v3.25.2
NET ASSETS
 6 Months Ended
Jun. 30, 2025
Investment Company [Abstract]  
NET ASSETS NET ASSETS
In connection with its formation, the Fund has the authority to issue an unlimited number of Common Shares for each class.
On March 30, 2022, an affiliate of the Adviser, TIAA, purchased 40 shares of the Fund’s Class I shares of beneficial interest at $25.00 per share, and on March 31, 2022, TIAA contributed certain portfolio investments to the Fund in exchange for 10,540,000 shares of the Fund’s Class I shares of beneficial interest at $25.00 per share. As of June 30, 2025, TIAA owned 4,035,125 shares of the Fund’s Class I shares of beneficial interest both directly and indirectly through private funds TIAA controls.
On the Escrow Break Date, the Fund had satisfied the minimum offering requirement, and the Board authorized the release of
proceeds from escrow.
The following table presents transactions in Common Shares during the three months ended June 30, 2025 (dollars in thousands except share amounts):
Three Months Ended June 30, 2025
SharesAmount
CLASS S
Subscriptions393,583 $9,662 
Share transfers between classes— — 
Distributions reinvested8,652 212 
Share repurchases, net of early repurchase deduction
(1,257)(31)
Net increase (decrease)400,978 $9,843 
CLASS D
Subscriptions124,957 $3,077 
Share transfers between classes(123)(3)
Distributions reinvested13,453 332 
Share repurchases, net of early repurchase deduction
(4,634)(113)
Net increase (decrease)133,653 $3,293 
CLASS I
Subscriptions6,603,294 $162,612 
Share transfers between classes122 3 
Distributions reinvested413,951 10,203 
Share repurchases, net of early repurchase deduction
(209,244)(5,131)
Net increase (decrease)6,808,123 $167,687 
The following table presents transactions in Common Shares during the six months ended June 30, 2025 (dollars in thousands except share amounts):
Six Months Ended June 30, 2025
SharesAmount
CLASS S
Subscriptions583,230 $14,347 
Share transfers between classes(4,050)(100)
Distributions reinvested14,191 349 
Share repurchases, net of early repurchase deduction
(1,257)(31)
Net increase (decrease)592,114 $14,565 
CLASS D
Subscriptions170,879 $4,214 
Share transfers between classes(5,807)(144)
Distributions reinvested26,027 643 
Share repurchases, net of early repurchase deduction
(10,101)(248)
Net increase (decrease)180,998 $4,465 
CLASS I
Subscriptions9,856,478 $243,224 
Share transfers between classes9,844 244 
Distributions reinvested777,333 19,203 
Share repurchases, net of early repurchase deduction
(451,368)(11,096)
Net increase (decrease)10,192,287 $251,575 
The following table presents transactions in Common Shares during the three months ended June 30, 2024 (dollars in thousands except share amounts):
Three Months Ended June 30, 2024
SharesAmount
CLASS S
Subscriptions155,947 $3,832 
Share transfers between classes— — 
Distributions reinvested3,804 94 
Share repurchases, net of early repurchase deduction— — 
Net increase (decrease)159,751 $3,926 
CLASS D
Subscriptions203,840 $5,019 
Share transfers between classes— — 
Distributions reinvested7,875 194 
Share repurchases, net of early repurchase deduction— — 
Net increase (decrease)211,715 $5,213 
CLASS I
Subscriptions9,612,049 $236,716 
Share transfers between classes— — 
Distributions reinvested176,547 4,350 
Share repurchases, net of early repurchase deduction(13,380)(324)
Net increase (decrease)9,775,216 $240,742 
The following table presents transactions in Common Shares during the six months ended June 30, 2024 (dollars in thousands except share amounts):
Six Months Ended June 30, 2024
SharesAmount
CLASS S
Subscriptions346,112 $8,530 
Share transfers between classes(4,107)(101)
Distributions reinvested5,762 142
Share repurchases, net of early repurchase deduction— — 
Net increase (decrease)347,767 $8,571 
CLASS D
Subscriptions455,109 $11,234 
Share transfers between classes— — 
Distributions reinvested10,980 271
Share repurchases, net of early repurchase deduction— — 
Net increase (decrease)466,089 $11,505 
CLASS I
Subscriptions14,111,476 $348,064 
Share transfers between classes4,104 101 
Distributions reinvested229,673 5,664 
Share repurchases, net of early repurchase deduction(24,707)(597)
Net increase (decrease)14,320,546 $353,232 
The Fund determines NAV for each class of Common Shares as of the last day of each calendar month. Share issuances related to monthly subscriptions are effective the first calendar day of each month. Shares are issued at an offering price equivalent to the most recent NAV per share available for each share class, which will be the prior calendar day NAV per share (i.e. the prior month-end NAV).
