Item 1. Reports to Stockholders.

(a)

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):

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Annual Report

February 29, 2024

Voya Credit Income Fund

		As permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the fund’s annual and semi-annual shareholder reports, like this annual shareholder report, are not sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on the Voya funds’ website (www.voyainvestments.com/literature), and you will be notified by mail each time a report is posted and provided with a website link to access the report.
		If you already elected to receive shareholder reports electronically, you need not take any action. You may elect to receive shareholder reports and other communications from the fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or bank) or, if you are a direct investor, by calling 1-800-992-0180 or by sending an e-mail request to Voyaim_literature@voya.com.
		You may elect to receive all future reports in paper free of charge. If you received this document in the mail, please follow the instructions to elect to continue receiving paper copies of your shareholder reports. If you received this document through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with us, you can call 1-800-992-0180 or send an email request to Voyaim_literature@voya.com to let the fund know you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the Voya funds complex if you invest directly with the funds.

This report is submitted for general information to shareholders of the Voya mutual funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the fund’s investment objectives, risks, charges, expenses and other information. This information should be read carefully.

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TABLE OF CONTENTS

	Portfolio Managers’ Report					1
	Report of Independent Registered Public Accounting Firm					6
	Statement of Assets and Liabilities					7
	Statement of Operations					9
	Statements of Changes in Net Assets					10
	Statement of Cash Flows					11
	Financial Highlights					12
	Notes to Financial Statements					16
	Portfolio of Investments					24
	Tax Information					41
	Trustee and Officer Information					42
	Advisory and Sub-Advisory Contract Approval Discussion					46
	Additional Information					50

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Voya Credit Income Fund

Portfolio Managers’ Report

Voya Credit Income Fund (the “Fund”) is a continuously offered, diversified, closed-end management investment company that seeks to provide investors with a high level of monthly income. The Fund seeks to achieve this objective by investing under normal market conditions, at least 80% of its net assets (plus borrowings for investment purposes) in floating-rate obligations, fixed-income securities, and derivative instruments intended to provide economic exposure to such credit sectors.

PERFORMANCE SUMMARY

	PORTFOLIO CHARACTERISTICS as of February 29, 2024

	Net Assets			$115,152,291
	Total Assets			$147,103,502
	Assets Invested in Senior Loans			$75,047,630
	Senior Loans Represented			258
	Average Amount Outstanding per Loan			$290,882
	Industries Represented			61
	Average Loan Amount per Industry			$1,230,289
	Portfolio Turnover Rate (YTD)			66%
	Weighted Average Days to Interest Rate Reset			38
	Average Loan Final Maturity			56 months
	Total Leverage as a Percentage of Total Assets			14.34%

During the year ended February 29, 2024, the Fund’s Class A shares distributed total dividends of $0.80, which were all characterized as net investment income, resulting in an average annualized distribution rate(1) of 9.04%. The Fund’s Class C shares distributed total dividends of $0.76, which were all characterized as net investment income, resulting in an average annualized distribution rate(1) of 8.56%. The Fund’s Class I shares, distributed total dividends of $0.83, which was all characterized as net investment income, resulting in an average annualized distribution rate(1) of 9.34%. The Fund’s Class W shares, distributed total dividends of $0.83, which was all characterized as net investment income, resulting in an average annualized distribution rate(1) of 9.28%.

The Fund’s total return for the year ended February 29, 2024, excluding sales charges and based on full reinvestment of dividends, for Class A, Class C, Class I and Class W was 9.60%, 9.09%, 9.81%, and 9.87% respectively.(2) For the same period, the Morningstar LSTA US Leveraged Loan Index (the “Index”)(3) had a total return of 11.49%.

Portfolio Specifics: Despite initial concerns of a U.S. recession, risk assets performed well during the fiscal period on the back of strong economic growth and a healthy labor market, while inflationary pressures eased. A key driver was strong fiscal support that helped counteract monetary policy effects, residual consumer strength and steady corporate earnings. As a result, investor sentiment was underpinned by soft-landing optimism and a growing view that the U.S. Federal Reserve would begin cutting rates in the near term.

The positive backdrop was constructive for leveraged credit, as spreads moved tighter across both senior loans and high yields bonds, with each registering double-digit returns for the period. The Index advanced by 11.49%, while the Bloomberg U.S. High Yield 2% Issuer Constrained Index gained 11.01%. On a quality basis, risk appetite was strong, with lower-quality segments outperforming for the period. BB, B and CCC rated loans returned 9.18%, 12.48% and 15.47%, respectively, while BB, B and CCC rated bonds delivered respective returns of 9.87%, 11.10% and 13.78%.

(1)

The distribution rate is calculated by annualizing the dividends and distributions declared during the last month of the period (i.e., divide the current month’s dividend by the number of days in the related month and multiply by the number of days in the fiscal year) and then dividing the resulting figure by the reporting period-end NAV. The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income and return of capital, but does not include capital gains or losses.

(2)

Total returns shown include, if applicable, the effect of fee waivers and/or expense reimbursements by Voya Investments, LLC. Had all fees and expenses been considered, the total returns would have been lower.

(3)

The Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Morningstar and the Loan Syndications and Trading Association (“LSTA”) conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. The Index is not subject to any fees or expenses. An investor cannot invest directly in an index.

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Portfolio Managers’ Report

Voya Credit Income Fund

Top Ten Loan Issuers as of February 29, 2024 AS A PERCENTAGE OF:
	Total Assets	Net Assets
Ford Motor Credit Co. LLC	0.8%		1.0%
Acrisure, LLC	0.8%		1.0%
CCO Holdings LLC	0.7%		0.9%
USI, Inc.	0.6%		0.8%
Peraton Corp.	0.6%		0.8%
Gray Television, Inc.	0.6%		0.7%
Directv Financing LLC	0.6%		0.7%
Tenet Healthcare Corp.	0.6%		0.7%
Cotiviti Corporation	0.6%		0.7%
Titan Acquisition Limited	0.5%		0.7%

For the one year ended February 29, 2024, the Fund underperformed the benchmark. An overweight allocation to loans and the use of leverage modestly benefited the Fund, which was offset by a few credit-specific negatives that detracted from returns. Those included grocery distributor Save-A-Lot, freight company STG Logistics and technology equipment makers Commscope and Lumileds. Contributors included security selection within the software sector (Imperva, Veritas Technologies and Ivanti Software) and the avoidance of a few underperforming credits within wireline telecom.

Current Strategy and Outlook: It is our belief that the macro outlook remains supportive, with strong data suggesting corporate fundamental factors will remain adequate, and a backstop of Fed rate cuts should growth slow. Corporate earnings in fourth quarter 2023 were decent, but bifurcation and dispersion remained elevated. In our view, market technical factors will likely continue to provide a tailwind for leveraged credit, as strong demand given attractive yields has continued to outweigh new-issue supply. However, spreads remain at tight levels, skewing outcomes negatively in the event of any surprises.

In sector positioning, we remain positive on the healthcare space given higher utilization rates and easing labor cost, and the energy sector where commodity prices remain supportive and industry consolidation continues to offer upside to bond prices. In contrast, we’re less constructive on consumer-reliant business models with weaker credit profiles given our view of moderating consumer strength in 2024 and we remain selective in sectors that have faced secular challenges, such as telecom and media. From a ratings perspective, we maintain a single-B average credit profile, with a continued focus on single-name risk.

Top Ten Industries as of February 29, 2024 AS a PERCENTAGE OF:
	Total Assets	Net Assets
Consumer, Cyclical	10.8%		13.8%
Consumer, Non-cyclical	7.4%		9.5%
Industrial	7.2%		9.2%
Energy	5.8%		7.4%
Communications	5.3%		6.7%
Financial	5.1%		6.5%
Technology	4.7%		6.0%
Insurance	4.0%		5.1%
Basic Materials	3.1%		3.9%
Software	2.9%		3.7%

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Voya Credit Income Fund

Portfolio Managers’ Report

	Ratings Distribution as of February 29, 2024

	BB or above			37.65%
	B			54.55%
	CCC or below			4.37%
	Not rated*			3.43%
	Loan ratings apply to the underlying holdings of the Fund and not the Fund itself. Ratings distribution shows the percentage of the Fund’s loan commitments (excluding cash and foreign cash) that are rated in each ratings category, based upon the categories provided by Standard & Poor. Ratings distribution is based on Standard & Poor’s senior secured facility ratings. The Standard & Poor’s rating scale is as follows, from excellent (high grade) to poor (including default): AAA to D, with intermediate ratings offered at each level between AA and CCC. Anything lower than a BBB-rating is considered a non-investment grade or junk bond. Any security that is not rated by Standard & Poor’s is placed in the NR (Not Rated) category. Ratings can change from time to time, and current ratings may not fully reflect the actual credit condition or risks posed by a loan.
	* Not rated includes loans to non-U.S. borrowers (which are typically unrated) and loans for which the rating has been withdrawn.

The views expressed in this commentary are informed opinions. They should not be considered promises or advice. The views expressed reflect those of the portfolio managers, only through the end of the period as stated on the cover. The portfolio managers’ views are subject to change at any time based on market and other conditions.

This report contains statements that may be “forward-looking” statements. Actual results may differ materially from those projected in the “forward-looking” statements.

The commentary provided was based in part upon attribution analysis from FactSet and is for informational purposes only and is not intended as investment advice. The commentary may reference current holdings as well as holdings that may have been sold during the period. Performance figures for individual sectors and individual holdings in FactSet attribution are gross of fees. Results are on a gross-of-fees basis.

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Portfolio Managers’ Report

Voya Credit Income Fund

Average Annual Total Net Returns for the Periods Ended February 29, 2024
	1 Year		3 Years		5 Years		10 Years
Including Sales Charge:
Class A(1)		6.81%		1.47%		0.61%	2.00%
Class C(2)		8.09%		1.80%		0.62%	1.86%
Class I		9.81%		2.58%		1.35%	2.50%
Class W		9.87%		2.58%		1.37%	2.51%
Excluding Sales Charge:
Class A		9.60%		2.33%		1.12%	2.26%
Class C		9.09%		1.80%		0.62%	1.86%
Class I		9.81%		2.58%		1.35%	2.50%
Class W		9.87%		2.58%		1.37%	2.51%
50% Bloomberg High Yield Bond Issuer Constrained Composite Index/50% Morningstar LSTA US Leveraged Loan Index		11.28%		3.83%		4.76%	4.45%
Morningstar LSTA US Leveraged Loan Index		11.49%		5.69%		5.26%	4.49%

Based on a $10,000 initial investment, the graph and table above illustrate the total return of Voya Credit Income Fund against the indices indicated. An Index is unmanaged, as no cash in its portfolio and imposes no sales charges. An investor cannot invest directly in an index.

Total net returns shown include, if applicable, the effect of fee waivers and/or expense reimbursements by Voya Investments, LLC. Had all fees and expenses been considered, the total net returns would have been lower.

Performance data represents past performance and is no assurance of future results. Investment return and principal value of an investment in the Fund will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Fund’s future performance may be lower or higher than the

performance data shown. Please log on to www.voyainvestments.com or call (800) 992-0180 to get performance through the most recent month-end.

(1)

Reflects deduction of the maximum Class A sales charge of 2.50%. Effective June 30, 2020, there is no front-end sales charge if you purchase Class A Common Shares in an amount of $500,000 or more. However, the shares will be subject to a 1.00% Early Withdrawal Charge (“EWC”) if they are repurchased by the Fund within one year of purchase. Prior to June 30, 2020, there was no front-end sales charge if you purchased Class A Common Shares in the amount of $500,000 or more. However, the shares were subject to a 1.00% EWC if they were repurchased by the Fund within six months of purchase. Prior to May 1, 2017, there was no front-end sales charge if you purchased Class A Common Shares in the amount of $1 million or more. However, the shares were subject to a 1.00% EWC if they were repurchased by the Fund within one year of purchase.

(2)

Class C maximum EWC is 1.00% for the first year.

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Voya Credit Income Fund

Portfolio Managers’ Report

Yields and Distribution Rates
	30-Day SEC Yields(1)
	Class A	Class C		Class I		Class W
February 29, 2024	6.63%		6.04%		6.87%		6.90%
February 28, 2023	7.13%		6.62%		7.39%		7.42%
	Average Annualized Distribution Rates(2)
	Class A	Class C		Class I		Class W
February 29, 2024	9.04%		8.56%		9.34%		9.28%
February 28, 2023	8.52%		8.04%		8.82%		8.77%

(1)

Yield is calculated by dividing the Fund’s net investment income per share for the most recent thirty days by the net asset value. Yield calculations do not include any commissions or sales charges, and are compounded for six months and annualized for a twelve-month period to derive the Fund’s yield consistent with the U.S. Securities and Exchange Commission (“SEC”) standardized yield formula.

(2)

The distribution rate is calculated by annualizing the dividends declared during the last month of the period (i.e., divide the current month’s dividend by the number of days in the related month and multiply by the number of days in the fiscal year) and then dividing the resulting figure by the reporting period-end NAV. The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate includes distributions from net investment income and return of capital, but does not include capital gains or losses.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of Voya Credit Income Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Voya Credit Income Fund (the “Fund”), including the portfolio of investments, as of February 29, 2024, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund at February 29, 2024, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

The financial highlights for each of the years in the five-year period ended February 28, 2019, were audited by another independent registered public accounting firm whose report, dated April 26, 2019, expressed an unqualified opinion on those financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of February 29, 2024 by correspondence with the custodian, brokers and others; when replies were not received from brokers and others, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more Voya investment companies since 2019.

Boston, Massachusetts
April 26, 2024

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STATEMENT OF ASSETS AND LIABILITIES as of February 29, 2024

ASSETS:
Investments in securities at value (Cost $140,049,895)	$	139,258,574
Cash		299,926
Receivables:
Investment securities sold		5,199,738
Fund shares sold		277,286
Interest		1,922,470
Reimbursement due from manager		79,844
Prepaid expenses		42,732
Other assets		22,932
Total assets		147,103,502
LIABILITIES:
Notes payable		21,100,000
Payable for investment securities purchased		9,874,397
Payable for fund shares repurchased		16,700
Payable for investment management fees		87,452
Payable for distribution and shareholder service fees		22,747
Income distribution payable		561,244
Unfunded loan commitments (Note 8)		51,293
Payable to trustees under the deferred compensation plan (Note 9)		22,932
Payable for trustee fees		2,535
Other accrued expenses and liabilities		211,911
Total liabilities		31,951,211
NET ASSETS	$	115,152,291
NET ASSETS WERE COMPRISED OF:
Paid-in capital	$	236,628,423
Total distributable loss		(121,476,132)
NET ASSETS	$	115,152,291

See Accompanying Notes to Financial Statements

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STATEMENT OF ASSETS AND LIABILITIES as of February 29, 2024 (continued)

Class A
Net assets	$	100,271,768
Shares authorized		unlimited
Par value	$	0.01
Shares outstanding		10,389,252
Net asset value and redemption price per share(2)	$	9.65
Maximum offering price per share (2.50%)(1)	$	9.90
Class C
Net assets	$	4,665,865
Shares authorized		unlimited
Par value	$	0.01
Shares outstanding		484,899
Net asset value and redemption price per share(2)	$	9.62
Class I
Net assets	$	7,121,312
Shares authorized		unlimited
Par value	$	0.01
Shares outstanding		741,519
Net asset value and redemption price per share	$	9.60
Class W
Net assets	$	3,093,346
Shares authorized		unlimited
Par value	$	0.01
Shares outstanding		320,222
Net asset value and redemption price per share	$	9.66

(1)

Maximum offering price is computed at 100/97.50 of net asset value. On purchases of $100,000 or more, the offering price is reduced.

(2)

Redemption price per share may be reduced for any applicable early withdrawal charge.

See Accompanying Notes to Financial Statements

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STATEMENT OF OPERATIONS for the year ended February 29, 2024

INVESTMENT INCOME:
Interest	$	12,675,452
Dividends		605,913
Total investment income		13,281,365
EXPENSES:
Investment management fees		1,108,881
Distribution and service fees:
Class A		259,700
Class C		41,037
Transfer agent fees:
Class A		150,510
Class C		7,930
Class I		10,746
Class W		4,490
Interest expense		1,341,985
Custodian fees		181,784
Professional fees		94,565
Trustees fees		3,471
Registration fees		54,529
Shareholder reporting expense		78,308
Miscellaneous expense		21,716
Total expenses		3,359,652
Waived and reimbursed fees		(366,744)
Net expenses		2,992,908
Net investment income		10,288,457
REALIZED AND UNREALIZED GAIN (LOSS):
Net realized gain (loss) on:
Investments		(8,682,703)
Forward foreign currency contracts		104
Foreign currency related transactions		(1,872)
Net realized loss		(8,684,471)
Net change in unrealized appreciation (depreciation) on:
Investments		9,468,507
Forward foreign currency contracts		(744)
Foreign currency related transactions		105
Net change in unrealized appreciation (depreciation)		9,467,868
Net realized and unrealized gain		783,397
Increase in net assets resulting from operations	$	11,071,854

See Accompanying Notes to Financial Statements

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STATEMENT OF CHANGES IN NET ASSETS

	Year Ended February 29, 2024			Year Ended February 28, 2023
FROM OPERATIONS:
Net investment income		$	10,288,457		$	9,095,698
Net realized loss			(8,684,471)			(10,524,566)
Net change in unrealized appreciation (depreciation)			9,467,868			(6,564,241)
Increase (decrease) in net assets resulting from operations			11,071,854			(7,993,109)
FROM DISTRIBUTIONS TO SHAREHOLDERS:
Total distributions (excluding return of capital):
Class A			(8,698,328)			(7,701,339)
Class C			(430,831)			(518,935)
Class I			(641,277)			(577,790)
Class W			(267,173)			(326,076)
Total distributions			(10,037,609)			(9,124,140)
FROM CAPITAL SHARE TRANSACTIONS:
Net proceeds from sale of shares			5,338,973			7,764,267
Reinvestment of distributions			3,144,088			1,788,454
			8,483,061			9,552,721
Cost of shares redeemed			(18,444,997)			(24,512,678)
Net decrease in net assets resulting from capital share transactions			(9,961,936)			(14,959,957)
Net decrease in net assets			(8,927,691)			(32,077,206)
NET ASSETS:
Beginning of year or period			124,079,982			156,157,188
End of year or period		$	115,152,291		$	124,079,982

See Accompanying Notes to Financial Statements

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STATEMENT OF CASH FLOWS for the year ended February 29, 2024

INCREASE (DECREASE) IN CASH
Cash Flows From Operating Activities:
Interest received	$	11,053,655
Dividends received		605,913
Other assets paid		(2,367)
Interest paid		(1,353,875)
Other operating expenses paid		(1,759,239)
Purchases of securities		(95,200,890)
Proceeds on sale of securities		102,324,701
Net cash provided by operating activities		15,667,898
Cash Flows From Financing Activities:
Total distributions paid to common shareholders (net of reinvestments)		(6,982,741)
Proceeds from shares sold		5,439,426
Payment on capital shares repurchased		(18,428,524)
Proceeds from notes payable		63,000,000
Repayment of notes payable		(58,700,000)
Payable to custodian due to overdraft		(303,849)
Due from broker		600,000
Net cash flows used in financing activities		(15,375,688)
Cash Impact from Foreign Exchange Fluctuations
Cash impact from foreign exchange fluctuations		105
Cash
Net increase in cash		292,315
Cash and foreign currency at beginning of year or period		7,611
Cash and foreign currency at end of year or period	$	299,926
Reconciliation of Increase in Net Assets Resulting from Operations to Net Cash provided by Operating Activities:
Increase in net assets resulting from operations	$	11,071,854
Adjustments to reconcile Increase in net assets resulting from operations to net cash provided by operating activities:
Change in unrealized appreciation or depreciation on investments		(9,468,507)
Change in unrealized appreciation or depreciation on forward foreign currency contracts		744
Change in unrealized appreciation on other assets and liabilities		(105)
Net accretion of discounts on investments		(1,535,585)
Net amortization of premiums on investments		24,529
Net realized loss on sale of investments and foreign currency related transactions		8,684,471
Purchases of investments		(95,200,890)
Proceeds on sales of securities		102,324,701
Increase in other assets		(2,367)
Increase in interest receivable		(110,741)
Decrease in reimbursement due from manager		46,963
Decrease in prepaid expenses		3,828
Decrease in accrued interest payable		(11,890)
Decrease in payable for investment management fees		(1,118)
Decrease in unfunded loan commitments		(137,043)
Decrease in payable for shareholder service and distribution fees		(1,778)
Increase in accrued trustee fees		453
Decrease in other accrued expenses		(19,621)
Total adjustments		4,596,044
Net cash provided by operating activities	$	15,667,898
Non Cash Financing Activities
Reinvestment of distributions	$	3,144,088

See Accompanying Notes to Financial Statements

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Financial Highlights

Selected data for a share of beneficial interest outstanding throughout each year or period.

			Per Share Operating Performance																		Ratios to average net assets after reimbursement/ recoupment						Ratios to average net assets before reimbursement/ recoupment				Supplemental data
	Net asset value, beginning of year or period		Net investment income (loss)		Net realized and unrealized gain (loss)		Total from investment operations		Distributions from net investment income		Distributions from net realized gains on investments		Distributions from return of capital		Total distributions		Net asset value, end of year or period		Total Investment Return(1)		Expenses (before interest and other fees related to revolving credit facility)(2)(3)		Expenses (with interest and other fees related to revolving credit facility)(2)(3)		Net investment income (loss)(2)(3)		Expenses (before interest and other fees related to revolving credit facility)(3)	Expenses (with interest and other fees related to revolving credit facility)(3)	Net investment income (loss)(3)		Net assets, end of year or period		Portfolio Turnover
Year or period ended	($)		($)		($)		($)		($)		($)		($)		($)		($)		(%)		(%)		(%)		(%)		(%)	(%)	(%)		($000’s)		(%)
Class A
02-29-24		9.57		0.83 *		0.05		0.88		(0.80)		—		—		(0.80)		9.65		9.60		1.38		2.50		8.59	1.68	2.80		8.28		100,272		66
02-28-23		10.79		0.67*		(1.22)		(0.55)		(0.67)		—		—		(0.67)		9.57		(5.01)		1.51		2.54		6.71	1.81	2.84		6.41		106,819		68
02-28-22		10.91		0.44*		(0.13)		0.31		(0.43)		—		—		(0.43)		10.79		2.92		1.55		2.01		4.02	1.70	2.16		3.87		127,411		76
02-28-21		11.51		0.40*		(0.60)		(0.20)		(0.40)		—		—		(0.40)		10.91		(1.39)		1.66		2.20		3.91	1.83	2.37		3.74		134,440		44
02-29-20		12.19		0.64*		(0.63)		0.01		(0.69)		—		—		(0.69)		11.51		0.06		1.69		2.88		5.36	1.83	3.02		5.22		173,654		45
02-28-19		12.61		0.64		(0.38)		0.26		(0.68)		—		—		(0.68)		12.19		2.14		1.72		3.03		5.21	1.80	3.11		5.14		122,868		60
02-28-18		12.85		0.57*		(0.17)		0.40		(0.50)		—		(0.14)		(0.64)		12.61		3.22		1.69		2.55		4.50	1.73	2.59		4.46		164,285		88
02-29-17		11.85		0.67		1.02		1.69		(0.69)		—		—		(0.69)		12.85		14.56		1.63		2.12		5.34	1.68	2.17		5.28		207,989		69
02-28-16		13.15		0.70		(1.30)		(0.60)		(0.70)		—		—		(0.70)		11.85		(4.77)		1.65		2.07		5.48	1.75	2.17		5.38		196,812		44
02-28-15		13.50		0.65*		(0.28)		0.37		(0.72)		—		—		(0.72)		13.15		2.81		1.66		2.09		4.90	1.69	2.12		4.87		264,305		63
Class C
02-29-24		9.54		0.77 *		0.07		0.84		(0.76)		—		—		(0.76)		9.62		9.09		1.88		3.00		8.05	2.18	3.30		7.75		4,666		66
02-28-23		10.77		0.60*		(1.21)		(0.61)		(0.62)		—		—		(0.62)		9.54		(5.56)		2.01		3.04		6.03	2.31	3.34		5.73		6,678		68
02-28-22		10.89		0.38*		(0.12)		0.26		(0.38)		—		—		(0.38)		10.77		2.41		2.05		2.51		3.49	2.20	2.66		3.34		11,854		76
02-28-21		11.48		0.35*		(0.59)		(0.24)		(0.35)		—		—		(0.35)		10.89		(1.80)		2.16		2.70		3.46	2.33	2.87		3.29		27,248		44
02-29-20		12.16		0.60*		(0.65)		(0.05)		(0.63)		—		—		(0.63)		11.48		(0.44)		2.19		3.38		5.02	2.33	3.52		4.88		40,876		45
02-28-19		12.59		0.58		(0.39)		0.19		(0.62)		—		—		(0.62)		12.16		1.56		2.22		3.53		4.72	2.30	3.61		4.64		145,198		60
02-28-18		12.82		0.50		(0.15)		0.35		(0.44)		—		(0.14)		(0.58)		12.59		2.79		2.19		3.05		4.00	2.23	3.09		3.96		175,929		88
02-29-17		11.83		0.61		1.01		1.62		(0.63)		—		—		(0.63)		12.82		13.93		2.13		2.62		4.84	2.18	2.67		4.79		214,361		69
02-28-16		13.13		0.63		(1.29)		(0.66)		(0.64)		—		—		(0.64)		11.83		(5.27)		2.15		2.57		4.98	2.25	2.67		4.88		220,899		44
02-28-15		13.47		0.59*		(0.28)		0.31		(0.65)		—		—		(0.65)		13.13		2.38		2.16		2.59		4.42	2.19	2.62		4.39		294,011		63
Class I
02-29-24		9.53		0.85*		0.05		0.90		(0.83)		—		—		(0.83)		9.60		9.81		1.13		2.25		8.84	1.43	2.55		8.53		7,121		66
02-28-23		10.75		0.68*		(1.21)		(0.53)		(0.69)		—		—		(0.69)		9.53		(4.82)		1.26		2.29		6.89	1.56	2.59		6.59		7,486		68
02-28-22		10.86		0.46*		(0.11)		0.35		(0.46)		—		—		(0.46)		10.75		3.28		1.30		1.76		4.26	1.45	1.91		4.11		9,671		76
02-28-21		11.46		0.43*		(0.60)		(0.17)		(0.43)		—		—		(0.43)		10.86		(1.14)		1.41		1.95		4.17	1.58	2.12		4.00		11,783		44
02-29-20		12.15		0.68*		(0.65)		0.03		(0.72)		—		—		(0.72)		11.46		0.22		1.44		2.63		5.73	1.57	2.76		5.60		13,974		45
02-28-19		12.57		0.68		(0.39)		0.29		(0.71)		—		—		(0.71)		12.15		2.41		1.47		2.78		5.47	1.53	2.84		5.42		29,733		60
02-28-18		12.81		0.60*		(0.17)		0.43		(0.53)		—		(0.14)		(0.67)		12.57		3.49		1.44		2.30		4.74	1.45	2.31		4.73		34,324		88
02-29-17		11.82		0.69		1.03		1.72		(0.73)		—		—		(0.73)		12.81		14.79		1.38		1.87		5.57	1.41	1.90		5.55		46,319		69
02-28-16		13.12		0.72		(1.29)		(0.57)		(0.73)		—		—		(0.73)		11.82		(4.54)		1.40		1.82		5.71	1.48	1.90		5.63		33,210		44
02-28-15		13.47		0.68*		(0.28)		0.40		(0.75)		—		—		(0.75)		13.12		3.09		1.41		1.84		5.14	1.41	1.84		5.14		53,877		63

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

Financial Highlights (continued)

			Per Share Operating Performance																		Ratios to average net assets after reimbursement/ recoupment						Ratios to average net assets before reimbursement/ recoupment				Supplemental data
	Net asset value, beginning of year or period		Net investment income (loss)		Net realized and unrealized gain (loss)		Total from investment operations		Distributions from net investment income		Distributions from net realized gains on investments		Distributions from return of capital		Total distributions		Net asset value, end of year or period		Total Investment Return(1)		Expenses (before interest and other fees related to revolving credit facility)(2)(3)		Expenses (with interest and other fees related to revolving credit facility)(2)(3)		Net investment income (loss)(2)(3)		Expenses (before interest and other fees related to revolving credit facility)(3)	Expenses (with interest and other fees related to revolving credit facility)(3)	Net investment income (loss)(3)		Net assets, end of year or period		Portfolio Turnover
Year or period ended	($)		($)		($)		($)		($)		($)		($)		($)		($)		(%)		(%)		(%)		(%)		(%)	(%)	(%)		($000’s)		(%)
Class W
02-29-24		9.58		0.85 *		0.06		0.91		(0.83)		—		—		(0.83)		9.66		9.87		1.13		2.25		8.85	1.43	2.55		8.54		3,093		66
02-28-23		10.80		0.66*		(1.18)		(0.52)		(0.70)		—		—		(0.70)		9.58		(4.76)		1.26		2.29		6.57	1.56	2.59		6.26		3,097		68
02-28-22		10.92		0.47*		(0.13)		0.34		(0.46)		—		—		(0.46)		10.80		3.17		1.30		1.76		4.26	1.45	1.91		4.11		7,220		76
02-28-21		11.52		0.43*		(0.60)		(0.17)		(0.43)		—		—		(0.43)		10.92		(1.13)		1.41		1.95		4.19	1.58	2.12		4.02		8,850		44
02-29-20		12.20		0.68		(0.64)		0.04		(0.72)		—		—		(0.72)		11.52		0.31		1.44		2.63		5.68	1.58	2.77		5.54		13,215		45
02-28-19		12.62		0.67		(0.38)		0.29		(0.71)		—		—		(0.71)		12.20		2.40		1.47		2.78		5.44	1.55	2.86		5.36		16,250		60
02-28-18		12.86		0.60		(0.17)		0.43		(0.53)		—		(0.14)		(0.67)		12.62		3.47		1.44		2.30		4.76	1.48	2.34		4.72		27,431		88
02-29-17		11.86		0.70*		1.03		1.73		(0.73)		—		—		(0.73)		12.86		14.83		1.38		1.87		5.59	1.43	1.92		5.54		27,161		69
02-28-16		13.16		0.73		(1.30)		(0.57)		(0.73)		—		—		(0.73)		11.86		(4.52)		1.40		1.82		5.73	1.50	1.92		5.63		26,306		44
02-28-15		13.51		0.69*		(0.29)		0.40		(0.75)		—		—		(0.75)		13.16		3.08		1.41		1.84		5.15	1.44	1.87		5.12		31,608		63

(1)

Total investment return has been calculated assuming a purchase at the beginning of each period and a sale at the end of each period and assumes reinvestment of dividends and capital gain distributions, if any, on the dividend/distribution date. Total investment return does not include sales load.

(2)

The Investment Adviser has agreed to limit expenses excluding interest, taxes, brokerage commissions, leverage expenses, other investment related costs and extraordinary expenses, subject to possible recoupment by the Investment Adviser within three years.

(3)

Annualized for periods less than one year.

Calculated using average amount of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

Financial Highlights (continued)

Selected data for a share of beneficial interest outstanding throughout each year or period.

