UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE

THE SECURITIES EXCHANGE ACT OF 1934

Filed by the Registrant  ☒                             Filed by a Party other than the Registrant  ☐

Check the appropriate box:

Oaktree Specialty Lending Corporation

Oaktree Strategic Income Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

Oaktree Specialty Lending Corporation

Oaktree Strategic Income Corporation

333 South Grand Avenue, 28^th Floor

Los Angeles, CA 90071

Dear Stockholders:

You are cordially invited to attend the 2018 Joint2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Oaktree Specialty Lending Corporation (formerly known as Fifth Street Finance Corp. through October 17, 2017, “OCSL”), and Oaktree Strategic Income Corporation (formerly known as Fifth Street Senior Floating Rate Corp. through October 17, 2017, “OCSI”, and each of OCSL and OCSI, a(the “Company” and together, the “Companies”) to be held virtually on April 6, 2018,March 4, 2022, at 10:0030 a.m., Pacific Time at the following websites:website: www.virtualshareholdermeeting.com/ocsl2018, for OCSL stockholders and www.virtualshareholdermeeting.com/ocsi2018, for OCSI stockholders.ocsl2022. Stockholders of record of OCSL and/or stockholders of record of OCSI at the close of business on February 9, 2018January 4, 2022 are entitled to notice of, and to vote at, the Annual Meeting or any adjournment or postponement thereof. Details of the business to be conducted at the Annual Meeting are given in the accompanying Notice of Joint Annual Meeting and 2018 joint proxy statement. The joint proxy statement and eachthe Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 20172021 are being made available to the respectiveCompany’s stockholders thereof via the Internet on or about February 9, 2018.January 20, 2022. Your vote is very important to us.

YourThe Board of Directors unanimously recommends that you vote FOR“FOR” the election of each of the nomineesnominee proposed by yourthe Board of Directors and described in the accompanying joint proxy statement and FOR“FOR” the proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm for yourthe Company for the fiscal year ending September 30, 2018.2022. You can vote for yourthe Board of Directors’ nomineesnominee and on the other matters to be voted on at the Annual Meeting by following the instructions on the Notice of Internet Availability of Proxy Materials and voting by Internet or telephone.

It is important that your shares be represented at the Annual Meeting. Please follow the instructions on the Notice of Internet Availability of Proxy Materials and vote via the Internet or telephone. We encourage you to vote via the Internet as it saves us significant time and processing costs. However, the Notice of Internet Availability of Proxy Materials includes instructions on how to request a hard copy of the joint proxy statement and proxy card for the Annual Meeting free of charge, and you may vote your proxy by returning your proxy card to us after you request the hard copy materials. Voting by proxy does not deprive you of your right to participate in the virtual Annual Meeting.

No matter how many or few shares in athe Company you own, your vote and participation are very important to us.

Important Notice Regarding the Availability of Proxy Materials for the Joint Annual Meeting of Stockholders to Be Held on April 6, 2018.March 4, 2022.

This 2018 jointThe accompanying proxy statement and the OCSL Annual Report on Form10-K for the year ended September 30, 20172021 are also available at https://www.oaktreespecialtylending.com. This 2018 joint proxy statement and the OCSI Annual Report on Form10-K for the year ended September 30, 2017 are also available at https://www.oaktreestrategicincome.com.

OAKTREE SPECIALTY LENDING CORPORATION

OAKTREE STRATEGIC INCOME CORPORATION

333 South Grand Avenue, 28^th Floor

Los Angeles, CA 90071

NOTICE OF VIRTUAL 2018 JOINT2022 ANNUAL MEETING OF STOCKHOLDERS

Online Meeting Only – No Physical Meeting Location

OCSL: www.virtualshareholdermeeting.com/ocsl2018ocsl2022

OCSI: www.virtualshareholdermeeting.com/ocsi2018

April 6, 2018,March 4, 2022, 10:0030 a.m., Pacific Time

Dear Stockholders:

The 2018 Joint2022 Annual Meeting of Stockholders (the “Annual Meeting”) of Oaktree Specialty Lending Corporation, a Delaware corporation (formerly known as Fifth Street Finance Corp. through October 17, 2017, “OCSL”), and Oaktree Strategic Income Corporation, a Delaware corporation (formerly known as Fifth Street Senior Floating Rate Corp. through October 17, 2017, “OCSI”, and each of OCSL and OCSI, a(the “Company” and together, the “Companies”), will be conducted online on April 6, 2018,March 4, 2022, at 10:0030 a.m., Pacific Time, at the following websites:

website: www.virtualshareholdermeeting.com/ocsl2018, for OCSL stockholders; and

www.virtualshareholdermeeting.com/ocsi2018, for OCSI stockholders.ocsl2022.

At the Annual Meeting, in addition to transacting such other business as may properly come before the meeting and any adjournments and postponements thereof, the respectiveCompany’s stockholders of each Company will consider and vote on the following proposals as to such Company:proposals:

EACH COMPANY’STHE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE APPLICABLE COMPANY’S DIRECTOR NOMINEESNOMINEE DESCRIBED IN THE ACCOMPANYING JOINT PROXY STATEMENT AND “FOR” THE PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR SUCHTHE COMPANY FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2018.2022.

You have the right to receive notice of, and to vote at, the Annual Meeting as to the OCSL proposals if you were a stockholder of record of OCSLthe Company at the close of business on February 9, 2018 and as to the OCSI proposals if you were a stockholder of record of OCSI at the close of business on February 9, 2018. EachJanuary 4, 2022. The Company is furnishing a proxy statement and proxy card to its respective stockholders on the Internet, rather than mailing printed copies of those materials to each of its stockholders. If you received a Notice of Internet Availability of Proxy Materials by mail, you will not receive a printed copy of the proxy statement and proxy card unless you request them. Instead, the Notice of Internet Availability of Proxy Materials will instruct you as to how you may access and review the proxy statement, and vote your proxy, on the Internet.

