{"url_path":"/sec/cik-0001911066/10-q/2026/item-2","section_key":"item-2","section_title":"Item 2 Unregistered Sales of Equity Securities and Use of Proceeds","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-12","source_url":"https://www.sec.gov/Archives/edgar/data/1911066/0001911066-26-000066-index.html","accession_number":"0001911066-26-000066","cik":"0001911066","ticker":null,"issuer_name":"Nuveen Churchill Private Capital Income Fund","edgar_url":"https://www.sec.gov/Archives/edgar/data/1911066/0001911066-26-000066-index.html","primary_entity_key":"0001911066","primary_entity_name":"Nuveen Churchill Private Capital Income Fund"},"word_count":538,"has_tables":true,"body_markdown":"Item 2. Unregistered Sales of Equity Securities and Use of Proceeds\n\nSales of Unregistered Securities\n\nWe did not sell any securities during the period covered by this Quarterly Report on Form 10-Q that were not registered under the Securities Act of 1933, as amended.\n\nIssuer Purchases of Equity Securities\n\nBeginning 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. 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.\n\nUnder 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.\n\nThe 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. 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 our 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.\n\nDuring the three months ended March 31, 2026, we repurchased the following shares pursuant to the share repurchase program (dollars in thousands, except share and per share data):\n\nOffer DateClass\nTender Offer Expiration\nRepurchase Price per share\nRepurchased Amount (1)\n\nShares Repurchased (2)\n\nFebruary 28, 2026Class IMarch 27, 2026$24.02 $41,392 1,733,371 \n\nFebruary 28, 2026Class DMarch 27, 2026$24.02 $119 4,949 \n\nFebruary 28, 2026Class SMarch 27, 2026$23.94 $330 13,771 \n\n_______________\n\n(1)Amount shown is net of Early Repurchase Deduction.\n\n(2)All repurchase requests were satisfied in full. Amount shown is net of Early Repurchase Deduction.\n\n124"}