Registration Statement by Closed End Investment Company Form N 2

As filed with the Securities and Exchange Commission on November 18, 2024

Securities Act Registration No. 333-

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

---------------------------------

Form N-2

REGISTRATION STATEMENT

---------------------------------

☒ REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
☐ PRE-EFFECTIVEAMENDMENT NO.
☐ POST-EFFECTIVEAMENDMENT NO.

and/or

☐ REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
☐ Amendment No.

---------------------------------

Kayne Anderson BDC, Inc.

Registrant Exact Name as Specified in Charter

---------------------------------

717 Texas Avenue, Suite 2200
Houston, Texas 77002
Address of Principal Executive Offices (Number, Street, City, State, Zip Code)

(713) 493-2020
Registrant's Telephone Number, including Area Code

---------------------------------

Matt Barbabella
2121 Avenue of the Stars, 9thFloor
Los Angeles, California 90067
Name and Address (Number, Street, City, State, Zip Code) of Agent for Service

---------------------------------

Copies of Communications to:

---------------------------------

Approximate Date of Commencement of Proposed Public Offering: As soon as practicable after the effective date of this registration statement.

It is proposed that this filing will become effective (check appropriate box)

If appropriate, check the following box:

Check each box that appropriately characterizes the Registrant:

The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the Registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act or until the registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the U.S. Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.

SUBJECT TO COMPLETION DATED NOVEMBER 18, 2024

PRELIMINARY PROSPECTUS

KAYNE ANDERSON BDC, INC.

12,181,352 SHARES OF COMMON STOCK

---------------------------------

We are a business development company ("BDC") that invests primarily in first lien senior secured loans with a secondary focus on unitranche and split-lienloans to private middle market companies. We are managed by our investment adviser, KA Credit Advisors, LLC (the "Advisor"), an indirect controlled subsidiary of Kayne Anderson Capital Advisors, L.P. ("Kayne Anderson"), a prominent alternative investment management firm. Our investment objective is to generate current income and, to a lesser extent, capital appreciation. See "Prospectus Summary - Kayne Anderson, Kayne Anderson Private Credit and The Advisor" for a discussion of the Advisor's and Kayne Anderson's roles in achieving our investment objective.

Under normal market conditions, we expect at least 90% of our portfolio (including investments purchased with proceeds from borrowings under credit facilities and issuances of senior unsecured notes) to be invested in first lien senior secured, unitranche and split-lienloans. Our investment decisions are made on a case-by-casebasis. We expect that a majority of these debt investments will be made in "core middle market companies" (as defined in "Prospectus Summary - Investment Objective, Principal Strategy and Investment Structures") and will have stated maturities of three to six years. We expect that the loans in which we principally invest will be to companies that are located in the United States. We determine the location of a company as being in the United States by (i) such company being organized under the laws of one of the states in the United States; or (ii) during its most recent fiscal year, such company derived at least 50% of its revenues or profits from goods produced or sold, investments made, or services performed in the United States or has at least 50% of its assets in the United States.

We are an externally managed, non-diversified, closed-endmanagement investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended ("1940 Act").

We have elected to be treated, and intend to qualify annually, as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code") for U.S. federal income tax purposes. As a BDC and a RIC, we are required to comply with certain regulatory requirements.

We are an "emerging growth company," as defined in Section 2(a) of the Securities Act of 1933, as amended (the "Securities Act"), and will be subject to reduced public company reporting requirements.

This prospectus relates to the proposed resale, from time to time, in one or more offerings or series, by the selling stockholder identified in this prospectus or their permitted assigns up to 12,181,352 shares of our common stock. We are not selling any securities under this prospectus and will not receive any proceeds from the sale of the shares of our common stock by the selling stockholder. The common stock may be offered in an underwritten offering at prices and on terms to be described in one or more supplements to this prospectus, but may also be offered in ordinary market transactions from time to time. You should read this prospectus and any applicable prospectus supplement carefully before you invest in our securities. For additional information regarding the methods of possible sale of shares of our common stock by the selling stockholder, you should refer to the section of this prospectus entitled "Plan of Distribution." For information regarding the selling stockholder, you should refer to the section of this prospectus entitled "Selling Stockholder." The selling stockholder may not sell any of the common stock pursuant to this registration statement through agents, underwriters or dealers without delivery of this prospectus and a prospectus supplement describing the method and terms of the offering of such securities. We do not know how long the selling stockholder will hold the shares before selling them or how many shares they will sell, and we currently have no agreements, arrangements or understandings with the selling stockholder regarding the sale of any of the shares under this registration statement.

Our common stock is traded on The New York Stock Exchange ("NYSE") under the symbol "KBDC". The reported closing price of our common stock on the NYSE on November 11, 2024 was $16.50 per share. The net asset value per share of our common stock at September 30, 2024 (the last date prior to the date of this prospectus for which we reported net asset value) was $16.70.

Investing in our securities involves a high degree of risk, including credit risk and the risk of the use of leverage in the form of borrowings under credit facilities and issuances of senior unsecured notes, and is highly speculative. We invest in debt that is typically not rated by any rating agency, but we believe that if such investments were rated, they would be below investment grade, which are sometimes referred to as "high yield bonds" or "junk bonds." We also intend to further borrow under credit facilities and/or issue senior unsecured notes in the future in order to finance our investments. See "Risk Factors - Risks Relating to Our Business and Structure - We finance our investments with borrowings under credit facilities and issuances of senior unsecured notes, which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us" in our most recent Annual Report on Form 10-Kincorporated by reference herein. In addition, shares of closed-endinvestment companies, including BDCs, frequently trade at a discount to their net asset values. If shares of our common stock trade at a discount to our net asset value, it will likely increase the risk of loss for purchasers in an offering made pursuant to this prospectus or any related prospectus supplement. Before investing in our securities, you should read the discussion of the material risks of investing in our securities, including the risk of leverage, in "Risk Factors" beginning on page 17 of this prospectus or otherwise incorporated by reference herein and included in, or incorporated by reference into, the applicable prospectus supplement and in any free writing prospectuses we have authorized for use in connection with a specific offering, and under similar headings in the other documents that are incorporated by reference into this prospectus.

We invest in debt that is typically not rated by any rating agency, but we believe that if such investments were rated, they would be below investment grade, which are sometimes referred to as "high yield bonds" or "junk bonds." See "Risk Factors - Risks Relating to Our Investments - We invest in highly leveraged companies, which could cause us to lose all or a part of our investment in those companies" in our most recent Annual Report on Form 10-Kincorporated by reference herein. In addition, we have a maturity policy between three to six years for our debt investments. See "Risk Factors - Risks Relating to Our Investments - Our prospective portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity" in our most recent Annual Report on Form 10-Kincorporated by reference herein.

This prospectus describes some of the general terms that may apply to an offering of our common stock. Any accompanying prospectus supplement and any related free writing prospectus may also add, update, or change information contained in this prospectus. You should carefully read this prospectus, any accompanying prospectus supplement, any related free writing prospectus and the documents incorporated by reference herein before deciding whether to invest in our securities and retain it for future reference. We also file annual, quarterly, and current reports, proxy statements and other information about us with the United States Securities and Exchange Commission (the "SEC"), and such filings will be available upon written or oral request and without charge. You may request a free copy of this information about us or make stockholder inquiries, by calling us at (713) 493-2020or by contacting us at 717 Texas Avenue, Suite 2200, Houston Texas, 77002. Such information about the Company also will be available for free on our website at www.kaynebdc.com. Information on our website is not incorporated into or a part of this prospectus, and you should not consider that information to be part of this prospectus. The SEC maintains a website (http://www.sec.gov) that contains material incorporated by reference and other information regarding the Company.

Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus is , 2024.

TABLE OF CONTENTS

Statistical and market data used in this prospectus has been obtained from governmental and independent industry sources and publications. Forward-lookinginformation obtained from these sources is subject to the same qualifications and the additional uncertainties regarding the other forward-lookingstatements contained in this prospectus, for which the safe harbor provided in Section 27A of the Securities Act and Section 21E of the Exchange Act is not available. See "Cautionary Notice Regarding Forward-LookingStatements."

You should rely only on the information contained in this prospectus. We have not, and the underwriters have not, authorized any other person to provide you with different information. If anyone provides you with different or inconsistent information, you should not rely on it. We are not making an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. You should assume that the information in this prospectus is accurate only as of the date on the front of this prospectus. Our business, financial condition and prospects may have changed since that date. To the extent required by applicable law, we will update this prospectus during the offering period to reflect material changes to the disclosure herein.

ABOUT THIS PROSPECTUS

This prospectus is part of a registration statement that we have filed with the SEC, using the "shelf" registration process. Under this shelf registration statement, the selling stockholder named in this prospectus may sell up to 12,181,352 shares of our common stock previously issued from time to time. See "Plan of Distribution" for more information.

Each time the selling stockholder sells shares of our common stock, the selling stockholder will provide a prospectus and may also provide a prospectus supplement containing specific information about the terms of the applicable offering, to the extent required by applicable law. A prospectus supplement may also add, update or change information in this prospectus or in documents incorporated by reference in this prospectus. To the extent that any statement that we or the selling stockholder makes in a prospectus supplement is inconsistent with statements made in this prospectus or in documents incorporated by reference in this prospectus, the statements made or incorporated by reference in this prospectus will be deemed modified or superseded by those made in the prospectus supplement. You should read this prospectus as well as the additional information described under the headings "Information Incorporated by Reference" and "Available Information" before making an investment decision.

No person has been authorized to give any information or make any representations in connection with this offering other than those contained or incorporated by reference in this prospectus in connection with the offering described in this prospectus, and, if given or made, such information or representations must not be relied upon as having been authorized by us. This prospectus shall not constitute an offer to sell or a solicitation of an offer to buy offered securities in any jurisdiction in which it is unlawful for such person to make such an offering or solicitation. Neither the delivery of this prospectus nor any sale made hereunder shall under any circumstances imply that the information contained or incorporated by reference in this prospectus is correct as of any date subsequent to the date of this prospectus or the date of the document incorporated by reference, as applicable. Our business, financial condition, results of operations and prospects may have changed since those dates.

