T. Rowe Price OHA Select Private Credit Fund 10Q 2024 Q1 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

____________________

Form 10-Q

____________________

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 814-01561

____________________

T. ROWE PRICE OHA SELECT PRIVATE CREDIT FUND

(Exact name of Registrant as specified in its Charter)

____________________


Delaware			88-6521578
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

1 Vanderbilt, 16th Floor
New York, New York			10017
(Address of Principal Executive Offices)			(Zip Code)

(212) 326-1500

(Registrant’s Telephone Number, Including Area Code)

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report: N/A

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes o No x

As of March 31, 2024, there was no established public market for the registrant’s common shares of beneficial interest. There were 0, 0 and 30,679,929 of Class S, Class D and Class I shares of the registrant’s common shares,

respectively, outstanding as of May 8, 2024. Common shares outstanding exclude May 1, 2024 subscriptions since the issuance price is not yet finalized at the date of this filing.

T. ROWE PRICE OHA SELECT PRIVATE CREDIT FUND

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION	3
Item 1.	Consolidated F inancial Statements	5
	Consolidated Statements of Assets and Liabilities as of March 31, 2024 (Unaudited) and December 31, 2023	5
	Consolidated Statements of Operations for the three months ended March 31, 2024 and 2023 (Unaudited)	6
	Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2024 and 2023 (Unaudited)	7
	Consolidated Statements of Cash Flows for three months ended March 31, 2024 and 2023 (Unaudited)	8
	Consolidated Schedules of Investments as of March 31, 2024 (Unaudited) and December 31, 2023	9
	Notes to Consolidated Financial Statements (Unaudited)	28
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	51
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	69
Item 4.	Controls and Procedures	70

PART II	OTHER INFORMATION	71
Item 1.	Legal Proceedings	71
Item 1A.	Risk Factors	71
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	71
Item 3.	Defaults Upon Senior Securities	71
Item 4.	Mine Safety Disclosures	71
Item 5.	Other Information	71
Item 6.	Exhibits	71
	Signatures	73

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Some of the statements in this Quarterly Report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. These forward-looking statements are not historical facts, but rather are based on current expectations, estimates and projections about T. Rowe Price OHA Select Private Credit Fund (the “Company,” “we,” “us” or “our”), our current and prospective portfolio investments, our industry, our beliefs and opinions, and our assumptions. Forward-looking statements may include, among other things, statements as to our future operating results, our business prospects and the prospects of our portfolio companies, the impact of the investments that we expect to make, the ability of our portfolio companies to achieve their objectives, our expected financings and investments, the adequacy of our cash resources and working capital, and the timing of cash flows, if any, from the operations of our portfolio companies. Words such as “expect,” “anticipate,” “target,” “goals,” “project,” “intend,” “plan,” “believe,” “seek,” “estimate,” “continue,” “forecast,” “may,” “will,” “would,” “should,” “potential,” variations of such words, and similar expressions indicate a forward-looking statement, although not all forward-looking statements include these words. Readers are cautioned that the forward-looking statements contained in this Quarterly Report on Form 10-Q are only predictions, are not guarantees of future performance, and are subject to risks, events, uncertainties and assumptions that are difficult to predict. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the items discussed in Item 1A entitled “Risk Factors” in Part II of this Quarterly Report on Form 10-Q and in Item 1A entitled “Risk Factors” in Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 or in other reports we may file with the Securities and Exchange Commission (the “SEC”) from time to time. Other factors that could cause our actual results and financial condition to differ materially include, but are not limited to, changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, risks associated with possible disruption due to terrorism in our operations or the economy generally, the impact of geo-political conditions, including revolution, insurgency, terrorism or war, and future changes in laws or regulations and conditions in our operating areas.

Any forward-looking statements included in this Quarterly Report on Form 10-Q are based on our current expectations, estimates, forecasts, information and projections about the industry in which we operate and the beliefs and assumptions of our management as of the date of this Quarterly Report on Form 10-Q. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this report should not be regarded as a representation by us that our plans and objectives will be achieved. We assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless we are required to do so by law. Investors should not place undue reliance on these forward-looking statements, which apply only as of the date of this report. Although we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise, investors are advised to consult any additional disclosures that we may make directly to investors or through reports that we in the future may file with the SEC, including subsequent annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.

Investors should understand that under Sections 27A(b)(2)(B) of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E(b)(2)(B) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 do not apply to forward-looking statements made in periodic reports we file under the Exchange Act.

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

T. Rowe Price OHA Select Private Credit Fund
Consolidated Statements of Assets and Liabilities

(in thousands, except per share amounts)


	As of		As of
	March 31, 2024		December 31, 2023

ASSETS	(Unaudited)
Investments at fair value:
Non-controlled/non-affiliated investments (cost of $1,342,007 and $1,131,726 at March 31, 2024 and December 31, 2023, respectively)	$	1,356,751	$	1,148,412
Cash, cash equivalents and restricted cash	107,743		105,456
Interest receivable	13,556		15,498
Deferred financing costs	5,797		6,021
Deferred offering costs	1,167		1,705
Receivable for investments sold	2,207		9,044
Other assets	7,234		$	—
Total assets	$	1,494,455	$	1,286,136

LIABILITIES
Debt (net of unamortized debt issuance costs of $3,549 and $0, at March 31, 2024 and December 31, 2023, respectively)	$	505,097	$	558,630
Payable for investments purchased	135,805		151
Interest and debt fee payable	4,557		4,846
Distribution payable	12,155		11,573


Unrealized depreciation on foreign currency forward contracts	143		1,048
Accrued expenses and other liabilities	2,089		5,457
Total liabilities	$	659,846	$	581,705

Commitments and contingencies (Note 8)

NET ASSETS
Class I shares, $0.01 par value (29,645,450 and 25,158,870 shares issued and outstanding at March 31, 2024 and December 31, 2023,respectively)	$	296	$	252
Additional paid in capital	813,216		687,139
Distributable earnings (loss)	21,097		17,040
Total net assets	$	834,609	$	704,431
Total liabilities and net assets	$	1,494,455	$	1,286,136
Net asset value per share	$	28.15	$	28.00

See accompanying notes to consolidated financial statements.

T. Rowe Price OHA Select Private Credit Fund
Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)


	For the Three Months Ended
	March 31, 2024		March 31, 2023

Investment income from non-controlled / non-affiliated investments:
Interest income	$	39,699	$	2,175
Other income	3,162		—
Total investment income	42,861		2,175

Expenses:
Interest and debt fee expense	11,137		540
Management fees	2,344		—
Income incentive fee	3,363		—

Professional fees	278		387
Board of Trustees fees	97		97
Administrative service expenses	413		42

Other general & administrative expenses	1,001		8
Amortization of deferred offering costs	756		—
Total expenses before fee waivers and expense support	19,389		1,074
Expense support	(477)		—
Management fees waiver	(2,344)		—
Income incentive fee waiver	(3,363)		—

Total expenses net of fee waivers and expense support	13,205		1,074


Net investment income	29,656		1,101

Realized and unrealized gain (loss):
Realized gain (loss):
Non-controlled/non-affiliated investments	129		11
Foreign currency transactions	146		—
Foreign currency forward contracts	(61)		—
Net realized gain (loss)	214		11

Net change in unrealized appreciation (depreciation):
Non-controlled/non-affiliated investments	(1,942)		(5)
Foreign currency forward contracts	905		—
Net change in unrealized appreciation (depreciation)	(1,037)		(5)
Net realized and unrealized gain (loss)	(823)		6
Net increase (decrease) in net assets resulting from operations	$	28,833	$	1,107

Net investment income per common share	$	1.05	$	0.55
Increase in net assets resulting from operations per common share	$	1.02	$	0.55
Weighted average common shares outstanding	28,157,089		2,000,000

See accompanying notes to consolidated financial statements.

T. Rowe Price OHA Select Private Credit Fund
Consolidated Statements of Changes in Net Assets
(in thousands)

(Unaudited)


	For the Three Months Ended
	March 31, 2024		March 31, 2023
Operations:
Net investment income	$	29,656	$	1,101
Net realized gain (loss)	214		11
Net change in unrealized appreciation (depreciation)	(1,037)		(5)
Net increase (decrease) in net assets resulting from operations	28,833		1,107

Share transactions:
Proceeds from shares sold	$	125,122	$	—
Repurchase of shares	—		—
Distribution reinvestment	999		—
Distributions from distributable proceeds	(24,776)		—
Net increase (decrease) from share transactions	101,345		—
Total increase (decrease) in net assets	130,178		1,107
Net Assets, beginning of period	704,431		49,695
Net Assets, end of period	$	834,609	$	50,802

See accompanying notes to consolidated financial statements.

T. Rowe Price OHA Select Private Credit Fund
Consolidated Statements of Cash Flows
(in thousands)

(Unaudited)


	For the Three Months Ended
	March 31, 2024		March 31, 2023
Cash flows from operating activities:
Net increase (decrease) in net assets resulting from operations	$	28,833	$	1,107
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Net unrealized (appreciation) depreciation on investments	1,942		5
Net unrealized (appreciation) depreciation on foreign currency forward contracts	(905)		—
Net realized (gain) loss on investments	(129)		(11)
Net realized (gain) loss on foreign currency	(146)		—
Net realized (gain) loss on foreign currency forward contracts	61		—
Payment-in-kind interest capitalized	(758)		—
Net accretion of discount and amortization of premium	(2,832)		(77)
Amortization of deferred financing costs	394		17
Amortization of deferred offering costs	756		—
Purchases of investments	(303,544)		(4,460)
Proceeds from sale of investments and principal repayments	96,982		372
Net proceeds from settlement of foreign currency forward contracts	(61)		—
Changes in operating assets and liabilities:
Interest receivable	1,942		(144)
Other Assets	(7,234)		—
Receivable for investments sold	6,837		62
Payable for investments purchased	135,654		(10,110)
Interest payable	(289)		9
Trustees fees payable	—		(92)
Accrued expenses and other liabilities	(3,368)		420
Net cash provided by (used in) operating activities	(45,865)		(12,902)

Cash flows from financing activities:
Borrowings of debt	296,451		—
Repayments of debt	(349,984)		—
Payments of financing costs	(170)		—
Payments of offering costs	(218)		—
Proceeds from issuance of common shares	126,121		—
Distributions paid in cash	(24,194)		—
Proceeds received from foreign currency settlement	146		—
Net cash provided by (used in) financing activities	48,152		—
Net increase (decrease) in cash, cash equivalents and restricted cash	2,287		(12,902)
Cash, cash equivalents and restricted cash, beginning of period	105,456		19,486
Cash, cash equivalents and restricted cash, end of period	$	107,743	$	6,584

Supplemental information and non-cash activities:
Interest paid during the period	$	9,239	$	496
Cash paid for excise taxes during the period	$	266	$	—



Distributions declared and payable	$	12,155	$	—
Distributions reinvested during the period	$	999	$	—

See accompanying notes to consolidated financial statements.

T. Rowe Price OHA Select Private Credit Fund
Consolidated Schedule of Investments

March 31, 2024
(in thousands)

(Unaudited)


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units		Cost (3)		Fair Value		% of Net Assets

Investments— non-controlled/non-affiliated
First Lien Debt
Aerospace and Defense
Evergreen IX Borrower 2023 LLC (4) (5)	S +	6.00%		11.31%	9/30/2030	7,924		$	7,811	$	7,963	0.96%
Evergreen IX Borrower 2023 LLC (4) (5) (6)	S +	6.00%		11.31%	10/1/2029	877		(12)		—		—
Mantech International CP (4) (5) (6)	S +	5.75%		11.06%	9/14/2028	3,238		(55)		—		—
Mantech International CP (4) (5) (6) (8)	S +	5.75%		11.06%	9/14/2029	6,407		2,156		2,270		0.27
Mantech International CP (4) (5) (7) (8)	S +	5.75%		11.06%	9/14/2029	25,199		24,742		25,199		3.02



								34,642		35,432		4.25
Automobile
Mammoth Holdings, LLC (4) (5)	S +	5.75%		11.05%	11/15/2030	29,018		28,739		29,018		3.48
Mammoth Holdings, LLC (4) (5) (6)	S +	5.75%		11.05%	11/15/2030	7,273		—		—		—
Mammoth Holdings, LLC (4) (5) (6)	S +	5.75%		11.06%	11/15/2029	3,636		1,785		1,818		0.22
NCWS Intermediate, Inc. (4) (5)	S +	6.00%		11.46%	12/29/2026	343		340		338		0.04
NCWS Intermediate, Inc. (4) (5)	S +	6.50%		11.96%	12/29/2026	2,400		2,383		2,394		0.29
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.00%		11.46%	12/29/2026	3,714		3,623		3,659		0.44
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.00%		11.46%	12/29/2026	12,366		12,063		12,180		1.46
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.50%		11.96%	12/29/2026	1,097		1,069		1,094		0.13
Wesco Group LLC (4) (5)	C +	4.75%		11.08%	10/6/2028	CAD	33,231	23,966		24,311		2.91
Wesco Group LLC (4) (5)	S +	5.75%		11.16%	10/6/2028	796		781		788		0.09
Wesco Group LLC (4) (5) (6)	S +	5.75%		11.15%	10/7/2027	1,069		346		345		0.04
Wesco Group LLC (4) (5) (6)	S +	5.75%		11.17%	10/16/2028	CAD	356	(12)		(7)		—
Wesco Group LLC (4) (5) (7)	S +	5.75%		11.17%	10/16/2030	13,740		13,607		13,603		1.63

								88,690		89,541		10.73




Broadcasting and Entertainment
Broadcast Music, Inc. (4) (5)	S +	5.75%		11.07%	2/8/2030	10,408		10,255		10,304		1.23
Broadcast Music, Inc. (4) (5) (6)	S +	5.75%		11.07%	1/2/2030	1,892		(28)		(19)		—
Global Music Rights (4) (5) (6)	S +	5.50%		10.91%	8/27/2029	669		—		(7)		—
Global Music Rights (4) (5) (7)	S +	5.50%		10.91%	8/27/2030	7,358		7,358		7,285		0.87
								17,585		17,563		2.10
Buildings and Real Estate
Associations, Inc. (4) (5)	S +	6.50%	(2.50% PIK)	12.09%	7/2/2027	21,070		21,062		21,070		2.52
Associations, Inc. (4) (5) (6)	S +	6.50%		12.09%	7/2/2027	378		191		194		0.02
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.07%	7/2/2027	465		463		465		0.06
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.07%	7/2/2027	968		960		968		0.12
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.08%	7/2/2027	584		579		584		0.07
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.09%	7/2/2027	968		962		968		0.12
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.09%	7/2/2027	8,390		8,379		8,390		1.00

								32,596		32,639		3.91
Capital Equipment
Helix Acquisition Holdings, Inc. (4) (5) (7)	S +	7.00%		12.40%	3/31/2030	12,391		12,164		12,639		1.52
Ohio Transmission Corporation (4) (5)	S +	5.50%		10.83%	12/19/2030	10,283		10,183		10,283		1.23


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
Ohio Transmission Corporation (4) (5) (6)	S +	5.50%		10.81%	12/19/2030	2,034	386	406	0.05
Ohio Transmission Corporation (4) (5) (6)	S +	5.50%		10.83%	12/19/2028	1,356	150	163	0.02
Texas Hydraulics Holdings, Inc. (4) (5)	S +	6.50%		11.93%	12/22/2026	4,935	4,935	4,935	0.59
Truck-Lite Co., LLC (4) (5)	S +	5.75%		11.06%	2/13/2031	38,727	38,345	38,339	4.60
Truck-Lite Co., LLC (4) (5) (6)	S +	5.75%		11.06%	2/13/2030	4,187	99	98	0.01
Truck-Lite Co., LLC (4) (5) (6)	S +	5.75%		11.06%	2/13/2031	4,187	(41)	(42)	(0.01)

							66,221	66,821	8.01
Cargo Transport
LaserShip, Inc. (4) (5)	S +	7.00	%	12.57%	9/29/2027	26,633	25,893	26,633	3.19
							25,893	26,633	3.19

Chemicals, Plastics and Rubber
BCPE HIPH Parent, Inc. (4) (5)	S +	5.75%		11.08%	10/7/2030	6,287	6,197	6,209	0.74
BCPE HIPH Parent, Inc. (4) (5) (6)	S +	5.75%		11.08%	10/7/2030	2,343	1,452	1,471	0.18
Meridian Adhesives Group, Inc. (4) (5) (6)	S +	7.00%		12.33%	9/3/2029	2,141	1,316	1,400	0.17
Meridian Adhesives Group, Inc. (4) (5) (7)	S +	7.00%		12.33%	9/3/2029	15,634	15,168	15,790	1.89
Peaches Acquisition Corporation (4) (5)	S +	7.25%		12.58%	8/1/2028	9,869	9,779	9,820	1.18
							33,912	34,690	4.16





Consumer Goods: Durable
Marcone Yellowstone Buyer, Inc. (4) (5)	S +	6.25%		11.70%	6/23/2028	4,301	4,238	4,258	0.51
Marcone Yellowstone Buyer, Inc. (4) (5)	S +	6.25%		11.70%	6/23/2028	7,630	7,552	7,553	0.90
Marcone Yellowstone Buyer, Inc. (4) (5) (7)	S +	6.25%		11.70%	6/23/2028	5,484	5,371	5,430	0.65
Marcone Yellowstone Buyer, Inc. (4) (5) (7)	S +	6.25%		11.70%	6/23/2028	16,505	16,165	16,340	1.96
Poly-Wood, LLC (4) (5)	S +	5.75%		11.08%	3/20/2030	13,091	12,944	12,944	1.55
Poly-Wood, LLC (4) (5) (6)	S +	5.75%		11.08%	3/20/2030	2,455	(27)	(56)	—
							46,243	46,469	5.57
Containers, Packaging and Glass
PPC Flexible Packaging (4) (5) (7)	S +	6.75%		12.21%	9/30/2028	4,049	3,977	4,049	0.48
							3,977	4,049	0.48
Finance
Beacon Pointe Advisors, LLC (4) (5)	S +	5.50%		10.83%	12/29/2028	3,994	3,913	3,994	0.48
Beacon Pointe Advisors, LLC (4) (5) (6)	S +	5.50%		10.83%	12/29/2027	1,075	(21)	—	—
Beacon Pointe Advisors, LLC (4) (5) (6)	S +	5.50%		10.83%	12/29/2028	1,320	740	752	0.09
Beacon Pointe Advisors, LLC (4) (5) (7)	S +	5.50%		10.83%	12/29/2028	10,185	9,976	10,185	1.22
Spectrum Automotive Holdings, Corp. (4) (5) (6)	S +	5.75%		11.19%	6/29/2027	1,564	(21)	(8)	—
Spectrum Automotive Holdings, Corp. (4) (5) (6) (8)	S +	5.75%		11.19%	6/29/2028	11,471	9,373	9,486	1.13
Spectrum Automotive Holdings, Corp. (4) (5) (7) (8)	S +	5.75%		11.19%	6/29/2028	41,433	40,818	41,225	4.94
							64,778	65,634	7.86
Healthcare, Education and Childcare
AmeriVet Partners Management, Inc. (5) (4)	S +	5.25%		10.70%	2/25/2028	9,376	9,376	9,376	1.12
Antylia Scientific (4) (5)	S +	5.50%		11.10%	11/1/2028	211	208	206	0.02
Antylia Scientific (4) (5)	S +	5.50%		11.10%	11/1/2028	2,261	2,224	2,199	0.26
Antylia Scientific (4) (5) (6)	S +	5.50%		11.10%	10/30/2026	244	(3)	(7)	—


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
CNSI Holdings, LLC (4) (5) (6)	S +	6.50%		11.83%	12/17/2029	2,999	537	557	0.07
CNSI Holdings, LLC (4) (5) (7)	S +	5.50%		10.83%	12/17/2029	13,018	12,838	12,920	1.55
CNSI Holdings, LLC (4) (5) (7)	S +	6.50%		10.83%	12/17/2029	12,289	12,069	12,196	1.46
CNSI Holdings, LLC (5) (4)	S +	5.50%		10.83%	12/17/2029	9,232	9,163	9,163	1.10
CNSI Holdings, LLC (5) (4) (6)	S +	5.50%		10.83%	12/17/2029	26,444	—	(198)	(0.02)
Color Intermediate, LLC (4) (5) (7)	S +	5.50%		10.91%	10/4/2029	5,716	5,534	5,688	0.68
CPI Holdco, LLC (4) (5) (6)	S +	5.50%		11.10%	10/30/2026	5,108	(85)	(140)	(0.02)
CPI Holdco, LLC (4) (5) (7) (8)	S +	5.50%		11.10%	11/1/2028	47,303	46,008	46,003	5.51
CPI Holdco, LLC (4) (5) (8)	S +	5.50%		11.10%	11/1/2028	4,737	4,608	4,607	0.55
Gateway US Holdings, Inc. (4) (5) (6)	S +	6.00%		11.45%	9/22/2026	325	(16)	(2)	—
Gateway US Holdings, Inc. (4) (5) (8)	S +	6.00%		11.45%	9/22/2026	418	397	416	0.05
Gateway US Holdings, Inc. (4) (5) (8)	S +	6.00%		11.45%	9/22/2026	1,842	1,750	1,833	0.22
Gateway US Holdings, Inc. (4) (5) (8)	S +	6.00%		11.45%	9/22/2026	8,020	7,619	7,980	0.96
Next Holdco, LLC (4) (5)	S +	6.00%		11.32%	11/12/2030	11,977	11,861	11,977	1.43
Next Holdco, LLC (4) (5) (6)	S +	6.00%		11.32%	11/9/2029	1,153	(16)	—	—
Next Holdco, LLC (4) (5) (6)	S +	6.00%		11.32%	11/12/2030	3,071	(43)	—	—
PetVet Care Centers, LLC (4) (5)	S +	6.00%		11.33%	11/15/2030	24,915	24,675	24,790	2.97
PetVet Care Centers, LLC (4) (5) (6)	S +	6.00%		11.33%	11/15/2029	3,258	(30)	(16)	—
PetVet Care Centers, LLC (4) (5) (6)	S +	6.00%		11.33%	11/15/2030	3,258	—	(16)	—
PPV Intermediate Holdings LLC (4) (5) (6)	S +	5.75%		11.09%	8/31/2029	2,732	(37)	(14)	—
PPV Intermediate Holdings LLC (4) (5) (6)	S +	6.00%		11.09%	8/31/2029	3,229	(2)	—	—
PPV Intermediate Holdings LLC (4) (5) (7) (8)	S +	5.75%		11.09%	8/31/2029	41,052	40,478	40,846	4.89
TecoStar Holdings, Inc. (4) (5)	S +	8.50%	(4.50% PIK)	13.83%	7/6/2029	16,172	15,824	16,172	1.94
Touchstone Acquisition, Inc. (4) (5) (7) (8)	S +	6.00%		11.41%	12/29/2028	27,498	27,036	27,085	3.25
							231,973	233,621	27.99
High Tech
Bottomline Technologies Inc. (4) (5) (6)	S +	5.75%		11.08%	5/15/2028	972	(26)	(19)	—
Bottomline Technologies Inc. (4) (5) (7) (8)	S +	5.75%		10.58%	5/14/2029	11,495	11,180	11,265	1.35
Bottomline Technologies Inc. (4) (5) (8)	S +	5.75%		11.08%	5/14/2029	2,114	2,094	2,114	0.25
Community Brands Parentco, LLC (4) (5) (6) (8)	S +	5.50%		10.93%	2/24/2028	68	4	4	—
Community Brands Parentco, LLC (4) (5) (8)	S +	5.50%		10.93%	2/24/2028	1,127	1,100	1,107	0.13
CSAT Solutions Holding LLC (4) (5)	S +	7.50%		13.07%	6/30/2028	8,742	8,662	8,742	1.05
CSAT Solutions Holding LLC (4) (5) (6)	S +	7.50%		13.07%	6/30/2028	1,159	(10)	—	—
Diligent Corporation (4) (5) (6)	S +	6.25%		11.71%	8/4/2025	1,137	478	500	0.06
Diligent Corporation (4) (5) (7)	S +	5.75%		11.21%	8/4/2025	232	227	231	0.03
Diligent Corporation (4) (5) (7)	S +	5.75%		11.21%	8/4/2025	368	361	367	0.04
Diligent Corporation (4) (5) (7)	S +	5.75%		11.21%	8/4/2025	5,354	5,248	5,341	0.64
Diligent Corporation (4) (5) (7)	S +	5.75%		11.21%	8/4/2025	11,245	11,017	11,217	1.34
Diligent Corporation (4) (5) (7)	S +	6.25%		11.71%	8/4/2025	15,195	15,135	15,195	1.82
Drake Software, LLC (4) (5) (6)	S +	6.50%		11.80%	3/16/2026	1,788	—	—	—
Drake Software, LLC (4) (5) (7)	S +	6.50%		11.80%	3/16/2028	16,349	16,349	16,349	1.96
Eagan Sub, Inc. (4) (5) (6)	S +	7.00%		12.30%	6/1/2029	2,267	(30)	—	—
Eagan Sub, Inc. (4) (5) (7)	S +	7.00%		12.30%	6/3/2030	11,277	11,121	11,277	1.35
Greenway Health, LLC (4) (5)	S +	6.00%		11.93%	4/1/2029	12,240	12,005	12,362	1.48
GS AcquisitionCo, Inc. (4) (5) (6)	S +	5.00%		10.30%	5/25/2028	315	(6)	(2)	—
GS AcquisitionCo, Inc. (4) (5) (7)	S +	5.00%		10.30%	5/25/2028	16,948	16,623	16,863	2.02