	Supplemental data
	Borrowings at end of year or period		Asset coverage per $1,000 of debt		Average borrowings(1)		Shares outstanding at end of year or period
Year or period ended	($000’s)		($)		($000’s)		($000’s)
Class A
02-29-24		21,100		6,460		18,760		10,389
02-28-23		16,800		8,390		43,588		11,163
02-28-22		56,200		3,780		63,085		11,805
02-28-21		72,900		3,500		69,828		12,327
02-29-20		101,800		3,370		106,324		15,092
02-28-19		118,500		3,650		149,594		10,082
02-28-18		169,300		3,370		173,235		13,026
02-29-17		154,800		4,200		149,897		16,188
02-28-16		160,900		3,970		188,201		16,602
02-28-15		224,500		3,870		276,481		20,093
Class C
02-29-24		21,100		6,460		18,760		485
02-28-23		16,800		8,390		43,588		700
02-28-22		56,200		3,780		63,085		1,101
02-28-21		72,900		3,500		69,828		2,503
02-29-20		101,800		3,370		106,324		3,560
02-28-19		118,500		3,650		149,594		11,940
02-28-18		169,300		3,370		173,235		13,977
02-29-17		154,800		4,200		149,897		16,715
02-28-16		160,900		3,970		188,201		18,667
02-28-15		224,500		3,870		276,481		22,392
Class I
02-29-24		21,100		6,460		18,760		742
02-28-23		16,800		8,390		43,588		786
02-28-22		56,200		3,780		63,085		900
02-28-21		72,900		3,500		69,828		1,085
02-29-20		101,800		3,370		106,324		1,219
02-28-19		118,500		3,650		149,594		2,448
02-28-18		169,300		3,370		173,235		2,730
02-29-17		154,800		4,200		149,897		3,615
02-28-16		160,900		3,970		188,201		2,809
02-28-15		224,500		3,870		276,481		4,106

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

Financial Highlights (continued)

	Supplemental data
	Borrowings at end of year or period		Asset coverage per $1,000 of debt		Average borrowings(1)		Shares outstanding at end of year or period
Year or period ended	($000’s)		($)		($000’s)		($000’s)
Class W
02-29-24		21,100		6,460		18,760		320
02-28-23		16,800		8,390		43,588		323
02-28-22		56,200		3,780		63,085		669
02-28-21		72,900		3,500		69,828		811
02-29-20		101,800		3,370		106,324		1,148
02-28-19		118,500		3,650		149,594		1,332
02-28-18		169,300		3,370		173,235		2,173
02-29-17		154,800		4,200		149,897		2,113
02-28-16		160,900		3,970		188,201		2,218
02-28-15		224,500		3,870		276,481		2,401

(1)

Based on the active days of borrowing.

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024

NOTE 1 — ORGANIZATION

Voya Credit Income Fund (the “Fund”), a Delaware statutory trust, is registered under the 1940 Act, as a continuously-offered, diversified, closed-end, management investment company. Effective April 2, 2001, the Fund commenced the offering of Class A and Class C shares to the public. Effective April 15, 2008, the Fund commenced the offering of Class I and Class W shares to the public.

The Fund currently has four classes of shares: A, C, I and W. Class A shares are subject to a sales charge of up to 2.50%. Effective June 30, 2020, Class A shares purchased in excess of $500,000 are not subject to a sales charge but are subject to an Early Withdrawal Charge (“EWC”) of 1.00% if repurchased by the Fund within one year of purchase. Prior to June 30, 2020, Class A shares purchased in excess of $500,000 were not subject to a sales charge but were subject to an EWC of 1.00% if repurchased by the Fund within six months of purchase. Class C shares are subject to an EWC of 1.00% if repurchased by the Fund within one year of purchase.

Class C shares, along with their pro rata reinvested dividend shares, will automatically convert to Class A shares of the same Fund, after a holding period of 8 years from date of purchase.

To maintain a measure of liquidity, the Fund will offer to repurchase not less than 5% of its outstanding Common Shares on a monthly basis. This is a fundamental policy that cannot be changed without shareholder approval. The Fund may not offer to repurchase more than 25% of its outstanding Common Shares in any calendar quarter. Other than these monthly repurchases, no market for the Fund’s Common Shares is expected to exist. The separate classes of shares differ principally in their distribution fees and shareholder servicing fees, as well as differences in the amount of waiver fees and reimbursement of expenses, if any. All shareholders bear the common expenses of the Fund and earn income and realized gains/losses from the portfolio pro rata on the average daily net assets of each class, without distinction between share classes. Differences in the per share dividend rates generally result from differences in separate class expenses, including distribution fees and shareholder servicing fees, if applicable, as well as differences in the amount of waiver of fees and reimbursement of expenses between the share classes, if any.

Voya Investments, LLC (“Voya Investments” or the “Investment Adviser”), an Arizona limited liability company, serves as the Investment Adviser to the Fund. The Investment Adviser has engaged Voya Investment Management Co. LLC (“Voya IM” or the “Sub-Adviser”), a Delaware limited liability company, to serve as the Sub-Adviser to the Fund.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are consistently followed by the Fund in the preparation of its financial statements. The Fund is considered an investment company under U.S. generally accepted accounting principles (“GAAP”) and follows the accounting and reporting guidance applicable to investment companies.

A. Senior Loan and Other Security Valuation. The Fund is open for business every day the New York Stock Exchange (“NYSE”) opens for regular trading (each such day, a “Business Day”). The net asset value (“NAV”) per share for each class of the Fund is determined each Business Day as of the close of the regular trading session (“Market Close”), as determined by the Consolidated Tape Association (“CTA”), the central distributor of transaction prices for exchange-traded securities (normally 4:00 p.m. Eastern time unless otherwise designated by the CTA). The NAV per share of each class of the Fund is calculated by taking the value of the Fund’s assets attributable to that class, subtracting the Fund’s liabilities attributable to that class, and dividing by the number of shares of that class that are outstanding. On days when the Fund is closed for business, Fund shares will not be priced and the Fund does not transact purchase and redemption orders. To the extent the Fund’s assets are traded in other markets on days when the Fund does not price its shares, the value of the Fund’s assets will likely change and you will not be able to purchase or redeem shares of the Fund.

Portfolio securities for which market quotations are readily available are valued at market value. Investments in open-end registered investment companies that do not trade on an exchange are valued at the end of day NAV per share. The prospectuses of the open-end registered investment companies in which the Fund may invest explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing. Foreign securities’ prices are converted into U.S. dollar amounts using the applicable exchange rates as of Market Close.

When a market quotation for a portfolio security is not readily available or is deemed unreliable (for example when trading has been halted or there are unexpected market closures or other material events that would suggest that the market quotation is unreliable) and for purposes of determining the value of other Fund assets, the asset is priced at its fair value. The Board has designated the Investment Adviser, as the valuation designee, to make fair value determinations in good faith. In determining the fair value of the Fund’s assets, the Investment Adviser, pursuant to its fair valuation policy, may consider inputs from pricing service providers,

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

broker-dealers, or the Fund’s sub-adviser(s). Issuer specific events, transaction price, position size, nature and duration of restrictions on disposition of the security, market trends, bid/ask quotes of brokers and other market data may be reviewed in the course of making a good faith determination of an asset’s fair value. Because trading hours for certain foreign securities end before Market Close, closing market quotations may become unreliable. The prices of foreign securities will generally be adjusted based on inputs from an independent pricing service that are intended to reflect valuation changes through the NYSE close. Because of the inherent uncertainties of fair valuation, the values used to determine the Fund’s NAV may materially differ from the value received upon actual sale of those investments. Thus, fair valuation may have an unintended dilutive or accretive effect on the value of shareholders’ investments in the Fund.

The Fund’s financial instruments are valued at the close of the NYSE and are reported at fair value, which GAAP defines as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Various valuation techniques and inputs are used to determine the fair value of financial instruments. GAAP establishes the following fair value hierarchy that categorizes the inputs used to measure fair value:

Level 1 — quoted prices (unadjusted) in active markets for identical financial instruments that the fund can access at the reporting date.

Level 2 — inputs other than Level 1 quoted prices that are observable, either directly or indirectly (including, but not limited to, quoted prices for similar financial instruments in active markets, quoted prices for identical or similar financial instruments in inactive markets, interest rates and yield curves, implied volatilities, and credit spreads).

Level 3 — unobservable inputs (including the fund’s own assumptions in determining fair value).

Observable inputs are developed using market data, such as publicly available information about actual events or transactions, and reflect the assumptions that market participants would use to price the financial instrument. Unobservable inputs are those for which market data are not available and are developed using the best information available about the assumptions that market participants would use to price the financial instrument. GAAP requires valuation techniques to maximize the use of relevant observable inputs and minimize the use of unobservable inputs. When multiple inputs are used to derive fair value, the financial instrument is assigned to the level within the

fair value hierarchy based on the lowest-level input that is significant to the fair value of the financial instrument. Input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level but rather the degree of judgment used in determining those values.

A table summarizing the Fund’s investments under these levels of classification is included within the Portfolio of Investments.

Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than quoted prices for an asset or liability that are observable are classified as “Level 2” and significant unobservable inputs, including the Sub-Adviser’s or Pricing Committee’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Fund’s investments under these levels of classification is included within the Portfolio of Investments.

GAAP requires a reconciliation of the beginning to ending balances for reported fair values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in or out of the Level 3 category during the period. A reconciliation of Level 3 investments within the Portfolio of Investments is presented only when the Fund has a significant amount of Level 3 investments.

B. Security Transactions and Revenue Recognition. Security transactions and senior loans are accounted for on the trade date (date the order to buy or sell is executed). Realized gains or losses are reported on the basis of identified cost of securities sold. Interest income is recorded on an accrual basis at the then-current loan rate. The accrual of interest on loans is partially or fully discontinued when, in the opinion of management, there is an indication that the borrower may be unable to meet payments as they become due. If determined to be uncollectible, unpaid accrued interest is also written off. Cash collections on non-accrual senior loans are generally applied as a reduction to the recorded investment of the loan. Senior loans are generally returned to accrual status only after all past due amounts have been received and the borrower has demonstrated sustained performance. Premium amortization and discount accretion are deferred and recognized over the lives of the respective loans.

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Arrangement fees received on revolving credit facilities, which represent non-refundable fees or purchase discounts associated with the acquisition of loans, are deferred and recognized using the effective yield method over the shorter of four years or the actual term of the loan. No such fees are recognized on loans which have been placed on non-accrual status. Arrangement fees associated with all other loans, except revolving credit facilities, are treated as discounts and are accreted as described above. Dividend income is recorded on the ex-dividend date. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received. Amendment fees and other fees earned are reported as interest income on the Statement of Operations.

C. Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1)

Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at Market Close.

(2)

Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets and the market values are presented at the foreign exchange rates at Market Close, the Fund does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than

investments in securities, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and the U.S. government. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities. The foregoing risks are even greater with respect to securities of issuers in emerging markets.

D. Forward Foreign Currency Contracts. The Fund has entered into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. When entering into a currency forward foreign contract, the Fund agrees to receive or deliver a fixed quantity of foreign currency for an agreed-upon price on an agreed future date. These contracts are valued daily and the Fund’s net equity therein, representing unrealized gain or loss on the contracts as measured by the difference between the forward foreign exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, is included in the Statement of Assets and Liabilities. Realized and unrealized gains and losses are included in the Statement of Operations. These instruments involve market and/or credit risk in excess of the amount recognized in the Statement of Assets and Liabilities. Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movement in currency and securities values and interest rates. Open forward foreign currency contracts are presented within the respective Portfolio of Investments.

For the year ended February 29, 2024, the Fund had an average quarterly contract amount on forward foreign currency contracts to sell of $36,015. Please refer to the table within the Portfolio of Investments for open forward foreign currency contracts to sell at February 29, 2024.

E. When-Issued Delayed-Delivery. Securities purchased or sold on a when-issued, delayed-delivery or forward purchase commitment basis may have extended settlement periods. The value of the security so purchased is subject to market fluctuations during this period. Due to the nature of the Senior Loan market, the actual settlement date may not be certain at the time of the purchase or sale for some of the Senior Loans. Interest income on such Senior Loans is not accrued until settlement date.

F. Federal Income Taxes. It is the policy of the Fund to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of their net investment income and any net realized capital

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

gains to their shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Fund’s tax positions taken on federal income tax returns for all open tax years in making this determination. No capital gain distributions shall be made until the capital loss carryforwards have been fully utilized.

The Fund may utilize equalization accounting for tax purposes, whereby a portion of redemption payments are treated as distributions of income or gain.

G. Distributions to Shareholders. The Fund declares and goes ex-dividend daily and pays dividends monthly from net investment income. Distributions from capital gains, if any, are declared and paid annually. The Fund may make additional distributions to comply with the distribution requirements of the Internal Revenue Code. The character and amounts of income and gains to be distributed are determined in accordance with federal income tax regulations, which may differ from GAAP for investment companies. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital. The Fund records distributions to its shareholders on the ex-dividend date.

H. Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

I. Indemnifications. In the normal course of business, the Fund may enter into contracts that provide certain indemnifications. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, management considers the risk of loss from such claims remote.

NOTE 3 — INVESTMENTS

For the year ended February 29, 2024, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term investments, totaled $98,801,366 and $92,384,953, respectively. At

February 29, 2024, the Fund held senior loans valued at $75,047,630 representing 53.9% of its total investments. The fair value of these assets is established as set forth in Note 2.

The senior loans acquired by the Fund typically take the form of a direct lending relationship with the borrower, and are typically acquired through an assignment of another lender’s interest in a loan. The lead lender in a typical corporate loan syndicate administers the loan and monitors the collateral securing the loan. In the event that the lead lender becomes insolvent, enters Federal Deposit Insurance Corporation (“FDIC”) receivership or, if not FDIC insured, enters into bankruptcy, the Fund may incur certain costs and delays in realizing payment, or may suffer a loss of principal and/or interest.

Warrants and shares of common stock held in the portfolio were acquired in conjunction with loans held by the Fund. Certain of these shares and warrants are restricted and may not be publicly sold without registration under the 1933 Act, or without an exemption under the 1933 Act. In some cases, these restrictions expire after a designated period of time after the issuance of the shares or warrants.

NOTE 4 — INVESTMENT MANAGEMENT FEES

The Fund has entered into an investment management agreement (“Management Agreement”) with the Investment Adviser. The Investment Adviser has overall responsibility for the management of the Fund. The Investment Adviser oversees all investment advisory and portfolio management services for the Fund and assists in managing and supervising all aspects of the general day-to-day business activities and operations of the Fund, including custodial, transfer agency, dividend disbursing, accounting, auditing, compliance and related services. This Management Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, at an annual rate of 0.80% of the Fund’s Managed Assets. For purposes of the Management Agreement, managed assets (“Managed Assets”) are defined as the Fund’s average daily gross asset value, minus the sum of the Fund’s accrued and unpaid dividends on any outstanding Preferred Shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Fund and the liquidation preference of any outstanding Preferred Shares).

The Investment Adviser has entered into a sub-advisory agreement with Voya IM. Voya IM provides investment advice for the Fund and is paid by the Investment Adviser based on the average daily Managed Assets of the Fund. Subject to such policies as the Board or the Investment

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 4 — INVESTMENT MANAGEMENT FEES (continued)

Adviser may determine, Voya IM manages the Fund’s assets in accordance with the Fund’s investment objectives, policies, and limitations.

NOTE 5 — DISTRIBUTION AND SERVICE FEES

Class A and Class C shares of the Fund have adopted a plan pursuant to Rule 12b-1 under the 1940 Act (the “12b-1 Plans”), whereby Voya Investments Distributor, LLC (the “Distributor”), a Delaware limited liability company, is compensated by the Fund for expenses incurred in the distribution of the Fund’s shares (“Distribution Fees”). Pursuant to the 12b-1 Plans, the Distributor is entitled to a payment each month for actual expenses incurred in the distribution and promotion of the Fund’s shares, including expenses incurred in printing prospectuses and reports used for sales purposes, expenses incurred in preparing and printing sales literature and other such distribution related expenses, including any distribution or shareholder servicing fees (“Service Fees”) paid to securities dealers who executed a distribution agreement with the Distributor. Under the 12b-1 plans, each class of shares of the Fund pays the Distributor a combined Distribution and/or Service Fee based on average daily net assets at the following annual rates:

	Class A			Class C
	0.25%					0.75%

The Distributor may also retain the proceeds of the initial sales charge paid by the shareholders upon the purchase of Class A shares, and the EWC paid by the shareholders upon certain redemptions/repurchases for Class A shares and Class C shares. For the year ended February 29, 2024, the Distributor retained the following amounts:

	Class A			Class C
Initial Sales Charges:		$	622		$	—
EWC’s:			44			317

NOTE 6 — EXPENSE LIMITATIONS

The Investment Adviser has agreed to limit expenses, excluding interest, taxes, investment-related costs, leverage expenses, extraordinary expenses, and acquired fund fees and expenses, to the following:

Class A — 0.90% of Managed Assets plus 0.45% of average daily net assets

Class C — 0.90% of Managed Assets plus 0.95% of average daily net assets

Class I — 0.90% of Managed Assets plus 0.20% of average daily net assets

Class W — 0.90% of Managed Assets plus 0.20% of average daily net assets

Pursuant to a side letter agreement through July 1, 2024, the Investment Adviser has further lowered the expense limits to the following. Any fees waived pursuant to the side letter agreement shall not be eligible for recoupment. Termination or modification of this obligation requires approval by the Board.

Class A — 0.80% of Managed Assets plus 0.45% of average daily net assets

Class C — 0.80% of Managed Assets plus 0.95% of average daily net assets

Class I — 0.80% of Managed Assets plus 0.20% of average daily net assets

Class W — 0.80% of Managed Assets plus 0.20% of average daily net assets

Unless otherwise specified above, the Investment Adviser may at a later date recoup from the Fund for fees waived and other expenses reimbursed by the Investment Adviser during the previous 36 months, but only if, after such recoupment, the Fund’s expense ratio does not exceed the percentage described above. Waived and reimbursed fees and any recoupment by the Investment Adviser of such waived and reimbursed fees are reflected on the accompanying Statement of Operations. Amounts payable by the Investment Adviser are reflected on the accompanying Statement of Assets and Liabilities.

As of February 29, 2024, there are no amounts of waived and/or reimbursed fees that are subject to possible recoupment by the Investment Adviser.

The Expense Limitation Agreement is contractual through July 1, 2024 and shall renew automatically for one-year terms. Termination or modification of this obligation requires approval by the Board.

NOTE 7 — COMMITMENTS

Effective July 3, 2023, the Fund has entered into a 364-day revolving credit agreement, collateralized by assets of the Fund, to borrow up to $60 million maturing June 28, 2024. Borrowing rates under this agreement are based on a fixed spread over SOFR, and a commitment fee is charged on the unused portion. Prior to July 3, 2023, the predecessor credit agreement was for $75 million maturing July 3, 2023. There was $21.1 million of borrowings outstanding at February 29, 2024. The weighted average interest rate on outstanding borrowings at February 29, 2024 was 6.46%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 14.34% of total assets at February 29, 2024.

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 7 — COMMITMENTS (continued)

Prepaid arrangement fees are amortized over the term of the agreement. Average borrowings for the year ended February 29, 2024 were $18,759,563 and the average annualized interest rate was 7.15%.

NOTE 8 — SENIOR LOAN COMMITMENTS

As of February 29, 2024, the Fund had unfunded loan commitments pursuant to the terms of the following loan agreements:

AI Aqua Merger Sub, Inc. 2023 Incremental Term Loan	$	24,626
Ryan, LLC Delayed Draw Term Loan		26,667
	$	51,293

NOTE 9 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

The Fund has adopted a deferred compensation plan (the “DC Plan”), which allows eligible independent trustees, as described in the DC Plan, to defer the receipt of all or a portion of the trustees’ fees that they are entitled to receive from the Fund. For purposes of determining the amount owed to the trustee under the DC Plan, the amounts

deferred are invested in shares of the funds selected by the trustee (the “Notional Funds”). When the Fund purchases shares of the Notional Funds, which are all advised by Voya Investments, in amounts equal to the trustees’ deferred fees, this results in a Fund asset equal to the deferred compensation liability. Such assets, if applicable, are included as a component of “Other assets” on the accompanying Statement of Assets and Liabilities. Deferral of trustees’ fees under the DC Plan will not affect net assets of the Fund, and will not materially affect the Fund’s assets, liabilities or net investment income per share. Amounts will be deferred until distributed in accordance with the DC Plan.

NOTE 10 — SUBORDINATED LOANS AND UNSECURED LOANS

The primary risk arising from investing in subordinated loans or in unsecured loans is the potential loss in the event of default by the issuer of the loans. The Fund may invest up to 20% of its total assets, measured at the time of investment, in subordinated loans, unsecured debt instruments and other investments, as directed by the Prospectus. As of February 29, 2024, the Fund held no subordinated loans or unsecured loans.

NOTE 11 — CAPITAL SHARES

Transactions in capital shares and dollars were as follows:

Year or period ended	Shares sold		Reinvestment of distributions		Shares redeemed		Shares converted		Net increase (decrease) in shares outstanding		Shares sold		Reinvestment of distributions		Shares redeemed		Shares converted		Net increase (decrease)
Year or period ended	#		#		#		#		#		($)		($)		($)		($)		($)
Class A
02-29-24		477,656		280,191		(1,531,277)		—		(773,430)		4,595,164		2,696,639		(14,743,521)		—		(7,451,718)
02-28-23		670,130		151,928		(1,464,392)		—		(642,334)		6,662,129		1,483,499		(14,513,858)		—		(6,368,230)
Class C
02-29-24		18,482		17,637		(250,979)		—		(214,860)		177,292		169,210		(2,406,850)		—		(2,060,348)
02-28-23		21,392		17,425		(440,193)		—		(401,376)		210,387		170,082		(4,427,567)		—		(4,047,098)
Class I
02-29-24		39,474		22,311		(106,005)		—		(44,220)		377,653		213,793		(1,012,258)		—		(420,812)
02-28-23		72,805		5,776		(192,867)		—		(114,286)		724,299		56,319		(1,909,712)		—		(1,129,094)
Class W
02-29-24		19,644		6,691		(29,434)		—		(3,099)		188,864		64,446		(282,368)		—		(29,058)
02-28-23		16,960		8,012		(370,227)		—		(345,255)		167,452		78,554		(3,661,541)		—		(3,415,535)

NOTE 12 — FEDERAL INCOME TAXES

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment;

temporary differences are not reclassified. Key differences include the treatment of foreign currency transactions, income from passive foreign investment companies (PFICs) and wash sale deferrals.

Dividends paid by the Fund from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders.

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 12 — FEDERAL INCOME TAXES (continued)

The tax composition of dividends and distributions to shareholders was as follows:

Year Ended February 29, 2024	Year Ended February 28, 2023
Ordinary Income	Ordinary Income
$10,037,609		$	9,124,140

The tax-basis components of distributable earnings and the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 29, 2024 were:

Undistributed
Ordinary
Income

Unrealized
Appreciation/
(Depreciation)

Capital Loss Carryforwards

Other

Total
Distributable
Earnings/(Loss)

Amount

Character

$2,236,144

$(891,956)

$ (13,140,751)

Short-term

$(561,244)

$(121,476,132)

(109,118,325)

Long-term

$(122,259,076)

The Fund’s major tax jurisdictions are U.S. federal and Arizona state.

As of February 29, 2024, no provision for income tax is required in the Fund’s financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue. Generally, the preceding four tax years remain subject to examination by these jurisdictions.

NOTE 13 — LONDON INTERBANK OFFERED RATE (“LIBOR”)

In 2017, the UK Financial Conduct Authority announced its intention to cease compelling banks to provide the quotations needed to sustain LIBOR after 2021. On March 5, 2021, ICE Benchmark Administration, the administrator of LIBOR, stated that non-U.S. dollar LIBOR reference rates and the one-week and two-month LIBOR reference rates ceased to be provided or no longer be representative immediately after December 31, 2021 and the remaining more commonly used LIBOR settings ceased to be provided or no longer be representative immediately after June 30, 2023. In addition, global regulators have announced that, with limited exceptions, no new LIBOR-based contracts should be entered into after 2021. Actions by regulators have resulted in the establishment of alternative reference rates to LIBOR in most major currencies (e.g., the Secured Overnight Financing Rate for U.S. Dollar LIBOR and the Sterling Overnight Interbank Average Rate for Sterling LIBOR).

Discontinuance of LIBOR and adoption/implementation of alternative rates pose a number of risks, including among others whether any substitute rate will experience the market participation and liquidity necessary to provide a workable substitute for LIBOR; the effect on parties’ existing contractual arrangements, hedging transactions, and investment strategies generally from a conversion from LIBOR to alternative rates; the effect on the Fund’s existing investments (including, for example, fixed-income investments, senior loans, CLOs and CDOs, and derivatives transactions), including the possibility that some of those investments may terminate or their terms may be adjusted to the disadvantage of the Fund; and the risk of general market disruption during the period of the conversion. It is difficult to predict at this time the likely impact of the transition away from LIBOR on the Fund.

NOTE 14 — MARKET DISRUPTION and Geopolitical

The Fund is subject to the risk that geopolitical events will disrupt securities markets and adversely affect global economies and markets. Due to the increasing interdependence among global economies and markets, conditions in one country, market, or region might adversely impact markets, issuers and/or foreign exchange rates in other countries, including the United States. Wars, terrorism, global health crises and pandemics, and other geopolitical events that have led, and in the future may continue to lead, to increased market volatility and may have adverse short- or long-term effects on U.S. and global economies and markets generally. For example, the COVID-19 pandemic has resulted, and may continue to result, in significant market volatility, exchange suspensions and closures, declines in global financial markets, higher default rates, supply chain disruptions, and a substantial economic downturn in economies throughout the world. The economic impacts of COVID-19 have created a unique challenge for real estate markets. Many businesses have either partially or fully transitioned to a remote-working environment and this transition may negatively impact the occupancy rates of commercial real estate over time. Natural and environmental disasters and systemic market dislocations are also highly disruptive to economies and markets. In addition, military action by Russia in Ukraine has, and may continue to, adversely affect global energy and financial markets and therefore could affect the value of the Fund’s investments, including beyond the Fund’s direct exposure to Russian issuers or nearby geographic regions. The extent and duration of the military action, sanctions and resulting market disruptions are impossible to predict and could be substantial. A number of U.S. domestic banks and foreign (non-U.S.) banks have recently experienced financial difficulties and, in some cases, failures. There can be no certainty that the

TABLE OF CONTENTS

NOTES TO FINANCIAL STATEMENTS as of February 29, 2024 (continued)

NOTE 14 — MARKET DISRUPTION and Geopolitical (continued)

actions taken by regulators to limit the effect of those financial difficulties and failures on other banks or other financial institutions or on the U.S. or foreign (non-U.S.) economies generally will be successful. It is possible that more banks or other financial institutions will experience financial difficulties or fail, which may affect adversely other U.S. or foreign (non-U.S.) financial institutions and economies. These events as well as other changes in foreign (non-U.S.) and domestic economic, social, and political conditions also could adversely affect individual issuers or related groups of issuers, securities markets, interest rates, credit ratings, inflation, investor sentiment, and other factors affecting the Fund’s investments. Any of these occurrences could disrupt the operations of the Fund and of the Fund’s service providers.

NOTE 15 — SUBSEQUENT EVENTS

Custodian: Effective after close of business May 3, 2024, the Fund’s custodian is changing to The Bank of New York Mellon.