This prospectus provides you with a general description of common stock that the selling stockholder is selling. The selling stockholder may also authorize one or more free writing prospectuses to be provided to you that may contain material information relating to these offerings. In a prospectus supplement or free writing prospectus, the selling stockholder may also add, update, or change any of the information contained in this prospectus or in the documents we have incorporated by reference into this prospectus. This prospectus, together with any applicable prospectus supplement, any related free writing prospectus, and the documents incorporated by reference into this prospectus and the applicable prospectus supplement, will include all material information relating to the applicable offering. Before buying any of the shares of common stock being offered, please carefully read this prospectus, any accompanying prospectus supplement, any free writing prospectus and the documents incorporated by reference in this prospectus and any accompanying prospectus supplement.

This prospectus may contain estimates and information concerning our industry, including market size and growth rates of the markets in which we participate, that are based on industry publications and other third-partyreports. This information involves many assumptions and limitations, and you are cautioned not to give undue weight to these estimates. We have not independently verified the accuracy or completeness of the data contained in these industry publications and reports. However, we acknowledge our responsibility for all disclosures in this prospectus. The industry in which we operate is subject to a high degree of uncertainty and risk due to a variety of factors, including those described or referenced in the section titled "Risk Factors," that could cause results to differ materially from those expressed in these publications and reports.

This prospectus includes summaries of certain provisions contained in some of the documents described in this prospectus, but reference is made to the actual documents for complete information. All of the summaries are qualified in their entirety by the actual documents. Copies of some of the documents referred to herein have been filed or incorporated by reference, or will be filed or incorporated by reference, as exhibits to the registration statement of which this prospectus is a part, and you may obtain copies of those documents as described in the section titled "Available Information."

You should rely only on the information included or incorporated by reference in this prospectus, any prospectus supplement or in any free writing prospectus prepared by the selling stockholder or on its behalf or to which we have referred you. Neither We nor the selling stockholder have authorized any dealer, salesperson or other person to provide you with different information or to make representations as to matters not stated

in this prospectus, in any accompanying prospectus supplement or in any free writing prospectus prepared by the selling stockholder or on its behalf or to which we have referred you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. If anyone provides you with different or inconsistent information, you should not rely on it. This prospectus, any accompanying prospectus supplement and any free writing prospectus prepared by the selling stockholder or on its behalf or to which we have referred you do not constitute an offer to sell, or a solicitation of an offer to buy, any securities by any person in any jurisdiction where it is unlawful for that person to make such an offer or solicitation or to any person in any jurisdiction to whom it is unlawful to make such an offer or solicitation. You should not assume that the information included or incorporated by reference in this prospectus, in any accompanying prospectus supplement or in any such free writing prospectus is accurate as of any date other than their respective dates. Our financial condition, results of operations and prospects may have changed since any such date. To the extent required by law, we will amend or supplement the information contained or incorporated by reference in this prospectus and any accompanying prospectus supplement to reflect any material changes to such information subsequent to the date of the prospectus and any accompanying prospectus supplement and prior to the completion of any offering pursuant to the prospectus and any accompanying prospectus supplement.

PROSPECTUS SUMMARY

This summary highlights some of the information included elsewhere in this prospectus or incorporated by reference. It is not complete and may not contain all of the information that you may want to consider before investing in our securities. You should carefully read the entire prospectus, the applicable prospectus supplement, and any related free writing prospectus, including the risks of investing in our securities discussed in the section titled "Risk Factors" in the applicable prospectus supplement and any related free writing prospectus, and under similar headings in the other documents that are incorporated by reference into this prospectus and the applicable prospectus supplement. Before making your investment decision, you should also carefully read the information incorporated by reference into this prospectus, including our financial statements and related notes, and the exhibits to the registration statement of which this prospectus is a part. Throughout this prospectus we refer to Kayne Anderson BDC, Inc. as "we," "us," "our" or the "Company," and to "KA Credit Advisors, LLC," our investment advisor, as the "Advisor."

Kayne Anderson BDC, Inc.

We are a business development company ("BDC") that invests primarily in first lien senior secured loans, with a secondary focus on unitranche and split-lienloans to private middle market companies. We are managed by our investment advisor, KA Credit Advisors, LLC (the "Advisor"), an indirect controlled subsidiary of Kayne Anderson Capital Advisors, L.P. ("Kayne Anderson"), and the Advisor operates within Kayne Anderson's private credit line of business ("KAPC"). Kayne Anderson is a prominent alternative investment management firm, focused on real estate, credit, infrastructure/energy and growth capital. Our Advisor is registered with the United States Securities and Exchange Commission (the "SEC") under the Investment Advisers Act of 1940, as amended (the "Advisers Act").

We are a Delaware corporation that commenced operations on February 5, 2021. We are an externally managed, closed-end, non-diversifiedmanagement investment company that has elected to be regulated as a BDC under the Investment Company Act of 1940, as amended (the "1940 Act"). In addition, for U.S. federal income tax purposes, we intend to qualify, annually, as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code").

We generally intend to distribute, out of assets legally available for distribution, 90% to 100% of our available earnings, on a quarterly or annual basis, as determined by our Board of Directors (the "Board") in its sole discretion. The distributions we pay to our stockholders in a year may exceed our taxable income for that year and, accordingly, a portion of such distributions equal to such excess of distributions over taxable income may constitute a return of invested capital for federal income tax purposes. Such a return of capital (i.e., a distribution that represents a return of an investor's original investment) would be nontaxable to the stockholder and would reduce its basis in its shares. As a result, income tax related to the portion of such distributions treated as return of capital would be deferred until any subsequent sale of shares of common stock. The specific tax characteristics of our distributions will be reported to stockholders after the end of the calendar year. See "Certain U.S. Federal Income Tax Considerations."

Investment Portfolio

Our portfolio is currently comprised of a broad mix of loans, with diversity among investment size and industry focus. The Advisor's team of professionals conducts due diligence on prospective investments during the underwriting process and is involved in structuring the credit terms of our private middle market investments. Once an investment has been made, our Advisor closely monitors portfolio investments and takes a proactive approach to identify and address sector or company specific risks. The Advisor maintains a regular dialogue with portfolio company management teams (as well as their owners, the majority of whom are private equity firms, where applicable), reviews detailed operating and financial results on a regular basis (typically monthly or quarterly) and monitors current and projected liquidity needs, in addition to other portfolio management activities.

As of September 30, 2024, we had investments in 110 portfolio companies with an aggregate fair value of approximately $1,943 million, and unfunded commitments to these portfolio companies of $179 million, and our portfolio consisted of 98.0% first lien senior secured loans, 0.9% subordinated debt and 1.1% equity investments.

As of September 30, 2024, we held investments in broadly syndicated loans in 22 portfolio companies with an aggregate principal amount of $270 million. Our investments in broadly syndicated loans were made in anticipation of the receipt of proceeds from our final capital call and our initial public offering ("IPO") which closed during the second quarter of 2024. Prior to these investments, we had not held broadly syndicated loans since 2022. Consistent with

our strategy at that time, we expect to rotate out of these investments over coming quarters to invest in private middle market loans consistent with our principal strategy. We have presented certain portfolio-relatedinformation below for our private middle market loans and broadly syndicated loans separately and on a combined basis for ease of reference.

As of September 30, 2024, 100% of our debt investments had floating interest rates. Our weighted average yields for debt investments were as follows:

• private middle market loans at fair value and amortized cost weighted average yields were 11.9% and 12.0%, respectively;

• broadly syndicated loans at fair value and amortized cost weighted average yields were 7.8% and 7.7%, respectively; and

• total debt investments at fair value and amortized cost weighted average yields were 11.3% and 11.4%, respectively.

As of September 30, 2024, our portfolio was invested across 33 different industries (Global Industry Classification "GICS", Level 3 - Industry). The largest industries in our portfolio as of September 30, 2024 were Trading Companies & Distributors, Food Products, Commercial Services & Supplies and Containers & Packaging, which represented, as a percentage of our portfolio of long-terminvestments, 14.6%, 9.7%, 7.8% and 7.7%, respectively, based on fair value. The mix of industries represented by our portfolio companies will vary over time.

As of September 30, 2024, our average position size based on commitment of private credit investments (at the portfolio company level) was $21.3 million.

As of September 30, 2024, the weighted average and median last twelve months ("LTM") earnings before interest expense, income tax expense, depreciation and amortization ("EBITDA") of our portfolio companies were as follows:

• private middle market loans were $59.6 million and $33.7 million, respectively, based on fair value1;

• broadly syndicated loans were $2,050.3 million and $1,210.8 million, respectively, based on fair value; and

• total investments were $349.5 million and $41.7 million, respectively, based on fair value1.

As of September 30, 2024, the weighted average loan-to-enterprise-value("LTEV") of our debt investments at the time of our initial investment was as follows:

• private middle market loans was 43.2%, based on par1;

• broadly syndicated loans was 34.6%, based on par; and

• total investments was 42.0%, based on par1.

LTEV represents the total par value of our debt investment relative to our estimate of the enterprise value of the underlying borrower.

As of September 30, 2024, we had two debt investments on non-accrualstatus, which represented 1.0% and 1.2% of total debt investments at fair value and cost, respectively.

As of September 30, 2024, our portfolio companies' weighted average leverage ratios and weighted average interest coverage ratios (the calculations of which are based on the most recent quarter end or latest available information from the portfolio companies) were as follows:

• private middle market loans were 4.4x and 2.9x, respectively, based on fair value1;

• broadly syndicated loans were 3.3x and 4.0x, respectively, based on fair value; and

• Total investments were 4.2x and 3.1x, respectively, based on fair value1.

____________

1 Excludes investments on watch list, which represent 3.7% of the total fair value of debt investments as of September 30, 2024.

As of September 30, 2024, the percentage of our debt investments including at least one financial maintenance covenant was as follows:

• private middle market loans was 100.0% based on fair value1;

• broadly syndicated loans was 0%, based on fair value; and

• total investments was 85.7%, based on fair value1.

As a BDC, at least 70% of our assets must be the type of "qualifying" assets listed in Section 55(a) of the 1940 Act, as described herein, which are generally privately-offeredsecurities issued by U.S. private or thinly-tradedcompanies. We may also invest up to 30% of our portfolio opportunistically in "non-qualifying" portfolio investments. As of September 30, 2024, 9.1% of the Company's total assets were in non-qualifyinginvestments.

Investment Objective, Principal Strategy and Investment Structures

Our investment objective is to generate current income and, to a lesser extent, capital appreciation. We intend to have nearly all of our debt investments in private middle market companies. We use "private" to refer to companies that are not traded on a securities exchange and define "middle market companies" as companies that, in general, generate between $10 million and $150 million of annual EBITDA. Further, we refer to companies that generate between $10 million and $50 million of annual EBITDA as "core middle market companies" and companies that generate between $50 million and $150 million of annual EBITDA as "upper middle market companies." We typically adjust EBITDA for non-recurringand/or normalizing items to assess the financial performance of our borrowers over time.