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units	Cost (3)	Fair Value	% of Net Assets
Kaseya, Inc. (4) (5)	S +	5.50%		10.81%	6/25/2029	119	117	119	0.01
Kaseya, Inc. (4) (5) (6)	S +	5.50%		10.83%	6/25/2029	1,926	444	485	0.06
Kaseya, Inc. (4) (5) (6)	S +	6.00%	(2.50% PIK)	10.31%	6/25/2029	1,804	(39)	—	—
Kaseya, Inc. (4) (5) (7)	S +	6.00%	(2.50% PIK)	11.31%	6/25/2029	32,123	31,430	32,123	3.85
Ministry Brands Purchaser, LLC (4) (5)	S +	5.50%		10.93%	12/29/2028	93	90	90	0.01
Ministry Brands Purchaser, LLC (4) (5)	S +	5.50%		10.93%	12/29/2028	916	893	893	0.11
Ministry Brands Purchaser, LLC (4) (5) (6)	S +	5.50%		10.93%	12/30/2027	90	7	7	—
MRI Software LLC (4) (5) (6)	S +	5.50%		10.90%	2/10/2027	1,864	(18)	(23)	—
MRI Software LLC (4) (5) (6)	S +	5.75%		10.90%	2/10/2027	18,636	(87)	(93)	(0.01)
MRI Software LLC (4) (5) (7)	S +	5.50%		10.90%	2/10/2027	10,739	10,560	10,605	1.27
MRI Software LLC (4) (5) (7)	S +	5.50%		10.90%	2/10/2027	14,884	14,741	14,698	1.76
PDI TA Holdings, Inc. (4) (5) (6)	S +	5.50%		10.83%	2/3/2031	1,073	(5)	(5)	—
PDI TA Holdings, Inc. (4) (5) (6)	S +	5.50%		10.83%	2/3/2031	317	(3)	(2)	—
PDI TA Holdings, Inc. (4) (5)	S +	5.50%		10.83%	2/3/2031	2,811	2,783	2,797	0.34
Revalize, Inc. (4) (5) (7)	S +	5.50%		11.21%	4/15/2027	394	382	380	0.05
Revalize, Inc. (4) (5) (7)	S +	5.50%		11.21%	4/15/2027	1,753	1,712	1,692	0.20
Revalize, Inc. (4) (5) (6)	S +	5.50%		11.21%	4/15/2027	262	60	56	0.01


							174,599	176,735	21.18
Insurance
Alera Group Holdings, Inc. (4) (5) (7)	S +	5.50%		10.68%	10/2/2028	5,816	5,716	5,816	0.70
Alera Group Holdings, Inc. (4) (5) (7)	S +	5.50%		10.68%	10/2/2028	22,782	22,406	22,782	2.73
Alera Group Holdings, Inc. (4) (5) (7)	S +	5.50%		10.68%	10/2/2028	1,278	1,239	1,278	0.15
Alera Group Holdings, Inc. (4) (5) (6)	S +	5.50%		11.18%	10/2/2028	19,152	876	1,341	0.16
Galway Borrower, LLC (5) (4) (6)	S +	5.50%		10.65%	9/29/2028	11,545	(56)	(115)	(0.01)
Galway Borrower, LLC (4) (5) (6) (7)	S +	5.50%		10.66%	9/29/2028	3,364	500	510	0.06
Galway Borrower, LLC (4) (5) (7)	S +	5.50%		10.65%	9/29/2028	26,450	25,998	26,185	3.14
Higginbotham Insurance Agency, Inc. (4) (5)	S +	5.50%		10.93%	11/24/2028	16,332	16,234	16,332	1.96
Higginbotham Insurance Agency, Inc. (4) (5) (7)	S +	5.50%		10.93%	11/24/2028	7,255	7,079	7,255	0.87
Integrity Marketing Acquisition, LLC (4) (5) (6)	S +	5.50%		11.46%	8/27/2026	20	—	—	—
Integrity Marketing Acquisition, LLC (4) (5) (6)	S +	5.50%		11.34%	8/27/2026	246	15	15	—
Integrity Marketing Acquisition, LLC (4) (5)	S +	5.50%		11.46%	8/27/2026	4,710	4,668	4,675	0.56
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	5.50%		11.44%	11/1/2028	11,238	11,041	11,182	1.34
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	5.50%		11.44%	11/1/2028	3,139	3,084	3,123	0.37
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	5.50%		11.44%	11/1/2028	1,263	1,241	1,257	0.15
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	5.50%		11.44%	11/1/2028	3,161	3,105	3,145	0.38
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (6)	S +	5.50%		11.44%	11/1/2027	532	(9)	(3)	—
RSC Acquisition, Inc. (5) (4)	S +	5.50%		10.96%	11/1/2029	679	679	673	0.08
RSC Acquisition, Inc. (5) (4)	S +	5.50%		10.96%	11/1/2029	4,223	4,222	4,180	0.50
RSC Acquisition, Inc. (4) (5) (6)	S +	5.50%		11.31%	11/1/2029	3,351	(41)	—	—
RSC Acquisition, Inc. (4) (5)	S +	5.50%		11.31%	11/1/2029	2,639	2,607	2,639	0.31
RSC Acquisition, Inc. (4) (5)	S +	5.50%		10.96%	11/1/2029	10,858	10,858	10,749	1.29
							121,462	123,019	14.74
Media: Diversified & Production


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units		Cost (3)	Fair Value	% of Net Assets
Circana Group, L.P. (4) (5) (7)	S +	5.50%		11.16%	12/1/2028	13,802		13,485	13,802	1.65
Circana Group, L.P. (4) (5) (6)	S +	5.50%		11.08%	12/1/2027	1,507		819	844	0.10
Circana Group, L.P. (4) (5)	S +	5.50%	(2.75% PIK)	11.58%	12/1/2028	9,521		9,364	9,521	1.14
Iconic Purchaser Corporation (4) (5) (7)	S +	5.50%		11.43%	11/16/2028	10,494		10,032	9,811	1.18
Iconic Purchaser Corporation (4) (5) (6)	S +	5.50%		10.93%	11/15/2027	877		488	468	0.06

								34,188	34,446	4.13
Printing and Publishing
Recorded Books Inc. (4) (5) (6)	S +	5.50%		11.58%	8/31/2028	1,557		925	945	0.11
Recorded Books Inc. (4) (5)	S +	5.50%		11.59%	9/3/2030	19,195		18,925	19,195	2.30
								19,850	20,140	2.41
Retail Stores
D&D Buyer LLC (4) (5)	S +	5.50%		12.41%	10/4/2028	18,375		18,120	18,283	2.19
D&D Buyer LLC (4) (5) (6)	S +	5.50%		12.41%	10/4/2028	4,605		(52)	(23)	—
D&D Buyer LLC (4) (5) (6)	S +	5.50%		12.43%	10/4/2028	1,974		(27)	(10)	—
Follett Corporation (4) (5)	S +	5.50%	(2.00% PIK)	15.68%	2/1/2027	9,998		9,955	9,098	1.09
New Look Vision Group, Inc. (4) (5) (8) (9)	C +	5.50%		10.80%	5/26/2028	CAD	554	395	395	0.05
New Look Vision Group, Inc. (4) (5) (9)	S +	5.50%	(2.00% PIK)	11.45%	5/26/2028	39		37	39	—
New Look Vision Group, Inc. (4) (5) (7) (8) (9)	C +	5.50%	(2.00% PIK)	11.30%	5/26/2028	CAD	8,142	5,817	5,911	0.71
New Look Vision Group, Inc. (4) (5) (6) (9)	C +	5.50%		10.80%	5/26/2026	CAD	1,125	56	139	0.02
New Look Vision Group, Inc. (4) (5) (7) (8) (9)	C +	5.50%		10.80%	5/26/2028	CAD	1,063	759	758	0.09
New Look Vision Group, Inc. (4) (5) (7) (8) (9)	S +	5.50%		10.95%	5/26/2028	354		334	341	0.04
TC Signature Holdings LLC (4) (5)	S +	5.50%	(3.00% PIK)	15.10%	5/4/2028	13,498		13,376	13,228	1.58
TC Signature Holdings LLC (4) (5) (6)	S +	5.50%	(3.00% PIK)	15.10%	3/31/2025	1,552		(10)	(31)	(0.01)
TC Signature Holdings, LLC (5) (4) (6)	S +	5.50%		12.07%	5/4/2028	776		—	(23)	—

								48,760	48,105	5.76
Services: Business
FR Vision Holdings, Inc. (4) (5) (6)	S +	5.50%		10.81%	1/21/2030	1,431		(14)	(14)	—
FR Vision Holdings, Inc. (4) (5) (6)	S +	5.50%		10.81%	1/20/2031	5,724		1,479	1,437	0.17
FR Vision Holdings, Inc. (4) (5)	S +	5.50%		10.81%	1/20/2031	17,745		17,571	17,562	2.10
GC Waves Holdings, Inc. (4) (6)	S +	5.50%		10.68%	8/13/2026	676		—	—	—
GC Waves Holdings, Inc. (4) (5) (7)	S +	5.50%		10.68%	8/10/2029	14,045		13,829	14,045	1.68
GC Waves Holdings, Inc. (4) (5) (6)	S +	5.50%		11.43%	8/10/2029	1,499		201	228	0.03
GC Waves Holdings, Inc. (4) (5)	S +	5.50%		10.68%	8/10/2029	75		73	76	0.01
GI Apple Midco LLC (4) (5) (6)	S +	5.50%		12.06%	4/19/2030	1,888		176	226	0.03
GI Apple Midco LLC (4) (5) (6)	S +	5.50%		12.06%	4/19/2029	1,322		(24)	—	—
GI Apple Midco LLC (4) (5) (7)	S +	5.50%		12.06%	4/19/2030	8,624		8,465	8,710	1.04
IG Investment Holdings, LLC (4) (5) (6)	S +	5.50%		11.41%	9/22/2027	3,113		(39)	—	—
IG Investment Holdings, LLC (4) (5) (7)	S +	5.50%		11.41%	9/22/2028	55,944		55,506	55,944	6.70
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	5.50%		11.80%	11/1/2028	884		873	884	0.11
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	5.50%		11.43%	11/1/2028	2,570		2,501	2,570	0.31
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	5.50%		11.43%	11/1/2028	8,454		8,228	8,454	1.01
PT Intermediate Holdings III, LLC (4) (5) (6)	S +	5.50%		11.80%	11/1/2028	298		(4)	—	—
Speed Midco 3 S.a r.l. (4) (5) (7) (9)	E +	5.50%		10.30%	5/16/2029	EUR	5,500	5,973	6,059	0.73
STV Group, Inc. (4) (5) (6)	S +	5.50%		10.33%	3/20/2030	1,925		(19)	(19)	—


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount/ Units	Cost (3)		Fair Value		% of Net Assets
STV Group, Inc. (4) (5) (6)	S +	5.50%		10.33%	3/20/2031	2,750	—		(28)		—
STV Group, Inc. (4) (5)	S +	5.50%		10.33%	3/20/2031	9,625	9,529		9,529		1.14
Transaction Services Group Ltd (4) (5) (7)	S +	5.50%		10.90%	10/14/2026	8,300	8,167		8,300		0.99
							132,471		133,963		16.05
Services: Consumer
Bradyifs Holdings, LLC (4) (5) (6)	S +	5.50%		11.31%	10/31/2029	2,476	(23)		—		—
Bradyifs Holdings, LLC (4) (5) (6)	S +	5.50%		11.30%	10/31/2029	3,217	787		787		0.10
Bradyifs Holdings, LLC (4) (5)	S +	5.50%		11.31%	10/31/2029	29,157	28,877		29,157		3.49
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	1,990	1,976		2,000		0.24
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	7,388	7,337		7,424		0.89
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	2,300	2,285		2,312		0.28
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	988	981		992		0.12
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	494	490		496		0.06
Denali Midco 2 LLC (4) (5)	S +	5.50%		11.93%	12/22/2027	1,683	1,672		1,691		0.20
Denali Midco 2 LLC (4) (5) (6)	S +	5.50%		11.18%	12/22/2027	10,000	40		33		—
Kleinfelder Group, Inc.(The) (4) (5) (6)	S +	5.50%		11.58%	8/4/2028	1,938	(17)		—		—
Kleinfelder Group, Inc.(The) (4) (5) (6)	S +	5.50%		11.58%	9/1/2030	2,907	—		—		—
Kleinfelder Group, Inc.(The) (4) (5) (7)	S +	5.50%		11.58%	11/28/2025	14,782	14,667		14,782		1.77
Nuevoco2, LLC (4) (5) (7)	S +	5.50%		11.24%	6/1/2029	14,980	14,832		14,980		1.80
Nuevoco2, LLC (4) (5) (6)	S +	5.50%		11.24%	6/1/2029	7,527	7,453		7,527		0.90





							81,357		82,181		9.86




Technology & Electronics
Chase Intermediate, LLC (4) (5) (6)	S +	5.50%		10.80%	10/30/2028	17,810	—		(178)		(0.02)
Chase Intermediate, LLC (4) (5) (6)	S +	5.50%		10.80%	10/30/2028	890	(8)		(9)		—
Granicus, Inc. (4) (5) (6)	S +	5.75%	(2.75% PIK)	11.06%	1/17/2031	702	(3)		(3)		—
Granicus, Inc. (4) (5) (6)	S +	5.75%	(2.75% PIK)	11.07%	1/17/2031	740	—		(4)		—
Granicus, Inc. (4) (5)	S +	5.75%	(2.75% PIK)	11.06%	1/17/2031	4,958	4,934		4,933		0.59

							4,923		4,739		0.57




Total First Lien Debt							$	1,264,120	$	1,276,420	152.94%

Second Lien Debt
Aerospace and Defense
Peraton Corp. (4) (7)	S +	5.50%		13.43%	2/1/2029	2,300	2,258		2,314		0.28
Peraton Corp. (4) (7)	S +	5.50%		13.18%	2/1/2029	13,807	13,578		13,873		1.66
							15,836		16,187		1.94
Automobile
Fastlane Parent Company, Inc. (4) (7)	S +	5.50%		14.19%	12/21/2026	550	535		545		0.06

							535		545		0.06
Banking
Orion Advisor Solutions, Inc. (4) (5) (7)	S +	5.50%		13.91%	9/24/2028	2,661	2,494		2,602		0.31
							2,494		2,602		0.31
Capital Equipment
Infinite Bidco LLC (4) (7) (8)	S +	5.50%		12.57%	3/2/2029	2,020	1,729		1,725		0.21


							1,729		1,725		0.21
Containers, Packaging and Glass
Technimark Holdings LLC (4) (5) (7)	S +	5.50%		12.19%	7/9/2029	1,360	1,298		1,346		0.16
Technimark Holdings LLC (4) (5) (7)	S +	5.50%		12.19%	7/9/2029	240	229		238		0.03


Investments-non-controlled/non-affiliated (1)	Reference Rate and Spread		Interest Rate (2)	Maturity Date	Par Amount/ Units	Cost (3)		Fair Value		% of Net Assets
						1,527		1,584		0.19
Healthcare, Education and Childcare
Bella Holding Company, LLC (4) (5) (7)	S +	5.50%	12.43%	5/10/2029	3,480	3,253		3,445		0.41
Electron BidCo Inc. (4) (5) (7)	S +	5.50%	12.19%	11/1/2029	5,062	4,946		5,036		0.60
Resonetics, LLC (4) (5) (7)	S +	5.50%	12.59%	4/28/2029	600	575		597		0.07
Resonetics, LLC (4) (5) (7)	S +	5.50%	12.59%	4/28/2029	60	57		60		0.01
Resonetics, LLC (4) (5) (7)	S +	5.50%	12.59%	4/28/2029	220	211		219		0.03


						9,042		9,357		1.12
High Tech
Escape Velocity Holdings, Inc. (4) (5) (7)	S +	5.50%	13.09%	10/8/2029	1,300	1,234		1,287		0.15
Flexera Software LLC (4) (5) (7)	S +	5.50%	12.44%	3/3/2029	860	840		860		0.10
Gainwell Acquisition Corp. (4) (5) (7)	S +	5.50%	13.43%	10/2/2028	1,260	1,226		1,216		0.15
Imprivata, Inc. (4) (5)	S +	5.50%	11.56%	12/1/2028	1,366	1,309		1,363		0.16
Maverick Bidco Inc. (4) (5) (7)	S +	5.50%	12.21%	5/18/2029	460	437		447		0.05
OceanKey (U.S.) II Corp. (4) (5) (7)	S +	5.50%	12.18%	12/17/2029	2,240	2,096		2,206		0.27
Polaris Newco LLC (4) (5) (7)	S +	5.50%	14.44%	6/4/2029	23,935	22,934		23,935		2.87


						30,076		31,314		3.75
Mining, Steel, Iron and Non-Precious Metals
Grinding Media Inc. (4) (5) (7)	S +	5.50%	13.09%	10/12/2029	2,420	2,242		2,329		0.28
						2,242		2,329		0.28
Services: Business
Transact Holdings, Inc. (4) (5) (7)	S +	5.50%	13.94%	4/30/2027	2,294	2,284		2,294		0.28
Vision Solutions, Inc. (4) (8)	S +	5.50%	12.84%	4/23/2029	11,400	10,438		10,693		1.28
						12,722		12,987		1.56
Services: Consumer
All My Sons Moving and Storage of Kansas LLC (4) (5) (7)	S +	5.50%	13.32%	10/25/2029	1,740	1,684		1,701		0.20

						1,684		1,701		0.20

Total Second Lien Debt						$	77,887	$	80,331	9.62%

Total Investments—non-controlled/non-affiliated						$	1,342,007	$	1,356,751	162.56%

Total Portfolio Investments						$	1,342,007	$	1,356,751	162.56%

(1)Unless otherwise indicated, issuers of debt investments held by the Company (which such term “Company” shall include the Company’s subsidiaries for purposes of this Schedule of Investments) are denominated in dollars. All debt investments are income producing unless otherwise indicated.

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”), Eurolibor ("E"), or SOFR including SOFR adjustment, if any, (“S”), CDOR (“C”), or alternate base rate (commonly based on the U.S. Prime Rate ("P"), unless otherwise noted) at the borrower's option which generally resets periodically. L and S loans are typically indexed to 12 month, 6 month, 3 month or 1 month L or S rates. For each such loan, the Company has provided the interest rate in effect on the date presented.

(3)The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).

(4)Loan includes interest rate floor feature.

(5)Investment valued using unobservable inputs (Level 3). See Note 5.

(6)Position or portion thereof is an unfunded loan commitment, and no interest is being earned on the unfunded portion, although the investment may be subject to unused commitment fees. Negative cost and fair value results from unamortized fees, which are capitalized to the investment cost. The unfunded loan commitment may be subject to a commitment termination date that may expire prior to the maturity date stated. See below for more information on the Company’s unfunded commitments:

Investments—
non-controlled/non-affiliated

Commitment Type

Commitment Expiration Date

Unfunded

Total Commitment Fair Value

Alera Group Holdings, Inc.

2023 Delayed Draw Term Loan

10/02/2028

18,194

364

Antylia Scientific

Revolver

10/30/2026

244

(7)

Associations, Inc.

2021 Revolver

07/02/2027

184

—

BCPE HIPH Parent, Inc.

2023 Delayed Draw Term Loan

10/07/2030

843

(11)

Beacon Pointe Advisors, LLC

2021 Revolver

12/29/2027

1,075

—

Beacon Pointe Advisors, LLC

Delayed Draw Term Loan

12/29/2028

568

—

Bottomline Technologies Inc.

Revolver

05/15/2028

972

(19)

Bradyifs Holdings, LLC

2023 Delayed Draw Term Loan

10/31/2029

2,430

—

Bradyifs Holdings, LLC

2023 Revolver

10/31/2029

2,476

—

Broadcast Music, Inc.

Revolver

01/02/2030

1,892

(19)

Chase Intermediate, LLC

2023 Delayed Draw Term Loan

10/30/2028

17,809

(178)

Chase Intermediate, LLC

2023 Revolver

10/30/2028

890

(9)

Circana Group, L.P.

Revolver

12/01/2027

663

—

CNSI Holdings, LLC

2024 Delayed Draw Term Loan

12/17/2029

26,444

(198)

CNSI Holdings, LLC

Revolver

12/17/2029

2,419

(18)

Community Brands Parentco, LLC

Revolver

02/24/2028

(1)

CPI Holdco, LLC

2021 Revolver

10/30/2026

5,108

(140)

CSAT Solutions Holding LLC

Revolver

06/30/2028

1,159

—

D&D Buyer LLC

Delayed Draw Term Loan

10/04/2028

4,605

(23)

D&D Buyer LLC

Revolver

10/04/2028

1,974

(10)

Denali Midco 2 LLC

2023 Incremental Delayed Draw Term Loan 5

12/22/2027

9,867

(99)

Diligent Corporation

2016 Revolver

08/04/2025

636

—

Drake Software, LLC

Revolver

03/16/2026

1,788

—

Eagan Sub, Inc.

2023 Revolver

06/01/2029

2,267

—

Evergreen IX Borrower 2023 LLC

Revolver

10/01/2029

876

—

FR Vision Holdings, Inc.

Delayed Draw Term Loan

01/20/2031

4,230

(42)

FR Vision Holdings, Inc.

Revolver

01/21/2030

1,431

(14)

Galway Borrower, LLC

2024 3rd Amendment Delayed Draw Term Loan

09/29/2028

11,545

(115)

Galway Borrower, LLC

Revolver

09/29/2028

2,821

(28)

Gateway US Holdings, Inc.

Revolver

09/22/2026

325

(2)

GC Waves Holdings, Inc.

2023 Delayed Draw Term Loan

08/10/2029

1,271

—

GC Waves Holdings, Inc.

Revolver

08/13/2026

676

—

GI Apple Midco LLC

Delayed Draw Term Loan

04/19/2030

1,681

GI Apple Midco LLC

Revolver

04/19/2029

1,322

—

Global Music Rights

Revolver

08/27/2029

669

(7)

Granicus, Inc.

2024 Delayed Draw Term Loan

01/17/2031

740

(4)

Granicus, Inc.

2024 Revolver

01/17/2031

702

(4)

GS AcquisitionCo, Inc.

Revolver

05/25/2028

315

(2)

Iconic Purchaser Corporation

Revolver

11/15/2027

352

(23)

IG Investment Holdings, LLC

2021 Revolver

09/22/2027

3,113

—

Integrity Marketing Acquisition, LLC

2023 Amendment No.14 Delayed Draw Term Loan

08/27/2026

229

(2)

Integrity Marketing Acquisition, LLC

2023 Amendment No.14 Revolver

08/27/2026

—

Kaseya, Inc.

2022 Delayed Draw Term Loan

06/25/2029

1,804

—

Kaseya, Inc.

2022 Revolver

06/25/2029

1,441

—

Kleinfelder Group, Inc.(The)

2023 Delayed Draw Term Loan

09/01/2030

2,907

—

Kleinfelder Group, Inc.(The)

Revolver

08/04/2028

1,938

—

Mammoth Holdings, LLC

2023 Delayed Draw Term Loan

11/15/2030

7,273

—

Mammoth Holdings, LLC

2023 Revolver

11/15/2029

1,818

—

Mantech International CP

Delayed Draw Term Loan

09/14/2029

4,137

—


Investments— non-controlled/non-affiliated	Commitment Type	Commitment Expiration Date	Unfunded		Total Commitment Fair Value
Mantech International CP	Revolver A	09/14/2028	3,238		—
Meridian Adhesives Group, Inc.	2022 1st Lien Delayed Draw Term Loan	09/03/2029	763		8
Ministry Brands Purchaser, LLC	Revolver	12/30/2027	81		(2)
MRI Software LLC	2023 Delayed Draw Term Loan 5	02/10/2027	18,636		(93)
MRI Software LLC	2023 Incremental Revolver	02/10/2027	1,864		(23)
New Look Vision Group, Inc.	CAD Revolver	05/26/2026	754		(156)
Next Holdco, LLC	Delayed Draw Term Loan	11/12/2030	3,071		—
Next Holdco, LLC	Revolver	11/09/2029	1,153		—
Nuevoco2, LLC	Delayed Draw Term Loan	06/01/2029	—		—
Ohio Transmission Corporation	2023 Delayed Draw Term Loan	12/19/2030	1,628		—
Ohio Transmission Corporation	2023 Revolver	12/19/2028	1,194		—
PDI TA Holdings, Inc.	2024 Delayed Draw Term Loan	02/03/2031	1,073		(5)
PDI TA Holdings, Inc.	2024 Revolver	02/03/2031	317		(2)
Peter C. Foy & Associates Insurance Services, LLC	2021 1st Lien Revolver	11/01/2027	532		(3)
PetVet Care Centers, LLC	2023 Delayed Draw Term Loan	11/15/2030	3,258		(16)
PetVet Care Centers, LLC	2023 Revolver	11/15/2029	3,258		(16)
Poly-Wood, LLC	Delayed Draw Term Loan	03/20/2030	2,454		(28)
Poly-Wood, LLC	Revolver	03/20/2030	2,454		(28)
PPV Intermediate Holdings LLC	2023 Delayed Draw Term Loan	08/31/2029	3,229		—
PPV Intermediate Holdings LLC	Revolver	08/31/2029	2,732		(14)
PT Intermediate Holdings III, LLC	2023 Incremental Delayed Draw Term Loan	11/01/2028	297		—
Recorded Books Inc.	2023 Revolver	08/31/2028	612		—
Revalize, Inc.	Revolver	04/15/2027	197		(7)
RSC Acquisition, Inc.	2023 Delayed Draw Term Loan	11/01/2029	3,351		—
Spectrum Automotive Holdings, Corp.	2021 Delayed Draw Term Loan 1A	06/29/2028	1,929		(10)
Spectrum Automotive Holdings, Corp.	2021 Revolver	06/29/2027	1,564		(8)
STV Group, Inc.	2024 Delayed Draw Term Loan	03/20/2031	2,750		(28)
STV Group, Inc.	2024 Revolver	03/20/2030	1,925		(19)
TC Signature Holdings LLC	Delayed Draw Term Loan	03/31/2025	1,552		(31)
TC Signature Holdings, LLC	2024 Term Loan A	05/04/2028	776		(23)
Truck-Lite Co., LLC	2024 Delayed Draw Term Loan	02/13/2031	4,187		(42)
Truck-Lite Co., LLC	2024 Revolver	02/13/2030	4,047		(40)
Wesco Group LLC	2022 USD Revolver	10/07/2027	712		(7)
Wesco Group LLC	CAD Incremental Revolver	10/16/2028	267		(72)

Total			$	234,061	$	(1,259)

(7)Assets or a portion thereof are pledged as collateral for the TRP OHA SPV Funding I, LLC. See Note 6 “Debt”.

(8)Position or portion thereof unsettled as of March 31, 2024.

(9)The investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2024, non-qualifying assets totaled 0.9% of the Company’s total assets.