Dividends Declared: Subsequent to February 29, 2024, the Fund declared the following dividends from net investment income:

Class

Per Share
Amount

Declaration
Date

Record
Date

Payable Date

$0.07483

Daily

April 1, 2024

$0.07074

Daily

April 1, 2024

$0.07688

Daily

April 1, 2024

$0.07688

Daily

April 1, 2024

The Fund has evaluated events occurring after the Statement of Assets and Liabilities date through the date that the financial statements were issued (“subsequent events”) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: 65.2%
	Aerospace & Defense: 1.7%
92,361	AAdvantage Loyalty IP Ltd. 2021 Term Loan, 10.329%, (US0003M + 4.750)%, 04/20/28		$	95,652		0.1
456,103	Amentum Government Services Holdings LLC 2022 Term Loan, 9.320%, (TSFR1M + 4.000)%, 02/15/29			456,864		0.4
149,625	Barnes Group Inc Term Loan B, 8.426%, (TSFR3M + 3.000)%, 09/03/30			150,030		0.1
149,748	Dynasty Acquisition Co., Inc. 2023 Term Loan B1, 9.326%, (TSFR1M + 4.000)%, 08/24/28			150,284		0.1
64,178	Dynasty Acquisition Co., Inc. 2023 Term Loan B2, 9.326%, (TSFR1M + 4.000)%, 08/24/28			64,407		0.1
896,226	Peraton Corp. Term Loan B, 9.176%, (TSFR1M + 3.750)%, 02/01/28			898,147		0.8
93,095	Vertex Aerospace Services Corp. 2021 First Lien Term Loan, 8.676%, (US0003M + 3.750)%, 12/06/28			93,244		0.1
				1,908,628		1.7
	Air Transport: 0.7%
294,148	LaserShip, Inc. 2021 Term Loan, 10.396%, (US0003M + 4.500)%, 05/07/28			275,855		0.3
361,306	Savage Enterprises LLC 2021 Term Loan B, 8.571%, (TSFR1M + 3.250)%, 09/15/28			361,577		0.3
316,547	ST GEO WARE + TR CO OF CAL INC 2022 TERM LOAN, 11.498%, (TSFR1M + 6.000)%, 03/24/28			151,943		0.1
				789,375		0.7
	Airlines: 0.4%
133,291 (4)	American Airlines, Inc. 2017 1st Lien Term Loan, 7.318%, 01/29/27			132,226		0.1
270,000 (4)	United Airlines, Inc. 2024 Term Loan B, 8.076%, 02/15/31			270,633		0.3
				402,859		0.4
	Apparel: 0.2%
87,447	Crocs, Inc. 2023 Term Loan B, 8.498%, (TSFR3M + 3.000)%, 02/20/29			87,700		0.1

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Apparel (continued)
125,000	Fugue Finance B.V. 2024 USD Term Loan B, 9.084%, (TSFR3M + 3.750)%, 02/12/31		$	125,156		0.1
				212,856		0.2
	Auto Components: 0.8%
334,556	Holley Purchaser, Inc. 2021 Term Loan, 9.191%, (TSFR1M + 3.750)%, 11/17/28			326,680		0.3
229,713	RC Buyer, Inc. 2021 Term Loan, 8.941%, (US0003M + 3.500)%, 07/28/28			228,707		0.2
327,673	Truck Hero, Inc. 2021 Term Loan B, 8.941%, (TSFR1M + 3.750)%, 01/31/28			322,436		0.3
				877,823		0.8
	Auto Parts&Equipment: 0.5%
450,000	Clarios Global LP 2024 Term Loan B, 8.326%, (TSFR1M + 3.000)%, 05/06/30			450,787		0.4
80,000	RealTruck Group, Inc. 2023 Incremental Term Loan, 10.441%, (TSFR1M + 5.000)%, 01/31/28			78,600		0.1
				529,387		0.5
	Automotive: 0.5%
150,595	IXS Holdings, Inc. 2020 Term Loan B, 9.574%, (TSFR1M + 4.250)%, 03/05/27			143,066		0.1
400,014	Les Schwab Tire Centers Term Loan B, 8.688%, (US0003M + 3.250)%, 11/02/27			400,264		0.4
				543,330		0.5
	Beverages: 0.1%
150,000 (4)	Triton Water Holdings, Inc 2024 Incremental Term Loan B, 03/31/28			147,586		0.1

	Building & Development: 1.7%
631,692	Applecaramel Buyer, LLC Term Loan B, 9.076%, (TSFR1M + 3.750)%, 10/19/27			633,205		0.6
226,846	Cornerstone Building Brands, Inc. 2021 Term Loan B, 8.668%, (US0003M + 3.250)%, 04/12/28			224,557		0.2
160,325	LBM Acquisition LLC Term Loan B, 9.176%, (US0001M + 3.750)%, 12/17/27			160,025		0.1

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Building & Development (continued)
84,654	LHS Borrower, LLC 2022 Term Loan B, 10.060%, (SOFRRATE + 4.750)%, 02/16/29		$	79,257		0.1
248,116	Oscar AcquisitionCo, LLC Term Loan B, 9.948%, (SOFRRATE + 4.500)%, 04/29/29			247,759		0.2
441,056	Quikrete Holdings, Inc. 2023 Term Loan B, 8.191%, (TSFR1M + 2.750)%, 03/19/29			441,718		0.4
148,852	Wilsonart LLC 2021 Term Loan E, 8.698%, (US0003M + 3.500)%, 12/31/26			148,966		0.1
				1,935,487		1.7
	Building Materials: 0.5%
385,000	Chamberlain Group Inc 2024 Incremental Term Loan B, 9.076%, (TSFR1M + 3.750)%, 11/03/28			384,459		0.3
177,405	Smyrna Ready Mix Concrete, LLC 2023 Term Loan, 8.820%, (TSFR1M + 3.500)%, 04/02/29			178,070		0.2
				562,529		0.5
	Business Equipment & Services: 1.9%
279,300	Anticimex International AB 2021 USD Incremental Term Loan, 8.950%, (SOFRRATE + 3.900)%, 11/16/28			278,951		0.3
249,362	APX Group, Inc. 2021 Term Loan B, 8.687%, (US0001M + 3.250)%, 07/10/28			249,813		0.2
243,370	Endure Digital Inc. Term Loan, 9.422%, (US0001M + 3.500)%, 02/10/28			238,893		0.2
225,723	Ensono, LP 2021 Term Loan, 9.441%, (US0003M + 3.750)%, 05/26/28			218,974		0.2
275,000	Garda World Security Corporation 2022 Term Loan B, 9.625%, (SOFRRATE + 4.250)%, 02/01/29			275,442		0.2
398,537	Pre-Paid Legal Services, Inc. 2021 Term Loan, 9.191%, (US0001M + 3.750)%, 12/15/28			398,330		0.4
499,602	TruGreen Limited Partnership 2020 Term Loan, 9.426%, (US0001M + 4.000)%, 11/02/27			483,990		0.4
				2,144,393		1.9

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Chemicals & Plastics: 1.1%
120,000	Lonza Group AG USD Term Loan B, 9.373%, (US0003M + 4.000)%, 07/03/28		$	112,714		0.1
442,775	LSF11 A5 Holdco LLC 2023 Incremental Term Loan B, 9.676%, (TSFR1M + 4.250)%, 10/15/28			442,664		0.4
99,235	PQ Corporation 2021 Term Loan B, 7.913%, (US0003M + 2.500)%, 06/09/28			99,111		0.1
40,000	Sparta U.S. HoldCo LLC 2021 Term Loan, 8.706%, (US0001M + 3.250)%, 08/02/28			40,020		0.0
462,675	Starfruit Finco B.V 2023 Term Loan, 9.424%, (TSFR1M + 4.000)%, 04/03/28			463,254		0.4
70,000	W.R. Grace & Co.-Conn. 2021 Term Loan B, 9.360%, (US0003M + 3.750)%, 09/22/28			70,175		0.1
				1,227,938		1.1
	Clothing/Textiles: 0.4%
130,000	ABG Intermediate Holdings 2 LLC 2021 Term Loan B1, 8.926%, (SOFRRATE + 3.600)%, 12/21/28			130,487		0.1
63,131	Birkenstock GmbH & Co. KG USD Term Loan B, 8.827%, (US0006M + 3.250)%, 04/28/28			63,309		0.1
258,700	Samsonite International S.A. 2023 Term Loan, 8.076%, (TSFR1M + 2.750)%, 06/21/30			259,630		0.2
				453,426		0.4
	Commercial Services: 1.1%
479,175	Avis Budget Car Rental, LLC 2023 Term Loan C, 8.426%, (TSFR1M + 3.000)%, 03/16/29			479,654		0.4
150,000	R1 RCM, Inc. 2022 Term Loan B, 8.326%, (TSFR3M + 3.000)%, 06/21/29			150,281		0.1
665,000	Wand NewCo 3, Inc. 2024 Term Loan B, 9.076%, (TSFR1M + 3.750)%, 01/30/31			666,766		0.6
				1,296,701		1.1
	Commodities: 0.9%
218,152	Core & Main LP 2021 Term Loan B, 7.966%, (US0003M + 2.500)%, 07/27/28			218,084		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Commodities (continued)
148,855	Foundation Building Materials Holding Company LLC 2021 Term Loan, 8.824%, (US0003M + 3.250)%, 01/31/28		$	148,400		0.1
201,413	Specialty Building Products Holdings, LLC 2021 Term Loan B, 9.176%, (US0001M + 3.250)%, 10/15/28			200,940		0.2
254,522	Windsor Holdings III, LLC USD Term Loan B, 9.824%, (TSFR1M + 4.500)%, 08/01/30			255,282		0.2
168,825	Yak Access, LLC 2023 Term Loan, 11.763%, (TSFR1M + 6.400)%, 03/10/28			163,338		0.2
				986,044		0.9
	Communications: 0.7%
284,461	AP Core Holdings II, LLC Amortization Term Loan B1, 10.941%, (US0001M + 5.500)%, 09/01/27			279,098		0.2
238,875	Tiger Acquisition, LLC 2021 Term Loan, 8.676%, (TSFR1M + 3.250)%, 06/01/28			236,486		0.2
280,000	WeddingWire, Inc. 2023 Term Loan, 9.825%, (TSFR3M + 4.500)%, 01/31/28			280,000		0.3
				795,584		0.7
	Computers: 0.3%
149,250	Idemia Group 2024 Term Loan B5, 9.598%, (TSFR3M + 4.250)%, 09/30/28			149,716		0.1
215,000	NCR Atleos LLC Term Loan B, 10.163%, (TSFR1M + 4.750)%, 03/27/29			215,773		0.2
				365,489		0.3
	Consumer, Cyclical: 1.7%
376,467	Ascend Learning, LLC 2021 Term Loan, 8.926%, (TSFR1M + 3.500)%, 12/11/28			370,610		0.3
464,143	Bombardier Recreational Products. Inc. 2023 TERM LOAN B3, 8.091%, (TSFR1M + 2.750)%, 12/13/29			465,071		0.4
482,566	GVC Holdings (Gibraltar) Limited 2022 Term Loan B, 8.948%, (TSFR1M + 3.500)%, 10/31/29			484,425		0.4

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Consumer, Cyclical (continued)
370,000	Homeserve USA Holding Corp Term Loan, 8.320%, (TSFR1M + 3.000)%, 10/21/30		$	370,174		0.3
284,803	Spring Education Group, Inc Term Loan, 9.848%, (TSFR3M + 4.500)%, 10/04/30			284,981		0.3
				1,975,261		1.7
	Consumer, Non-cyclical: 1.2%
500,000	Bausch + Lomb Corp. 1st Lien Term Loan B, 8.671%, (TSFR1M + 3.250)%, 05/10/27			495,972		0.5
222,936	Fugue Finance B.V. 2023 USD Term Loan B, 9.343%, (TSFR3M + 4.000)%, 01/31/28			223,586		0.2
374,063	KUEHG Corp. 2023 Term Loan, 10.348%, (TSFR1M + 5.000)%, 06/12/30			375,290		0.3
26,667 (1)(4)	Ryan, LLC Delayed Draw Term Loan, 11/14/30			26,796		0.0
253,333	Ryan, LLC Term Loan, 9.826%, (TSFR1M + 4.500)%, 11/14/30			254,561		0.2
				1,376,205		1.2
	Containers & Glass Products: 2.9%
148,852	Altium Packaging LLC 2021 Term Loan B, 8.191%, (US0001M + 2.750)%, 02/03/28			148,399		0.1
774,895 (4)	Charter NEX US, Inc. 2024 Term Loan B, 8.826%, 12/01/27			775,476		0.7
460,000	Clydesdale Acquisition Holdings Inc Term Loan B, 9.101%, (TSFR1M + 4.175)%, 04/13/29			460,052		0.4
119,900	Plaze, Inc. 2020 Incremental Term Loan, 9.191%, (US0001M + 3.750)%, 08/03/26			117,102		0.1
490,140	Pro Mach Group, Inc. 2021 Term Loan B, 9.076%, (US0001M + 4.000)%, 08/31/28			491,335		0.4
310,000	Proampac PG Borrower LLC 2023 Term Loan, 9.806%, (TSFR3M + 4.500)%, 09/15/28			310,853		0.3

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Containers & Glass Products (continued)
490,855	Titan Acquisition Limited 2018 Term Loan B, 8.441%, (US0003M + 3.000)%, 03/28/25		$	489,237		0.4
39,608	Trident TPI Holdings, Inc. 2021 Incremental Term Loan, 9.610%, (US0003M + 4.000)%, 09/15/28			39,617		0.1
490,050	Trident TPI Holdings, Inc. 2022 USD Incremental Term Loan, 10.598%, (TSFR1M + 5.250)%, 09/15/28			492,270		0.4
				3,324,341		2.9
	Distribution/Wholesale: 0.2%
182,927	Dealer Tire Financial, LLC 2024 Term Loan B3, 9.076%, (TSFR1M + 3.750)%, 12/14/27			183,327		0.2

	Diversified Finan Serv: 1.8%
403,798	Aretec Group, Inc. 2023 Incremental Term Loan, 9.926%, (TSFR1M + 4.500)%, 08/09/30			405,893		0.3
780,696	Citadel Securities LP 2024 Term Loan B, 7.576%, (TSFR1M + 2.250)%, 07/29/30			780,891		0.7
321,738	Focus Financial Partners, LLC 2024 Term Loan B7, 8.076%, (TSFR1M + 2.750)%, 06/30/28			320,380		0.3
580,000	Nuvei Technologies Corp. USD Term Loan, 8.426%, (US0003M + 3.000)%, 12/19/30			581,015		0.5
				2,088,179		1.8
	Drugs: 0.2%
73,079	Amneal Pharmaceuticals LLC 2018 Term Loan B, 8.941%, (TSFR1M + 3.500)%, 05/04/25			73,079		0.1
171,017	Amneal Pharmaceuticals LLC 2023 Term Loan B, 10.826%, (TSFR1M + 5.500)%, 05/04/28			170,722		0.1
				243,801		0.2
	Electronics/Electrical: 2.2%
408,775	Altar Bidco, Inc. 2021 Term Loan, 7.947%, (US0003M + 3.350)%, 02/01/29			408,739		0.4
139,535	Chamberlain Group Inc Term Loan B, 8.676%, (TSFR1M + 3.250)%, 11/03/28			139,248		0.1

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Electronics/Electrical (continued)
280,013	Creation Technologies Inc. 2021 Term Loan, 11.092%, (US0003M + 5.500)%, 10/05/28		$	271,612		0.3
150,000	DG Investment Intermediate Holdings 2, Inc. 2021 2nd Lien Term Loan, 12.191%, (TSFR1M + 6.750)%, 03/30/29			140,656		0.1
346,373	DG Investment Intermediate Holdings 2, Inc. 2021 Term Loan, 9.191%, (TSFR1M + 3.750)%, 03/31/28			346,373		0.3
146,753	Generation Bridge Northeast, LLC Term Loan B, 9.576%, (TSFR3M + 4.250)%, 08/22/29			147,304		0.1
252,646	II-VI Incorporated 2022 Term Loan B, 8.191%, (US0001M + 2.750)%, 07/02/29			253,151		0.2
176,400	Illuminate Merger Sub Corp. 1st Lien Term Loan, 8.610%, (US0003M + 3.000)%, 07/21/28			175,491		0.2
450,000	Ingram Micro Inc. 2023 Term Loan, 8.610%, (TSFR3M + 3.000)%, 06/30/28			450,656		0.4
148,788	Project Boost Purchaser, LLC 2019 Term Loan B, 8.941%, (US0001M + 3.500)%, 06/01/26			148,928		0.1
				2,482,158		2.2
	Energy: 0.3%
310,200	Brazos Delaware II, LLC 2023 Term Loan B, 9.070%, (TSFR1M + 3.750)%, 02/11/30			310,426		0.3

	Engineering & Construction: 0.6%
305,000	Crown Subsea Communications Holding,Inc. 2024 Term Loan B, 10.067%, (TSFR3M + 4.750)%, 01/30/31			306,573		0.2
439,203	VM Consolidated, Inc. 2024 Term Loan B, 8.076%, (TSFR1M + 2.750)%, 03/24/28			440,259		0.4
				746,832		0.6
	Entertainment: 0.2%
260,000	Caesars Entertainment Inc. 2024 Term Loan B1, 8.041%, (TSFR3M + 2.750)%, 02/06/31			260,054		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Farming/Agriculture: 0.1%
160,000	Ceva Sante Animale 2023 USD Term Loan B, 9.564%, (TSFR3M + 4.250)%, 11/01/30		$	160,550		0.1

	Financial: 1.9%
693,000	AmWINS Group, Inc. 2023 Incremental Term Loan B, 8.191%, (TSFR1M + 2.750)%, 02/19/28			693,867		0.6
275,000	Cushman & Wakefield U.S. Borrower, LLC 2023 Term Loan B, 9.326%, (TSFR1M + 4.000)%, 01/31/30			275,000		0.2
437,965	Edelman Financial Center, LLC 2021 Term Loan B, 8.941%, (US0001M + 3.750)%, 04/07/28			437,144		0.4
330,000	GTCR W Merger Sub LLC USD Term Loan B, 8.326%, (TSFR1M + 3.000)%, 09/20/30			331,473		0.3
288,363	HighTower Holdings LLC 2021 Term Loan B, 9.586%, (US0001M + 4.000)%, 04/21/28			288,843		0.2
203,463	RHP Hotel Properties, LP 2023 Term Loan B, 8.076%, (SOFRRATE + 2.750)%, 05/18/30			203,865		0.2
				2,230,192		1.9
	Financial Intermediaries: 1.4%
294,444	Advisor Group, Inc. 2023 Term Loan B, 9.826%, (TSFR3M + 4.500)%, 08/17/28			294,782		0.2
596,923	AqGen Island Holdings, Inc. Term Loan, 8.941%, (US0001M + 3.500)%, 08/02/28			593,565		0.5
465,000 (4)	First Eagle Investment Management, LLC 2024 Term Loan B, 02/22/29			458,509		0.4
302,225	VFH Parent LLC 2022 Term Loan B, 8.426%, (SOFRRATE + 3.000)%, 01/13/29			302,697		0.3
				1,649,553		1.4
	Food: 0.1%
150,000	Chobani, LLC 2023 Incremental Term Loan, 9.068%, (TSFR1M + 3.750)%, 10/25/27			150,562		0.1

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Food Products: 1.5%
349,108	8th Avenue Food & Provisions, Inc. 2018 1st Lien Term Loan, 9.191%, (TSFR1M + 3.750)%, 10/01/25		$	345,312		0.3
422,433	CHG PPC Parent LLC 2021 Term Loan, 8.441%, (US0001M + 3.000)%, 12/08/28			422,433		0.4
303,511	Dessert Holdings Inc. Term Loan, 9.441%, (US0003M + 4.000)%, 06/09/28			283,782		0.2
285,000 (4)	Fiesta Purchaser, Inc. 2024 Term Loan B, 9.318%, 2/12/31			285,022		0.2
250,000	Primary Products Finance LLC Term Loan, 8.941%, (US0003M + 4.000)%, 03/31/29			250,335		0.2
190,000	Upfield B.V. 2023 USD Term Loan B, 10.050%, (TSFR6M + 3.000)%, 01/31/28			189,030		0.2
				1,775,914		1.5
	Food Service: 0.0%
38,188	K-Mac Holdings Corp 2021 2nd Lien Term Loan, 12.176%, (US0003M + 6.750)%, 07/30/29			37,917		0.0

	Food/Drug Retailers: 0.3%
488,305 (2)	Moran Foods, LLC 2022 Extended Term Loan, 12.698%, (TSFR3M + 4.680)%, 06/30/26			244,153		0.2
250,098 (2)	Moran Foods, LLC 2023 FLFO PIK Term Loan, 2.000%, 06/30/26			125,049		0.1
458,860 (2)	Moran Foods, LLC 2023 FLSO PIK Term Loan 1, 12.698%, 06/30/26			9,177		0.0
				378,379		0.3
	Gas: 0.2%
240,000	NGL Energy Partners LP 2024 Term Loan B, 9.826%, (TSFR1M + 4.500)%, 02/02/31			240,750		0.2

	Health Care: 3.2%
215,600	ANI Pharmaceuticals, Inc Term Loan B, 11.441%, (TSFR1M + 6.000)%, 11/19/27			216,139		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Health Care (continued)
679,676	Athenahealth, Inc. 2022 Term Loan B, 8.576%, (TSFR1M + 3.500)%, 02/15/29		$	675,534		0.6
810,000 (4)	Cotiviti Corporation 2024 Term Loan, 02/21/31			811,013		0.7
297,750	Covetrus, Inc. 2022 1st Lien Term Loan, 10.348%, (TSFR1M + 5.000)%, 10/13/29			297,866		0.2
209,087	Gloves Buyer, Inc. 2021 Term Loan, 9.441%, (US0001M + 4.000)%, 12/29/27			208,041		0.2
150,000	IVC Acquisition Ltd 2023 USD Term Loan B, 10.886%, (TSFR3M + 5.500)%, 11/17/28			150,469		0.1
300,000	Medline Borrower, LP USD Term Loan B, 8.441%, (US0001M + 3.250)%, 10/23/28			300,328		0.3
268,738	Pacific Dental Services,LLC 2021 Term Loan, 8.941%, (US0003M + 3.500)%, 05/05/28			269,298		0.2
185,000	Packaging Coordinators Midco, Inc. 2020 1st Lien Term Loan, 9.110%, (US0003M + 3.750)%, 11/30/27			185,297		0.2
145,875	PointClickCare Technologies, Inc. Term Loan B, 8.610%, (US0001M + 3.000)%, 12/29/27			146,057		0.1
242,529	RxBenefits, Inc. 2020 Term Loan, 9.934%, (US0003M + 4.500)%, 12/20/27			243,135		0.2
210,000	Star Parent, Inc. Term Loan B, 9.348%, (TSFR3M + 4.000)%, 09/27/30			207,231		0.2
				3,710,408		3.2
	Healthcare-Services: 0.5%
631,691	Phoenix Guarantor Inc 2024 Term Loan, 8.576%, (TSFR1M + 3.250)%, 02/21/31			625,121		0.5

	Holding Companies-Divers: 0.5%
555,000	Belfor Holdings Inc. 2023 USD Term Loan B, 9.076%, (TSFR1M + 3.750)%, 11/01/30			557,081		0.5

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Home Builders: 0.1%
150,000	Thor Industries, Inc. 2023 USD Term Loan B2, 8.071%, (TSFR1M + 2.750)%, 11/15/30		$	150,625		0.1

	Industrial: 2.4%
228,083	ADS Tactical, Inc. 2021 Term Loan B, 11.191%, (US0001M + 5.750)%, 03/19/26			229,794		0.2
248,900	AlixPartners, LLP 2021 USD Term Loan B, 7.941%, (US0001M + 2.750)%, 02/04/28			249,142		0.2
311,900	Allied Universal Holdco LLC 2021 USD Incremental Term Loan B, 9.176%, (TSFR1M + 3.750)%, 05/12/28			310,893		0.3
224,750	Amentum Government Services Holdings LLC Term Loan B, 9.441%, (US0001M + 3.500)%, 01/29/27			225,242		0.2
153,063	Brown Group Holding LLC 2022 Term Loan B2 1L, 8.361%, (TSFR1M + 3.750)%, 07/02/29			153,062		0.1
146,250	Denali Water Solutions Term Loan B, 9.748%, (TSFR1M + 4.250)%, 03/27/28			137,018		0.1
153,325	Emrld Borrower LP Term Loan B, 7.791%, (SOFRRATE + 3.000)%, 05/31/30			152,966		0.1
50,210	Filtration Group Corporation 2021 Incremental Term Loan, 8.941%, (US0001M + 3.500)%, 10/21/28			50,274		0.1
161,825	LSF11 Trinity Bidco, Inc. 2023 Term Loan, 9.320%, (TSFR1M + 4.000)%, 06/14/30			159,802		0.1
273,549	Rockwood Service Corporation 2020 Term Loan, 9.691%, (US0001M + 4.250)%, 01/23/27			274,490		0.2
414,043	Service Logic Acquisition, Inc Term Loan, 9.574%, (US0003M + 4.000)%, 10/29/27			414,302		0.4
296,055	U.S. Silica Company 2023 Term Loan B, 10.176%, (TSFR1M + 4.750)%, 03/25/30			297,244		0.3

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Industrial (continued)
160,000	VT Topco, Inc. 2023 Term Loan B, 9.576%, (TSFR3M + 4.250)%, 08/10/30		$	160,763		0.1
				2,814,992		2.4
	Industrial Equipment: 2.1%
240,993	AI Aqua Merger Sub, Inc. 2021 1st Lien Term Loan B, 9.080%, (US0003M + 3.750)%, 07/31/28			240,654		0.2
240,000 (1)	AI Aqua Merger Sub, Inc. 2023 Incremental Term Loan, 9.571%, (TSFR1M + 4.250)%, 07/31/28			240,343		0.2
115,556	Alliance Laundry Systems LLC Term Loan B, 8.926%, (US0003M + 3.500)%, 10/08/27			115,861		0.1
198,477	Conair Holdings, LLC Term Loan B, 9.191%, (US0003M + 3.750)%, 05/17/28			191,324		0.2
155,000	CPM Holdings, Inc. 2023 Term Loan, 9.828%, (TSFR1M + 4.500)%, 09/28/28			155,339		0.1
401,963	Filtration Group Corporation 2023 USD Term Loan, 9.691%, (TSFR1M + 4.250)%, 10/21/28			403,003		0.4
145,000	Madison IAQ LLC Term Loan, 8.685%, (US0003M + 3.250)%, 06/21/28			144,637		0.1
264,926	SPX Flow, Inc. 2022 Term Loan, 9.926%, (TSFR1M + 4.500)%, 04/05/29			265,735		0.2
228,279	Vertical US Newco Inc Term Loan B, 9.081%, (US0006M + 3.500)%, 07/30/27			228,850		0.2
413,539	Watlow Electric Manufacturing Company Term Loan B, 9.329%, (US0003M + 3.750)%, 03/02/28			414,185		0.4
				2,399,931		2.1
	Insurance: 5.0%
873,611	Acrisure, LLC 2020 Term Loan B, 8.941%, (US0001M + 3.500)%, 02/15/27			873,815		0.8
240,100	Acrisure, LLC 2021 First Lien Term Loan B, 9.691%, (US0001M + 4.250)%, 02/15/27			240,888		0.2
589,188	Alliant Holdings Intermediate LLC, 8.821%, (TSFR1M + 3.500)%, 11/06/30			590,077		0.5

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Insurance (continued)
555,113	AssuredPartners, Inc. 2022 Term Loan, 8.826%, (TSFR1M + 3.500)%, 02/12/27		$	556,084		0.5
280,000	Broadstreet Partners, Inc. 2023 Term Loan B3, 9.076%, (TSFR1M + 4.000)%, 01/27/29			280,460		0.3
603,487	HUB International Limited 2024 Term Loan B, 8.574%, (TSFR3M + 3.250)%, 06/20/30			603,326		0.5
393,995	IMA Financial Group, Inc. Term Loan, 9.191%, (US0001M + 3.500)%, 11/01/28			393,625		0.3
663,750	OneDigital Borrower LLC 2021 Term Loan, 9.676%, (SOFRRATE + 4.250)%, 11/16/27			666,239		0.6
589,443	Ryan Specialty Group, LLC Term Loan, 8.076%, (TSFR1M + 3.000)%, 09/01/27			590,733		0.5
927,675	USI, Inc. 2023 Acquisition Term Loan, 8.598%, (TSFR3M + 3.250)%, 09/14/30			928,835		0.8
				5,724,082		5.0
	Internet: 0.5%
635,000	MH Sub I, LLC 2023 Term Loan, 9.576%, (TSFR1M + 4.250)%, 05/03/28			625,799		0.5

	Investment Companies: 0.1%
170,000	Aragorn Parent Corporation Term Loan, 9.571%, (TSFR1M + 4.250)%, 06/15/28			170,637		0.1

	Leisure Good/Activities/Movies: 1.3%
384,336 (3)	24 Hour Fitness Worldwide, Inc. 2021 Delayed Draw Term Loan, 7.605% (PIK Rate 7.000%, Cash Rate 7.650)%, 09/29/25			365,119		0.3
150,000 (4)	Amer Sports Company USD Term Loan, 8.576%, 02/07/31			150,375		0.1
318,348	Cinemark USA, Inc. 2023 Term Loan B, 9.079%, (TSFR1M + 3.750)%, 05/24/30			319,277		0.3

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Leisure Good/Activities/Movies (continued)
148,861	City Football Group Limited Term Loan, 8.435%, (US0003M + 3.500)%, 07/21/28		$	148,737		0.1
169,779	ClubCorp Holdings, Inc. 2023 Term Loan B2, 10.610%, (TSFR3M + 5.000)%, 09/18/26			169,626		0.2
147,000	Lakeshore Intermediate LLC Term Loan, 8.941%, (US0001M + 3.500)%, 09/29/28			147,018		0.1
75,000	MajorDrive Holdings IV LLC Term Loan B, 9.610%, (US0003M + 4.000)%, 06/01/28			74,990		0.1
148,875	Topgolf Callaway Brands Corp. Term Loan B, 8.926%, (TSFR1M + 3.500)%, 03/15/30			149,115		0.1
				1,524,257		1.3
	Leisure Time: 0.1%
100,000 (4)	Alterra Mountain Company 2024 Add-on Term Loan B, 05/31/30			100,250		0.1

	Lodging & Casinos: 1.9%
303,475	Alterra Mountain Company 2023 Term Loan B, 9.176%, (SOFRRATE + 3.750)%, 05/31/30			304,423		0.3
63,653	Arches Buyer Inc. 2021 Term Loan B, 8.676%, (US0001M + 3.250)%, 12/06/27			61,151		0.1
149,241	Century Casinos, Inc 2022 Term Loan, 11.428%, (TSFR1M + 6.000)%, 04/02/29			147,250		0.1
385,603	Fertitta Entertainment, LLC 2022 Term Loan B, 9.326%, (SOFRRATE + 4.000)%, 01/27/29			386,493		0.3
219,269	Flynn Restaurant Group LP 2021 Term Loan B, 9.691%, (TSFR1M + 4.250)%, 12/01/28			219,977		0.2
268,650	Kingpin Intermediate Holdings LLC 2023 Term Loan B, 8.826%, (TSFR1M + 3.500)%, 02/08/28			268,566		0.2
330,813	Scientific Games Holdings LP 2022 USD Term Loan B, 8.580%, (TSFR1M + 3.500)%, 04/04/29			330,482		0.3

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Lodging & Casinos (continued)
429,365	Whatabrands LLC 2021 Term Loan B, 8.691%, (US0001M + 3.250)%, 08/03/28		$	429,157		0.4
				2,147,499		1.9
	Machinery - Diversified: 0.6%
255,000 (4)	Kohler Energy Co LLC USD Term Loan B, 01/30/31			248,625		0.2
150,000	LSF12 Badger Bidco LLC Term Loan B, 11.321%, (TSFR1M + 6.000)%, 08/30/30			150,000		0.1
300,000 (4)	Titan Acquisition Limited 2024 Term Loan B, 2/01/29			297,656		0.3
				696,281		0.6
	Media: 0.8%
150,000 (4)	Fleet Midco I Limited 2024 Term Loan B, 01/23/31			150,188		0.1
436,567	Gray Television, Inc. 2023 Term Loan E, 7.822%, (TSFR1M + 2.500)%, 01/02/26			433,254		0.4
280,000	Magnite Inc 2024 Term Loan B, 9.816%, (TSFR3M + 4.500)%, 02/06/31			280,583		0.3
				864,025		0.8
	Mining: 0.2%
214,463	Arsenal AIC Parent LLC 2024 Term Loan B, 9.071%, (TSFR1M + 3.750)%, 08/18/30			215,066		0.2

	Oil & Gas: 0.5%
170,000	GIP Pilot Acquisition Partners LP Term Loan, 8.327%, (TSFR3M + 3.000)%, 10/04/30			170,213		0.1
207,523	M6 ETX Holdings II Midco LLC 2022 Term Loan B 1L, 9.926%, (TSFR1M + 4.500)%, 09/19/29			207,815		0.2
189,869	TransMontaigne Operating Company L.P. Term Loan B, 8.941%, (US0003M + 3.500)%, 11/17/28			188,411		0.2
				566,439		0.5
	Pipelines: 1.3%
300,000	BIP PipeCo Holdings LLC Term Loan B, 8.580%, (TSFR3M + 3.250)%, 12/06/30			300,062		0.3
224,429	Medallion Midland Acquisition, LLC 2023 Term Loan, 8.864%, (TSFR3M + 3.500)%, 10/18/28			224,766		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Pipelines (continued)
249,373	NorthRiver Midstream Finance LP 2023 USD Term Loan B, 8.330%, (TSFR3M + 3.000)%, 08/16/30		$	249,732		0.2
368,767	Oryx Midstream Services Permian Basin LLC 2024 Term Loan B, 8.437%, (TSFR1M + 3.000)%, 10/05/28			369,343		0.3
255,000 (4)	Whitewater DBR Holdco LLC Term Loan B, 02/17/31			255,159		0.2
152,617	Whitewater Whistler Holdings, LLC 2023 Term Loan B, 8.125%, (TSFR3M + 2.750)%, 02/15/30			152,856		0.1
				1,551,918		1.3
	Radio & Television: 1.1%
354,571	DirecTV Financing, LLC Term Loan, 10.441%, (US0001M + 5.000)%, 08/02/27			354,712		0.3
448,171	Gray Television, Inc. 2021 Term Loan D, 8.443%, (TSFR1M + 3.000)%, 12/01/28			422,806		0.4
248,741	Houghton Mifflin Harcourt Publishing Company 2022 Term Loan, 10.676%, (TSFR1M + 5.250)%, 04/09/29			245,165		0.2
230,000	Simon & Schuster Inc Term Loan B, 9.317%, (TSFR3M + 4.000)%, 10/30/30			231,150		0.2
				1,253,833		1.1
	Rail Industries: 0.4%
209,055	Hertz Corporation, (The) 2021 Term Loan B, 8.571%, (US0003M + 3.250)%, 06/30/28			201,150		0.2
40,409	Hertz Corporation, (The) 2021 Term Loan C, 8.697%, (US0001M + 3.250)%, 06/30/28			38,869		0.0
190,000	Hertz Corporation, (The) 2023 Incremental Term Loan B, 9.070%, (TSFR1M + 3.750)%, 06/30/28			183,508		0.2
				423,527		0.4

