Carlyle Credit Income Fund
For the period ended Sep 4, 2025. Filed Jul 21, 2025.
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Sep 4, 2025 · Filed Jul 21, 2025
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Other Methods of Proxy Solicitation
In addition to the solicitation of proxies by Internet or mail, regular employees of Carlyle Global Credit Investment Management (the “Adviser”) and officers and employees of Equiniti Trust Company LLC, the Fund’s transfer agent may also solicit proxies by telephone, Internet or in person and will not receive any compensation therefor from the Fund. The Fund has also engaged Broadridge Financial Solutions, Inc. (“Broadridge”), an independent proxy solicitation firm, to assist in the distribution of the proxy materials and the solicitation and tabulation of proxies. The cost of Broadridge’s services with respect to the Fund is estimated to be approximately $28,504, plus reasonableout-of-pocket expenses. The Fund will pay all expenses incurred in connection with preparing the Proxy Statement and its enclosures and expenses associated with proxy solicitation. The Fund will also reimburse brokerage firms and others for their expenses in forwarding solicitation materials to the beneficial owners of the Fund’s Shares (as defined below).
The Fund’s most recent annual and semi-annual report, including audited financial statements for the year ended September 30, 2024, is available upon request, without charge, by writing to the Fund at One Vanderbilt Avenue, Suite 3400, New York, New York 10017, by calling the Fund at 1-866-277-8243, or via the Internet at www.carlylecreditincomefund.com.
You can vote your shares by completing and signing the enclosed proxy card(s) and mailing it (them) in the enclosed postage-paid envelope. You may also vote by attending the Meeting and voting. In addition, you may also vote by touch-tone telephone by calling the toll-free number printed on your proxy card(s) and following the recorded instructions or via internet by visiting the website printed on your proxy card(s) and following theon-screen instructions.
Shareholders of record will be entitled to receive notice of, and to participate and to vote at, the Meeting and any postponement or adjournment thereof.
You may provide proxy instructions by completing, signing and returning the enclosed proxy card (the “Proxy Card”) by mail in the enclosed envelope. The persons designated on the Proxy Card as proxies will vote your shares as you instruct on each Proxy Card. If you return a signed Proxy Card without any voting instructions, your shares will be voted “FOR” the Trustee nominees in accordance with the recommendation of the Board. The persons designated on the Proxy Card as proxies will also be authorized to vote (or to withhold their votes) in their discretion on any other matters which properly come before the Meeting. They may also vote in their discretion to adjourn the Meeting. If you sign and return a Proxy Card, you may still attend the Meeting to vote your shares in person. If your shares are held of record by a broker and you wish to vote in person at the Meeting, you should obtain a legal proxy from your broker and present it at the Meeting. You may revoke your proxy by (1) giving written notice before the Meeting of the revocation to the Fund stating that the proxy is revoked; (2) executing a subsequent proxy; or (3) attending the Meeting and voting in person. If your shares are held in the name of your broker, you will have to make arrangements with your broker to revoke any previously executed proxy.
If the enclosed proxy card is properly executed and returned in time to be voted at the Meeting and has not been revoked, the Shares (as defined below) represented thereby will be voted “FOR” the proposal listed in the Notice, unless instructions to the contrary are marked thereon, and in the discretion of the proxy holders as to the transaction of any other business that may properly come before the Meeting or any postponements or adjournments thereof. Any shareholder who has given a proxy has the right to revoke it at any time prior to its exercise either by attending the Meeting and voting his or her shares or by submitting a letter of revocation or a later-dated proxy to the Fund at the above address prior to the date of the Meeting. Shareholders of the Fund have no dissenters’ or appraisal rights in connection with any of the proposals described herein.
Holders of a majority of the total number of outstanding common shares of beneficial interest (“Common Shares”) and preferred shares of beneficial interest (“Preferred Shares”) of the Fund entitled to vote, present in person via teleconference or by proxy, shall be required to constitute a quorum for the purpose of voting on the election of the Class I Trustees and any other matter which is properly presented for action by the Shareholders at the Fund’s Annual Meeting. If a quorum is not present at the Meeting, or if a quorum is present at the Meeting, but sufficient votes to approve any of the proposed items are not received, the chair of the Meeting may propose one or more adjournments of the Meeting to permit further solicitation of proxies. A shareholder vote may be taken on one or more of the proposals in this Proxy Statement prior to such adjournment if sufficient votes have been received for approval and it is otherwise appropriate. In the absence of a quorum, the Meeting may be adjourned by either a vote of a majority of the Shares present and entitled to vote at such meeting, or by the chair of such meeting in his or her sole discretion. If a quorum is present, the persons named as proxies will vote those proxies that they are entitled to vote “FOR” any proposal in favor of such adjournment and will vote those proxies required to be voted “AGAINST” any proposal against such adjournment.
The close of business on July 8, 2025, has been fixed as the “Record Date” for the determination of shareholders entitled to notice of and to vote at the Fund’s Meeting and all postponements or adjournments thereof.
The Fund issues Common Shares and Preferred Shares, no par value (the “Shares”).
As of the Record Date, there were 21,157,035 of Common Shares outstanding and 2,103,517 of Preferred Shares outstanding. Shareholders of the Fund vote to elect the Class I Trustees, as indicated below. The following tables set forth the Class I Trustee nominees by share class:
| Share Class | Class I Trustee Nominee |
|---|---|
| Common Shares and Preferred Shares | Mark Garbin |
| Nishil Mehta |
In order that your Shares may be represented at the Meeting, you are requested to vote on the following matter:
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