The following tables present each month-end net offering price for Class S, Class D, and Class I Common Shares, which approximately equals their respective NAV per share, for the six months ended June 30, 2025 and 2024:

Net Offering Price Per Share
For The Months Ended Class S Class D Class I
January 31, 2025$24.75$24.80$24.81
February 28, 2025$24.64$24.69$24.70
March 31, 2025$24.58$24.63$24.64
April 30, 2025$24.54$24.59$24.60
May 31, 2025$24.58$24.63$24.63
June 30, 2025$24.47$24.54$24.54
Net Offering Price Per Share
For the Months Ended
Class S
Class D
Class I
January 31, 2024$24.71$24.73$24.74
February 29, 2024$24.72$24.75$24.75
March 31, 2024$24.58$24.61$24.62
April 30, 2024$24.59$24.63$24.63
May 31, 2024$24.60$24.64$24.65
June 30, 2024$24.64$24.68$24.69
Distributions
The following tables summarize the Fund’s distributions recorded during the six months ended June 30, 2025 (dollars in thousands except per share amounts):
Class S
Declaration DateRecord DatePayment Date
Distribution per Share (1)
Distribution Amount
January 29, 2025January 31, 2025February 28, 2025$0.183$156
February 27, 2025February 28, 2025March 28, 2025$0.183$162
March 28, 2025March 31, 2025April 29, 2025$0.183$172
April 26, 2025April 30, 2025May 29, 2025$0.183$183
May 27, 2025May 31, 2025June 27, 2025$0.183$229
June 27, 2025June 30, 2025July 29, 2025$0.183$246
Total
$1.098$1,148
Class D
Declaration DateRecord DatePayment Date
Distribution per Share (1)
Distribution Amount
January 29, 2025January 31, 2025February 28, 2025$0.195$162
February 27, 2025February 28, 2025March 28, 2025$0.195$165
March 28, 2025March 31, 2025April 29, 2025$0.195$170
April 26, 2025April 30, 2025May 29, 2025$0.195$173
May 27, 2025May 31, 2025June 27, 2025$0.195$177
June 27, 2025June 30, 2025July 29, 2025$0.195$195
Total
$1.170$1,042
Class I
Declaration DateRecord DatePayment Date
Distribution per Share
Distribution Amount
January 29, 2025January 31, 2025February 28, 2025$0.200$6,741
February 27, 2025February 28, 2025March 28, 2025$0.200$6,901
March 28, 2025March 31, 2025April 29, 2025$0.200$7,076
April 26, 2025April 30, 2025May 29, 2025$0.200$7,622
May 27, 2025May 31, 2025June 27, 2025$0.200$8,019
June 27, 2025June 30, 2025July 29, 2025$0.200$8,430
Total
$1.200$44,789
_______________
(1)Distributions are net of distribution and servicing fees.

The following tables summarize the Fund’s distributions recorded during the six months ended June 30, 2024 (dollars in thousands except per share amounts):
Class S
Declaration DateRecord DatePayment Date
Distribution per Share (1)
Distribution Amount
January 26, 2024January 31, 2024February 28, 2024$0.233$51
February 28, 2024February 29, 2024March 28, 2024$0.233$60
March 28, 2024March 31, 2024April 29, 2024$0.233$79
April 26, 2024April 30, 2024May 28, 2024$0.183$70
May 29, 2024May 31, 2024June 28, 2024$0.183$87
June 28, 2024June 30, 2024July 29, 2024$0.183$91
Total
$1.248$438
Class D
Declaration DateRecord DatePayment Date
Distribution per Share (1)
Distribution Amount
January 26, 2024January 31, 2024February 28, 2024$0.245$39
February 28, 2024February 29, 2024March 28, 2024$0.245$59
March 28, 2024March 31, 2024April 29, 2024$0.245$89
April 26, 2024April 30, 2024May 28, 2024$0.195$90
May 29, 2024May 31, 2024June 28, 2024$0.195$105
June 28, 2024June 30, 2024July 29, 2024$0.195$112
Total
$1.320$494
Class I
Declaration DateRecord DatePayment DateDistribution per ShareDistribution Amount
January 26, 2024January 31, 2024February 28, 2024$0.250$3,626
February 28, 2024February 29, 2024March 29, 2024$0.250$3,735
March 28, 2024March 31, 2024April 29, 2024$0.250$4,661
April 26, 2024April 30, 2024May 28, 2024$0.200$4,382
May 29, 2024May 31, 2024June 28, 2024$0.200$5,577
June 28, 2024June 30, 2024July 29, 2024$0.200$5,685
Total$1.350$27,666
_______________
(1)Distributions are net of distribution and servicing fees.