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Retail: 1.1%
440,000 (4)	Foundation Building Materials Holding Company LLC 2024 Term Loan B2, 01/29/31		$	440,596		0.4
536,695	IRB Holding Corp 2024 Term Loan B, 8.176%, (TSFR1M + 2.750)%, 12/15/27			536,661		0.5
95,000	SRS Distribution Inc. 2022 Incremental Term Loan, 8.572%, (TSFR1M + 3.250)%, 06/02/28			94,941		0.1
150,000	Staples, Inc. Term Loan B2, 9.943%, (US0001M + 4.500)%, 09/12/24			150,187		0.1
				1,222,385		1.1
	Retailers (Except Food & Drug): 0.8%
471,640	Great Outdoors Group, LLC 2021 Term Loan B1, 9.191%, (US0001M + 3.750)%, 03/06/28			472,440		0.4
219,425	Harbor Freight Tools USA, Inc. 2021 Term Loan B, 8.191%, (US0001M + 2.750)%, 10/19/27			218,153		0.2
148,603	Petco Health and Wellness Company, Inc. 2021 Term Loan B, 8.860%, (US0003M + 3.250)%, 03/03/28			142,380		0.1
137,983	Staples, Inc. 7 Year Term Loan, 10.443%, (US0003M + 5.000)%, 04/16/26			134,641		0.1
				967,614		0.8
	Software: 3.5%
500,000	Applied Systems, Inc. 2024 1st Lien Term Loan, 8.821%, (TSFR1M + 3.500)%, 02/07/31			502,344		0.4
120,000	Applied Systems, Inc. 2024 2nd Lien Term Loan, 10.584%, (TSFR3M + 5.250)%, 02/06/32			123,037		0.1
99,500	AppLovin Corporation 2023 Term Loan B, 8.426%, (TSFR3M + 3.100)%, 08/14/30			99,757		0.1
544,243	Banff Merger Sub Inc 2023 USD Term Loan, 9.579%, (TSFR1M + 4.250)%, 12/02/28			546,709		0.5
220,000	Dun & Bradstreet Corporation (The) 2024 Term Loan B, 8.074%, (TSFR1M + 2.750)%, 01/18/29			219,725		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Software (continued)
510,000 (4)	Genesys Cloud Services Holdings II LLC Term Loan B, 12/01/27		$	511,753		0.4
230,000 (4)	Project Ruby Ultimate Parent Corp. 2024 Incremental Term Loan, 03/10/28			230,096		0.2
284,288	Renaissance Holding Corp. 2024 Term Loan, 9.576%, (TSFR1M + 4.250)%, 04/05/30			283,977		0.2
761,828	UKG Inc. 2024 Term Loan B, 8.814%, (TSFR3M + 3.500)%, 02/10/31			763,841		0.7
750,000	Waystar Technologies, Inc. 2024 Term Loan B, 9.326%, (TSFR1M + 4.000)%, 10/22/29			752,109		0.7
				4,033,348		3.5
	Technology: 4.8%
225,000	Altar Bidco, Inc. 2021 2nd Lien Term Loan, 10.399%, (TSFR1M + 5.600)%, 02/01/30			223,383		0.2
515,813	AppLovin Corporation 2021 Term Loan B, 8.426%, (TSFR1M + 3.100)%, 10/25/28			517,038		0.5
248,264	Asurion LLC 2020 Term Loan B8, 8.691%, (US0001M + 3.250)%, 12/23/26			247,236		0.2
255,000	Asurion LLC 2021 2nd Lien Term Loan B3, 10.691%, (US0001M + 5.250)%, 01/31/28			244,163		0.2
212	Bright Bidco B.V. 2022 Exit Term Loan, 6.317%, 10/31/27			53		0.0
149,239	ConnectWise, LLC 2021 Term Loan B, 9.110%, (US0003M + 3.500)%, 09/29/28			149,215		0.1
159,023	Constant Contact Inc Term Loan, 9.588%, (US0003M + 4.000)%, 02/10/28			155,113		0.1
274,471	Cvent, Inc. 2023 Term Loan B, 9.098%, (TSFR3M + 3.750)%, 06/17/30			274,085		0.2
283,757	ECI Macola Max Holding, LLC 2020 Term Loan, 9.360%, (US0003M + 3.750)%, 11/09/27			284,156		0.3
250,403	Entegris, Inc. 2023 Term Loan B, 7.848%, (TSFR1M + 2.750)%, 07/06/29			251,099		0.2

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Technology (continued)
123,928	Epicor Software Corporation 2020 Term Loan, 8.691%, (US0001M + 3.250)%, 07/30/27		$	124,333		0.1
450,000	Epicor Software Corporation 2023 Incremental Term Loan, 9.076%, (TSFR1M + 3.750)%, 07/30/27			452,039		0.4
238,177	Indy US Bidco, LLC 2023 USD Fifth Amendment Incremental Term Loan, 11.576%, (TSFR1M + 6.250)%, 03/06/28			235,646		0.2
124,375	Intrado Corporation 2023 Term Loan B, 8.830%, (TSFR1M + 4.000)%, 01/31/30			124,511		0.1
208,658	McAfee, LLC 2022 USD Term Loan B, 9.178%, (TSFR1M + 3.750)%, 03/01/29			208,136		0.2
210,000	Mosel Bidco SE USD Term Loan B, 10.098%, (TSFR3M + 4.750)%, 08/01/30			211,050		0.2
445,000	Project Boost Purchaser LLC, 7.268%, (US0001M + 3.500)%, 05/30/26			445,788		0.4
265,280	SkillSoft Corporation 2021 Term Loan, 10.684%, (TSFR1M + 5.250)%, 07/14/28			247,042		0.2
511,210	Tibco Software Inc. 2022 USD Term Loan, 9.948%, (TSFR1M + 4.500)%, 03/30/29			507,523		0.4
37,569	Turing Midco LLC 2021 Term Loan B, 7.941%, (US0001M + 2.500)%, 03/24/28			37,344		0.0
208,425	World Wide Technology Holding Co. LLC Term Loan, 8.668%, (TSFR1M + 3.250)%, 03/01/30			209,337		0.2
399,033	Xperi Corporation 2020 Term Loan B, 8.941%, (US0001M + 3.500)%, 06/08/28			399,033		0.4
				5,547,323		4.8
	Telecommunications: 1.4%
397,708	CCI Buyer, Inc. Term Loan, 9.348%, (TSFR1M + 4.000)%, 12/17/27			395,329		0.4
498,705	Connect Finco Sarl 2021 Term Loan B, 8.826%, (US0001M + 3.500)%, 12/11/26			498,611		0.4

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
SENIOR LOANS*: (continued)
	Telecommunications (continued)
660,000	Virgin Media Bristol LLC 2020 USD Term Loan Q, 8.682%, (US0001M + 3.250)%, 01/31/29		$	659,021		0.6
				1,552,961		1.4
	Transportation: 0.2%
269,659	Kenan Advantage Group, Inc. 2024 Term Loan B3, 9.076%, (TSFR1M + 3.750)%, 01/25/29			269,423		0.2

	Utilities: 0.5%
538,254	Waterbridge Midstream Operating LLC Term Loan B, 11.336%, (US0003M + 5.750)%, 06/22/26			538,969		0.5
	Total Senior Loans
	(Cost $75,532,684)			75,047,630		65.2

CORPORATE BONDS/NOTES: 52.8%
	Basic Materials: 4.4%
165,000 #	Arsenal AIC Parent LLC, 8.000%, 10/01/30			173,044		0.1
160,000	ATI, Inc., 7.250%, 08/15/30			164,632		0.1
250,000 #	Axalta Coating Systems LLC, 3.375%, 02/15/29			222,414		0.2
390,000 #	Cleveland-Cliffs, Inc., 4.625%, 03/01/29			358,491		0.3
220,000 #	Coeur Mining, Inc., 5.125%, 02/15/29			202,832		0.2
250,000 #	Constellium SE, 5.625%, 06/15/28			241,350		0.2
400,000 #	First Quantum Minerals Ltd., 6.875%, 10/15/27			382,060		0.3
425,000 #	HudBay Minerals, Inc., 4.500%, 04/01/26			410,052		0.3
195,000 #	Illuminate Buyer LLC / Illuminate Holdings IV, Inc., 9.000%, 07/01/28			192,080		0.2
200,000 #	INEOS Quattro Finance 2 Plc, 3.375%, 01/15/26			189,225		0.2
150,000 #(3)	Iris Holdings, Inc., 8.750% (PIK Rate 9.500%, Cash Rate 8.750)%, 02/15/26			129,002		0.1
305,000 #	Mativ, Inc., 6.875%, 10/01/26			295,702		0.3
40,000 #	NOVA Chemicals Corp., 8.500%, 11/15/28			42,284		0.0
475,000 #	Novelis Corp., 4.750%, 01/30/30			434,225		0.4
275,000 #	Nufarm Australia Ltd. / Nufarm Americas, Inc., 5.000%, 01/27/30			252,542		0.2
445,000	Olin Corp., 5.625%, 08/01/29			435,804		0.4

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Basic Materials (continued)
200,000 #	Olympus Water US Holding Corp., 4.250%, 10/01/28		$	179,348		0.1
200,000 #	SPCM SA, 3.125%, 03/15/27			185,692		0.2
200,000 #	Taseko Mines Ltd., 7.000%, 02/15/26			197,148		0.2
57,000 #	Trinseo Materials Operating SCA / Trinseo Materials Finance, Inc., 5.375%, 09/01/25			46,389		0.0
220,000 #	Tronox, Inc., 4.625%, 03/15/29			195,025		0.2
220,000 #	WR Grace Holdings LLC, 5.625%, 08/15/29			193,168		0.2
				5,122,509		4.4
	Communications: 6.0%
200,000 #	Acuris Finance Us, Inc. / Acuris Finance SARL, 5.000%, 05/01/28			179,275		0.1
400,000 #	Altice France Holding SA, 6.000%, 02/15/28			202,357		0.2
400,000 #	Altice France SA/France, 5.500%, 10/15/29			303,362		0.3
200,000 #	Beasley Mezzanine Holdings LLC, 8.625%, 02/01/26			125,943		0.1
1,275,000 #	CCO Holdings LLC / CCO Holdings Capital Corp., 4.750%, 03/01/30			1,085,815		0.9
200,000 #	Connect Finco SARL / Connect US Finco LLC, 6.750%, 10/01/26			196,382		0.2
200,000 #	CSC HOLDINGS LLC, 11.250%, 05/15/28			206,552		0.2
525,000 #	Directv Financing LLC / Directv Financing Co-Obligor, Inc., 5.875%, 08/15/27			495,899		0.4
275,000 #	DISH DBS Corp., 5.250%, 12/01/26			220,172		0.2
400,000	DISH DBS Corp., 7.375%, 07/01/28			195,554		0.2
85,000 #	GCI LLC, 4.750%, 10/15/28			76,340		0.1
200,000 #	ION Trading Technologies Sarl, 5.750%, 05/15/28			179,688		0.1
115,000 #	Level 3 Financing, Inc., 10.500%, 05/15/30			118,450		0.1
325,000 #	Match Group Holdings II LLC, 5.625%, 02/15/29			312,336		0.3
165,000 #	McGraw-Hill Education, Inc., 8.000%, 08/01/29			150,714		0.1
250,000	Paramount Global, 6.250%, 02/28/57			206,215		0.2
200,000 #	Sinclair Television Group, Inc., 4.125%, 12/01/30			146,325		0.1
475,000 #	Sirius XM Radio, Inc., 5.000%, 08/01/27			453,068		0.4

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Communications (continued)
220,000 #	Stagwell Global LLC, 5.625%, 08/15/29		$	196,636		0.2
325,000	Telecom Italia Capital SA, 6.375%, 11/15/33			312,201		0.3
165,000 #	Uber Technologies, Inc., 8.000%, 11/01/26			168,035		0.1
625,000 #	Univision Communications, Inc., 6.625%, 06/01/27			606,339		0.5
85,000 #	ViaSat, Inc., 5.625%, 04/15/27			79,882		0.1
300,000 #	Viavi Solutions, Inc., 3.750%, 10/01/29			261,195		0.2
200,000 #	Virgin Media Vendor Financing Notes IV DAC, 5.000%, 07/15/28			184,680		0.2
300,000 #	Vmed O2 UK Financing I PLC, 4.750%, 07/15/31			259,738		0.2
				6,923,153		6.0
	Consumer, Cyclical: 12.6%
225,000 #	1011778 BC ULC / New Red Finance, Inc., 4.375%, 01/15/28			211,403		0.2
400,000 #	Adient Global Holdings Ltd., 4.875%, 08/15/26			388,105		0.3
375,000 #	Allison Transmission, Inc., 5.875%, 06/01/29			369,710		0.3
175,000 #	Amer Sports Co., 6.750%, 02/16/31			174,291		0.2
521,250 #	American Airlines, Inc./ AAdvantage Loyalty IP Ltd., 5.500%, 04/20/26			517,019		0.4
245,000 #	Arko Corp., 5.125%, 11/15/29			212,667		0.2
400,000	Asbury Automotive Group, Inc., 4.500%, 03/01/28			373,394		0.3
180,000 #	Ashton Woods USA LLC / Ashton Woods Finance Co., 4.625%, 08/01/29			163,671		0.1
200,000 #	Banijay Entertainment SASU, 8.125%, 05/01/29			207,032		0.2
475,000 #	Bath & Body Works, Inc., 6.625%, 10/01/30			478,119		0.4
180,000 #	Brinker International, Inc., 5.000%, 10/01/24			178,410		0.2
300,000 #	Caesars Entertainment, Inc., 4.625%, 10/15/29			274,086		0.2
250,000 #	Caesars Entertainment, Inc., 6.500%, 02/15/32			252,027		0.2
800,000 #	Carnival Corp., 4.000%, 08/01/28			740,240		0.6
150,000 #	CCM Merger, Inc., 6.375%, 05/01/26			148,082		0.1
325,000	Delta Air Lines 2020-1 Class A Pass Through Trust, 7.375%, 01/15/26			335,506		0.3

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Consumer, Cyclical (continued)
135,000 #	Dream Finders Homes, Inc., 8.250%, 08/15/28		$	140,405		0.1
1,250,000	Ford Motor Credit Co. LLC, 4.125%, 08/17/27			1,183,475		1.0
300,000 #	Gap, Inc./The, 3.625%, 10/01/29			253,758		0.2
125,000 #	Golden Entertainment, Inc., 7.625%, 04/15/26			124,525		0.1
300,000 #	Installed Building Products, Inc., 5.750%, 02/01/28			295,143		0.3
365,000 #	Interface, Inc., 5.500%, 12/01/28			342,743		0.3
600,000 #	International Game Technology PLC, 6.250%, 01/15/27			602,944		0.5
225,000 #	LCM Investments Holdings II LLC, 4.875%, 05/01/29			202,276		0.2
90,000 #	Lithia Motors, Inc., 4.375%, 01/15/31			79,927		0.1
325,000	M/I Homes, Inc., 4.950%, 02/01/28			309,733		0.3
325,000 #	Macy’s Retail Holdings LLC, 6.125%, 03/15/32			302,811		0.3
200,000 #	Melco Resorts Finance Ltd., 5.375%, 12/04/29			181,598		0.2
180,000	MGM Resorts International, 4.625%, 09/01/26			174,663		0.2
300,000	Murphy Oil USA, Inc., 4.750%, 09/15/29			280,008		0.2
450,000 #	NCL Corp. Ltd, 5.875%, 03/15/26			439,875		0.4
160,000 #	Raising Cane’s Restaurants LLC, 9.375%, 05/01/29			170,634		0.1
65,000 #	Ritchie Bros Holdings, Inc., 7.750%, 03/15/31			68,413		0.1
765,000 #	Royal Caribbean Cruises Ltd., 5.375%, 07/15/27			751,099		0.7
180,000	Sally Holdings LLC / Sally Capital, Inc., 5.625%, 12/01/25			180,078		0.2
175,000	Sally Holdings LLC / Sally Capital, Inc., 6.750%, 03/01/32			174,615		0.2
250,000 #	Scientific Games International, Inc., 7.000%, 05/15/28			251,338		0.2
130,000 #	Sonic Automotive, Inc., 4.625%, 11/15/29			114,863		0.1
250,000 #	SRS Distribution, Inc., 6.125%, 07/01/29			233,340		0.2
275,000 #	Station Casinos LLC, 4.500%, 02/15/28			256,620		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Consumer, Cyclical (continued)
365,000 #	Taylor Morrison Communities, Inc., 5.750%, 01/15/28		$	358,023		0.3
400,000 #	Tempur Sealy International, Inc., 4.000%, 04/15/29			358,919		0.3
250,000	United Airlines Holdings, Inc., 4.875%, 01/15/25			247,744		0.2
225,000 #	Viking Cruises Ltd., 5.875%, 09/15/27			220,122		0.2
175,000	Walgreens Boots Alliance, Inc., 4.800%, 11/18/44			145,966		0.1
250,000 #	William Carter Co/The, 5.625%, 03/15/27			245,520		0.2
165,000 #	Williams Scotsman International, Inc., 4.625%, 08/15/28			155,109		0.1
475,000 #	Wynn Las Vegas LLC / Wynn Las Vegas Capital Corp., 5.250%, 05/15/27			465,313		0.4
180,000 #	ZF North America Capital, Inc., 6.875%, 04/14/28			183,921		0.2
				14,519,283		12.6
	Consumer, Non-cyclical: 8.4%
275,000 #	Acadia Healthcare Co., Inc., 5.500%, 07/01/28			266,115		0.2
465,000 #	ADT Security Corp./The, 4.125%, 08/01/29			420,697		0.4
180,000 #	AHP Health Partners, Inc., 5.750%, 07/15/29			162,791		0.1
675,000 #	Albertsons Cos, Inc. / Safeway, Inc. / New Albertsons L.P. / Albertsons LLC, 5.875%, 02/15/28			665,707		0.6
250,000 #	Alta Equipment Group, Inc., 5.625%, 04/15/26			242,457		0.2
275,000 #	APi Escrow Corp., 4.750%, 10/15/29			255,764		0.2
165,000 #	BellRing Brands, Inc., 7.000%, 03/15/30			168,541		0.1
400,000 #	Cheplapharm Arzneimittel GmbH, 5.500%, 01/15/28			376,534		0.3
175,000 #	Chobani LLC / Chobani Finance Corp., Inc., 7.625%, 07/01/29			176,127		0.1
350,000 #	CHS/Community Health Systems, Inc., 5.625%, 03/15/27			320,637		0.3
150,000	Cimpress PLC, 7.000%, 06/15/26			149,443		0.1
315,000 #	CPI CG, Inc., 8.625%, 03/15/26			309,410		0.3
410,000 #	DaVita, Inc., 4.625%, 06/01/30			361,041		0.3

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Consumer, Non-cyclical (continued)
275,000	Encompass Health Corp., 4.750%, 02/01/30		$	255,310		0.2
275,000 #	Graham Holdings Co., 5.750%, 06/01/26			272,409		0.2
200,000 #	IQVIA, Inc., 6.500%, 05/15/30			203,022		0.2
200,000 #	Jazz Securities DAC, 4.375%, 01/15/29			184,450		0.2
200,000 #	Legends Hospitality Holding Co. LLC / Legends Hospitality Co-Issuer, Inc., 5.000%, 02/01/26			198,934		0.2
275,000 #	Medline Borrower L.P., 3.875%, 04/01/29			246,812		0.2
195,000 #	Medline Borrower L.P., 5.250%, 10/01/29			180,556		0.2
165,000 #	MPH Acquisition Holdings LLC, 5.750%, 11/01/28			131,804		0.1
195,000 #	NESCO Holdings II, Inc., 5.500%, 04/15/29			182,152		0.2
400,000 #	Organon & Co. / Organon Foreign Debt Co-Issuer BV, 5.125%, 04/30/31			343,124		0.3
200,000	Perrigo Finance Unlimited Co., 4.650%, 06/15/30			179,236		0.1
200,000 #	Picasso Finance Sub, Inc., 6.125%, 06/15/25			199,819		0.2
475,000 #	Post Holdings, Inc., 5.500%, 12/15/29			454,860		0.4
150,000 #	Prestige Brands, Inc., 3.750%, 04/01/31			129,720		0.1
365,000 #	Primo Water Holdings, Inc., 4.375%, 04/30/29			331,440		0.3
180,000 #	Select Medical Corp., 6.250%, 08/15/26			179,711		0.2
195,000 #	Simmons Foods, Inc./ Simmons Prepared Foods, Inc./Simmons Pet Food, Inc./Simmons Feed, 4.625%, 03/01/29			171,077		0.1
220,000 #	Teleflex, Inc., 4.250%, 06/01/28			205,624		0.2
500,000	Tenet Healthcare Corp., 4.625%, 06/15/28			476,402		0.4
365,000	Tenet Healthcare Corp., 6.125%, 10/01/28			361,173		0.3
200,000	Teva Pharmaceutical Finance Netherlands III BV, 4.750%, 05/09/27			191,306		0.2
290,000 #	Triton Water Holdings, Inc., 6.250%, 04/01/29			253,430		0.2
325,000	United Rentals North America, Inc., 5.250%, 01/15/30			314,970		0.3

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Consumer, Non-cyclical (continued)
200,000 #	Varex Imaging Corp., 7.875%, 10/15/27		$	202,399		0.2
				9,725,004		8.4
	Energy: 7.6%
425,000 #	Antero Midstream Partners L.P. / Antero Midstream Finance Corp., 5.750%, 03/01/27			416,144		0.4
130,000 #	Antero Resources Corp., 7.625%, 02/01/29			134,005		0.1
425,000 #	Archrock Partners L.P. / Archrock Partners Finance Corp., 6.250%, 04/01/28			414,748		0.4
280,000 #	Ascent Resources Utica Holdings LLC / ARU Finance Corp., 5.875%, 06/30/29			260,536		0.2
200,000 #	Atlantica Sustainable Infrastructure PLC, 4.125%, 06/15/28			182,913		0.2
160,000 #	Baytex Energy Corp., 8.500%, 04/30/30			166,500		0.1
240,000 #	Chord Energy Corp., 6.375%, 06/01/26			240,490		0.2
250,000 #	CNX Midstream Partners LP, 4.750%, 04/15/30			219,022		0.2
325,000 #	Colgate Energy Partners III LLC, 5.875%, 07/01/29			317,869		0.3
325,000 #	Crescent Energy Finance LLC, 7.250%, 05/01/26			324,090		0.3
425,000 #	Crestwood Midstream Partners L.P. / Crestwood Midstream Finance Corp., 5.625%, 05/01/27			421,551		0.4
325,000 #	Delek Logistics Partners L.P. / Delek Logistics Finance Corp., 7.125%, 06/01/28			311,472		0.3
445,000 #	DT Midstream, Inc., 4.125%, 06/15/29			407,037		0.3
300,000 #	Earthstone Energy Holdings LLC, 8.000%, 04/15/27			309,655		0.3
300,000 #	Encino Acquisition Partners Holdings LLC, 8.500%, 05/01/28			299,820		0.3
165,000 #	Enerflex Ltd., 9.000%, 10/15/27			166,272		0.1
500,000	EnLink Midstream LLC, 5.375%, 06/01/29			485,059		0.4
135,000 #	Global Partners L.P. / GLP Finance Corp., 8.250%, 01/15/32			138,554		0.1
450,000 #	Hilcorp Energy I L.P. / Hilcorp Finance Co., 6.000%, 04/15/30			437,321		0.4

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Energy (continued)
350,000 #	Kinetik Holdings L.P., 5.875%, 06/15/30		$	341,299		0.3
175,000 #	Kodiak Gas Services LLC, 7.250%, 02/15/29			178,298		0.1
250,000 #	Matador Resources Co., 6.875%, 04/15/28			254,103		0.2
350,000 #	Moss Creek Resources Holdings, Inc., 7.500%, 01/15/26			348,241		0.3
400,000	Murphy Oil Corp., 6.375%, 07/15/28			400,876		0.3
220,000	Southwestern Energy Co., 5.375%, 02/01/29			212,793		0.2
390,000	Sunoco L.P. / Sunoco Finance Corp., 4.500%, 05/15/29			360,618		0.3
111,375 #	Transocean Poseidon Ltd., 6.875%, 02/01/27			111,067		0.1
110,000 #	Transocean, Inc., 7.500%, 01/15/26			108,833		0.1
220,000 #	Venture Global Calcasieu Pass LLC, 4.125%, 08/15/31			193,256		0.2
540,000 #	Venture Global LNG, Inc., 8.125%, 06/01/28			549,024		0.5
				8,711,466		7.6
	Finance: 0.2%
200,000 #	Ardonagh Finco Ltd., 7.750%, 02/15/31			197,689		0.2

	Financial: 4.6%
275,000	Ally Financial, Inc., 5.750%, 11/20/25			273,726		0.3
140,000 #	Aretec Escrow Issuer, Inc., 7.500%, 04/01/29			128,756		0.1
195,000 #	BroadStreet Partners, Inc., 5.875%, 04/15/29			181,030		0.2
200,000 #	Burford Capital Global Finance LLC, 6.250%, 04/15/28			192,308		0.2
265,000 #	Freedom Mortgage Corp., 7.625%, 05/01/26			263,238		0.2
160,000	Icahn Enterprises L.P. / Icahn Enterprises Finance Corp., 5.250%, 05/15/27			147,181		0.1
420,000 #	Ladder Capital Finance Holdings LLLP / Ladder Capital Finance Corp., 4.250%, 02/01/27			386,972		0.3
400,000 #	Midcap Financial Issuer Trust, 6.500%, 05/01/28			367,004		0.3
400,000	MPT Operating Partnership L.P. / MPT Finance Corp., 5.000%, 10/15/27			327,777		0.3

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Financial (continued)
365,000 #	Nationstar Mortgage Holdings, Inc., 5.500%, 08/15/28		$	345,059		0.3
575,000	Navient Corp., 5.000%, 03/15/27			545,800		0.5
825,000	OneMain Finance Corp., 3.500%, 01/15/27			760,438		0.7
325,000 #	PRA Group, Inc., 5.000%, 10/01/29			272,535		0.2
140,000 #	Realogy Group LLC / Realogy Co-Issuer Corp., 5.750%, 01/15/29			104,300		0.1
365,000 #	United Wholesale Mortgage LLC, 5.750%, 06/15/27			354,464		0.3
225,000 #	Uniti Group L.P. / Uniti Group Finance, Inc. / CSL Capital LLC, 10.500%, 02/15/28			233,130		0.2
200,000 #	VistaJet Malta Finance PLC / XO Management Holding, Inc., 6.375%, 02/01/30			146,312		0.1
275,000 #	XHR L.P., 4.875%, 06/01/29			254,227		0.2
				5,284,257		4.6
	Industrial: 6.8%
150,000 #	AAR Escrow Issuer LLC, 6.750%, 03/15/29			151,605		0.1
200,000 #(3)	ARD Finance SA, 6.500% (PIK Rate 7.250%, Cash Rate 6.500)%, 06/30/27			85,758		0.1
235,000	Ball Corp., 6.875%, 03/15/28			240,913		0.2
225,000 #	Bombardier, Inc., 7.875%, 04/15/27			225,428		0.2
200,000 #	Brundage-Bone Concrete Pumping Holdings, Inc., 6.000%, 02/01/26			197,534		0.2
275,000 #	Builders FirstSource, Inc., 5.000%, 03/01/30			259,936		0.2
350,000 #	Cascades, Inc./Cascades USA, Inc., 5.375%, 01/15/28			338,734		0.3
300,000 #	Chart Industries, Inc., 7.500%, 01/01/30			309,828		0.3
225,000 #	Clean Harbors, Inc., 5.125%, 07/15/29			217,107		0.2
195,000 #	Energizer Holdings, Inc., 4.750%, 06/15/28			178,499		0.2
375,000 #	Fortress Transportation and Infrastructure Investors LLC, 5.500%, 05/01/28			359,573		0.3
385,000 #	GFL Environmental, Inc., 4.000%, 08/01/28			353,333		0.3
275,000 #	Global Infrastructure Solutions, Inc., 5.625%, 06/01/29			249,100		0.2

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Industrial (continued)
175,000 #	Graham Packaging Co., Inc., 7.125%, 08/15/28		$	155,273		0.1
390,000 #	Imola Merger Corp., 4.750%, 05/15/29			361,743		0.3
50,000 #(3)	Intelligent Packaging Holdco Issuer LP, 9.000% (PIK Rate 9.750%, Cash Rate 9.000)%, 01/15/26			44,575		0.1
250,000 #	Intelligent Packaging Ltd. Finco, Inc. / Intelligent Packaging Ltd. Co-Issuer LLC, 6.000%, 09/15/28			233,068		0.2
190,000 #	Maxim Crane Works Holdings Capital LLC, 11.500%, 09/01/28			197,757		0.2
245,000 #	New Enterprise Stone & Lime Co., Inc., 9.750%, 07/15/28			248,304		0.2
95,000 #	Owens-Brockway Glass Container, Inc., 7.250%, 05/15/31			96,400		0.1
250,000 #	Roller Bearing Co. of America, Inc., 4.375%, 10/15/29			228,071		0.2
400,000 #	Rolls-Royce PLC, 5.750%, 10/15/27			398,430		0.4
375,000 #	Sealed Air Corp., 4.000%, 12/01/27			349,183		0.3
420,000 #	Sensata Technologies BV, 4.000%, 04/15/29			381,302		0.3
250,000 #	Smyrna Ready Mix Concrete LLC, 8.750%, 11/15/31			265,192		0.2
650,000 #	Standard Industries, Inc./NJ, 4.750%, 01/15/28			614,011		0.5
390,000 #	Summit Materials LLC / Summit Materials Finance Corp., 5.250%, 01/15/29			377,914		0.3
490,000 #	TransDigm, Inc., 6.875%, 12/15/30			496,326		0.4
275,000 #	Weekley Homes LLC / Weekley Finance Corp., 4.875%, 09/15/28			256,204		0.2
				7,871,101		6.8
	Technology: 1.3%
220,000 #	Condor Merger Sub, Inc., 7.375%, 02/15/30			194,425		0.2
275,000 #	Entegris Escrow Corp., 6.950%, 06/15/30			269,853		0.2
205,000 #	NCR Atleos Escrow Corp., 9.500%, 04/01/29			217,044		0.2
400,000 #	Open Text Holdings, Inc., 4.125%, 02/15/30			353,587		0.3
195,000 #	UKG, Inc., 6.875%, 02/01/31			197,167		0.2

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

Principal Amount†	Borrower/ Tranche Description	Fair Value			Percentage of Net Assets
CORPORATE BONDS/NOTES: (continued)
	Technology (continued)
330,000 #	Virtusa Corp., 7.125%, 12/15/28		$	292,981		0.2
				1,525,057		1.3
	Utilities: 0.9%
435,000 #	CALPINE CORP SR UNSECURED 144A, 5.125%, 03/15/28			414,084		0.4
185,000	TransAlta Corp., 7.750%, 11/15/29			192,527		0.2
400,000 #	Vistra Operations Co. LLC, 5.625%, 02/15/27			390,212		0.3
				996,823		0.9
	Total Corporate Bonds/ Notes
	(Cost $60,054,552)			60,876,342		52.8

ASSET-BACKED SECURITIES: 2.4%
	Asset Backed Securities: 1.5%
250,000 #	Aimco 2019-10A DR, 8.417%, (US0003M + 2.900)%, 07/22/32			245,658		0.2
500,000 #	Bain Capital Credit CLO, Ltd. 2021 1A C, 7.571%, (TSFR3M + 2.000)%, 04/18/34			495,754		0.4
550,000 #	Benefit Street Partners CLO Ltd. 2019-19A D, 9.317%, (US0003M + 3.800)%, 01/15/33			550,729		0.5
450,000 #	Neuberger Berman Loan Advisers Clo 44 Ltd. 2021-44A D, 7.642%, (US0003M + 2.850)%, 10/16/34			441,276		0.4
				1,733,417		1.5
	Other Asset-Backed Securities: 0.9%
250,000 #	Octagon 71 Ltd. 2024-1A D1, 8.984%, (TSFR3M + 3.650)%, 04/18/37			251,071		0.2
250,000 #	Octagon 71 Ltd. 2024-1A E, 12.084%, (TSFR3M + 6.750)%, 04/18/37			247,533		0.2
250,000 #	Sixth Street CLO Ltd. 2024-24A D, 8.934%, (TSFR3M + 3.600)%, 04/23/37			251,071		0.2
250,000 #	Sixth Street CLO Ltd. 2024-24A E, 11.984%, (TSFR3M + 6.650)%, 04/23/37			251,383		0.3
				1,001,058		0.9
	Total Asset-Backed Securities (Cost $2,654,767)			2,734,475		2.4

Shares		Value			Percentage of Net Assets
EQUITIES AND OTHER ASSETS: 0.5%
135,911 (2)(5)	24 Hour Fitness Worldwide, Inc.		$	1,087		0.0
181,068 (2)(5)	24 Hour Fitness Worldwide, Inc. - Preferred			18		0.0
13,417 (5)	Cumulus Media, Inc. Class-A			50,180		0.0
2,460 (2)	Harvey Gulf International Marine LLC			67,650		0.1
4,941 (2)(5)	iQor			4,531		0.0
41,629 (2)	Longview Power LLC			187,330		0.2
29,663 (2)(5)	Save-A-Lot, Inc. / Moran Foods			—		0.0
42,856 (2)(5)	The Oneida Group (formerly EveryWare Global, Inc.)			429		0.0
169 (2)(5)	Travelport Finance (Luxembourg) S.a.r.l.			239,980		0.2
13,045 (2)(5)	Yak Access LLC Common Unit Series A			91		0.0
1,333 (2)(5)	Yak Access LLC Common Unit Series B			9		0.0
405,896 (2)(5)	Yak Access LLC Preferred Series B1			48,708		0.0
5,711 (2)(5)	Yak Access LLC Preferred Series B2			114		0.0
	Total Equities and Other Assets (Cost $1,807,892)			600,127		0.5
	Total Investments (Cost $140,049,895)		$	139,258,574		120.9
	Liabilities in Excess of Other Assets			(24,106,283)		(20.9)
	Net Assets		$	115,152,291		100.0

Senior loans, while exempt from registration under the Securities Act of 1933, as amended, contain certain restrictions on resale and cannot be sold publicly. These senior loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate (“LIBOR”) and other short-term rates.

