Nuveen Churchill Direct Lending Corp.

Previous wording

We were formed on March 13, 2018 as a Delaware limited liability company and converted into a Maryland corporation on June 18, 2019, prior to the commencement of operations. We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, we have elected, and intend to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”).

Current wording

We are a closed-end, externally managed, non-diversified management investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, we have elected, and intend to qualify annually, to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). We are externally managed by Churchill DLC Advisor LLC (the “Adviser”), which has delegated substantially all of its day-to-day portfolio management obligations to Churchill Asset Management LLC (“Churchill”). The Adviser and Churchill are subsidiaries of Nuveen, LLC (“Nuveen”), a wholly owned subsidiary of Teachers Insurance and Annuity Association of America (“TIAA”).

Previous wording

Churchill NCDLC CLO-I, LLC (“CLO-I”), Churchill NCDLC CLO-II, LLC (“CLO-II”), Churchill NCDLC CLO-III, LLC (“CLO-III”), and NCDL Equity Holdings LLC ("NCDL Equity Holdings") are wholly owned subsidiaries of the Company and are consolidated in these financial statements commencing from the date of their formation. CLO-I, CLO-II and CLO-III have completed term debt securitizations. NCDL Equity Holdings was formed to hold certain equity-related securities.

Current wording

We have several wholly owned subsidiaries that are consolidated in these financial statements, including Churchill NCDLC CLO-I, LLC (“CLO-I”) and Churchill NCDLC CLO-II, LLC (“CLO-II”) each of which has completed a term debt securitization, and NCDL Equity Holdings LLC (“NCDL Equity Holdings”), which was formed to hold certain equity-related securities.

Previous wording

Our portfolio and investment activity for the three and six months ended June 30, 2026 and 2025 is presented below (amounts in thousands):

Current wording

Our portfolio and investment activity for the three and nine months ended September 30, 2026 and 2025 is presented below (amounts in thousands):

Previous wording

On July 7, 2026, the Company and an unaffiliated institutional investor (the "JV Partner") formed NCDL Senior Loan Fund I LLC (the "Joint Venture"), a joint venture established for the purpose of making portfolio company investments, including first-lien senior secured debt, junior secured loans, subordinated or unsecured loans or other debt or equity investments, either directly or indirectly through its wholly owned subsidiary, NCDL Senior Loan Fund I SPV LLC (the "JV SPV"). Certain material management and investment decisions of the Joint Venture require unanimous approval of the Joint Venture's investment committee or board of managers, as applicable, each of which consists of an equal number of representatives of the Company and the JV Partner. Because the Company does not control the Joint Venture, the Company will not consolidate its investment in the Joint Venture.

Current wording

On July 7, 2026, we established Senior Loan Fund I, LLC ("Senior Loan Fund I") alongside an unaffiliated institutional investor (the "JV Partner"), with us and the JV Partner holding ownership interests of 87.5% and 12.5%, respectively. Senior Loan Fund I was created to pursue portfolio company investments, encompassing first-lien senior secured debt, junior secured loans, subordinated or unsecured loans, or other debt or equity investments, either directly or indirectly through its wholly owned subsidiaries, including NCDL Senior Loan Fund I SPV LLC (the "JV SPV"). We and the JV Partner have equal representation on Senior Loan Fund I's investment committee, and investment decisions, as well as generally all other decisions in respect of Senior Loan Fund I, require approval by Senior Loan Fund I's investment committee or board of managers, as applicable, each of which consists of an equal number of representatives of us and the JV Partner.

Previous wording

•Weighted average reported annual EBITDA of $76.88 million;1

Current wording

•Weighted average reported annual EBITDA of $79 million;1

Previous wording

•Weighted average of 2.46x interest coverage ratio for our first-lien loans;2

Current wording

•Weighted average of 2.31x interest coverage ratio for our first-lien loans;2

Previous wording

•Weighted average of 5.20x net leverage;3 and

Current wording

•Weighted average of 5.18x net leverage;3 and

Previous wording

•Approximately 86.24% of our debt investments have financial covenants.4

Current wording

•Approximately 85.63% of our debt investments have financial covenants.4

Previous wording

1 These calculations include all private debt investments for which fair value is determined by the Adviser in its capacity as the Valuation Designee of the Company's board of directors (the “Board”) and excludes quoted assets. Amounts are weighted based on fair market value of each respective investment as of its most recent quarterly valuation, which are derived from the most recently available portfolio company financial statements.

Current wording

1 These calculations include all private debt investments for which fair value is determined by the Adviser in its capacity as the Valuation Designee of the Company's board of directors (the “Board”) and excludes quoted assets and the investments in Joint Venture. Amounts are weighted based on fair market value of each respective investment as of its most recent quarterly valuation, which are derived from the most recently available portfolio company financial statements.

