Oaktree Strategic Income II 8-K Departure of Directors or Certain Officers

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM8-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): August 26, 2019 (August 20, 2019)

OAKTREE STRATEGIC INCOME II, INC.

(Exact name of registrant as specified in charter)

Delaware	814-01281	83-0566439
(State or other jurisdiction of incorporation or registration)	(Commission File Number)	(IRS Employer Identification No.)
333 S. Grand Avenue, 28th Floor, Los Angeles, CA		90071
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (213)830-6300

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form8-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)

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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

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 Rule12b-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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 20, 2019, Edgar Lee, the Chairman of the Board of Directors (the “Board”) of Oaktree Strategic Income II, Inc. (the “Company”) and the Company’s Chief Executive Officer and Chief Investment Officer, informed the Company that he had determined to resign from the Board and as the Chief Executive Officer and Chief Investment Officer of the Company, in each case effective September 30, 2019, for personal reasons.

On August 22, 2019, the Board appointed Armen Panossian, 42, as the Company’s Chief Executive Officer and Chief Investment Officer, and elected Mr. Panossian a Class III Director and the Chairman of the Board, all effective September 30, 2019.

Mr. Panossian is a managing director and Head of Liquid Credit of Oaktree Capital Management, L.P. (“Oaktree”), the Company’s investment adviser, as well as portfolio manager for Oaktree’s U.S. Senior Loan strategy. He also oversees the firm’s Structured Credit, U.S., European and Global High Yield Bond, European Senior Loan, and U.S.,Non-U.S. and High Income Convertibles strategies. In January 2014, Mr. Panossian joined the U.S. Senior Loan team to assumeco-portfolio management responsibilities and lead the development of Oaktree’s CLO business. Mr. Panossian joined Oaktree in 2007 as a senior member of its Distressed Debt investment team.

On August 22, 2019, the Board appointed Mathew M. Pendo as the Company’s President, effective immediately. Mr. Pendo will continue in his role as the Company’s Chief Operating Officer.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	OAKTREE STRATEGIC INCOME II, INC.
Date: August 26, 2019	By:	/s/ Mathew Pendo
		Name:	Mathew Pendo
		Title:	President and Chief Operating Officer