FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Carlyle Global Credit Investment Management L.L.C.
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/12/2023 

3. Issuer Name and Ticker or Trading Symbol

Vertical Capital Income Fund [VCIF]
(Last)        (First)        (Middle)

C/O THE CARLYLE GROUP, 1001 PENNSYLVANIA AVE., N.W., SUITE 220
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          ___X___ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

WASHINGTON, DC 20004      

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Shares of Beneficial Interest 0 (1)(2)(3)(4)I See footnotes (1)(2)(3)(4)(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) On January 12, 2023, the Issuer entered into a transaction agreement (the "Transaction Agreement") by and between the Issuer and Carlyle Global Credit Investment Management L.L.C., a Delaware limited liability company ("CGCIM"). Pursuant to the Transaction Agreement, CGCIM will become the investment adviser to the Issuer, as described in more detail therein and subject to certain closing conditions. The foregoing description of the Transaction Agreement does not purport to be complete and is qualified in its entirety by reference to the full text thereof.
(2) In connection with the Transaction Agreement, the Issuer and CGCIM entered into voting agreements (the "Voting Agreements") with each of Almitas Capital LLC, a Delaware limited liability company ("Almitas"), Bulldog Investors, LLP, a Delaware limited liability partnership ("Bulldog"), High Income Securities Fund, a Massachusetts business trust ("PCF"), Relative Value Partners Group, LLC, a Delaware limited liability company ("Relative"), and Saba Capital Management L.P., a Delaware limited partnership, and certain of its clients (together, the "Saba Shareholders" and, together with Almitas, Bulldog, PCF and Relative, the "Supporting Shareholders").
(3) (Continued from Footnote 2) Pursuant to the Voting Agreements, the Supporting Shareholders agreed, among other things and subject to certain limitations and exceptions, to vote all shares of beneficial interest of the Issuer ("Shares") beneficially owned by each such Supporting Shareholder in favor of the adoption of the Transaction Agreement and any other matters necessary for consummation of the transactions contemplated thereby and granted to CGCIM an irrevocable proxy to vote all such Shares in accordance with the foregoing.
(4) Carlyle Investment Management L.L.C. is the managing member of CGCIM. TC Group, L.L.C. is the managing member of Carlyle Investment Management L.L.C. CG Subsidiary Holdings L.L.C. is the sole member of TC Group, L.L.C. Carlyle Holdings I L.P. is the managing member of CG Subsidiary Holdings L.L.C. Carlyle Holdings I GP Sub L.L.C. is the general partner of Carlyle Holdings I L.P. Carlyle Holdings I GP Inc. is the managing member of Carlyle Holdings I GP Sub L.L.C. The Carlyle Group Inc. is the sole shareholder of Carlyle Holdings I GP Inc.
(5) The Reporting Persons are filing this statement solely because, as a result of the Voting Agreements, the Reporting Persons may be deemed to share beneficial ownership, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), of the Shares that are subject to the Voting Agreements. Neither the filing of this statement nor any of its content shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of Shares for purposes of Sections 13(d) or 16 of the Act or for any other purpose. The Reporting Persons do not have any pecuniary interest (as defined in Rule 16a-1(a)(2) under the Act) in any of the Shares subject to the Voting Agreements and expressly disclaims beneficial ownership of such Shares.

Remarks:
Exhibit 24: Exhibit List - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Carlyle Global Credit Investment Management L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004

X

Carlyle Group Inc.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

Carlyle Holdings I GP Inc.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

Carlyle Holdings I GP Sub L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

Carlyle Holdings I L.P.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

CG Subsidiary Holdings L.L.C.
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

TC Group, LLC
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X

Carlyle Investment Management LLC
C/O THE CARLYLE GROUP
1001 PENNSYLVANIA AVE., N.W., SUITE 220
WASHINGTON, DC 20004-2505

X


Signatures
CARLYLE GLOBAL CREDIT INVESTMENT MANAGEMENT L.L.C., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director1/23/2023
**Signature of Reporting PersonDate

THE CARLYLE GROUP INC., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Chief Financial Officer1/23/2023
**Signature of Reporting PersonDate

CARLYLE HOLDINGS I GP INC., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director and Chief Financial Officer1/23/2023
**Signature of Reporting PersonDate

CARLYLE HOLDINGS I GP SUB L.L.C., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director and Chief Financial Officer1/23/2023
**Signature of Reporting PersonDate

CARLYLE HOLDINGS I L.P., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director1/23/2023
**Signature of Reporting PersonDate

CG SUBSIDIARY HOLDINGS L.L.C., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director1/23/2023
**Signature of Reporting PersonDate

TC GROUP, L.L.C., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Managing Director1/23/2023
**Signature of Reporting PersonDate

CARLYLE INVESTMENT MANAGEMENT L.L.C., By: /s/ Anne Frederick, attorney-in-fact, Name: Curt L. Buser, Title: Chief Financial Officer1/23/2023
**Signature of Reporting PersonDate


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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