We intend to achieve our investment objective by investing primarily in first lien senior secured loans, with a secondary focus on unitranche and split-lienloans to private middle market companies. Under normal market conditions, we expect at least 90% of our portfolio (including investments purchased with proceeds from borrowings under credit facilities and issuances of senior unsecured notes) to be invested in first lien senior secured, unitranche and split-lienloans. Our investment decisions are made on a case-by-casebasis. We expect that a majority of these debt investments will be made in core middle market companies and will have stated maturities of three to six years. We expect that the loans in which we principally invest will be to companies that are located in the United States. We determine the location of a company as being in the United States by (i) such company being organized under the laws of one of the states in the United States; or (ii) during its most recent fiscal year, such company derived at least 50% of its revenues or profits from goods produced or sold, investments made, or services performed in the United States or has at least 50% of its assets in the United States.

See "Risk Factors - Risks Relating to Our Business and Structure - We depend upon our Advisor and Administrator for our success and upon their access to the investment professionals and partners of Kayne Anderson and its affiliates. Any inability of the Advisor or the Administrator to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business," and "- Risks Relating to Our Investments - Limitations of investment due diligence in the private middle market companies in which we invest expose us to increased investment risk"in our most recent Annual Report on Form 10-Kincorporated by reference herein.

We intend to principally invest in the following types of debt securities:

• First lien debt: Typically senior on a lien basis to the other liabilities in the issuer's capital structure with a first priority lien against substantially all assets of the borrower and often including a pledge of the capital stock of the business. The security interest ranks above the security interest of second lien lenders on those assets. These securities are typically floating rate investments priced with a spread to the reference rate (typically the Secured Overnight Financing Rate ("SOFR"));

____________

1 Excludes opportunistic deals, which represent 2.0% of the total fair value of debt investments as of September 30, 2024.

• Split-lien debt: Typically includes (i) a first lien on fixed and intangible assets of the borrower and often including a pledge of the capital stock of the business and (ii) a second lien on working capital assets. Used in conjunction with an asset based lender who has a first lien on the borrower's working capital assets. These securities are typically floating rate investments priced with a spread to the reference rate (typically SOFR).

• Unitranche debt: Combines features of first lien, second lien and subordinated debt, generally in a first lien position. These securities can generally be thought of as first lien investments beyond what may otherwise be considered "typical" first lien leverage levels, effectively representing a greater portion of the overall capitalization of the underlying business. These securities are typically structured as floating rate investments priced with a spread to the reference rate (typically SOFR).

Senior secured debt often has restrictive covenants for the purpose of pursuing principal protection and repayment before junior creditors as covenants provide opportunities for lenders to take action following a covenant breach. The loans in which we principally invest will have financial maintenance covenants, which require borrowers to maintain certain financial performance criteria and financial ratios on a monthly or quarterly basis.

Currently, we partially finance our investments with leverage in the form of borrowings under credit facilities and issuances of senior unsecured notes. We also intend to further borrow under credit facilities and/or issue senior unsecured notes in the future in order to finance our investments. As of September 30, 2024, we had $788.0 million of indebtedness outstanding under our credit facilities and senior unsecured notes. See "Risk Factors - Risks Relating to Our Business and Structure - Provisions in our credit facilities and our senior unsecured notes contain various covenants, which, if not complied with, could accelerate our repayment obligations under such facilities, thereby materially and adversely affecting our liquidity, financial condition, results of operations and ability to pay distributions" in our most recent Annual Report on Form 10-Kincorporated by reference herein. In accordance with the 1940 Act, we are required to meet a coverage ratio of total assets (less total liabilities other than indebtedness) to total borrowings and other senior securities of at least 150%. If this ratio declines below 150%, we cannot incur additional leverage and could be required to sell a portion of our investments to repay some leverage when it is disadvantageous to do so. See "Regulation" for a discussion of BDC regulation and other regulatory considerations. See also "Management's Discussion and Analysis of Financial Condition and Results of Operations - Contractual Obligations."

We invest in debt that is typically not rated by any rating agency, but we believe that if such investments were rated, they would be below investment grade, which are sometimes referred to as "high yield bonds" or "junk bonds." See "Risk Factors - Risks Relating to Our Investments - We invest in highly leveraged companies, which could cause us to lose all or a part of our investment in those companies"in our most recent Annual Report on Form 10-Kincorporated by reference herein. In addition, we have a maturity policy between three to six years for our debt investments. See "Risk Factors - Risks Relating to Our Investments - Our prospective portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity"in our most recent Annual Report on Form 10-Kincorporated by reference herein.

Kayne Anderson, Kayne Anderson Private Credit and The Advisor

Kayne Anderson

Founded in 1984, Kayne Anderson is a prominent alternative investment management firm which is registered with the SEC under the Advisers Act, focused on real estate, credit, infrastructure/energy and growth capital. Kayne Anderson provides corporate and management services (such as information technology, human resources, compliance and legal services) to the Advisor.

As of September 30, 2024, investment vehicles managed or advised by Kayne Anderson had over $36 billion in assets under management ("AUM") for institutional investors, family offices, high net worth and retail clients. Kayne Anderson has over 350 professionals located across five offices across the U.S. The firm has approximately 150 investment professionals, approximately 36 of which are dedicated to credit investing.

Kayne Anderson Private Credit

KAPC is Kayne Anderson's line of business focused on private credit that operates various fund vehicles targeting middle market first lien senior secured, unitranche, and split-lienloans. KAPC was established in 2011 and manages (indirectly through affiliates) AUM of approximately $7.1 billion related to middle market private credit as of September 30, 2024.

KAPC's integrated and scaled platform combines direct loan origination, strong fundamental credit analysis and relative-valueperspective.

The Advisor - KA Credit Advisors, LLC

Our investment activities are managed by our Advisor, an indirect controlled subsidiary of Kayne Anderson, and the Advisor operates within KAPC's line of business. The Advisor is an investment advisor registered with the SEC under the Advisers Act pursuant to an investment advisory agreement between us and the Advisor (the "Investment Advisory Agreement"). In accordance with the Advisers Act, our Advisor is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring investment sand monitoring our investments and portfolio companies on an ongoing basis. The Advisor benefits from the scale and resources of Kayne Anderson and specifically KAPC.

The Advisor executes on our investment objective by (1) accessing the established loan sourcing channels developed by KAPC, which includes an extensive network of private equity firms, other middle market lenders, financial advisors, intermediaries and management teams, (2) selecting investments within our middle market company focus, (3) implementing KAPC's underwriting process and (4) drawing upon its experience and resources and the broader Kayne Anderson network.

The principal executive offices of our Advisor are located at 717 Texas Avenue, Suite 2200, Houston, Texas 77002.

Corporate Structure

We are a Delaware corporation and commenced operations on February 5, 2021.

____________

(1) From time to time we may form wholly-ownedsubsidiaries to facilitate our normal course of business investing activities.

Investment Advisory Agreement

On March 6, 2024, the Company entered into an amended and restated investment advisory agreement with the Advisor (the "Amended Investment Advisory Agreement"), which became effective when we closed our initial public offering ("IPO"). Under the Amended Investment Advisory Agreement, the base management fee calculated at an annual rate of 1.00% and the incentive fee on income is subject to a twelve-quarterlookback quarterly hurdle rate of 1.50% and is subject to an Incentive Fee Cap (as defined below) based on the Company's Cumulative Pre-IncentiveFee Net Return (as defined below).

The cost of both the management fee and the incentive fee under the Amended Investment Advisory Agreement are ultimately be borne by common stockholders. The Amended Investment Advisory Agreement was approved by the Board on March 6, 2024. Unless earlier terminated, the Amended Investment Advisory Agreement will renew automatically for successive annual periods, provided that such continuance is specifically approved at least annually by our Board including a majority of Independent Directors or the vote of a majority of our outstanding voting securities.

As discussed in more detail below, on March 6, 2024, the Advisor entered into the Amended Investment Advisory Agreement (effective upon the closing of the IPO) to include a three-yeartotal return lookback feature on the income incentive fee. This lookback feature provides that the Advisor's income incentive fee may be reduced if the Company's portfolio experiences aggregate write-downsor net capital losses during the applicable Trailing Twelve Quarters (as defined below). On March 6, 2024 the Advisor also entered into a fee waiver agreement (the "Fee Waiver Agreement") for the waivers of (i) the income incentive fee for three calendar quarters commencing in the calendar quarter the IPO was completed and (ii) a portion of the base management fee for one year following the completion of the IPO. The Fee Waiver Agreement became effective upon the closing of the IPO. Amounts waived by the Advisor pursuant to the Fee Waiver Agreement are not subject to recoupment by the Advisor. The waivers of the base management fee and incentive income fee pursuant to the Fee Waiver Agreement may only be terminated by the Board and may not be terminated by the Advisor. The Fee Waiver Agreement is contractual in nature.

Base Management Fee

Effective upon the closing of the IPO, the base management fee pursuant to the Amended Investment Advisory Agreement became calculated at an annual rate of 1.00% of the fair market value of the Company's investments. Since the IPO occurred on a date other than the first day of a calendar quarter, the base management fee was calculated for such calendar quarter at a weighted rate based on the fee rates applicable before and after the closing of the IPO based on the number of days in such calendar quarter before and after the closing of the IPO. Pursuant to the Fee Waiver Agreement, effective upon the closing of the IPO, the Advisor entered into an agreement for the contractual waiver of the base management fee at an annual rate of 0.25% for one year following the completion of the IPO.

The base management fee under the Amended Investment Advisory Agreement is payable quarterly in arrears and calculated based on the average of the Company's fair market value of investments, at the end of the two most recently completed calendar quarters, including, in each case, assets purchased with borrowings under credit facilities and issuances of senior unsecured notes, but excluding cash, U.S. government securities and commercial paper instruments maturing within one year of purchase. Base management fees for any partial quarter will be appropriately pro-rated.

Incentive Fee

The Company will also pay the Advisor an incentive fee. The incentive fee will consist of two parts - an incentive fee on income and an incentive fee on capital gains. Described in more detail below, these components of the incentive fee will be largely independent of each other with the result that one component may be payable even if the other is not.

Incentive Fee on Income

The incentive fee based on income (the "income incentive fee") under the Amended Investment Advisory Agreement is determined and paid quarterly in arrears in cash (subject to the limitations described in "Payment of Incentive Fees" below).