Previous wording

2 The interest coverage ratio calculation is derived from the most recently available portfolio company financial information received by the Adviser and is a weighted average based on the fair market value of each respective first lien loan investment as of its most recent reporting to lenders. Such reporting may include assumptions regarding the impact of interest rate hedges established by borrowers to reduce their exposure to floating interest rates (resulting in a reduced hedging rate being used for the total interest expense in respect of such hedges, rather than any higher rates applicable under the documentation for such loans), even if such hedging instruments are not pledged as collateral to lenders in respect of such loans and do not secure the loans themselves. The interest rate coverage ratio excludes junior capital investments and equity co-investments and applies solely to traditional middle market first lien loans held by us, which also excludes any upper middle market or other first lien loan investments that do not have financial maintenance covenants and first lien loans that the Adviser has assigned an internal risk rating of ‘8’ or higher, as well as any portfolio companies with net senior leverage of 15x or greater. As a result of the foregoing exclusions, the interest coverage ratio shown herein applies to 74.47% of our total investments, and 83.11% of our total first lien loan investments, in each case based upon fair value.

Current wording

2 The interest coverage ratio calculation is derived from the most recently available portfolio company financial information received by the Adviser and is a weighted average based on the fair market value of each respective first lien loan investment as of its most recent reporting to lenders. Such reporting may include assumptions regarding the impact of interest rate hedges established by borrowers to reduce their exposure to floating interest rates (resulting in a reduced hedging rate being used for the total interest expense in respect of such hedges, rather than any higher rates applicable under the documentation for such loans), even if such hedging instruments are not pledged as collateral to lenders in respect of such loans and do not secure the loans themselves. The interest rate coverage ratio excludes junior capital investments, equity co-investments, investments in Joint Venture, and applies solely to traditional middle market first lien loans held by us, which also excludes any upper middle market or other first lien loan investments that do not have financial maintenance covenants and first lien loans that the Adviser has assigned an internal risk rating of ‘8’ or higher, as well as any portfolio companies with net senior leverage of 15x or greater. As a result of the foregoing exclusions, the interest coverage ratio shown herein applies to 72.29% of our total investments, and 82.97% of our total first lien loan investments, in each case based upon fair value.

Previous wording

3 Net leverage is the ratio of total debt minus cash divided by EBITDA, taking into account only the debt issued through the tranche in which we are a lender. Leverage is derived from the most recently available portfolio company financial statements and weighted by the fair value of each investment. Net leverage presented excludes equity investments as well as debt instruments to which the Adviser has assigned an internal risk rating of 8 or higher and any portfolio companies with net leverage of 15x or greater.

Current wording

3 Net leverage is the ratio of total debt minus cash divided by EBITDA, taking into account only the debt issued through the tranche in which we are a lender. Leverage is derived from the most recently available portfolio company financial statements and weighted by the fair value of each investment. Net leverage presented excludes equity investments, investments in Joint Venture, as well as debt instruments to which the Adviser has assigned an internal risk rating of 8 or higher and any portfolio companies with net leverage of 15x or greater.

Previous wording

4 Represents the percentage of debt investments with one or more maintenance financial covenants.

Current wording

4 Represents the percentage of debt investments with one or more maintenance financial covenants and excludes investments in Joint Venture.

Previous wording

1 As of June 30, 2026, Subordinated Debt was comprised of second lien term loans and/or second lien notes of $61,041, mezzanine debt of $77,229 and structured debt of $1,337 at fair value; Subordinated Debt was comprised of second lien term loans and/or second lien notes of $62,705, mezzanine debt of $84,740 and structured debt of $3,282 at cost.

Current wording

1 As of September 30, 2026, Subordinated Debt was comprised of second lien term loans and/or second lien notes of $61,688, mezzanine debt of $78,574 and structured debt of $1,258 at fair value; Subordinated Debt was comprised of second lien term loans and/or second lien notes of $63,417, mezzanine debt of $86,331 and structured debt of $3,247 at cost.

Previous wording

As of June 30, 2026, our estimated exposure to the software sector represented 2.42% of the total portfolio, at fair value. The estimate of software exposure (i) includes any borrower whose business model reflects the operating or structural characteristics of a software company, regardless of its industry classification, and (ii) excludes technology-adjacent companies, such as managed service providers and systems integrators, that may be assigned to 'High-Tech Industries' under Moody's industry classification but do not derive revenue from the licensing or subscription of proprietary software. As a result, certain borrowers classified within 'High-Tech Industries' in the table above are excluded from the software sector estimate, while certain borrowers classified in other industries are included, based on whether they derive revenue from proprietary software licensing or subscriptions. We believe this estimate is an accurate representation of our software sector exposure. Results will differ, in some cases significantly, if an alternative industry classification methodology were applied.

