms, 2 large holders, 2 private raises, 11 other. The latest 20:

  1. Oct 2, 20268-K EDGAR
  2. Sep 29, 20268-K EDGAR
  3. Aug 12, 202610-Q EDGAR
  4. Jul 29, 20268-K EDGAR
  5. May 29, 202610-Q/A EDGAR
  6. May 14, 202610-Q EDGAR
  7. May 4, 20268-K EDGAR
  8. Mar 4, 202610-K EDGAR
  9. Feb 23, 2026SC TO-I/A EDGAR
  10. Feb 23, 20268-K EDGAR
  11. Feb 9, 2026SCHEDULE 13G/A EDGAR
  12. Jan 2, 20263 EDGAR
  13. Dec 31, 2025SC TO-I EDGAR
  14. Dec 23, 20258-K EDGAR
  15. Dec 1, 20258-K EDGAR
  16. Nov 12, 202510-Q EDGAR
  17. Nov 6, 202540-17G EDGAR
  18. Oct 30, 20258-K EDGAR
  19. Oct 2, 20258-K EDGAR
  20. Aug 13, 202510-Q EDGAR

The 47 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Jun 10, 2024Raised $167.2 million in a private offering of equity Form D: 530 investors so far Form D

SEC filer profile

How SL Investment Fund II LLC is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARSL Investment Fund II LLC1
  • CIK0002028686
  • Employer ID (EIN)99-46920474
  • Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Business address1585 Broadway, New York, NY 100361
  • Phone212-761-40001
  • Shares outstanding19,615,220 as of Aug 12, 20267
  • Public float$0 as of Jun 30, 20255
  • AuditorDeloitte & Touche LLP, New York, New York PCAOB ID 34; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceJul 2, 20241
  • Filings52 in all: 3 (13), 8-K (11), 10-Q (5), CORRESP (4), 40-APP/A (3), 10-12G/A (2), 10-K (2), 40-17G (2)1
    All 18 form types

    10-12G (1), 10-Q/A (1), 40-APP (1), D (1), D/A (1), N-54A (1), SC TO-I (1), SC TO-I/A (1), SCHEDULE 13G (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Mar 4, 2026
    Quarterly report (10-Q) Aug 12, 2026
    Latest 8-K (8-K) Oct 2, 2026

Securities registered for trading

ClassSymbolExchange
None

From the cover page of the 10-K filed Mar 4, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks SL Investment Fund II LLC names in Item 1A of its 10-K filed Mar 4, 2026: 77 risks under these headings, as written.4

