🧾 What This Document Is

This is a DEF 14A, also known as a "Definitive Proxy Statement." Think of it as an official invitation and instruction manual for a company's shareholders. It's been filed with the SEC because Sixth Street Specialty Lending (TSLX) is calling a Special Meeting of its stockholders on May 21, 2026, to vote on one specific, important proposal.

👉 In simple terms: The company is asking its owners (the shareholders) for permission to do something that requires their special approval under investment company rules.

🏢 What The Company Does

Sixth Street Specialty Lending, Inc. (TSLX) is a Business Development Company (BDC). BDCs are a special type of publicly-traded investment fund.

👉 In simple terms: TSLX's business is to provide loans and capital to other companies, mostly middle-market businesses. It makes money from the interest and fees on these investments. Because it's a BDC, it must follow strict rules set by the Investment Company Act of 1940, including one that's the reason for this proxy: it generally cannot sell new stock to investors for less than what its assets are worth per share (its Net Asset Value or NAV) without shareholder approval.

🚀 The Core Proposal: Asking for "Below-NAV" Authority

This special meeting has only one item on the agenda: to ask shareholders to authorize the Board of Directors to sell or issue new shares of common stock at a price below the company's current Net Asset Value (NAV) per share.

This authority comes with two key safety rails:

1. The Board must approve any such sale.
2. The number of new shares issued in any single offering cannot exceed 25% of the company's outstanding shares just before that offering.

👉 Why it matters: If approved, this gives the company crucial flexibility. BDCs like TSLX must keep a careful balance between debt and equity (a 2:1 debt-to-equity ratio). If market values fall, their equity shrinks, and they could breach this limit. Being able to raise new equity capital, even at a temporary discount, helps them stay compliant, pursue new investments during market stress, and avoid being forced to sell assets at fire-sale prices.

⚖️ The Big Trade-Off: Flexibility vs. Dilution

The Board strongly recommends voting FOR this proposal, but it's not without risk for existing shareholders.

👍 The Potential Benefits (Why the Board Wants It):

• Capital for Opportunities: Lets them raise cash quickly to invest when markets are volatile and good deals appear.
• Strengthens the Balance Sheet: New equity improves the debt-to-equity ratio, keeping them in line with lender covenants and regulations.
• Supports Dividends: A larger, more diversified portfolio could provide more stable income to maintain or grow dividends (they paid $2.05 per share in 2025).
• Increased Scale: A bigger company can attract more investors and may have lower costs per share.

⚠️ The Key Risk: Dilution Selling stock below NAV dilutes existing shareholders. It means your slice of the company pie gets smaller. The filing provides detailed examples:

• For shareholders who do NOT buy any new shares: Their percentage ownership and the NAV per share they own decreases. The bigger the discount or more shares sold, the bigger the hit.
• For shareholders who DO buy their proportionate share: They maintain their percentage but still see a small NAV per share decrease.
• For shareholders who buy MORE than their share: They increase their ownership percentage, but this comes with more risk.

👉 The filing is very clear: There is no limit on how far below NAV the price could be set (other than it must "closely approximate market value"), and this one-year authorization could be used for multiple offerings.

📊 Current Market Context

As of March 31, 2026, TSLX had 95,019,600 shares outstanding. Its stock price ($18.38 on that date) was actually trading at a premium to its last reported NAV (8.2% above the Dec 31, 2025 NAV). The provided history shows the stock has traded at both premiums and discounts over the last three years.

👉 What this signals: The company emphasizes it has no immediate plans to issue stock below NAV. It's seeking this as a precautionary tool, like an insurance policy, for future periods of market stress when its stock might trade at a discount.

📅 Key Dates & Logistics

• Record Date: March 31, 2026 (You must have been a shareholder by this date to vote).
• Special Meeting: May 21, 2026, at 10:00 a.m. ET, at Simpson Thacher & Bartlett LLP, 425 Lexington Avenue, 30th Floor, New York, NY 10017.
• Vote Deadline: You must vote by 11:59 p.m. ET on May 20, 2026, via the internet, phone, or mail.
• How to Vote: Follow the instructions on your Notice of Internet Availability of Proxy Materials or your proxy card. Your vote is critical due to the special majority rules required.

👥 Who's Who & Governance

The proposal was unanimously approved by the Board, including all independent directors. The filing lists the beneficial ownership of all directors and executive officers. As a group (18 persons), they own 3,640,068 shares (3.83%) of the company. No individual or group is listed as owning 5% or more.

Contact for Questions:

• By Mail: Anton Brett, Secretary, Sixth Street Specialty Lending, Inc., 2100 McKinney Avenue, Suite 1500, Dallas, TX 75201
• By Email: [email protected]
• By Phone: 469-621-2033

🧠 The Analogy

Imagine your friend group owns a valuable, shared pizza. You each own a slice. Sometimes the pizza is hot and in high demand (trading at a premium). Sometimes it's cold and people aren't sure about the toppings (trading at a discount). To buy more toppings or fix the oven (make new investments or stay financially healthy), you might need to sell a new slice of pizza. If the pizza is cold, you might have to sell that new slice for less than what the whole pizza is currently valued at. This vote is about agreeing to the rules for when and how you can sell that new, potentially discounted slice, knowing it will make everyone else's slice slightly smaller.

🧩 Final Takeaway

TSLX shareholders are being asked to grant the company a one-year "safety valve" to sell new stock below its asset value (NAV), capped at 25% dilution per offering. The Board argues this is essential for regulatory compliance and seizing opportunities in volatile markets, but it comes with the tangible risk of diluting your ownership if used. Your vote FOR or AGAINST is due by May 20, 2026.