(10) As of March 31, 2024, the estimated net unrealized gain for federal tax purposes was $7.9 million based on an estimated tax basis of $1,348.7 million. As of March 31, 2024, the estimated aggregate gross unrealized loss for federal income tax purposes was $9.5 million and the estimated aggregate gross unrealized gain for federal income tax purposes was $17.4 million.

ADDITIONAL INFORMATION

Foreign currency forward contracts

Counterparty

Currency
Purchased

Currency Sold

Settlement

Unrealized Appreciation
(Depreciation)

State Street Bank & Trust Company

U.S. Dollar 32,966

Canadian Dollar 44,800

6/20/2024

(177)

State Street Bank & Trust Company

U.S. Dollar 6,535

Euro 6,000

6/20/2024

(143)

T. Rowe Price OHA Select Private Credit Fund
Consolidated Schedule of Investments

December 31, 2023
(in thousands)


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date		Par Amount /Units	Cost (3)		Fair Value		% of Net Assets

Investments— non-controlled/non-affiliated
First Lien Debt
Aerospace and Defense
Evergreen IX Borrower 2023 LLC (4) (5)	S +	6.00%		11.35%	9/30/2030		7,943	$	7,827	$	7,943	1.13	%
Evergreen IX Borrower 2023 LLC (4) (5) (6)	S +	6.00%		11.35%	10/1/2029		877	(13)		—		—
Mantech International CP (4) (5) (7)	S +	5.00%		11.13%	9/14/2029		19,375	18,888		19,375		2.75
Mantech International CP (4) (5) (6)	S +	5.00%		11.16%	9/14/2029		4,776	1,577		1,695		0.24
Mantech International CP (4) (5) (6)	S +	5.00%		11.13%	9/14/2028		2,411	(58)		—		—
Sequa Corporation (4) (5) (6)	S +	7.00%		12.36%	11/23/2027		2,558	(30)		—		—
Sequa Corporation (4) (5) (7)	S +	7.00%		12.37%	11/23/2028		25,155	24,831		25,407		3.60

								53,022		54,420		7.72
Automobile
Mammoth Holdings, LLC (4) (5) (6)	S +	5.00%		11.10%	11/15/2029		3,636	(36)		—		—
Mammoth Holdings, LLC (4) (5)	S +	5.00%		11.10%	11/15/2030		29,091	28,804		29,091		4.13
Mammoth Holdings, LLC (4) (5) (6)	S +	5.00%		11.10%	11/15/2030		7,273	—		—		—
NCWS Intermediate, Inc. (4) (5)	S +	6.00%		12.03%	12/29/2026		2,406	2,388		2,406		0.34
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.00%		12.03%	12/29/2026		1,100	1,070		1,100		0.16
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.00%		11.53%	12/29/2026		12,398	12,071		12,274		1.74
NCWS Intermediate, Inc. (4) (5) (7)	S +	6.00%		11.53%	12/29/2026		3,724	3,626		3,687		0.52
NCWS Intermediate, Inc. (4) (5)	S +	6.00%		11.53%	12/29/2026		344	341		340		0.05
Wesco Group LLC (4) (5)	C +	4.00%		11.28%	10/6/2028	CAD	33,399	24,062		24,823		3.52
Wesco Group LLC (4) (5)	S +	5.00%		11.23%	10/6/2028		798	782		782		0.11
Wesco Group LLC (4) (5) (6)	S +	5.00%		11.23%	10/7/2027		1,069	(11)		(11)		—
Wesco Group LLC (4) (5)	S +	5.00%		11.23%	10/16/2030		13,775	13,638		13,648		1.94
Wesco Group LLC (4) (5) (6)	S +	5.00%		11.23%	10/16/2028	CAD	356	(12)		—		—


								86,723		88,140		12.51




Broadcasting and Entertainment
Global Music Rights (4) (5) (6)	S +	5.00%		11.20%	8/27/2027		669	—		—		—
Global Music Rights (4) (5) (7)	S +	5.00%		10.95%	8/28/2028		7,378	7,378		7,378		1.05
								7,378		7,378		1.05
Buildings and Real Estate
Associations, Inc. (4) (5) (6)	S +	6.50%		12.14%	7/2/2027		378	130		134		0.02
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.13%	7/2/2027		582	577		582		0.08
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.12%	7/2/2027		964	956		964		0.14
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.15%	7/2/2027		964	958		964		0.14
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.08%	7/2/2027		463	461		463		0.06
Associations, Inc. (4) (5) (7)	S +	6.50%	(2.50% PIK)	12.11%	7/2/2027		3,388	3,376		3,388		0.48
Associations, Inc. (4) (5)	S +	6.50%	(2.50% PIK)	12.16%	7/2/2027		20,988	20,979		20,988		2.98

								27,437		27,483		3.90
Capital Equipment
Helix Acquisition Holdings, Inc. (4) (5) (7)	S +	7.00%		12.45%	3/31/2030		12,391	12,157		12,639		1.79
Ohio Transmission Corporation (4) (5) (6)	S +	5.00%		10.86%	12/19/2028		1,356	(14)		(14)		—
Ohio Transmission Corporation (4) (5) (6)	S +	5.00%		10.86%	12/19/2030		2,035	(20)		(20)		—
Ohio Transmission Corporation (4) (5)	S +	5.00%		10.86%	12/19/2030		10,309	10,206		10,206		1.45
Texas Hydraulics Holdings, Inc. (4) (5)	S +	6.00%		11.96%	12/22/2026		4,935	4,935		4,935		0.70


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread		Interest Rate (2)	Maturity Date	Par Amount /Units	Cost (3)	Fair Value	% of Net Assets
						27,264	27,746	3.94
Cargo Transport
LaserShip, Inc. (4) (5)	S +	7.00%	12.47%	9/29/2027	26,700	25,928	26,433	3.75


						25,928	26,433	3.75
Chemicals, Plastics and Rubber
BCPE HIPH Parent, Inc. (4) (5) (6)	S +	5.00%	11.11%	10/7/2030	2,143	1,451	1,490	0.21
BCPE HIPH Parent, Inc. (4) (5)	S +	5.00%	11.11%	10/7/2030	6,287	6,195	6,256	0.89
Meridian Adhesives Group, Inc. (4) (5) (7)	S +	7.00%	12.36%	9/3/2029	15,674	15,192	15,830	2.25
Meridian Adhesives Group, Inc. (4) (5) (6)	S +	7.00%	12.36%	9/3/2029	2,145	1,317	1,404	0.20
Peaches Acquisition Corporation (4) (5)	S +	7.00%	12.61%	8/1/2028	9,935	9,839	9,835	1.39
						33,994	34,815	4.94
Construction & Building
Groundworks, LLC (4) (5) (7)	S +	6.00%	11.90%	3/14/2030	5,751	5,633	5,751	0.82
Groundworks, LLC (4) (5) (6)	S +	6.00%	11.86%	3/14/2030	408	131	139	0.02
Groundworks, LLC (4) (5) (6)	S +	6.00%	11.90%	3/14/2029	306	(6)	—	—
						5,758	5,890	0.84
Consumer Goods: Durable
Marcone Yellowstone Buyer, Inc. (4) (5) (7)	S +	6.00%	11.75%	6/23/2028	16,547	16,191	16,382	2.33
Marcone Yellowstone Buyer, Inc. (4) (5) (7)	S +	6.00%	11.75%	6/23/2028	5,498	5,380	5,443	0.77
Marcone Yellowstone Buyer, Inc. (4) (5)	S +	6.00%	11.75%	6/23/2028	4,312	4,244	4,269	0.61
Marcone Yellowstone Buyer, Inc. (4) (5)	S +	6.00%	11.75%	6/23/2028	7,649	7,568	7,573	1.07
						33,383	33,667	4.78
Containers, Packaging and Glass
PPC Flexible Packaging (4) (5) (7)	S +	6.00%	12.25%	9/30/2028	4,059	3,984	4,039	0.57
						3,984	4,039	0.57
Finance
Beacon Pointe Advisors, LLC (4) (5) (7)	S +	5.00%	10.86%	12/29/2028	10,211	9,993	10,211	1.45
Beacon Pointe Advisors, LLC (4) (5)	S +	5.00%	10.86%	12/29/2028	4,004	3,919	4,004	0.57
Beacon Pointe Advisors, LLC (4) (5) (6)	S +	5.00%	10.86%	12/29/2027	1,075	(22)	—	—
Beacon Pointe Advisors, LLC (4) (5) (6)	S +	5.00%	10.86%	12/29/2028	1,322	316	324	0.04
Spectrum Automotive Holdings, Corp. (4) (5) (7)	S +	5.00%	11.22%	6/29/2028	19,318	18,790	19,076	2.71
Spectrum Automotive Holdings, Corp. (4) (5) (6)	S +	5.00%	11.22%	6/29/2028	5,320	4,282	4,361	0.62
Spectrum Automotive Holdings, Corp. (4) (5) (6)	S +	5.00%	11.22%	6/29/2027	727	(19)	(9)	—
						37,259	37,967	5.39
Healthcare, Education and Childcare
Antylia Scientific (4) (5) (7)	L +	5.00%	11.15%	11/1/2028	2,267	2,228	2,205	0.31
Antylia Scientific (4) (5)	S +	5.00%	11.15%	11/1/2028	217	213	211	0.03
Antylia Scientific (4) (5) (6)	S +	5.00%	11.15%	10/30/2026	244	(4)	(7)	—
CNSI Holdings, LLC (4) (5) (7)	S +	6.00%	11.71%	12/15/2028	12,320	12,090	12,320	1.75
CNSI Holdings, LLC (4) (5) (7)	S +	6.00%	11.85%	12/15/2028	13,051	12,863	13,051	1.85
CNSI Holdings, LLC (4) (5) (6)	S +	6.00%	11.85%	12/17/2027	2,999	1,054	1,099	0.16
Color Intermediate, LLC (4) (5) (7)	S +	5.00%	10.95%	10/4/2029	5,731	5,542	5,674	0.80
CPI Holdco, LLC (4) (5) (7)	S +	5.00%	11.15%	11/1/2028	19,536	18,765	18,998	2.70
CPI Holdco, LLC (4) (5)	S +	5.00%	11.15%	11/1/2028	1,962	1,885	1,908	0.27
CPI Holdco, LLC (4) (5) (6)	S +	5.00%	11.15%	10/30/2026	2,104	(76)	(58)	(0.01)
Next Holdco, LLC (4) (5)	S +	6.00%	11.37%	11/12/2030	11,977	11,858	11,977	1.70
Next Holdco, LLC (4) (5) (6)	S +	6.00%	11.37%	11/12/2030	3,071	(45)	—	—
Next Holdco, LLC (4) (5) (6)	S +	6.00%	11.37%	11/9/2029	1,153	(17)	—	—
PetVet Care Centers, LLC (4) (5)	S +	6.00%	11.36%	11/15/2030	24,977	24,731	24,852	3.53


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date	Par Amount /Units	Cost (3)	Fair Value	% of Net Assets
PetVet Care Centers, LLC (4) (5) (6)	S +	6.00%		11.36%	11/15/2030	3,258	—	(16)	—
PetVet Care Centers, LLC (4) (5) (6)	S +	6.00%		11.36%	11/15/2029	3,258	(32)	(16)	—
PPV Intermediate Holdings LLC (4) (5) (6)	S +	6.00%		11.14%	8/31/2029	3,229	(2)	—	—
PPV Intermediate Holdings LLC (4) (5) (7)	S +	5.00%		11.14%	8/31/2029	31,659	31,115	31,501	4.47
PPV Intermediate Holdings LLC (4) (5) (6)	S +	5.00%		11.14%	8/31/2029	2,124	(35)	(11)	—
TecoStar Holdings, Inc. (4) (5)	S +	8.50%	(4.50% PIK)	13.91%	7/6/2029	15,988	15,632	15,988	2.27
Touchstone Acquisition, Inc. (4) (5) (7)	S +	6.00%		11.48%	12/29/2028	7,457	7,289	7,308	1.04



							145,054	146,984	20.87
High Tech
Bottomline Technologies Inc. (4) (5)	S +	5.00%		11.11%	5/14/2029	1,094	1,073	1,094	0.16
Bottomline Technologies Inc. (4) (5) (7)	S +	5.00%		10.61%	5/14/2029	5,964	5,752	5,844	0.83
Bottomline Technologies Inc. (4) (5) (6)	S +	5.00%		10.61%	5/15/2028	503	(17)	(10)	—
Community Brands Parentco, LLC (4) (5)	S +	5.00%		10.96%	2/24/2028	1,045	1,019	1,027	0.15
Community Brands Parentco, LLC (4) (5) (6)	S +	5.00%		10.96%	2/24/2028	125	(3)	(2)	—
Community Brands Parentco, LLC (4) (5) (6)	S +	5.00%		10.96%	2/24/2028	63	(1)	(1)	—
CSAT Solutions Holding LLC (4) (5)	S +	7.00%		13.11%	6/30/2028	8,775	8,691	8,687	1.23
CSAT Solutions Holding LLC (4) (5) (6)	S +	7.00%		13.11%	6/30/2028	1,159	(11)	(12)	—
Diligent Corporation (4) (5) (7)	S +	5.00%		11.13%	8/4/2025	233	227	232	0.03
Diligent Corporation (4) (5) (7)	L +	5.00%		11.28%	8/4/2025	369	360	368	0.05
Diligent Corporation (4) (5) (7)	S +	6.00%		11.78%	8/4/2025	15,234	15,164	15,234	2.16
Diligent Corporation (4) (5) (6)	S +	6.00%		11.78%	8/4/2025	1,137	588	614	0.09
Diligent Corporation (4) (5) (7)	S +	5.00%		11.28%	8/4/2025	11,274	11,006	11,245	1.60
Diligent Corporation (4) (5) (7)	S +	5.00%		11.28%	8/4/2025	5,368	5,243	5,355	0.76
Drake Software, LLC (4) (5) (6)	S +	6.00%		11.85%	3/16/2026	1,788	358	358	0.05
Drake Software, LLC (4) (5) (7)	S +	6.00%		11.85%	3/16/2028	16,391	16,391	16,391	2.33
Eagan Sub, Inc. (4) (5) (6)	S +	7.00%		12.35%	6/1/2029	2,267	(31)	—	—
Eagan Sub, Inc. (4) (5) (7)	S +	7.00%		12.35%	6/3/2030	11,305	11,144	11,305	1.60
Greenway Health, LLC (4) (5)	S +	6.00%		11.93%	4/2/2029	12,240	11,996	11,995	1.70
GS AcquisitionCo, Inc. (4) (5) (7)	S +	5.00%		11.00%	5/22/2026	16,992	16,632	16,907	2.40
GS AcquisitionCo, Inc. (4) (5) (6)	S +	5.00%		11.00%	5/22/2026	315	(7)	(2)	—
Kaseya, Inc. (4) (5) (7)	S +	6.00%	(2.50% PIK)	11.33%	6/25/2029	31,920	31,200	31,920	4.53
Kaseya, Inc. (4) (5) (6)	S +	6.00%	(2.50% PIK)	11.33%	6/25/2029	1,922	75	118	0.02
Kaseya, Inc. (4) (5) (6)	S +	5.50%	(2.50% PIK)	10.84%	6/25/2029	1,926	442	485	0.07
Ministry Brands Purchaser, LLC (4) (5)	S +	5.00%		10.96%	12/29/2028	919	895	891	0.13
Ministry Brands Purchaser, LLC (4) (5)	S +	5.00%		10.96%	12/29/2028	93	90	90	0.01
Ministry Brands Purchaser, LLC (4) (5) (6)	S +	5.00%		10.96%	12/30/2027	90	38	38	0.01
MRI Software LLC (4) (5) (7)	S +	5.00%		10.95%	2/10/2026	10,767	10,566	10,579	1.50
MRI Software LLC (4) (5) (7)	S +	5.00%		10.95%	2/10/2027	14,923	14,762	14,661	2.08
MRI Software LLC (4) (5) (6)	S +	5.00%		10.95%	2/10/2027	1,864	(18)	(33)	—
MRI Software LLC (4) (5) (6)	S +	5.00%		10.95%	2/10/2027	18,636	(92)	(186)	(0.03)
Revalize, Inc. (4) (5) (7)	S +	5.00%		11.25%	4/15/2027	394	381	383	0.05
Revalize, Inc. (4) (5) (6)	S +	5.00%		11.20%	4/15/2027	262	59	58	0.01
Revalize, Inc. (4) (5) (7)	S +	5.00%		11.21%	4/15/2027	1,758	1,714	1,710	0.24

							165,686	167,343	23.76

Insurance
Alera Group Holdings, Inc. (4) (5) (7)	S +	6.00%		11.46%	10/2/2028	5,831	5,726	5,831	0.83
Alera Group Holdings, Inc. (4) (5) (7)	S +	6.00%		11.46%	10/2/2028	22,840	22,447	22,840	3.24
Alera Group Holdings, Inc. (4) (5) (7)	S +	6.00%		11.46%	10/2/2028	1,282	1,240	1,282	0.18


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread			Interest Rate (2)	Maturity Date		Par Amount /Units	Cost (3)	Fair Value	% of Net Assets
Alera Group Holdings, Inc. (4) (5) (6)	S +	6.00%		11.46%	10/2/2028		19,152	(90)	(96)	(0.01)
Galway Borrower, LLC (4) (5) (6) (7)	S +	5.00%		5.25%	9/30/2027		1,910	(32)	(10)	—
Galway Borrower, LLC (4) (5) (7) (8)	S +	5.00%		10.70%	9/29/2028		26,603	26,130	26,470	3.76
Higginbotham Insurance Agency, Inc. (4) (5) (7)	S +	5.00%		10.96%	11/24/2028		7,273	7,083	7,255	1.03
Higginbotham Insurance Agency, Inc. (4) (5) (6)	S +	5.00%		10.96%	11/24/2028		16,373	10,818	10,854	1.54
Integrity Marketing Acquisition, LLC (4) (5) (6)	S +	6.00%		11.51%	8/27/2026		20	—	—	—
Integrity Marketing Acquisition, LLC (4) (5) (6)	S +	6.00%		11.39%	8/27/2026		246	15	15	—
Integrity Marketing Acquisition, LLC (4) (5)	S +	6.00%		11.51%	8/27/2026		4,722	4,676	4,675	0.66
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	6.00%		11.47%	11/1/2028		1,266	1,243	1,254	0.18
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	6.00%		11.47%	11/1/2028		3,169	3,110	3,137	0.44
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	6.00%		11.47%	11/1/2028		11,267	11,061	11,154	1.58
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (7)	S +	6.00%		11.47%	11/1/2028		3,147	3,089	3,115	0.44
Peter C. Foy & Associates Insurance Services, LLC (4) (5) (6)	S +	6.00%		11.47%	11/1/2027		532	(9)	(5)	—
RSC Acquisition, Inc. (4) (5) (6)	S +	6.00%		11.35%	11/1/2029		5,250	265	334	0.05
RSC Acquisition, Inc. (4) (5)	S +	6.00%		11.39%	11/1/2029		750	740	750	0.11

								97,512	98,855	14.03

Media: Diversified & Production
Circana Group, L.P. (4) (5)	S +	9.00%	(2.75% PIK)	11.61%	12/1/2028		9,474	9,314	9,474	1.35
Circana Group, L.P. (4) (5) (7)	S +	5.00%		11.21%	12/1/2028		13,837	13,506	13,699	1.94
Circana Group, L.P. (4) (5) (6)	S +	5.00%		11.11%	12/1/2027		1,507	244	256	0.04
Iconic Purchaser Corporation (4) (5) (7) (8)	S +	6.00%		11.46%	11/15/2028		10,376	9,896	9,754	1.38
Iconic Purchaser Corporation (4) (5) (6)	S +	5.00%		10.96%	11/15/2027		877	311	297	0.04
								33,271	33,480	4.75
Printing and Publishing
Recorded Books Inc. (4) (5) (6)	S +	6.00%		11.64%	8/31/2028		1,340	(22)	(7)	—
Recorded Books Inc. (4) (5)	S +	6.00%		11.64%	9/3/2030		16,560	16,279	16,477	2.34
								16,257	16,470	2.34

Retail Stores
D&D Buyer LLC (4) (5)	S +	7.00%		12.45%	10/4/2028		18,421	18,155	18,145	2.57
D&D Buyer LLC (4) (5) (6)	S +	7.00%		12.45%	10/4/2028		4,605	(55)	(69)	(0.01)
D&D Buyer LLC (4) (5) (6)	S +	7.00%		12.45%	10/4/2028		1,974	630	628	0.09
Follett Corporation (4) (5)	S +	7.00%		13.21%	2/1/2027		9,950	9,904	9,900	1.40
New Look Vision Group, Inc. (4) (5) (9)	S +	6.00%	(2.00% PIK)	11.94%	5/26/2028		39	37	38	0.01
New Look Vision Group, Inc. (4) (5) (7) (9)	S +	5.50%		11.00%	5/26/2028		355	334	337	0.05
New Look Vision Group, Inc. (4) (5) (7) (9)	C +	5.50%		10.93%	5/26/2028	CAD	1,065	759	768	0.11
New Look Vision Group, Inc. (4) (5) (7) (8) (9)	C +	4.00%	(2.00% PIK)	9.43%	5/26/2028	CAD	8,122	5,786	5,959	0.85
New Look Vision Group, Inc. (4) (5) (6) (9)	C +	5.50%		10.43%	5/26/2026	CAD	1,125	(14)	(40)	(0.01)
New Look Vision Group, Inc. (4) (5) (9)	C +	5.50%		10.93%	5/26/2028	CAD	555	395	400	0.06
TC Signature Holdings LLC (4) (5)	S +	8.00%	(1.00% PIK)	12.89%	5/4/2028		13,437	13,309	13,303	1.89
TC Signature Holdings LLC (4) (5) (6)	S +	8.00%	(1.00% PIK)	12.89%	3/31/2025		1,552	(13)	(16)	—


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread		Interest Rate (2)	Maturity Date		Par Amount /Units	Cost (3)		Fair Value		% of Net Assets
							49,227		49,353		7.01
Services: Business
GC Waves Holdings, Inc. (4) (5) (7)	S +	6.00%	11.46%	8/11/2028		8,136	7,909		8,095		1.15
GC Waves Holdings, Inc. (4) (5) (6)	S +	6.00%	11.46%	8/11/2028		1,500	109		129		0.02
GC Waves Holdings, Inc. (4) (5)	S +	6.00%	11.46%	8/11/2028		75	74		75		0.01
GI Apple Midco LLC (4) (5) (6)	S +	6.00%	12.11%	4/19/2029		1,322	712		737		0.10
GI Apple Midco LLC (4) (5) (7)	S +	6.00%	12.11%	4/19/2030		8,645	8,482		8,645		1.23
GI Apple Midco LLC (4) (5) (6)	S +	6.00%	12.11%	4/19/2030		1,889	175		208		0.03
IG Investment Holdings, LLC (4) (5) (6)	S +	6.00%	11.48%	9/22/2027		3,113	(41)		(8)		—
IG Investment Holdings, LLC (4) (5) (7)	S +	6.00%	11.48%	9/22/2028		31,149	30,690		31,071		4.41
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	5.00%	11.47%	11/1/2028		8,476	8,239		8,433		1.20
PT Intermediate Holdings III, LLC (4) (5) (6)	S +	6.00%	11.85%	11/1/2028		345	(5)		—		—
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	6.00%	11.85%	11/1/2028		839	827		839		0.12
PT Intermediate Holdings III, LLC (4) (5) (7)	S +	5.00%	11.47%	11/1/2028		2,577	2,505		2,564		0.36
Speed Midco 3 S.a r.l. (4) (5) (7) (9)	E +	6.00%	10.33%	5/16/2029	EUR	5,500	5,972		6,197		0.88
Transaction Services Group Ltd (4) (5) (7)	S +	5.00%	10.90%	10/14/2026		8,300	8,156		8,217		1.17
							73,804		75,202		10.68
Services: Consumer
Bradyifs Holdings, LLC (4) (5) (6)	S +	6.00%	11.37%	10/31/2029		3,219	789		789		0.11
Bradyifs Holdings, LLC (4) (5)	S +	6.00%	11.38%	10/31/2029		29,230	28,941		29,230		4.15
Bradyifs Holdings, LLC (4) (5) (6)	S +	6.00%	11.38%	10/31/2029		2,476	(24)		—		—
Crash Champions, LLC (4) (5) (7)	S +	7.00%	12.36%	8/1/2029		298	293		301		0.04
Crash Champions, LLC (4) (5) (7)	S +	7.00%	12.36%	8/1/2029		7,816	7,672		7,894		1.12
Crash Champions, LLC (4) (5) (6)	P +	5.00%	13.75%	8/1/2028		2,707	1,076		1,173		0.17
Crash Champions, LLC (4) (5) (7)	S +	7.00%	12.36%	8/1/2029		18,313	17,971		18,496		2.63
Denali Midco 2 LLC (4) (5)	S +	6.00%	11.96%	12/22/2027		495	491		499		0.07
Denali Midco 2 LLC (4) (5)	S +	6.00%	11.96%	12/22/2027		1,687	1,675		1,700		0.24
Denali Midco 2 LLC (4) (5)	S +	6.00%	11.96%	12/22/2027		1,995	1,981		2,010		0.29
Denali Midco 2 LLC (4) (5)	S +	6.00%	11.96%	12/22/2027		7,406	7,353		7,462		1.06
Denali Midco 2 LLC (4) (5) (6)	S +	6.00%	11.96%	12/22/2027		2,300	(16)		17		—
Denali Midco 2 LLC (4) (5) (6)	S +	5.00%	11.21%	12/22/2027		10,000	34		(67)		(0.01)
Denali Midco 2 LLC (4) (5)	S +	6.00%	11.96%	12/22/2027		990	983		997		0.14
Kleinfelder Group, Inc.(The) (4) (5) (7)	S +	6.00%	11.63%	11/28/2025		14,819	14,688		14,819		2.10
Kleinfelder Group, Inc.(The) (4) (5) (6)	S +	6.00%	11.63%	8/4/2028		1,938	(18)		—		—
Kleinfelder Group, Inc.(The) (4) (5) (6)	S +	6.00%	11.63%	9/1/2030		2,907	—		—		—
Nuevoco2, LLC (4) (5) (7)	S +	5.00%	11.21%	6/1/2029		14,979	14,826		14,979		2.13
Nuevoco2, LLC (4) (5) (6)	S +	5.00%	11.21%	6/1/2029		7,527	7,451		7,527		1.07