Whether or not you plan to participate in the Annual Meeting, we encourage you to vote your shares by following the instructions on the Notice of Internet Availability of Proxy Materials.

TABLE OF CONTENTS

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Oaktree Specialty Lending Corporation

Oaktree Strategic Income Corporation

333 South Grand Avenue, 28^th Floor

Los Angeles, CA 90071

JOINT PROXY STATEMENT

Virtual 2018 Joint2022 Annual Meeting of Stockholders

General

We are furnishing you this joint proxy statement in connection with the solicitation of proxies by the BoardsBoard of Directors (each, a(the “Board” and together, the “Boards”) of Oaktree Specialty Lending Corporation (formerly known as Fifth Street Finance Corp. through October 17, 2017, “OCSL”) and Oaktree Strategic Income Corporation (formerly known as Fifth Street Senior Floating Rate Corp. through October 17, 2017, “OCSI”, and OCSL and OCSI, each, a “Company” and together, the “Companies,(the “Company,” “we,” “us,” or “our”) for use at the Companies’ virtual 2018 JointCompany’s 2022 Annual Meeting of Stockholders (the “Annual Meeting”). This joint proxy statement and eachthe Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 20172021 are being made available to the respectiveCompany’s stockholders thereof via the Internet on or about February 9, 2018.January 20, 2022. When we refer to eachthe Company’s fiscal year, we mean the12-month period ending September 30 of the stated year (for example, fiscal year 20172021 was October 1, 20162020 through September 30, 2017)2021).

We encourage you to vote your shares by following the instructions on the Notice of Internet Availability of Proxy Materials and granting a proxy (i.e., authorizing someone to vote your shares). If you provide voting instructions, either via the Internet, by telephone or by requesting, signing, dating and returning a proxy card, and the Company receives them in time for the Annual Meeting, the persons named as proxies will vote your shares in the manner that you specified.

Although each Company is a separate business development company and stockholders of each Company will vote separately on the proposals contained herein, the Companies are soliciting votes through this joint proxy statement to reduce expenses to the Companies in connection with soliciting proxies for the Annual Meeting.

Annual Meeting Information

The Annual Meeting will be a completely virtual meeting. There will be no physical meeting location and the meeting will only be conducted via live webcast. The virtual Annual Meeting will be held on April 6, 2018March 4, 2022 at 10:0030 a.m., Pacific Time. To participate in the Annual Meeting, visit www.virtualshareholdermeeting.com/ocsl2018 if you are an OCSL stockholder and/or www.virtualshareholdermeeting.com/ocsi2018 if you are an OCSI stockholderocsl2022 and in each case, enter the16-digit control number included in your Notice of Internet Availability of Proxy Materials, on the proxy card you received, or in the instructions that accompanied your proxy materials for the applicable Company.materials. Onlinecheck-in will begin at 9:5510:25 a.m., Pacific Time. Please allow time for onlinecheck-in procedures.

You are entitled to participate in the virtual Annual Meeting only if you are a stockholder of OCSL or OCSIthe Company as of the close of business on the record date for the Annual Meeting, which is February 9, 2018January 4, 2022 (the “Record Date”), or you hold a valid proxy for the Annual Meeting.

Availability of Proxy and Annual Meeting Materials

This 2018 joint proxy statement and the OCSLCompany’s Annual Report on Form10-K for the year ended September 30, 20172021 are also available at https://www.oaktreespecialtylending.com. This 2018 joint proxy statement and the OCSI Annual Report on Form10-K for the year ended September 30, 2017 are also available at https://www.oaktreestrategicincome.com.

2. To ratify the selection of Ernst & Young LLP (“EY”) to serve as suchthe Company’s independent registered public accounting firm for the fiscal year ending September 30, 2018.2022.

Voting Information

General

EACH COMPANY’STHE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE APPLICABLE COMPANY’S DIRECTOR NOMINEESNOMINEE DESCRIBED IN THE ACCOMPANYING JOINTTHIS PROXY STATEMENT AND “FOR” THE PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR SUCHTHE COMPANY FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2018.2022.

Voting Securities

You may cast one vote for each share of the Company’s common stock of the applicable Company that you owned as of the Record Date. SharesEach share of eachthe Company’s common stock havehas equal voting rights aswith all other shares of suchthe Company’s common stock, and, in each case, arewhich is the only class of voting securities outstanding of eachthe Company. Stockholders can vote only on matters affecting a Company in which they hold shares of common stock. As of January 26, 2018, OCSL4, 2022, the Company had 140,960,651 shares of common stock outstanding and OCSI had 29,466,768180,468,633 shares of common stock outstanding.

Quorum Required

For athe Company to conduct business at the Annual Meeting, a quorum of the Company’s stockholders of that Company must be present at the Annual Meeting. The presence at the Annual Meeting, virtually or by proxy, of the holders of a majority of the shares of athe Company’s common stock outstanding on the Record Date will constitute a quorum of such Company.quorum. Abstentions will be treated as shares present for quorum purposes. Shares for which brokers have not received voting instructions from the beneficial owner of the shares and do not have discretionary authority to vote on certain proposals (which are considered “brokernon-votes” with respect to such proposals) will be treated as shares present for quorum purposes.

The Chairman of eachthe Company shall have the power to adjourn such Company’sthe Annual Meeting, whether or not a quorum is present, from time to time for any reason and without notice other than announcement at the Annual Meeting.

Submitting Voting Instructions for Shares Held Through a Broker, Bank, Trustee or Nominee

If you hold shares of athe Company’s common stock through a broker, bank, trustee or nominee, you must followdirect your intermediary regarding how you would like your shares voted by following the voting instructions you receive from your broker, bank, trustee or nominee. If you hold shares of athe Company’s common stock through a broker, bank, trustee or nominee and want to participate in the virtual Annual Meeting, you must follow the instructions you receive from your broker, bank, trustee or nominee.Please instruct your broker, bank, trustee or nominee regarding how you would like your shares voted so your vote can be counted.