Under the Amended Investment Advisory Agreement, the first part of the income incentive fee is calculated and payable quarterly in arrears based on the Company's pre-incentivefee net investment income as defined in the Amended Investment Advisory Agreement. Pre-incentivefee net investment income means, as the context requires, either the dollar value of, or percentage rate of return on the value of, the Company's net assets at the beginning of each applicable calendar quarter from interest income, dividend income and any other income (including any other fees (other than fees for providing managerial assistance), such as commitment, origination, structuring, diligence and consulting fees or other fees that the Company receives from portfolio companies) accrued during the calendar quarter, minus the Company's operating expenses accrued for the quarter (including the management fee, expenses payable under the Administration Agreement (as defined below), and any interest expense or fees on any credit facilities or senior unsecured notes and dividends paid on any issued and outstanding preferred shares, but excluding the incentive fee). Pre-incentivefee net investment income includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with pay in kind ("PIK") interest and zero coupon securities), accrued income that the Company has not yet received in cash. Pre-incentivefee net investment income excludes any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

Following the closing of the IPO, the Company is required to pay an income incentive fee of 15.0%, with a 1.50% quarterly hurdle and 100% catch-up. Pursuant to the Fee Waiver Agreement, the Advisor waived its right to receive an income incentive fee during the three calendar quarters commencing with the calendar quarter in which the IPO was completed and amounts waived by the Advisor pursuant to the Fee Waiver Agreement are not subject to recoupment by the Advisor.

Effective upon the closing of the IPO, the Company will pay the Advisor an income incentive fee based on its aggregate pre-incentivefee net investment income (as described above), with respect to (i) the calendar quarter ending June 30, 2024 (the "First Calendar Quarter") and (ii) each subsequent calendar quarter, with the then, current calendar quarter and the eleven preceding calendar quarters beginning with the calendar quarter after the First Calendar Quarter (or the appropriate portion thereof in the case of any of the Company's first eleven calendar quarters that commence after the First Calendar Quarter) (those calendar quarters after the First Calendar Quarter, the "Trailing Twelve Quarters").

For the First Calendar Quarter, pre-incentivefee net investment income in respect of the First Calendar Quarter was compared to a hurdle rate of 1.50% (6.00% annualized). The income incentive fee for the First Calendar Quarter was determined as follows:

• no income incentive fee is payable to the Advisor if the aggregate pre-incentivefee net investment income for the First Calendar Quarter does not exceed that hurdle rate;

• 100% of the aggregate pre-incentivefee net investment income with respect to that portion of such pre-incentivefee net investment income, if any, that exceeds that hurdle rate, but is less than a quarterly rate of 1.6667% for the portion of the First Calendar Quarter before the IPO and a quarterly rate of 1.7647% for the portion of the First Calendar Quarter after the IPO, referred to the "catch-up." The "catch-up" is meant to provide the Advisor with approximately 10.0% of the Company's pre-incentivefee net investment income for the portion of the First Calendar Quarter before the IPO and 15.0% for the balance of that First Calendar Quarter, as if the hurdle rate did not apply; and

• 10.0% of the aggregate pre-incentivefee net investment income, if any, that exceeds a quarterly rate of 1.6667% for the portion of the First Calendar Quarter before the IPO and 15.0% of the aggregate pre-incentivefee net investment income, if any, that exceeds a quarterly rate of 1.7647% for the balance of the First Calendar Quarter.

Commencing with the calendar quarter beginning immediately after the First Calendar Quarter, subject to the Incentive Fee Cap (described below), the pre-incentivefee net investment income in respect of the relevant Trailing Twelve Quarters is compared to a "Hurdle Rate" equal to the product of (i) the hurdle rate of 1.50% per quarter (6.00% annualized) and (ii) the sum of our net assets at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters. The income incentive fee for each calendar quarter will be determined as follows:

• no income incentive fee is payable to the Advisor in any calendar quarter in which aggregate pre-incentivefee net investment income in respect of the relevant Trailing Twelve Quarters does not exceed the Hurdle Rate;

• 100% of the aggregate pre-incentivefee net investment income in respect of the Trailing Twelve Quarters with respect to that portion of such pre-incentivefee net investment income, if any, that exceeds the Hurdle Rate, but is less than or equal to an amount, which we refer to as the "Catch-upAmount," determined on a quarterly basis by multiplying 1.7647% by the Company's net asset value at the beginning of each applicable calendar quarter comprising the relevant Trailing Twelve Quarters (after making appropriate adjustments to the Company's net asset value at the beginning of each applicable calendar quarter for all issuances by the Company of shares of its common stock, including issuances pursuant to its dividend reinvestment plan, and distributions during the applicable calendar quarter); and

• 15.0% of the aggregate pre-incentivefee net investment income in respect of the Trailing Twelve Quarters that exceeds the Catch-upAmount.

Commencing with the quarter that begins immediately after the First Calendar Quarter, each income incentive fee became subject to an "Incentive Fee Cap" that in respect of any calendar quarter is an amount equal to 15.0% of the Cumulative Pre-IncentiveFee Net Return (as defined herein) during the Trailing Twelve Quarters less the aggregate income incentive fees that were paid to the Advisor in the preceding eleven calendar quarters (or portion thereof)

comprising the relevant Trailing Twelve Quarters. In the event the Incentive Fee Cap is zero or a negative value then no income incentive fee shall be payable and if the Incentive Fee Cap is less than the amount of income incentive fee that would otherwise be payable, the amount of income incentive fee shall be reduced to an amount equal to the Incentive Fee Cap.

"Cumulative Pre-IncentiveFee Net Return" means (x) with respect to the First Calendar Quarter, the sum of pre-incentivefee net investment income in respect of the First Calendar Quarter, (y) with respect to the relevant Trailing Twelve Quarters, the pre-incentivefee net investment income in respect of the relevant Trailing Twelve Quarters minus any Net Capital Loss (as defined below), if any, in respect of the relevant Trailing Twelve Quarters. If, in any quarter, the Incentive Fee Cap is zero or a negative value, the Company will pay no income incentive fee to the Advisor for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is a positive value but is less than the income incentive fee that is payable to the Advisor for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income incentive fee to the Advisor equal to the Incentive Fee Cap for such quarter. If, in any quarter, the Incentive Fee Cap for such quarter is equal to or greater than the income incentive fee that is payable to the Advisor for such quarter (before giving effect to the Incentive Fee Cap) calculated as described above, the Company will pay an income incentive fee to the Advisor equal to the incentive fee calculated as described above for such quarter without regard to the Incentive Fee Cap.

"Net Capital Loss" in respect of a particular period means the difference, if positive, between (i) aggregate capital losses, whether realized or unrealized, in such period and (ii) aggregate capital gains, whether realized or unrealized, in such period.

These calculations are prorated for any period of less than three months and adjusted for any share issuances or repurchases during the relevant quarter. In no event will the amendments to the income incentive fee to include the three year income and total return lookback features allow the Advisor to receive greater cumulative income incentive fees under the Amended Investment Advisory Agreement than it would have under the Investment Advisory Agreement. Amounts waived by the Advisor pursuant to the Fee Waiver Agreement are not subject to recoupment by the Advisor.

Incentive Fee on Capital Gains

The incentive fee on capital gains (the "capital gains incentive fee") is calculated and payable in arrears in cash as follows:

• 15.0% of the Company's realized capital gains, if any, on a cumulative basis from formation through the end of a given calendar year or upon termination of the Investment Advisory Agreement, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees.

Payment of Incentive Fees

Prior to the IPO, any incentive fees earned by the Advisor accrued as earned but only became payable in cash to the Advisor upon closing of the IPO. The Company incurred incentive fees of $16.8 million that became payable upon closing of the IPO.

The Administrator

On February 5, 2021, the Company entered into an administration agreement the ("Administration Agreement") with its Advisor, which serves as its administrator (the "Administrator") and will provide or oversee the performance of its required administrative services and professional services rendered by others, which will include (but are not limited to), accounting, payment of our expenses, legal, compliance, operations, technology and investor relations, preparation and filing of its tax returns, and preparation of financial reports provided to its stockholders and filed with the SEC. On March 6, 2024, the Board approved a one-yearrenewal term of the Administration Agreement through March 15, 2025.

The Company will reimburse the Administrator for its costs and expenses incurred in performing its obligations under the Administration Agreement, which may include, its allocable portion of office facilities, overhead, and compensation paid to or compensatory distributions received by its officers (including our Chief Compliance Officer

and Chief Financial Officer) and its respective staff who provide services to the Company. As the Company reimburses the Administrator for its expenses, such costs (including the costs of the sub-administrator) will be ultimately borne by common stockholders. The Administrator does not receive compensation from the Company other than reimbursement of its expenses. The Administration Agreement may be terminated by either party with 60 days' written notice.

Since the inception of the Company, the Administrator has engaged a sub-administratorto assist the Administrator in performing certain of its administrative duties. Since the inception of the Company, the Administrator has not sought reimbursement of its expenses other than expenses incurred by the sub-administrator. However, the Administrator has a contractual right to seek reimbursement for its costs and expenses incurred in performing its obligations under the Administration Agreement and may do so in the future. On March 28, 2023, the Administrator engaged Ultimus Fund Solutions, LLC under a sub-administrationagreement. Under the terms of the sub-administrationagreement, Ultimus Fund Solutions, LLC will provide fund administration and fund accounting services. Since March 28, 2023, the Company has paid fees to Ultimus Fund Solutions, LLC, which constitute reimbursable expenses under the Administration Agreement. The Administrator may enter into additional sub-administrationagreements with third-partiesto perform other administrative and professional services on behalf of the Administrator.

Policies and Procedures for Managing Conflicts

The Advisor and the Administrator have a fiduciary duty to the Company under the 1940 Act, including with respect to the receipt of compensation. The Advisor and its affiliates have policies and procedures in place designed to manage the potential conflicts of interest between our Advisor's fiduciary obligations to us and its similar fiduciary obligations to other clients. For example, such policies and procedures are designed to ensure that investment opportunities are generally allocated on a pro rata basis based on each account's capital available for investment. An investment opportunity that is suitable for multiple clients of our Advisor and its affiliates may not be capable of being shared among some or all of such clients and affiliates due to the limited scale of the opportunity or other factors, including regulatory restrictions imposed by the 1940 Act. We can offer no assurance that the efforts of our Advisor and its affiliates to allocate any particular investment opportunity fairly among all clients for whom such opportunity is appropriate will result in an allocation of all or part of such opportunity to us. Our investors should not expect all conflicts of interest to be resolved in our favor.