							106,166		107,826		15.31
Printing and Publishing
Recorded Books Inc. (4) (5) (6)	S +	6.00%	11.64%	8/31/2028		1,340	(22)		(7)		—
Recorded Books Inc. (4) (5)	S +	6.00%	11.64%	9/3/2030		16,560	16,279		16,477		2.34
							16,257		16,470		2.34

Technology & Electronics
Chase Intermediate, LLC (4) (5) (6)	S +	5.00%	11.00%	10/30/2028		17,810	—		(178)		(0.03)
Chase Intermediate, LLC (4) (5) (6)	S +	5.00%	11.00%	10/30/2028		890	(8)		(9)		—
							(8)		(187)		(0.03)





Total First Lien Debt							$	1,029,099	$	1,043,304	148.11	%


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread		Interest Rate (2)	Maturity Date	Par Amount /Units	Cost (3)	Fair Value	% of Net Assets
Second Lien Debt
Aerospace and Defense
Peraton Corp. (4) (5) (7)	S +	8.00%	13.47%	2/1/2029	2,300	2,257	2,282	0.32
Peraton Corp. (4) (7)	S +	7.00%	13.22%	2/1/2029	13,807	13,569	13,771	1.96
						15,826	16,053	2.28
Automobile
Fastlane Parent Company, Inc. (4) (7)	S +	8.00%	14.22%	12/21/2026	550	533	547	0.08
Wand NewCo 3, Inc. (4) (7)	S +	7.00%	12.71%	2/5/2027	1,625	1,605	1,628	0.23
						2,138	2,175	0.31
Banking
Orion Advisor Solutions, Inc. (4) (5) (7)	S +	8.00%	13.98%	9/24/2028	2,661	2,488	2,582	0.37
						2,488	2,582	0.37
Capital Equipment
Infinite Bidco LLC (4) (7)	S +	7.00%	12.64%	3/2/2029	820	707	701	0.10


						707	701	0.10
Containers, Packaging and Glass
Technimark Holdings LLC (4) (5) (7)	S +	6.00%	12.11%	7/9/2029	1,360	1,296	1,333	0.19
Technimark Holdings LLC (4) (5) (7)	S +	6.00%	12.22%	7/9/2029	240	229	235	0.03
						1,525	1,568	0.22
Healthcare, Education and Childcare
Bella Holding Company, LLC (4) (5) (7)	S +	7.00%	12.46%	5/10/2029	3,480	3,245	3,410	0.48
Electron BidCo Inc. (4) (5) (7)	S +	6.00%	12.22%	11/1/2029	5,062	4,942	4,986	0.71
Phoenix Guarantor Inc. (4) (5) (7)	S +	8.00%	13.97%	3/5/2027	2,080	1,976	2,080	0.30
Resonetics, LLC (4) (5) (7)	S +	7.00%	12.62%	4/28/2029	60	57	59	0.01
Resonetics, LLC (4) (5) (7)	S +	7.00%	12.62%	4/28/2029	220	211	218	0.03
Resonetics, LLC (4) (5) (7)	S +	7.00%	12.62%	4/28/2029	600	574	594	0.08
Southern Veterinary Partners, LLC (4)	S +	7.00%	13.21%	10/5/2028	6,700	6,474	6,699	0.95


						17,479	18,046	2.56
High Tech
Aptean, Inc. (4) (5) (7)	S +	7.00%	12.46%	4/23/2027	4,053	3,836	4,053	0.58
Escape Velocity Holdings, Inc. (4) (5) (7) (9)	S +	7.00%	13.09%	10/8/2029	1,300	1,232	1,271	0.18
Flexera Software LLC (4) (5) (7)	S +	7.00%	12.47%	3/3/2029	860	840	851	0.12
Gainwell Acquisition Corp. (4) (5) (7) (9)	S +	8.00%	13.43%	10/2/2028	1,260	1,225	1,222	0.17
Imprivata, Inc. (4) (5)	S +	6.00%	11.60%	12/1/2028	1,366	1,307	1,359	0.19
Maverick Bidco Inc. (4) (5) (7)	S +	6.00%	12.28%	5/18/2029	460	436	445	0.06
OceanKey (U.S.) II Corp. (4) (5) (7)	S +	6.00%	12.21%	12/17/2029	2,240	2,091	2,162	0.31
Polaris Newco LLC (4) (5) (7)	S +	9.00%	14.49%	6/4/2029	23,935	22,903	23,576	3.35


						33,870	34,939	4.96
Mining, Steel, Iron and Non-Precious Metals
Grinding Media Inc. (4) (5) (7)	L +	7.00%	13.18%	10/12/2029	2,420	2,237	2,323	0.33
						2,237	2,323	0.33

Services: Business
Transact Holdings, Inc. (4) (5) (7)	S +	8.00%	13.97%	4/30/2027	2,294	2,284	2,294	0.32
Vision Solutions, Inc. (4)	S +	7.00%	12.89%	4/23/2029	10,000	9,089	9,211	1.31
						11,373	11,505	1.63

Services: Consumer
All My Sons Moving and Storage of Kansas LLC (4) (5) (7)	S +	7.00%	13.36%	10/25/2029	1,740	1,683	1,701	0.24
ASP Dream Acquisition Co LLC (4) (5) (7)	S +	7.00%	13.21%	12/14/2029	13,549	13,301	13,515	1.92
						14,984	15,216	2.16


Investments-non-controlled/ non-affiliated (1)	Reference Rate and Spread	Interest Rate (2)	Maturity Date	Par Amount /Units	Cost (3)		Fair Value		% of Net Assets

Total Second Lien Debt					$	102,627	$	105,108	14.92	%

Total Investments—non-controlled/non-affiliated					$	1,131,726	$	1,148,412	163.03	%

Total Portfolio Investments					$	1,131,726	$	1,148,412	163.03	%

(2)Variable rate loans to the portfolio companies bear interest at a rate that is determined by reference to either LIBOR (“L”) or SOFR including SOFR adjustment, if any, (“S”), which generally resets periodically. L and S loans are typically indexed to 12 month, 6 month, 3 month or 1 month L or S rates.

(3)The cost represents the original cost adjusted for the amortization of discounts and premiums, as applicable, on debt investments using the effective interest method in accordance with U.S. GAAP.

(4)Loan includes interest rate floor feature.

(5)Investment valued using unobservable inputs (Level 3). See Note 5.

Investments—
non-controlled/non-affiliated

Commitment Type

Commitment Expiration Date

Unfunded

Total Commitment Fair Value

Alera Group, Inc.

2023 Delayed Draw Term Loan

10/02/2028

19,152

(96)

Antylia Scientific

Revolver

10/30/2026

244

(7)

Associations, Inc.

2021 Revolver

07/02/2027

244

—

BCPE HIPH Parent, Inc.

2023 Delayed Draw Term Loan

10/07/2030

643

(3)

Beacon Pointe Advisors, LLC

2021 Revolver

12/29/2027

1,075

—

Beacon Pointe Advisors, LLC

Delayed Draw Term Loan

12/29/2028

997

—

Bottomline Technologies Inc.

Revolver

05/15/2028

503

(10)

Bradyifs Holdings, LLC

2023 Delayed Draw Term Loan

10/31/2029

2,430

—

Bradyifs Holdings, LLC

2023 Revolver

10/31/2029

2,476

—

Chase Intermediate, LLC

2023 Delayed Draw Term Loan

10/30/2028

17,809

(178)

Chase Intermediate, LLC

2023 Revolver

10/30/2028

890

(9)

Circana Group, L.P.

Revolver

12/01/2027

1,236

(12)

CNSI Holdings, LLC

Revolver

12/17/2027

1,899

—

Community Brands Parentco, LLC

Delayed Draw Term Loan

02/24/2028

125

(2)

Community Brands Parentco, LLC

Revolver

02/24/2028

(1)

CPI Holdco, LLC

2021 Revolver

10/30/2026

2,104

(58)

Crash Champions, LLC

2022 Revolver

08/01/2028

1,534

—

CSAT Solutions Holding LLC

Revolver

06/30/2028

1,159

(12)

D&D Buyer LLC

Revolver

10/04/2028

1,316

(20)

D&D Buyer LLC

Delayed Draw Term Loan

10/04/2028

4,605

(69)

Denali Midco 2 LLC

2022 Incremental Delayed Draw Term Loan

12/22/2027

2,300

Denali Midco 2 LLC

2023 Incremental Delayed Draw Term Loan 5

12/22/2027

9,867

(197)

Diligent Corporation

2016 Revolver

08/04/2025

523

—

Drake Software, LLC

Revolver

03/16/2026

1,431

—

Eagan Sub, Inc.

2023 Revolver

06/01/2029

2,267

—

Evergreen IX Borrower 2023 LLC

Revolver

10/01/2029

876

—


Investments— non-controlled/non-affiliated	Commitment Type	Commitment Expiration Date	Unfunded		Total Commitment Fair Value
Galway Borrower, LLC	Revolver	09/30/2027	1,910		(10)
GC Waves Holdings, Inc.	2023 Delayed Draw Term Loan	08/11/2028	1,363		(7)
GI Apple Midco LLC	Revolver	04/19/2029	586		—
GI Apple Midco LLC	Delayed Draw Term Loan	04/19/2030	1,681		—
Global Music Rights	Revolver	08/27/2027	669		—
Groundworks, LLC	2023 Delayed Draw Term Loan	03/14/2030	269		—
Groundworks, LLC	2023 Revolver	03/14/2029	305		—
GS AcquisitionCo, Inc.	Revolver	05/22/2026	315		(2)
Higginbotham Insurance Agency, Inc.	2023 3rd Amendment Delayed Draw Term Loan	11/24/2028	5,478		(14)
Iconic Purchaser Corporation	Revolver	11/15/2027	527		(32)
IG Investment Holdings, LLC	2021 Revolver	09/22/2027	3,113		(8)
Integrity Marketing Acquisition, LLC	2023 Amendment No.14 Delayed Draw Term Loan	08/27/2026	229		(2)
Integrity Marketing Acquisition, LLC	2023 Amendment No.14 Revolver	08/27/2026	20		—
Kaseya, Inc.	2022 Delayed Draw Term Loan	06/25/2029	1,804		—
Kaseya, Inc.	2022 Revolver	06/25/2029	1,441		—
Kleinfelder Group, Inc.(The)	Revolver	08/04/2028	1,938		—
Kleinfelder Group, Inc.(The)	2023 Delayed Draw Term Loan	09/01/2030	2,907		—
Mammoth Holdings, LLC	2023 Revolver	11/15/2029	3,636		—
Mammoth Holdings, LLC	2023 Delayed Draw Term Loan	11/15/2030	7,273		—
Mantech International CP	Delayed Draw Term Loan	09/14/2029	3,081		—
Mantech International CP	Revolver A	09/14/2028	2,411		—
Meridian Adhesives Group, Inc.	2022 1st Lien Delayed Draw Term Loan	09/03/2029	763		8
Ministry Brands Purchaser, LLC	Revolver	12/30/2027	49		(1)
MRI Software LLC	2023 Incremental Revolver	02/10/2027	1,864		(33)
MRI Software LLC	2023 Delayed Draw Term Loan 5	02/10/2027	18,636		(186)
New Look Vision Group, Inc.	CAD Revolver	05/26/2026	819		(229)
Next Holdco, LLC	Revolver	11/09/2029	1,153		—
Next Holdco, LLC	Delayed Draw Term Loan	11/12/2030	3,071		—
Nuevoco2, LLC	Delayed Draw Term Loan	06/01/2029	—		—
Ohio Transmission Corporation	2023 Revolver	12/19/2028	1,356		(14)
Ohio Transmission Corporation	2023 Delayed Draw Term Loan	12/19/2030	2,035		(20)
Peter C. Foy & Associates Insurance Services, LLC	2021 1st Lien Revolver	11/01/2027	532		(5)
PetVet Care Centers, LLC	2023 Revolver	11/15/2029	3,258		(16)
PetVet Care Centers, LLC	2023 Delayed Draw Term Loan	11/15/2030	3,258		(16)
PPV Intermediate Holdings LLC	Revolver	08/31/2029	2,124		(11)
PPV Intermediate Holdings LLC	2023 Delayed Draw Term Loan	08/31/2029	3,229		—
PT Intermediate Holdings III, LLC	2023 Incremental Delayed Draw Term Loan	11/01/2028	345		—
Recorded Books Inc.	2023 Revolver	08/31/2028	1,340		(7)
Revalize, Inc.	Revolver	04/15/2027	197		(5)
RSC Acquisition, Inc.	2023 Delayed Draw Term Loan	11/01/2029	4,916		—
Sequa Corporation	2022 Revolver	11/23/2027	2,558		—
Spectrum Automotive Holdings, Corp.	2021 Delayed Draw Term Loan 1A	06/29/2028	892		(11)
Spectrum Automotive Holdings, Corp.	2021 Revolver	06/29/2027	727		(9)
TC Signature Holdings LLC	Delayed Draw Term Loan	03/31/2025	1,552		(16)
Wesco Group LLC	2022 USD Revolver	10/07/2027	1,069		(11)
Wesco Group LLC	CAD Incremental Revolver	10/16/2028	267		(67)
Total			$	174,734	$	(1,381)

(7)Assets or a portion thereof are pledged as collateral for the TRP OHA SPV Funding I, LLC. See Note 6 "Debt".

(8)Position or portion thereof unsettled as of December 31, 2023.

(9) The investment is not a qualifying asset under Section 55(a) of the Investment Company Act of 1940. The Company may not acquire any non-qualifying asset unless, at the time of acquisition, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2023, non-qualifying assets totaled 3.0% of the Company’s total asset

(10) As of December 31, 2023, the estimated net unrealized gain for federal tax purposes was $9.8 million based on a tax basis of $1,137.5 million. As of December 31, 2023, the estimated aggregate gross unrealized loss for federal income tax purposes was $7.6 million and the estimated aggregate gross unrealized gain for federal income tax purposes was $17.5 million.

ADDITIONAL INFORMATION

Foreign currency forward contracts

Counterparty

Currency
Purchased

Currency Sold

Settlement

Unrealized Appreciation
(Depreciation)

State Street Bank & Trust Company

U.S. Dollar 24,356

Canadian Dollar 33,000

3/21/2024

(662)

State Street Bank & Trust Company

U.S. Dollar 7,948

Canadian Dollar 10,800

3/21/2024

(240)

State Street Bank & Trust Company

U.S. Dollar 6,289

Euro 5,800

3/21/2024

(146)

(1,048)

T. Rowe Price OHA Select Private Credit Fund

Notes to Consolidated Financial Statements

(in thousands, except per share amounts)

(Unaudited)

Note 1. Organization

T. Rowe Price OHA Select Private Credit Fund (the “Company” or “OCREDIT”), was initially formed on December 16, 2021 as a Delaware limited liability company and subsequently converted into a Delaware statutory trust on March 2, 2022. OHA Private Credit Advisors, LLC (the “Adviser”) is the investment adviser of the Company. The Adviser is registered as an investment adviser with the U.S. Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940. The Company is a closed-end investment company that has filed an election to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”).

The Company's investment objective is to generate attractive risk-adjusted returns, predominately in the form of current income, with select investments capturing long-term capital appreciation, while maintaining a strong focus on downside protection. The Company invests primarily in directly originated and customized private financing solutions, including loans and other debt securities with a strong focus on senior secured lending to larger companies. The Company primarily targets investments in first lien loans, unitranche loans, second lien loans and other corporate secured debt. The Company may also invest in equity interests such as common stock, preferred stock, warrants or options, which generally would be obtained as part of providing a broader financing solution. Under normal circumstances, the Company will invest directly or indirectly at least 80% of its total assets (net assets plus borrowings for investment purposes) in private credit.

The Company will offer on a continuous basis up to $2.5 billion of common shares of beneficial interest pursuant to an offering registered with the Securities and Exchange Commission (the “Offering”). The Company will offer to sell any combination of three classes of common shares, Class S shares, Class D shares, and Class I shares, with a dollar value up to the maximum offering amount. The share classes will have different ongoing shareholder servicing and/or distribution fees. The initial purchase price for the common shares of beneficial interest was $25.00 per share. Thereafter, the purchase price per share for each class of common shares equals the net asset value (“NAV”) per share, as of the effective date of the monthly share purchase date. T. Rowe Price Investment Services, Inc., the managing dealer (the “Managing Dealer”) will use its best efforts to sell shares but is not obligated to purchase or sell any specific amount of shares in the Offering. The Company may also engage in private offerings of its common shares. As of March 31, 2024 and December 31, 2023, the Company had 29,645,450 and 25,158,870, respectively, of Class I shares issued and outstanding, and received net proceeds, inclusive of distributions reinvested through the Company's distribution reinvestment plan, of $805.0 million and $678.9 million, respectively, as payment for such shares. There were no Class S shares or Class D shares issued and outstanding as of such dates.

Note 2. Significant Accounting Policies

Basis of Presentation

The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The Company is an investment company and accordingly will follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. These consolidated financial statements reflect adjustments that in the opinion of management are necessary for the fair statement of the financial position and results of operations for the periods presented herein. The Company commenced operations on November 14, 2022 and its fiscal year ends on December 31.

Basis of Consolidation

The Company is an investment company and, therefore, applies the specialized accounting and reporting guidance in ASC 946, Financial Services – Investment Companies. As provided under ASC 946, the Company will not consolidate its investment in a company other than an investment company subsidiary or a controlled operating company whose business consists of providing services to the Company.

The Company consolidated the results of its wholly-owned subsidiary, TRP OHA SPV Funding I, LLC. All intercompany transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents, and restricted cash represent cash held in banks, cash on hand, and liquid investments with original maturities of three months or less. The Company may have bank balances in excess of federally insured amounts; however, the Company deposits its cash, cash equivalents and restricted cash with high credit-quality institutions to minimize credit risk exposure. As of March 31, 2024 and December 31, 2023, the Company had $31.3 million and $4.8 million of restricted cash, respectively. Restricted cash is collected and held by the trustee who has been appointed as custodian of the assets securing certain of the Company's financing transactions. As of March 31, 2024 and December 31, 2023, approximately $1.4 million and $1.2 million of the cash, cash equivalents, and restricted cash balances were denominated in a foreign currency, respectively.

Investment Related Transactions, Revenue Recognition and Expenses

Investment transactions and the related revenue and expenses are recorded on a trade-date basis. Realized gains or losses are recorded upon the sale or liquidation of investments and are calculated as the difference between the net proceeds from the sale or liquidation, if any, and the cost basis of the investment using the specific identification method. Unrealized appreciation or depreciation reflects the difference between the fair value of the investments and the cost basis of the investments. Interest income is recorded on an accrual basis and includes the accretion of discounts and amortizations of premiums. Discounts from and premiums to par value on debt investments purchased are accreted/amortized into interest income over the life of the respective security using the effective interest method. Upon prepayment of a loan or debt security, any prepayment premiums, unamortized fees and unamortized discounts are recorded as interest income.

In the general course of its business, the Company receives certain fees from portfolio companies, which are non-recurring in nature. Such fees include loan prepayment penalties, structuring fees and loan waiver amendment fees, and commitment fees, and are recorded as other income in investment income when earned.

Certain investments may have contractual payment-in-kind (“PIK”) interest. PIK represents accrued interest that is added to the principal amount of the investment on the interest payment date rather than being paid in cash and generally becomes due at maturity or upon the investment being called by the issuer. PIK is recorded as interest income.

Expenses are recorded on an accrual basis.

Non-Accrual Loans

Loans or debt securities are placed on non-accrual status when there is reasonable doubt that principal or interest will be collected. Accrued interest generally is reversed when a loan or debt security is placed on non-accrual status. Interest payments received on non-accrual loans or debt securities may be recognized as income or applied to principal depending upon management’s judgment. Non-accrual loans and debt securities are restored to accrual status when past due principal and interest are paid and, in management’s judgment, principal and interest payments are likely to remain current. The Company may make exceptions to this treatment if a loan has sufficient collateral value and is in the process of collection. As of March 31, 2024 and December 31, 2023, there were no loans placed on non-accrual status.

Valuation of Portfolio Investments

Pursuant to Rule 2a-5 under the 1940 Act, the Company's board of trustees (the “Board”) designated the Adviser as the Company’s “valuation designee” to determine the valuation of the Company’s investments. The Adviser values the investments owned by the Company in accordance with the Adviser’s valuation policies and procedures, subject at all times to the oversight of the Board. The Adviser values the Company’s investments in accordance with ASC 820, Fair Value Measurement (“ASC 820”), which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. ASC 820 prioritizes the use of observable market prices derived from such prices over entity-specific inputs. Due to the inherent

uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material.

Investments that are listed or traded on an exchange and are freely transferable are valued at either the closing price (in the case of securities and futures) or the mean of the closing bid and offer (in the case of options) on the principal exchange on which the investment is listed or traded. Investments for which other market quotations are readily available will typically be valued at such market quotations. Market quotations are obtained from an independent pricing service, where available. If a price cannot be obtained from an independent pricing service or if the independent pricing service is not deemed to be current with the market, certain investments held by the Company will be valued on the basis of prices provided by principal market makers or primary market dealers. Generally, investments marked in this manner will be marked at the mean of the bid and ask of the independent broker quotes obtained. To validate market quotations, the Company utilizes a number of factors to determine if the quotations are representative of fair value, including the source and number of quotations. Debt and equity securities that are not publicly traded or whose market prices are not readily available will be valued at a price that reflects such security’s fair value, as determined in good faith pursuant to procedures adopted by, and under the oversight of, the Board, based on, among other things, the input of the Adviser, the Audit Committee and independent valuation firms engaged at the direction of the Board to review the Company’s investments.

With respect to unquoted portfolio investments, the Company will value each investment considering, among other measures, discounted cash flow models, comparisons of financial ratios of peer companies that are public, and other factors. When an external event such as a purchase transaction, public offering or subsequent equity sale occurs, the Company will use the pricing indicated by the external event to corroborate and/or assist in valuation.

With respect to the valuation of investments, the Company undertakes a multi-step valuation process in connection with determining the fair value of its investments for which reliable market quotations are not readily available, which includes, among other procedures, the following:

•The valuation process begins with each investment being preliminarily valued by the Adviser’s valuation team in consultation with the Adviser’s investment professionals responsible for each portfolio investment;

•Generally, investments that constitute a material portion of the Company’s portfolio are periodically reviewed by independent valuation firms. The independent valuation firms provide a final range of values on such investments to the Adviser. The independent valuation firms also provide analyses to support their valuation methodology and calculations;

•The Adviser’s valuation committee with respect to the Company (the “Valuation Committee”) reviews each valuation recommendation to confirm they have been calculated in accordance with the Company’s valuation policy and when applicable, compares such valuations to the independent valuation firms’ valuation ranges to ensure the Adviser’s valuations are reasonable;

•The Adviser’s Valuation Committee then determines fair value marks for each of the Company’s portfolio investments; and

•The Board and Audit Committee periodically review the valuation process and provide oversight in accordance with the requirements of Rule 2a-5 under the 1940 Act.

As part of the valuation process, the Company will take into account relevant factors in determining the fair value of the Company’s investments for which reliable market quotations are not readily available, many of which are loans, including and in combination, as relevant: the estimated enterprise value of a portfolio company, analysis of discounted cash flows, publicly traded comparable companies and comparable transactions; the nature and realizable value of any collateral; the portfolio company’s ability to make payments based on its earnings and cash flow; the markets in which the portfolio company does business; and overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future.

The Company has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of the Company’s portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment, and the Adviser and the Company may reasonably rely on that assistance. However, the Adviser is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy, the Board’s oversight and a consistently applied valuation process.

The Company applies ASC 820, which establishes a framework for measuring fair value in accordance with U.S. GAAP and required disclosures of fair value measurements. The fair value of a financial instrument is the amount that would be received in an orderly transaction between market participants at the measurement date. The Company determines the fair value of investments consistent with its valuation policy. The Company discloses the fair value of its investments in a hierarchy which prioritizes and ranks the level of market observability used in the determination of fair value. In accordance with ASC 820, these levels are summarized below:

•Level 1 — Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date.

•Level 2 — Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

•Level 3 — Valuations based on inputs that are unobservable and significant to the fair value measurement.

A financial instrument’s level within the hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuations of Level 2 investments are generally based on quotations received from pricing services, dealers or brokers where there is sufficient quote depth. Consideration is given to the source and nature of the quotations and the relationship of recent market activity to the quotations provided.

Transfers between levels, if any, are recognized at the beginning of the reporting period in which the transfers occur. The Company evaluates the source of inputs used in the determination of fair value, including any markets in which the investments, or similar investments, are trading. When the fair value of an investment is determined using inputs from a pricing service (or principal market makers), the Company considers various criteria in determining whether the investment should be classified as a Level 2 or Level 3 investment. Criteria considered includes the pricing methodologies of the pricing services (or principal market makers) to determine if the inputs to the valuation are observable or unobservable, as well as the number of prices obtained and an assessment of the quality of the prices obtained. The level of an investment within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment.

The fair value assigned to these investments is based upon available information and may fluctuate from period to period. In addition, it does not necessarily represent the amount that might ultimately be realized upon sale. Due to inherent uncertainty of valuation, the estimated fair value of investments may differ from the value that would have been used had a ready market for the security existed, and the difference could be material.

Receivables/Payables From Investments Sold/Purchased

Receivables/payables from investments sold/purchased consist of amounts receivable to or payable by the Company for transactions that have not settled at the reporting date. As of March 31, 2024 and December 31, 2023, the Company had $2.2 million and $9.0 million of receivables for investments sold, respectively. As of March 31, 2024 and December 31, 2023, the Company had $135.8 million and $0.2 million, respectively, of payables for investments purchased.

Foreign Currency Transactions

Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investments and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates effective on the last business day of the period; and (ii) purchases and sales of investments, borrowings and repayments of such borrowings, income, and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates prevailing on the transaction dates.

The Company includes net changes in fair values on investments held resulting from foreign exchange rate fluctuations in translation of assets and liabilities in foreign currencies on the Statement of Operations, if any. Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices more volatile than those of comparable U.S. companies or U.S. government securities.