Please note that to be sure your vote is counted on athe Company’s proposal to elect director(s),a director, you should instruct your broker, bank, trustee or nominee how to vote your shares. If you do not provide voting instructions, votes may not be cast on your behalf with respect to such proposals.proposal.

Authorizing a Proxy for Shares Held in Your Name

If you are a record holder of shares of athe Company’s common stock, you may authorize a proxy to vote on your behalf by following the instructions provided on the Notice of Internet Availability of Proxy Materials. Authorizing your proxy will not limit your right to participate in the virtual Annual Meeting and vote your shares online. A properly completed and submitted proxy will be voted in accordance with your instructions unless you subsequently revoke your instructions. If you authorize a proxy without indicating your voting instructions, the proxyholder will vote your shares according to the applicable Board’s recommendations. Internet and telephone voting procedures are designed to authenticate the stockholder’s identity and to allow stockholders to vote their shares and confirm that their instructions have been properly recorded. Your Internet or telephone vote authorizes the named proxies to vote your shares in the same manner as if you had marked, signed and returned a proxy card.

Receipt of Multiple Proxy Cards

Some of eachthe Company’s stockholders hold their shares in more than one account and may receive a separate Notice of Internet Availability of Proxy Materials for each of those accounts. To ensure that all of your shares are represented at the Annual Meeting, we recommend that you vote by following the instructions in eachthe Notice of Internet Availability of Proxy Materials you receive.

Revoking Your Proxy

If you are a stockholder of record of OCSL and/or OCSI,the Company, you can revoke your proxy as to either or both Companies at any time before it is exercised by: (i) delivering a written revocation notice that is received prior to the Annual Meeting to Oaktree Specialty Lending Corporation, or Oaktree Strategic Income Corporation, as applicable, 333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071, Attention: Secretary; (ii) submitting a later-dated proxy that we receive before the conclusion of voting at the Annual Meeting; or (iii) participating in the virtual Annual Meeting and voting online. If you hold shares of athe Company’s common stock through a broker, bank, trustee or nominee, you must follow the instructions you receive from them in order to revoke your voting instructions. Participating in the virtual Annual Meeting does not revoke your proxy unless you also vote online at the Annual Meeting.

Votes Required

Election of directors. The affirmative vote of a plurality of the shares of athe Company’s common stock outstanding and entitled to vote thereon at the Annual Meeting is required to elect eachthe director nominee of that Company (i.e., the candidatescandidate receiving the most “for” votes will win eachthe election). Stockholders may not cumulate their votes. Votes to “withhold authority” and brokernon-votes will not be included in determining the number of votes cast and, as a result, will have no effect on this proposal.

Administration, LLC (“Oaktree Administrator”), the Companies’Company’s administrator, and its affiliates and/or a paid solicitor. No additional compensation will be paid to such regular employees for such services. The Company currently does not intend to engage a paid solicitor in connection with the Annual Meeting. If the Companies retainCompany retains a solicitor, the Companies have estimatedit estimates that theyit will pay an aggregate of approximately $5,000 plusout-of-pocket expenses for such services.services and you could be contacted by telephone on behalf of the Company and be urged to vote. If the Companies engageCompany engages a solicitor, you could be contacted by telephone on behalf of yourthe Company and be urged to vote. The solicitor will not attempt to influence how you vote your shares, but will only ask that you take the time to cast a vote. EachThe Company will reimburse brokers and other persons holding suchthe Company’s common stock in their names, or in the names of nominees, for their expenses for forwarding proxy materials to principals and beneficial owners and obtaining their proxies. The principal address of Oaktree Administrator is 333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071.

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of January 26, 2018,4, 2022, the beneficial ownership information of each current director, including the nomineesnominee for director, of both Companies,the Company, as well as eachthe Company’s executive officers, each person known to it to beneficially own 5% or more of the outstanding shares of itsthe Company’s common stock, and the executive officers and directors as a group. Percentage of beneficial ownership is based on 140,960,651180,468,633 shares of OCSL’s common stock, and 29,466,768 shares of OCSI’sthe Company’s common stock outstanding as of January 26, 2018.4, 2022.

Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission (“SEC”) and includes voting or investment power with respect to the securities. Ownership information for those persons who beneficially own 5% or more of the shares of athe Company’s common stock is based upon filings by such persons with the SEC and other information obtained from such persons, if available.

Unless otherwise indicated, the Companies believeCompany believes that each beneficial owner set forth in the table below has sole voting and investment power over the shares beneficially owned by such beneficial owner. The directors are divided into two groups — interested director and independent directors. The interested director is an “interested person” of eachthe Company as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”). The address of all executive officers and directors is c/o Oaktree Specialty Lending Corporation, or c/o Oaktree Strategic Income Corporation, as applicable, 333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071.

As indicated above, one of OCSL’s directors holds shares in margin accounts. As of January 26, 2018, no shares in such margin accounts were pledged as loan collateral. Each Company’s securities trading policy permits share pledges in limited cases with thepre-approval of such Company’s chief compliance officer.

PROPOSAL 1 — ELECTION OF DIRECTORS

The business and affairs of eachthe Company is managed under the oversight of itsthe Board. EachThe Board currently consists of sixfive members, of whom fivefour are not “interested persons” of each suchthe Company, as defined in Section 2(a)(19) of the 1940 Act. EachThe Board may modify itsthe number of its members in accordance with the applicable Company’s fourth amended and restated bylaws, except that no decrease in the number of directors shall shorten the term of any incumbent director. The NASDAQ Global Select Market (“NASDAQ”)Nasdaq requires that eachthe Company maintain a majority of independent directors on itsthe Board and provides that a director of a business development company is considered to be independent if he or she is not an “interested person”, as defined in Section 2(a)(19) of the 1940 Act. Therefore, under both the 1940 Act and applicable NASDAQNasdaq rules, a majority of the directors of each of the BoardsBoard is independent.