†

Unless otherwise indicated, principal amount is shown in USD.

Securities with purchases pursuant to Rule 144A or section 4(2), under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers.

(1)

All or a portion of this holding is subject to unfunded loan commitments. Please refer to Note 8 for additional details.

(2)

For fair value measurement disclosure purposes, security is categorized as Level 3, whose value was determined using significant unobservable inputs.

(3)

All or a portion of this security payment-in-kind (“PIK”) which may pay interest or additional principal at the issuer’s discretion. Rates shown are the current rate and possible payment rates.

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

PORTFOLIO OF INVESTMENTS

Voya Credit Income Fund

as of February 29, 2024 (continued)

(4)

Contract rates that are not disclosed do not take effect until settlement date and have yet to be determined.

(5)

Non-income producing security.

Reference Rate Abbreviations:

SOFRRATE

1-day Secured Overnight Financing Rate

TSFR1M

1-month CME Term Secured Overnight Financing Rate

TSFR3M

3-month CME Term Secured Overnight Financing Rate

US0001M

1-month LIBOR

US0003M

3-month LIBOR

US0006M

6-month LIBOR

Fair Value Measurements^

The following is a summary of the fair valuations according to the inputs used as of February 29, 2024 in valuing the assets and liabilities:

	Quoted Prices in Active Markets for Identical Investments (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)			Fair Value at February 29, 2024
Asset Table
Investments, at fair value
Corporate Bonds/Notes		$	—		$	60,876,342		$	—		$	60,876,342
Equities and Other Assets			50,180			—			549,947			600,127
Senior Loans			—			74,669,251			378,379			75,047,630
Asset-Backed Securities			—			2,734,475			—			2,734,475
Total Investments, at fair value		$	50,180		$	138,280,068		$	928,326		$	139,258,574

See Note 2, “Significant Accounting Policies” in the Notes to Financial Statements for additional information.

For the year ended February 29, 2024, the effect of derivative instruments in the Statement of Operations were as follows:

	Foreign exchange contracts
Net change in unrealized appreciation (depreciation) on derivatives recognized in income:
Forward foreign currency contracts		$	(744)
Total		$	(744)

At February 29, 2024, the aggregate cost of securities and other investments and the composition of unrealized appreciation and depreciation of securities and other investments on a tax basis were:

Cost for federal income tax purposes was $140,150,530.
Net unrealized depreciation consisted of:
Gross Unrealized Appreciation	$	2,226,220
Gross Unrealized Depreciation		(3,118,176)
Net Unrealized Depreciation	$	(891,956)

See Accompanying Notes to Financial Statements

TABLE OF CONTENTS

TAX INFORMATION (Unaudited)

Dividends and distributions paid during the year ended February 29, 2024 were as follows:

Fund Name

Class

Type

Per Share Amount

Voya Credit Income Fund

Class A

NII

0.8050

Class C

NII

0.7570

Class I

NII

0.8291

Class W

NII

0.8291

NII – Net investment income

Shareholders are strongly advised to consult their own tax advisers with respect to the tax consequences of their investments in the Fund. In January, shareholders, excluding corporate shareholders, receive an IRS 1099-DIV regarding the federal tax status of the dividends and distributions they received in the calendar year.

TABLE OF CONTENTS

TRUSTEE AND OFFICER INFORMATION

The business and affairs of the Trust are managed under the direction of the Board. A Trustee, who is not an interested person of the Trust, as defined in the 1940 Act, is an independent trustee (“Independent Trustee”). The Trustees and Officers of the Trust are listed below. The Statement of Additional Information includes additional information about Trustees of the Trust and is available, without charge, upon request at (800) 992-0180.

Name, Address and Age

Position(s)
Held with the
Trust

Term of Office and
Length of Time
Served(1)

Principal
Occupation(s) –
During the Past 5 Years

Number of
funds in
Fund Complex
Overseen by
Trustee(2)

Other Board Positions
Held by Trustee

Independent Trustees:

Colleen D. Baldwin
(1960)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258

Chairperson

Trustee

January 2020 – Present

November 2007 – Present

President, Glantuam Partners, LLC, a business consulting firm (January 2009 – Present).

138

Stanley Global Engineering (2020 – Present).

John V. Boyer
(1953)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258

Trustee

January 2005 – Present

Retired. Formerly, President and Chief Executive Officer, Bechtler Arts Foundation, an arts and education foundation (January 2008 – December 2019).

138

None.

Martin J. Gavin
(1950)
7337 East Doubletree Ranch Rd. Suite 100
Scottsdale, AZ 85258

Trustee

August 2015 – Present

Retired.

138

None.

Joseph E. Obermeyer
(1957)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258

Trustee

May 2013 – Present

President, Obermeyer & Associates, Inc., a provider of financial and economic consulting services (November 1999 − Present).

138

None.

Sheryl K. Pressler
(1950)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258

Trustee

January 2006 – Present

Consultant (May 2001 – Present).

138

Centerra Gold Inc. (May 2008 – Present).

Christopher P. Sullivan
(1954)
7337 East Doubletree Ranch Rd.
Suite 100
Scottsdale, Arizona 85258

Trustee

October 2015 – Present

Retired.

138

None.

(1)

Trustees serve until their successors are duly elected and qualified. The tenure of each Trustee who is not an “interested person” as defined in the 1940 Act, of each Fund (“Independent Trustee”) is subject to the Board’s retirement policy which states that each duly elected or appointed Independent Trustee shall retire from and cease to be a member of the Board of Trustees at the close of business on December 31 of the calendar year in which the Independent Trustee attains the age of 75. A majority vote of the Board’s other Independent Trustees may extend the retirement date of an Independent Trustee if the retirement would trigger a requirement to hold a meeting of shareholders of the Trust under applicable law, whether for the purposes of appointing a successor to the Independent Trustee or otherwise comply under applicable law, in which case the extension would apply until such time as the shareholder meeting can be held or is no longer required (as determined by a vote of a majority of the other Independent Trustees).

(2)

For the purposes of this table, “Fund Complex” means the Voya family of funds including the following investment companies: Voya Asia Pacific High Dividend Equity Income Fund; Voya Balanced Portfolio, Inc.; Voya Credit Income Fund; Voya Emerging Markets High Dividend Equity Fund; Voya Equity Trust; Voya Funds Trust; Voya Global Advantage and Premium Opportunity Fund; Voya Global Equity Dividend and Premium Opportunity Fund; Voya Government Money Market Portfolio; Voya Infrastructure, Industrials and Materials Fund; Voya Intermediate Bond Portfolio; Voya Investors Trust; Voya Mutual Funds; Voya Partners, Inc.; Voya Separate Portfolios Trust; Voya Strategic Allocation Portfolios, Inc.; Voya Variable Funds; Voya Variable Insurance Trust; Voya Variable Portfolios, Inc.; and Voya Variable Products Trust. The number of funds in the Fund Complex is as March 31, 2024.

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TRUSTEE AND OFFICER INFORMATION (continued)

Name, Address and Age	Position(s) Held With the Trust	Term of Office and Length of Time Served(1)	Principal Occupation(s) – During the Past 5 Years
Andy Simonoff (1973) 5780 Powers Ferry Road NW Atlanta, Georgia 30327	President and Chief Executive Officer	January 2023 – Present	Director, President and Chief Executive Officer, Voya Funds Services, LLC, Voya Capital, LLC and Voya Investments, LLC (January 2023 – Present); Managing Director, Chief Strategy and Transformation Officer, Voya Investment Management (January 2020 – Present). Formerly, Managing Director, Head of Business Management, Voya Investment Management (March 2019 – January 2020); Managing Director, Head of Business Management, Fixed Income, Voya Investment Management (November 2015 – March 2019).
Jonathan Nash (1967) 230 Park Avenue New York, New York 10169	Executive Vice President and Chief Investment Risk Officer	March 2020 – Present	Executive Vice President and Chief Investment Risk Officer, Voya Investments, LLC (March 2020 – Present); Head of Investment Risk for Equity and Funds, Voya Investment Management (April 2024 – Present). Formerly, Vice President, Voya Investments, LLC (September 2018 – March 2020); Senior Vice President, Investment Risk Management, Voya Investment Management (March 2017 – March 2024).
Steven Hartstein (1963) 230 Park Avenue New York, NY 10169	Chief Compliance Officer	December 2022 – Present	Senior Vice President, Voya Investment Management (December 2022 – Present). Formerly, Brighthouse Financial, Inc. – Head of Funds Compliance; Chief Compliance Officer – Brighthouse Funds and Brighthouse Investment Advisers, LLC (March 2017 – December 2022).
Todd Modic (1967) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President, Chief/Principal Financial Officer and Assistant Secretary	March 2005 – Present	Director and Senior Vice President, Voya Capital, LLC, and Voya Funds Services, LLC (September 2022 – Present); Director, Voya Investments, LLC (September 2022 – Present); Senior Vice President, Voya Investments, LLC (April 2005 – Present). Formerly, President, Voya Funds Services, LLC (March 2018 – September 2022).
Kimberly A. Anderson (1964) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President	November 2003 – Present	Senior Vice President, Voya Investments, LLC (September 2003 – Present).
Sara M. Donaldson (1959) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President	June 2022 – Present	Senior Vice President, Voya Investments, LLC (February 2022 – Present); Senior Vice President, Head of Active Ownership, Voya Investment Management (September 2021 – Present). Formerly, Vice President, Voya Investments, LLC (October 2015 – February 2022); Vice President, Head of Proxy Voting, Voya Investment Management (October 2015 – August 2021).
Jason Kadavy (1976) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President	September 2023 – Present	Senior Vice President, Voya Investments, LLC and Voya Funds Services, LLC (September 2023 – Present). Formerly, Vice President, Voya Investments, LLC (October 2015 – September 2023); Vice President, Voya Funds Services, LLC (July 2007 – September 2023).
Andrew K. Schlueter (1976) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President	June 2022 – Present	Senior Vice President, Head of Investment Operations Support, Voya Investment Management (April 2023 – Present); Vice President, Voya Investments Distributor, LLC (April 2018 – Present); Vice President, Voya Investments, LLC and Voya Funds Services, LLC (March 2018 – Present);. Formerly, Senior Vice President, Head of Mutual Fund Operations, Voya Investment Management (March 2022 – March 2023); Vice President, Head of Mutual Fund Operations, Voya Investment Management (February 2018 – February 2022).

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TRUSTEE AND OFFICER INFORMATION (continued)

Name, Address and Age	Position(s) Held With the Trust	Term of Office and Length of Time Served(1)	Principal Occupation(s) – During the Past 5 Years
Joanne F. Osberg (1982) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Senior Vice President Secretary	March 2023 – Present September 2020 – Present	Senior Vice President and Chief Counsel, Voya Investment Management – Mutual Fund Legal Department, and Senior Vice President and Secretary, Voya Investments, LLC, Voya Capital, LLC, and Voya Funds Services, LLC (March 2023 – Present). Formerly, Secretary, Voya Capital, LLC (August 2022 – March 2023); Vice President and Secretary, Voya Investments, LLC and Voya Funds Services, LLC, Vice President and Senior Counsel, Voya Investment Management – Mutual Fund Legal Department (September 2020 – March 2023); Vice President and Counsel, Voya Investment Management – Mutual Fund Legal Department (January 2013 – September 2020).
Robert Terris (1970) 5780 Powers Ferry Road NW Atlanta, Georgia 30327	Senior Vice President	May 2006 – Present	Senior Vice President, Head of Future State Operating Model Design, Voya Investment Management (April 2023 – Present); Senior Vice President, Voya Investments, LLC and Voya Investments Distributor, LLC (April 2018 – Present); Senior Vice President, Voya Funds Services, LLC (March 2006 Present).
Fred Bedoya (1973) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Vice President and Principal Accounting Officer Treasurer	September 2012 – Present January 2021 – Present	Vice President, Voya Investments, LLC (October 2015 – Present); Vice President, Voya Funds Services, LLC (July 2012 – Present).
Robyn L. Ichilov (1967) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Vice President	November 1997 – Present	Vice President, Voya Investments, LLC (August 1997 – Present); Vice President, Voya Funds Services, LLC (November 1995 – Present).
Erica McKenna (1972) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Vice President	June 2022 – Present	Vice President, Head of Mutual Fund Compliance, and Chief Compliance Officer, Voya Investments, LLC (May 2022 – Present). Formerly, Vice President, Fund Compliance Manager, Voya Investments, LLC (March 2021 – May 2022); Assistant Vice President, Fund Compliance Manager, Voya Investments, LLC (December 2016 – March 2021).
Craig Wheeler (1969) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Vice President	May 2013 – Present	Vice President – Director of Tax, Voya Investments, LLC (October 2015 – Present).
Nicholas C.D. Ward (1993) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Assistant Vice President and Assistant Secretary	June 2022 – Present	Counsel, Voya Investment Management – Mutual Fund Legal Department (November 2021 – Present). Formerly, Associate, Dechert LLP (October 2018 – November 2021).
Gizachew Wubishet (1976) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258	Assistant Vice President and Assistant Secretary	June 2022 – Present	Assistant Vice President and Counsel, Voya Investment Management – Mutual Fund Legal Department (May 2019 – Present). Formerly, Attorney, Ropes & Gray LLP (October 2011 – April 2019).

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TRUSTEE AND OFFICER INFORMATION (continued)

Name, Address and Age			Position(s) Held With the Trust			Term of Office and Length of Time Served(1)			Principal Occupation(s) – During the Past 5 Years
Monia Piacenti (1976) One Orange Way Windsor, Connecticut 06095			Anti-Money Laundering Officer			June 2018 – Present			Compliance Manager, Voya Financial, Inc. (March 2023 – Present); Anti-Money Laundering Officer, Voya Investments Distributor, LLC, Voya Investment Management and Voya Investment Management Trust Co. (June 2018 – Present). Formerly, Compliance Consultant, Voya Financial, Inc. (January 2019 – February 2023).

(1)

The Officers hold office until the next annual meeting of the Board of Trustees and until their successors shall have been elected and qualified.

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ADVISORY AND SUB-ADVISORY CONTRACT APPROVAL DISCUSSION

BOARD CONSIDERATION AND APPROVAL OF INVESTMENT MANAGEMENT CONTRACT AND SUB-ADVISORY CONTRACT

At a meeting held on November 16, 2023, the Board of Trustees (“Board”) of Voya Credit Income Fund (the “Fund”), including a majority of the Board members who have no direct or indirect interest in the investment management and sub-advisory contracts, and who are not “interested persons” of the Fund, as such term is defined under the Investment Company Act of 1940, as amended (the “Independent Trustees”), considered and approved the renewal of the investment management contract (the “Management Contract”) between Voya Investments, LLC (the “Manager”) and the Fund, and the sub-advisory contract (the “Sub-Advisory Contract,” and together with the Management Contract, the “Contracts”) with Voya Investment Management Co. LLC, the sub-adviser to the Fund (the “Sub-Adviser”), for an additional one-year period ending November 30, 2024.

In addition to the Board meeting on November 16, 2023, the Independent Trustees also held meetings outside the presence of representatives of the Manager and Sub-Adviser (collectively, such persons are referred to herein as “management”) on October 9, 2023 and November 14, 2023. At those meetings, the Board members reviewed and considered materials related to the proposed continuance of the Contracts that they had requested and believed to be relevant to the renewal of the Contracts in light of their own business judgment and the legal advice furnished to them by K&L Gates LLP, their independent legal counsel. The Board also considered information furnished to it throughout the year at meetings of the Board and its committees, including information regarding performance, expenses, and other relevant matters. While the Board considered the renewal of the management contracts and sub-advisory contracts for all of the applicable investment companies in the Voya family of funds at the same meetings, the Board considered each Voya fund’s investment management and sub-advisory relationships separately.

The Board has established a Contracts Committee and two Investment Review Committees (the “IRCs”), each of which includes only Independent Trustees as members. The Contracts Committee meets several times throughout the year to provide oversight with respect to the management and sub-advisory contracts approval and renewal process for the Voya funds, among other functions, and each IRC meets several times throughout the year with respect to each Voya fund (assigned to that IRC) to provide oversight regarding the investment performance of the sub-advisers, as well as the Manager’s role in monitoring the sub-advisers.

The Contracts Committee oversees, and annually recommends Board approval of updates to, a methodology guide for the Voya funds (“Methodology Guide”), which sets out a framework pursuant to which the Independent Trustees request, and management provides, certain information that the Independent Trustees deem to be important or potentially relevant to the contracts renewal process for the Voya funds. The Independent Trustees retain the services of an independent consultant with experience in the registered fund industry to assist the Contracts Committee in developing and recommending to the Board: (1) a selected peer group of investment companies for the Fund (“Selected Peer Group”) based on the Fund’s particular attributes; and (2) updates to the Methodology Guide with respect to the content and format of various data prepared in connection with the renewal process. In addition, the Independent Trustees periodically have retained an independent firm to test and verify the accuracy of certain information presented to the Board for a representative sample of the Voya funds.

The Manager or Sub-Adviser may not have been able to, or opted not to, provide information in response to certain information requests, in which case the Board conducted its evaluation based on the information that was provided. In such cases, the omission of any such information was determined to not be material to the Board’s considerations.

Provided below is an overview of certain material factors that the Board considered at its meetings regarding the renewal of the Contracts and the compensation to be paid thereunder. The Board members did not identify any particular information or factor that was most relevant to its consideration.

Nature, Extent and Quality of Services

The Manager oversees, subject to the authority of the Board, and is responsible for the provision of, all investment advisory and portfolio management services for the Fund, but may delegate certain of these responsibilities to one or more sub-advisers. In addition, the Manager provides administrative services reasonably necessary for the operation of the Fund as set forth in the Management Contract, including oversight of the Fund’s operations and risk management and the oversight of its various other service providers.

The Board considered the “manager-of-managers” structure of the Voya funds that has been developed by the Manager pursuant to which the Manager selects, subject to the Board’s approval, sub-advisers to provide day-to-day management services to all or a portion of each Voya fund. The Board recognized that the Manager is responsible for monitoring the Sub-Adviser’s investment program,

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ADVISORY AND SUB-ADVISORY CONTRACT APPROVAL DISCUSSION (continued)

performance, developments, ongoing operations, and compliance with applicable regulations and investment policies and restrictions with respect to the Fund under this manager-of-managers arrangement. The Board also considered the techniques and resources that the Manager has developed to provide this ongoing due diligence and oversight with respect to the sub-advisers and to recommend appropriate changes in investment strategies, sub-advisers, or allocation among sub-advisers in an effort to improve a Voya fund’s performance. In connection with the Manager’s performance of these duties, the Board considered that the Manager has developed an oversight process formulated by its Manager Research & Selection Group that reviews, among other matters, performance data, the Sub-Adviser’s management team, portfolio data and attribution analysis related to the Sub-Adviser through various means, including, but not limited to, in-person meetings, on-site or virtual visits, and telephonic meetings with the Sub-Adviser.

Further, the Board considered periodic compliance reports it receives from the Fund’s Chief Compliance Officer evaluating, among other related matters, whether the regulatory compliance systems and procedures of the Manager and Sub-Adviser are reasonably designed to ensure compliance with the federal securities laws and whether the investment policies and restrictions for the Fund are complied with on a consistent basis.

The Board considered the portfolio management team assigned by the Sub-Adviser to the Fund and the level of resources committed to the Fund (and other relevant funds in the Voya funds) by the Manager and the Sub-Adviser, and whether those resources are sufficient to provide high-quality services to the Fund.

Based on their deliberations and the materials presented to them, the Board concluded that the nature, extent and quality of the overall services provided by the Manager and Sub-Adviser under the Contracts were appropriate.

Fund Performance

In assessing the investment management and sub-advisory relationships, the Board placed emphasis on the investment returns of the Fund, including its investment performance over certain time periods compared to the Fund’s Morningstar, Inc. (an independent provider of registered fund data) category and primary benchmark, a broad-based securities market index. The Board also considered information from the Manager Research & Selection Group and received reports summarizing a separate analysis of the Fund’s performance and risk, including risk-adjusted investment return information, from the Fund’s Chief Investment Risk Officer.

The Board also recognized the limitations inherent in comparing the Fund’s performance to a benchmark index due to the Fund’s pursuit of an investment strategy that is not tied directly to an index. The Board also recognized the inherent limitations in comparing performance of peer funds utilizing leverage in light of, among other things, the impacts due to the level and type of leverage utilized and when peer funds entered into their leverage arrangements (which can impact pricing and, therefore, cost and performance).

Economies of Scale

When evaluating the reasonableness of the management fee schedule, the Board considered whether economies of scale have been or likely will be realized by the Manager and the Sub-Adviser as the Fund grows larger and the extent to which any such economies are shared with the Fund. The Board considered that, while the Fund does not have management fee breakpoints, it has fee waiver and expense reimbursement arrangements. The Board considered the extent to which economies of scale realized by the Manager could be shared with the Fund through such fee waivers, expense reimbursements or other expense reductions.

Information Regarding Services, Performance, and Fee Schedules Offered to Other Clients

The Board considered comparative information regarding the nature of services, performance, and fee schedules offered by the Manager and Sub-Adviser to other clients with similar investment objectives, if applicable, including other registered investment companies and relevant institutional accounts. When the fee schedules offered to or the performance of such other clients differed materially from the Fund, the Board took into account the underlying rationale provided by the Manager or Sub-Adviser, as applicable, for these differences.

Fee Schedules, Profitability, and Fall-out Benefits

The Board reviewed and considered the contractual management fee schedule and net management fee rate payable by the Fund to the Manager compared to the Fund’s Selected Peer Group. The Board also considered the compensation payable by the Manager to the Sub-Adviser for sub-advisory services for the Fund, including the portion of the contractual and net management fee rates that are paid to the Sub-Adviser, as compared to the compensation paid to the Manager. In addition, the Board considered the fee waivers, expense limitations, and recoupment arrangements that apply to the fees payable by the Fund, including whether the Manager proposed any changes thereto. The Board separately determined that the fees payable to the Manager and the

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ADVISORY AND SUB-ADVISORY CONTRACT APPROVAL DISCUSSION (continued)

fee schedule payable to the Sub-Adviser are reasonable for the services that each performs, which were considered in light of the nature, extent and quality of the services that each has performed and is expected to perform.

The Board considered information on revenues, costs and profits or losses realized by the Manager and the Voya-affiliated Sub-Adviser related to their services to the Fund. In analyzing the profitability of the Manager and its affiliates in connection with services they render to a Fund, the Board took into account the sub-advisory fee rate payable by the Manager to the Sub-Adviser. The Board also considered the profitability of the Manager and its affiliated Sub-Adviser attributable to servicing the Fund both with and without taking into account the profitability of the distributor of the Fund and any revenue sharing payments made by the Manager.

Although the Methodology Guide establishes a framework for profit calculation by the Manager and its affiliated Sub-Adviser, the Board recognized that there is no uniform methodology within the asset management industry for determining profitability for this purpose. The Board also recognized that the use of different reasonable methodologies can give rise to dramatically different reported profit and loss results with respect to the Manager and the Voya-affiliated Sub-Adviser, as well as other industry participants with whom the profits of the Manager and its affiliated Sub-Adviser could be compared. In addition, the Board recognized that management’s calculations regarding its costs incurred in establishing the infrastructure necessary for the Fund’s operations may not be fully reflected in the expenses allocated to the Fund in determining profitability. The Board also recognized that the information presented may not portray all of the costs borne by the Manager or reflect all of the risks associated with offering and managing a registered fund complex in the current regulatory and market environment, including entrepreneurial, regulatory, legal and operational risks. The Board also considered that, in comparison to certain other products managed by the Manager, including open-end funds, there are additional portfolio management challenges in managing closed-end funds, such as the Fund, including those associated with less liquid holdings.

The Board also considered that the Manager and the Voya-affiliated Sub-Adviser are entitled to earn a reasonable level of profits for the services that they provide to the Fund. The Board also considered information regarding the potential fall-out benefits to the Manager and Sub-Adviser and their respective affiliates from their association with the Fund. Following its reviews, the Board determined that the Manager’s and the Voya-affiliated Sub-Adviser’s profitability with respect to their services to the Fund and the Manager and Sub-Adviser’s potential fall-out benefits were not unreasonable.

Fund Analysis

Set forth below are certain of the specific factors that the Board considered at its October 9, 2023, November 14, 2023, and/or November 16, 2023 meetings in relation to approving the Fund’s Contracts and the conclusions reached by the Board. These specific factors are in addition to those considerations discussed above. The performance data provided to the Board primarily was for various periods ended March 31, 2023. In addition, the Board also considered at its October 9, 2023, November 14, 2023, and/or November 16, 2023 meetings certain additional data regarding the Fund’s more recent performance, asset levels and asset flows. The Fund’s management fee rate and expense ratio were compared to the management fee rates and expense ratios of the funds in its Selected Peer Group. With respect to the quintile rankings noted below, the first quintile represents the range of funds with the highest performance or the lowest management fee rate or expense ratio, as applicable, and the fifth quintile represents the range of funds with the lowest performance or the highest management fee rate or expense ratio, as applicable.

In considering whether to approve the renewal of the Contracts for the Fund, the Board considered that, based on performance data for the periods ended March 31, 2023: (1) the Fund is ranked in the second quintile of its Morningstar category for the year-to-date period, the fourth quintile for the one-year period, and the fifth quintile for the three-year, five-year and ten-year periods; and (2) the Fund underperformed its primary benchmark for all periods presented, with the exception of the year-to-date period, during which it outperformed.

In analyzing this performance data, the Board took into account management’s representations regarding: (1) the challenge of comparing the Fund to its Morningstar peers due to the diversity of the funds included in the Fund’s Morningstar category, including several funds with less exposure to the senior loan asset class and significant allocations to non-benchmark positions, such as high yield bonds; (2) the impact of security selection, conservative positioning and leverage on the Fund’s portfolio; and (3) the changes to the Fund’s investment strategy in June 2022 and changes to the Fund’s portfolio management team in June 2022 and in May 2023, and the Board’s consideration that it is reasonable to provide more time for the purpose of evaluating any impact on performance.

In considering the fees payable under the Contracts for the Fund, the Board took into account the factors described above and also considered: (1) the fairness of the compensation under a Management Contract with a level fee rate that does not include breakpoints; and (2) the

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ADVISORY AND SUB-ADVISORY CONTRACT APPROVAL DISCUSSION (continued)

pricing structure (including the net expense ratio to be borne by shareholders) of the Fund, as compared to its Selected Peer Group, including that: (a) the net management fee rate for the Fund is ranked in the first quintile of net management fee rates of the funds in its Selected Peer Group; (b) the contractual management fee rate for the Fund is ranked in the first quintile of contractual management fee rates of the funds in its Selected Peer Group; and (c) the net expense ratio for the Fund is ranked in the first quintile of net expense ratios of the funds in its Selected Peer Group.

Board Conclusions

After its deliberation, the Board concluded that, in its business judgment, the terms of the Contracts are fair and reasonable to the Fund and that approval of the

continuation of the Contracts is in the best interests of the Fund and its shareholders. In doing so, the Board reviewed all factors it considered to be material, including those discussed above. Within the context of its overall conclusions regarding the Contracts, and based on the information provided and management’s related representations, the Board concluded that it was satisfied with management’s responses relating to the Fund’s investment performance and the fees payable under the Contracts. During this renewal process, each Board member may have accorded different weight to various factors in reaching his or her conclusions. Based on these conclusions and other factors, the Board voted to renew the Contracts for the Fund for the year ending November 30, 2024.

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ADDITIONAL INFORMATION

PROXY VOTING INFORMATION

A description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio securities is available: (1) without charge, upon request, by calling Shareholder Services tollfree at (800) 992-0180; (2) on the Fund’s website at www.voyainvestments.com; and (3) on the U.S. Securities and Exchange Commission’s (“SEC’s”) website at www.sec.gov. Information regarding how the Fund voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Fund’s website at www.voyainvestments.com and on the SEC’s website at www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form NPORT-P. The Fund’s Forms NPORT-P are available on the SEC’s website at www.sec.gov. The Fund’s complete schedule of portfolio holdings is available on: www.voyainvestments.com and without charge upon request from the Fund by calling Shareholder Services toll-free at (800) 992-0180.

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Investment Adviser
Voya Investments, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Sub-Adviser
Voya Investment Management Co. LLC
230 Park Avenue
New York, New York 10169

Institutional Investors and Analysts
Call Voya Credit Income Fund
1-800-336-3436

Written Requests
Please mail all account inquiries and other comments to:
Voya Credit Income Fund
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Transfer Agent
BNY Mellon Investment Servicing (U.S.) Inc.
301 Bellevue Parkway
Wilmington, Delaware 19809

Distributor
Voya Investments Distributor, LLC
7337 East Doubletree Ranch Road, Suite 100
Scottsdale, Arizona 85258

Independent Registered Public Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Custodian
State Street Bank and Trust Company
801 Pennsylvania Avenue
Kansas City, Missouri 64105

Legal Counsel
Ropes & Gray LLP
Prudential Tower
800 Boylston Street
Boston, Massachusetts 02199

Toll-Free Shareholder Information
Call us from 9:00 a.m. to 7:00 p.m. Eastern time on any business day for account or other information at (800) 992-0180

For more complete information, or to obtain a prospectus on any Voya mutual fund, please call your investment professional or Voya Investments Distributor, LLC at (800) 992-0180 or log on to www.voyainvestments.com. The prospectus should be read carefully before investing. Consider the fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the fund. Check with your investment professional to determine which funds are available for sale within their firm. Not all funds are available for sale at all firms.

