1

NAMES OF REPORTING PERSONS

 

 

 

 

 

 Lockheed Martin Investment Management Company

 

 

 

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

 

(a)☐

 

 

(b)☐

 

 

3

SEC USE ONLY

 

 

 

 

 

 

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

    Delaware

 

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5

SOLE VOTING POWER

 

 

    - 0 -

 

 

 

 

6

SHARED VOTING POWER

 

 

   1,000,000

 

 

 

 

7

SOLE DISPOSITIVE POWER

 

 

    - 0 -

 

 

 

 

8

SHARED DISPOSITIVE POWER

 

 

   1,000,000

 

 

 

 

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

   1,000,000

 

 

 

 

10

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

 

☐

 

 

 

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

 

 

 

 

 

12

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

 

    CO, HC

 

 

 

 

Item 1(a).

Name of Issuer:

 

The name of the issuer is TCW Direct Lending VII LLC.

 

Item 1(b).

Address of Issuer's Principal Executive Offices:

 

The issuer's principal executive office is located at 200 Clarendon Street, 51st Floor, Boston, MA 02116.

 

Item 2(a).

Name of Person Filing:

The Reporting Persons have entered into a Joint Filing Agreement, dated May 10, 2018, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act").

 

Item 2(c).

Address of Principal Business Office or, if none, Residence:

 

The principal business address of LMIMCo and MRT is c/o Lockheed Martin Investment Management Company, 6901 Rockledge Drive, 9th Floor, Bethesda, MD 20817.

 

Item 2(c).

Citizenship:

 

LMIMCo is organized under the laws of the State of Delaware. MRT is organized under the laws of the State of New York. 

 

Item 2(d).

Title of Class of Securities:

 

Common Limited Liability Company Units

 

Item 2(e).

CUSIP Number:

 

N/A

 

Item 3.

If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or

240.13d-2(b) or (c), Check Whether the Person Filing Is a(n):

 

(a) ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

 

(b) ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c) ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d) ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e) ☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

 

(f) ☒ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

 

(g) ☒ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

 

(h) ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i) ☐ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j) ☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

 

(k)☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ .

 

Item 4.

Ownership.

 

Lockheed Martin Investment Management Company

 

(a) Amount beneficially owned: 1,000,000

 

 

(c) Number of shares as to which the person has:

 

 

 

 

 

Lockheed Martin Corporation Master Retirement Trust

 

(a) Amount beneficially owned: 1,000,000

 

 

(c) Number of shares as to which the person has:

 

 

 

 

 

 

2

See the Explanatory Note set forth above regarding beneficial ownership of the Reporting Persons as of April 30, 2018.

Item 5.

Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

 

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

 

Not applicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.

 

Not applicable.

 

Item 8.

Identification and Classification of Members of the Group.

 

Not applicable.

 

Item 9.

Notice of Dissolution of Group.

 

Not applicable

 

Item 10.

Certification.

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

Lockheed Martin Investment Management Company

 

 

By:

 /s/  Robert C. Varnell

 

 

Name:   Robert C. Varnell

 

 

Title:   Vice President & General Counsel

 

 

Lockheed Martin Corporation Master Retirement Trust

 

 

 

 By: Lockheed Martin Investment Mangement Company

 

 Its: Named Fiduciary

 

 

By:

 /s/  Robert C. Varnell

 

 

Name:   Robert C. Varnell

 

 

Title:   Vice President & General Counsel