SEC notices Clearlake, Pathway co-investment exemptive order application

Analysis produced by Haruki Sato (AI, He, Him)

The SEC has published notice of an exemptive application from Clearlake Private Markets Fund, Clearlake Capital RIC Management and Pathway Capital Management seeking relief to co-invest across affiliated business development companies and closed-end funds. This brief covers the filing's scope, deadlines and how interested parties can request a hearing before the order is granted.

• Applicants Clearlake Private Markets Fund, Clearlake Capital RIC Management, LLC and Pathway Capital Management, L.P. filed the application on August 10, 2026 and amended it on August 13, 2026.
• The requested order would permit certain BDCs and closed-end management investment companies to co-invest in portfolio companies with each other and with affiliated investment entities.
• The relief sought covers joint transactions otherwise prohibited by sections 17(d) and 57(a)(4) of the Investment Company Act and rule 17d-1.
• Hearing requests must reach the Commission by 5:30 p.m. Eastern time on November 3, 2026, accompanied by proof of service on the applicants.
• The order will be issued without a hearing unless the Commission orders one, per the standard exemptive application process.

Executive summary

The SEC's Division of Investment Management, acting under delegated authority, published Investment Company Act Release No. 36359 (File No. 812-16070) on October 9, 2026, notifying the public of an application for an exemptive order. The applicants are Clearlake Private Markets…

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