Allocation of Investment Opportunities and Exemptive Relief

We make investments alongside certain entities and accounts advised by our Advisor and its affiliates. Under the 1940 Act, we are prohibited from knowingly participating in certain joint transactions with our affiliates without the prior approval of the independent directors and, in some cases, prior approval by the SEC. However, we generally make investments alongside affiliated entities and accounts pursuant to exemptive relief granted by the SEC to us, our Advisor, and certain affiliates of ours on February 4, 2020. Pursuant to such exemptive relief, and subject to certain conditions, we are permitted to co-investin the same security with our affiliates in a manner that is consistent with our investment objective, investment strategy, regulatory consideration and other relevant factors. If opportunities arise that would otherwise be appropriate for us and an affiliate to purchase different securities in the same issuer, our Advisor will need to decide which account will proceed with such investment. Our Advisor's investment allocation policy incorporates the conditions of exemptive relief to seek to ensure that investment opportunities are allocated in a manner that is fair and equitable.

Corporate Information

Our principal executive offices are located at 717 Texas Avenue, Suite 2200, Houston, Texas, 77002 and our telephone number is (713) 493-2020. Our corporate website is located at www.kaynebdc.com. Information on our website and the SEC's website is not incorporated into or a part of this prospectus.

Implications of Being an Emerging Growth Company

We are an emerging growth company as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") and we are eligible to take advantage of certain specified reduced disclosure and other requirements that are otherwise generally applicable to public companies that are not "emerging growth companies," including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-OxleyAct of 2002 (the

"Sarbanes-OxleyAct"). We expect to remain an emerging growth company for up to five years following the closing of our IPO on May 24, 2024 or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenues equal or exceed $1.235 billion, (ii) December 31 of the fiscal year that we become a "large accelerated filer" as defined in Rule 12b-2under the Exchange Act of 1934, as amended (the "Exchange Act"), which would occur if the market value of our common stock that is held by non-affiliatesexceeds $700.0 million as of the last business day of our most recently completed second fiscal quarter and we have been publicly reporting for at least 12 months or (iii) the date on which we have issued more than $1.0 billion in non-convertibledebt securities during the preceding three-yearperiod.

DGCL

The General Corporation Law of the State of Delaware, as amended (the "DGCL"), contains provisions that may discourage, delay or make more difficult a change in control of us or the removal of our directors. Our certificate of incorporation and bylaws contain provisions that limit liability and provide for indemnification of our directors and officers. These provisions and others which we may adopt also may have the effect of deterring hostile takeovers or delaying changes in control or management. We are subject to Section 203 of the DGCL, the application of which is subject to any applicable requirements of the 1940 Act. See "Description of Our Capital Stock - Provisions of the DGCL and Our Certificate of Incorporation and Bylaws."

Recent Developments

On October 15, 2024, we paid a regular dividend of $0.40 per share to each common stockholder of record as of September 30, 2024. The total dividend was $28.4 million and $4.5 million was reinvested into the Company through open market purchases of common stock.

On November 6, 2024, our Board of Directors declared a regular dividend to common stockholders in the amount of $0.40 per share. The regular dividend of $0.40 per share will be paid on January 15, 2025 to stockholders of record as of the close of business on December 31, 2024, payable in cash or shares of our common stock pursuant to our Dividend Reinvestment Plan, as amended.

From October 1, 2024 to November 7, 2024, our agent repurchased 21,668 shares of common stock at an average price of $16.09 per share for a total amount of $0.3 million. As of November 7, 2024, $98.5 million remains for repurchase under our stock repurchase plan.

Summary of Principal Risk Factors

Investing in our shares of common stock involves a number of significant risks. You should carefully consider information found in the section entitled "Risk Factors" and elsewhere in this prospectus. Some of the risks involved in investing in our shares of common stock include:

Principal Risks Relating to Our Business and Structure

• We have a limited operating history and our Advisor and its affiliates have limited experience advising BDCs and may not replicate the historical results achieved by other entities managed by members of the Advisor's investment committee, the Advisor or its affiliates.

• We use leverage pursuant to borrowings under credit facilities and issuances of senior unsecured notes to finance our investments and changes in interest rates will affect our cost of capital and net investment income.

• We depend upon our Advisor and Administrator for our success and upon their access to the investment professionals and partners of Kayne Anderson and its affiliates. Any inability of the Advisor or the Administrator to maintain or develop these relationships, or the failure of these relationships to generate investment opportunities, could adversely affect our business.

• Our financial condition, results of operations and cash flows depend on our ability to manage our business and future growth effectively.

• There are significant potential conflicts of interest that could affect our investment returns, including conflicts related to obligations the Advisor's investment committee, the Advisor or its affiliates have to other clients and conflicts related to fees and expenses of such other clients.

• We generally may make investments that could give rise to a conflict of interest and our ability to enter into transactions with our affiliates will be restricted.

• We operate in a highly competitive market for investment opportunities, which could reduce returns and result in losses.

• We will be subject to corporate-levelincome tax if we are unable to qualify as a RIC.

• We finance our investments with borrowings under credit facilities and issuances of senior unsecured notes, which will magnify the potential for gain or loss on amounts invested and may increase the risk of investing in us.

• Adverse developments in the credit markets may impair our ability to enter into new credit facilities or our ability to issue senior unsecured notes.

• The majority of our portfolio investments are recorded at fair value as determined in good faith by our Advisor and, as a result, there may be uncertainty as to the value of our portfolio investments.

• Our Board may change our investment objective, operating policies and strategies without prior notice or stockholder approval, and we may temporarily deviate from our regular investment strategy.

• Efforts to comply with the Exchange Act and the Sarbanes-OxleyAct will involve significant expenditures, and non-compliancewould adversely affect us and the value of our shares of common stock.

• We are highly dependent on information systems, and cybersecurity risks and cyber incidents may adversely affect our business or the business of our portfolio companies, which may, in turn, negatively affect the value of our shares of common stock and our ability to pay distributions.

Principal Risks Relating to Our Investments

• Rising interest rates could affect the value of our investments and make it more difficult for portfolio companies to make periodic payments on their loans.

• Our business is dependent on bank relationships and recent strain on the banking system may adversely impact us.

• Limitations of investment due diligence in the private middle market companies in which we invest expose us to increased investment risk.

• We invest in highly leveraged companies, which could cause us to lose all or a part of our investment in those companies.

• We are subject to risks associated with our investments in unitranche secured loans and securities, including the potential loss of all or part of such investments.

• Our investments in securities that are rated below investment grade (i.e. "junk bonds") may be risky and we could lose all or part of our investments.

• Defaults by our portfolio companies, including defaults relating to collateral, will harm our operating results.

• The lack of liquidity in our investments may adversely affect our business.

• Our prospective portfolio companies may prepay loans, which may reduce our yields if capital returned cannot be invested in transactions with equal or greater expected yields.

• Our prospective portfolio companies may be unable to repay or refinance outstanding principal on their loans at or prior to maturity.

• Our portfolio may be concentrated in a limited number of portfolio companies and industries, which will subject us to a risk of significant loss if any of these companies defaults on its obligations under any of its debt instruments or if there is a downturn in a particular industry.

• There is no assurance that portfolio company management will be able to operate their companies in accordance with our expectations.

• Our investments in the Trading Companies & Distributors industry face considerable uncertainties including significant regulatory challenges.

Risks Relating to Our Common Stock

• Prior to the IPO, there has been no public market for our shares of common stock, and we cannot assure you that a market for our shares of common stock will develop or that the market price of our shares of common stock will not decline following the IPO. Our share of common stock price may be volatile and may fluctuate substantially.

• Sales of substantial amounts of our shares of common stock in the public market may have an adverse effect on the market price of our shares of common stock.

• Trading in our shares may be limited and our shares may trade below NAV.

• During extended periods of capital market disruption and instability, there is a risk that you may not receive distributions or that our distributions may not grow over time and a portion of our distributions may be a return of capital.

• Our stockholders may experience dilution in their ownership percentage.

THE OFFERING SUMMARY

FEES AND EXPENSES

The selling stockholder will pay any underwriting discounts and commissions and expenses incurred by it for brokerage, accounting, tax or legal services or any other expenses incurred by it in selling its shares of our common stock. We will not bear any expenses associated with any offering by the selling stockholder, other than expenses and fees relating to the registration of the securities covered by this prospectus. The following table is intended to assist you in understanding the costs and expenses associated with the offering. We caution you that some of the percentages indicated in the table below are estimates and may vary. The expenses shown in the table under "Annual Expenses" are based on estimated amounts for our current fiscal year. The following table should not be considered a representation of our future expenses. Actual expenses may be greater or less than shown.

____________

(1) Any sales load (underwriting discount and commission) with respect to the shares of our common stock sold by the selling stockholder in an underwritten offering, which is a fee paid to the underwriters by the selling stockholder, shall be disclosed in a related prospectus supplement.

(2) Any related prospectus supplement will disclose the estimated amount of offering expenses, the offering price and the estimated amount of offering expenses borne by the selling stockholder as a percentage of the offering price.

(3) Participants in the dividend reinvestment plan may withdraw at any time by giving notice to the DRIP administrator. There is no brokerage charge for reinvestment of dividends or distributions in common stock. However, all participants will pay a pro rata share of brokerage commissions incurred by the DRIP administrator when it makes open market purchases. If a DRIP participant elects to have the DRIP Administrator sell its shares in connection with a withdrawal from the DRIP, the DRIP administrator is authorized to deduct a $15 transaction fee plus a $0.10 per share brokerage commission from the proceeds.

The expenses of the dividend reinvestment plan are included in "other expenses" in the table above. Our common stockholders will ultimately bear indirectly the DRIP administrator's fees. For additional information, see "Dividend Reinvestment Plan."

(4) Net assets employed as the denominator for expense ratio computation is $1,176 million.

(5) Includes management fees paid by Kayne Anderson BDC Financing, LLC ("KABDCF") and Kayne Anderson BDC Financing II, LLC ("KABDCF II"), respectively.

The base management fee is calculated at an annual rate of 1.00% of the fair market value of our investments including, in each case, assets purchased with borrowings under credit facilities and issuances of senior unsecured notes, but excluding cash, U.S. government securities and commercial paper instruments maturing within one year of purchase.

