Sec Form 4 Filing - KLINSKY STEVEN B @ New Mountain Private Credit Fund - 2024-12-17

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KLINSKY STEVEN B 2. Issuer Name and Ticker or Trading Symbol New Mountain Private Credit Fund [ NONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O NEW MOUNTAIN CAPITAL, L.L.C., 1633 BROADWAY, 48TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/17/2024 (Street) NEW YORK, NY10019 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common shares of ben. interest, par value $0.001 per share 12/17/2024 J( 1 ) 2,362,205.328 ( 1 ) A 2,362,205.328 D Common shares of ben. interest, par value $0.001 per share 12/17/2024 J( 1 ) 3,791,183.256 ( 1 ) A 3,791,183.256 I See Footnote ( 2 ) Common shares of ben. interest, par value $0.001 per share 12/17/2024 P 12,600 ( 3 ) A 12,600 I By Trust ( 4 ) Common shares of ben. interest, par value $0.001 per share 12/17/2024 P 12,600 ( 3 ) A 12,600 I By Trust ( 4 ) Common shares of ben. interest, par value $0.001 per share 12/17/2024 P 12,600 ( 3 ) A 12,600 I By Trust ( 4 ) Common shares of ben. interest, par value $0.001 per share 12/17/2024 P 12,600 ( 3 ) A 12,600 I By Trust ( 4 ) Commo n shares of ben. interest, par value $0.001 per share 40 I See Footnote ( 5 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KLINSKY STEVEN B C/O NEW MOUNTAIN CAPITAL, L.L.C. 1633 BROADWAY, 48TH FLOOR NEW YORK, NY10019 X Signatures /s/ Joseph Hartswell as Attorney-in-Fact for Steven B. Klinsky 12/19/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Reflects common shares of beneficial interest, par value $0.001 per share (the "Shares") that were issued to New Mountain Guardian Investments III, L.L.C. to be held on behalf of its members in connection with the merger agreement between Issuer and New Mountain Guardian III BDC, L.L.C. ("NMG") and related transactions thereto and distributed pro rata to Reporting Person as a member of NMG effective as of the closing of such transactions. Shares received is an estimate based on calculations available as of the date of filing. The Reporting Person undertakes to amend this Form 4, if necessary, following the final calculation. ( 2 )Represents securities held directly by New Mountain GP Holdings, L.P. NM Holdings GP, L.L.C. is the general partner of New Mountain GP Holdings, L.P. Steven B. Klinsky is the sole member and managing member of NM Holdings GP, L.L.C. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of their/its pecuniary interest therein. ( 3 )Includes 600 Shares that were received by the Reporting Person for no consideration in connection with such trust's purchase from the Issuer of 12,000 Shares at $25.00 per Share. ( 4 )Shares held by a trust established for the benefit of an immediate family member. Mr. Klinsky serves as trustee of the trust and, in such capacity, has investment and voting discretion over shares held by the trust. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. ( 5 )Represents securities held directly by New Mountain Finance Advisers, L.L.C. New Mountain Capital Group L.P. is the managing member of New Mountain Finance Advisers, L.L.C. NM Holdings GP, L.L.C. is the general partner of New Mountain Capital Group L.P. Steven B. Klinsky is the managing member of NM Holdings GP, L.L.C. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of their/its pecuniary interest therein.

Remarks: Exhibit List Exhibit 24. Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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