Current wording

1 The estimate of software exposure (i) includes any borrower whose business model reflects the operating or structural characteristics of a software company, regardless of its industry classification, and (ii) excludes technology-adjacent companies, such as managed service providers and systems integrators, that may be assigned to 'High-Tech Industries' under Moody's industry classification but do not derive revenue from the licensing or subscription of proprietary software. As a result, certain borrowers classified within 'High-Tech Industries' in the table above are excluded from the software sector estimate, while certain borrowers classified in other industries are included, based on whether they derive revenue from proprietary software licensing or subscriptions. We believe this estimate is an accurate representation of our software sector exposure. Results will differ, in some cases significantly, if an alternative industry classification methodology were applied.

Previous wording

1 Weighted average yield inclusive of debt and income producing investments on non-accrual status, at cost, as of June 30, 2026 was 9.03%. Weighted average yield inclusive of debt and income producing investments on non-accrual status, at cost, as of December 31, 2025, was 9.36%.

Current wording

1 Weighted average yield inclusive of debt and income producing investments on non-accrual status, at cost, as of September 30, 2026 was 9.40%. Weighted average yield inclusive of debt and income producing investments on non-accrual status, at cost, as of December 31, 2025, was 9.36%.

Previous wording

2 Weighted average yield inclusive of debt and income producing investments on non-accrual status, at fair value, as of June 30, 2026 was 9.27%. Weighted average yield inclusive of debt and income producing investments on non-accrual status, at fair value, as of December 31, 2025, was 9.54%.

Current wording

2 Weighted average yield inclusive of debt and income producing investments on non-accrual status, at fair value, as of September 30, 2026 was 9.65%. Weighted average yield inclusive of debt and income producing investments on non-accrual status, at fair value, as of December 31, 2025, was 9.54%.

Previous wording

As of June 30, 2026, 99.95% and 99.95% of our floating rate debt and income producing investments at cost and at fair value, respectively, had interest rate floors that govern the minimum applicable interest rates on such loans. As of December 31, 2025, 99.95% and 99.95% of our floating rate debt and income producing investments at cost and at fair value, respectively, had interest rate floors that govern the minimum applicable interest rates on such loans.

Current wording

As of September 30, 2026, 97.97% and 97.94% of our floating rate debt and income producing investments at cost and at fair value, respectively, had interest rate floors that govern the minimum applicable interest rates on such loans. As of December 31, 2025, 99.95% and 99.95% of our floating rate debt and income producing investments at cost and at fair value, respectively, had interest rate floors that govern the minimum applicable interest rates on such loans.

Previous wording

The weighted average yield of our debt and income producing securities is not the same as a return on investment for our shareholders, but rather relates to our investment portfolio and is calculated before the payment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was computed using the effective interest rates as of each respective date, including accretion of original issue discount, but excluding any investments on non-accrual status. There can be no assurance that the weighted average yield will remain at its current level. Total weighted average yields of our debt and income producing investments, at cost, decreased from 9.48% to 9.28% from December 31, 2025 to June 30, 2026.

Current wording

The weighted average yield of our debt and income producing securities is not the same as a return on investment for our shareholders, but rather relates to our investment portfolio and is calculated before the payment of all of our and our subsidiaries’ fees and expenses. The weighted average yield was computed using the effective interest rates as of each respective date, including accretion of original issue discount, but excluding any investments on non-accrual status. There can be no assurance that the weighted average yield will remain at its current level. Total weighted average yields of our debt and income producing investments, at cost, increased from 9.48% to 9.65% from December 31, 2025 to September 30, 2026.

Previous wording

In the second quarter, private equity mergers and acquisitions activity was highly selective, as financial sponsor deal activity slowed compared to the first quarter, despite overall global mergers and acquisitions recording new highs. Private equity volumes were relatively light compared to prior periods, driven by continued market volatility, as buyers navigated geopolitical uncertainties and AI-driven disruptions. Existing portfolio companies continue to be a source of deal volume as sponsors pursue inorganic growth through buy and build strategies. The gap between strategic acquirers and private equity sponsors widened, as financial sponsors faced disciplined underwriting and tighter credit constraints. Nevertheless, substantial dry powder remains available, and a stabilization of market conditions could support a resumption of deal activity. Repayment and exit activity in private equity sponsor deals slowed significantly during the quarter amid increased macroeconomic uncertainty and AI-related sector disruptions. While repayment activity may continue to offset new investment deployment, we believe that well-capitalized lenders with available liquidity, existing portfolio company relationships, and strong proprietary sponsor networks are well-positioned to benefit from a market recovery when conditions stabilize.