(6) The Incentive Fee will consist of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the Incentive Fee is based on our income and a portion is based on our capital gains. The table reflects each incentive fee calculated at a rate of 15.0%. Amounts waived by the Advisor pursuant to the Fee Waiver Agreement are not subject to recoupment by the Advisor.

(7) Interest payments on borrowed funds represents an estimate of our annualized interest expense based on borrowings under credit facilities and issuances of senior unsecured notes. The assumed weighted average interest rate outstanding under our credit facilities and senior unsecured notes was 8.81%. We also intend to further borrow under credit facilities and/or issue senior unsecured notes in the future in order to finance our investments and may issue preferred stock, subject to our compliance with applicable requirements under the 1940 Act.

(8) "Other Expenses" includes estimated general and administrative expenses, professional fees and director fees and is based on amounts estimated for the current fiscal year. Includes expenses paid by KABDCF and KABCF II, respectively.

(9) On March 6, 2024, the Company and the Advisor entered into the Fee Waiver Agreement, which became effective upon closing of the IPO and extends for at least 12 months from the closing of the IPO. Pursuant to the Fee Waiver Agreement, the Advisor has waived its right to receive the base management fee at an annual rate of 0.25% for one year following the completion of the IPO. The base management fee waiver pursuant to the Fee Waiver Agreement may only be terminated by the Board and may not be terminated by the Advisor. Amounts waived by the Advisor pursuant to the Fee Waiver Agreement will not be subject to recoupment by the Advisor.

Example

The following example demonstrates the projected dollar amount of total cumulative expenses over various periods with respect to a hypothetical investment in our shares of common stock. In calculating the following expense amounts, we have assumed that our annual operating expenses would remain at the levels set forth in the table above. Since the selling stockholder will pay any transaction expenses associated with selling of its shares, the transaction expenses are excluded from the table below.

____________

(1) Assumes no unrealized capital depreciation or realized capital losses and 5% annual return on our portfolio resulting entirely from net realized capital gains (and therefore subject to the capital gains incentive fee). Because our investment strategy involves investments that primarily generate current income, we believe that a 5% annual return resulting from realized capital gains is unlikely.

(2) The income based incentive fee is subject to a 6.00% hurdle. Accordingly, no incentive fee would be payable in this example.

While the example assumes, as required by the SEC, a 5% annual return, our performance will vary and may result in a return greater or less than 5%. There is no incentive compensation either on income or on capital gains under our Investment Advisory Agreement assuming a 5% annual return and therefore it is not included in the example. If we achieve sufficient returns on our investments, including through the realization of capital gains, to trigger an incentive compensation of a material amount, our distributions to our stockholders and our expenses would likely be higher. In addition, while the example assumes reinvestment of all dividends and distributions at NAV, under certain circumstances, reinvestment of dividends and other distributions under our dividend reinvestment plan may occur at a price per share that differs from NAV. See "Dividend Reinvestment Plan" for additional information regarding our DRIP.

FINANCIAL HIGHLIGHTS

Information regarding our financial highlights is incorporated by reference herein, from our most recent Annual Report on Form 10-Kand our most recent Quarterly Report on Form 10-Q.

RISK FACTORS

Investing in our securities involves a number of significant risks. Before you invest in our securities, you should be aware of various risks, including those described in this prospectus, any accompanying prospectus supplement, any related free writing prospectus we may authorize in connection with a specific offering, "Part I, Item IA. Risk Factors" in our most recent Annual Report on Form 10-K, which is incorporated by reference herein in their entirety, "Part II, Item 1A. Risk Factors" in our most recent Quarterly Report on Form 10-Q, which is incorporated by reference herein in their entirety, and any document incorporated by reference herein. You should carefully consider these risk factors, together with all of the other information included in this prospectus, any accompanying prospectus supplement and any related free writing prospectus we may authorize in connection with a specific offering, before you decide whether to make an investment in our securities. The risks set out and described in these documents are not the only risks we face. Additional risks and uncertainties not presently known to us or not presently deemed material by us may also impair our business, operations and performance. If any of the following events occur, our business, financial condition, results of operations and cash flows could be materially and adversely affected. In such case, our NAV could decline, and you may lose all or part of your investment. Please also read carefully the section titled "Cautionary Notice Regarding Forward-LookingStatements."

The number of shares being registered for sale is significant in relation to the number of our outstanding shares of common stock.

We have filed a registration statement of which this prospectus is a part to register 12,181,352 shares offered hereunder for sale into the public market by the selling stockholder. These shares represent approximately 17.2% of our issued and outstanding common stock as of November 11, 2024 and, if sold in the market all at once or at about the same time, the sale could depress the market price of our common stock during the period the registration statement remains effective and could also affect our ability to raise equity capital.

Risks Relating to Our Business and Structure

Purchases of shares of our common stock by us under our open market repurchase program, including the Company Rule 10b5-1 Plan, may result in the price of shares of our common stock being higher than the price that otherwise might exist in the open market and are subject to our ability to finance such repurchases.

Our Board has authorized us to repurchase shares of our common stock through an open-market share repurchase program for up to $100 million in the aggregate of shares of our common stock within one year of the closing of the IPO. Pursuant to such authorization and concurrently with the closing of the IPO, we entered into the Company 10b5-1 Plan to acquire up to $100 million in the aggregate of shares of our Common Stock, in accordance with the guidelines specified in Rule 10b-18 and Rule 10b5-1 of the Exchange Act, and will otherwise be subject to applicable law, including Regulation M, which may prohibit purchases under certain circumstances. These activities may have the effect of maintaining the market price of shares our Common Stock or retarding a decline in the market price of the shares of our Common Stock, and, as a result, the price of our shares of Common Stock may be higher than the price that otherwise might exist in the open market.

In addition, we may further borrow under credit facilities and/or issue senior unsecured notes in the future in order to finance repurchases of shares. We can offer no assurance that we will be successful in obtaining suitable debt investments to finance purchases under the Company 10b5-1Plan. Whether purchases will be made under the Company 10b5-1Plan and how much will be purchased at any time is uncertain, dependent on prevailing market prices, trading volumes and our ability to finance repurchases, all of which we cannot predict.

Efforts to comply with the Exchange Act and the Sarbanes-Oxley Act will involve significant expenditures, and non-compliance would adversely affect us and the value of our shares of common stock.

As a public entity, we are subject to the reporting requirements of the Exchange Act and requirements of the Sarbanes-OxleyAct. These requirements may place a strain on our systems and resources. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-OxleyAct requires that we maintain effective disclosure controls and procedures and internal controls over financial reporting, which are discussed below.

We have implemented procedures, processes, policies and practices for the purpose of addressing such standards and requirements applicable to public companies. Our management will be required to report on our internal control over financial reporting pursuant to Section 404 of the Sarbanes-OxleyAct. We will be required to review on an annual basis our internal control over financial reporting, and on a quarterly and annual basis to evaluate and disclose changes in our internal control over financial reporting. As a result, we expect to incur significant additional annual expenses related to these steps and, among other things, directors' and officers' liability insurance, director fees, reporting requirements of the SEC, expenses associated with corporate governance requirements, transfer agent fees, additional administrative expenses payable to the Administrator to compensate them for hiring additional accounting, legal and administrative personnel, increased auditing and legal fees and similar expenses. This process will also result in a diversion of management's time and attention. We do not know when our evaluation, testing and remediation actions will be completed or its impact on our operations. In addition, we may be unable to ensure that the process is effective or that our internal control over financial reporting is or will be effective. In the event that we are unable to come into and maintain compliance with the Sarbanes-OxleyAct and related rules, we and the value of our securities would be adversely affected.

Our independent registered public accounting firm will not be required to attest to the effectiveness of our internal control over financial reporting until the date we are no longer an emerging growth company under the JOBS Act. Because we do not currently have comprehensive documentation of our internal control and have not yet tested our internal control in accordance with Section 404 of the Sarbanes-OxleyAct, we cannot conclude, as required by Section 404, that we do not have a material weakness in our internal control or a combination of significant deficiencies that could result in the conclusion that we have a material weakness in our internal control. If we are not able to implement the applicable requirements of Section 404 of the Sarbanes-OxleyAct in a timely manner or with adequate compliance, our operations, financial reporting or financial results could be adversely affected. Matters impacting our internal controls may cause us to be unable to report our financial information on a timely basis and thereby subject us to adverse regulatory consequences, including sanctions by the SEC, and result in a breach of the covenants under the agreements governing any of our financing arrangements. There could also be a negative reaction in the financial markets due to a loss of investor confidence in us and the reliability of our financial statements. Confidence in the reliability of our financial statements could also suffer if we or our independent registered public accounting firm were to report a material weakness in our internal controls over financial reporting. This could materially adversely affect us.

Our internal control over financial reporting may not prevent or detect misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls, or fraud. Even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. If we fail to maintain the adequacy of our internal controls, including any failure to implement required new or improved controls, or if we experience difficulties in their implementation, our business and operating results could be harmed and we could fail to meet our financial reporting obligations.

Risks Relating to Our Investments

We are subject to risks associated with our investments in unitranche secured loans and securities, including the potential loss of all or part of such investments.

We invest in unitranche secured loans, which are a combination of senior secured and junior secured debt in the same facility. Unitranche secured loans provide all of the debt needed to finance a leveraged buyout or other corporate transaction, both senior and junior, but generally in a first-lienposition, while the borrower generally pays a blended, uniform interest rate rather than different rates for different tranches. Unitranche secured debt generally requires payments of both principal and interest throughout the life of the loan. Generally, we expect these securities to carry a blended yield that is between senior secured and junior debt interest rates. Unitranche secured loans provide a number of advantages for borrowers, including the following: simplified documentation, greater certainty of execution and reduced decision-makingcomplexity throughout the life of the loan. In some cases, a portion of the total interest may accrue or be paid in kind. Because unitranche secured loans combine characteristics of senior and junior financing, unitranche secured loans have risks similar to the risks associated with senior secured and second-lienloans and junior debt in varying degrees according to the combination of loan characteristics of the unitranche secured loan.

Our investments in securities that are rated below investment grade (i.e. "junk bonds") may be risky and we could lose all or part of our investments.

We invest in securities that are rated below investment grade by rating agencies or that would be rated below investment grade if they were rated. Below investment grade securities, which are often referred to as "junk," have predominantly speculative characteristics with respect to the issuer's capacity to pay interest and repay principal. They may also be difficult to value and illiquid. The major risks of below investment grade securities include:

Below investment grade securities may be issued by less creditworthy issuers. Issuers of below investment grade securities may have a larger amount of outstanding debt relative to their assets than issuers of investment grade securities. In the event of an issuer's bankruptcy, claims of other creditors may have priority over the claims of holders of below investment grade securities, leaving few or no assets available to repay holders of below investment grade securities.