RETIREMENT | INVESTMENTS | INSURANCE

voyainvestments.com

163070 (0224)

(b)

Not applicable.

Item 2. Code of Ethics.

As of the end of the period covered by this report, Registrant had adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to the Registrant’s principal executive officer and principal financial officer. There were no amendments to the Code during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code during the period covered by this report. The code of ethics is filed herewith pursuant to Item 13(a)(1), Ex-99.CODE ETH.

Item 3. Audit Committee Financial Expert.

The Board of Trustees has determined that Colleen D. Baldwin, Martin J. Gavin, and Christopher P. Sullivan are audit committee financial experts, as defined in Item 3 of Form N-CSR. Ms. Baldwin, Mr. Gavin, and Mr. Sullivan are “independent” for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

Below are the amount of fees that Ernst & Young LLP (“EY”), the Registrant’s current Independent Registered Public Accounting Firm, billed and paid to the Fund during the Fund’s fiscal years ended February 29, 2024 and February 28, 2023:

(a)

Audit Fees: The aggregate fees billed and paid for each of the last two fiscal years for professional services rendered by Ernst & Young LLP (“EY”), the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were $69,780 for the year ended February 29, 2024 and were $69,780 for the year ended February 28, 2023.

(b)

Audit-Related Fees: The aggregate fees billed and paid in each of the last two fiscal years for assurance and related services by EY that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item were $0 for the year ended February 29, 2024 and $0 for the year ended February 28, 2023.

(c)

Tax Fees : The aggregate fees billed and paid in each of the last two fiscal years for professional services rendered by EY for tax compliance, tax advice, and tax planning were $8,580 for the year ended February 29, 2024 and $7,800 for the year ended February 28, 2023. Such services included review of excise distribution calculations (if applicable), preparation of the Registrants’ federal, state, and excise tax returns, tax services related to mergers and routine consulting.

(d)

All Other Fees: The aggregate fees billed and paid in each of the last two fiscal years for products and services provided by EY, other than the services reported in paragraphs (a) through (c) of this Item were $0 for the year ended February 29, 2024 and $0 for the year ended February 28, 2023.

(e)(1)

Audit Committee Pre-Approval Policies and Procedures

Appendix A

AUDIT AND NON-AUDIT SERVICES
PRE-APPROVAL POLICY

I.	Statement of Principles

Under the Sarbanes-Oxley Act of 2002 (the “Act”), the Audit Committee of the Board of Directors or Trustees (the “Committee”) of the Voya funds (each a “Fund,” collectively, the “Funds”) set out on Exhibit A to this Audit and Non-Audit Services Pre-Approval Policy (“Policy”) is responsible for the oversight of the work of the Funds’ independent auditors. As part of its responsibilities, the Committee must pre-approve the audit and non-audit services performed by the auditors in order to assure that the provision of these services does not impair the auditors’ independence from the Funds. The Committee has adopted, and the Board has ratified, this Policy, which sets out the procedures and conditions under which the services of the independent auditors may be pre-approved.

Under Securities and Exchange Commission (“SEC”) rules promulgated in accordance with the Act, the Funds may establish two different approaches to pre-approving audit and non-audit services. The Committee may approve services without consideration of specific case-by-case services (“general pre-approval”) or it may pre-approve specific services (“specific pre-approval”). The Committee believes that the combination of these approaches contemplated in this Policy results in an effective and efficient method for pre-approving audit and non-audit services to be performed by the Funds’ independent auditors. Under this Policy, services that are not of a type that may receive general pre-approval require specific pre-approval by the Committee. Any proposed services that exceed pre-approved cost levels or budgeted amounts will also require the Committee’s specific pre-approval.

For both types of approval, the Committee considers whether the subject services are consistent with the SEC’s rules on auditor independence and that such services are compatible with maintaining the auditors independence. The Committee also considers whether a particular audit firm is in the best position to provide effective and efficient services to the Funds. Reasons that the auditors are in the best position include the auditors’ familiarity with the Funds’ business, personnel, culture, accounting systems, risk profile, and other factors, and whether the services will enhance the Funds’ ability to manage and control risk or improve audit quality. Such factors will be considered as a whole, with no one factor being determinative.

The appendices attached to this Policy describe the audit, audit-related, tax-related, and other services that have the Committee’s general pre-approval. For any service that has been approved through general pre-approval, the general pre-approval will remain in place for a period 12 months from the date of pre-approval, unless the Committee determines that a different period is appropriate. The Committee will annually review and pre-approve the services that may be provided by the independent auditors without specific pre-approval. The Committee will revise the list of services subject to general pre-approval as appropriate. This Policy does not serve as a delegation to Fund management of the Committee’s duty to pre-approve services performed by the Funds’ independent auditors.

II.

Audit Services

The annual audit services engagement terms and fees are subject to the Committee’s specific pre-approval. Audit services are those services that are normally provided by auditors in connection with statutory and regulatory filings or engagements or those that generally only independent auditors can reasonably provide. They include the Funds’ annual financial statement audit and procedures that the independent auditors must perform in order to form an opinion on the Funds’ financial statements (e.g., information systems and procedural reviews and testing). The Committee will monitor the audit services engagement and approve any changes in terms, conditions or fees deemed by the Committee to be necessary or appropriate.

The Committee may grant general pre-approval to other audit services, such as statutory audits and services associated with SEC registration statements, periodic reports and other documents filed with the SEC or issued in connection with securities offerings.

The Committee has pre-approved the audit services listed on Appendix A. The Committee must specifically approve all audit services not listed on Appendix A.

III.

Audit-related Services

Audit-related services are assurance and related services that are reasonably related to the performance of the audit or the review of the Funds’ financial statements or are traditionally performed by the independent auditors. The Committee believes that the provision of audit-related services will not impair the independent auditors’ independence, and therefore may grant pre-approval to audit-related services. Audit-related services include accounting consultations related to accounting, financial reporting or disclosure matters not classified as “audit services;” assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; agreed-upon or expanded audit procedures relating to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters; and assistance with internal control reporting requirements under Form N-CEN or Form N-CSR.

The Committee has pre-approved the audit-related services listed on Appendix B. The Committee must specifically approve all audit-related services not listed on Appendix B.

IV.

Tax Services

The Committee believes the independent auditors can provide tax services to the Funds, including tax compliance, tax planning, and tax advice, without compromising the auditors’ independence. Therefore, the Committee may grant general pre-approval with respect to tax services historically provided by the Funds’ independent auditors that do not, in the Committee’s view, impair auditor independence and that are consistent with the SEC’s rules on auditor independence.

The Committee will not grant pre-approval if the independent auditors initially recommends a transaction the sole business purpose of which is tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Committee may consult outside counsel to determine that tax planning and reporting positions are consistent with this Policy.

The Committee has pre-approved the tax-related services listed on Appendix C. The Committee must specifically approve all tax-related services not listed on Appendix C.

V.	Other Services

The Committee believes it may grant approval of non-audit services that are permissible services for independent auditors to a Fund. The Committee has determined to grant general pre-approval to other services that it believes are routine and recurring, do not impair auditor independence, and are consistent with SEC rules on auditor independence.

The Committee has pre-approved the non-audit services listed on Appendix D. The Committee must specifically approve all non-audit services not listed on Appendix D.

A list of the SEC’s prohibited non-audit services is attached to this Policy as Appendix E. The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these impermissible services and the applicability of exceptions to certain of the SEC’s prohibitions.

VI.

Pre-approval of Fee levels and Budgeted Amounts

The Committee will annually establish pre-approval fee levels or budgeted amounts for audit, audit-related, tax and non-audit services to be provided to the Funds by the independent auditors. Any proposed services exceeding these levels or amounts require the Committee’s specific pre-approval. The Committee considers fees for audit and non-audit services when deciding whether to pre-approve services. The Committee may determine, for a pre-approval period of 12 months, the appropriate ratio between the total amount of fees for the Fund’s audit, audit-related, and tax services (including fees for services provided to Fund affiliates that are subject to pre-approval), and the total amount of fees for certain permissible non-audit services for the Fund classified as other services (including any such services provided to Fund affiliates that are subject to pre-approval).

VII.

Procedures

Requests or applications for services to be provided by the independent auditors will be submitted to management. If management determines that the services do not fall within those services generally pre-approved by the Committee and set out in the appendices to these procedures, management will submit the services to the Committee or its delagee. Any such submission will include a detailed description of the services to be rendered. Notwithstanding this paragraph, the Committee will, on a quarterly basis, receive from the independent auditors a list of services provided for the previous calendar quarter on a cumulative basis by the auditors during the Pre-Approval Period.

VIII.

Delegation

The Committee may delegate pre-approval authority to one or more of the Committee’s members. Any member or members to whom such pre-approval authority is delegated must report any pre-approval decisions, including any pre-approved services, to the Committee at its next scheduled meeting. The Committee will identify any member to whom pre-approval authority is delegated in writing. The member will retain such authority for a period of 12 months from the date of pre-approval unless the Committee determines that a different period is appropriate. The period of delegated authority may be terminated by the Committee or at the option of the member.

IX.

Additional Requirements

The Committee will take any measures the Committee deems necessary or appropriate to oversee the work of the independent auditors and to assure the auditors’ independence from the Funds. This may include reviewing a formal written statement from the independent auditors delineating all relationships between the auditors and the Funds, consistent with Independence Standards Board No. 1, and discussing with the auditors their methods and procedures for ensuring independence.

Last Approved: November 16, 2023

Appendix A
Pre-Approved Audit Services for the Pre-Approval Period January 1, 2024 through December 31, 2024

Service
	The Fund(s)	Fee Range
Statutory audits or financial audits (including tax services associated with audit services)	√	As presented to Audit Committee¹
Services associated with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., consents), and assistance in responding to SEC comment letters.	√	Not to exceed $9,750 per filing
Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies.	√	Not to exceed $8,000 during the Pre-Approval Period
Seed capital audit and related review and issuance of consent on the N-2 registration statement	√	Not to exceed $14,750 per audit
Audit of summary portfolio of investments	√	Not to exceed $840 per fund

For new Funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing Funds, pro-rated in accordance with inception dates as provided in the auditors’ Proposal or any Engagement Letter covering the period at issue. Fees in the Engagement Letter will be controlling.

Appendix B
Pre-Approved Audit-Related Services for the Pre-Approval Period January 1, 2024 through December 31, 2024

Service
	The Fund(s)	Fund Affiliates	Fee Range
Services related to Fund mergers (Excludes tax services - See Appendix C for tax services associated with Fund mergers)	√	√	Not to exceed $10,000 per merger
Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies. [Note: Under SEC rules some consultations may be “audit” services and others may be “audit-related” services.]	√		Not to exceed $5,000 per occurrence during the Pre-Approval Period
Review of the Funds’ semi-annual and quarterly financial statements	√		Not to exceed $2,700 per set of financial statements per fund
Reports to regulatory or government agencies related to the annual engagement	√		Up to $5,000 per occurrence during the Pre-Approval Period
Regulatory compliance assistance	√	√	Not to exceed $5,000 per quarter
Training courses		√	Not to exceed $5,000 per course

Appendix C
Pre-Approved Tax Services for the Pre-Approval Period January 1, 2024 through December 31, 2024

Service
	The Fund(s)	Fund Affiliates	Fee Range
Preparation of federal and state income tax returns and federal excise tax returns for the Funds including assistance and review with excise tax distributions (Funds fees)	√		As presented to Audit Committee²
Review of IRC Sections 851(b) and 817(h) diversification testing on a real-time basis	√		As presented to Audit Committee²
Tax assistance and advice regarding statutory, regulatory or administrative developments	√	√	Not to exceed $5,000 for the Funds or for the Funds’ investment adviser during the Pre-Approval Period

Appendix C, continued Pre-Approved Tax Services for the Pre-Approval Period January 1, 2024 through December 31, 2024

Service
	The Fund(s)	Fund Affiliates	Fee Range
Tax and technology training sessions		√	Not to exceed $5,000 per course during the Pre-Approval Period
Tax services associated with Fund mergers	√	√	Not to exceed $4,000 per fund per merger during the Pre-Approval Period
Tax compliance services related to return preparation for the Funds (Adviser Fees)		√	As presented to Audit Committee³
Other tax-related assistance and consultation, including, without limitation, assistance in evaluating derivative financial instruments and international tax issues, qualification and distribution issues, year-end reporting for 1099’s, tax compliance services in foreign jurisdictions and similar routine tax consultations as requested.	√		Not to exceed $300,000 during the Pre-Approval Period
EU Reclaims IRS Closing Agreement Filings	√		$20,000 per Fund first closing agreement, $5,000 for subsequent closing agreements for same Fund

Appendix D
Pre-Approved Other Services for the Pre-Approval Period January 1, 2024 through December 31, 2024

Service
	The Fund(s)	Fund Affiliates	Fee Range
Agreed-upon procedures for Class B share 12b-1 programs		√	Not to exceed $60,000 during the Pre-Approval Period
Security counts performed pursuant to Rule 17f-2 of the 1940 Act (i.e., counts for Funds holding securities with affiliated sub-custodians) Cost to be borne 50% by the Funds and 50% by Voya Investments, LLC.	√	√	Not to exceed $5,700 per Fund during the Pre-Approval Period
Agreed upon procedures for 15 (c) FACT Books	√		Not to exceed $50,000 during the Pre-Approval Period

Appendix E

Prohibited Non-Audit Services
Dated: January 1, 2024 to December 31, 2024

●

Bookkeeping or other services related to the accounting records or financial statements of the Funds

●

Financial information systems design and implementation

●

Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

●

Actuarial services

●

Internal audit outsourcing services

●

Management functions

●

Human resources

●

Broker-dealer, investment adviser, or investment banking services

●

Legal services

●

Expert services unrelated to the audit

●

Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

EXHIBIT A

VOYA ASIA PACIFIC HIGH DIVIDEND EQUITY INCOME FUND

VOYA BALANCED PORTFOLIO, INC.

VOYA CREDIT INCOME FUND

VOYA EMERGING MARKETS HIGH DIVIDEND EQUITY FUND

VOYA EQUITY TRUST

VOYA FUNDS TRUST

VOYA GLOBAL ADVANTAGE AND PREMIUM OPPORTUNITY FUND

VOYA GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND

VOYA INFRASTRUCTURE, INDUSTRIALS, AND MATERIALS FUND

VOYA INTERMEDIATE BOND PORTFOLIO

VOYA INVESTORS TRUST

VOYA GOVERNMENT MONEY MARKET PORTFOLIO

VOYA MUTUAL FUNDS

VOYA PARTNERS, INC.

VOYA SEPARATE PORTFOLIOS TRUST

VOYA STRATEGIC ALLOCATIONS PORTFOLIOS, INC.

VOYA VARIABLE FUNDS

VOYA VARIABLE INSURANCE TRUST

VOYA VARIABLE PORTFOLIOS INC,

VOYA VARIABLE PRODUCTS TRUST

(e)(2)

Percentage of services referred to in 4(b) – (4)(d) that were approved by the audit committee

No services included in (b)-(d) above in connection with fees billed to the registrant or the investment adviser were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)

Percentage of hours expended attributable to work performed by other than full time employees of EY if greater than 50%

Not applicable.

(g)

Non-Audit Fees: The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed and paid to the Registrant by the independent registered public accounting firm for the Registrant’s fiscal years ended, February 29, 2024 and February 28, 2023; and (ii) the aggregate non-audit fees billed to the investment adviser, or any of its affiliates that provide ongoing services to the registrant, by the independent registered public accounting firm for the same time periods.

Registrant/Investment Adviser	2024		2023
Voya Credit Income Fund	$	8,580	$	7,800
Voya Investments, LLC ⁽¹⁾	$	21,656,780	$	10,659,560

⁽¹⁾The Registrant’s investment adviser and any of its affiliates, which are subsidiaries of Voya Financial, Inc.

(h)

Principal Accountants Independence: The Registrant’s Audit committee has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining EY’s independence.

(i)	Not applicable.

(j)	Not applicable.

Item 5. Audit Committee of Listed Registrants.

	a.	The registrant has a separately-designated standing audit committee. The members are Colleen D. Baldwin, Martin J. Gavin, and Christoper P. Sullivan.
	b.	Not applicable.

Item 6. Schedule of Investments.

(a)

Schedule is included as part of the report to shareholders filed under Item 1 of them Form.

(b)

Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

PROXY VOTING Policy

VOYA FUNDS

VOYA iNVESTMENTS, LLC

Date Last Revised: March 16, 2023

Introduction

This document sets forth the proxy voting procedures (“Procedures”) and guidelines (“Guidelines”), collectively the “Proxy Voting Policy”, that Voya Investments, LLC (“Adviser”) shall follow when voting proxies on behalf of the Voya funds for which it serves as investment adviser (each a “Fund” and collectively, the “Funds”). The Funds’ Boards of Directors/Trustees (“Board”) have approved the Proxy Voting Policy.

The Board may determine to delegate proxy voting to a sub-adviser of one or more Funds (rather than to the Adviser) in which case the sub-adviser’s proxy policies and procedures for implementation on behalf of such Fund (a “Sub-Adviser-Voted Fund”) shall be subject to Board approval. Sub-Adviser-Voted Funds are not covered under the Proxy Voting Policy except as described in the Reporting and Record Retention section below relating to vote reporting requirements. Sub-Adviser-Voted Funds are governed by the applicable sub-adviser’s respective proxy policies provided that the Board has approved such policies.

The Proxy Voting Policy incorporates principles and guidance set forth in relevant pronouncements of the U.S. Securities and Exchange Commission (“SEC”) and its staff regarding the Adviser’s fiduciary duty to ensure that proxies are voted in a timely manner and that voting decisions are always in the Funds’ best interest.

Pursuant to the Policy, the Adviser’s Active Ownership team (“AO Team”) is delegated the responsibility to vote the Funds’ proxies in accordance with the Proxy Voting Policy on the Funds’ behalf.

The engagement of a Proxy Advisory Firm (as defined in the Proxy Advisory Firm section below) shall be subject to the Board’s initial approval and annual Board review and approval thereafter. The AO Team is responsible for Proxy Advisory Firm oversight and shall direct the Proxy Advisory Firm to vote proxies in accordance with the Guidelines.

The Board’s Compliance Committee (“Compliance Committee”) shall review the Proxy Voting Policy not less than annually and these documents shall be updated as appropriate. No material changes to the Proxy Voting Policy shall become effective without Board approval. The Compliance Committee may approve non-material amendments for immediate implementation subject to full Board ratification at its next regularly scheduled meeting.

Adviser’s Roles and Responsibilities

Active Ownership Team

The AO Team shall direct the Proxy Advisory Firm to vote proxies on the Funds’ and Adviser’s behalf in connection with annual and special shareholder meetings (except those regarding bankruptcy matters and/or related plans of reorganization).

The AO Team is responsible for overseeing the Proxy Advisory Firm and voting the Funds’ proxies in accordance with the Proxy Voting Policy on the Funds’ and the Adviser’s behalf.

The AO Team is authorized to direct the Proxy Advisory Firm to vote Fund proxies in accordance with the Proxy Voting Policy. Responsibilities assigned to the AO Team or activities in support thereof may be performed by such members of the Proxy Committee (as defined in the Proxy Committee section below) or employees of the Adviser’s affiliates as the Proxy Committee deems appropriate.

The AO Team is also responsible for identifying potential conflicts between the proxy issuer and the Proxy Advisory Firm, the Adviser, the Funds’ principal underwriters, or an affiliated person of the Funds. The AO Team shall identify such potential conflicts of interest based on information the Proxy Advisory Firm periodically provides; analyses of Voya’s clients, distributors, broker-dealers, and vendors; and information derived from other sources including but not limited to public filings.

Proxy Advisory Firm

The Proxy Advisory Firm is required to coordinate with the Funds’ custodians to ensure that those firms process all proxy materials they receive relating to portfolio securities in a timely manner. To the extent applicable the Proxy Advisory Firm is required to provide research, analysis, and vote recommendations under its Proxy Voting guidelines. The Proxy Advisory Firm is required to produce custom vote recommendations in accordance with the Guidelines and their vote recommendations.

Proxy Committee

The Proxy Committee shall ensure that the Funds vote proxies consistent with the Proxy Voting Policy. The Proxy Committee accordingly reviews and evaluates this Policy, oversees the development and implementation thereof, and resolves ad hoc issues that may arise from time to time. The Proxy Committee is comprised of senior leaders of Voya Investment Management, including fundamental research, ESG research, active ownership, compliance, legal, finance, and operations of the Adviser. The Proxy Committee membership may be amended at the Adviser’s discretion from time to time. The Board will be informed of any membership changes quarterly at the next regularly scheduled meeting.

Investment Professionals

The Funds’ sub-advisers and/or portfolio managers are each referred to herein as an “Investment Professional” and collectively, “Investment Professionals”. Investment Professionals are encouraged to submit recommendations to the AO Team regarding any proxy voting-related proposals relating to the portfolio securities over which they have daily portfolio management responsibility including proxy contests, proposals relating to issuers with dual class shares with superior voting rights, and/or mergers and acquisitions.

PROXY VOTING PROCEDURES

Vote Classification

Within-Guidelines Votes: Votes in Accordance with these Guidelines

A vote cast in accordance with these Guidelines is considered Within-Guidelines.

Out-of-Guidelines Votes: Votes Contrary to these Guidelines

A vote that is contrary to these Guidelines may be cast when the AO team and/or Proxy Committee determine that application of these Guidelines is inappropriate under the circumstances. A vote is considered contrary to these Guidelines when such vote contradicts the approach outlined in the Policy.

A vote would not be considered contrary to these Guidelines for cases in which these Guidelines stipulate a Case-by-Case consideration or an Investment Professional provides a written rationale for such vote.

Matters Requiring Case-by-Case Consideration

The Proxy Advisory Firm shall refer proxy proposals to the AO Team for consideration when the Procedures and Guidelines indicate a “Case-by-Case” consideration. Additionally, the Proxy Advisory Firm shall refer a proxy proposal under circumstances in which the application of the Procedures and Guidelines is uncertain, appears to involve unusual or controversial issues, or is silent regarding the proposal.

Upon receipt of a referral from the Proxy Advisory Firm, the AO Team may solicit additional research or clarification from the Proxy Advisory Firm, Investment Professional(s), or other sources.

The AO Team shall review matters requiring Case-by-Case consideration to determine whether such proposals require an Investment Professional and/or Proxy Committee input and a vote determination.

Non-Votes: Votes in which No Action is Taken

The AO Team shall make reasonable efforts to secure and vote all Fund proxies. Nevertheless a Fund may refrain from voting under certain circumstances including, but not limited to:

●	The economic effect on shareholder interests or the value of the portfolio holding is indeterminable or insignificant (e.g., proxies in connection with fractional shares), securities no longer held in a Fund, or a proxy is being considered for a Fund no longer in existence.

●	The cost of voting a proxy outweighs the benefits (e.g., certain international proxies, particularly in cases in which share-blocking practices may impose trading restrictions on the relevant portfolio security).

Conflicts of Interest

The Adviser shall act in the Funds’ best interests and strive to avoid conflicts of interest.

Conflicts of interest may arise in situations in which, but not limited to:

●	The issuer is a vendor whose products or services are material to the Funds, the Adviser, or their affiliates;

●	The issuer is an entity participating to a material extent in the Funds’ distribution;

●	The issuer is a significant executing broker-dealer for the Funds and/or the Adviser;

●	Any individual who participates in the voting process for the Funds, including:

○

Investment Professionals;

○

Members of the Proxy Committee;

○

Employees of the Adviser;

○

Board Directors/Trustees; and

○

Individuals who serve as a director or officer of the issuer.

●	The issuer is Voya Financial.

Investment Professionals, the Proxy Advisory Firm, the Proxy Committee, and the AO Team shall disclose any potential conflicts of interest and/or confirm they do not have conflicts of interest relating to their participation in the voting process for portfolio securities.

The AO Team shall call a meeting of the Proxy Committee if a potential conflict exists and a member (or members) of the AO Team wishes to vote contrary to these Guidelines or an Investment Professional provides input regarding a meeting and has confirmed a conflict exists with regard thereto. The Proxy Committee shall then consider the matter and vote on a best course of action.

The AO Team shall use best efforts to convene the Proxy Committee with respect to all matters requiring its consideration. If the Proxy Committee cannot meet its quorum requirements by the voting deadline it shall execute the vote in accordance with these Guidelines.

The Adviser shall maintain records regarding any determinations to vote contrary to these Guidelines including those in which a potential Voya Investment Management Conflict exists. Such records shall include the rationale for the contrary vote.

Potential Conflicts with a Proxy Issuer

The AO Team shall identify potential conflicts with proxy issuers. In addition to obtaining potential conflict of interest information described in the Roles and Responsibilities section above, Proxy Committee members shall disclose to the AO Team any potential conflicts of interests with an issuer prior to discussing the Proxy Advisory Firm’s recommendation.

Proxy Committee members shall advise the AO Team in the event they believe a potential or perceived conflict of interest exists that may preclude them from making a vote determination in the Funds’ best interests. The Proxy Committee member may elect recusal from considering the relevant proxy. Proxy Committee members shall complete a Conflict of Interest Report when they verbally disclose a potential conflict of interest.

Investment Professionals shall also confirm that they do not have any potential conflicts of interest when submitting vote recommendations to the AO Team.

The AO Team gathers and analyzes the information provided by the:

●	Proxy Advisory Firm;
●	Adviser;
●	Funds’ principal underwriters;
●	Fund affiliates;
●	Proxy Committee members;
●	Investment Professionals; and
●	Fund Directors and Officers.

Assessment of the Proxy Advisory Firm

On the Board’s and Adviser’s behalf the AO Team shall assess whether the Proxy Advisory Firm:

●	Is independent from the Adviser;

●	Has resources that indicate it can competently provide analysis of proxy issues;

●	Can make recommendations in an impartial manner and in the best interests of the Funds and their beneficial owners; and

●	Has adequate compliance policies and procedures to:

○

Ensure that its proxy voting recommendations are based on current and accurate information; and

○

Identify and address conflicts of interest.

The AO Team shall utilize and the Proxy Advisory Firm shall comply with such methods for completing the assessment as the AO Team may deem reasonably appropriate. The Proxy Advisory Firm shall also promptly notify the AO Team in writing of any material changes to information it previously provided to the AO Team in connection with establishing the Proxy Advisory Firm’s independence, competence, or impartiality.

Voting Funds of Funds, Investing Funds and Feeder Funds

Funds that are funds-of-funds¹ (each a “Fund-of-Funds” and collectively, “Funds-of-Funds”) shall “echo” vote their interests in underlying mutual funds, which may include mutual funds other than the Funds indicated on Voya’s website (www.voyainvestments.com). Meaning that if the Fund-of-Funds must vote on a proposal with respect to an underlying investment issuer the Fund-of-Funds shall vote its interest in that underlying fund in the same proportion as all other shareholders in the underlying investment company voted their interests.

However, if the underlying fund has no other shareholders, the Fund-of-Funds shall vote as follows:

●

If the Fund-of-Funds and the underlying fund are solicited to vote on the same proposal (e.g., the election of fund directors/trustees), the Fund-of-Funds shall vote the shares it holds in the underlying fund in the same proportion as all votes received from the holders of the Fund-of-Funds’ shares with respect to that proposal.

●

If the Fund-of-Funds is solicited to vote on a proposal for an underlying fund (e.g., a new sub-adviser to the underlying fund), and there is no corresponding proposal at the Fund-of-Funds level, the Adviser shall determine the most appropriate method of voting with respect to the underlying fund proposal.

An Investing Fund² (e.g., any Voya fund), while not a Fund-of-Funds shall have the foregoing Fund-of-Funds procedure applied to any Investing Fund that invests in one or more underlying funds. Accordingly:

●	Each Investing Fund shall “echo” vote its interests in an underlying fund if the underlying fund has shareholders other than the Investing Fund;

●

In the event an underlying fund has no other shareholders and the Investing Fund and the underlying fund are solicited to vote on the same proposal, the Investing Fund shall vote its interests in the underlying fund in the same proportion as all votes received from the holders of its own shares on that proposal; and

●	In the event an underlying fund has no other shareholders, and no corresponding proposal exists at the Investing Fund level, the Board shall determine the most appropriate method of voting with respect to the underlying fund proposal.

A fund that is a “Feeder Fund” in a master-feeder structure passes votes requested by the underlying master fund to its shareholders. Meaning that, if the master fund solicits the Feeder Fund, the Feeder Fund shall request instructions from its own shareholders as to how it should vote its interest in an underlying master fund either directly or in the case of an insurance-dedicated Fund through an insurance product or retirement plan.

¹ Invest in underlying funds beyond 12d-1 limits.

² Invest in underlying funds but not beyond 12d-1 limits.

When a Fund is a feeder in a master-feeder structure, proxies for the master fund’s portfolio securities shall be voted pursuant to the master fund’s proxy voting policies and procedures. As such, Feeder Funds shall not be subject to the Procedures and Guidelines except as described in the Reporting and Record Retention section below.

Securities Lending

Many of the Funds participate in securities lending arrangements that generate additional revenue for the Fund. Accordingly, the Fund is unable to vote securities that are on loan under these arrangements. However, under certain circumstances, for voting issues that may have a significant impact on the investment, members of the Proxy Committee or AO Team may request that the Fund’s securities lending agent recall securities on loan if they determine that the benefit of voting outweighs the costs and lost revenue to the Fund as well as the administrative burden of retrieving the securities.

Investment Professionals may also deem a vote to be “material” in the context of the portfolio(s) they manage. They may therefore request that the Proxy Committee review lending activity on behalf of their portfolio(s) with respect to the relevant security and consider recalling and/or restricting the security. The Proxy Committee shall give primary consideration to relevant Investment Professional input in its determination as to whether a given proxy vote is material and if the associated security should accordingly be restricted from lending. The determination that a vote is material in the context of a Fund’s portfolio shall not mean that such vote is considered material across all Funds voting at that meeting. In order to recall or restrict shares on a timely basis for material voting purposes the AO Team shall use best efforts to consider and, when appropriate, act upon such requests on a timely basis. Any relevant Investment Professional may submit a request to review lending activity in connection with a potentially material vote for the Proxy Committee’s consideration at any time.

Reporting and Record Retention

Reporting by the Funds

Annually, as required, each Fund and each Sub-Adviser-Voted Fund shall post on the Voya Funds’ website its proxy voting record or a link to the prior one-year period ended June 30. The proxy voting record for each Fund and each Sub-Adviser-Voted Fund shall also be available on Form N-PX in the SEC’s EDGAR database on its website. For any Fund that is a feeder within a master-feeder structure, no proxy voting record related to the portfolio securities owned by the master fund shall be posted on the Funds’ website or included in the Fund’s Form N-PX; however, a cross-reference to the master fund’s proxy voting record as filed in the SEC’s EDGAR database shall be included in the Fund’s Form N-PX and posted on the Funds’ website. If an underlying master fund solicited any Feeder Fund for a vote during the reporting period, a record of the votes cast by means of the pass-through process described above shall be included on the Voya funds’ website and in the Feeder Fund’s Form N-PX.