Current wording

Private equity mergers and acquisitions activity rebounded modestly in the third quarter, compared to a slower second quarter, reflecting a partial market recovery. Although U.S. private equity deal count and deal value increased sequentially, M&A activity remains highly selective and relatively light compared to prior year periods, driven by continued market volatility, as buyers navigated elevated borrowing costs, geopolitical uncertainties and AI-driven disruptions. Nevertheless, substantial dry powder remains available, and we believe a stabilization of market conditions could support a resumption of deal activity. Existing portfolio companies continue to be a source of deal volume as sponsors pursue inorganic growth through buy and build strategies. Repayment and exit activity in private equity sponsor deals continued to slow during the quarter amid increased macroeconomic uncertainty and AI-related sector disruptions. While repayment activity may continue to offset new investment deployment, we believe that well-capitalized lenders with available liquidity, existing portfolio company relationships, and strong proprietary sponsor networks are well-positioned to benefit from a market recovery when conditions stabilize.

Previous wording

In addition to market volatility and uncertainty, certain broader macro-economic risks remain. Changes to trade policies, including the imposition of new tariffs by the current administration, could disrupt supply chains and may negatively impact the financial condition of certain of our portfolio companies as well as the macro-economic environment. To the extent tariff policies are modified or customs refunds are processed, such developments could partially mitigate the impact on affected portfolio companies, though the timing and magnitude of any such adjustments remain uncertain. Additionally, rising geopolitical tensions have contributed to capital markets volatility and upward pressure on inflation, further complicating the macro-economic outlook. While we have not observed significant energy input cost increases affecting our portfolio companies to date, we continue to monitor the potential effect of energy price volatility on portfolio company operating costs and margins. Given that inflation remains above the Fed’s targets, expectations for rate cuts for the remainder of the year have diminished with the forward SOFR curve now showing potential rate increases. To the extent the SOFR reference rate increases, such increases could create additional burden on levered portfolio companies in servicing their debt obligations. The rapid evolution and adoption of artificial intelligence technologies may also create both opportunities and challenges for certain businesses, potentially reshaping competitive dynamics, operational models, and workforce requirements across industries. In light of these dynamics, we are closely monitoring the performance and outlook of our portfolio companies, and we will continue to seek to invest in defensive businesses with low levels of cyclicality, pricing power, strong free cash flow generation, and multiple channels to source products or materials. There can be no assurance that economic conditions or competitive market dynamics will not adversely impact certain of our portfolio companies, which could have an impact on our future results.

Current wording

In addition to market volatility and uncertainty, certain broader macroeconomic risks remain. Changes to trade policies, including the imposition of new tariffs by the current administration, could disrupt supply chains and may negatively impact the financial condition of certain of our portfolio companies as well as the macroeconomic environment. To the extent tariff policies are modified or customs refunds are processed, such developments could partially mitigate the impact on affected portfolio companies, though the timing and magnitude of any such adjustments remain uncertain. Additionally, rising geopolitical tensions have contributed to capital markets volatility and upward pressure on inflation, further complicating the macroeconomic outlook. While we have not observed significant energy input cost increases affecting our portfolio companies to date, we continue to monitor the potential effect of energy price volatility on portfolio company operating costs and margins. Given that inflation persists above the central bank’s target, the Federal Reserve’s interest rate expectations have shifted back toward rate hikes for the remainder of this year and into next year. The forward SOFR curve shows further potential rate increases through year-end 2027. To the extent the SOFR reference rate increases, such increases could create additional burden on levered portfolio companies in servicing their debt obligations. The rapid evolution and adoption of AI technologies also may create both opportunities and challenges for certain businesses, potentially reshaping competitive dynamics, operational models, and workforce requirements across industries. In light of these dynamics, we are closely monitoring the performance and outlook of our portfolio companies, and we will continue to seek to invest in defensive businesses with low levels of cyclicality, pricing power, strong free cash flow generation, and multiple channels to source products or materials. There can be no assurance that economic conditions or competitive market dynamics will not adversely impact certain of our portfolio companies, which could have an impact on our future results.

Previous wording

As of June 30, 2026 and December 31, 2025, the weighted average Internal Risk Rating of our investment portfolio was 4.3 and 4.2, respectively. As of June 30, 2026, there were investments in nine portfolio companies on non-accrual with an aggregate cost of $52.4 million, which represented approximately 2.66% of total investments at cost. As of December 31, 2025, there were investments in four portfolio company on non-accrual with an aggregate cost of $24.4 million, which represented approximately 1.22% of total investments at cost.

Current wording

As of September 30, 2026 and December 31, 2025, the weighted average Internal Risk Rating of our investment portfolio was 4.4 and 4.2, respectively. As of September 30, 2026, there were investments in nine portfolio companies on non-accrual with an aggregate cost of $49.2 million, which represented 2.57% of total investments, at cost. As of December 31, 2025, there were investments in four portfolio companies on non-accrual with an aggregate cost of $24.4 million, which represented 1.22% of total investments, at cost.