  • Risks Relating to Our Business and Structure
  • Operating as a BDC imposes numerous constraints on us and significantly reduces our operating flexibility. In addition, if we fail to maintain our status as a BDC, we might be regulated as a closed-end investment company, which would subject us to additional regulatory restrictions.
  • We are subject to risks associated with the current interest rate environment and to the extent we use debt to finance our investments, changes in interest rates will affect our cost of capital and net investment income.
  • We depend upon our Adviser and Administrator for our success and upon their access to the investment professionals and partners of Morgan Stanley and its affiliates.
  • Our business model depends to a significant extent upon strong referral relationships with private equity sponsors. Any inability of the Adviser to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business.
  • The time and resources that individuals associated with our Adviser devote to us may be diverted, and we may face additional competition due to the fact that neither our Adviser nor its affiliates are prohibited from raising money for or managing another entity that makes the same types of investments that we target.
  • We may not replicate the historical results achieved by other entities sponsored or advised by members of the Investment Committee, or by the Adviser or its affiliates.
  • Our financial condition and results of operations depend on our ability to manage future growth effectively.
  • The Adviser may frequently be required to make investment analyses and decisions on an expedited basis in order to take advantage of investment opportunities, and our Adviser may not have knowledge of all circumstances that could impact our investments.
  • There are significant potential conflicts of interest that could affect our investment returns.
  • Conflicts related to obligations the Investment Committee, the Adviser or its affiliates have to other clients and conflicts related to fees and expenses of such other clients.
  • The Investment Committee, the Adviser or its affiliates may, from time to time, possess material non-public information, or may not have access to certain information held by Morgan Stanley, each of which would limit our investment discretion.
The other 66 risks
  • Conflicts related to other arrangements with the Adviser and its affiliates.
  • We intend to limit participation in our units by certain investors due to certain restrictions of ERISA.
  • Our ability to enter into transactions with our affiliates is restricted.
  • The recommendations given to us by our Adviser may differ from those rendered to their other clients.
  • Our Units are illiquid investments for which there is not a secondary market.
  • We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.
  • We will be subject to corporate-level income tax if we are unable to qualify as a RIC.
  • We may have difficulty paying our required distributions if we recognize income before, or without, receiving cash representing such income.
  • We will need to raise additional capital to grow because we must distribute most of our income.
  • If we are not treated as a “publicly offered regulated investment company,” as defined in the Code, U.S. unitholders that are individuals, trusts or estates will be taxed as though they received a distribution of some of our expenses.
  • Regulations governing our operation as a BDC affect our ability to, and the way in which we, raise additional capital. As a BDC, the necessity of raising additional capital exposes us to risks, including the typical risks associated with leverage.
  • We intend to finance our investments with borrowed money, which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us.
  • We are subject to risks associated with our Credit Facilities.
  • Any inability to renew, extend or replace the Credit Facilities could adversely impact our liquidity and ability to find new investments or maintain distributions to our unitholders.
  • In addition to regulatory limitations on our ability to raise capital, our financing agreements contain various covenants, which, if not complied with, could accelerate our repayment obligations under such agreements, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions.
  • Our interests in any subsidiary that enters into a Credit Facility would be subordinated, and we may not receive cash on our equity interests from any such subsidiary.
  • Our ability to sell investments held by any subsidiary that enters into a Credit Facility would be limited.
  • We may enter into reverse repurchase agreements, which are another form of leverage.
  • Investors in our Units may fail to fund their capital commitments when due.
  • If we do not invest a sufficient portion of our assets in qualifying assets, we could fail to qualify as a BDC or be precluded from investing according to our current business strategy.
  • Failure to qualify as a BDC would decrease our operating flexibility.
  • The majority of our portfolio investments are recorded at fair value as determined in good faith by our Valuation Designee, under the supervision of our Board of Directors and, as a result, there may be uncertainty as to the value of our portfolio investments.
  • Our Board of Directors may change our investment objective, operating policies and strategies without prior notice or unitholder approval, and we may temporarily deviate from our regular investment strategy.
  • The Adviser can resign on 60 days’ notice, and we may not be able to find a suitable replacement within that time, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
  • The Administrator can resign on 60 days’ notice, and we may not be able to find a suitable replacement, resulting in a disruption in our operations that could adversely affect our financial condition, business and results of operations.
  • We are a non-diversified investment company within the meaning of the 1940 Act, and therefore we are not limited with respect to the proportion of our assets that may be invested in securities of a single issuer and our portfolio may be concentrated in a limited number of industries.
  • We may be subject to risks associated with our investments in the software industry.