Reporting to the Compliance Committee

At each quarterly Compliance Committee meeting the AO Team shall provide to the Compliance Committee a report outlining each proxy proposal, or a summary of such proposals, that was:

1.	Voted Out-of-Guidelines; and/or

2.	When the Proxy Committee did not agree with an Investment Professional’s recommendation, as assessed when the Investment Professional raises a potential conflict of interest.

The report shall include the name of the issuer, the substance of the proposal, a summary of the Investment Professional’s recommendation as applicable, and the reasons for voting or recommending an Out-of-Guidelines Vote or in the case of (2) above a vote which differed from that recommended by the Investment Professional.

Reporting by the AO Team on behalf of the Adviser

The Adviser shall maintain the records required by Rule 204-2(c)(2), as may be amended from time to time, including the following:

●	A copy of each proxy statement received regarding a Fund’s portfolio securities. Such proxy statements the issuers send are available either in the SEC’s EDGAR database or upon request from the Proxy Advisory Firm;

●	A record of each vote cast on behalf of a Fund;

●	A copy of any Adviser-created document that was material to making a proxy vote decision or that memorializes the basis for that decision;

●	A copy of written requests for Fund proxy voting information and any written response thereto or to any oral request for information on how the Adviser voted proxies on behalf of a Fund;

●	A record of all recommendations from Investment Professionals to vote contrary to these Guidelines;

●	All proxy questions/recommendations that have been referred to the Compliance Committee; and
●	All applicable recommendations, analyses, research, Conflict Reports, and vote determinations.

All proxy voting materials and supporting documentation shall be retained for a minimum of six years.

Records Maintained by the Proxy Advisory Firm

The Proxy Advisory Firm shall retain a record of all proxy votes handled by the Proxy Advisory Firm. Such record must reflect all the information required to be disclosed in a Fund’s Form N-PX pursuant to Rule 30b1-4 under the Investment Company Act of 1940. Additionally, the Proxy Advisory Firm shall be responsible for maintaining copies of all proxy statements received by issuers and to promptly provide such materials to the Adviser upon request.

PROXY VOTING GUIDELINES

Introduction

Proxies shall be voted in the Funds’ best interests. These Guidelines summarize the Funds’ positions regarding certain matters of importance to shareholders and provide an indication as to how the Funds’ ballots shall be voted for certain types of proposals. These Guidelines are not exhaustive and do not provide guidance on all potential voting matters. Proposals may be addressed on a CASE-BY-CASE basis rather than according to these Guidelines when assessing the merits of available rationale and disclosure.

These Guidelines apply to securities of publicly traded issuers and to those of privately held issuers if publicly available disclosure permits such application. All matters for which such disclosure is not available shall be considered on a CASE-BY-CASE basis.

Investment Professionals are encouraged to submit recommendations to the AO Team regarding proxy voting matters relating to the portfolio securities over which they have daily portfolio management responsibility. Investment Professionals may submit recommendations in connection with any proposal and they are likely to receive requests for recommendations relating to proxies for private equity or fixed income securities and/or proposals relating to merger transactions/corporate restructurings, proxy contests, or unusual or controversial issues.

Interpretation and application of these Guidelines is not intended to supersede any law, regulation, binding agreement, or other legal requirement to which an issuer may be or become subject. No proposal shall be supported where implementation would contravene such requirements.

General Policies

The Funds generally support the recommendation of an issuer’s management when the Proxy Advisory Firm’s recommendation also aligns with such recommendation and to vote in accordance with the Proxy Advisory Firm’s recommendation when management has made no recommendation. However, this policy shall not apply to CASE-BY-CASE proposals for which a contrary recommendation from the relevant Investment Professional(s) is utilized.

The rationale and vote recommendation from Investment Professionals shall receive primary consideration with respect to CASE-BY-CASE proposals considered on the relevant Fund’s behalf.

The Fund’s policy is to not support proposals that would negatively impact the existing rights of the Funds’ beneficial owners. Shareholder proposals shall not be supported if they impose excessive costs and/or are overly restrictive or prescriptive. Depending on the relevant market, appropriate opposition may be expressed as an ABSTAIN, AGAINST, or WITHHOLD vote.

In the event competing shareholder and board proposals appear on the same agenda at uncontested proxies, the shareholder proposal shall not be supported and the management proposal shall be supported when the management proposal meets the factors for support under the relevant topic/policy (e.g., Allocation of Income and Dividends); the competing proposals shall otherwise be considered on a CASE-BY-CASE basis.

International Policies

Companies incorporated outside the U.S. are subject to the following U.S. policies if they are listed on a U.S. exchange and treated as a U.S. domestic issuer by the SEC. Where applicable, certain U.S. policies may also be applied to issuers incorporated outside the U.S. (e.g., issuers with a significant base of U.S. operations and employees).

However, given the differing regulatory and legal requirements, market practices, and political and economic systems existing in various international markets, the Funds shall:

●	Vote AGAINST international proposals when the Proxy Advisory Firm recommends voting AGAINST such proposal due to inadequate relevant disclosure by the issuer or time provided for consideration of such disclosure;
●	Consider proposals that are associated with a firm AGAINST vote on a CASE-BY-CASE basis when the Proxy Advisory Firm recommends support when:

●

The issuer or market transitions to better practices (e.g., committing to new regulations or governance codes);

●

The market standard is stricter than the Fund’s Guidelines; and/or

●

It is the more favorable choice when shareholders must choose between alternate proposals.

Proposal Specific Policies

As mentioned above, these Guidelines may be overridden in any case as provided for in the Procedures. Similarly, the Procedures outline the proposals with Guidelines that prescribe a firm voting position that may instead be considered on a CASE-BY-CASE basis when unusual or controversial circumstances so dictate, in such circumstances the AO Team may deem it appropriate to seek input from the relevant Investment Professional(s).

Proxy Contests:

Votes in contested elections on shall be considered on a CASE-BY-CASE basis with primary consideration given to input from the relevant Investment Professional(s).

Uncontested Proxies:

1-	The Board of Directors

Overview

The Funds may indicate disagreement with an issuer’s policies or practices by withholding support from the relevant proposal rather than from the director nominee(s) to which the Proxy Advisory Firm assigns fault or assigns an association.

The Funds shall withhold support from director(s) deemed responsible in cases in which the Funds’ disagreement is assigned to the board of directors. Responsibility may be attributed to the entire board, a committee, or an individual, and the Funds shall apply a vote accountability guideline (“Vote Accountability Guideline”) specific to the concerns under review. For example:

●	Relevant committee chair;
●	Relevant committee member(s); and/or
●	Board chair.

If any director to whom responsibility has been attributed is not standing for election (e.g., the board is classified) support shall typically not be withheld from other directors in their stead. Additionally, the Funds shall typically vote FOR a director in connection with issues the Proxy Advisory Firm raises if the director did not serve on the board or relevant committee during the majority of the time period relevant to the concerns the Proxy Advisory Firm cited.

The Funds shall vote with the Proxy Advisory Firm’s recommendation when more candidates are presented than available seats and no other provisions under these Guidelines apply.

Vote with the Proxy Advisory Firm’s recommendation to withhold support from the legal entity and vote on the individual when a director holds one seat as an individual plus an additional seat as a representative of a legal entity.

Bundled Director Slates

The Funds shall WITHHOLD support from directors or slates of directors when they are presented in a manner not aligned with market best practice and/or regulation, irrespective of complying with independence requirements, such as:

●	Bundled slates of directors (e.g., Canada, France, Hong Kong, or Spain);

●	In markets with term lengths capped by regulation or market practice, directors whose terms exceed the caps or are not disclosed; or

●	Directors whose names are not disclosed in advance of the meeting or far enough in advance relative to voting deadlines to make an informed voting decision.

For issuers with multiple slates in Italy, the Funds shall follow the Proxy Advisory Firm’s standards for assessing which slate is best suited to represent shareholder interests.

Independence

Director and Board/Committee Independence

The Funds expect boards and key committees to have an appropriate level of independence and shall accordingly consider the Proxy Advisory Firm’s standards to determine that adequate level of independence. A director would be deemed non-independent if the individual had/has a relationship with the issuer that could potentially influence the individual’s objectivity causing the inability to satisfy fiduciary standards on behalf of shareholders. Audit, compensation/remuneration, and nominating and/or governance committees are considered key committees and should be 100% independent. The Funds shall consider the Proxy Advisory Firm’s standards and generally accepted best practice (collectively “Independence Expectations”) with respect to determining director independence and Board/Committee independence levels. Note: Non-voting directors (e.g., director emeritus or advisory director) shall be excluded from calculations relating to board independence.

The Funds shall consider non-independent directors standing for election on a Case-by-Case basis when the full board or committee does not meet Independence Expectations. Additionally, the Funds shall:

●

WITHHOLD support from the non-independent nominating committee chair or non-independent board chair, and if necessary, fewest non-independent directors, including the Founder, Chair, or Chief Executive Officer (“CEO”) if their removal would achieve the independence requirements across the remaining board or key committee, except that support may be withheld from additional directors whose relative level of independence cannot be differentiated, or the number required to achieve the independence requirements is equal to or greater than the number of non-independent directors standing for election;

●	WITHHOLD support from the nominating committee chair or board chair if the board chair is non-independent and the board does not have a lead independent director;

●	WITHHOLD support from slates of directors if the board’s independence cannot be ascertained due to inadequate disclosure or when the board’s independence does not meet Independence Expectations;

●	WITHHOLD support from key committee slates if they contain non-independent directors; and/or

●	WITHHOLD support from non-independent nominating committee chair, board chair, and/or directors if the full board serves or appears to serve as a key committee, the board has not established a key committee, or the board and/or a key committee(s) does not meet Independence Expectations.

Self-Nominated/Shareholder-Nominated Director Candidates

The Funds shall consider self-nominated or shareholder-nominated director candidates on a CASE-BY-CASE basis and shall WITHHOLD support from the candidate when:

●	Adequate disclosure has not been provided (e.g., rationale for candidacy and candidate’s qualifications relative to the issuer);

●	The candidate’s agenda is not in line with the long-term best interests of the issuer; or

●	Multiple self-nominated candidates are considered to constitute a proxy contest if similar issues are raised (e.g., potential change in control).

Management Proposals Seeking Non-Board Member Service on Key Committees

The Funds shall vote AGAINST proposals that permit non-board members to serve on the audit, remuneration (compensation), nominating, and/or governance committee, provided that bundled slates may be supported if no slate nominee serves on relevant committee(s) except in cases in which best market practice otherwise dictates.

The Funds shall consider other concerns regarding committee members on a CASE-BY-CASE basis.

Board Member Roles and Responsibilities

Attendance

The Funds shall WITHHOLD support from a director who, during both of the most recent two years, has served on the board during the two-year period but attended less than 75 percent of the board and committee meetings with no valid reason for the absences or if their two-year attendance record cannot be ascertained from available disclosure (e.g., the issuer did not disclose which director(s) attended less than 75 percent of the board and committee meetings during the director’s period of service without valid reasons for their absences).

The Funds shall WITHHOLD support from nominating committee members according to the Vote Accountability Guideline if a director has three or more years of poor attendance without a valid reason for their absences.

The Funds shall apply a two-year attendance policy relating to statutory auditors at Japanese issuer meetings.

Over-boarding

The Funds shall vote AGAINST directors who serve on:

●	More than two public issuer boards and are named executive officers at any public issuer, and shall WITHHOLD support only at their outside board(s);
●	Six or more public issuer boards; or
●	Four or more public issuer boards and is Board Chair at two or more public issuers and shall WITHHOLD support on boards for which such director does not serve as chair.

The Funds shall vote AGAINST shareholder proposals limiting the number of public issuer boards on which a director may serve.

Combined Chair / CEO Role

The Funds shall vote FOR directors without regard to recommendations that the position of chair should be separate from that of CEO or should otherwise require independence unless other concerns requiring Case-by-Case consideration arise (e.g., a former CEO proposed as board chair).

The Funds shall consider shareholder proposals that require that the positions of chair and CEO be held separately on a CASE-BY-CASE basis.

Cumulative/Net Voting Markets

When cumulative or net voting applies, the Funds shall follow the Proxy Advisory Firm’s recommendation to vote FOR nominees, such as when the issuer assesses that such nominees are independent, irrespective of key committee membership, even if independence disclosure or criteria fall short of the Proxy Advisory Firm’s standards.

Board Accountability

Board Diversity

United States:

The Funds shall vote AGAINST directors according to the Vote Accountability Guideline if no women are on the issuer’s board. The Funds shall consider directors on a CASE-BY-CASE basis if gender diversity existed prior to the most recent annual meeting.

The Funds shall vote AGAINST directors according to the Vote Accountability Guideline when the board has no apparent racially or ethnically diverse members. The Funds shall consider directors on a CASE-BY-CASE basis if racial and/or ethnic diversity existed prior to the most recent annual meeting.

Diversity (Shareholder Proposals):

The Funds shall generally vote FOR shareholder proposals that request the issuer to improve/promote gender and/or racial/ethnic diversity and/or gender and/or racial/ethnic diversity-related disclosure.

International:

The Funds shall vote AGAINST directors according to the Vote Accountability Guideline when no women are on the issuer’s board or if its board’s gender diversity level does not meet a higher standard established by the relevant country’s corporate governance code and generally accepted best practice.

The Funds shall vote AGAINST directors according to the Vote Accountability Guideline when the relevant country’s corporate governance code contains a minimally acceptable threshold for racial/ethnic diversity and the board does not appear to meet this expectation.

Return on Equity

The Funds shall vote FOR the most senior executive at an issuer in Japan if the only reason the Proxy Advisory Firm withholds its recommendation results from the issuer underperforming in terms of capital efficiency or issuer performance (e.g., net losses or low return on equity (ROE)).

Compensation Practices

The Funds may WITHHOLD support from compensation committee members whose actions or disclosure do not appear to support compensation practices aligned with the best interests of the issuer and its shareholders.

“Say on Pay” Responsiveness. The Funds shall consider compensation committee members on a CASE-BY-CASE basis for failure to sufficiently address compensation concerns prompting significant opposition to the most recent advisory vote on executive officers’ compensation, “Say on Pay”, or continuing to maintain problematic pay practices, considering such factors as the level of shareholder opposition, subsequent actions taken by the compensation committee, and level of responsiveness disclosure, among others.

“Say on Pay Frequency”. The Funds shall WITHHOLD support according to the Vote Accountability Guideline if the Proxy Advisory Firm opposes directors due to the issuer’s failure to include a “Say on Pay” proposal and/or a “Say on Pay Frequency” proposal when required pursuant to SEC or market regulatory provisions; or implemented a “Say on Pay Frequency” schedule that is less frequent than the frequency most recently preferred by not less than a plurality of shareholders; or is an externally-managed issuer (EMI) or externally-managed REIT (EMR) and has failed to include a “Say on Pay” proposal or adequate disclosure of the compensation structure.

Commitments. The Funds shall vote FOR compensation committee members receiving an adverse recommendation from the Proxy Advisory Firm due to problematic pay practices or thresholds (e.g., burn rate) if the issuer makes a public commitment (e.g., via a Form 8-K filing) to rectify the practice on a going-forward basis. However, the Funds shall consider such proposal on a CASE-BY-CASE basis if the issuer does not rectify the practice prior to the issuer’s next annual general meeting.

For markets in which the issuer has not followed market practice by submitting a resolution on executive remuneration/compensation, the Funds shall consider remuneration/compensation committee members on a CASE-BY-CASE basis.

Accounting Practices

The Funds shall consider audit committee members, the issuer’s CEO or Chief Financial Officer (“CFO”) when nominated as directors, or the board chair or lead director on a CASE-BY-CASE basis if poor accounting practice concerns are raised, considering, but not limited to, the following factors:

●	Audit committee failed to remediate known ongoing material weaknesses in the issuer’s internal controls for more than one year;

●	Issuer has not yet had a full year to remediate the concerns since the time such issues were identified; and/or

●	Issuer has taken adequate steps to remediate the concerns cited that would typically include removing or replacing the responsible executives and the concerning issues do not recur.

The Funds shall vote FOR audit committee members, or the issuer’s CEO or CFO when nominated as directors, who did not serve on the committee or did not have responsibility over the relevant financial function during the majority of the time period relevant to the concerns cited.

The Funds shall WITHHOLD support on audit committee members according to the Vote Accountability Guideline if the issuer has failed to disclose audit fees and has not provided an auditor ratification or remuneration proposal for shareholder vote.

Problematic Actions

The Funds shall consider directors on a CASE-BY-CASE basis when the Proxy Advisory Firm cites them for problematic actions including a lack of due diligence in relation to a major transaction (e.g., a merger or an acquisition), material failures, inadequate oversight, scandals, malfeasance, or negligent internal controls at the issuer or that of an affiliate, factoring in the merits of the director’s performance, rationale, and disclosure when:

●	Culpability can be attributed to the director (e.g., director manages or is responsible for the relevant function); or

●	The director has been directly implicated resulting in arrest, criminal charge, or regulatory sanction.

The Funds shall consider members of the nominating committee on a CASE-BY-CASE basis when an issuer nominates a director who is subject to any of the above concerns to serve on its board.

The Funds shall vote AGAINST applicable directors due to share pledging concerns factoring in the pledged amount, unwinding time, and any historical concerns raised. Responsibility shall be assigned to the pledgor, where the pledged amount and unwinding time are deemed significant and therefore an unnecessary risk to the issuer.

The Funds shall WITHHOLD support from (a) all members of the governance committee or nominating committee if a formal governance committee has not been established, and (b) directors holding shares with superior voting rights if the issuer is controlled by means of a dual class share with superior/exclusive voting rights and does not have a reasonable sunset provision (e.g., fewer than five (5) years).

The Funds shall WITHHOLD support from incumbent directors (tenure of more than one year) if (a) no governance or nominating committee directors are under consideration or the issuer does not have governance or nominating committees, and (b) no director holding the shares with superior voting rights is under consideration; otherwise, the Funds shall consider all directors on a CASE-BY-CASE basis. Investment Professionals who have daily portfolio management responsibility for such issuers may be required to submit a recommendation to the AO Team.

The Funds shall WITHHOLD support from directors according to the Vote Accountability Guideline when the Proxy Advisory Firm recommends withholding support due to the board (a) unilaterally adopting by-law amendments that have a negative impact on existing shareholder rights or function as a diminution of shareholder rights and which are not specifically addressed under these Guidelines, or (b) failing to remove or subject to a reasonable sunset provision in its by-laws.

Anti-Takeover Measures

The Funds shall WITHHOLD support from directors according to the Vote Accountability Guideline if the issuer implements excessive anti-takeover measures.

The Funds shall WITHHOLD support from directors according to the Vote Accountability Guideline if the issuer fails to remove restrictive “poison pill” features, ensure a “poison pill” expiration, or submits the “poison pill” in a timely manner to shareholders for vote unless an issuer has implemented a policy that should reasonably prevent abusive use of its “poison pill”.

Board Responsiveness

The Funds shall vote FOR directors if the majority-supported shareholder proposal has been reasonably addressed.

○

Proposals seeking shareholder ratification of a “poison pill” provision may be deemed reasonably addressed if the issuer has implemented a policy that should reasonably prevent abusive use of the “poison pill”.

The Funds shall WITHHOLD support from directors according to the Vote Accountability Guideline if a shareholder proposal received majority support and the board has not disclosed a credible rationale for not implementing the proposal.

The Funds shall WITHHOLD support on a director if the board has not acted upon the director who did not receive shareholder support representing a majority of the votes cast at the previous annual meeting; and shall consider such directors on a CASE-BY-CASE basis if the issuer has a controlling shareholder(s).

The Funds shall vote FOR directors in cases in which an issue relevant to the majority negative vote has been adequately addressed or cured and which may include sufficient disclosure of the board’s rationale.

Board–Related Proposals

Classified/Declassified Board Structure

The Funds shall vote AGAINST proposals to classify the board unless the proposal represents an increased frequency of a director’s election in the staggered cycle (e.g., seeking to move from a three-year cycle to a two-year cycle).

The Funds shall vote FOR proposals to repeal classified boards and to elect all directors annually.

Board Structure

The Funds shall vote FOR management proposals to adopt or amend board structures unless the resulting change(s) would mean the board would not meet Independence Expectations.

For issuers in Japan, the Funds shall vote FOR proposals seeking a board structure that would provide greater independent oversight.

Board Size

The Funds shall vote FOR proposals seeking a board range if the range is reasonable in the context of market practice and anti-takeover considerations; however, the Funds shall vote AGAINST a proposal if the issuer seeks to remove shareholder approval rights or the board fails to meet market independence requirements.

Director and Officer Indemnification and Liability Protection

The Funds shall consider proposals on director and officer indemnification and liability protection on a CASE-BY-CASE basis using Delaware law as the standard.

The Funds shall vote against proposals to limit or eliminate entirely directors’ and officers’ liability in connection with monetary damages for violating their collective duty of care.

The Funds shall vote against indemnification proposals that would expand coverage beyond legal expenses to acts that are more serious violations of fiduciary obligation such as negligence.

Director and Officer Indemnification and Liability Protection

The Funds shall vote in accordance with the Proxy Advisory Firm’s standards (e.g., overly broad provisions).

Discharge of Management/Supervisory Board Members

The Funds shall vote FOR management proposals seeking the discharge of management and supervisory board members (including when the proposal is bundled) unless concerns surface relating to the past actions of the issuer’s auditors or directors, or legal or other shareholders take regulatory action against the board.

The Funds shall vote FOR such proposals in connection with remuneration practices otherwise supported under these Guidelines or as a means of expressing disapproval of the issuer’s or its board’s broader practices.

Establish Board Committee

The Funds shall vote FOR shareholder proposals that seek creation of a key board committee.

The Funds shall vote AGAINST shareholder proposals requesting creation of additional board committees or offices except as otherwise provided for herein.

Filling Board Vacancies / Removal of Directors

The Funds shall vote AGAINST proposals that allow removal of directors only for cause.

The Funds shall vote FOR proposals to restore shareholder ability to remove directors with or without cause.

The Funds shall vote AGAINST proposals that allow only continuing directors to elect replacement directors to fill board vacancies.

The Funds shall vote FOR proposals that permit shareholders to elect directors to fill board vacancies.

Stock Ownership Requirements

The Funds shall vote AGAINST such shareholder stock ownership requirement proposals.

Term Limits / Retirement Age

The Funds shall vote FOR management proposals and AGAINST shareholder proposals limiting the tenure of outside directors or imposing a mandatory retirement age for outside directors unless the proposal seeks to relax existing standards.

2-	Compensation

Frequency of Advisory Votes on Executive Compensation

The Funds shall vote FOR proposals seeking an annual “Say on Pay”, and AGAINST those seeking less frequent “Say on Pay”.

Proposals to Provide an Advisory Vote on Executive Compensation (Canada)

The Funds shall vote FOR if it is an ANNUAL vote unless the issuer already provides an annual shareholder vote.

Executive Pay Evaluation

Advisory Votes on Executive Compensation (Say on Pay) and Remuneration Reports or Committee Members in Absence of Such Proposals

The Funds shall vote FOR management proposals seeking ratification of the issuer’s executive compensation structure unless the program includes practices or features not supported under these Guidelines and the proposal receives a negative Proxy Advisory Firm recommendation.

Listed below are examples of compensation practices and provisions and respective consideration and treatment under these Guidelines that factor in whether the issuer has provided reasonable rationale/disclosure for such factors or the proposal in its entirety.

The Funds shall consider on a CASE-BY-CASE basis:

●	Short-Term Investment Plans for which the board has exercised discretion to exclude extraordinary items;

●	Retesting in connection with achievement of performance hurdles;

●	Long-Term Incentive Plans for which executives already hold significant equity positions;

●	Long-Term Incentive Plans for which the vesting or performance period is too short or stringency of performance criteria is called into question;

●	Pay Practices (or combination of practices) that appear to have created a misalignment between executive(s) compensation pay and performance regarding shareholder value;

●	Long-Term Incentive Plans that lack an appropriate equity component (e.g., “cash-based only”); and/or

●	Excessive levels of discretionary bonuses, recruitment awards, retention awards, non-compete payments, severance/termination payments, perquisites (unreasonable levels in context of total compensation or purpose of the incentive awards or payouts).

The Funds shall vote AGAINST:

●

Provisions that permit or give the Board sole discretion for repricing, replacement, buy back, exchange, or any other form of alternative options. (Note: cancellation of options would not be considered an exchange unless the cancelled options were re-granted or expressly returned to the plan reserve for reissuance.);

●	Single Trigger Severance provisions that do not require an actual change in control to be triggered;

●	Plans that allow named executive officers to have material input into setting their own compensation;

●	Short-Term Incentive Plans in which treatment of payout factors has been inconsistent (e.g., exclusion of losses but not gains);

●	Long-Term Incentive Plans in which performance measures hurdles/measures are set based on a backward-looking performance period;
●	Company plans in international markets that provide for contract or notice periods or severance/termination payments that exceed market practices (e.g., relative to multiple of annual compensation); and/or
●	Compensation structures at externally managed issuers (EMI) or externally managed REITs (EMR) that lack adequate disclosure based on the Proxy Advisory Firm’s assessment.

Golden Parachutes

The Funds shall vote to ABSTAIN regarding “golden parachutes” if it is determined that the Funds would not have an economic interest in such arrangements (e.g., in the case of an all-cash transaction, regardless of payout terms, amounts, thresholds, etc.).

However, if an economic interest exists, vote AGAINST proposals due to:

●	Single or modified-single trigger severance provisions;

●	Total Named Executive Officer (“NEO”) payout as a percentage of the total equity value;

●	Aggregate of all single-triggered components (cash and equity) as a percentage of the total NEO payout;

●	Excessive payout; and/or

●	Recent material amendments or new agreements that incorporate problematic features.

Equity-Based and Other Incentive Plans Including OBRA

Equity Compensation

The Funds shall consider compensation and employee benefit plans, including those in connection with OBRA³, or the issuance of shares in connection with such plans on a CASE-BY-CASE basis. The Funds shall vote the plan or issuance based on factors and related vote treatment under the Executive Pay Evaluation section above or based on circumstances specific to such equity plans as follows:

³ OBRA is an employee-funded defined contribution plan for certain employees of publicly held companies.

The Funds shall vote FOR a plan, if:

●	Board independence is the only concern;

●	Amendment places a cap on annual grants;

●	Amendment adopts or changes administrative features to comply with Section 162(m) of OBRA;

●	Amendment adds performance-based goals to comply with Section 162(m) of OBRA; and/or

●	Cash or cash-and-stock bonus components are approved for exemption from taxes under Section 162(m) of OBRA.

○

The Funds shall give primary consideration to management’s assessment that such plan meets the requirements for exemption of performance-based compensation.

The Funds shall vote AGAINST a plan if it:

●	Exceeds recommended costs (U.S. or Canada);

●	Incorporates share allocation disclosure methods that prevent a cost or dilution assessment;

●	Exceeds recommended burn rates and/or dilution limits, including cases in which dilution cannot be fully assessed (e.g., due to inadequate disclosure);

●	Permits deep or near-term discounts (or the equivalent, such as dividend equivalents on unexercised options) to executives or directors;

●	Provides for retirement benefits or equity incentive awards to outside directors if not in line with market practice;

●	Permits financial assistance to executives, directors, subsidiaries, affiliates, or related parties that is not in line with market practice;

●	Permits plan administrators to benefit from the plan as potential recipients;

●	Permits for an overly liberal change in control definition. (This refers to plans that would reward recipients even if the event does not result in an actual change in control or results in a change in control but does not terminate the employment relationship.);

●	Permits for post-employment vesting or exercise of options if deemed inappropriate;

●	Permits plan administrators to make material amendments without shareholder approval; and/or
●	Permits procedure amendments that do not preserve shareholder approval rights.

Amendment Procedures for Equity Compensation Plans and Employee Stock Purchase Plans (Toronto Stock Exchange Issuers)

The Funds shall vote AGAINST if the amendment procedures do not preserve shareholder approval rights.

Stock Option Plans for Independent Internal Statutory Auditors (Japan)

The Funds shall vote AGAINST such proposals.

Matching Share Plans

The Funds shall vote AGAINST such proposals if the matching share plan does not meet recommended standards considering holding period, discounts, dilution, participation, purchase price, or performance criteria.

Employee Stock Purchase Plans or Capital Issuance in Support Thereof

Voting decisions are generally based on the Proxy Advisory Firm’s approach to evaluating such proposals.

Director Compensation

Non-Executive Director Compensation

The Funds shall vote FOR cash-based proposals.

The Funds shall vote AGAINST performance-based equity-based proposals and patterns of excessive pay.

Bonus Payments (Japan)

The Funds shall vote FOR if all bonus payments are for directors or auditors who have served as executives of the issuer and AGAINST if any bonus payments are for outsiders.

Bonus Payments – Scandals

The Funds shall vote AGAINST bonus proposals for a retiring director or continuing director or auditor when culpability for any malfeasance may be attributable to the nominee.

The Funds shall consider on a CASE-BY-CASE basis bundled bonus proposals for retiring directors or continuing directors or auditors where culpability for malfeasance may not be attributable to all nominees.

Severance Agreements

Vesting of Equity Awards upon Change in Control

The Funds shall vote FOR management proposals seeking a specific treatment (e.g., double-trigger or pro-rata) of equity that vests upon change in control unless evidence exists of abuse in historical compensation practices.

The Funds shall vote AGAINST shareholder proposals regarding the treatment of equity if change(s) in control severance provisions are double-triggered. The funds shall vote FOR the proposal if such provisions are not double-triggered.

Executive Severance or Termination Arrangements, including those Related to Executive Recruitment or Retention

The Funds shall vote FOR such compensation arrangements if:

●	The primary concerns raised would not result in a negative vote under these Guidelines on a management “Say on Pay” proposal or the relevant board or committee member(s);

●	The issuer has provided adequate rationale and/or disclosure; or

●	Support is recommended as a condition to a major transaction such as a merger.

Treatment of Severance Provisions

The Funds shall vote AGAINST new or materially amended plans, contracts, or payments that include a single trigger change in control severance provisions or do not require an actual change in control in order to be triggered.

The Funds shall vote FOR shareholder proposals seeking double triggers on change in control severance provisions.

Compensation-Related Shareholder Proposals

Executive and Director Compensation

The Funds shall consider on a CASE-BY-CASE basis shareholder proposals that seek to impose new compensation structures or policies.

Holding Periods

The Funds shall vote AGAINST shareholder proposals requiring mandatory issuer stock holding periods for officers and directors.

Submit Severance and Termination Payments for Shareholder Ratification

The Funds shall vote FOR shareholder proposals to submit executive severance agreements for shareholder ratification if such proposals specify change in control events, supplemental executive retirement plans, or deferred executive compensation plans, or if the listing exchange requires ratification thereof.

3-	Audit-Related

Auditor Ratification and/or Remuneration

The Funds shall vote FOR management proposals except in such cases as indicated below.

The Funds shall consider auditor ratification and/or remuneration on a CASE-BY-CASE basis if:

●	The Proxy Advisory Firm raises questions of auditor independence or disclosure including the auditor selection process;

●	Total fees for non-audit services exceed 50 percent of aggregated auditor fees (including audit-related fees, and tax compliance and preparation fees as applicable); or

●	Evidence exists of excessive compensation relative to the size and nature of the issuer.

The Funds shall vote AGAINST an auditor ratification and/or remuneration proposal if the issuer has failed to disclose audit fees.

The Funds shall vote FOR shareholder proposals that ask the issuer to present its auditor for ratification annually.