Foreign Currency Forward Contracts

The Company may enter into foreign currency forward contracts to reduce the exposure to foreign currency exchange rate fluctuations of the Company and its shareholders. In a foreign currency forward contract, the Company agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. Forward foreign currency contracts are marked-to-market at the applicable forward rate. Unrealized gain (loss) on foreign currency forward contracts is recorded on the statements of assets and liabilities on a gross basis, not taking into account collateral posted which is recorded separately, if applicable. Notional amounts of foreign currency forward contract assets and liabilities are presented separately on the schedules of investments. Purchases and settlements of foreign currency forward contracts having the same settlement date and counterparty are generally settled net and any realized gains or losses are recognized on the settlement date.

Organization and Offering Expenses

The Adviser agreed to incur organizational and offering costs on behalf of the Company and did not seek reimbursement of incurred organizational and offering costs until the Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. Following June 30, 2023, the Adviser has sought reimbursement of allocated organizational and offering costs from the Company.

Organizational costs, primarily for legal expenses associated with the establishment of the Company, are expensed as incurred. The Company did not incur organizational costs during the three months ended March 31, 2024 and March 31, 2023.

Costs associated with the offering of common shares of the Company will be capitalized as deferred offering expenses and included as a deferred offering cost asset on the Consolidated Statement of Assets and Liabilities and amortized over a twelve-month period from incurrence. As of March 31, 2024 and December 31, 2023, the Company had capitalized $1.2 million and $1.7 million of offering costs, respectively. For the three months ended March 31, 2024 and March 31, 2023, the Company had incurred amortization of deferred offering costs of $0.8 million and $0.0 million, respectively.

Income Taxes

The Company was a disregarded entity for U.S. federal income tax purposes until June 29, 2023, when it became a C Corporation. The Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. In addition, for U.S. federal income tax purposes, the Company intends to elect to be treated as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”) beginning with its fiscal year (or period) ending December 31, 2023. So long as the Company maintains its status as a RIC, it generally will not pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes at least annually to its shareholders as distributions. Rather, any tax liability related to income earned and distributed by the Company would represent obligations of the Company’s investors and would not be reflected in the financial statements of the Company. Income or loss earned by the Company prior to the period in which it intends to elect to be treated as a RIC is not attributable to the shareholders of the RIC. As such, income or loss from this period is excluded from the RIC's taxable income calculation.

To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements. In addition, to qualify for RIC tax treatment, the Company must distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income” for that year, which is generally its ordinary income plus the excess, if any, of its realized net short-term capital gains over its realized net long-term capital losses.

In addition, based on the excise tax distribution requirements, the Company is subject to a 4% nondeductible federal excise tax on undistributed income unless the Company distributes in a timely manner in each taxable year an amount at least equal to the sum of (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in prior years. For this purpose, however, any ordinary income or capital gain net income retained by the Company that is subject to corporate income tax is considered to have been distributed. The Company did not incur excise tax for the three months ended March 31, 2024 and March 31, 2023.

The Company evaluates tax positions taken or expected to be taken in the course of preparing its consolidated financial statements to determine whether the tax positions are “more-likely-than-not” to be sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are reserved and recorded as a tax benefit or expense in the current year. All penalties and interest associated with income taxes are included in income tax expense.

Conclusions regarding tax positions are subject to review and may be adjusted at a later date based on factors including, but not limited to, on-going analyses of tax laws, regulations and interpretations thereof. There were no material uncertain tax positions through December 31, 2023. As applicable, the Company’s prior year remains subject to examination by U.S. federal, state and local tax authorities.

Distributions

Distributions to shareholders will be recorded on the record date. The amount to be distributed, if any, will be determined by the Board each month, and is generally based upon the earnings estimated by the Adviser. As of June 30, 2023, the Company has made the election to be regulated as a BDC under the 1940 Act and intends to distribute net capital gains (i.e., net long-term capital gains in excess of net short-term capital losses), if any, monthly out of the assets legally available for such distributions. However, the Company may decide in the future to retain such capital gains for investment, incur a corporate-level tax on such capital gains, and elect to treat such capital gains as deemed distributions to shareholders.

Distribution Reinvestment Plan

The Company has adopted a distribution reinvestment plan that provides for the reinvestment of cash distributions. Shareholders who have not opted out of the Company's distribution reinvestment plan will have their cash distributions automatically reinvested in additional shares, rather than receiving the cash distribution.

New Accounting Pronouncements

The Company considers the applicability and impact of all accounting standard updates (“ASU”) issued by the Financial Accounting Standards Board. The Company has assessed currently issued ASUs and has determined that they are not applicable or expected to have minimal impact on its consolidated financial statements.

Note 3. Fees, Expenses, Agreements and Related Party Transactions

Investment Advisory Agreement

On November 10, 2022, the Company entered into an investment advisory agreement with the Adviser (the “Advisory Agreement”), pursuant to which the Adviser manages the Company on a day-to-day basis. The Adviser is responsible for originating prospective investments, conducting research and due diligence investigations on potential investments, analyzing investment opportunities, negotiating and structuring the Company’s investments and monitoring its investments and portfolio companies on an ongoing basis.

The Advisory Agreement is effective for an initial two-year term and will remain in effect from year-to-year thereafter if approved annually by a majority of the Board or by the holders of a majority of the Company’s outstanding voting securities and, in each case, a majority of the independent trustees. The Company may terminate the Advisory Agreement, without payment of any penalty, upon 60 days’ written notice. The Advisory Agreement will automatically terminate in the event of its assignment within the meaning of the 1940 Act and related SEC guidance and interpretations.

The Company pays the Adviser a fee for its services under the Advisory Agreement consisting of two components: a management fee and an incentive fee. The cost of both the management fee and the incentive fee will ultimately be borne by the shareholders. Substantial additional fees and expenses may also be charged by OHA Private Credit Advisors LLC, in its capacity as the administrator to the Company (the “Administrator”).

Management Fee

The management fee will be payable monthly in arrears at an annual rate of 1.25% of the value of the Company's net assets as of the beginning of the first calendar day of the applicable month. For purposes of the Advisory Agreement, net assets means the Company's total assets less the fair value of its liabilities, determined on a consolidated basis in accordance with U.S. GAAP. For the first calendar month in which the Company has operations, net assets will be measured as the beginning net assets as of the date on which the Company breaks escrow.

The Adviser agreed not to charge the Company a management fee until the Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. The Adviser further agreed to waive its management fee until the date immediately after the first six months following the date on which the Company’s registration statement became effective. For the three

months ended March 31, 2024 and March 31, 2023, the Company incurred management fees of $2.3 million and $0.0 million respectively, all of which have been waived.

Incentive Fee

The incentive fee consists of two components that are independent of each other, with the result that one component may be payable even if the other is not. A portion of the incentive fee is based on a percentage of the Company's income and a portion is based on a percentage of the Company's capital gains, each as described below.

Incentive Fee Based on Income

The first part of the incentive fee will be based on income, whereby the Company pays the Adviser quarterly in arrears 12.5% of its Pre-Incentive Fee Net Investment Income Returns (as defined below) for the relevant calendar quarter subject to a 1.25% per quarter (5.0% annualized) hurdle rate (the “Hurdle Rate”). “Pre-Incentive Fee Net Investment Income Returns” means dividends, cash interest or other distributions or other cash income and any third-party fees received from portfolio companies (such as upfront fees, commitment fees, origination fee, amendment fees, ticking fees and break-up fees, as well as prepayments premiums, but excluding fees for providing managerial assistance and fees earned by the Adviser or an affiliate in its capacity as an administrative agent, syndication agent, collateral agent, loan servicer or other similar capacity) accrued during the month, minus operating expenses for the month (including the management fee, taxes, any expenses payable under the Advisory Agreement and an administration agreement with the Administrator (the “Administration Agreement”), any expense of securitizations, and interest expense or other financing fees and any dividends paid on preferred shares, but excluding the incentive fee and shareholder servicing and/or distribution fees). Pre-Incentive Fee Net Investment Income Returns includes, in the case of investments with a deferred interest feature (such as original issue discount, debt instruments with PIK interest and zero-coupon securities), accrued income that the Company has not yet received in cash. Pre-Incentive Fee Net Investment Income Returns does not include any realized capital gains, realized capital losses or unrealized capital appreciation or depreciation.

The Company pays the Adviser an incentive fee with respect to the Company’s Pre-Incentive Fee Net Investment Income Returns as follows:

•No incentive fee based on Pre-Incentive Fee Net Investment Income Returns in any calendar year in which the Company’s Pre-Incentive Fee Net Investment Income Returns does not exceed the Hurdle Rate;

•100% of Pre-Incentive Fee Net Investment Income Returns with respect to that portion of such Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds the Hurdle Rate but is less than a rate of return of 1.43% (5.72% annualized). This portion of the Pre-Incentive Fee Net Investment Income Returns (which exceeds the Hurdle Rate but is less than 1.43%) is referred to as the “catch-up.” The “catch-up” is meant to provide the Adviser with approximately 12.5% of the Company’s Pre-Incentive Fee Net Investment Income Returns as if a Hurdle Rate did not apply if Pre-Incentive Fee Net Investment Income Returns exceeds 5.72% in any calendar year; and

•12.5% of the Pre-Incentive Fee Net Investment Income Returns, if any, that exceeds 1.43% in any calendar year, which reflects that once the Hurdle Rate is reached and the catch-up is achieved, 12.5% of all Pre-Incentive Fee Net Investment Income Returns is paid to the Adviser.

Incentive Fee Based on Capital Gains

The second component of the incentive fee, the capital gains incentive fee, is payable at the end of each calendar year in arrears. The amount payable equals:

•12.5% of cumulative realized capital gains from inception through the end of such calendar year, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis, less the aggregate amount of any previously paid incentive fee on capital gains as calculated in accordance with U.S. GAAP.

The Adviser agreed not to charge the Company an incentive fee until the Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. The Adviser further agreed to waive its incentive fee until the date immediately after the first six months following the date on which the Company’s registration statement became effective. For the three months ended March 31, 2024 and March 31, 2023, the Company incurred income incentive fees of $3.4 million and $0.0 million, respectively, all of which have been waived. For the three months ended March 31, 2024 and March 31, 2023, the Company incurred no capital gains incentive fees.

Expense Support and Conditional Reimbursement Agreement

On August 17, 2023, the Company entered into an expense support and conditional reimbursement agreement with the Adviser (the “Expense Support Agreement”). Pursuant to the Expense Support Agreement, on a monthly basis, the Adviser is obligated to advance all of the Company’s Other Operating Expenses (as defined hereafter) (each, a “Required Expense Payment”) to the extent that such expenses exceed 1.00% (on an annualized basis) of the Company’s NAV.

“Other Operating Expenses” means the Company’s total organization and offering expenses, professional fees, trustee fees, administration fees, and other general and administrative expenses (including the Company’s allocable portion of compensation (including salaries, bonuses and benefits), Overhead (as defined below) (excluding, for the avoidance of doubt, rent or depreciation, utilities, capital equipment or other administrative items of the Administrator) and other expenses paid for and/or advanced by the Administrator on behalf of the Company in connection with the provision of its administrative obligations under the Administration Agreement, excluding base management and incentive fees owed to the Adviser, shareholder servicing and/or distribution fees, interest expense, financing fees and costs, interest expense and extraordinary expenses).

Any Required Expense Payment must be paid by the Adviser to the Company in any combination of cash or other immediately available funds and/or offset against amounts due from the Company to the Adviser or its affiliates.

The Adviser may elect to pay certain additional expenses on behalf of the Company (each, a “Voluntary Expense Payment” and together with a Required Expense Payment, the “Expense Payments”), provided that no portion of the payment will be used to pay any interest expense or distribution and/or shareholder servicing fees of the Company. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than forty-five days after such commitment was made in writing, and/or offset against amounts due from the Company to the Adviser or its affiliates.

Following any calendar month in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar month (the amount of such excess being hereinafter referred to as “Excess Operating Funds”), the Company shall pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by the Company shall be referred to herein as a “Reimbursement Payment.”

“Available Operating Funds” means the sum of (i) the Company’s net investment company taxable income (including net short-term capital gains reduced by net long-term capital losses), (ii) the Company’s net capital gains (including the excess of net long-term capital gains over net short-term capital losses) and (iii) dividends and other distributions paid to the Company on account of investments in portfolio companies (to the extent such amounts listed in clause (iii) are not included under clauses (i) and (ii) above).

The Company’s obligation to make a Reimbursement Payment shall automatically become a liability of the Company on the last business day of the applicable calendar month, except to the extent the Adviser has waived its right to receive such payment for the applicable month.

For the three months ended March 31, 2024 and March 31, 2023, the Adviser made $0.1 million and $0.0 million Expense Payments on behalf of the Company, respectively. For the three months ended March 31, 2024 and March 31, 2023, the Company made no Reimbursement Payments to the Adviser. As of March 31, 2024 and December 31, 2023, the Company had a receivable of $0.5 million and $0.1 million, respectively, from the Adviser for expense support payments which offsets accrued expenses and other liabilities on the Consolidated Statement of Assets and Liabilities. As of March 31, 2024 and December 31, 2023, total expense payments made by the Adviser on behalf of the Company were $0.4 million and $0.3 million, respectively, and total unreimbursed expense payments were $0.4 million and $0.3 million, respectively.

Administration Agreement

Under the Administration Agreement, the Administrator provides, or oversees the performance of, administrative and compliance services, including, but not limited to, maintaining financial records, overseeing the calculation of NAV, compliance monitoring (including diligence and oversight of the Company's other service providers), preparing reports to shareholders and reports filed with the SEC and other regulators, preparing materials and coordinating meetings of the Company's Board, managing the payment of expenses, the payment and receipt of funds for investments and the

performance of administrative and professional services rendered by others and providing office space, equipment and office services. The Company will reimburse the Administrator for the reasonable fees, costs and expenses paid for and/or advanced by the Administrator on behalf of the Company in connection with the provision of its obligations under the Administration Agreement. Such reimbursement will include the Company’s allocable portion of compensation, Overhead and other expenses paid for and/or advanced by the Administrator on behalf of the Company in connection with the provision of its administrative obligations under the Administration Agreement, including but not limited to: (i) the Company’s chief compliance officer, chief financial officer and their respective staffs; (ii) investor relations, legal, operations and other non-investment professionals at the Administrator that perform duties for the Company; and (iii) any internal audit group personnel of OHA or any of its affiliates, subject to the limitations described in the Advisory Agreement and Administration Agreement. In addition, pursuant to the terms of the Administration Agreement, the Administrator may delegate its obligations under the Administration Agreement to an affiliate or to a third party and the Company will reimburse the Administrator for any services performed for the Company by such affiliate or third party. The Administrator has hired a sub-administrator to assist in the provision of administrative services. The sub-administrator will receive compensation for its sub-administrative services under a sub-administration agreement.

The amount of the reimbursement payable to the Administrator will be the lesser of (1) the Administrator’s actual costs incurred in providing such services and (2) the amount that the Company estimates it would be required to pay alternative service providers for comparable services in the same geographic location. The Administrator will be required to allocate the cost of such services to the Company based on factors such as assets, revenues, time allocations and/or other reasonable metrics. The Company will not reimburse the Administrator for any services for which it receives a separate fee, or for rent, depreciation, utilities, capital equipment or other administrative items allocated to a controlling person of the Administrator.

The Company incurred expenses related to the Administrator of $0.2 million and $0.0 million for the three months ended March 31, 2024 and March 31, 2023, respectively, which is included in other general and administrative expenses on the Consolidated Statement of Operations. For the three months ended March 31, 2024 and March 31, 2023, there were $0.2 million and $0.0 million expenses related to the Administrator that were payable and included in “accrued expenses and other liabilities” in the Consolidated Statement of Assets and Liabilities.

The sub-administrator is compensated for performing its sub-administrative services under the sub-administration agreement. For the three months ended March 31, 2024 and March 31, 2023, the Company incurred expenses related to the sub-administrator of $0.4 million and $0.0 million, respectively, which is included in administrative service expenses on the Consolidated Statement of Operations and the payable included in “accrued expenses and other liabilities” in the Consolidated Statement of Assets and Liabilities.

Managing Dealer Agreement

On August 18, 2023, the Company entered into a managing dealer agreement (the “Managing Dealer Agreement”) with the Managing Dealer. Under the terms of the Managing Dealer Agreement, the Managing Dealer will serve as the managing dealer for the Offering. The Managing Dealer receives distribution and/or shareholder servicing fees monthly in arrears at an annual rate of 0.85% and 0.25% of the value of the Company’s net assets attributable to Class S shares and Class D shares as of the beginning of the first calendar day of the month, respectively. No distribution and/or shareholding servicing fees will be paid with respect to Class I shares. The distribution and/or shareholder servicing fees will be payable to the Managing Dealer, but the Managing Dealer anticipates that all or a portion of the shareholder servicing fees will be retained by, or reallowed (paid) to, participating broker-dealers. The Company or the Adviser may also pay directly, or reimburse the Managing Dealer if the Managing Dealer pays on the Company’s behalf, any organization and offering expenses (other than any upfront selling commissions and shareholder servicing and/or distribution fees), placement fees or brokerage commissions and certain other fees and expenses.

The Company will cease paying the distribution and/or shareholder servicing fees on the Class S shares and Class D shares on the earlier to occur of the following: (i) a listing of Class I shares, (ii) a merger or consolidation with or into another entity, or the sale or other disposition of all or substantially all of the Company’s assets or (iii) the date following the completion of the primary portion of the Offering on which, in the aggregate, underwriting compensation from all sources in connection with the Offering, including the distribution and/or shareholder servicing fees and other underwriting compensation, is equal to 10% of the gross proceeds from the Offering.

In addition, at the end of the month in which the Managing Dealer in conjunction with the transfer agent determines that total transaction or other fees, including upfront placement fees or brokerage commissions, and shareholder servicing and/or distribution fees paid with respect to any single share held in a shareholder’s account would exceed, in the

aggregate, 10% of the gross proceeds from the sale of such share (or a lower limit as determined by the Managing Dealer or the applicable selling agent), the Company will cease paying the shareholder servicing and/or distribution fee on either (i) each such share that would exceed such limit or (ii) all Class S shares and Class D shares in such shareholder’s account. At the end of such month, the applicable Class S shares and Class D shares in such shareholder’s account will convert into a number of Class I shares (including any fractional shares), with an equivalent aggregate NAV as such Class S and Class D shares.

The Managing Dealer is a broker-dealer registered with the SEC and is a member of the Financial Industry Regulatory Authority, or FINRA.

The Managing Dealer Agreement may be terminated at any time, without the payment of any penalty, by vote of a majority of the Company’s trustees who are not “interested persons”, as defined in the 1940 Act, of the Company and who have no direct or indirect financial interest in the operation of the Company’s distribution plan or the Managing Dealer Agreement or by vote of a majority of the outstanding voting securities of the Company, on not more than 60 days’ written notice to the Managing Dealer or the Adviser. The Managing Dealer Agreement will automatically terminate in the event of its assignment, as defined in the 1940 Act.

Either party may terminate the Managing Dealer Agreement upon 60 days’ written notice to the other party or immediately upon notice to the other party in the event such other party failed to comply with a material provision of the Managing Dealer Agreement. The Company’s obligations under the Managing Dealer Agreement to pay the shareholder servicing and/or distribution fees with respect to the Class S and Class D shares distributed shall survive termination of the agreement until such shares are no longer outstanding (including such shares that have been converted into Class I shares, as described above).

Distribution and Servicing Plan

The Board approved a distribution and servicing plan (the “Distribution and Servicing Plan”) for the Company. The following table shows the shareholder servicing and/or distribution fees the Company pays the Managing Dealer with respect to the Class S, Class D and Class I shares, on an annualized basis as a percentage of the Company’s NAV for such class.


			Shareholder Servicing and/or Distribution Fee as a % of NAV
Class S shares			0.85%
Class D shares			0.25%
Class I shares			—%

The shareholder servicing and/or distribution fees are paid monthly in arrears, calculated using the NAV of the applicable class as of the beginning of the first calendar day of the month and subject to FINRA and other limitations on underwriting compensation.

The Managing Dealer will reallow (pay) all or a portion of the shareholder servicing and/or distribution fees to participating brokers and servicing brokers for ongoing shareholder services performed by such brokers, and will waive shareholder servicing and/or distribution fees to the extent a broker is not eligible to receive it for failure to provide such services. Because the shareholder servicing and/or distribution fees with respect to Class S or Class D shares are calculated based on the aggregate net asset value for all of the outstanding shares of each such class, it reduces the net asset value with respect to all shares of each such class, including shares issued under the Company’s distribution reinvestment plan.

Eligibility to receive the shareholder servicing and/or distribution fee is conditioned on a broker providing the following ongoing services with respect to the Class S or Class D shares: assistance with recordkeeping, answering investor inquiries regarding the Company, including regarding distribution payments and reinvestments, helping investors understand their investments upon their request, and assistance with share repurchase requests. If the applicable broker is not eligible to receive the shareholder servicing and/or distribution fee due to failure to provide these services, the Managing Dealer will waive the shareholder servicing fee and/or distribution that broker would have otherwise been eligible to receive. The shareholder servicing and/or distribution fees are ongoing fees that are not paid at the time of purchase.

For the three months ended March 31, 2024 and March 31, 2023, the Company accrued no distribution and shareholder servicing fees for Class S and Class D shares.

Note 4. Investments

The composition of the Company’s investment portfolio at cost and fair value as of March 31, 2024 and December 31, 2023 was as follows:


	March 31, 2024						December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Amortized Cost		Fair Value		% of Total Investments at Fair Value
First Lien Debt	$	1,264,120	$	1,276,420	94.1	%	$	1,029,099	$	1,043,304	90.8	%
Second Lien Debt	77,887		80,331		5.9		102,627		105,108		9.2
Total	$	1,342,007	$	1,356,751	100.0%		$	1,131,726	$	1,148,412	100.0%

The industry composition of investments based on fair value as of March 31, 2024 and December 31, 2023 were as follows:


	March 31, 2024
Healthcare, Education and Childcare	17.9	%
High Tech	15.3
Services: Business	10.8
Insurance	9.1
Automobile	6.6
Services: Consumer	6.2
Capital Equipment	5.1
Finance	4.8
Aerospace and Defense	3.8
Retail Stores	3.5
Consumer Goods: Durable	3.4
Chemicals, Plastics and Rubber	2.6
Media: Diversified & Production	2.5
Buildings and Real Estate	2.4
Cargo Transport	2.0
Printing and Publishing	1.5
Broadcasting and Entertainment	1.3
Containers, Packaging and Glass	0.4
Technology & Electronics	0.3
Banking	0.2
Mining, Steel, Iron and Non-Precious Metals	0.2

Total	100.0	%


	December 31, 2023
High Tech	17.6	%
Healthcare, Education and Childcare	14.4
Services: Consumer	10.7
Automobile	8.6
Services: Business	7.9
Insurance	7.6
Aerospace and Defense	6.1
Retail Stores	4.3
Finance	3.3
Chemicals, Plastics and Rubber	3.0
Consumer Goods: Durable	2.9
Media: Diversified & Production	2.9
Capital Equipment	2.5
Buildings and Real Estate	2.4
Cargo Transport	2.3
Printing and Publishing	1.4
Broadcasting and Entertainment	0.7
Construction & Building	0.5
Containers, Packaging and Glass	0.5
Banking	0.2
Mining, Steel, Iron and Non-Precious Metals	0.2
Technology & Electronics	—
Total	100.0%

The geographic composition of investments at cost and fair value as of March 31, 2024 and December 31, 2023 were as follows:


	March 31, 2024
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States	$	1,328,636	$	1,343,109	99.0	%	160.9	%
Canada	7,398		7,583		0.6		0.9
Switzerland	5,973		6,059		0.4		0.7
Total	$	1,342,007	$	1,356,751	100.0%		162.6%


	December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Fair Value as % of Net Assets
United States	$	1,118,457	$	1,134,753	98.8	%	161.1	%
Canada	7,297		7,462		0.7		1.0
Switzerland	5,972		6,197		0.5		0.9
Total	$	1,131,726	$	1,148,412	100.0%		163.0%

Note 5. Fair Value of Investments

The following tables present the fair value hierarchy of investments as of March 31, 2024 and December 31, 2023, categorized by the ASC 820 valuation hierarchy, as previously described:


	March 31, 2024
	Level 1		Level 2		Level 3		Total
First Lien Debt	$	—	$	—	$	1,276,420	$	1,276,420
Second Lien Debt	—		29,150		51,181		80,331
Total	$	—	$	29,150	$	1,327,601	$	1,356,751


	December 31, 2023
	Level 1		Level 2		Level 3		Total
First Lien Debt	$	—	$	—	$	1,043,304	$	1,043,304
Second Lien Debt	—		32,557		72,551		105,108
Total	$	—	$	32,557	$	1,115,855	$	1,148,412

The following tables present the change in the fair value of financial instruments for the three months ended March 31, 2024 and March 31, 2023 for which Level 3 inputs were used to determine the fair value:


	Three Months Ended March 31, 2024
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	1,043,304	$	72,551	$	1,115,855
Purchases of investments	301,367		—		301,367
Proceeds from principal repayments and sales of investments	(68,311)		(19,626)		(87,937)
Accretion of discount/amortization of premium	1,900		559		2,459
Net realized gain (loss)	129		—		129
Net change in unrealized appreciation (depreciation)	(1,969)		(46)		(2,015)
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		(2,257)		(2,257)
Fair value, end of period	$	1,276,420	$	51,181	$	1,327,601
Net change in unrealized appreciation (depreciation) related to financial instruments still held as March 31, 2024	$	(380)	$	489	$	109

(1)Transfers between levels are recognized at the beginning of the year in which the transfers occur. For the three months ended March 31, 2024, transfers from Level 3 to Level 2 were primarily due to increased price transparency.


	Three Months Ended March 31, 2023
	First Lien Debt		Second Lien Debt		Total Investments
Fair value, beginning of period	$	66,971	$	4,787	$	71,758
Purchases of investments	4,460		—		4,460
Proceeds from principal repayments and sales of investments	(372)		—		(372)
Accretion of discount/amortization of premium	72		5		77
Net realized gain (loss)	11		—		11
Net change in unrealized appreciation (depreciation)	18		(23)		(5)
Transfers into Level 3 (1)	—		—		—
Transfers out of Level 3 (1)	—		—		—
Fair value, end of period	$	71,160	$	4,769	$	75,929
Net change in unrealized appreciation (depreciation) related to financial instruments still held as of March 31, 2023	$	18	$	(23)	$	(5)

(1)For the three months ended March 31, 2023, there were no transfers into or out of Level 3.