Distribution Reinvestment Plan

The Fund has adopted a distribution reinvestment plan, pursuant to which it will reinvest all cash distributions declared by the Board on behalf of its shareholders who do not elect to receive their distributions in cash, except for shareholders in certain states. As a result, if the Board authorizes, and the Fund declares, a cash dividend or other distribution, then shareholders who have not opted out of the Fund’s distribution reinvestment plan will have their cash distributions automatically reinvested in additional Common Shares, rather than receiving the cash dividend or other distribution. Alabama, Arkansas, Idaho, Kansas, Kentucky, Maine, Maryland, Massachusetts, Nebraska, New Jersey, North Carolina, Ohio, Oregon, Tennessee, Vermont and Washington investors and clients of certain participating brokers that do not permit automatic enrollment in the distribution reinvestment plan will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional Common Shares. Distributions on fractional shares will be credited to each participating shareholder’s account to three decimal places.
Character of Distributions
The Fund may fund its cash distributions to shareholders from any source of funds available to the Fund, including, but not limited to, offering proceeds, net investment income from operations, capital gain proceeds from the sale of assets, borrowings, dividends or other distributions paid to it on account of preferred and common equity investments in portfolio companies, and expense support from an affiliate of the Adviser, which is subject to recoupment.
As of June 30, 2025, a portion of the Fund’s distributions resulted from expense support from an affiliate of the Adviser, and future distributions may result from expense support from an affiliate of the Adviser, each of which is subject to repayment by the Fund within three years from the date of payment. The purpose of this arrangement is to avoid distributions being characterized as a return of capital for U.S. federal income tax purposes. Shareholders should understand that any such distribution is not based solely on the Fund’s investment performance and can only be sustained if the Fund achieves positive investment performance in future periods and/or an affiliate of the Adviser continues to provide expense support. Shareholders should also understand that the Fund’s future repayments of expense support will reduce the distributions that they would otherwise receive. There can be no assurance that the Fund will achieve the performance necessary to sustain these distributions or be able to pay distributions at all.
Sources of distributions, other than net investment income and realized gains on a U.S. GAAP basis, include required adjustments to U.S. GAAP net investment income in the current period to determine taxable income available for distributions.
The following table reflects the source of cash distributions on a U.S. GAAP basis that the Fund has declared on its Common Shares for the six months ended June 30, 2025 (dollars in thousands except share and per share amounts):

Class S
Class D
Class I
Sources of DistributionPer ShareAmountPer ShareAmountPer ShareAmount
Net investment income$1.098$1,148$1.170$1,042$1.200$44,789
Net realized gains$—$—$—$—$—$—
Total$1.098$1,148$1.170$1,042$1.200$44,789

The following table reflects the source of cash distributions on a U.S. GAAP basis that the Fund has declared on its Common Shares for the six months ended June 30, 2024 (dollars in thousands except share and per share amounts):
Class SClass DClass I
Sources of DistributionPer ShareAmountPer ShareAmountPer ShareAmount
Net investment income$1.248$438$1.320$494$1.350$27,666
Net realized gains$—$—$—$—$—$—
Total$1.248$438$1.320$494$1.350$27,666
Share Repurchase Program

Beginning with the fiscal quarter ended September 30, 2023, the Fund commenced a share repurchase program in which it intends to repurchase in each quarter, at the discretion of the Board, up to 5% of its Common Shares outstanding (either by number of shares or aggregate NAV) as of the close of the previous calendar quarter. The Board, in its sole discretion, may amend or suspend the share repurchase program if it deems such action to be in the best interest of the Fund’s shareholders. As a result, share repurchases may not be available each quarter, such as when a repurchase offer would place an undue burden on the Fund’s liquidity, adversely affect the Fund’s operations or risk having an adverse impact on the Fund that would outweigh the benefit of the repurchase offer. Following any such suspension, the Board will consider on at least a quarterly basis whether the continued suspension of the share repurchase program is in the best interest of the Fund and shareholders and will reinstate the share repurchase program when and if appropriate and subject to its fiduciary duty to the Fund and shareholders. However, the Board is not required to authorize the recommencement of the share repurchase program within any specified period of time. The Fund intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, and the 1940 Act. All Common Shares purchased by the Fund pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued Common Shares.