Under the Company’s restated certificate of incorporation, of each of OCSLas amended and OCSI,corrected, directors are divided into three classes. At each annual meeting of the Company’s stockholders, of each Company, the successors to the directors whose terms expire at such meeting will be elected to hold office for a term expiring at the annual meeting of stockholders held in the third year following the year of his or her election or untiland when his or her successor has been duly elected and qualifiedqualifies or any director’s earlier resignation, removal from office, death or removal.incapacity.

Messrs. Gamsin and Jacobson haveMs. Caldwell has been nominated forre-election election to the Board of each of OCSL and OCSI for a three-year termsterm expiring at the 2021 Annual Meeting2025 annual meeting of Stockholdersstockholders of suchthe Company. At OCSL’s Special Meetingthe November 12, 2021 meeting of Stockholdersthe Board, the Board elected Ms. Caldwell effective December 31, 2021 to fill the vacancy on the Board created by Richard Ruben’s resignation from the Board on September 7, 2017, Messrs. Gamsin and Jacobson were elected to OCSL’s Board for a term commencing on October 17, 2017. At OCSI’s Special Meeting of Stockholders on September 7, 2017, Messrs. Gamsin and Jacobson were elected to OCSI’s Board for a term commencing on October 17, 2017.24, 2021.

No person beingMs. Caldwell was not nominated by eitherthe Company as a director is being proposed for election pursuant to any agreement or understanding between any such personMs. Caldwell and thatthe Company.

Any stockholder of OCSL or OCSIthe Company can vote for or withhold authority on each of the director nominees of OCSL or OCSI, respectively.nominee. Votes to “withhold authority” and brokernon-votes will not be included in determining the number of votes cast and, as a result, will have no effect on the election of the director nominees.nominee. In the absence of instructions to the contrary, it is the intention of the persons named as proxies to vote such proxyFOR “FOR” the election of the nomineesnominee named above. If athe nominee should decline or be unable to serve as a director, it is intended that the proxy will be voted for the election of such person nominated by the applicable Board as a replacement. NeitherThe Board has anyno reason to believe that anythe director nominee named will be unable or unwilling to serve.

Each Company’sThe Board unanimously recommends a vote “FOR” each of the applicable Company’s director nomineesnominee described in this joint proxy statement.

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Director and Executive Officer Information

Directors

Information regarding eachthe Company’s nomineesnominee for election as a director at the Annual Meeting and eachthe Company’s continuing directors is set forth below. We have divided the directors into two groups — independent directors and interested directors. The interested director is an “interested person” of the Company, as follows:defined in Section 2(a)(19) of the 1940 Act.

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Biographical information regarding each Company’s directors is set forth below. We have divided the directors into two groups — independent director and interested directors. The interested director is an “interested person” of each Company, as defined in Section 2(a)(19) of the 1940 Act.

Executive Officers

The following persons serve as each Company’s executive officers in the following capacities:capacities for the Company:

years at Bank of America, including serving as President of Community Development Banking. Ms. Caldwell has served as Chair of the board of directors of Ocwen Financial Corporation since March 2016 and has served as a director of the company since January 2015. In June 2021, Ms. Caldwell became a member of the board of directors of OneMain Holdings, Inc., which sells balancing technology for rotating devicesthe country’s largest nonprime installment lender. In March 2021, Ms. Caldwell was appointed as a member of the board of trustees of JBG SMITH Properties, an owner and developer of mixed-use properties in the automotive industry.Washington, D.C. market. From April 2010December 2020 to July 2021, Ms. Caldwell served as a member of the board of directors of Revolution Acceleration Acquisition Corp., a special purpose acquisition company, and from January 2014 through September 2018, she served as an independent director of American Capital Senior Floating, Ltd., a business development company. Ms. Caldwell also serves or has served on the boards of other public and private businesses and numerous non-profit organizations engaged in housing and community development finance. Ms. Caldwell received her Master of Business Administration from the Robert H. Smith School of Business at the University of Maryland, College Park and holds a Bachelor of Arts in Sociology, also from the University of Maryland.

Through her experiences in government, management and board service, including with American Capital Senior Floating, Ltd., Ms. Caldwell brings extensive knowledge of economic and financial matters. The foregoing qualifications led to the conclusion of the Board that Ms. Caldwell should serve as a member of the Board.

Deborah Gero. Ms. Gero has been a member of the Board since March 2019. Ms. Gero has also been a member of the board of directors of OSI II since September 2019. Ms. Gero has held various positions with AIG, including as a Senior Managing Director and Deputy Chief Investment Officer of AIG Asset Management, where she was responsible for developing the firm’s investment strategy for approximately $300 billion of insurance company portfolios from 2012 Mr. Dutkiewiczto 2018. She joined AIG in 2009 and served as Chief Risk Officer for the Life and Retirement division until 2012. Before joining AIG, Ms. Gero was the executive vice presidenta consultant from 2003 to 2009, focusing on collateralized debt obligation investment management and chief financial officerinvestments in insurance companies. Prior to her work as a consultant, Ms. Gero spent eight years at AIG and its predecessor entities in a variety of Real Mex Restaurants,capacities including Portfolio Manager of a $3 billion collateralized debt obligation portfolio and Corporate Actuary. Previous experiences include numerous actuarial and asset/liability management roles at Conseco, Inc., which filed for bankruptcy in October 2011. Mr. DutkiewiczTillinghast/Towers-Perrin and Pacific Mutual Life Insurance Company. Ms. Gero currently serves as a director of Newport Re, Ltd. and The Friends of the Brentwood Art Center and as a member of the Investment Committee of United Way of Greater Los Angeles. Ms. Gero has previously served as chief financial officera director of Einstein Noah Restaurant Group, Inc. from October 2003 to April 2010. From May 2003 to October 2003, Mr. Dutkiewicz was vice president-information technologyOCSI, Aurora National Life Insurance Company and New California Life Holdings, as well as several insurance and asset management subsidiaries of Sirenza Microdevices, Inc. In May 2003, Sirenza Microdevices, Inc. acquiredVari-L Company, Inc. From January 2001 to May 2003, Mr. Dutkiewicz was vice president-finance and chief financial officer ofVari-L Company, Inc. From April 1995 to January 2001, Mr. Dutkiewicz was vice president-finance, chief financial officer, secretary and treasurer of Coleman Natural Products, Inc., located in Denver, Colorado. Mr. Dutkiewicz’s previous experience includes senior financial management positions at Tetrad Corporation, MicroLithics Corporation and various divisions of United Technologies Corporation. Mr. Dutkiewicz began his career as an Audit Manager at KPMG LLP. Mr. DutkiewiczAIG. Ms. Gero received a B.B.A.B.A. degree in mathematics from Loyolathe University of ChicagoNotre Dame. She is a CFA charterholder, a fellow in the Society of Actuaries and passeda member of the CPA exam in 1978.American Academy of Actuaries.