Significant Unobservable Inputs

In accordance with ASC 820, the following tables provide quantitative information about the significant unobservable inputs of the Company’s Level 3 investments as of March 31, 2024 and December 31, 2023. The tables are not intended to be all-inclusive but instead capture the significant unobservable inputs relevant to the Company’s determination of fair value.

March 31, 2024

Fair Value

Valuation Techniques

Unobservable Input

Range/Input (Weighted Average) (1)

Assets:

First Lien Debt

1,245,085

Discounted cash flow

Comparative Yield

8.6% - 16.8% (10.4%)

First Lien Debt

31,335

Precedent Transaction

Transaction Price

N/A

Total First Lien Debt

1,276,420

Second Lien Debt

51,181

Discounted cash flow

Comparative Yield

10.4% - 13.3% (12.5%)

Total Second Lien Debt

51,181

Total

1,327,601

December 31, 2023

Fair Value

Valuation Techniques

Unobservable Input

Range/Input (Weighted Average) (1)

Assets:

First Lien Debt

982,114

Discounted cash flow

Comparative Yield

8.4% - 12.8% (10.1%)

First Lien Debt

61,190

Precedent Transaction

Transaction Price

Total First Lien Debt

1,043,304

Second Lien Debt

72,551

Discounted cash flow

Comparative Yield

10.0% - 13.1% (12.1%)

Total Second Lien Debt

72,551

Total

1,115,855

(1) Weighted averages are calculated based on fair value of investments.

The Company used the income approach to determine the fair value of certain Level 3 assets as of March 31, 2024 and December 31, 2023. The significant unobservable inputs used in the income approach is the comparative yield and discount rate. The comparative yield and discount rate is used to discount the estimated future cash flows expected to be received from the underlying investment. An increase/decrease in the comparative yield or discount rate would result in a decrease/increase, respectively, in the fair value.

Financial instruments disclosed but not carried at fair value

The carrying values of the debt obligations (Note 6) generally approximate their respective fair values. The fair value of the debt obligations within the credit facilities and the 2024A Senior Notes would be categorized as Level 2 and Level 3, respectively, under the ASC 820-10 hierarchy. The carrying value of other financial assets and liabilities approximates their fair value based on the short term nature of these items.

Note 6. Debt

In accordance with the 1940 Act, with certain limitations, the Company is allowed to borrow amounts such that its asset coverage, as defined in the 1940 Act, is at least 150% after such borrowing. As of March 31, 2024 and December 31, 2023, the Company's asset coverage was 264.1% and 226.1%, respectively.

The following tables present the Company’s outstanding borrowings as of March 31, 2024 and December 31, 2023:


	March 31, 2024
	Total Principal Amount Committed		Principal Amount Outstanding		Carrying Value		Fair Value
JPM Credit Facility (1)(2)	$	475,000	$	133,646	$	133,646	$	133,646
BNP Credit Facility (1)(2)	400,000		75,000		75,000		75,000
2024A Senior Notes (3)(4)	300,000		300,000		296,451		296,451
Total Debt	$	1,175,000	$	508,646	$	505,097	$	505,097


	December 31, 2023
	Total Principal Amount Committed		Principal Amount Outstanding		Carrying Value		Fair Value (1)
JPM Credit Facility (2)	$	475,000	$	246,100	$	246,100	$	246,100
BNP Credit Facility (2)	400,000		312,530		312,530		312,530
Total Debt	$	875,000	$	558,630	$	558,630	$	558,630

(1)The fair value of these debt obligations would be categorized as Level 2 under ASC 820-10.

(2)Carrying value of these debt obligations generally approximate fair value due to their variable interest rates.

(3)Carrying value represents aggregate principal amount outstanding less unamortized debt issuance costs.

(4)The fair value of these debt obligations would be categorized as Level 3 under ASC 820-10.

For the three months ended March 31, 2024 and March 31, 2023, the Company had total average borrowings of $534.5 million at a weighted average interest rate of 7.9% and of $31.0 million at a weighted average interest rate of 6.8%, respectively.

A summary of contractual maturities of our debt obligations was as follows as of March 31, 2024:


	Payments Due by Period
	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
JPM Credit Facility	$	133,646	$	—	$	—	$	133,646	$	—
BNP Credit Facility	75,000		—		—		75,000		—
2024A Senior Notes	300,000		—		—		300,000		—
Total Debt Obligations	$	508,646	$	—	$	—	$	508,646	$	—

JPM Credit Facility

On November 15, 2022, the Company entered into a senior secured revolving credit agreement (as amended, the “JPM Credit Agreement” or the “JPM Credit Facility”) as Borrower, with JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, and the lenders party thereto. The original facility amount under the JPM Credit Agreement was $50.0 million. On August 29, 2023, the Company entered into Amendment No.1 (the “Amendment”) to the JPM Credit Agreement, and the amended facility amount under the Amendment is $475 million. The JPM Credit Facility includes customary affirmative and negative covenants, including certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. As of March 31, 2024, the Company was in compliance with these covenants.

Borrowings under the JPM Credit Facility bear interest at SOFR plus 1.875%. The Company pays an unused commitment fee of 37.5 basis points (0.375%) per annum. The stated maturity date was extended from November 15, 2027 to August 29, 2028 as part of the Amendment.

As of March 31, 2024 and December 31, 2023, there were $133.6 million and $246.1 million of borrowings outstanding under the JPM Credit Facility, respectively.

For the three months ended March 31, 2024 and March 31, 2023, the components of interest expense related to the JPM Credit Facility were as follows:


	For the Three Months Ended
	March 31, 2024		March 31, 2023
Borrowing interest expense	$	4,138	$	505
Unused facility fee	238		18
Amortization of deferred financing costs	226		17
Total interest and debt financing expense	$	4,602	$	540

For the three months ended March 31, 2024, the weighted average stated interest rate on the aggregate principal amount of indebtedness outstanding was 7.4%.

BNP Credit Facility

On June 30, 2023, the Company entered into an amended and restated revolving credit and security agreement (the “BNP Credit Agreement” or “BNP Credit Facility”) with the Company, as Equityholder, TRP OHA SPV Funding I, LLC, as Borrower, BNP Paribas (“BNP”), as Administrative Agent, TRP OHA Servicer I, LLC, as Servicer, The Bank of New York Mellon Trust Company, National Association (“BNYM”), as Collateral Agent, and the lenders party thereto. The facility amount under the BNP Credit Agreement is $400.0 million.

Proceeds of the loans under the BNP Credit Agreement may be used to acquire certain qualifying loans and such other uses as permitted under the BNP Credit Agreement. The period from the closing date until June 30, 2026 is referred to as the reinvestment period and during such reinvestment period, the Borrower may request drawdowns under the BNP Credit Agreement. The final maturity date is the earliest of: (a) the business day designated by the Borrower as the final maturity date upon not less than three business days’ prior written notice to the Administrative Agent, the Collateral Agent, the Lenders, the Custodian and the Collateral Administrator, (b) June 30, 2028, and (c) the date on which the Administrative Agent provides notice of the declaration of the final maturity date after the occurrence of an event of default. The Credit Agreement includes customary affirmative and negative covenants, including certain limitations on the incurrence of additional indebtedness and liens, as well as usual and customary events of default for revolving credit facilities of this nature. As of March 31, 2024, the Company was in compliance with these covenants.

Assets that are pledged as collateral for the BNP Credit Facility are not directly available to the creditors of the Company to satisfy any obligations of the Company other than the Company’s obligations under the BNP Revolving Credit Facility.

Borrowings under the BNP Credit Facility bear interest at SOFR plus 3.00%. The Company pays an unused commitment fee of 125 basis points (1.25%) if the unused amount is greater than 50% of the facility amount, 100 basis points (1.00%) if the unused amount is between 25% and 50% of the facility amount, and 0 basis points (0.00%) if the unused amount is less than 25% of the facility amount. The stated maturity date is June 30, 2028.

As of March 31, 2024 and December 31, 2023, there were $75.0 million and $312.5 million of borrowings outstanding under the BNP Credit Facility, respectively.

For the three months ended March 31, 2024 and March 31, 2023, the components of interest expense related to the BNP Credit Facility were as follows:


	For the Three Months Ended
	March 31, 2024		March 31, 2023
Borrowing interest expense	$	4,795	$	—
Unused facility fee	18		—
Amortization of deferred financing costs	104		—
Total interest and debt financing expense	$	4,917	$	—

For the three months ended March 31, 2024, the weighted average stated interest rate on the aggregate principal amount of indebtedness outstanding was 8.5%.

2024A Senior Notes Unsecured Notes

On March 7, 2024, the Company entered into a Master Note Purchase Agreement (the “2024 Note Purchase Agreement”) governing the issuance of $300.0 million in aggregate principal amount of Series 2024A Senior Notes, due March 7, 2029, with a fixed interest rate of 7.77% per year (the “2024A Notes”), to qualified institutional investors in a private placement. Interest on the 2024A Notes will be due semiannually on January 15 and July 15 each year, beginning on January 15, 2025. The interest rate is subject to increase (up to a maximum increase of 2.00% above the stated rate) in the event that, subject to certain exceptions, the 2024A Notes cease to have an investment grade rating and the Company’s minimum secured debt ratio exceeds certain thresholds. The 2024A Notes may be redeemed in whole or in part at any time or from time to time at the Company’s option at par plus accrued interest to the prepayment date and, if applicable, a make-whole premium. In addition, the Company is obligated to offer to prepay the 2024A Notes at par plus accrued and unpaid interest up to, but excluding, the date of prepayment, if certain change in control events occur. The 2024A Notes are general unsecured obligations of the Company that rank pari passu with all outstanding and future unsecured unsubordinated indebtedness issued by the Company.

The 2024 Note Purchase Agreement contains customary terms and conditions for senior unsecured notes issued in a private placement, including, without limitation, affirmative and negative covenants such as (i) information reporting, (ii) maintenance of the Company’s status as a BDC within the meaning of the 1940 Act, (iii) a minimum net worth of $300.0 million, and (iv) a minimum asset coverage ratio of 1.50 to 1.00. The 2024 Note Purchase Agreement also contains customary events of default with customary cure and notice periods, including, without limitation, nonpayment, incorrect representation in any material respect, breach of covenant, certain cross-defaults or cross-acceleration under other indebtedness of the Company, certain judgments and orders and certain events of bankruptcy.

For the three months ended March 31, 2024 and March 31, 2023, the components of interest expense related to the 2024A Notes were as follows:


	For the Three Months Ended
	March 31, 2024		March 31, 2023
Borrowing interest expense	$	1,554	$	—
Amortization of debt issuance costs	64		—
Total interest and debt financing expense	$	1,618	$	—

Note 7: Derivatives

The Company enters into derivative financial instruments in the normal course of business from time to time to achieve certain risk management objectives, including managing its interest rate and foreign currency risk exposures. For derivative contracts, the Company enters into netting arrangements with its counterparties. In accordance with authoritative guidance, the Company offsets fair value amounts recognized for derivative instruments with the same counterparty under a master netting arrangement.

The Company may enter into forward currency exchange contracts to reduce the exposure to foreign currency exchange rate fluctuations of the Company and its shareholders, as described in Note 2. The fair value of derivative contracts open as of March 31, 2024 and December 31, 2023 is included on the Consolidated Schedules of Investments by contract. The Company had no collateral payable as of March 31, 2024 and December 31, 2023. Collateral amounts posted are included in collateral on forward currency exchange contracts on the Consolidated Statements of Assets and Liabilities. Collateral payable is included in collateral payable on forward currency exchange contracts on the Consolidated Statements of Assets and Liabilities.

During the three months ended March 31, 2024, the average notional exposure for foreign currency forward contracts was $38.9 million. During the three months ended March 31, 2023, the Company did not hold any derivative contracts.

The following tables present both gross and net information about derivative instruments eligible for offset in the Consolidated Statements of Assets and Liabilities as of March 31, 2024 and December 31, 2023.


March 31, 2024
Counterparty	Gross Amount of Assets		Gross Amount of (Liabilities)		Net amounts presented in the Statements of Assets and Liabilities		Collateral Received/Pledged(1)		Net Amounts(2)
State Street Bank and Trust Company	$	—	$	(143)	$	(143)	$	—	$	(143)


December 31, 2023
Counterparty	Gross Amount of Assets		Gross Amount of (Liabilities)		Net amounts presented in the Statements of Assets and Liabilities		Collateral Received/Pledged(1)		Net Amounts(2)
State Street Bank and Trust Company	$	—	$	(1,048)	$	(1,048)	$	—	$	(1,048)

(1)Amount excludes excess cash collateral paid.

(2)Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual set off rights under the agreement. Net amount excludes any over-collateralized amounts, if applicable.

The effect of transactions in derivative instruments on the Consolidated Statements of Operations during the three months ended March 31, 2024 was as follows:


	Three Months Ended March 31, 2024
Realized gain (loss) on foreign currency forward contracts	(61)
Net change in unrealized gain (loss) on foreign currency forward contracts	905
Total net realized and unrealized gain (loss) on foreign currency forward contracts	$	844

Note 8: Commitments and Contingencies

In the normal course of business, the Company enters into contracts that provide a variety of general indemnifications. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications.

The Company’s investment portfolio may contain debt investments which are in the form of lines of credit or delayed draw commitments, which require the Company to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of March 31, 2024 and December 31, 2023, the Company had the following unfunded delayed draw term loans and revolvers:


	Par Value as of
	March 31, 2024		December 31, 2023
Unfunded delayed draw commitments	$	164,755	$	120,709
Unfunded revolving commitments	68,530		54,025
Unfunded term loan commitments	776		—
Total unfunded commitments	$	234,061	$	174,734

Note 9. Net Assets

As of March 31, 2024 and December 31, 2023, the Company had 29,645,450 and 25,158,870 of Class I shares issued and outstanding with a par value of $0.01 per share, respectively. There were no Class S shares or Class D shares issued and outstanding as of such dates.

The following table summarizes capital activity for the three months ended March 31, 2024:


	Common Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)		Total Net Assets
	Shares	Amount
Balance, beginning of period	25,158,870	$	252	$	687,139	$	6,206	$	(4,804)	$	15,638	$	704,431
Common shares issued	4,451,026	44		125,078		—		—		—		125,122
Distribution reinvestment	35,554	—		999		—		—		—		999
Repurchase of common shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		29,656		—		—		29,656
Net realized gain (loss)	—	—		—		—		214		—		214
Net change in unrealized appreciation (depreciation) on investments	—	—		—		—		—		(1,942)		(1,942)
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		905		905
Distributions declared	—	—		—		(24,776)		—		—		(24,776)
Tax reclassification of shareholders' equity in accordance with U.S. GAAP	—	—		—		—		—		—		—
Balance end of period	29,645,450	$	296	$	813,216	$	11,086	$	(4,590)	$	14,601	$	834,609

The following table summarizes capital activity for the three months ended March 31, 2023:


	Common Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)		Total Net Assets
	Shares	Amount
Balance, beginning of period	2,000,000	$	20	$	49,980	$	175	$	8	$	(488)	$	49,695
Common shares issued	—	—		—		—		—		—		—
Distribution reinvestment	—	—		—		—		—		—		—
Repurchase of common shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		1,101		—		—		1,101
Net realized gain (loss)	—	—		—		—		11		—		11
Net change in unrealized appreciation (depreciation) on investments	—	—		—		—		—		(5)		(5)
Net change in unrealized currency gain (losses) on non-investment assets and liabilities	—	—		—		—		—		—		—
Distributions declared	—	—		—		—		—		—
Tax reclassification of shareholders' equity in accordance with U.S. GAAP	—	—		—		—		—		—		—
Balance end of period	2,000,000	$	20	$	49,980	$	1,276	$	19	$	(493)	$	50,802

The Company determines NAV per share as of the last day of each calendar month. Share issuances related to monthly subscriptions are effective the first business day of each month. Shares are issued at an offering price equivalent to the most recent NAV per share available. The following table summarizes each common share issuance for the three months ended March 31, 2024:


	NAV Per Share
	Class S (1)		Class D (1)		Class I		Shares Issued	Proceeds
January 2, 2024	$	—	$	—	$	28.00	1,573,397	$	44,054
February 1, 2024	$	—	$	—	$	28.12	1,366,345	38,421
March 1, 2024	$	—	$	—	$	28.22	1,511,306	42,647

Total							4,451,048	$	125,122

(1)There were no Class S or Class D shares issued or outstanding during the three months ended March 31, 2024.

Distributions are recorded on the record date. The following table summarizes distributions declared during the three months ended March 31, 2024:


Date Declared	Record Date	Payment Date	Regular Distribution Per Share		Special Distribution Per Share		Total Distributions
January 29, 2024	January 31, 2024	February 28, 2024	$	0.23	$	—	$	6,152
February 27, 2024	February 29, 2024	March 28, 2024	0.23		—		6,469
March 27, 2024	March 29, 2024	April 30, 2024	0.23		0.18		12,155



Total			$	0.69	$	0.18	$	24,776

The Company has adopted a distribution reinvestment plan, pursuant to which the Company will reinvest all cash distributions declared by the Board on behalf of our shareholders who do not elect to receive their distributions in cash. As

a result, if the Board authorizes, and we declare, a cash distribution or other distribution, then our shareholders who have not opted out of our distribution reinvestment plan will have their cash distributions automatically reinvested in additional shares as described below, rather than receiving the cash distribution or other distribution. Distributions on fractional shares will be credited to each participating shareholder’s account to three decimal places.

The federal income tax characterization of distributions declared and paid for the fiscal year will be determined at fiscal year-end based on the Company's investment company taxable income for the full fiscal year and distributions paid during the full year.

There were no distributions declared for the three months ended March 31, 2023.

The Company may fund its cash distributions to shareholders from any source of funds available to the Company, including but not limited to offering proceeds, net investment income from operations, capital gains proceeds from the sale of assets, borrowings, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies and expense support from the Adviser, which is subject to recoupment.

Through March 31, 2024, a portion of the Company’s distributions resulted from expense support from the Adviser, and future distributions may result from expense support from the Adviser, each of which is subject to repayment by the Company within three years from the date of payment. The purpose of this arrangement avoids distributions being characterized as a return of capital for U.S. federal income tax purposes. Shareholders should understand that any such distribution is not based solely on the Company’s investment performance, and can only be sustained if the Company achieves positive investment performance in future periods and/or the Adviser continues to provide expense support. Shareholders should also understand that the Company’s future repayments of expense support will reduce the distributions that they would otherwise receive. There can be no assurance that the Company will achieve the performance necessary to sustain these distributions, or be able to pay distributions at all.

Sources of distributions, other than net investment income and realized gains on a U.S. GAAP basis, include required adjustments to U.S. GAAP net investment income in the current period to determine taxable income available for distributions. The following tables reflect the sources of cash distributions on a U.S. GAAP basis that the Company has declared on its Common Shares during the three months ended March 31, 2024:


	Class S (1)				Class D (1)				Class I
Source of Distribution	Per Share		Amount		Per Share		Amount		Per Share		Amount
Net investment income	$	—	$	—	$	—	$	—	$	0.87	$	24,776
Net realized gain	—		—		—		—		—		—
Total	$	—	$	—	$	—	$	—	$	0.87	$	24,776

(1)There were no Class S or Class D shares issued or outstanding during the three months ended March 31, 2024.

Note 10. Consolidated Financial Highlights

The following are consolidated financial highlights for Class I common shares outstanding for the three months ended March 31, 2024 and March 31, 2023:


	For the Three Months Ended
	March 31, 2024			March 31, 2023
Per Share Data: (1)
Net asset value, beginning of period	$	28.00		$	24.85
Net investment income	1.05			0.55
Net unrealized and realized gain (loss)(2)	(0.03)			—
Net increase (decrease) in net assets resulting from operations(3)	1.02			0.55
Distributions declared	(0.87)			—
Impact of issuance of common shares – Class I shares	—			—
Total increase (decrease) in net assets(3)	0.15			0.55
Net asset value, end of period	$	28.15		$	25.40
Shares outstanding, end of period	29,645,450			2,000,000
Total return based on NAV(4)	3.68		%	2.23		%
Ratios:
Portfolio turnover ratio(5)	7.95		%	0.50		%
Ratio of expenses before management and incentive fees to average net assets (6)(7)	1.72		%	8.62		%
Ratio of expenses after management and incentive fees before waivers and expense support to average net assets (6)(7)	2.44		%	8.62		%
Ratio of expenses after waivers and expense support to average net assets (6)(7)	1.66		%	8.62		%
Ratio of net investment income to average net assets before waivers and expense support(6)(7)	2.96		%	8.83		%
Ratio of net investment income to average net assets after waivers and expense support(6)(7)	3.74		%	8.83		%
Supplemental Data:
Net assets, end of period	$	834,609		$	50,802

(1)The per share data was derived by using the weighted average shares outstanding during the period.

(2)The amount shown for a share outstanding does not correspond with the aggregate realized and unrealized gain (loss) on investments for the period due to the timing of capital share transactions of fund shares in relation to fluctuating market values of investments of the Company.

(3) Net increase in net assets resulting from operations per share in these financial highlights may be different from the net increase (decrease) in net assets per share on the Consolidated Statements of Operations due to changes in the number of weighted average shares outstanding and the effects of rounding.

(4)Total return based on net asset value is calculated as the change in net asset value per share during the period, assuming distributions that have been declared are reinvested on the effects of the performance of the Company during the period. Total return has not been annualized.

(5)Portfolio turnover rate is calculated using the lesser of year-to-date sales and year-to-date purchases over the average of the investments assets at fair value for the years reported.

(6)Annualized.

(7)The Adviser has agreed to waive its management fee and incentive fee until the date immediately after the first six months following the date the Company’s registration statement became effective on September 29, 2023.

Note 11. Subsequent Events

The Company’s management evaluated subsequent events through the date of issuance of these financial statements. Other than as disclosed below, there have been no subsequent events that occurred that would require disclosure in, or would be required to be recognized in, these financial statements, except as discussed below.

Subscriptions

The Company received $29.1 million of net proceeds, inclusive of distributions reinvested through the Company's distribution reinvestment plan, relating to the issuance of Class I shares for subscriptions effective April 1, 2024.

The Company received $33.2 million of net proceeds relating to the issuance of Class I and Class S shares for subscriptions effective May 1, 2024, excluding distributions reinvested through the Company's distribution reinvestment plan since the issuance price is not yet finalized at the date of this filing.

Share Repurchases

On May 1, 2024, the Company offered to purchase up to 5% of its outstanding Common Shares as of March 31, 2024 at a price equal to the NAV per share as of June 30, 2024. The offer expires on May 30, 2024.

Distribution Declarations

On April 23, 2024, the Company declared a total distribution of $0.23 per Class I share, all of which is payable on May 30, 2024 to shareholders of record as of April 30, 2024.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The information contained in this section should be read in conjunction with "Item 1. Consolidated Financial Statements.” This discussion contains forward-looking statements, which relate to future events, our future performance or financial condition and involves numerous risks and uncertainties. Actual results could differ materially from those implied or expressed in any forward-looking statements. Dollar amounts are in thousands, except per share data, percentages and as otherwise noted.

Overview

The Company was initially formed on December 16, 2021 as a Delaware limited liability company and subsequently converted into a Delaware statutory trust on March 2, 2022. We are an externally managed, closed-end, non-diversified management investment company that elected to be regulated as a business development company under the 1940 Act on June 30, 2023. The Adviser is registered under the Investment Advisers Act of 1940. In addition, for U.S. federal income tax purposes, we intend to elect to be treated as a RIC under Subchapter M of the Code, beginning with our fiscal year (or period) ending December 31, 2023. We have an indefinite term.

While most of our investments will be in U.S. companies, from time to time, we also expect to invest in European and other non-U.S. companies. Our portfolio may also include equity interests such as common stock, preferred stock, warrants or options, which generally would be obtained as part of providing a broader financing solution. Under normal circumstances, we will invest directly or indirectly at least 80% of our total assets (net assets plus borrowings for investment purposes) in private credit.

Key Components of Our Results of Operations

Investments

We focus primarily on senior secured loans and securities of private U.S. companies. The level of investment activity (both the number of investments and the size of each investment) can and will vary substantially from period to period depending on many factors, including the amount of debt and equity capital available to private companies, the level of merger and acquisition activity for such companies, the general economic environment and the competitive environment for the types of investments we make.

Revenues

We generate revenue in the form of interest and fee income on debt investments, capital gains, and dividend income from our equity investments in our portfolio companies. Our senior and subordinated debt investments are expected to bear interest at a fixed or floating rate. As of March 31, 2024 and December 31, 2023, 100% of our debt investments based on fair value in our portfolio were at floating rates. Interest on debt securities is generally payable quarterly or semiannually. In some cases, some of our investments may provide for deferred interest payments or PIK interest. The principal amount of the debt securities and any accrued but unpaid PIK interest generally will become due at the maturity date. In addition, we may generate revenue in the form of commitment and other fees in connection with transactions. Original issue discounts and market discounts or premiums will be capitalized, and we will accrete or amortize such amounts as interest

income. We will record prepayment premiums on loans and debt securities as interest income. Dividend income, if any, will be recognized on an accrual basis to the extent that we expect to collect such amounts.

Expenses

Our primary operating expenses include the payment of fees to the Adviser under the Advisory Agreement, our allocable portion of overhead expenses under the Administration Agreement and other operating costs described below.