Auditor Independence

The Funds shall consider shareholder proposals asking issuers to prohibit their auditors from engaging in non-audit services (or capping the level of non-audit services) on a CASE-BY-CASE basis.

Audit Firm Rotation

The Funds shall vote AGAINST shareholder proposals asking for mandatory audit firm rotation.

Indemnification of Auditors

The Funds shall vote AGAINST auditor indemnification proposals.

Independent Statutory Auditors (Japan)

The Funds shall vote AGAINST an independent statutory auditor proposal if the candidate is or was affiliated with the issuer, its primary bank(s), or one of its top shareholders.

The Funds shall vote AGAINST incumbent directors implicated in scandals, malfeasance, or at issuers exhibiting poor internal controls.

The Funds shall vote FOR remuneration so long as the amount is not excessive (e.g., significant increases should be supported by adequate rationale and disclosure), no evidence of abuse is evident, the recipient’s overall compensation appears reasonable, and the board and/or responsible committee meet exchange or market independence standards.

4-	Shareholder Rights and Defenses

Advance Notice for Shareholder Proposals

The Funds shall vote FOR management proposals relating to advance notice period requirements provided that the period requested is in accordance with applicable law and no material governance concerns have arisen regarding the issuer.

Corporate Documents / Article and Bylaw Amendments or Related Director Actions

The Funds shall vote FOR such proposal if the change or policy is editorial in nature or if shareholder rights are protected.

The Funds shall vote AGAINST such proposal if it seeks to impose a negative impact on shareholder rights or diminishes accountability to shareholders including cases in which the issuer failed to opt out of a law that affects shareholder rights (e.g., staggered board).

The Funds shall, with respect to article amendments for Japanese issuers:

●	Vote FOR management proposals to amend an issuer’s articles to expand its business lines in line with its current industry;

●	Vote FOR management proposals to amend an issuer’s articles to provide for an expansion or reduction in the size of the board unless the expansion/reduction is clearly disproportionate to the growth/decrease in the scale of the business or raises anti-takeover concerns;

●	If anti-takeover concerns exist, the Funds shall vote AGAINST management proposals including bundled proposals to amend an issuer’s articles to authorize the Board to vary the annual meeting record date or to otherwise align them with provisions of a takeover defense; and/or

●

Follow the Proxy Advisory Firm’s guidelines relating to management proposals regarding amendments to authorize share repurchases at the board’s discretion, and vote AGAINST proposals unless there is little to no likelihood of a creeping takeover or constraints on liquidity (free float of shares is low) and in cases in which the issuer trades at below book value or faces a real likelihood of substantial share sales, or in which this amendment is bundled with other amendments that are clearly in shareholders’ interest.

Majority Voting Standard

The Funds shall vote FOR proposals that seek director election via an affirmative majority vote in connection with a shareholder meeting provided such vote contains a plurality carve-out for contested elections and provided such standard does not conflict with applicable law in the issuer’s country of incorporation.

The Funds shall vote FOR amendments to corporate documents or other actions promoting a majority standard.

Cumulative Voting

The Funds shall vote FOR shareholder proposals to restore or permit cumulative voting.

The Funds shall vote AGAINST management proposals to eliminate cumulative voting if the issuer:

●	Is controlled;

●	Maintains a classified board of directors; or

●	Maintains a dual class voting structure.

Proposals may be supported irrespective of classified board status if an issuer plans to declassify its board or adopt a majority voting standard.

Confidential Voting

The Funds shall vote FOR management proposals to adopt confidential voting.

The Funds shall vote FOR shareholder proposals that request issuers to adopt confidential voting, use independent tabulators, and use independent election inspectors so long as the proposals include clauses for proxy contests as follows:

●	In the case of a contested election management should be permitted to request that the dissident group honors its confidential voting policy;

●	If the dissidents agree the policy shall remain in place; and

●	If the dissidents do not agree the confidential voting policy shall be waived.

Fair Price Provisions

The Funds shall consider proposals to adopt fair price provisions on a CASE-BY-CASE basis.

The Funds shall vote AGAINST fair price provisions containing shareholder vote requirements greater than a majority of disinterested shares.

Poison Pills

The Funds shall vote AGAINST management proposals in connection with poison pills or anti-takeover activities (e.g., disclosure requirements or issuances, transfers, or repurchases) that can be reasonably construed as an anti-takeover measure based on the Proxy Advisory Firm’s approach to evaluating such proposals.

The Funds shall vote FOR shareholder proposals that ask an issuer to submit its poison pill for shareholder ratification or to redeem that poison pill in lieu thereof, unless:

●	Shareholders have approved the plan’s adoption;

●	The issuer has already implemented a policy that should reasonably prevent abusive use of the poison pill; or

●	The board had determined that it was in the best interest of shareholders to adopt a poison pill without delay, provided that such plan shall be put to shareholder vote within twelve months of adoption or expire and would immediately terminate if not approved by a majority of the votes cast.

The Funds shall consider shareholder proposals to redeem an issuer’s poison pill on a CASE-BY-CASE basis.

Proxy Access

The Funds shall vote FOR proposals to allow shareholders to nominate directors and list those nominees in the issuer’s proxy statement and on its proxy card, provided that criteria meet the Funds’ internal thresholds and that such standard does not conflict with applicable law in the country in which the issuer is incorporated. The Funds shall consider shareholder and management proposals that appear on the same agenda on a CASE-BY-CASE basis.

The Funds shall vote FOR management proposals also supported by the Proxy Advisory Firm.

Quorum Requirements

The Funds shall consider on a CASE-BY-CASE basis proposals to lower quorum requirements for shareholder meetings below a majority of the shares outstanding.

Exclusive Forum

The Funds shall vote FOR management proposals to designate Delaware or New York as the exclusive forum for certain legal actions as defined by the issuer (“Exclusive Forum”) if the issuer’s state of incorporation is the same as its proposed Exclusive Forum, otherwise they shall consider such proposals on a CASE-BY-CASE basis.

Reincorporation Proposals

The Funds shall consider proposals to change an issuer’s state of incorporation on a CASE-BY-CASE basis.

The Funds shall vote FOR management proposals not assessed as:

●	A potential takeover defense; or

●	A significant reduction of minority shareholder rights that outweigh the aggregate positive impact, but if assessed as such the Funds shall consider management’s rationale for the change.

The Funds shall vote FOR management reincorporation proposals upon which another key proposal, such as a merger transaction, is contingent if the other key proposal is also supported.

The Funds shall vote AGAINST shareholder reincorporation proposals not supported by the issuer.

Shareholder Advisory Committees

The Funds shall consider proposals to establish a shareholder advisory committee on a CASE-BY-CASE basis.

Right to Call Special Meetings

The Funds shall vote FOR management proposals to permit shareholders to call special meetings.

The Funds shall consider management proposals to adjust the thresholds applicable to call a special meeting on a CASE-BY-CASE basis.

The Funds shall vote FOR shareholder proposals that provide shareholders with the ability to call special meetings when any of the following apply:

●	Company does not currently permit shareholders to do so;

●	Existing ownership threshold is greater than 25 percent; or

●	Sole concern relates to a net-long position requirement.

Written Consent

The Funds shall vote AGAINST shareholder proposals seeking the right to act via written consent if the issuer:

●	Permits shareholders to call special meetings;

●	Does not impose supermajority vote requirements on business combinations/actions (e.g., a merger or acquisition) and on bylaw or charter amendments; and

●	Has otherwise demonstrated its accountability to shareholders (e.g., the issuer has reasonably addressed majority-supported shareholder proposals).

The Funds shall vote FOR shareholder proposals seeking the right to act via written consent if the above conditions are not present.

The Funds shall vote AGAINST management proposals to eliminate the right to act via written consent.

State Takeover Statutes

The Funds shall consider proposals to opt-in or out of state takeover statutes (including control share acquisition statutes, control share cash-out statutes, freeze-out provisions, fair price provisions, stakeholder laws, poison pill endorsements, severance pay and labor contract provisions, anti-greenmail provisions, and disgorgement provisions) on a CASE-BY-CASE basis.

Supermajority Shareholder Vote Requirement

The Funds shall vote AGAINST proposals to require a supermajority shareholder vote and FOR proposals to lower supermajority shareholder vote requirements, except:

The Funds shall consider such proposals on a CASE-BY-CASE basis if the issuer has shareholder(s) holding significant ownership percentages and retaining existing supermajority requirements would protect minority shareholder interests.

Time-Phased Voting

The Funds shall vote AGAINST proposals to implement and FOR proposals to eliminate time-phased or other forms of voting that do not promote a “one share, one vote” standard.

5-	Capital and Restructuring

The Funds shall consider management proposals to make changes to the capital structure not otherwise addressed under these Guidelines, on a CASE-BY-CASE basis, voting with the Proxy Advisory Firm’s recommendation unless they utilize a contrary recommendation from the relevant Investment Professional(s).

The Funds shall vote AGAINST proposals authorizing excessive board discretion.

Capital

Common Stock Authorization

The Funds shall consider proposals to increase the number of shares of common stock authorized for issuance on a CASE-BY-CASE basis. The Proxy Advisory Firm’s proprietary approach of determining appropriate thresholds shall be utilized in evaluating such proposals. In cases in which such requests are above the allowable threshold the Funds shall utilize an issuer-specific qualitative review (e.g., considering rationale and prudent historical usage).

The Funds shall vote FOR proposals within the Proxy Advisory Firm’s permissible thresholds or those in excess of but meeting Proxy Advisory Firm’s qualitative standards, to authorize capital increases, unless the issuer states that the additionally issued stock may be used as a takeover defense.

The Funds shall vote FOR proposals to authorize capital increases exceeding the Proxy Advisory Firm’s thresholds when an issuer’s shares are at risk of delisting.

Notwithstanding the above, the Funds shall vote AGAINST:

●	Proposals to increase the number of authorized shares of a class of stock if these Guidelines do not support the issuance which the increase is intended to service (e.g., merger or acquisition proposals).

Dual Class Capital Structures

The Funds shall vote AGAINST:

●

Proposals to create or perpetuate dual class capital structures with unequal voting rights (e.g., exchange offers, conversions, and recapitalizations) unless supported by the Proxy Advisory Firm (e.g., utilize a “one share, one vote” standard, contain a sunset provision of five years or fewer to avert bankruptcy or generate non-dilutive financing, or are not designed to increase the voting power of an insider or significant shareholder).

●	Proposals to increase the number of authorized shares of the class of stock that has superior voting rights in issuers that have dual-class capital structures.

The Funds shall vote FOR proposals to eliminate dual-class capital structures.

General Share Issuances / Increases in Authorized Capital

The Funds shall consider specific issuance requests on a Case-by-Case basis based on the proposed use and the issuer’s rationale.

The Proxy Advisory Firm’s assessment shall govern Fund voting decisions to determine support for requests for general issuances (with or without preemptive rights), authorized capital increases, convertible bonds issuances, warrants issuances, or related requests to repurchase and reissue shares.

Preemptive Rights

The Funds shall consider shareholder proposals that seek preemptive rights or management proposals that seek to eliminate them on a CASE-BY-CASE basis. In evaluating proposals on preemptive rights, the Funds shall consider an issuer’s size and shareholder base characteristics.

Adjustments to Par Value of Common Stock

The Funds shall vote FOR management proposals to reduce the par value of common stock unless doing so raises other concerns not otherwise supported under these Guidelines.

Preferred Stock

Utilize the Proxy Advisory Firm's approach for evaluating issuances or authorizations of preferred stock considering the Proxy Advisory Firm's support of special circumstances such as mergers or acquisitions in addition to the following criteria:

The Funds shall consider on a CASE-BY-CASE basis proposals to increase the number of shares of “blank check” preferred shares or preferred stock authorized for issuance. This approach incorporates both qualitative and quantitative measures including a review of:

●	Past performance (e.g., board governance, shareholder returns, and historical share usage); and

●	The current request (e.g., rationale, whether shares are “blank check” and “declawed”, and dilutive impact as determined through the Proxy Advisory Firm’s model for assessing appropriate thresholds).

The Funds shall vote AGAINST proposals authorizing issuance of preferred stock or creation of new classes of preferred stock having unspecified voting, conversion, dividend distribution, and other rights (“blank check” preferred stock).

The Funds shall vote FOR proposals to issue or create “blank check” preferred stock in cases in which the issuer expressly states that the stock shall not be used as a takeover defense or not utilize a disparate voting rights structure.

The Funds shall vote AGAINST in cases in which the issuer expressly states that, or fails to disclose whether, the stock may be used as a takeover defense.

The Funds shall vote FOR proposals to authorize or issue preferred stock in cases in which the issuer specifies the voting, dividend, conversion, and other rights of such stock and the terms of the preferred stock appear reasonable.

Preferred Stock (International)

Fund voting decisions should generally be based on the Proxy Advisory Firm’s approach, and the Funds shall:

●	Vote FOR the creation of a new class of preferred stock or issuances of preferred stock up to 50 percent of issued capital unless the terms of the preferred stock would adversely affect the rights of existing shareholders;

●	Vote FOR the creation/issuance of convertible preferred stock so long as the maximum number of common shares that could be issued upon conversion meets the Proxy Advisory Firm’s guidelines on equity issuance requests; and

●	Vote AGAINST the creation of:

(1) A new class of preference shares that would carry superior voting rights to common shares; or

(2) “Blank check” preferred stock unless the board states that the authorization shall not be used to thwart a takeover bid.

Shareholder Proposals Regarding Blank Check Preferred Stock

The Funds shall vote FOR shareholder proposals requesting shareholder ratification of “blank check” preferred stock placements other than those shares issued for the purpose of raising capital or making acquisitions in the normal course of business.

Share Repurchase Programs

The Funds shall vote FOR management proposals to institute open-market share repurchase plans in which all shareholders may participate on equal terms but vote AGAINST plans containing terms favoring selected parties.

The Funds shall vote FOR management proposals to cancel repurchased shares.

The Funds shall vote AGAINST proposals for share repurchase methods lacking adequate risk mitigation or exceeding appropriate market volume or duration parameters.

The Funds shall consider shareholder proposals seeking share repurchase programs on a CASE-BY-CASE basis giving primary consideration to input from the relevant Investment Professional(s).

Stock Distributions: Splits and Dividends

The Funds shall vote FOR management proposals to increase common share authorization for a stock split provided that the increase in authorized shares falls within the Proxy Advisory Firm’s allowable thresholds.

Reverse Stock Splits

The Funds shall consider management proposals to implement a reverse stock split on a CASE-BY-CASE considering management’s rationale and/or disclosure if the split constitutes a capital increase that effectively exceeds the Proxy Advisory Firm’s permissible threshold due to the lack of a proportionate reduction in the number of shares authorized.

Allocation of Income and Dividends

With respect to Japanese and South Korean issuers, the Funds shall consider management proposals concerning income allocation and the dividend distribution, including adjustments to reserves to make capital available for such purposes, on a CASE-BY-CASE basis voting with the Proxy Advisory Firm’s recommendations to oppose such proposals for cases in which:

●	The dividend payout ratio has been consistently below 30 percent without adequate explanation; or

●	The payout is excessive given the issuer’s financial position.

The Funds shall vote FOR such issuer management proposals in other markets.

The Funds shall vote AGAINST proposals in which issuers seek to establish or maintain disparate dividend distributions between stockholders of the same share class (e.g., long-term stockholders receiving a higher dividend ratio (“Loyalty Dividends”)).

In any market, in the event multiple proposals regarding dividends are on the same agenda the Funds shall vote FOR the management proposal if the proposal meets the support conditions described above and shall vote AGAINST the shareholder proposal; otherwise, the Funds shall consider such proposals on a CASE-BY-CASE basis.

Stock (Scrip) Dividend Alternatives

The Funds shall vote FOR most stock (scrip) dividend proposals but vote AGAINST proposals that do not allow for a cash option unless management demonstrates that the cash option is harmful to shareholder value.

Tracking Stock

The Funds shall consider the creation of tracking stock on a CASE-BY-CASE basis giving primary consideration to the input from relevant Investment Professional(s).

Capitalization of Reserves

The Funds shall vote FOR proposals to capitalize the issuer’s reserves for bonus issues of shares or to increase the par value of shares unless the Proxy Advisory Firm raises concerns not otherwise supported under these Guidelines.

Debt Instruments and Issuance Requests (International)

The Funds shall vote AGAINST proposals authorizing excessive board discretion to issue or set terms for debt instruments (e.g., commercial paper).

The Funds shall vote FOR debt issuances for issuers when the gearing level (current debt-to-equity ratio) does not exceed the Proxy Advisory Firm’s defined thresholds.

The Funds shall vote AGAINST proposals in which the debt issuance will result in an excessive gearing level as set forth in the Proxy Advisory Firm’s defined thresholds, or for which inadequate disclosure precludes calculation of the gearing level, unless the Proxy Advisory Firm’s approach to evaluating such requests results in support of the proposal.

Acceptance of Deposits (India)

Fund voting decisions are based on the Proxy Advisory Firm’s approach to evaluating such proposals.

Debt Restructurings

The Funds shall consider proposals to increase common and/or preferred shares and to issue shares as part of a debt restructuring plan on a CASE-BY-CASE basis.

Financing Plans

The Funds shall vote FOR the adoption of financing plans if they are in shareholders’ best economic interests.

Investment of Company Reserves (International)

The Funds shall consider such proposals on a case-by-case basis.

Restructuring

Mergers and Acquisitions, Special Purpose Acquisition Corporations (SPACs) and Corporate Restructurings

The Funds shall vote FOR a proposal not typically supported under these Guidelines if a key proposal such as a merger transaction is contingent upon its support and a vote FOR is recommended by the Proxy Advisory Firm or relevant Investment Professional(s).

The Funds shall consider such proposals on a case-by-case basis based on the Proxy Advisory Firm’s evaluation approach if the relevant Investment Professional(s) do not provide input with regard thereto.

Waiver on Tender-Bid Requirement

The Funds shall consider proposals on a CASE-BY-CASE basis if seeking a waiver for a major shareholder or concert party from the requirement to make a buyout offer to minority shareholders, voting FOR when little concern of a creeping takeover exists and the issuer has provided a reasonable rationale for the request.

Related Party Transactions

The Funds shall vote FOR approval of such transactions, unless the agreement requests a strategic move outside the issuer’s charter, contains unfavorable or high-risk terms (e.g., deposits without security interest or guaranty), or is deemed likely to have a negative impact on director or related party independence.

6-	Environmental and Social Issues

Environmental and Social Proposals

Institutional shareholders now routinely scrutinize shareholder proposals regarding environmental and social matters. Accordingly, in addition to governance risks and opportunities, issuers should also assess their environmental and social risks and opportunities as they pertain to stakeholders including their employees, shareholders, communities, suppliers, and customers.

Issuers should adequately disclose how they evaluate and mitigate such material risks in order to allow shareholders to assess how well the issuers mitigate and leverage their social and environmental risks and opportunities. Issuers should adopt disclosure methodologies considering recommendations from the Sustainability Accounting Standards Board (SASB), Task Force on Climate-related Financial Disclosures (TCFD), or Global Reporting Initiative (GRI) to foster uniform disclosure and to allow shareholders to assess risks across issuers.

Accordingly, the Funds shall vote FOR proposals related to environmental, sustainability and corporate social responsibility if the issuer’s disclosure and/or its management of the issue(s) appears inadequate relative to its peers and if the proposal:

●	applies to the issuer’s business,

●	enhances long-term shareholder value,

●	requests more transparency and commitment to improve the issuer’s environmental and/or social risks,

●	aims to benefit the issuer’s stakeholders,

●	is reasonable and not unduly onerous or costly, or

●	is not requesting data that is primarily duplicative to data the issuer already publicly provides.

Environmental

The Funds shall vote FOR proposals relating to environmental impact that reasonably:

●	aim to reduce negative environmental impact, including the reduction of greenhouse gas emissions and other contributing factors to global climate change; and/or

●	request disclosure relating to how the issuer addresses its climate impact.

Social

The Funds shall vote FOR proposals relating to corporate social responsibility that request disclosure of how the issuer manages its:

●	employee and board diversity; and/or

●	human capital management, human rights, and supply chain risks.

Approval of Donations

The Funds shall vote FOR proposals if they are for single- or multi-year authorities and prior disclosure of amounts is provided. The Funds shall otherwise vote AGAINST such proposals.

7-	Routine/Miscellaneous

Routine Management Proposals

The Funds shall consider proposals for which the Proxy Advisory Firm recommends voting AGAINST on a CASE-BY-CASE basis.

Authority to Call Shareholder Meetings on Less than 21 Days’ Notice

For issuers in the United Kingdom, the Funds shall consider such proposals on a CASE-BY-CASE basis assessing whether the issuer has provided clear disclosure of its compliance with any hurdle conditions for authority imposed by applicable law and has historically limited its use of such authority to time-sensitive matters.

Approval of Financial Statements and Director and Auditor Reports

The Funds shall vote AGAINST such proposals if concerns exist regarding inadequate disclosure, remuneration arrangements (including severance/termination payments exceeding local standards for multiples of annual compensation), or consulting agreements with non-executive directors.

The Funds shall consider such proposals on a CASE-BY-CASE basis if other concerns exist regarding severance/termination payments.

The Funds shall vote AGAINST such proposals if concerns exist regarding the issuer’s financial accounts and reporting, including related party transactions.

The Funds shall vote AGAINST board-issued reports receiving a negative recommendation from the Proxy Advisory Firm resulting from concerns regarding board independence or inclusion of non-independent directors on the audit committee.

The Funds shall vote FOR such proposals if the only reason for a negative Proxy Advisory Firm recommendation is to express disapproval of broader issuer or board practices.

Other Business

The Funds shall vote AGAINST proposals for Other Business.

Adjournment

The Funds shall vote FOR when presented with a primary proposal such as a merger or corporate restructuring that is also supported.

The Funds shall vote AGAINST when not presented with a primary proposal, such as a merger, and a proposal on the ballot is opposed.

The Funds shall consider other circumstances on a CASE-BY-CASE basis.

Changing Corporate Name

The Funds shall vote FOR management proposals requesting a corporate name change.

Multiple Proposals

The Funds may vote FOR multiple proposals of a similar nature presented as options to the issuer management’s favored course of action, provided that:

●	Support for a single proposal is not operationally required;

●	No single proposal is deemed superior in the interest of the Fund(s); and

●	Each proposal would otherwise be supported under these Guidelines.

The Funds shall vote AGAINST any proposals that would otherwise be opposed under these Guidelines.

Bundled Proposals

The Funds shall vote FOR such proposals if all of the bundled items are supported under these Guidelines.

The Funds shall consider such proposals on a CASE-BY-CASE basis if one or more items are not supported under these Guidelines and/or the Proxy Advisory Firm deems the negative impact, on balance, to outweigh any positive impact.

Moot Proposals

This instruction pertains to items for which support has become moot (e.g., a director for whom support has become moot since the time the individual was nominated (e.g., due to death, disqualification, or determination not to accept appointment)); the Funds shall WITHHOLD support if the Proxy Advisory Firm recommends that course of action.

8-	Mutual Fund Proxies

Approving New Classes or Series of Shares

The Funds shall vote FOR the establishment of new classes or series of shares.

Hiring and Terminating Sub-advisers

The Funds shall vote FOR management proposals that authorize the board to hire and terminate sub-advisers.

Master-Feeder Structure

The Funds shall vote FOR the establishment of a master-feeder structure.

Establishing Director Ownership Requirement

The Funds shall vote AGAINST shareholder proposals for the establishment of a director ownership requirement. All other matters should be examined on a CASE-BY-CASE basis.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

(a)(1) Portfolio Management. The following individuals share responsibility for the day-to-day management of the Fund’s portfolio:

Mohamed Basma, is a managing director, head of leveraged credit at Voya Investment Management. Mohamed also chairs the leveraged credit investment committee. Prior at Voya, Mohamed was managing director, head of senior loans and global CLOs for leveraged credit, responsible for all aspects of the team’s senior loan and global CLO business and the team’s CLO investing strategies. Prior to joining Voya, Mohamed was a senior auditor and consultant in the audit and business advisory group with Arthur Andersen, LLP, responsible for executing corporate audits and financial consulting engagements. Mohamed earned a BBA from American University of Beirut, Lebanon and an MBA from Arizona State University. He is a CFA^® Charterholder.

Randy Parrish, is a managing director and head of public credit at Voya Investment Management, overseeing the investment grade, emerging market and leveraged credit teams. Previously at Voya, Randy was head of high yield and served as a portfolio manager and analyst on the high yield team. Prior to joining Voya, he was a corporate banker in leveraged finance with SunTrust Bank and predecessors to Bank of America. Randy earned a BBA in business administration from the University of Georgia and is a CFA^® Charterholder.

(a)(2V-iii) Other Accounts Managed

The following table show the number of accounts and total assets in the accounts managed by the portfolio managers of the Sub-Adviser as of February 29, 2024, unless otherwise indicated.

Voya Credit Income Fund (CIF)

	Mutual Funds Registered Investment Companies				Other Pool Investment Vehicles				Other Accounts
Portfolio Managers	Number of Accounts		Total Assets		Number of Accounts		Total Assets		Number of Accounts		Total Assets
Jeff Bakalar		0	$	0		64	$	1,815,761,510		17	$	1,109,791,076
Mohamed Basma		4	$	1,219,618,153		0	$	0		0	$	0

(a)(2)(iv) Conflicts of Interest

A portfolio manager may be subject to potential conflicts of interest because the portfolio manager is responsible for other accounts in addition to the Portfolio. These other accounts may include, among others, other mutual funds, separately managed advisory accounts, commingled trust accounts, insurance, wrap fee programs and hedge funds. Potential conflicts may arise out of the implementation of differing investment strategies for the portfolio manager’s various accounts, the allocation of investment opportunities among those accounts or differences in the advisory fees paid by the portfolio manager’s accounts.

A potential conflict of interest may arise as a result of the portfolio manager’s responsibility for multiple accounts with similar investment guidelines. Under these circumstances, a potential investment may be suitable for more than one of the portfolio manager’s accounts, but the quantity of the investment available for purchase is less than the aggregate amount the accounts would ideally devote to the opportunity. Similar conflicts may arise when multiple accounts seek to dispose of the same investment.

A portfolio manager may also manage accounts whose objectives and policies differ from those of the Portfolio. These differences may be such that under certain circumstances, trading activity appropriate for one account managed by the portfolio manager may have adverse consequences for another account managed by the portfolio manager. For example, if an account were to sell a significant position in a security, which could cause the market price of that security to decrease, while the Fund maintained its position in that security.

A potential conflict may arise when a portfolio manager is responsible for accounts that have different advisory fees — the difference in the fees may create an incentive for the portfolio manager to favor one account over another, for example, in terms of access to particularly appealing investment opportunities. This conflict may be heightened where an account is subject to a performance-based fee.

As part of its compliance program, VIM has adopted policies and procedures reasonably designed to address the potential conflicts of interest described above.

Finally, a potential conflict of interest may arise because the investment mandates for certain other accounts, such as hedge funds, may allow extensive use of short sales which, in theory, could allow them to enter into short positions in securities where other accounts hold long positions. Voya IM has policies and procedures reasonably designed to limit and monitor short sales by the other accounts to avoid harm to the Portfolios.

(a)(3) Compensation

Compensation consists of: (i) a fixed base salary; (ii) a bonus, which is based on Voya IM performance, one-, three-, and five-year pre-tax performance of the accounts the portfolio managers are primarily and jointly responsible for relative to account benchmarks, peer universe performance, and revenue growth and net cash flow growth (changes in the accounts’ net assets not attributable to changes in the value of the accounts’ investments) of the accounts they are responsible for; and (iii) long-term equity awards tied to the performance of our parent company, Voya Financial, Inc. and/or a notional investment in a predefined set of Voya IM sub-advised funds.

Portfolio managers are also eligible to receive an annual cash incentive award delivered in some combination of cash and a deferred award in the form of Voya stock. The overall design of the annual incentive plan was developed to tie pay to both performance and cash flows, structured in such a way as to drive performance and promote retention of top talent. As with base salary compensation, individual target awards are determined and set based on external market data and internal comparators. Investment performance is measured on both relative and absolute performance in all areas.

Voya IM has a defined index (50% Bloomberg High Yield Bond – 2% issuer Constrained Composite Index/50% Moring LSTA US Leverage Loan Index ) set performance goals to appropriately reflect requirements for the investment team. The measures for each team re outlined on a "scorecard" that is reviewed on an annual basis. These scorecards measure investment performance versus benchmark and peer groups over one-, three- and five-year periods; year -to-date net cash flow (changes in the accounts' net assets not attributable to changes in the value of the accounts' investments) and revenue growth for all accounts managed by the team. The results for overall Voya IM scorecards are typically calculated on an asset weighted performance basis of the individual team scorecards. Investment professionals' performance measures for bonus determinations are weighted by 25% being attributable to the overall Voya IM performance and 75% attributable to their specific team results (65% investment performance, 5% net cash flow and 5% revenue growth).

Voya IM’s long-term incentive plan is designed to provide ownership-like incentives to reward continued employment and to link long-term compensation to the financial performance of the business. Based on job function, internal comparators and external market data, employees may be granted long-term awards. All senior investment professionals participate in the long-term compensation plan. Participants receive annual awards determined by the management committee based largely on investment performance and contribution to firm performance. Plan awards are based on the current year’s performance as defined by the Voya IM component of the annual incentive plan. Awards typically include a combination of performance shares, which vest ratably over a three-year period, and Voya restricted stock and/or a notional investment in a predefined set of Voya IM sub-advised funds, each subject to a three-year cliff-vesting schedule.

If a portfolio manager’s base salary compensation exceeds a particular threshold, he or she may participate in Voya’s deferred compensation plan. The plan provides an opportunity to invest deferred amounts of compensation in mutual funds, Voya stock or at an annual fixed interest rate. Deferral elections are done on an annual basis and the amount of compensation deferred is irrevocable.

(a)(4) Ownership of Securities

The following table shows the dollar range of shares of the Trust owned by each team member as of February 29, 2024, including investments by their immediate family members and amounts invested through retirement and deferred compensation plans.

Ownership:

Portfolio Manager		Dollar Range of Trust Shares Owned
Mohamed Basma		None
Randy Parrish		None

(b) None.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. Controls and Procedures.

(a)

Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.

(b)

There were no significant changes in the registrant’s internal controls that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

The Bank of New York Mellon serves as the securities lending agent. As the securities lending agent, The Bank of New York Mellon administers the securities lending program.

The following table provides the dollar amounts of income and fees/compensation related to the securities lending activities of the Fund for its most recent fiscal year. There are no fees paid to the securities lending agent for cash collateral management services, administrative fees, indemnification fees, or other fees.

Fund

Gross
securities
lending
income

Fees paid to
securities lending
agent from revenue
split

Positive
Rebate

Negative
Rebate

Net
Rebate

Total Aggregate
fees/compensation
paid to securities
lending agent or
broker

Net
Securities
Income

Voya Credit Income Fund

None

Item 13. Exhibits.

(a)(1)

The Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)(2)

A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)) is attached hereto as EX-99.CERT.

(a)(2)(1)

Not applicable.

(a)(2)(2)

Not applicable.

(b)

The officer certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT.

7337 East Doubletree Ranch Road, Suite 100, Scottsdale, AZ	85258
(Address of principal executive offices)	(Zip code)

By	/s/ Andy Simonoff
	Andy Simonoff
	Chief Executive Officer

Date: May 9, 2024

By	/s/ Todd Modic
	Todd Modic
	Senior Vice President and Chief Financial Officer

Date: May 9, 2024