Under the share repurchase program, to the extent the Fund offers to repurchase Common Shares in any particular quarter, the Fund expects to repurchase Common Shares pursuant to tender offers using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter, except that Common Shares that have not been outstanding for at least one year will be repurchased at 98% of such NAV (an “Early Repurchase Deduction”). The one-year holding period is measured as of the subscription closing date immediately following the prospective repurchase date. The Early Repurchase Deduction may be waived in the case of repurchase requests arising from the death, divorce or qualified disability of the holder. The Early Repurchase Deduction will be retained by the Fund for the benefit of remaining shareholders. The repurchase of the Adviser’s shares, if any, will be on the same terms and subject to the same limitations as other shareholders under the Share Repurchase Program.
Payment for repurchased Common Shares may require the Fund to liquidate portfolio holdings earlier than the Adviser would otherwise have caused these holdings to be liquidated, potentially resulting in losses, and may increase the Fund’s investment-related expenses as a result of higher portfolio turnover rates. The Adviser intends to take measures, subject to policies as may be established by the Board, to attempt to avoid or minimize potential losses and expenses resulting from the repurchase of shares. Class I shares owned by TIAA will be subject to the following restrictions: TIAA may submit its Class I shares for repurchase beginning on March 31, 2027. Beginning March 31, 2027, the total amount of TIAA shares eligible for repurchase will be limited to no more than 1.67% of the Fund’s aggregate NAV per calendar quarter; provided that, if in any quarter the total amount of aggregate repurchase requests of all classes of Common Shares does not exceed the share repurchase program limit of 5% of the aggregate NAV per calendar quarter, these redemption limits on the TIAA shares will not apply for that quarter, and TIAA will be entitled to submit its shares for repurchase up to the overall share repurchase program limits. Notwithstanding the foregoing, TIAA may sell a portion of its Class I shares to unaffiliated investors in reliance upon an exemption from registration under the Securities Act.
For the six months ended June 30, 2025, approximately 451,368 Class I shares, 10,101 Class D shares, and 1,257 Class S shares were repurchased. For the six months ended June 30, 2024, 24,707 Class I shares were repurchased.
The following table presents the share repurchases completed for the six months ended June 30, 2025 (dollars in thousands except share amounts):
Offer DateClassTender Offer ExpirationRepurchase Price per share
Repurchased Amount (1)
Shares Repurchased (2)
February 28, 2025Class IMarch 28, 2025$24.64 $5,965 242,124 
February 28, 2025Class DMarch 28, 2025$24.63 $135 5,467 
May 30, 2025Class IJune 30, 2025$24.54 $5,131 209,244 
May 30, 2025Class DJune 30, 2025$24.54 $113 4,634 
May 30, 2025Class SJune 30, 2025$24.47 $31 1,257 
_______________
(1)Amount shown is net of Early Repurchase Deduction.
(2)All repurchase requests were satisfied in full.
The following table presents the share repurchases completed for the six months ended June 30, 2024 (dollars in thousands except share and per share amounts):
Offer DateClassTender Offer ExpirationRepurchase Price per share
Repurchased Amount (1)
Shares Repurchased (2)
February 29, 2024Class IMarch 29, 2024$24.62 $273 11,327 
May 30, 2024Class IJune 28, 2024$24.69 $324 13,380 
_______________
(1)Amount shown is net of Early Repurchase Deduction.
(2)All repurchase requests were satisfied in full.