Except as specifically provided below, all investment professionals and staff of the Adviser, when and to the extent engaged in providing investment advisory services to us, and the base compensation, salaries, bonus and benefits, rent, utilities, insurance, payroll taxes, bonuses, employee benefits, furnishings, telecommunications and certain information services and certain office expenses, including office supplies and equipment and other similar expenses and the other routine overhead expenses, of such personnel allocable to such services, (individually and collectively, “Overhead”) will be provided and paid for by the Adviser. We will bear all other costs and expenses of our operations, administration and transactions, including, but not limited to:

1)investment advisory fees, including management fees and incentive fees, to the Adviser, pursuant to the Advisory Agreement;

2)the Company’s allocable portion of Overhead (excluding, for the avoidance of doubt, rent or depreciation, utilities, capital equipment or other administrative items of the Administrator) and other expenses paid for and/or advanced by the Administrator on behalf of the Company in connection with the provision of its administrative obligations under the Administration Agreement, including but not limited to: (i) the Company’s chief compliance officer, chief financial officer, chief legal officer, chief operating officer, and their respective staffs; (ii) investor relations, legal, operations and other non-investment professionals at the Administrator that perform duties for the Company; and (iii) any personnel of OHA or any of its affiliates providing non-investment related services to the Company; and

3)all other expenses of the Company’s operations, administration and transactions including, without limitation, those relating to:

(1)organization and offering fees, costs and expenses associated with this offering (including legal, accounting (including expenses of in-house legal, accounting, tax and other professionals of the Adviser, inclusive of their allocated Overhead), printing, mailing, subscription processing and filing fees costs and expenses (including “blue sky” laws and regulations) and other offering fees costs and expenses, including fees, costs and expenses associated with technology integration between the Company’s systems and those of participating intermediaries, diligence expenses of participating intermediaries, fees, costs and expenses in connection with preparing the preparation of the Company’s governing documents, offering memoranda, sales materials and other marketing expenses, design and website fees, costs and expenses, fees, costs and expenses of the Company’s escrow agent, transfer agent and sub-transfer agent, fees, costs and expenses to attend retail seminars sponsored by participating intermediaries and fees, costs, expenses and reimbursements for travel, meals, accommodations, entertainment and other similar expenses related to meetings or events with prospective investors, intermediaries, registered investment advisors or financial or other advisors, but excluding the shareholder servicing fees;

(2)all taxes, fees, costs, and expenses, retainers and/or other payments of accountants, legal counsel, advisors (including tax advisors), administrators, auditors (including, for the avoidance of doubt, the Company’s financial audit, and with respect to any additional auditing required under The Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and any applicable legislation implemented by an EEA member state in connection with such Directive (the “AIFMD”)), investment bankers, administrative agents, paying agents, depositaries, custodians, trustees, sub-custodians, consultants (including individuals consulted through expert network consulting firms), engineers, senior advisors, industry experts, operating partners, deal sourcers (including personnel dedicated to but not employed by the Administrator and its affiliates in the credit-focused business of the Adviser), and other professionals (including, for the avoidance of doubt, the costs and charges allocable with respect to the provision of internal legal, tax, accounting, technology, portfolio reconciliation, portfolio compliance and reporting or other services or that are otherwise related to the implementation, maintenance and supervision of the procedures relating to the books and records of the Company and any personnel related thereto, inclusive of their allocated Overhead (including secondees and temporary personnel or consultants that may be engaged on short- or long-term arrangements) as deemed appropriate by the Administrator, with the oversight of the Board, where such internal personnel perform

services that would be paid by the Company if outside service providers provided the same services); fees, costs, and expenses herein include (x) fees, costs and expenses for time spent by its in-house attorneys and tax advisors that provide legal advice and/or services to the Company or its portfolio companies on matters related to potential or actual investments and transactions and the ongoing operations of the Company and (y) fees, costs and expenses incurred to provide administrative and accounting services to the Company or its portfolio companies, and fees, costs, expenses and charges incurred directly by the Company or affiliates in connection such services (including Overhead related thereto), in each case, (I) that are specifically charged or specifically allocated or attributed by the Administrator, with the oversight of the Board, to the Company or its portfolio companies and (II) provided that any such amounts shall not be greater than what would be paid to an unaffiliated third party for substantially similar advice and/or services of the same skill and expertise, in accordance with the Adviser’s expense allocation policy);

(3)all fees, costs, expenses of calculating the Company’s NAV, including the cost of any third-party valuation services;

(4)all fees, costs, expenses of effecting any sales and repurchases of the shares and other securities;

(5)any fees, costs and expenses payable under any managing dealer and selected intermediary agreements, if any;

(6)all interest and fees, costs and expenses arising out of all borrowings, guarantees and other financings or derivative transactions (including interest, fees and related legal expenses) made or entered into by the Company, including, but not limited to, the arranging thereof and related legal expenses;

(7)all fees, costs and expenses of any loan servicers and other service providers and of any custodians, lenders, investment banks and other financing sources;

(8)all fees, costs and expenses incurred in connection with the formation or maintenance of entities or vehicles, including special purpose vehicles, to hold the Company’s assets for tax or other purposes;

(9)all fees, costs and expenses of derivatives and hedging;

(10)all fees, costs and expenses, including travel, entertainment, lodging and meal expenses, incurred by the Adviser, or members of its investment team, or payable to third parties, in evaluating, developing, negotiating, structuring and performing due diligence on prospective portfolio companies, including such expenses related to potential investments that were not consummated, and, if necessary, enforcing the Company’s rights;

(11)all fees, costs and expenses (including the allocable portions of Overhead and out-of-pocket expenses such as travel expenses) or an appropriate portion thereof of employees of the Adviser to the extent such expenses relate to attendance at meetings of the Board or any committees thereof;

(12)all fees, costs and expenses, if any, incurred by or on behalf of the Company in developing, negotiating and structuring prospective or potential investments that are not ultimately made, including, without limitation any legal, tax, administrative, accounting, travel, meals, accommodations and entertainment, advisory, consulting and printing expenses, reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments;

(13)all allocated fees, costs and expenses incurred by the Administrator in providing managerial assistance to those portfolio companies that request it;

(14)all brokerage fees, costs and expenses, hedging fees, costs and expenses, prime brokerage fees, costs and expenses, custodial fees, costs and expenses, agent bank and other bank service fees, costs and expenses; private placement fees, costs and expenses, commissions, appraisal fees, commitment fees and underwriting fees, costs and expenses; fees, costs and expenses of any lenders, investment banks and other financing sources, and other investment costs, fees and expenses actually incurred in connection with evaluating, making, holding, settling, clearing, monitoring or disposing of actual investments (including, without limitation, travel, meals, accommodations and entertainment expenses and any expenses related to attending trade association and/or industry meetings, conferences or similar meetings, any costs or expenses relating to currency conversion in the

case of investments denominated in a currency other than U.S. dollars) and expenses arising out of trade settlements (including any delayed compensation expenses);

(15)investment fees, costs and expenses, including all fees, costs and expenses incurred in sourcing, evaluating, developing, negotiating, structuring, trading (including trading errors), settling, monitoring and holding prospective or actual investments or investment strategies including, without limitation, any financing, legal, filing, auditing, tax, accounting, compliance, loan administration, travel, meals, accommodations and entertainment, advisory, consulting, engineering, data-related and other professional fees, costs and expenses in connection therewith (to the extent the Adviser is not reimbursed by a prospective or actual issuer of the applicable investment or other third parties or capitalized as part of the acquisition price of the transaction) and any fees, costs and expenses related to the organization or maintenance of any vehicle through which the Company directly or indirectly participates in the acquisition, holding and/or disposition of investments or which otherwise facilitate the Company’s investment activities, including without limitation any travel and accommodations expenses related to such vehicle and the salary and benefits of any personnel (including personnel of the Adviser or its affiliates) and/or in connection with the maintenance and operation of such vehicle, or other Overhead expenses (including any fees, costs and expenses associated with the leasing of office space (which may be made with one or more affiliates of the Adviser as lessor in connection therewith));

(16)all transfer agent, sub-transfer agent, dividend agent and custodial fees, costs and expenses;

(17)all federal and state registration fees, franchise fees, any stock exchange listing fees and fees payable to rating agencies;

(18)Independent trustees’ fees and expenses including travel, entertainment, lodging and meal expenses, and any legal counsel or other advisors retained by, or at the discretion or for the benefit of, the independent trustees;

(19)costs of preparing financial statements and maintaining books and records, costs of Sarbanes-Oxley Act of 2002 compliance and attestation and costs of preparing and filing reports or other documents with the SEC, Financial Industry Regulatory Authority, U.S. Commodity Futures Trading Commission (“CFTC”) and other regulatory bodies and other reporting and compliance costs, including registration and exchange listing and the costs associated with reporting and compliance obligations under the 1940 Act and any other applicable federal and state securities laws, and the compensation of professionals responsible for the foregoing;

(20)all fees, costs and expenses associated with the preparation and issuance of the Company’s periodic reports and related statements (e.g., financial statements and tax returns) and other internal and third-party printing (including a flat service fee), publishing (including time spent performing such printing and publishing services) and reporting-related expenses (including other notices and communications) in respect of the Company and its activities (including internal expenses, charges and/or related costs incurred, charged or specifically attributed or allocated by the Company or the Adviser or its affiliates in connection with such provision of services thereby);

(21)all fees, costs and expenses of any reports, proxy statements or other notices to shareholders (including printing and mailing costs) and the costs of any shareholder or trustee meetings;

(22)all proxy voting fees, costs and expenses;

(23)all fees, costs and expenses associated with an exchange listing (to the extent applicable);

(24)any and all taxes and/or tax-related interest, fees or other governmental charges (including any penalties incurred where the Adviser lacks sufficient information from third parties to file a timely and complete tax return) levied against the Company and all fees, costs and expenses incurred in connection with any tax audit, investigation, litigation, settlement or review of the Company and the amount of any judgments, fines, remediation or settlements paid in connection therewith;

(25)all fees, costs and expenses of any litigation, arbitration or audit involving the Company any vehicle or its portfolio companies and the amount of any judgments, assessments fines, remediations or settlements paid in connection therewith, trustees and officers, liability or other insurance (including costs of title insurance) and indemnification (including advancement of any fees, costs or expenses to persons entitled to indemnification) or extraordinary expense or liability relating to the affairs of the Company;

(26)all fees, costs and expenses associated with the Company’s information, obtaining and maintaining technology (including any and all fees, costs and expenses of any investment, books and records, portfolio compliance and reporting systems such as “Wall Street Office,” “Everest” (Allvue), “Trinity” and similar systems and services, including consultant, software licensing, data management and recovery services fees and any tools, programs, subscriptions or other systems providing market data, analytical, database, news or third-party research or information services and the costs of any related professional service providers), third party or proprietary hardware/software, data-related communication, market data and research (including news and quotation equipment and services and including costs allocated by the Adviser’s or its affiliates’ internal and third-party research group (which are generally based on time spent, assets under management, usage rates, proportionate holdings or a combination thereof or other reasonable methods determined by the Administrator) and expenses and fees (including compensation costs) charged or specifically attributed or allocated by Adviser and/or its affiliates for data-related services provided to the Company and/or its portfolio companies (including in connection with prospective investments), each including expenses, charges, fees and/or related costs of an internal nature; reporting costs (which includes notices and other communications and internally allocated charges), and dues and expenses incurred in connection with membership in industry or trade organizations;

(27)all fees, costs and expenses of specialty and custom software for monitoring risk, compliance and the overall portfolio, including any development costs incurred prior to the filing of the Company’s election to be treated as a BDC;

(28)all fees, costs and expenses associated with individual or group shareholders;

(29)all insurance fees, costs and expenses (including fidelity bond, trustees and officers errors and omissions liability insurance);

(30)all fees, costs and expenses of winding up and liquidating the Company’s assets;

(31)all fees, costs and expenses related to compliance-related matters (such as developing and implementing specific policies and procedures in order to comply with certain regulatory requirements) and regulatory filings; notices or disclosures related to the Company’s activities (including, without limitation, expenses relating to the preparation and filing of filings required under the Securities Act, TIC Form SLT filings, Internal Revenue Service filings under FATCA and FBAR reporting requirements applicable to the Company or reports to be filed with the CFTC, reports, disclosures, filings and notifications prepared in connection with the laws and/or regulations of jurisdictions in which the Company engages in activities, including any notices, reports and/or filings required under the AIFMD, European Securities and Markets Authority and any related regulations), but excluding, for the avoidance of doubt, any expenses incurred for general administrative, compliance and regulatory matters of the Adviser, the Administrator and their affiliates that are not related to the Company and its activities;

(32)all fees, costs and expenses (including travel) in connection with the diligence and oversight of the Company’s service providers;

(33)all fees, costs and expenses, including travel, meals, accommodations, entertainment and other similar expenses, incurred by the Adviser or its affiliates for meetings with existing investors and any intermediaries, registered investment advisors, financial and other advisors representing such existing investors; and

(34)all other fees, costs and expenses incurred by the Administrator in connection with administering the Company’s business.

In addition to the compensation paid to the Adviser pursuant to the Advisory Agreement, the Company shall reimburse the Adviser for all expenses of the Company incurred by the Adviser as well as the actual cost of goods and services used for or by the Company and obtained from entities not affiliated with the Adviser. The Adviser or its affiliates may be reimbursed for the administrative services performed by it or such affiliates on behalf of the Company pursuant to any separate administration or co-administration agreement with the Adviser; however, no reimbursement shall be permitted for services for which the Adviser is entitled to compensation by way of a separate fee. Excluded from the allowable reimbursement shall be:

a) rent or depreciation, utilities, capital equipment, and other administrative items of the Adviser; and

b) salaries, fringe benefits, travel expenses and other administrative items incurred or allocated to any Controlling Person of the Adviser. The term “Controlling Person” includes, but is not limited to, a person, whatever his or her title, who performs functions for the Adviser similar to those of (a) the chairman or other member of a board of directors, (b) executive officers or (c) those holding 10% or more equity interest in the Adviser, or a person having the power to direct or cause the direction of the Adviser, whether through the ownership of voting securities, by contract or otherwise.

The Adviser agreed to incur organizational and offering costs on behalf of the Company and did not seek reimbursement of incurred organizational and offering costs until after the Company elected to be regulated as a BDC on June 30, 2023. Following the effective date of the Company's registration statement of September 29, 2023, the Adviser has sought reimbursement of allocated organizational and offering costs from the Company. As of March 31, 2024, the Company had no offering costs or organizational costs payable to the Adviser. As of December 31, 2023, the Company had $2.7 million in offering costs and $0.1 million in organizational costs payable to the Adviser.

Pursuant to the Expense Support Agreement, the Adviser is obligated to advance all of our Other Operating Expenses (including organizational and offering expenses) to the effect that such expenses do not exceed 1.00% (on an annualized basis) of the Company’s NAV. We are obligated to reimburse the Adviser for such advanced expenses only if certain conditions are met. From time to time, the Adviser, in such capacity or in its capacity as the Administrator, or its affiliates may pay third-party providers of goods or services. We will reimburse the Adviser, in such capacity or in its capacity as the Administrator, or such affiliates thereof for any such amounts paid on our behalf. From time to time, the Adviser, in such capacity or in its capacity as the Administrator, may defer or waive fees and/or rights to be reimbursed for expenses. All of the foregoing expenses will ultimately be borne by our shareholders, subject to the cap on organization and offering expenses described above. For additional information, see “Item 1. Business - Expense Support and Conditional Reimbursement Agreement.”

Portfolio and Investment Activity

As of March 31, 2024, based on fair value, our portfolio consisted of 94.1% first lien senior secured debt investments and 5.9% second lien senior secured debt investments.As of December 31, 2023, based on fair value, our portfolio consisted of 90.8% first lien senior secured debt investments and 9.2% second lien senior secured debt investments.

For the three months ended March 31, 2024, our weighted average total yield of the portfolio at fair value was 12.5% and amortized cost was 12.7%.

As of March 31, 2024 and December 31, 2023, we had investments in 91 and 90, respectively, portfolio companies with an aggregate fair value of approximately $1,356.8 million and $1,148.4 million, respectively.

Our investment activity for the three months ended March 31, 2024 is presented below (information presented herein is at amortized cost unless otherwise indicated):


	Three Months Ended March 31, 2024
Total investments, beginning of period	$	1,131,726
New investments purchased	304,302

Net accretion of discount on investments	2,832
Net realized gain (loss) on investments	129
Investments sold or repaid	(96,982)
Total investments, end of period	$	1,342,007

The following table presents certain selected information regarding our investment portfolio:


	March 31, 2024			December 31, 2023
Weighted average yield on debt and income producing investments, at amortized cost(1)	12.7		%	12.7		%
Weighted average yield on debt and income producing investments, at fair value(1)	12.5		%	12.5		%
Number of portfolio companies	91			90
Weighted average EBITDA (2)	$	264.1		$	259.7
Average loan-to-value (LTV) (3)	45.9		%	43.4		%
Percentage of debt investments bearing a floating rate, at fair value	100.0		%	100.0		%
Percentage of debt investments bearing a fixed rate, at fair value	—		%	—		%

(1)Computed as (a) the annual stated interest rate or yield plus the annual accretion of discounts or less the annual amortization of premiums, as applicable, on income producing securities, divided by (b) the total relevant investments at amortized cost or fair value, as applicable. Actual yields earned over the life of each investment could differ materially from the yields presented above.

(2)Includes all private debt investments for which fair value is determined by the Board in conjunction with a third-party valuation firm and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment. Amounts were derived from the most recently available financial information provided by the portfolio company and may reflect a normalized or adjusted amount. Accordingly, we make no representation or warranty in respect of this information. Amounts in millions.

(3)Includes all private debt investments for which fair value is determined by our Board in conjunction with a third-party valuation firm and excludes quoted assets. Average loan-to-value represents the net ratio of loan-to-value for each portfolio company, weighted based on the fair value of total applicable private debt investments. Loan-to-value is calculated as the current total net debt of all loan tranches outstanding divided by the estimated enterprise value of the portfolio company as of the most recent quarter end.

Our investments consisted of the following as of March 31, 2024 and December 31, 2023:


	March 31, 2024						December 31, 2023
	Amortized Cost		Fair Value		% of Total Investments at Fair Value		Amortized Cost		Fair Value		% of Total Investments at Fair Value
First Lien Debt	$	1,264,120	$	1,276,420	94.1	%	$	1,029,099	$	1,043,304	90.8	%
Second Lien Debt	77,887		80,331		5.9		102,627		105,108		9.2
Total	$	1,342,007	$	1,356,751	100.0%		$	1,131,726	$	1,148,412	100.0%

As of March 31, 2024 and December 31, 2023, there were no investments on non-accrual status.

The table below describes investments by industry composition based on fair value as of March 31, 2024 and

December 31, 2023:


	March 31, 2024
Healthcare, Education and Childcare	17.9	%
High Tech	15.3
Services: Business	10.8
Insurance	9.1
Automobile	6.6
Services: Consumer	6.2
Capital Equipment	5.1
Finance	4.8
Aerospace and Defense	3.8
Retail Stores	3.5
Consumer Goods: Durable	3.4
Chemicals, Plastics and Rubber	2.6
Media: Diversified & Production	2.5
Buildings and Real Estate	2.4
Cargo Transport	2.0
Printing and Publishing	1.5
Broadcasting and Entertainment	1.3
Containers, Packaging and Glass	0.4
Technology & Electronics	0.3
Banking	0.2
Mining, Steel, Iron and Non-Precious Metals	0.2

Total	100.0	%


	December 31, 2023
High Tech	17.6	%
Healthcare, Education and Childcare	14.4
Services: Consumer	10.7
Automobile	8.6
Services: Business	7.9
Insurance	7.6
Aerospace and Defense	6.1
Retail Stores	4.3
Finance	3.3
Chemicals, Plastics and Rubber	3.0
Consumer Goods: Durable	2.9
Media: Diversified & Production	2.9
Capital Equipment	2.5
Buildings and Real Estate	2.4
Cargo Transport	2.3
Printing and Publishing	1.4
Broadcasting and Entertainment	0.7
Construction & Building	0.5
Containers, Packaging and Glass	0.5
Banking	0.2
Mining, Steel, Iron and Non-Precious Metals	0.2
Technology & Electronics	—
Total	100.0%

The table below describes investments by geographic composition based on fair value as of March 31, 2024 and December 31, 2023:


	March 31, 2024		December 31, 2023
United States	99.0	%	98.8	%
Canada	0.6		0.7
Switzerland	0.4		0.5
Total	100.0%		100.0%

Our Adviser has developed a risk rating methodology for a systematic approach to portfolio monitoring. The Adviser assesses the risk profile of each of our debt investments and rates each of them based on the following categories, which we refer to as “Risk Ratings.” The Adviser reviews the ratings on a quarterly basis and adjusts any scores as appropriate to align with the below definitions.

Risk Ratings Definitions

•Risk Rating 1 - Investments with a score of 1 contain the lowest amount of risk in our portfolio. Borrower is performing above expectations, and the trends and risk factors are generally favorable.

•Risk Rating 2 - Investments with a score of 2 contain an acceptable level of risk that is similar to the risk at the time of origination or acquisition. Borrower is performing in-line with expectations, and the risk factors are neutral to favorable. Investments are assigned a score of 2 at the time of origination or acquisition.

•Risk Rating 3 - Investments with a score of 3 mean the borrower is performing below expectations and that the loan’s risk has increased somewhat since origination or acquisition.

•Risk Rating 4 - Investments with a score of 4 mean the borrower is performing materially below expectations and indicates that the loan’s risk has increased materially since origination or acquisition. In addition to the borrower being generally out of compliance with debt covenants, loan payments may be past due (but generally not more than 120 days past due).

•Risk Rating 5 - Investments with a score of 5 mean the borrower is performing substantially below expectations and indicates that the loan’s risk has increased substantially since origination or acquisition. Most or all of the debt covenants are out of compliance and payments are substantially delinquent.

The below table summarizes the Risk Ratings as of March 31, 2024:


	March 31, 2024				December 31, 2023
	Fair Value		% of Fair Value		Fair Value		% of Fair Value
Risk Rating 1	$	167,948	12.4	%	$	118,479	10.3	%
Risk Rating 2	1,040,792		76.7		929,028		80.9
Risk Rating 3	148,011		10.9		100,905		8.8
Risk Rating 4	—		—		—		—
Risk Rating 5	—		—		—		—
Total investments	$	1,356,751	100.0	%	$	1,148,412	100.0	%

For the three months ended March 31, 2024, the weighted average Risk Rating of our debt investment portfolio was 1.99 and there were no debt investments assigned a Risk Rating of 4 or 5.

Results of Operations

The following table represents the operating results:


	For the Three Months Ended March 31, 2024
Total investment income	$	42,861
Total expenses, net of fee waivers	13,205


Net investment income (loss)	29,656
Net realized gain (loss)	214
Net unrealized appreciation (depreciation)	(1,037)
Net increase (decrease) in net assets resulting from operations	$	28,833

Net increase (decrease) in net assets resulting from operations can vary from period to period as a result of various factors, including the level of new investment commitments, expenses, the recognition of realized gains and losses and changes in unrealized appreciation and depreciation on the investment portfolio.

Investment Income

Investment income was as follows:


	For the Three Months Ended March 31, 2024
Interest income	$	39,699
Other income	3,162
Total investment income	$	42,861

For the three months ended March 31, 2024, total investment income was approximately $42.9 million. The size of our investment portfolio at fair value was approximately $1,356.8 million. Our weighted average yield on debt and income producing investments at fair value was 12.5%.

Expenses

Expenses were as follows:


	For the Three Months Ended March 31, 2024
Interest and debt fee expense	$	11,137
Management fees	2,344
Income incentive fee	3,363

Professional fees	278
Board of Trustees fees	97
Administrative services expenses	413

Other general & administrative	1,001
Amortization of offering costs	756

Total expenses before fee waivers and expense support	$	19,389
Expense support	(477)
Management fees waiver	(2,344)
Income incentive fee waiver	(3,363)
Total expenses net of fee waivers and expense support	13,205

Interest and debt fee expense

For the three months ended March 31, 2024, interest and debt fee expense was $11.1 million, primarily due to $534.5 million of average borrowings under existing credit facilities at a weighted average stated interest rate of 7.9%.

Management Fees

Management fees are payable monthly in arrears at an annual rate of 1.25% of the value of our net assets as of the beginning of the first calendar day of the applicable month.

The Adviser agreed not to charge the Company a management fee until after the Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. The Adviser further agreed to waive its management fee until the date immediately after the first six months following the date on which the Company’s registration statement became effective. The Company's registration statement became effective on September 29, 2023.

For the three months ended March 31, 2024, the Company incurred management fees of $2.3 million, respectively, all of which have been waived.

Income Based and Capital Gains Incentive Fees

For the three months ended March 31, 2024, the Company incurred an income incentive fee of $3.4 million, which has been waived. For the three months ended March 31, 2024, the Company incurred no capital gains incentive fee.

Other Expenses

Organization costs and offering costs include expenses incurred in our initial formation and offering. Professional fees include legal, audit, tax, valuation, other professional fees incurred related to the management of the Company. Administrative service expenses represent fees paid to the Administrator for our allocable portion of Overhead and other expenses paid for and/or advanced by the Administrator on behalf of the Company in connection with the provision of its obligations under the administration agreement, including our allocable portion of the cost of certain of our executive

officers, their respective staff and other non-investment professionals that perform duties for us. Other general and administrative expenses include insurance, filing, research, our sub-administrator, and other costs.

Total other expenses were approximately $2.5 million for the three months ended March 31, 2024. Total other expenses were primarily comprised of approximately $0.3 million of professional fees (including legal, audit, and tax), approximately $1.0 million of other general and administrative expenses (including insurance, research, and other allocated costs), and approximately $0.8 million amortization of deferred offering costs for the three months ended March 31, 2024.

The Adviser has sought reimbursement of allocated organizational and offering costs since the Company elected to be regulated as a BDC under the 1940 Act on June 30, 2023. As of March 31, 2024, the Company had no offering costs or organizational costs payable to the Adviser. As of December 31, 2023, the Company had $2.7 million in offering costs and $0.1 million in organizational costs payable to the Adviser.

Under the terms of the Administration Agreement and Advisory Agreement, we reimburse the Administrator and Adviser, respectively, for services performed for us. In addition, pursuant to the terms of these agreements, the Administrator and Adviser may delegate its obligations under these agreements to an affiliate or to a third party and we reimburse the Administrator and Adviser for any services performed for us by such affiliate or third party.

We entered into an Expense Support Agreement with the Adviser. For additional information see “Note 3. Fees, Expenses, Agreements and Related Party Transactions” to the consolidated financial statements.

Income Taxes, Including Excise Taxes

We intend to elect to be treated as a RIC under Subchapter M of the Code, and we intend to operate in a manner so as to continue to qualify for the tax treatment applicable to RICs. To qualify for tax treatment as a RIC, we must, among other things, distribute to our shareholders in each taxable year generally at least 90% of the sum of our investment company taxable income, as defined by the Code (without regard to the deduction for distributions paid), and net tax-exempt income for that taxable year. To maintain our tax treatment as a RIC, we, among other things, intend to make the requisite distributions to our shareholders, which generally relieve us from corporate-level U.S. federal income taxes.