Previous wording

Operating results for the three and six months ended June 30, 2026 and 2025 were as follows (amounts in thousands):

Current wording

Operating results for the three and nine months ended September 30, 2026 and 2025 were as follows (amounts in thousands):

Previous wording

Investment income for the three and six months ended June 30, 2026 was $44.3 million and $90.6 million, respectively, compared to $53.1 million and $106.7 million for the three and six months ended June 30, 2025, respectively. As of June 30, 2026 and June 30, 2025, the size of our portfolio was $2.0 billion and $2.0 billion, at cost, respectively. Average par value of funded debt investments for the three and six months ended June 30, 2026 was $2.0 billion and $2.0 billion, respectively, compared to $2.0 billion and $2.1 billion for the three and six months ended June 30, 2025, respectively. As of June 30, 2026, the weighted average yield of our debt and income producing investments decreased to 9.28% from 10.08% as of June 30, 2025, at cost, primarily due to the decline in base interest rates, as spreads on newly originated investments have remained relatively stable over the period. Shifting base interest rates, such as SOFR and any applicable alternate rates, also may affect our investment income.

Current wording

Investment income for the three and nine months ended September 30, 2026 was $43.7 million and $134.3 million, respectively, compared to $51.1 million and $157.8 million for the three and nine months ended September 30, 2025, respectively. As of September 30, 2026 and September 30, 2025, the size of our portfolio was $1.9 billion and $2.0 billion, at cost, respectively. Average par value of funded debt investments for the three and nine months ended September 30, 2026 was $1.9 billion and $1.9 billion, respectively, compared to $2.0 billion and $2.0 billion for the three and nine months ended September 30, 2025, respectively. As of September 30, 2026, the weighted average yield of our debt and income producing investments decreased to 9.65% from 9.92% as of September 30, 2025, at cost, primarily due to the net decline in base interest rates over the period, as spreads on newly originated investments have remained relatively stable. Shifting base interest rates, such as SOFR and any applicable alternate rates, also may affect our investment income.

Previous wording

Total expenses before waived incentive fees decreased to $24.1 million and $50.3 million for the three and six months ended June 30, 2026, respectively, from $30.3 million and $58.7 million for the three and six months ended June 30, 2025, respectively.

Current wording

Total expenses before waived incentive fees decreased to $24.9 million and $75.2 million for the three and nine months ended September 30, 2026, respectively, from $29.7 million and $88.4 million for the three and nine months ended September 30, 2025, respectively.

Previous wording

Interest and debt financing expenses decreased for the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025, primarily due to a lower average interest rate and lower average daily borrowings, partially offset by one-time costs associated with debt facility refinancings completed during the first quarter of 2026, as further described below in Borrowings. Average daily borrowings decreased during the six months ended June 30, 2026 primarily due to a decrease in borrowings on the Revolving Credit Facility (defined below). For the six months ended June 30, 2026, we recorded $0.8 million of non-recurring interest and debt financing expenses relating to the acceleration of deferred financing costs in connection with the CLO-II Refinancing. The average daily borrowings for the three and six months ended June 30, 2026 were $1.1 billion and $1.1 billion, respectively, compared to $1.2 billion and $1.2 billion for the three and six months ended June 30, 2025, respectively. The average annual interest rate for the three and six months ended June 30, 2026 was 5.72% and 5.80%, respectively, compared to 6.62% and 6.59% for the three and six months ended June 30, 2025, respectively.

Current wording

Interest and debt financing expenses decreased for the three and nine months ended September 30, 2026 compared to the three and nine months ended September 30, 2025, primarily due to a lower average interest rate and lower average daily borrowings, partially offset by one-time costs associated with debt facility refinancings completed during the first quarter and third quarter of 2026, as further described below in Borrowings. Average daily borrowings decreased during the nine months ended September 30, 2026 primarily due to the redemption of CLO-III during the third quarter of 2026, which was partially offset by the additional 2030 Notes offering. For the nine months ended September 30, 2026, we recorded $1.5 million of non-recurring interest and debt financing expenses relating to the acceleration of deferred financing costs in connection with the refinancing of CLO-II and the redemption of CLO-III. The average daily borrowings for the three and nine months ended September 30, 2026 were $1.0 billion and $1.1 billion, respectively, compared to $1.1 billion and $1.1 billion for the three and nine months ended September 30, 2025, respectively. The average annual interest rate for the three and nine months ended September 30, 2026 was 5.65% and 5.76%, respectively, compared to 6.64% and 6.61% for the three and nine months ended September 30, 2025, respectively.

Previous wording

In accordance with the terms of the Advisory Agreement, effective March 31, 2025, the management fee base rate increased from 0.75% to 1.00%. For the three months ended June 30, 2026, management fees decreased compared to the three months ended June 30, 2025, primarily due to a decrease in average gross assets during the period. For the six months ended June 30, 2026, management fees increased compared to the six months ended June 30, 2025, primarily due to the increase in the management fee base rate from 0.75% to 1.00%, effective March 31, 2025, which was in effect for the full six months ended June 30, 2026 compared to only the three months ended June 30, 2025.

