13D Filings
TPG Twin Brook Capital Income Fund
Amendment
Ownership

21.30%

Total Shares

23,342,573

Issuer CIK

1913724

Event Date

Jul 28, 2026

Accepted

Jul 31, 2026, 04:10 PM

Reporting Persons (5)
Joint Filing

This is a joint filing. The reported shares may overlap between reporting persons and should not be summed.

NameType% of ClassAggregateSole VotingShared Voting
TPG GP A, LLC
Other
21.30%23,342,573023,342,573
ANGELO GORDON & CO., L.P.
Investment Adviser
21.30%23,342,573023,342,573
AG GP LLC
Holding Company
21.30%23,342,573023,342,573
COULTER, JAMES G
Individual
21.30%23,342,573023,342,573
WINKELRIED JON
Individual
21.30%23,342,573023,342,573
Disclosure Items (4)

Security Title

Class I common shares of beneficial interest, par value $0.001 per share

Issuer Name

TPG Twin Brook Capital Income Fund

Issuer Address

245 Park Avenue, New York, NY, 10167

This Amendment amends and restates the second paragraph of Item 2(a) of the Original Schedule 13D in its entirety as set forth below: "TPG GP A exercises direct or indirect control over entities that collectively hold 100% of the shares of Class B common stock (which represents a majority of the combined voting power of the common stock) of TPG Inc., a Delaware corporation, which is the sole member of TPG GPCo, LLC, a Delaware limited liability company, which is the sole member of TPG Holdings II-A, LLC, a Delaware limited liability company, which is the general partner of TPG Operating Group II, L.P., a Delaware limited partnership, which is the sole member of AG GP, which is the general partner of Angelo Gordon, which directly holds 161,736.426 Common Shares and is the (i) sole member of AGTB BDC Holdings GP LLC, a Delaware limited liability company, which is the general partner of AGTB BDC Holdings, L.P., a Cayman limited partnership ("BDC Holdings"), which directly holds 23,180,837.514 Common Shares; and (ii) investment advisor to BDC Holdings."

Item 4 of the Original Schedule 13D is hereby amended to include the following: "Effective on July 1, 2026, BDC Holdings accepted a $50 million capital contribution from an investor for investment purposes. In connection with such capital contribution, BDC Holdings purchased additional Common Shares from the Issuer in its ongoing public offering. From time to time, to the extent BDC Holdings receives additional capital contributions, BDC Holdings may purchase additional Common Shares. In addition, each of Angelo Gordon and BDC Holdings may participate in the Issuer's distribution reinvestment plan (the "DRIP") from time to time. Each of Angelo Gordon and BDC Holdings directly holds 1,126.168 Common Shares and 253,608.496 Common Shares, respectively, received upon the reinvestment of distributions pursuant to the DRIP."

Percentage of Class

This Amendment amends and restates the second paragraph of Item 5(a)-(b) of the Original Schedule 13D in its entirety as set forth below: "The following sentence is based on a total of 109,695,820.756 Common Shares outstanding as of the date of this report, as disclosed by the Issuer to the Reporting Persons. Pursuant to Rule 13d-3 under the Act, the Reporting Persons may be deemed to beneficially own 23,342,573.94 Common Shares, which constitutes approximately 21.3% of the outstanding Common Shares."

Number of Shares

See response to Item 5(a) above.

Transactions

This Amendment amends Item 5(c) of the Original Schedule 13D to include the following: "Effective on July 1, 2026, BDC Holdings purchased 1,984,182.1 Common Shares at $25.1993 per Common Share (the "July 2026 Purchase Price"). The July 2026 Purchase Price was equal to the net asset value per Common Share as of June 30, 2026, as determined by the Issuer on July 29, 2026. In addition, BDC Holdings acquired an aggregate of 18,585.224 Common Shares in the past 60 days as a result of the DRIP. Except as otherwise reported herein and in Amendment No. 6 to the Schedule 13D filed on July 1, 2026, none of the Reporting Persons nor, to the best knowledge of the Reporting Persons, without independent verification, any person named in Item 2 hereof, has effected any transaction in the Common Shares during the past 60 days."

TPG Twin Brook Capital Income Fund — Schedule 13D | 13D Filings