Through his prior experiences as a vice presidenther experience in insurance and chief financial officer at several public companies, including executive vice presidentservices, Ms. Gero brings extensive experience in risk management, strategic planning and chief financial officer of Real Mex Restaurants, Inc.mergers and chief financial officer of Einstein Noah Restaurant Group, Inc., Mr. Dutkiewicz brings business expertise, finance and audit skillsacquisitions to his Board service with OCSL. Mr. Dutkiewicz’s expertise,the Board. Due to such experience and skills closely align with OCSL’s operations, and his prior investment experience with managing public companies facilitates anin-depth

Communications. Mr. Jacobson has previously served as a director of OCSI, Tribune Media Company, TicketMaster, Eventful and Aver Media. Mr. Jacobson received a J.D. from the George Washington University Law School and holds a B.A. from Brown University.

Through his membership of the Board of Directors of several companies, Mr. Jacobson brings extensive experience as the director of both private and public companies to the Boards.Board. Mr. Jacobson’s services on the Audit and Compensation Committees of Expedia and Tribune Entertainment provides Mr. Jacobson with the knowledge and skills to significantly contribute to the committees of the Boards.Board. The foregoing qualifications led to the conclusion of eachthe Board that Mr. Jacobson should serve as a member of suchthe Board.

Richard G. Ruben. Mr. Ruben has been a member of the OCSL and OCSI Boards since October 2017. Mr. Ruben has over 25 years of experience as the Chief Executive Officer of Ruben Companies. Ruben Companies develops, manages and invests in commercial and residential properties in New York, Washington D.C. and Boston. Mr. Ruben also founded Workspeed Holdings, LLC, which developed internet-based applications for property management workflow. Mr. Ruben is a member of the Board of Overseers of Weill Cornell Medicine and has previously served on the boards of Prep for Prep, the National Building Museum and Horace Mann School. Mr. Ruben served for five years on the Real Estate Advisory Committee of the New York State Common Retirement Fund. Mr. Ruben is a graduate of Amherst College and Harvard Law School.

Through his extensive executive experience with the Ruben Companies and Workspeed Holdings, LLC, Mr. Ruben brings valuable business, investment and leadership experience to the Boards and the Companies. The foregoing qualifications led to the conclusion of each Board that Mr. Ruben should serve as a member of such Board.

Prior to joining Oaktree, Mr. Pendo was at the investment banking boutique of Sandler O’Neill Partners, where he was a managing director focused on the financial services industry. Prior thereto, Mr. Pendo was the chief investment officer of the Troubled Asset Relief Program (TARP) of the U.S. Department of the Treasury, where he was honored with the Distinguished Service Award. There, he built and managed a team of 20 professionals overseeing the Treasury’s $200 billion TARP investment activities across multiple industries including AIG, GM and the banks, and all levels of the capital structure. Mr. Pendo began his career at Merrill Lynch, where he spent 18 years, starting in their investment banking division before becoming managing director of the technology industry group. Subsequently, Mr. Pendo was a managing director at Barclays Capital, first serving asco-head of U.S. Investment Banking and thenco-head of Global Industrials group. Mr. Pendo previously served as a member of the Board of Directors of Keypath Education, Inc. and New IPT Holdings, LLC. He received a bachelor’s degree in economics from Princeton University, cum laude, and ispreviously served as a board member of SuperValu Inc.

Kimberly Larin.Christopher McKownMs. Larin. Mr. McKown has served as Chief ComplianceFinancial Officer and Treasurer of OCSLthe Company since November 2021 and OCSIas Chief Financial Officer and Treasurer of OSI II since October 2017January 2022. McKown joined Oaktree in 2011 and currently serves as a Managing Director responsible for fund accounting and reporting for Oaktree’s Strategic Credit strategy and as the Assistant Treasurer of the Company and OSI II. Prior to joining Oaktree, Mr. McKown worked in Compliance for Oaktreethe audit practice at KPMG LLP. Mr. McKown received a B.A. degree in business economics with a minor in accounting cum laude from the University of California, Los Angeles and is a Certified Public Accountant (inactive).

Ashley Pak. Ms. Pak has served as the Chief Compliance Officer of Oaktree’s mutual funds.the Company since November 2021. Ms. Pak has also served as Chief Compliance Officer of OSI II since November 2021. Ms. Pak joined Oaktree in 2007 and currently serves as a Senior Vice President in the Compliance Department. Prior to joining Oaktree, in 2002,she was a Compliance/Legal Specialist at Associated Securities Corp. Ms. Larin spent six years at Western Asset Management Company as a compliance officer. Ms. LarinPak received a B.S. degreeB.A. in business administration withBusiness Administration from Seattle University and an emphasis in marketingMBA from Oklahoma State University.the University of Massachusetts, Amherst – Isenberg School of Management.

Board Leadership Structure

EachThe Board monitors and performs oversight roles with respect to the applicable Company’s business and affairs, including with respect to investment practices and performance, compliance with regulatory requirements and the services, expenses and performance of service providers. Among other things, eachthe Board approves the appointment of the applicable Company’s investment adviser and executive officers, reviews and monitors the services and activities performed by eachthe Company’s investment adviser and executive officers and approves the engagement of, and reviews the performance of, the independent registered public accounting firm.

Under the respectiveCompany’s fourth amended and restated bylaws, of OCSL and OCSI, eachthe Board may designate a chairman to preside over the meetings of suchthe Board and meetings of stockholders and to perform such other duties as may be assigned to him or her by the respective Board. NeitherThe Company hasdoes not have a fixed policy as to whether the chairman of the Board should be an independent director; eachthe Company believes that it should maintain the flexibility to select the

Presently, Mr. John B. Frank serves as the Chairman of each of the Boards.Board. Mr. Frank’s familiarity with Oaktree’s investment platform and extensive knowledge of the financial services industry qualify him to serve as the Chairman of each Company. EachChairman. The Company believes that it is best served through this existing leadership structure, as Mr. Frank’s relationship with Oaktree provides an effective bridge and encourages an open dialogue between Oaktree and the respective Board.

As previously disclosed in their respective Annual Reports on Form10-K for the fiscal year ended September 30, 2017, each Company has identified a material weakness in internal control over financial reporting because such Company did not design or maintain effective controls to internally communicate current accounting policies and procedures including the nature of supporting documentation required to validate certain portfolio company data. However, each Company does not believe such identification of a material weakness in internal control over financial reporting was the result of a deficiency in Board oversight or independence because, among other things, the members of such Company’s Audit Committee, including the chairman, are all independent directors and provide appropriate oversight of such Company’s financial reporting and financial statements. Remediation actions with respect to this material weakness remain in progress.

EachThe Company’s corporate governance practices include regular meetings of its independent directors in executive session without the presence of interested directors and management, the establishment of an Audit Committee, Nominating and Corporate Governance Committee and Compensation Committee comprised solely of independent directors and the appointment of a chief compliance officer, with whom the independent directors of suchthe Company meet with in executive session at least once a year, for administering the Company’s compliance policies and procedures. While certainnon-management members of eachthe Board may participate on the boards of directors of other public companies, eachthe Company monitors such participation to ensure it is not excessive and does not interfere with their duties to suchthe Company.

Boards’Board’s Role Inin Risk Oversight

EachThe Board performs its risk oversight function primarily through (i) fourfive standing committees, which report to the applicable Board and, with the exception of theCo-Investment Committee, are comprised solely of independent directors, and (ii) active monitoring by suchthe Company’s chief compliance officer and its compliance policies and procedures.

As described below in more detail, eachthe Audit Committee, the Compensation Committee, the Nominating and Corporate Governance Committee, andthe Co-Investment Committee assistsand the applicableRisk and Conflicts Committee assist the Board in fulfilling its risk oversight responsibilities. EachThe Audit Committee’s risk oversight responsibilities include overseeing the applicable Company’s accounting and financial reporting processes, systems of internal controls regarding finance and accounting, and audits of the applicable Company’s financial statements, as well as the establishment of guidelines and making recommendations to the applicable Board regarding the valuation of the applicable Company’s loans and investments. EachThe Compensation Committee’s risk oversight responsibilities include reviewing and approving the reimbursement by the applicable Company of the compensation of its chief financial officer and chief compliance officer and their staffs and othernon-investment professionals at Oaktree

development companies,company, the Companies areCompany is required to comply with certain regulatory requirements that control the levels of risk in their respectiveits businesses and operations.

Transactions with Related Persons

As of October 17, 2017, eachInvestment Advisory Agreement

The Company is externally managed by the Adviser, an affiliate of Oaktree, pursuant to an investment advisory agreement (each, an(as amended and restated from time to time, the “Investment Advisory Agreement” and together, the “Investment Advisory Agreements”). Mr. John B. Frank, an interested member of eachthe Board, has a direct or indirect pecuniary interest in Oaktree. Oaktreethe Adviser. The Adviser is a registered investment adviser under the Investment Advisers Act of 1940, as amended, that is partially and indirectly owned by OCG. In 2019, Brookfield Asset Management Inc., which we refer to as “Brookfield,” acquired a majority economic interest in OCG. OCG operates as an independent business within Brookfield, with its own product offerings and investment, marketing and support teams.

Under OCSL’sthe Investment Advisory Agreement, fees payable to Oaktreethe Adviser equal (a) a base management fee and (b) an incentive fee based on the Company’s performance. The base management fee is calculated at an annual rate of 1.50% of the value of OCSL’sthe Company’s total gross assets, including any investment made with borrowings, but excluding cash and cash equivalents; provided, however, that the base management fee on the Company’s gross assets, including any investments made with borrowings, but excluding any cash and cash equivalents, that exceed the product of (A) 200% (as calculated in accordance with the 1940 Act and (b)giving effect to exemptive relief the Company received from the SEC with respect to debentures issued by a small business investment company subsidiary) and (B) the Company’s net asset value is 1.00%. . In connection with the merger of OCSI with and into the Company on March 19, 2021 (the “Merger”), the Company and the Adviser entered into an incentive fee based on OCSL’s performance. amended and restated investment advisory agreement, which among other items, waived an aggregate of $6 million of base management fees otherwise payable to the Adviser in the two years following the closing of the Merger at a rate of $750,000 per quarter (with such amount appropriately prorated for any partial quarter).