Current wording

In accordance with the terms of the Advisory Agreement, effective March 31, 2025, the management fee base rate increased from 0.75% to 1.00%. For the three months ended September 30, 2026, management fees decreased compared to the three months ended September 30, 2025, primarily due to a decrease in average gross assets during the period. For the nine months ended September 30, 2026, management fees increased compared to the nine months ended September 30, 2025, primarily due to the increase in the management fee base rate from 0.75% to 1.00%, effective March 31, 2025, which was in effect for the full nine months ended September 30, 2026 compared to only the six months ended September 30, 2025.

Previous wording

Additionally, effective March 31, 2025, the Adviser's waiver of incentive fees on income and on capital gains expired pursuant to the terms of the Advisory Agreement. For the three and six months ended June 30, 2026, income-based incentive fees totaled $0.6 million and $2.2 million, respectively, with no amounts waived. For the three and six months ended June 30, 2025, income-based incentive fees totaled $2.8 million and $5.1 million, respectively, of which $2.3 million was waived in the first quarter of 2025 in accordance with the terms of the Advisory Agreement. The decrease in income-based incentive fees for the three months ended June 30, 2026 compared to the three months ended June 30, 2025 was primarily attributable to lower net investment income and the impact of the incentive fee cap pursuant to the terms of the Advisory Agreement. The decrease in income-based incentive fees for the six months ended June 30, 2026 compared to the six months ended June 30, 2025 was primarily attributable to lower net investment income and the impact of the incentive fee cap, partially offset by the expiration of the incentive fee waiver. No capital gains incentive fees were incurred during the three and six months ended June 30, 2026 or 2025.

Current wording

Additionally, effective March 31, 2025, the Adviser's waiver of incentive fees on income and on capital gains expired pursuant to the terms of the Advisory Agreement. For the three and nine months ended September 30, 2026, income-based incentive fees totaled $2.8 million and $5.0 million, respectively, with no amounts waived. For the three and nine months ended September 30, 2025, income-based incentive fees totaled $3.3 million and $8.4 million, respectively, of which $2.3 million was waived in the first quarter of 2025 in accordance with the terms of the Advisory Agreement. The decrease in income-based incentive fees for the three months ended September 30, 2026 compared to the three months ended September 30, 2025 was primarily attributable to lower net investment income and the impact of the incentive fee cap pursuant to the terms of the Advisory Agreement. The decrease in income-based incentive fees for the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025 was primarily attributable to lower net investment income and the impact of the incentive fee cap, partially offset by the expiration of the incentive fee waiver. No capital gains incentive fees were incurred during the three and nine months ended September 30, 2026 or 2025.

Previous wording

Professional fees include legal, audit, tax, valuation, and other professional fees incurred related to the management of the Company. Administrative fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the administration agreement, including our allocable portion of the cost of our chief financial officer and chief compliance officer, and their respective staffs. Other general and administrative expenses include insurance, filing, research, rating agencies, subscriptions and other costs. Professional, administration, and other general and administrative fees for the three and six months ended June 30, 2026 were $1.8 million and $3.7 million, respectively, compared to $2.0 million and $3.4 million for the three and six months ended June 30, 2025.

Current wording

Professional fees include legal, audit, tax, valuation, and other professional fees incurred related to the management of the Company. Administrative fees represent fees paid to the Administrator for our allocable portion of overhead and other expenses incurred by the Administrator in performing its obligations under the administration agreement, including our allocable portion of the cost of our chief financial officer and chief compliance officer, and their respective staffs. Other general and administrative expenses include insurance, filing, research, rating agencies, subscriptions and other costs. Professional, administration, and other general and administrative fees for the three and nine months ended September 30, 2026 were $1.5 million and $5.1 million, respectively, compared to $1.9 million and $5.4 million for the three and nine months ended September 30, 2025.

Previous wording

For the three months ended June 30, 2026, we recorded a net realized loss on investments of $(11.3) million compared to a net realized loss of $(10.7) million for the three months ended June 30, 2025. The net realized loss for the three months ended June 30, 2026 resulted primarily from amendments of two underperforming debt positions. For the six months ended June 30, 2026, we recorded a net realized loss on investments of $(14.6) million, compared to a net realized loss of $(9.6) million for the six months ended June 30, 2025. The net realized loss for the six months ended June 30, 2026 was primarily driven by actions taken on four underperforming debt positions, two of which were restructured and two of which were amended, partially offset by realized gains from full or partial repayments and sales of investments in portfolio companies.

