As filed with the Securities and Exchange Commission on January 3, 2022

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-A
 
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(B) OR 12(G) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
HPS Corporate Lending Fund
(Exact name of registrant as specified in its charter)

Delaware
 
87-6391045
(State of incorporation or organization)
 
(I.R.S.  Employer Identification No.)

40 West 57th Street, 33rd Floor
New York, New York
 
 
10019
(Address of principal executive offices)
 
(Zip Code)

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box.  ☐

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box.  ☒

Securities Act registration statement file number to which this form relates:
333-259453

Securities to be registered pursuant to Section 12(g) of the Act:
Class S Shares, par value $0.01 per share
Class D Shares, par value $0.01 per share
Class I Shares, par value $0.01 per share
Class F Shares, par value $0.01 per share
(Title of class)



INFORMATION REQUIRED IN REGISTRATION STATEMENT
 
Item 1.
Description of Registrant’s Securities to Be Registered.

The securities to be registered hereby are Class S common shares of beneficial interest, Class D common shares of beneficial interest, Class I common shares of beneficial interest and Class F common shares of beneficial interest, par value $0.01 per share (collectively, the “Common Shares”) of HPS Corporate Lending Fund (the “Registrant”). For a description of the Common Shares being registered hereby, reference is made to the information contained in the sections entitled “Description of Our Common Shares,” “Suitability Standards,” “Distribution Reinvestment Plan” and “Share Repurchase Program” in the prospectus (the “Prospectus”) that forms part of the Registrant’s Registration Statement on Form N-2 (File No. 333-259453), filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), on September 10, 2021 (as amended from time to time, the “Registration Statement”), which is hereby incorporated by reference herein. Any form of prospectus or prospectus supplement to the Registration Statement that includes such descriptions and that are subsequently filed are hereby also incorporated by reference herein.

Item 2.
Exhibits.

1.

2.

3.

4.

2

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
 
Date: January 3, 2022
 
 
HPS CORPORATE LENDING FUND
     
 
By:
/s/ Grishma Parekh
 
   
Name: Grishma Parekh
   
Title: Trustee