Prices of below investment grade securities are subject to extreme price fluctuations. Adverse changes in an issuer's industry and general economic conditions may have a greater impact on the prices of below investment grade securities than on other higher-ratedfixed-incomesecurities.

Issuers of below investment grade securities may be unable to meet their interest or principal payment obligations because of an economic downturn, specific issuer developments, or the unavailability of additional financing.

Below investment grade securities frequently have redemption features that permit an issuer to repurchase the security from us before it matures. If the issuer redeems below investment grade securities, we may have to invest the proceeds in securities with lower yields and may lose income.

Below investment grade securities may be less liquid than higher-ratedfixed-incomesecurities, even under normal economic conditions. There are fewer dealers in the below investment grade securities market, and there may be significant differences in the prices quoted by the dealers. Judgment may play a greater role in valuing these securities and we may be unable to sell these securities at an advantageous time or price.

We may incur expenses to the extent necessary to seek recovery upon default or to negotiate new terms with a defaulting issuer.

The credit rating of a high-yieldsecurity does not necessarily address its market value risk. Ratings and market value may change from time to time, positively or negatively, to reflect new developments regarding the issuer.

We are subject to risks under hedging transactions and our ability to enter into transactions involving derivatives and financial commitment transactions may be limited.

Though we do not engage in hedging transactions as a principal investment strategy, we may in the future engage in hedging transactions in the form of interest rate swaps, caps, collars and floors, intended to limit our exposure to interest rate fluctuations to the limited extent such transactions are permitted under the 1940 Act and applicable commodities laws. Engaging in hedging transactions would entail additional risks to our stockholders.

In addition, we are subject to legislation that limits our ability to enter into such transactions. For example, in August 2022, Rule 18f-4under the 1940 Act, regarding the ability of a BDC (or a registered investment company) to use derivatives and other transactions that create future payment or delivery obligations (except reverse repurchase agreements and similar financing transactions), became effective. Under the rule, BDCs that make significant use of derivatives are required to operate subject to a value-at-riskleverage limit, adopt a derivatives risk management program and appoint a derivatives risk manager, and comply with various testing and board reporting requirements. These requirements apply unless the BDC qualifies as a "limited derivatives user," as defined under the adopted rules. Under the rule, a BDC may enter into an unfunded commitment agreement that is not a derivatives transaction, such as an agreement to provide financing to a portfolio company, if the BDC has, among other things, a reasonable belief, at the time it enters into such an agreement, that it will have sufficient cash and cash equivalents to meet its obligations with respect to all of its unfunded commitment agreements, in each case as it becomes due. The Company intends to operate under the limited derivatives user exemption of Rule 18f-4and has adopted written policies and procedures reasonably designed to manage the Company's derivatives risk pursuant to Rule 18f-4. Collectively, these requirements may limit our ability to use derivatives and/or enter into certain other financial contracts. We qualify as a "limited derivatives user," and as a result the requirements applicable to us under Rule 18f-4may limit our ability to

use derivatives and enter into certain other financial contracts. However, if we fail to qualify as a limited derivatives user and become subject to the additional requirements under Rule 18f-4, compliance with such requirements may increase cost of doing business, which could have a material adverse effect on our business, financial condition, results of operations, and cash flows. Future legislation or rules may modify how we treat derivatives and other financial arrangements for purposes of our compliance with the leverage limitations of the 1940 Act and, therefore, may increase or decrease the amount of leverage currently available to us under the 1940 Act, which may be materially adverse to us and our stockholders.

In each such case, we generally would seek to hedge against fluctuations of the relative values of our portfolio positions from changes in market interest rates. Hedging against a decline in the values of our portfolio positions would not eliminate the possibility of fluctuations in the values of such positions or prevent losses if the values of the positions declined. However, such hedging could establish other positions designed to gain from those same developments, thereby offsetting the decline in the value of such portfolio positions. Such hedging transactions could also limit the opportunity for gain if the values of the underlying portfolio positions increased. Moreover, it might not be possible to hedge against an exchange rate or interest rate fluctuation that was so generally anticipated that we would not be able to enter into a hedging transaction at an acceptable price. Use of a hedging transaction could involve counterparty credit risk.

The success of any hedging transactions we may enter into will depend on our ability to correctly predict movements in interest rates. Therefore, while we may enter into hedging transactions to seek to reduce interest rate risks, unanticipated changes in interest rates could result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the portfolio positions being hedged could vary. Moreover, for a variety of reasons, we might not seek to (or be able to) establish a perfect correlation between the hedging instruments and the portfolio holdings being hedged. Any such imperfect correlation could prevent us from achieving the intended hedge and expose us to risk of loss. Our ability to engage in hedging transactions may also be adversely affected by rules adopted by the CFTC.

Our investments in the Trading Companies & Distributors industry face considerable uncertainties including significant regulatory challenges.

Our investments in portfolio companies that operate in the Trading Companies & Distributors industry represent approximately 14.6% of our total portfolio as of September 30, 2024. Portfolio companies in the Trading Companies & Distributors sector are subject to many risks, including the negative impact of regulation, a competitive marketplace, decreased consumer demand and supply-chaindisruptions. In recent years, supply-chaindisruptions and global trade policies have had a negative impact on these industries and as Trading Companies & Distributors represent a significant portion of our investments, such adverse business and/or economic conditions have also impacted our portfolio. Adverse economic, business, or regulatory developments affecting the Trading Companies & Distributors sector, including trade policies, treaties and tariffs between the United States and other countries, could have a negative impact on the value of our investments in portfolio companies operating in this industry, and therefore could negatively impact our business and results of operations.

Risks Relating to Our Common Stock

Prior to the IPO, there has been no public market for our shares of common stock, and we cannot assure you that a market for our shares of common stock will develop or that the market price of our shares of common stock will not decline following the IPO. Our share of common stock price may be volatile and may fluctuate substantially.

Our shares of common stock are listed on The New York Stock Exchange under the symbol "KBDC." We cannot assure you that a trading market will develop for our shares of common stock after the IPO or, if one develops, that the trading market can be sustained. In addition, we cannot predict the prices at which our shares of common stock will trade. The offering price for our shares of common stock were determined through our negotiations with the underwriters and may not bear any relationship to the market price at which it may trade after the IPO. Shares of companies offered in an initial public offering often trade at a discount to the initial offering price due to underwriting discounts and commissions and related offering expenses. Also, shares of closed-endinvestment companies, including BDCs, frequently trade at a discount from their net asset value and our shares may also be discounted in the market. This characteristic of closed-endinvestment companies is separate and distinct from the risk that our net asset value

per share may decline. We cannot predict whether our shares of common stock will trade at, above or below net asset value. The risk of loss associated with this characteristic of closed-endmanagement investment companies may be greater for investors expecting to sell shares of common stock purchased in this offering soon after the IPO. In addition, if our shares of common stock trade below its net asset value per share, we will generally not be able to sell additional shares of common stock to the public at its market price without first obtaining the approval of a majority of our stockholders (including a majority of our unaffiliated stockholders) and our independent directors for such issuance.

The market price and liquidity of the market for our shares of common stock may be significantly affected by numerous factors, some of which are beyond our control and may not be directly related to our operating performance. These factors include:

• significant volatility in the market price and trading volume of securities of BDCs or other companies in the sector in which we operate, which are not necessarily related to the operating performance of these companies;

• changes in regulatory policies or tax guidelines, particularly with respect to RICs or BDCs;

• loss of RIC status;

• changes in earnings or variations in operating results;

• changes in the value of our portfolio of investments;

• any shortfall in revenue or net income or any increase in losses from levels expected by investors or securities analysts;

• departure of key personnel from our Advisor;

• operating performance of companies comparable to us;

• general economic trends and other external factors; and

• loss of a major funding source.

Sales of substantial amounts of our shares of common stock in the public market may have an adverse effect on the market price of our shares of common stock.

Upon completion of the IPO, we had 71,116,459 shares of common stock outstanding. The shares of common stock sold in the IPO are freely tradable without restriction or limitation under the Securities Act.

Any shares purchased in the IPO or owned by our affiliates, as defined in the Securities Act, are subject to the public information, manner of sale and volume limitations of Rule 144 under the Securities Act. The remaining shares of common stock outstanding upon the completion of the IPO are "restricted securities" under the meaning of Rule 144 promulgated under the Securities Act and may only be sold if such sale is registered under the Securities Act or exempt from registration, including the exemption under Rule 144.

In addition, the shares owned by our current stockholders are subject to lock-uprestrictions.

Following the IPO and the expiration of applicable lock-upperiods, subject to applicable securities laws, sales of substantial amounts of our shares of common stock, or the perception that such sales could occur, could adversely affect the prevailing market prices for our shares of common stock. If this occurs, it could impair our ability to raise additional capital through the sale of equity securities should we desire to do so. We cannot predict what effect, if any, future sales of securities, or the availability of securities for future sales, will have on the market price of our shares of common stock prevailing from time to time.

Trading in our shares may be limited and our shares may trade below NAV.

We cannot assure you that a public trading market can be sustained. Shares of companies offered in an initial public offering often trade at a discount to the initial offering price due to underwriting discounts and related offering expenses. Also, shares of closed-endinvestment companies and BDCs frequently trade at a discount from their NAV. This characteristic of closed-endinvestment companies is separate and distinct from the risk that our NAV per share may decline. We cannot predict whether our shares of common stock will trade at, above or below NAV.

POTENTIAL CONFLICTS OF INTEREST

Risks Related to Conflicts of Interest of Kayne Anderson

General

Conflicts of interest may arise because Kayne Anderson and its affiliates generally carry on substantial investment activities for other clients, in which we will have no interest. Kayne Anderson or its affiliates may have financial incentives to favor certain of such accounts over us. Kayne Anderson and its affiliates currently manage, and may in the future have, other clients with similar or competing investment objectives. In serving in these multiple capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the best interests of us or our stockholders. Any of their proprietary accounts and other customer accounts may compete with us for specific investment opportunities. Kayne Anderson or its affiliates may buy or sell securities for us which differ from securities bought or sold for other accounts and customers, even though their investment objectives and policies may be similar to ours. Situations may occur when we could be disadvantaged because of the investment activities conducted by Kayne Anderson and its affiliates for their other accounts. See "Risk Factors - Risks Relating to Our Business and Structure - There are significant potential conflicts of interest that could affect our investment returns, including conflicts related to obligations the Advisor's investment committee, the Advisor or its affiliates have to other clients and conflicts related to fees and expenses of such other clients, the valuation process for certain portfolio holdings of ours, other arrangements with the Advisor or its affiliates, and the Advisor's recommendations given to us may differ from those rendered to their other clients" in our most recent Annual Report on Form 10-Kincorporated by reference herein.