Current wording

For the three months ended September 30, 2026, we recorded a net realized loss on investments of $(3.4) million compared to a net realized gain of $1.5 million for the three months ended September 30, 2025. The net realized loss for the three months ended September 30, 2026 resulted primarily from the amendment and restructuring of two underperforming debt positions, respectively, partially offset by a gain from the realization of one equity position. For the nine months ended September 30, 2026, we recorded a net realized loss on investments of $(18.0) million, compared to a net realized loss of $(8.1) million for the nine months ended September 30, 2025. The net realized loss for the nine months ended September 30, 2026 was primarily driven by actions taken on six underperforming debt positions, three of which were restructured and three of which were amended, partially offset by realized gains from full or partial repayments and sales of investments in portfolio companies.

Previous wording

For the three and six months ended June 30, 2026, we recorded a net change in unrealized loss of $(6.0) million and $(13.9) million, respectively, compared to a net change in unrealized gain of $3.8 million for the three months ended June 30, 2025 and a net change in unrealized loss of $(9.8) million for the six months ended June 30, 2025. The net change in unrealized loss for the three and six months ended June 30, 2026 primarily resulted from decreases in fair value of certain underperforming portfolio companies, partially offset by the reversal of unrealized losses on underperforming debt positions that were restructured or amended during the period.

Current wording

For the three and nine months ended September 30, 2026, we recorded a net change in unrealized gain of $0.4 million and a net change in unrealized loss of $(13.4) million, respectively, compared to a net change in unrealized loss of $(4.2) million for the three months ended September 30, 2025 and a net change in unrealized loss of $(14.0) million for the nine months ended September 30, 2025. The net change in unrealized gain for the three months ended September 30, 2026 was attributable primarily by the reversal of unrealized losses on underperforming debt positions amended or restructured during the period, partially offset by fair value declines in certain underperforming portfolio companies. For the nine months ended September 30, 2026, the net change in unrealized loss was largely driven by fair value decline in certain underperforming portfolio companies, partially offset by the reversal of unrealized losses on underperforming debt positions amended or restructured during the period.

Previous wording

Due to the diverse capital resources available to us at this time, we believe we have adequate liquidity to support our near-term capital requirements. Our liquidity and capital resources are generated primarily from cash flows from income earned from our investments and principal repayments, net proceeds of public offerings of debt securities and equity securities (including through the ATM Program, as described below), and our net borrowings from our Revolving Credit Facility (as defined below) and CLO debt issuances (discussed further below). Due to an uncertain economic outlook, elevated capital market volatility, and increased macroeconomic uncertainties (rising geopolitical tensions), we regularly evaluate our overall liquidity position and take proactive steps to maintain and strengthen that position based on such circumstances. The primary uses of our cash are (i) purchases of investments in portfolio companies, (ii) funding the cost of our operations (including fees paid to our Adviser), (iii) debt service, repayment and other financing costs of our borrowings, (iv) cash distributions to the holders of our shares, and (v) share repurchases under the Company 10b5-1 Plan (as defined below).

Current wording

Due to the diverse capital resources available to us at this time, we believe we have adequate liquidity to support our near-term capital requirements. Our liquidity and capital resources are generated primarily from cash flows from income earned from our investments and principal repayments, net proceeds of public offerings of debt securities and equity securities (including through the ATM Program, as described below), and our net borrowings from our Revolving Credit Facility (as defined below) and CLO debt issuances (discussed further below). Due to an uncertain economic outlook, elevated capital market volatility, and increased macroeconomic uncertainties (rising geopolitical tensions), we regularly evaluate our overall liquidity position and take proactive steps to maintain and strengthen that position based on such circumstances. The primary uses of our cash are (i) purchases of investments in portfolio companies, (ii) funding the cost of our operations (including fees paid to our Adviser), (iii) debt service, repayment and other financing costs of our borrowings, and collateral management of our interest rate swaps, (iv) cash distributions to the holders of our shares, and (v) share repurchases under the Company 10b5-1 Plan (as defined below).

Previous wording

As of June 30, 2026 and December 31, 2025, our debt consisted of a revolving credit facility, debt securitizations, and unsecured notes. We have and will continue to, from time to time, enter into additional credit facilities, increase the size of our existing credit facilities or issue further debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. We are generally permitted, under specified conditions, to issue multiple classes of indebtedness and one class of stock senior to our shares if our asset coverage, as defined in the 1940 Act, is at least equal to 150%, if certain requirements are met. As of June 30, 2026 and December 31, 2025, our asset coverage ratio was 177.64% and 178.55%, respectively.

Current wording

As of September 30, 2026 and December 31, 2025, our debt consisted of a revolving credit facility, debt securitizations, and unsecured notes. We have and will continue to, from time to time, enter into additional credit facilities, increase the size of our existing credit facilities or issue further debt securities. Any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual and regulatory restrictions and other factors. We are generally permitted, under specified conditions, to issue multiple classes of indebtedness and one class of stock senior to our shares if our asset coverage, as defined in the 1940 Act, is at least equal to 150%, if certain requirements are met. As of September 30, 2026 and December 31, 2025, our asset coverage ratio was 181.16% and 178.55%, respectively.

