UAW Retiree Medical Benefits Trust SC 13D/A NC SLF / UAW Retiree Medical Benefits Trust ownership change

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 18)*

NC SLF INC.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

000000000

(CUSIP Number)

Garon Meikle, CFO
UAW Retiree Medical Benefits Trust, 1155 Brewery Park Blvd., Suite 400
Detroit, MI, 48207
(313) 324-5900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

01/10/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

UAW Retiree Medical Benefits Trust

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Unknown

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 53,026,217.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 53,026,217.00

11

Aggregate amount beneficially owned by each reporting person

53,026,217.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

99.2 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

UAW Chrysler Retirees Medical Benefits Plan

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Unknown

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,340,111.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,340,111.00

11

Aggregate amount beneficially owned by each reporting person

10,340,111.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

19.3 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

UAW Ford Retirees Medical Benefits Plan

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Unknown

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 16,119,969.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 16,119,969.00

11

Aggregate amount beneficially owned by each reporting person

16,119,969.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

30.2 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

UAW GM Retirees Medical Benefits Plan

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

Unknown

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 26,566,137.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 26,566,137.00

11

Aggregate amount beneficially owned by each reporting person

26,566,137.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

49.7 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

CUSIP No. 000000000

1

Name of reporting person

Hershel Harper

2

Check the appropriate box if a member of a Group (See Instructions)

  (a)
  (b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 53,026,217.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 53,026,217.00

11

Aggregate amount beneficially owned by each reporting person

53,026,217.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

99.2 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.01 par value per share
(b)	Name of Issuer: NC SLF INC.
(c)	Address of Issuer's Principal Executive Offices: 375 Park Avenue, 9th Floor, New York, NEW YORK , 10152.
Item 4.	Purpose of Transaction
	This Item 4 is hereby amended to remove the following: On December 27, 2024, pursuant to distribution reinvestment plans (i) UAW Chrysler Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW Chrysler Retirees Medical Benefits Plan 386,525 Shares; (ii) UAW Ford Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW Ford Retirees Medical Benefits Plan 602,583 Shares; and (iii) UAW GM Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW GM Retirees Medical Benefits Plan 993,072 Shares. The price per Share was $9.99. This Item 4 is hereby amended to include the following: On December 27, 2024, pursuant to drawdown notices delivered in accordance with the Subscription Agreements (i) UAW Chrysler Retirees Medical Benefits Plan purchased from the Issuer, and the Issuer issued to UAW Chrysler Retirees Medical Benefits Plan 386,525 Shares; (ii) UAW Ford Retirees Medical Benefits Plan purchased from the Issuer, and the Issuer issued to UAW Ford Retirees Medical Benefits Plan 602,583 Shares; and (iii) UAW GM Retirees Medical Benefits Plan purchased from the Issuer, and the Issuer issued to UAW GM Retirees Medical Benefits Plan 993,072 Shares. The price per Share was $9.99. On January 10, 2025, pursuant to distribution reinvestment plans (i) UAW Chrysler Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW Chrysler Retirees Medical Benefits Plan 258,761 Shares; (ii) UAW Ford Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW Ford Retirees Medical Benefits Plan 403,402 Shares; and (iii) UAW GM Retirees Medical Benefits Plan reinvested distribution proceeds in the Issuer and the Issuer issued to UAW GM Retirees Medical Benefits Plan 664,818 Shares. The price per Share was $9.74. The purpose of the transaction was to acquire securities of the Issuer for investment purposes. The Issuer is a business development company. The Reporting Persons expect to continue to beneficially own, in the aggregate, greater than 99% of the Shares outstanding. The investment strategy and investment policy of the Issuer have been devised by, and will be implemented by, Churchill Asset Management LLC. The Reporting Persons do not have any plans or proposals to make any changes to the Issuer's investment policy. The Reporting Persons may change their intention with respect to any and all matters referred to in this Item 4. Except as set forth herein, the Reporting Persons have no present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a)-(j) of Item 4 of Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	The aggregate number of Shares to which this Amendment No. 18 relates is 53,026,217. Such aggregate number of Shares represents 99.2% of the common stock of the Issuer. The percentage reported in this Amendment No. 18 is calculated based upon 53,465,282 Shares outstanding as of January 10, 2025 as indicated by the Issuer.
(b)	The UAW Chrysler Retirees Medical Benefits Plan beneficially owns and has shared voting and dispositive power of 10,340,111 Shares. Such Shares represent 19.3% of the Shares outstanding. The UAW Ford Retirees Medical Benefits Plan beneficially owns and has shared voting and dispositive power of 16,119,969 Shares. Such Shares represent 30.2% of the Shares outstanding. The UAW GM Retirees Medical Benefits Plan beneficially owns and has shared voting and dispositive power of 26,566,137 Shares. Such Shares represent 49.7% of the Shares outstanding. UAW RMBT is the trust under which the Plans are established and, pursuant to Rule 13d-3, may be deemed to beneficially own the 53,026,217 Shares held by the Plans. Such Shares represent 99.2% of the Shares outstanding. UAW RMBT is an indirect beneficial owner of these Shares. Hershel Harper is the chief investment officer of UAW RMBT, the trust under which the Plans are established, and, pursuant to Rule 13d-3 may be deemed to beneficially own the 53,026,217 Shares held by the Plans. Such Shares represent 99.2% of the Shares outstanding. Hershel Harper is an indirect beneficial owner of these Shares.
(c)	Except as disclosed in Item 4, no transactions in the Shares were effected during the past sixty days by the Reporting Persons.
(d)	Not applicable.
(e)	Not applicable.

SIGNATURE
	After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

UAW Retiree Medical Benefits Trust

Signature:	/s/ Garon Meikle
Name/Title:	Garon Meikle/ Chief Financial Officer
Date:	01/14/2025

UAW Chrysler Retirees Medical Benefits Plan

Signature:	/s/ Garon Meikle
Name/Title:	Garon Meikle/ Chief Financial Officer
Date:	01/14/2025

UAW Ford Retirees Medical Benefits Plan

Signature:	/s/ Garon Meikle
Name/Title:	Garon Meikle/ Chief Financial Officer
Date:	01/14/2025

UAW GM Retirees Medical Benefits Plan

Signature:	/s/ Garon Meikle
Name/Title:	Garon Meikle/ Chief Financial Officer
Date:	01/14/2025

Hershel Harper

Signature:	/s/ Hershel Harper
Name/Title:	Hershel Harper/Self
Date:	01/14/2025