Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 2)*
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Vista Credit Strategic Lending Corp. (Name of Issuer) |
Class I Common Stock, par value $0.01 per share (Title of Class of Securities) |
U9224Y103 (CUSIP Number) |
12/31/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | U9224Y103 |
| 1 | Names of Reporting Persons
Partners Capital Holdings, LLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,508,182.45 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
18.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
HC, PN |
SCHEDULE 13G
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| CUSIP No. | U9224Y103 |
| 1 | Names of Reporting Persons
Partners Capital Investment Group, LLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,508,182.45 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
18.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA, HC, PN |
SCHEDULE 13G
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| CUSIP No. | U9224Y103 |
| 1 | Names of Reporting Persons
Partners Capital LLP | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED KINGDOM
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,204,023.59 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
17.0 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
PN, FI |
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
Vista Credit Strategic Lending Corp. | |
| (b) | Address of issuer's principal executive offices:
50 Hudson Yards, Floor 77 New York, NY, 10001 | |
| Item 2. | ||
| (a) | Name of person filing:
Partners Capital Holdings, LLP Partners Capital Investment Group, LLP Partners Capital LLP (Collectively, the "Reporting Persons") | |
| (b) | Address or principal business office or, if none, residence:
c/o Partners Capital Holdings, LLP Federal Reserve Plaza 600 Atlantic Ave, 30th Floor Boston, MA 02210 | |
| (c) | Citizenship:
Partners Capital Holdings, LLP and Partners Capital Investment Group, LLP: Delaware Partners Capital LLP: United Kingdom | |
| (d) | Title of class of securities:
Class I Common Stock, par value $0.01 per share | |
| (e) | CUSIP No.:
U9224Y103 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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Investment Adviser | ||
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
The Reporting Persons, in the aggregate, beneficially own 5,508,182.45 shares of Class I Common Stock, par value $0.01 per share (the "Common Stock") of Vista Credit Strategic Lending Corp. (the "Issuer"). Partners Capital LLP, an investment adviser registered with the United Kingdom's Financial Conduct Authority (the "UK FCA"), beneficially owns approximately 5,204,023.59 shares of Common Stock held in accounts of clients over which Partners Capital LLP has voting and dispositive power. On December 31, 2025, on behalf of such a client, Partners Capital LLP subscribed for $50,000,000 of Common Stock, at a per share price equivalent to the net asset value of the Issuer on December 31, 2025. Due to the timing of the Issuer's calculation of its net asset value ("NAV"), the actual number of shares purchased and the actual purchase price per share cannot be determined at the time of this filing. The number of shares disclosed herein is based on the Issuer's NAV per share as of September 30, 2025, which was $19.65. Partners Capital Investment Group Ltd. is the direct holding company of Partners Capital LLP. Partners Capital Europe SAS, an investment adviser registered with the Autorite des marches financiers (the "AMF"), beneficially owns 193,805.46 shares of Common Stock held in accounts of clients over which Partners Capital Europe SAS has voting and dispositive power. Partners Capital Investment Group, LLP, an investment adviser registered with the U.S. Securities and Exchange Commission, is the direct holding company of Partners Capital Investment Group Ltd. and Partners Capital Europe SAS and may be deemed to beneficially own securities beneficially owned by Partners Capital LLP and Partners Capital Europe SAS. Additionally, Partners Capital Investment Group, LLP beneficially owns 270,739.92 shares of Common Stock held in accounts of clients over which Partners Capital Investment Group, LLP has voting and dispositive power. Partners Capital Intermediate 3 LLC is a member of Partners Capital Investment Group, LLP. Partners Capital Intermediate 2 LLC is the sole member of Partners Capital Intermediate 3 LLC. Partners Capital Intermediate 5 Inc. is the sole member of Partners Capital Intermediate 2 LLC. Partners Capital Investment Group (Holdings) LLP is the sole shareholder of Partners Capital Intermediate 5 Inc. Partners Capital Intermediate 6 LLC is a member of Partners Capital Investment Group (Holdings) LLP. Partners Capital Intermediate 4 Inc. is the sole member of Partners Capital Intermediate 6 LLC. HCP PCIG LLC is the sole shareholder of Partners Capital Intermediate 4 Inc. Partners Capital Group Holdings, Inc. is the sole member of HCP PCIG LLC. Partners Capital Holdings, LLP is the sole shareholder of Partners Capital Group Holdings, Inc. and may be deemed to beneficially own securities beneficially owned by Partners Capital Investment Group, LLP. | |
| (b) | Percent of class:
See the information set forth in Row 11 on each cover page. The percentages herein are calculated based upon a total of 30,631,563.83 outstanding shares of Common Stock as of November 30, 2025, as set forth in the Tender Offer statement filed on Form Schedule TO that was filed with the Securities and Exchange Commission on December 23, 2025. %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
See the information set forth in Row 5 on each cover page. | ||
| (ii) Shared power to vote or to direct the vote:
See the information set forth in Row 6 on each cover page. | ||
| (iii) Sole power to dispose or to direct the disposition of:
See the information set forth in Row 7 on each cover page. | ||
| (iv) Shared power to dispose or to direct the disposition of:
See the information set forth in Row 8 on each cover page. | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Certain funds and accounts managed by the Reporting Persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, Common Stock. Mellifera L.P. (together with its general partner, Mellifera GP Ltd.), and Iberica L.P. each have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, greater than five percent of the outstanding Common Stock. Mellifera L.P. and Mellifera GP Ltd. were previously erroneously included as reporting persons. | ||
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. By signing below I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to Partners Capital Holdings, LLP, an investment adviser registered with the UK FCA, is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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