Previous wording

Cash and cash equivalents as of June 30, 2026, taken together with our unused capacity under our Revolving Credit Facility is expected to be sufficient for our investing activities and to conduct our operations in the near term. As of June 30, 2026, we had $278.5 million available under our Revolving Credit Facility.We believe maintaining adequate liquidity is particularly important in the current market environment, as it positions us to take advantage of investment opportunities that may arise as market conditions evolve and stabilize.

Current wording

Cash and cash equivalents as of September 30, 2026, taken together with our unused capacity under our Revolving Credit Facility is expected to be sufficient for our investing activities and to conduct our operations in the near term. As of September 30, 2026, we had $216.0 million available under our Revolving Credit Facility.We believe maintaining adequate liquidity is particularly important in the current market environment, as it positions us to take advantage of investment opportunities that may arise as market conditions evolve and stabilize.

Previous wording

Although we have historically been able to obtain sufficient borrowing capacity, a deterioration in economic conditions, elevated market volatility, or other negative economic developments could restrict our access to financing in the future. We may not be able to find new financing for future investments or liquidity needs and, even if we are able to obtain such financing, such financing may not be on as favorable terms as we have previously obtained. In particular, current market conditions, including reduced bank market participation and elevated credit market volatility, may affect the availability and terms of future financing. These factors may limit our ability to make new investments and adversely impact our results of operations.

Current wording

Although we have historically been able to obtain sufficient borrowing capacity, a deterioration in economic conditions, elevated market volatility, or other negative economic developments could restrict our access to financing in the future. We may not be able to find new financing for future investments or liquidity needs and, even if we are able to obtain such financing, such financing may not be on as favorable terms as we have previously obtained.

Previous wording

For the six months ended June 30, 2026, our cash and cash equivalents balance decreased by $16.7 million. During that period, $47.3 million was provided by operating activities, primarily relating to $132.5 million of proceeds from principal repayments and sales of investments, partially offset by purchases of investments of $110.2 million. During the same period, $64.0 million was used in financing activities, consisting of proceeds from debt of $301.0 million, offset by repayments of debt of $321.6 million, shareholder distributions of $42.0 million and payments of deferred financing costs of $1.4 million.

Current wording

For the nine months ended September 30, 2026, our cash and cash equivalents balance decreased by $23.4 million. During that period, $110.9 million was provided by operating activities, primarily relating to $324.9 million of proceeds from principal repayments and sales of investments, partially offset by purchases of investments of $245.0 million. During the same period, $134.3 million was used in financing activities, consisting of proceeds from debt of $691.1 million, offset by repayments of debt of $762.5 million, shareholder distributions of $60.7 million and payments of deferred financing costs of $2.2 million.

Previous wording

For the six months ended June 30, 2025, our cash and cash equivalents balance increased by $704.0 thousand. During that period, $128.3 million was provided by operating activities, primarily relating to investment purchases of $234.1 million, offset by $310.6 million in repayments and sales of investments in portfolio companies. During the same period, $(127.6) million was used in financing activities, consisting primarily of net repayments of secured borrowings of $1.2 million, shareholder distributions of $57.7 million and repurchases of common shares of $63.1 million.

Current wording

For the nine months ended September 30, 2025, our cash and cash equivalents balance increased by $3.0 million. During that period, $165.6 million was provided by operating activities, primarily relating to investment purchases of $270.4 million, offset by $371.9 million in repayments and sales of investments in portfolio companies. During the same period, $(162.6) million was used in financing activities, consisting primarily of net repayments of secured borrowings of $11.2 million, shareholder distributions of $80.0 million and repurchases of common shares of $65.7 million.

Previous wording

The following table summarizes the Company's distributions recorded for the six months ended June 30, 2026:

Current wording

The following table summarizes the Company's distributions recorded for the nine months ended September 30, 2026:

Previous wording

The following table summarizes the Company's distributions recorded for the six months ended June 30, 2025:

Current wording

The following table summarizes the Company's distributions recorded for the nine months ended September 30, 2025:

Previous wording

The distribution declared were derived from investment company taxable income and net capital gain, if any. The federal income tax characterization of distributions declared and paid for the fiscal year will be determined based upon our investment company taxable income for the full fiscal year and distributions paid during the full year.

Current wording

The distribution declared was derived from investment company taxable income and net capital gain, if any. The federal income tax characterization of distributions declared and paid for the fiscal year will be determined based upon our investment company taxable income for the full fiscal year and distributions paid during the full year.

Previous wording

The following table reflects the shares distributed pursuant to the dividend reinvestment plan for the six months ended June 30, 2026:

Current wording

The following table reflects the shares distributed pursuant to the dividend reinvestment plan for the nine months ended September 30, 2026: