Sec Form 4 Filing - ONEX CORP @ Onex Direct Lending BDC Fund - 2024-11-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ONEX CORP
2. Issuer Name and Ticker or Trading Symbol
Onex Direct Lending BDC Fund [ NONE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
161 BAY STREET, P.O. BOX 700
3. Date of Earliest Transaction (MM/DD/YY)
11/08/2024
(Street)
TORONTO, A6M5J 2S1
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Shares 11/08/2024 S 46,389.816 ( 1 ) D $ 23.42 609,508.33 ( 2 ) I See footnotes ( 3 ) ( 4 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ONEX CORP
161 BAY STREET
P.O. BOX 700
TORONTO, A6M5J 2S1
X
SCHWARTZ GERALD W
161 BAY STREET
P.O. BOX 700
TORONTO, A6M5J 2S1
X
Signatures
ONEX CREDIT HOLDINGS LLC, By: /s/ Zachary Drozd, Title: Authorized Signatory 02/10/2026
Signature of Reporting Person Date
ONEX CORPORATION, By: /s/ Christopher A. Govan, Chief Financial Officer 02/10/2026
Signature of Reporting Person Date
GERALD W. SCHWARTZ, By: /s/ Christopher A. Govan, attorney-in-fact for Gerald W. Schwartz 02/10/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a sale by Onex Corporation of common shares of beneficial interest par value $0.001 per share ("Common Shares") to the Issuer pursuant to an Issuer tender offer.
( 2 )Reflects Common Shares held directly by Onex Credit Holdings LLC.
( 3 )Onex Corporation may be deemed to beneficially own the Common Shares held by Onex Credit Holdings LLC, through its ownership of all of the equity of Onex Credit Holdings LLC. Mr. Gerald W. Schwartz, the Chairman and Founder of Onex Corporation, indirectly owns shares representing a majority of the voting rights of the shares of Onex Corporation and as such may be deemed to beneficially own all of the Common Shares beneficially owned by Onex Corporation. Mr. Schwartz disclaims such beneficial ownership, except to the extent of his pecuniary interest therein.
( 4 )Convex Re Limited, which is wholly owned by Convex Group Limited, separately beneficially owns shares of the Issuer and makes Section 16 filings. Following a reorganization on February 6, 2026, the reporting persons may no longer be deemed to be a group with Convex Re Limited and Convex Group Limited.

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).

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