The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears and equals 17.5% of OCSL’sthe Company’s “pre-incentive fee net investment income” for the immediately preceding quarter, subject to a preferred return, or “hurdle,” and a “catch up” feature. The second part will be determined and payable in arrears asFor purposes of the end of each fiscal year (or upon termination of OCSL’s Investment Advisory Agreement) commencing with the fiscal year ending September 30, 2019 and will equal 17.5% of OCSL’s realized capital gains, if any, on a cumulative basis from the beginning of the fiscal year ending September 30, 2019 through the end of each fiscal year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid capital gain incentive fees. Any realized capital gains, realized capital losses, unrealized capital appreciation and unrealized capital depreciation with respect to OCSL’s portfolio as of the end of the fiscal year ending September 30, 2018 will be excluded from the calculations of the second part of the incentive fee.

Under OCSI’s Investment Advisory Agreement, fees payable to Oaktree equal (a) a base management fee of 1.00% of the value of OCSI’s total gross assets, including any investment made with borrowings, but excluding cash and cash equivalents, and (b) an incentive fee based on OCSI’s performance. The incentive fee consists of two parts. The first part is calculated and payable quarterly in arrears and equals 17.5% of OCSI’s“pre-incentive fee net investment income” for the immediately preceding quarter, subject to a preferred return, or “hurdle,” and a “catch up” feature. The second part will be determined and payable in arrears as of the end of each fiscal year (or upon termination of OCSI’s Investment Advisory Agreement) commencing with the fiscal year ending September 30, 2019 and will equal 17.5% of OCSI’s realized capital gains, if any, on a cumulative basis from the

the aggregate amount of any previously paid capital gain incentive fees. The calculation of realized capital gains, realized capital losses and unrealized capital depreciation does (1) not include any such amounts resulting solely from merger-related accounting adjustments in connection with the assets acquired in the Merger, including any premium or discount paid for the acquisition of such assets, solely to the extent that the inclusion of such merger-related accounting adjustments, in the aggregate, would result in an increase in the capital gains incentive fee and (2) include any such amounts associated with the investments acquired in the Merger for the period from October 1, 2018 to the date of closing of the Merger, solely to the extent that the exclusion of such amounts, in the aggregate, would result in an increase in the capital gains incentive fee.

The Investment Advisory Agreement may be terminated without penalty, upon 60 days’ written notice, by the vote of a majority of the outstanding voting securities of the applicable Company or by the vote of the applicable Company’s directors or by Oaktree.

Oaktree has entered into atwo-year contractual fee waiver with each Company to waive, to the extent necessary, any management or incentive fees that exceed what would have been paid during that period to Fifth Street Management LLC (the “Former Adviser”) in the aggregate under such Company’s investment advisory agreement with the Former Adviser that was in effect prior to October 17, 2017.Administration Agreement

EachThe Company has entered into an administration agreement with Oaktree Administrator (each, an(the “Administration Agreement” and together, the “Administration Agreements”), which is a wholly-owned subsidiary of Oaktree. Pursuant to the Administration Agreements,Agreement, Oaktree Administrator provides administrative services to each Company necessary for the operations of suchthe Company, which include providing to eachthe Company office facilities, equipment and clerical, bookkeeping and record keeping services at such facilities and such other services as Oaktree Administrator, subject to review by the applicable Board, shall from time to time deem to be necessary or useful to perform its obligations under the applicable Administration Agreement. Oaktree Administrator also provides to eachthe Company portfolio collection functions for interest income, fees and warrants and is responsible for the financial and other records that eachthe Company is required to maintain and prepares, prints and disseminates reports to eachthe Company’s stockholders and reports and all other materials filed with the SEC. In addition, Oaktree Administrator assists eachthe Company in determining and publishing eachthe Company’s net asset value, overseeing the preparation and filing of eachthe Company’s tax returns, and generally overseeing the payment of eachthe Company’s expenses and the performance of administrative and professional services rendered to eachthe Company by others. Oaktree Administrator may also offer to provide, on the applicable Company’s behalf, managerial assistance to suchthe Company’s portfolio companies.

For providing these services, facilities and personnel, eachthe Company reimburses Oaktree Administrator the allocable portion of overhead and other expenses incurred by Oaktree Administrator in performing its obligations under the applicable Administration Agreement, including eachthe Company’s allocable portion of the rent of its principal executive offices (which are located in a building owned by a Brookfield affiliate) at market rates and eachthe Company’s allocable portion of the costs of compensation and related expenses of its chief financial officer and chief compliance officer and their respective staffs and othernon-investment professionals at Oaktree that perform duties for suchthe Company. Such reimbursement is at cost, with no profit to, or markup by, Oaktree Administrator. EachThe Administration Agreement may be terminated without penalty, upon 60 days’ written notice, by the vote of a majority of the outstanding voting securities of the applicable Company or by the vote of the applicable Company’s directors or by Oaktree Administrator.

investment adviser to both Companies. OCSL has historically investedOSI II, a private business development company. All of the Company’s executive officers serve in debtsubstantially similar capacities for OSI II, and equityone of small andmid-sized companies, primarily in connection with investments by private equity sponsors, including in middle-market companies similar to those OCSI targets for investment. In addition, although not the primary focusCompany’s independent directors serves as an independent director of OCSL’s investment portfolio, OCSL’s investments also include floating rate senior secured loans. OCSIOSI II. OSI II has historically invested in senior secured loans, including first lien, unitranche and second lien debt instruments that pay interest at rates which are determined periodically on the basis of a floating base lending rate, made to private middle-market companies whose debt is rated below investment grade, similar to those that OCSLthe Company targets for investment. Therefore, there may be certain investment opportunities that satisfy the investment criteria for both OCSL and OCSI. In addition, all of the executive officers of OCSL and four of OCSL’s independent directors serve in substantially similar capacities for OCSI. Oaktree and its affiliates also manage andor sub-advise other business development companies, registered investment companies and private investment funds and accounts, and may manage other such funds and accounts in the future, which have investment mandates that are similar, in whole and in part, with a Company. Accordingly, theythe Company’s. Therefore, there may be certain investment opportunities that satisfy the investment criteria for OSI II and the Company as well as other business development companies, registered investment companies and private investment funds and accounts advised or sub-advised by Oaktree or its affiliates. In addition, Oaktree and its affiliates may have obligations to investors in thoseother entities that they advise or sub-advise, the fulfillment of which might not be in the best interests of us or our stockholders.

