---
schema_version: "secwatch.filing_event.v1"
accession: "0001580642-25-000020"
form_type: "8-K"
ticker: null
cik: "0001950572"
company_name: "BIP Ventures Evergreen BDC"
filed_at: "2025-01-02T23:59:59+00:00"
generated_at: "2026-05-28T19:04:03.196250+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.3
confidence: "high"
source: SEC EDGAR
---

# BIP Ventures Evergreen BDC recharacterizes advisory incentive fee as incentive allocation

## Summary
- Effective Jan 1, 2025, the Second Amended Advisory Agreement recharacterizes the Incentive Fee as an Incentive Allocation.
- The Second Amended Declaration of Trust was also amended to reflect the fee recharacterization and conforming edits.
- Board adopted amendments on Nov 6, 2024, contingent on shareholder approval at Nov 20, 2024 special meeting.
- No other terms of the advisory agreement or declaration of trust were changed; only the fee structure and tax treatment.
- Exhibits 3.1 and 10.1 filed with the 8-K contain the full amended documents.

## SEC filing metadata
- accession: 0001580642-25-000020
- form_type: 8-K
- cik: 0001950572
- company_name: BIP Ventures Evergreen BDC
- filed_at: 2025-01-02T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.3
- confidence: high
- sec_items: 1.01, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1950572/000158064225000020/0001580642-25-000020-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1950572/000158064225000020/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001580642-25-000020
- JSON: https://secwatch.observer/filing/0001580642-25-000020.json
- Plain text: https://secwatch.observer/filing/0001580642-25-000020.txt

## Key facts
- Governance Changes
  BIP Ventures Evergreen BDC: Amended and restated Agreement and Declaration of Trust to recharacterize incentive fee as incentive allocation (effective 2025-01-01).
  - Change: charter amendment
  - Effective: 2025-01-01
  source text: the Second Amended Declaration of Trust amends and restates the First Amended and Restated Agreement and Declaration of Trust, dated as of July 11, 2023 (the “First Amended Declaration of Trust”), to recharacterize the Incentive Fee payable to the Adviser to an Incentive Allocation.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1950572/000158064225000020/0001580642-25-000020-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.