Depending on the level of taxable income earned in a tax year, we may carry forward taxable income (including net capital gains, if any) in excess of current year distributions from the current tax year into the next tax year and pay a nondeductible 4% U.S. federal excise tax on such taxable income, as required. To the extent that we determine that our estimated current year annual taxable income will be in excess of estimated current year distributions from such income, we will accrue excise tax on estimated excess taxable income.

For the three months ended March 31, 2024, we incurred no U.S. federal excise tax.

Net Realized Gain (Loss)

The realized gains and losses were comprised of the following:


	For the Three Months Ended March 31, 2024
Non-controlled/non-affiliated investments	$	129
Foreign currency transactions	146
Foreign currency forward contracts	(61)
Net realized gain (loss)	$	214

For the three months ended March 31, 2024, we generated net realized gains of approximately $0.2 million, which was primarily comprised of net realized gains on investments and foreign currency transactions. For the three months ended March 31, 2024, the net realized losses on foreign currency forward contracts were mainly due to CAD forward contracts.

Net Change in Unrealized Gain (Loss)

Net change in unrealized gain (loss) was comprised of the following:


	For the Three Months Ended March 31, 2024
Net change in unrealized gain (loss) on investments	$	(1,942)
Net change in unrealized gain (loss) on foreign currency forward contracts	905

Net change in unrealized appreciation (depreciation)	$	(1,037)

For the three months ended March 31, 2024, net unrealized losses were primarily due to reversal of unrealized gains recorded in prior periods offset by an increase in fair value on certain portfolio company investments.

Financial Condition, Liquidity, and Capital Resources

Our liquidity and capital resources are generated primarily from proceeds of our continuous offering of common shares, proceeds from net borrowings on our credit facilities, cash flows from interest, dividends and fees earned from our investments and principal repayments. The primary uses of our cash are investments in portfolio companies and other investments to comply with certain portfolio diversification requirements, the cost of operations (including paying our Adviser and Administrator or its affiliates), and cash distributions to the holders of our shares.

As of March 31, 2024, we had approximately $107.7 million in cash, cash equivalents and restricted cash. During the three months ended March 31, 2024, we used approximately $45.9 million in cash for operating activities, primarily due to investment purchases of $303.5 million, partially offset by sales and principal repayments of $97.0 million and an increase in the payable for investments purchased of $135.7 million. Cash provided by financing activities was approximately $48.2 million during the year, which was primarily the result of $126.1 million from the issuance of common shares and $296.5 million of debt borrowings, partially offset by net repayments of debt of $350.0 million and distributions in cash of $24.2 million.

As of March 31, 2023, we had approximately $6.6 million in cash and cash equivalents. During the three months ended March 31, 2023, we used approximately $12.9 million in cash for operating activities, primarily due to investment purchases.

Borrowings

As of March 31, 2024, we had an aggregate amount of $505.1 million of debt outstanding and our asset coverage ratio was 264.1%. As of December 31, 2023, we had an aggregate amount of $558.6 million of debt outstanding and our asset coverage ratio was 226.1%.

The following table presents the Company’s outstanding borrowings as of March 31, 2024 and December 31, 2023:


	As of March 31, 2024
	Total Principal Amount Committed		Principal Amount Outstanding		Carrying Value		Fair Value
JPM Credit Facility (1)(2)	$	475,000	$	133,646	$	133,646	$	133,646
BNP Credit Facility (1)(2)	400,000		75,000		75,000		75,000
2024A Senior Notes (3)(4)	300,000		300,000		296,451		296,451
Total Debt	$	1,175,000	$	508,646	$	505,097	$	505,097


	December 31, 2023
	Total Principal Amount Committed		Principal Amount Outstanding		Carrying Value		Fair Value (1)
JPM Credit Facility (2)	$	475,000	$	246,100	$	246,100	$	246,100
BNP Credit Facility (2)	400,000		312,530		312,530		312,530
Total Debt	$	875,000	$	558,630	$	558,630	$	558,630

(1)The fair value of these debt obligations would be categorized as Level 2 under ASC 820-10.

(2)Carrying value of these debt obligations generally approximate fair value due to their variable interest rates.

(3)Carrying value represents aggregate principal amount outstanding less unamortized debt issuance costs.

(4)The fair value of these debt obligations would be categorized as Level 3 under ASC 820-10.

We seek to carefully consider our unfunded commitments for the purpose of planning our ongoing financial leverage.

Equity

The following table summarizes capital activity during the three months ended March 31, 2024:


	Common Shares			Capital in Excess of Par Value		Accumulated Net Investment Income (Loss)		Accumulated Net Realized Gain (Loss)		Accumulated Net Unrealized Appreciation (Depreciation)
	Shares	Amount										Total Net Assets
Balance, beginning of period	25,158,870	$	252	$	687,139	$	6,206	$	(4,804)	$	15,638	704,431
Common shares issued	4,451,026	44		125,078		—		—		—		125,122
Distribution reinvestment	35,554	—		999		—		—		—		999
Repurchase of common shares	—	—		—		—		—		—		—
Net investment income (loss)	—	—		—		29,656		—		—		29,656
Net realized gain (loss)	—	—		—		—		214		—		214
Net change in unrealized appreciation (depreciation) on investments	—	—		—		—		—		(1,942)		(1,942)
Net change in unrealized currency gain (losses)	—	—		—		—		—		905		905
Distributions declared	—	—		—		(24,776)		—		—		(24,776)
Tax reclassification of shareholders' equity in accordance with U.S. GAAP	—	—		—		—		—		—		—
Balance end of period	29,645,450	$	296	$	813,216	$	11,086	$	(4,590)	$	14,601	$	834,609

As of March 31, 2024, we had 29,645,450 Class I shares issued and outstanding with a par value of $0.01 per share. As of March 31, 2024, there were no Class S or Class D shares issued or outstanding.

During the three months ended March 31, 2024, the Company received $126.1 million in equity proceeds relating to issuance of 4,486,580 of Class I shares.

Distributions

We expect to pay regular monthly distributions. Any distributions we make will be at the discretion of our Board, who will consider, among other things, our earnings, cash flow, capital needs and general financial condition, as well as our desire to comply with the RIC requirements, which generally require us to make aggregate annual distributions to our

shareholders of at least 90% of our net investment income. As a result, our distribution rates and payment frequency may vary from time to time and there is no assurance we will pay distributions in any particular amount, if at all.

The per share amount of distributions on Class S, Class D and Class I shares will generally differ because of different class-specific shareholder servicing and/or distribution fees that are deducted from the gross distributions for each share class.

The Company’s distributions are recorded on the record date. The following table summarizes distributions declared during the three months ended March 31, 2024:


Date Declared	Record Date	Payment Date	Regular Distribution Per Share		Special Distribution Per Share		Total Distributions
January 29, 2024	January 31, 2024	February 28, 2024	$	0.23	$	—	$	6,152
February 27, 2024	February 29, 2024	March 28, 2024	0.23		—		6,469
March 27, 2024	March 29, 2024	April 30, 2024	0.23		0.18		12,155



Total			$	0.69	$	0.18	$	24,776

We intend to operate in a manner so as to continuously qualify as a RIC under Subchapter M of the Code, beginning with our taxable year ended December 31, 2023. To qualify for and maintain RIC tax treatment, among other things, we must distribute to our shareholders in respect of each taxable year of an amount generally at least equal to 90% of the sum of our net ordinary income and net short-term capital gains in excess of our net long-term capital losses. In order to avoid the imposition of certain excise taxes imposed on RICs, we must distribute to our shareholders in respect of each calendar year of an amount at least equal to the sum of: (1) 98% of our net ordinary income (taking into account certain deferrals and elections) for such calendar year; (2) 98.2% of our capital gains in excess of capital losses, adjusted for certain ordinary losses, generally for the one-year period ending on October 31 of such calendar year; and (3) the sum of any net ordinary income plus capital gains net income for preceding years that were not distributed during such years and on which we paid no federal income tax.

The U.S. federal income tax characterization of distributions declared and paid for the fiscal year will be determined at fiscal year-end based upon our investment company taxable income for the full fiscal year and distributions paid during the full year.

Sources of distributions, other than net investment income and realized gains on a U.S. GAAP basis, include required adjustments to U.S. GAAP net investment income in the current period to determine taxable income available for distributions. The following tables reflect the sources of cash distributions on a U.S. GAAP basis that we declared on our common shares during the three months ended March 31, 2024:


	Class S (1)				Class D (1)				Class I
Source of Distribution	Per Share		Amount		Per Share		Amount		Per Share		Amount
Net investment income	$	—	$	—	$	—	$	—	$	0.87	$	24,776
Net realized gain	—		—		—		—		—		—
Total	$	—	$	—	$	—	$	—	$	0.87	$	24,776

(1)There were no Class S or Class D shares issued or outstanding during the three months ended March 31, 2024.

Distribution Reinvestment Plan

We have adopted a distribution reinvestment plan, which is an “opt-out” distribution reinvestment plan.

Under this plan, shareholders (other than those located in specific states, who are clients of selected participating brokers, as outlined below, or who have elected to “opt out” of the plan) will have their cash distributions automatically reinvested in additional shares of the same class of our common shares to which the distribution relates. If a shareholder elects to “opt out,” that shareholder will receive cash distributions. The purchase price for shares purchased under our distribution reinvestment plan will be equal to the then current NAV per share of the relevant class of common shares. Shareholders will not pay transaction related charges when purchasing shares under our distribution reinvestment plan, but

all outstanding Class S and Class D shares, including those purchased under our distribution reinvestment plan, will be subject to ongoing servicing fees. The U.S. federal income tax characterization of distributions declared and paid for the fiscal year will be determined at fiscal year-end based upon our investment company taxable income for the full fiscal year and distributions paid during the full year.

Share Repurchase Program

Subject to the discretion of the Board, we have commenced a share repurchase program pursuant to which we intend to conduct quarterly repurchase offers to allow our shareholders to tender their shares at a price equal to the NAV per share for the applicable class of shares on each date of repurchase. Our Board may amend, suspend or terminate the share repurchase program at any time if it deems such action to be in our best interest and the best interest of our shareholders. As a result, share repurchases may not be available each quarter.

Under our share repurchase program, to the extent we offer to repurchase shares in any particular quarter, we intend to limit the number of shares to be repurchased to no more than 5% of our outstanding common shares as of the last day of the immediately preceding quarter. In the event the number of shares tendered exceeds the repurchase offer amount, shares will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted in the next quarterly tender offer, or upon the recommencement of the share repurchase program, as applicable. We may choose to offer to repurchase fewer shares than described above, or none at all.

We expect to repurchase shares pursuant to tender offers each quarter using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter, except that shares that have not been outstanding for at least one year will be repurchased at 98% of such NAV. The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction may be waived, at our discretion, in the case of repurchase requests arising from the death, divorce or qualified disability of the holder. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining shareholders. We intend to conduct the repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, and the 1940 Act. All shares purchased by us pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.

There were no shares repurchased during the three months ended March 31, 2024.

Off-Balance Sheet Arrangements

Portfolio Company Commitments

Our investment portfolio contains and is expected to continue to contain debt investments which are in the form of lines of credit or delayed draw commitments, which require us to provide funding when requested by portfolio companies in accordance with underlying loan agreements. As of March 31, 2024 and December 31, 2023, the Company had the following unfunded delayed draw term loans and revolvers:


	Par Value as of
	March 31, 2024		December 31, 2023
Unfunded delayed draw commitments	$	164,755	$	120,709
Unfunded revolving commitments	68,530		54,025
Unfunded term loan commitments	776		—
Total unfunded commitments	$	234,061	$	174,734

Other Commitments and Contingencies

From time to time, we may become a party to certain legal proceedings incidental to the normal course of our business. As of March 31, 2024, management was not aware of any pending or threatened litigation.

Related Party Transactions

We have entered into a number of business relationships with affiliated or related parties, including the Advisory Agreement, the Expense Support Agreement and the Administration Agreement.

In addition to the aforementioned agreements, we rely on exemptive relief that has been granted to us, our Adviser, and certain of our Adviser’s affiliates by the SEC to co-invest with other funds managed by our Adviser or its affiliates in a manner consistent with our investment objective, positions, policies, strategies and restrictions as well as regulatory requirements and other pertinent factors.

Recent Developments

Subscriptions

Share Repurchases

Distribution Declarations

On April 23, 2024, the Company declared a total distribution of $0.23 per Class I share, all of which is payable on May 30, 2024 to shareholders of record as of April 30, 2024.

Critical Accounting Policies and Estimates

The preparation of the financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Changes in the economic environment, financial markets, and any other parameters used in determining such estimates could cause actual results to differ.

Investments at Fair Value

Investment transactions are recorded on the trade date. Realized gains or losses are measured by the difference between the net proceeds received (excluding prepayment fees, if any) and the amortized cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include investments charged off during the period, net of recoveries. The net change in unrealized gains or losses primarily reflects the change in investment values, including the reversal of previously recorded unrealized gains or losses with respect to investments realized during the period.

The Company is required to report its investments for which current market values are not readily available at fair value. The Company values its investments in accordance with ASC 820, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date. ASC 820 prioritizes the use of observable market prices derived from such prices over entity-specific inputs. Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material.

Investments that are listed or traded on an exchange and are freely transferrable are valued at either the closing price (in the case of securities and futures) or the mean of the closing bid and offer (in the case of options) on the principal exchange on which the investment is listed or traded. Investments for which other market quotations are readily available will typically be valued at those market quotations. To validate market quotations, the Company will utilize a number of factors to determine if the quotations are representative of fair value, including the source and number of the quotations. Where it is possible to obtain reliable, independent market quotations from a third-party vendor, the Company will use these quotations to determine the value of its investments. The Company utilizes mid-market pricing (i.e., mid-point of average bid and ask prices) to value these investments. The Adviser obtains these market quotations from independent pricing services, if available; otherwise from one or more broker quotes. To assess the continuing appropriateness of pricing sources and methodologies, the Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing services or brokers, and any differences are reviewed in accordance with the valuation

procedures. The Adviser does not adjust the prices unless it has a reason to believe market quotations are not reflective of the fair value of an investment.

Where prices or inputs are not available or, in the judgment of the Adviser, not reliable, valuation approaches based on the facts and circumstances of the particular investment will be utilized. Securities that are not publicly traded or for which market prices are not readily available, as will be the case for a substantial portion of the Company’s investments, are valued at fair value as determined in good faith by the Adviser as the Company’s valuation designee under Rule 2a-5 under the 1940 Act, pursuant to the Company’s valuation policy, and under the oversight of the Board, based on, among other things, the input of independent valuation firms retained by the Company to review the Company’s investments. These valuation approaches involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the investments or market and the investments’ complexity.

With respect to the quarterly valuation of investments, the Company undertakes a multi-step valuation process each quarter in connection with determining the fair value of our investments for which reliable market quotations are not readily available as of the last calendar day of each quarter, which includes, among other procedures, the following:

•In addition, independent valuation firms retained by the Company prepare quarter-end valuations of each such investment that was (i) originated or purchased prior to the first calendar day of the quarter and (ii) is not a de minimis investment, as determined by the Adviser. The independent valuation firms provide a final range of values on such investments to the Adviser. The independent valuation firms also provide analyses to support their valuation methodology and calculations;

•The Adviser’s valuation committee with respect to the Company (the “Valuation Committee”) reviews each valuation recommendation to confirm they have been calculated in accordance with the Company’s valuation policy and compares such valuations to the independent valuation firms’ valuation ranges to ensure the Adviser’s valuations are reasonable;

•The Adviser’s Valuation Committee then determines fair value marks for each of the Company’s portfolio investments; and

•The Board and Audit Committee periodically review the valuation process and provide oversight in accordance with the requirements of Rule 2a-5 under the 1940 Act.

As part of the valuation process, the Company will take into account relevant factors in determining the fair value of our investments for which reliable market quotations are not readily available, many of which are loans, including and in combination, as relevant, of: (i) the estimated enterprise value of a portfolio company, generally based on an analysis of discounted cash flows, publicly traded comparable companies and comparable transactions, (ii) the nature and realizable value of any collateral, (iii) the portfolio company’s ability to make payments based on its earnings and cash flow, (iv) the markets in which the portfolio company does business, and (v) overall changes in the interest rate environment and the credit markets that may affect the price at which similar investments may be made in the future. When an external event such as a purchase transaction, public offering or subsequent equity or debt sale occurs, the Adviser will consider whether the pricing indicated by the external event corroborates its valuation.

The Company has and will continue to engage independent valuation firms to provide assistance regarding the determination of the fair value of the Company’s portfolio securities for which market quotations are not readily available or are readily available but deemed not reflective of the fair value of the investment each quarter, and the Company and the Adviser may reasonably rely on that assistance. However, the Adviser is responsible for the ultimate valuation of the portfolio investments at fair value as determined in good faith pursuant to the Company’s valuation policy, the Board’s oversight and a consistently applied valuation process.

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date.

The fair value hierarchy under ASC 820 prioritizes the inputs to valuation methodology used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities

(Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these securities. The three levels of the fair value hierarchy are as follows:

•Level 1: Inputs to the valuation methodology that reflect unadjusted quoted prices available in active markets for identical assets or liabilities as of the reporting date.

•Level 2: Inputs to the valuation methodology other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date.

•Level 3: Inputs to the valuation methodology are unobservable and significant to overall fair value measurement.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the overall fair value measurement. The Adviser’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

The Company’s accounting policy on the fair value of our investments is critical because the determination of fair value involves subjective judgments and estimates. Accordingly, the notes to the Company’s financial statements express the uncertainty with respect to the possible effect of these valuations, and any change in these valuations, on the financial statements. The SEC adopted Rule 2a-5 under the 1940 Act. This establishes requirements for determining fair value in good faith for purposes of the 1940 Act. We are in compliance with Rule 2a-5's valuation requirements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are subject to financial market risks, including valuation risk and interest rate risk.

Valuation Risk

We have invested, and plan to continue to invest, primarily in illiquid debt and equity securities of private companies. Most of our investments will not have a readily available market price, and therefore, we will value these investments at fair value as determined in good faith by the Adviser as the Company’s valuation designee under Rule 2a-5 under the 1940 Act, based on, among other things, the input of independent third-party valuation firm(s) retained by the Company, and in accordance with our valuation policy. There is no single standard for determining fair value. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments we make. If we were required to liquidate a portfolio investment in a forced or liquidation sale, we may realize amounts that are different from the amounts presented and such differences could be material.

Interest Rate Risk

Interest rate sensitivity refers to the change in earnings that may result from changes in the level of interest rates. We may fund portions of our investments with borrowings on a short-term basis, and at such time, our net investment income will be affected by the difference between the rate at which we invest and the rate at which we borrow. Accordingly, we cannot assure shareholders that a significant change in market interest rates will not have a material adverse effect on our net investment income.

As of March 31, 2024, 100% of our debt investments based on fair value in our portfolio were at floating rates. Based on our Statement of Assets and Liabilities as of March 31, 2024, the following table shows the annualized impact on net

income of hypothetical base rate changes in interest rates (considering base rate floors and ceilings for floating rate instruments assuming no changes in our investment and borrowing structure) (dollar amounts in thousands):


	As of March 31, 2024
Change in Interest Rates	Interest Income		Interest Expense		Net Income
Up 300 basis points	$	43,305	$	(6,259)	$	37,046
Up 200 basis points	$	28,870	$	(4,173)	$	24,697
Up 100 basis points	$	14,435	$	(2,086)	$	12,349
Down 100 basis points	$	(14,435)	$	2,086	$	(12,349)
Down 200 basis points	$	(28,870)	$	4,173	$	(24,697)

We may in the future hedge against interest rate fluctuations by using hedging instruments such as interest rate swaps, futures, options and forward contracts, subject to the requirements of the 1940 Act and applicable commodities laws. While hedging activities may mitigate our exposure to adverse fluctuations in interest rates, certain hedging transactions that we may enter into in the future, such as interest rate swap agreements, may also limit our ability to participate in the benefits of changes in interest rates with respect to our portfolio investments.

ITEM 4. Controls and Procedures

(1)Evaluation of Disclosure Controls and Procedures

In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report and determined that our disclosure controls and procedures are effective as of the end of the period covered by this Quarterly Report.

(2)Changes in Internal Controls over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are not currently subject to any material legal proceedings, nor, to our knowledge, is any material legal proceeding threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under loans to or other contracts with our portfolio companies. Our business is also subject to extensive regulation, which may result in regulatory proceedings against us. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, we do not expect that any such future proceedings will have a material effect upon our financial condition or results of operations.

From time to time, the Company may become a party to certain legal proceedings incidental to the normal course of its business. As of March 31, 2024, management is not aware of any pending or threatened material litigation.

Item 1A. Risk Factors

In addition to the other information set forth in this Quarterly Report, you should carefully consider the risk factors set forth in “Item 1A Risk Factors” in our annual report on Form 10‑K for the year ended December 31, 2023, as well as the risk factors set forth in the section captioned “Risk Factors” of Post-Effective Amendment No. 1 to our registration statement on Form N-2 filed on April 26, 2024, which could materially affect our business, financial condition and/or operating results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially affect our business, financial condition and/or operating results. There have been no material changes during the three months ended March 31, 2024 to the risk factors set forth in “Item 1A Risk Factors” in our annual report on Form 10‑K for the year ended December 31, 2023 and the risk factors set forth in the section captioned "Risk Factors" of Post-Effective Amendment No. 1 to our registration statement on Form N-2 filed on April 26, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

Other than the shares issued pursuant to our distribution reinvestment plan, we did not sell any unregistered equity securities.

Share Repurchases

There were no repurchases of our common shares during the three months ended March 31, 2024.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the fiscal quarter ended March 31, 2024, none of the trustees or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

Item 6. Exhibits


Exhibit Number			Description of Exhibits


3.1			Amended and Restated Declaration of Trust (incorporated by reference to Exhibit (a)(8) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
3.2			Bylaws (incorporated by reference to Exhibit (b) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
3.3			Second Amended and Restated Declaration of Trust (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 814-01561))
3.4			Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No. 814-01561))
4.1			Distribution Reinvestment Plan (incorporated by reference to Exhibit (e) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
10.1			Form of Subscription Agreement (incorporated by reference to Exhibit (d) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
10.2			Investment Advisory Agreement dated as of November 10, 2022 by and between T. Rowe Price OHA Select Private Credit Fund and OHA Private Credit Advisors LLC (formerly OHA Private Credit Advisors, L.P.) (incorporated by reference to Exhibit 10.2 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q for the Period Ended June 30, 2023 (File No. 814-01561))
10.3			Amended and Restated Investment Advisory Agreement dated as of March 20, 2024 by and between T. Rowe Price OHA Select Private Credit Fund and OHA Private Credit Advisors LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 814-01561))
10.4			Administration Agreement dated as of November 10, 2022 by and between T. Rowe Price OHA Select Private Credit Fund and OHA Private Credit Advisors LLC (formerly OHA Private Credit Advisors, L.P.) (incorporated by reference to Exhibit 10.4 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q for the Period Ended June 30, 2023 (File No. 814-01561))
10.5			Amended and Restated Administration Agreement dated as of March 20, 2024 by and between T. Rowe Price OHA Select Private Credit Fund and OHA Private Credit Advisors LLC (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 814-01561))
10.6			Custody Agreement dated as of October 13, 2022 by and between T. Rowe Price OHA Select Private Credit Fund and State Street Bank and Trust Company (incorporated by reference to Exhibit (j) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
10.7			Managing Dealer Agreement by and between T. Rowe Price OHA Select Private Credit Fund and T. Rowe Price Investment Services, Inc. (incorporated by reference to Exhibit (h)(1) to the Company's Registration Statement on Form N-2 (File No. 333-266378))
10.8			Transfer Agency Services Agreement dated as of November 7, 2022 by and among T. Rowe Price OHA Select Private Credit Fund, DST Systems, Inc. and OHA Private Credit Advisors LLC (incorporated by reference to Exhibit (k)(3) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
10.9			Distribution and Shareholder Servicing Plan (incorporated by reference to Exhibit (h)(2) to the Company’s Registration Statement on Form N-2 (File No. 333-266378))
10.10			Multiple Class Plan (incorporated by reference to Exhibit 10.8 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q for the Period Ended June 30, 2023 (File No. 814-01561))
10.11			Senior Secured Revolving Credit Agreement dated as of November 15, 2022 by and among T. Rowe Price OHA Select Private Credit Fund as Borrower, JPMorgan Chase Bank, N.A. as Administrative Agent and Collateral Agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.9 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q for the Period Ended June 30, 2023 (File No. 814-01561))
10.12			Amended and Restated Revolving Credit and Security Agreement dated as of June 30, 2023 by and among T. Rowe Price OHA Select Private Credit Fund as Equityholder, TRP OHA SPV Funding I, LLC as Borrower, BNP Paribas as Administrative Agent, TRP OHA Servicer I, LLC as Servicer, The Bank of New York Mellon Trust Company, National Association as Collateral Agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.10 to Amendment No. 1 to the Company’s Quarterly Report on Form 10-Q for the Period Ended June 30, 2023 (File No. 814-01561))
10.13			Amendment No.1 to Senior Secured Revolving Credit Agreement, dated as of August 29, 2023, by and among T. Rowe Price OHA Select Private Credit Fund, as Borrower, the lenders party thereto and JPMorgan Chase Bank, N.A. as Administrative Agent and Collateral Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 31, 2023 (File No. 814-01561))
10.14			Master Note Purchase Agreement, dated March 7, 2023, by and among T. Rowe Price OHA Select Private Credit Fund and the Purchasers party thereto (incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K filed on March 13, 2024 (File No. 814-01561))
31.1*			Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


31.2*			Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*			Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*			Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS			Inline XBRL Instance Document
101.SCH			Inline XBRL Taxonomy Extension Schema Document.
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*			Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


			T. ROWE PRICE OHA SELECT PRIVATE CREDIT FUND

Date: May 8, 2024			/s/ Eric Muller
			Eric Muller
			Chief Executive Officer

Date: May 8, 2024			/s/ Gerard Waldt
			Gerard Waldt
			Chief Financial Officer

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T. Rowe Price OHA Select Private Credit Fund 10-Q2024 Q1 Quarterly report

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