For example, the personnel of Oaktreethe Adviser may face conflicts of interest in the allocation of investment opportunities to the CompaniesCompany and such other funds and accounts.

Oaktree has investment allocation guidelines that govern the allocation of investment opportunities among the investment funds and accounts managed orsub-advised by Oaktree and its affiliates. To the extent an investment opportunity is appropriate for OCSLthe Company or OCSIOSI II or any other investment fund or account managed orsub-advised by Oaktree or its affiliates, Oaktree will adhere to its investment allocation guidelines in order to determine a fair and equitable allocation.

Each of the CompaniesThe Company may invest alongside funds and accounts managed orsub-advised by Oaktreethe Adviser and its affiliates in certain circumstances where doing so is consistent with applicable law and SEC staff interpretations. For example, each of the CompaniesCompany may invest alongside such accounts consistent with guidance promulgated by the staff of the SEC permitting each suchthe Company and such other accounts to purchase interests in a single class of privately placed securities so long as certain conditions are met, including that Oaktree,the Adviser, acting on behalf of the applicable CompanyCompany’s behalf and on behalf of other clients, negotiates no term other than price or terms related to price.

officers, directors and members of Oaktree. Eachthe Adviser. The Company might not participate in each individual opportunity, but will, on an overall basis, be entitled to participate equitably with other entities managed by Oaktree and its affiliates. Oaktree seeksis committed to treattreating all clients fairly and equitably over time such that none receive preferential treatmentvis-à-vis the others over time, in a manner consistent with its fiduciary duty to each of them; however, in some instances, especially in instances of limited liquidity, the factors may not result in pro rata allocations or may result in situations where certain funds or accounts receive allocations where others do not.

Pursuant to eachthe Investment Advisory Agreement, Oaktree’sthe Adviser’s liability is limited and the applicable Company is required to indemnify Oaktreethe Adviser against certain liabilities. This may lead Oaktreethe Adviser to act in a riskier manner in performing its duties and obligations under the applicable Investment Advisory Agreement than it would if it were acting for its own account, and creates a potential conflict of interest.

Pursuant to eachthe Administration Agreement, Oaktree Administrator furnishes the applicable Company with the facilities, including its principal executive office, and administrative services necessary to conduct itsday-to-day operations. EachThe Company pays the Oaktree Administrator its allocable portion of overhead and other expenses incurred by the Oaktree Administrator in performing its obligations under the applicable Administration Agreement, including, without limitation, a portion of the rent at market rates and compensation of suchthe Company’s chief financial officer, chief compliance officer, their respective staffs and othernon-investment professionals at Oaktree and its affiliate that perform duties for suchthe Company.

Delinquent Section 16(a) Beneficial Ownership Reporting ComplianceReports

Section 16(a) of the Exchange Act, requires the Companies’Company’s directors and executive officers, and persons who own 10% or more of the Company’s common stock, to file reports of ownership and changes in ownership of its equity securities with the SEC. Directors, executive officers and 10% or more holders are required by SEC regulations to furnish each Company with copies of all Section 16(a) forms they file. Based solely on a review of the copies of those forms furnished tofiled with the applicable Company,SEC, or written representations that no such forms were required, eachexcept for three Form 4s filed late by Leonard Tannenbaum on November 30, 2020, December 14, 2020 and June 2, 2021 (reporting one, two and one late transactions, respectively), the Company believes that its directors, executive officers and 10% or more beneficial owners complied with all Section 16(a) filing requirements during the fiscal year ended September 30, 2017.2021.

In order to evaluate the materiality of any such relationship, eachthe Board uses the definition of director independence set forth in the NASDAQNasdaq listing rules. Section 5605 provides that a director of a business development company shall be considered to be independent if he or she is not an “interested person” of the Company, as defined in Section 2(a)(19) of the 1940 Act. Section 2(a)(19) of the 1940 Act defines an “interested person” to include, among other things, any person who has, or within the last two years had, a material business or professional relationship with the Company.

EachThe Board has determined that each of the current directors is, and each director that served during fiscal year 2021, was independent and has no relationship with the Company, except as a director and stockholder of the Company, with the exception of Mr. John B. Frank. Mr. John B. Frank is an interested person of eachthe Company due to his positions at Oaktree. During fiscal year 2017, each Board determined that each of its directors that served for all or part of such fiscal year was independent and had no relationship with the Company, except as a director and stockholder of the Company, with the exception of Messrs. Bernard D. Berman, Patrick J. Dalton, Ivelin M. Dimitrov, Alexander C. Frank, Todd G. Owens and Sandeep K. Khorana, each of whom was an interested person of the Companies due to his position at the Former Adviser.

Evaluation

EachThe Company’s directors perform an evaluation, no less frequently than annually, of the effectiveness of such Company’sthe Board and its committees. This evaluation includes Board and Board committee discussions.

Communications with Directors

Stockholders and other interested parties may contact any member (or all members) of either Company’sthe Board by mail. To communicate with eitherthe Board, any individual director or any group or committee of directors, correspondence should be addressed to suchthe Board or any such individual director or group or committee of directors by either name or title. All such correspondence should be sent to Oaktree Specialty Lending Corporation, or Oaktree Strategic Income Corporation, as applicable, 333 South Grand Avenue, 28th Floor, Los Angeles, CA 90071, Attention: Secretary. Any communication to report potential issues regarding

Compensation CommitteesCommittee

Each Company’sThe Compensation Committee is responsible for reviewing and approving the reimbursement by suchthe Company of the allocable portion of the compensation of its chief financial officer and chief compliance