Our Advisor's liability is limited under the Investment Advisor Agreement, and we are required to indemnify our Advisor against certain liabilities, which may lead our Advisor to act in a riskier manner on our behalf than it would when acting for its own account. See "Risk Factors - Risks Relating to Our Business and Structure - The Advisor's and Administrator's liability is limited, and we have agreed to indemnify each against certain liabilities, which may lead them to act in a riskier manner on our behalf than it would when acting for its own account" in our most recent Annual Report on Form 10-Kincorporated by reference herein.

Advisor's Investment Professionals Conflict of Interest Risk

Certain investment professionals who are involved in our activities remain responsible for the investment activities of other clients and investment vehicles managed by Kayne Anderson and its affiliates, and they will devote time to the management of such investments and other newly created client portfolios (whether in the form of funds, separate accounts or other vehicles), as well as their own investments. In addition, in connection with the management of investments for other funds, separate accounts and other vehicles, members of Kayne Anderson and its affiliates may serve on the boards of directors of or advise companies which may compete with our portfolio investments. Moreover, these other funds, separate accounts and other vehicles managed by Kayne Anderson and its affiliates may pursue investment opportunities that may also be suitable for us.

Other Investment Companies

Kayne Anderson and its affiliates currently manage, and may in the future have, other clients with similar or competing investment objectives. Some of the affiliated funds have investment objectives that overlap with ours.

Investment decisions for us are made independently from those of Kayne Anderson's other clients; however, from time to time, the same investment decision may be made for more than one fund or account. Kayne Anderson has adopted a formal credit conflicts policy to address potential conflicts with respect to its credit platform in connection with matter such as refinancings, follow-onsand investments across a capital structure. In some cases, this system may adversely affect the price or size of the position we may obtain. In other cases, however, our ability to participate in volume transactions may produce better outcomes for us.

The members of our Advisor's investment committee serve or may serve as officers, directors or principals of entities that operate in the same or a related line of business as we do or of accounts sponsored or managed by Kayne Anderson or its affiliates. In serving in these multiple capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the best interests of us or our stockholders.

Management Fee Calculation

The investment management fee paid to our Advisor is based on the value of our assets, as periodically determined. Although we have valuation procedures designed to determine valuations of illiquid securities in a manner that reflects their fair value, there typically is a range of prices that may be established for each individual security. Senior management of Kayne Anderson, and its valuation committee, and a third-partyvaluation firm will participate in the valuation of our securities.

Certain Affiliations

We are currently affiliated with KA Associates, Inc. ("KA Associates"), a broker-dealerthat is a member of the Financial Industry Regulatory Authority, Inc. ("FINRA"). Michael J. O'Neil, our Secretary and Chief Compliance Officer, currently serves as President, Chief Compliance Officer and Secretary of KA Associates. While we currently have no intent to engage in principal transactions through KA Associates, absent an exemption from the SEC or other regulatory relief, we are generally precluded from doing so. In addition, our ability to utilize KA Associates for agency transactions is subject to restrictions.

CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This prospectus, any accompanying prospectus supplement, any related free writing prospectus and any documents we may incorporate by reference herein contain forward-lookingstatements that involve substantial known and unknown risks, uncertainties and other factors. Undue reliance should not be placed on such statements. These forward-lookingstatements are not historical facts, but rather are based on current expectations, estimates and projections about the company, current and prospective portfolio investments, the industry, beliefs and assumptions. Words such as "anticipates," "expects," "intends," "plans," "will," "may," "continue," "believes," "seeks," "estimates," "would," "could," "should," "targets," "projects," and variations of these words and similar expressions are intended to identify forward-lookingstatements. These statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-lookingstatements, including without limitation:

• future operating results;

• business prospects and the prospects of portfolio companies in which we may invest;

• the ability of our portfolio companies to achieve their objectives;

• changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets;

• the ability of our Advisor to locate suitable investments and to monitor and administer investments;

• the ability of our Advisor and its affiliates to attract and retain highly talented professionals;

• risk associated with possible disruptions in operations or the economy generally;

• the adequacy of our cash resources, financing sources, and working capital;

• the timing and amount of cash flows, distributions and dividends, if any, from the operations of the companies in which the Company invests;

• the ability to maintain qualification as a BDC and as a RIC under the Code;

• the use of borrowings under credit facilities and issuances of senior unsecured notes to finance a portion of the Company's investments;

• the adequacy, availability and pricing of financing sources and working capital for the Company;

• actual or potential conflicts of interest with the Advisor and its affiliates;

• contractual arrangements and relationships with third parties;

• the risk associated with an economic downturn, increased inflation, political instability, interest rate volatility, loss of key personnel, and the illiquid nature of investments of the Company; and

• the risks, uncertainties and other factors we identify elsewhere in in our most recent Annual Report on Form 10-K, in our other filings with the SEC that we make from time to time and elsewhere contained or incorporated by reference in this prospectus and any applicable prospectus supplement or free writing prospectus.

Although we believe that the assumptions on which these forward-lookingstatements are based on are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-lookingstatements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of forward-lookingstatement in this prospectus, including the documents incorporated by reference herein, and any applicable prospectus supplement or free writing prospectus, including documents incorporated therein, should not be

regarded as a representation by us that our plans and objectives will be achieved. These forward-lookingstatements apply only as of the dates of this prospectus, the applicable prospectus supplement, any documents we may incorporate by reference herein, and any related free writing prospectus. We assume no obligation to update or revise publicly any forward-lookingstatements, whether as a result of new information, future events or otherwise, except as required by law. The forward-lookingstatements and projections contained in this prospectus are excluded from the safe harbor protections provided by Section 27A of the Securities Act and Section 21E of the Exchange Act. Notwithstanding the foregoing, the Company understands it has a continuing obligation to update this prospectus during the offering period to reflect any material changes.

USE OF PROCEEDS

All of the securities offered by this prospectus are being registered for the account of the selling stockholder. We will not receive any of the proceeds from the sale of these securities. The selling stockholder will pay all costs, expenses and fees relating to the registration of the securities covered by this prospectus. The selling stockholder will bear all commissions and discounts, if any, attributable to the sale of the common stock under this shelf offering.

PRICE RANGE OF COMMON STOCK AND DISTRIBUTIONS

Our common stock commenced trading on the NYSE under the symbol "KBDC" on May 22, 2024. Prior to our IPO, the shares of our common stock were offered and sold in transactions exempt from registration under the Securities Act. As such there was no public market for shares of our common stock prior to May 22, 2024.

The following table sets forth, for each fiscal quarter since our common stock commenced trading on the NYSE, (i) the NAV per share of our common stock as of the applicable period end, (ii) the range of high and low closing sales prices of our common stock as reported on the NYSE during the applicable period, and (iii) the closing high and low sales prices as a premium (discount) to NAV during the relevant period.

____________

(1) NAV per share is determined as of the last day in the relevant quarter and therefore may not reflect the NAV per share on the date of the high and low sales prices. The NAVs shown are based on outstanding shares at the end of each period.

(2) Closing sales price as provided by the NYSE.

(3) Calculated as of the respective high or low closing sales price divided by the quarter end NAV and subtracting 1.

On November 11, 2024, the reported closing sales price of our common stock was $16.50 per share. As of September 30, 2024, we had 504 stockholders of record, which did not include stockholders for whom shares are held in "nominee" or "street name".

Shares of BDCs may trade at a market price that is less than the value of the net assets attributable to those shares. The possibility that shares of our common stock will trade at a discount from NAV or at premiums that are unsustainable over the long term is separate and distinct from the risk that our NAV will decrease. It is not possible to predict whether the shares offered hereby will trade at, above or below NAV.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information contained in "Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our most recent Annual Report on Form 10-Kand in "Part I, Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations" of our most recent Quarterly Report on Form 10-Qare incorporated by reference herein and should be read in conjunction with, and are qualified by reference to, our financial statements and notes thereto included in such Annual Report on Form 10-Kand such Quarterly Report on Form 10-Q, as applicable.

BUSINESS

The information contained in "Part I, Item 1. Business," "Part I, Item 2. Properties" and "Part I, Item 3. Legal Proceedings" of our most recent Annual Report on Form 10-K, and in "Part II, Item 1. Legal Proceedings" of our most recent Quarterly Report on Form 10-Qare incorporated herein by reference.

SENIOR SECURITIES

Information about the Company's senior securities is shown as of the dates indicated in the below table. This information about the Company's senior securities should be read in conjunction with the Company's audited consolidated financial statements and related notes thereto included in its most recent Annual Report on Form 10-K. The report of our independent registered public accounting firm as of December 31, 2023, December 31, 2022 and December 31, 2021 is included in our recent Annual Reports on Form 10-Kand is incorporated by reference into the registration statement of which this prospectus, any accompanying prospectus supplement and any related free writing prospectus is part.

____________

(1) Total amount of senior securities outstanding at the end of the period presented.

(2) Asset coverage per unit is the ratio of the carrying value of our total assets, less all liabilities excluding indebtedness represented by senior securities in this table, to the aggregate amount of senior securities representing indebtedness. Asset coverage per unit is expressed in terms of dollar amounts per $1,000 of indebtedness and is calculated on a consolidated basis.

(3) The amount to which such class of senior security would be entitled upon our involuntary liquidation in preference to any security junior to it.

(4) Not applicable because the senior securities are not registered for public trading.

(5) The Revolving Funding Facility II was entered into on December 22, 2023.

(6) The Subscription Credit Agreement was terminated on April 1, 2024.

(7) The Loan and Security Agreement ("LSA") was terminated on February 18, 2022.

PORTFOLIO COMPANIES

The following table sets forth certain information as of September 30, 2024 for each portfolio company in which the Company had an investment. Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Advisor as the "valuation designee" to perform fair value determinations of the Company's portfolio holdings, subject to oversight by and periodic reporting to the Board. The valuation designee performs fair valuation of the Company's portfolio holdings in accordance with the Company's Valuation Program. For more information relating to the Company's investments, see the Company's consolidated financial statements included in this prospectus.