AB Private Lending Fund
Class I Common Shares of Beneficial Interest
00254B306
August 7, 2024
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
| [X] | Rule 13d-1(b) |
| [ ] | Rule 13d-1(c) |
| [ ] | Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes.)
| CUSIP No. | 00254B306 | ||||
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Equitable Holdings, Inc. 90-0226248 | ||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] | ||
| 3. | SEC USE ONLY | ||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. SOLE VOTING POWER | 4,400,000 | |
| 6. SHARED VOTING POWER | 0 | ||
| 7. SOLE DISPOSITIVE POWER | 4,400,000 | ||
| 8. SHARED DISPOSITIVE POWER | 0 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,400,000 | ||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 100.0% | ||
| 12. | TYPE OF REPORTING PERSON HC | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Equitable Financial Life Insurance Company 13-5570651 | |
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] | ||
| 3. | SEC USE ONLY | ||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION New York | ||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. SOLE VOTING POWER | 4,400,000 | |
| 6. SHARED VOTING POWER | 0 | ||
| 7. SOLE DISPOSITIVE POWER | 4,400,000 | ||
| 8. SHARED DISPOSITIVE POWER | 0 | ||
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,400,000 | ||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] | ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 100.0% | ||
| 12. | TYPE OF REPORTING PERSON HC | ||
| Item 1. | ||||
| (a) | Name of Issuer AB Private Lending Fund | |||
| (b) | Address of Issuer's Principal Executive Offices 405 Colorado Street, Suite 1500, Austin, TX 78701 | |||
| Item 2. | ||||
| (a) | Name of Person Filing This statement on Schedule 13G is being filed jointly by Equitable Financial Life Insurance Company (Equitable Financial) and Equitable Holdings, Inc. (Holdings), pursuant to the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the Exchange Act), as separate persons and not as members of a group. See Exhibit 99.1 to this Schedule 13G for their Joint Filing Agreement. | |||
| (b) | Address of Principal Business Office or, if None, Residence Equitable Holdings, Inc Holdings, a Delaware corporation, has its principal business office at 1345 Avenue of the Americas, New York, New York 10105. Equitable Financial Life Insurance Company Equitable Financial, a New York corporation, is an indirect wholly owned subsidiary of Holdings. Equitable Financials principal business office is located at 1345 Avenue of the Americas, New York, New York 10105. | |||
| (c) | Citizenship Equitable Holdings Delaware Equitable Financial Life Insurance Company | |||
| (d) | Title of Class of Securities Class I Common Shares of Beneficial Interest, par value $0.01 (Class I Shares) | |||
| (e) | CUSIP Number 00254B306 | |||
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: | |||
| (a) | [ ] | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). | ||
| (b) | [ ] | Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). | ||
| (c) | [X] | Insurance Company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). | ||
| (d) | [ ] | Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||
| (e) | [ ] | An investment adviser in accordance with Rule 240.13d-1(b)(1)(ii)(E); | ||
| (f) | [ ] | An employee benefit plan or endowment fund in accordance with Rule 240.13d-1(b)(1)(ii)(F); | ||
| (g) | [X] | A parent holding company or control person in accordance with Rule 240.13d-1(b)(1)(ii)(G); | ||
| (h) | [ ] | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
| (i) | [ ] | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | ||
| (j) | [ ] | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(J). | ||
| Item 4. | Ownership. | |||
| Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. | ||||
| (a) | Amount Beneficially Owned: | |||
| 4,400,000 shares acquired solely for investment purposes on behalf of client discretionary investment advisory accounts.* | ||||
| (b) | Percent of Class: | |||
| 100.0% based upon 4,400,000 Class I Shares outstanding as of Ausgust 7, 2024. | ||||
| (c) | Number of shares as to which such person has: | |||
| (i) | sole power to vote or to direct the vote | 4,400,000 | ||
| (ii) | shared power to vote or to direct the vote | 0 | ||
| (iii) | sole power to dispose or to direct the disposition of | 4,400,000 | ||
| (iv) | shared power to dispose or to direct the disposition of | 0 | ||
| *Equitable Financial Life Insurance Company (Equitable Financial) is an indirect wholly owned subsidiary of Equitable Holdings, Inc. (Holdings), and Holdings controls Equitable Financial. | ||||
| Item 5. | Ownership of Five Percent or Less of Class. | |||
| If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ] | ||||
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. | |||
| Not Applicable | ||||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. | |||
| Not Applicable | ||||
| Item 8. | Identification and Classification of Members of the Group. Not Applicable. This schedule is not being filed pursuant to Rule 13d-1(b)(1)(ii)(J) or Rule 13d-1(d). | |||
| Item 9. | Notice of Dissolution of Group. Not Applicable | |||
| Item 10. | Certification. By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. | |||
| After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. |
| Equitable Financial Life Insurance Company | |
| By: /s/ Glen Gardner | |
| Date: August 7, 2024 | |
| Name: Glen Gardner | |
| Title: Chief Investment Officer |