Item 1.01. Entry into a Material Definitive Agreement.

On April 1, 2022, certain subsidiaries of DigitalBridge Group, Inc. entered into amendments to certain agreements governing its securitized financing facility to, among other things, increase the amount that may be borrowed on a revolving basis under the facility. DigitalBridge Issuer, LLC and DigitalBridge Co-Issuer, LLC (together, the "Co-Issuers"), and DigitalBridge Holdings 1, LLC, DigitalBridge Holdings 2, LLC and DigitalBridge Holdings 3, LLC (collectively, the "Asset Entities"), each a special-purpose, wholly-owned indirect subsidiary of DigitalBridge Operating Company, LLC, the operating company of DigitalBridge Group, Inc., entered into the following amendments, each dated as of April 1, 2022: (i) the First Amendment to the Base Indenture, by and among the Co-Issuers, the Asset Entities and Citibank, N.A., as indenture trustee, (ii) Amendment No. 1 to the Series 2021-1 Supplement, among the Co-Issuers, the Asset Entities and Citibank, N.A., as indenture trustee, and (iii) Amendment No. 1 to the Series 2021-1 Class A-1 Note Purchase Agreement, by and among the Co-Issuers, the Asset Entities, DigitalBridge Investment Holdco, LLC and Barclays Bank PLC, as administrative agent (collectively, the "Amendments"). The Amendments, among other things, effectuate a $100 million increase to the maximum principal amount of the Series 2021-1 Class A-1 Variable Funding Notes (the "VFN Notes") to $300 million and incorporate provisions to replace LIBOR with Term SOFR as the benchmark for accruing interest on the VFN Notes. The foregoing summary is subject to, and qualified in its entirety by reference to, the complete copies of the Amendments attached hereto as Exhibit 4.1, Exhibit 4.2 and Exhibit 10.3, respectively.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance

Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 above is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.



(d) Exhibits. The following exhibits are being filed with this Current Report on
Form 8-K.

   Exhibit No.          Description
       4.1                First Amendment to Base Indenture, dated as of     April
                            1    , 2022, by and     among     DigitalBridge Issuer,
                        LLC, DigitalBridge Co-Issuer, LLC, together as Co-Issuers,
                        certain indirect and direct subsidiaries of the Co-Issuers
                        and Citibank, N.A., as     Indenture     Trustee.
       4.2                Amendment No. 1 to Series 2021-1 Supplement to Base
                        Indenture, dated as of     April     1    , 2022, by and
                            among     DigitalBridge Issuer, LLC and DigitalBridge
                        Co-Issuer, LLC, together as Co-Issuers    , certain indirect
                        and direct subsidiaries of the Co-Issuers and Citibank, N.A.,
                        as     Indenture     Trustee.
      10.1                Amendment No. 1 Class A-1 Note Purchase Agreement, dated as
                        of     April     1    , 2022, by and among DigitalBridge
                        Issuer, LLC and DigitalBridge Co-Issuer, LLC, together as
                        Co-Issuers, each of DigitalBridge Holdings 1, LLC,
                        DigitalBridge Holdings 2, LLC and DigitalBridge Holdings 3,
                        LLC,     together as Asset En    tities,     DigitalBridge
                        Guarantor, LLC and DigitalBridge Co-Guarantor, LLC,
                            together     as Co-Guarantors,     DigitalBridge
                            Investment Holdco, LLC, as Manager, the conduit investors
                        party thereto, the financial institutions party thereto,
                        certain funding agents, and Barclays Bank PLC, as L/C
                        Provider and Administrative Agent.
       104              Cover Page Interactive Data File (embedded within the Inline
                        XBRL document)

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