  • Our investments in the IT services industries face considerable uncertainties including substantial regulatory challenges.
  • The liability of each of the Adviser and the Administrator is limited, and we have agreed to indemnify each against certain liabilities, which may lead them to act in a riskier manner on our behalf than each would when acting for its own account.
  • We may invest in derivatives or other assets that expose us to certain risks, including market risk, liquidity risk and other risks similar to those associated with the use of leverage.
  • Risks Relating to Our Investments
  • Limitations of investment due diligence expose us to investment risk.
  • Our debt investments may be risky and we could lose all or part of our investments.
  • Defaults by our portfolio companies will harm our operating results.
  • We may experience fluctuations in our periodic operating results.
  • Economic recessions or downturns could impair our portfolio companies and defaults by our portfolio companies will harm our operating results.
  • Inflation could adversely impact our portfolio companies and our results of our operations.
  • We may hold the debt securities of distressed companies that may enter into bankruptcy proceedings.
  • Our investments in private, middle-market portfolio companies are risky, and you could lose all or part of your investment.
  • Subordinated liens on collateral securing debt investments that we will make to our portfolio companies may be subject to control by senior creditors with first priority liens. If there is a default, the value of the collateral may not be sufficient to repay in full both the first priority creditors and us.
  • Covenant-lite loans may expose us to different risks, including with respect to liquidity, ability to restructure loans, credit risks and less protective loan documentation, than is the case with loans that contain financial maintenance covenants.
  • The lack of liquidity in our investments may adversely affect our business.
  • Price declines and illiquidity in the corporate debt markets may adversely affect the fair value of our portfolio investments, reducing our net asset value through increased net unrealized depreciation.
  • Our investments in OID and PIK instruments may expose us to investment risk.
  • Our portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity.
  • Our portfolio companies may prepay loans, which may reduce our yields if capital returned cannot be invested in transactions with equal or greater expected yields.
  • Our investments in portfolio companies may expose us to environmental risks.
  • We have not yet identified all of the portfolio company investments we will acquire and we may have difficulty sourcing investment opportunities.
  • Our failure to make follow-on investments in our portfolio companies could impair the value of our portfolio.
  • Because we generally do not hold controlling equity interests in our portfolio companies, we may not be able to exercise control over our portfolio companies or to prevent decisions by management of our portfolio companies that could decrease the value of our investments.
  • We can offer no assurance that portfolio company management will be able to operate their companies in accordance with our expectations.
  • Our portfolio companies may incur debt that ranks equally with, or senior to, our investments in such companies and such portfolio companies may not generate sufficient cash flow to service their debt obligations to us.
  • We may make unsecured loans to portfolio companies, meaning that such loans will not benefit from any interest in collateral of such companies.
  • We may suffer a loss if a portfolio company defaults on a loan and the underlying collateral is not sufficient.
  • We may be subject to risks under hedging transactions and may become subject to risks if we invest in foreign securities.
  • We may not realize gains from our equity investments.
  • We may be subject to risks to the extent we provide managerial assistance to our portfolio companies.
  • Risks Relating to an Investment in Our Units and Preferred Units
  • There is no public market for our Units or Series A Preferred Units, and we do not expect there to be a market for our Units or preferred units.
  • There are restrictions on the ability of holders of our Units and preferred units to transfer units in excess of the restrictions typically associated with a private offering of securities under Regulation D, Regulation S and other exemptions from registration under the Securities Act, and these restrictions could limit the liquidity of an investment in our Units and in our Series A Preferred Units and the price at which holders may be able to sell the Units.
  • There is a risk that you may not receive distributions or that our distributions may not grow over time and a portion of our distributions may be a return of capital.
  • We have not established any limit on the amount of funds we may use from available sources, such as borrowings, if any, or proceeds from any offering of securities, to fund distributions (which may reduce the amount of capital we ultimately invest in assets).
  • Our unitholders may experience dilution in their ownership percentage.
  • Our unitholders may receive our Units as dividends, which could result in adverse tax consequences to them.
  • The net asset value of our Units may fluctuate significantly.
  • Our unitholders may be subject to filing requirements under the Exchange Act as a result of an investment in us.
  • Our unitholders may be subject to the short-swing profits rules under the Exchange Act as a result of an investment in us.
  • Holders of any preferred units that we may issue will have the right to elect certain members of our Board of Directors and have class voting rights on certain matters.

Legal proceedings

The Company, the Adviser and the Administrator may become party to certain lawsuits in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. Each of the Company, the Adviser and the Administrator, is not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against the Company.

The opening of Item 3, Legal Proceedings.4

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32