This report is for shareholder information. This is not a Prospectus intended for use in the purchase or sale of Fund shares.

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Dear Shareholders,

We are pleased to provide the Semi-Annual Report for the Oaktree Diversified Income Fund (the “Fund”) for the six month period ended June 30, 2024.

Risk assets performed well in both the first quarter and second quarter of 2024. As inflation remains above target, market expectations for policy rate cuts decreased significantly in the U.S., resulting in higher interest rates. The 10-year U.S. Treasury yield increased by 52 bps during the period to 4.4%. However, resilient economic growth continued to support risk assets, with global equities gaining 12.0% and global high yield spreads narrowing 23 bps. Global senior loans and high yield bonds had strong performance, returning 4.6% and 2.8%, respectively, while longer duration global investment grade bonds returned 0.5%. Overall, it was a profitable period to be invested in sub-investment grade rated credit.

The Fund’s diversified asset mix of both public and private debt investments provided investors with a net return of 5.64% during the six-month period, with each of the strategies contributing positively to the fund’s performance. High income was generated from the portfolio’s nearly 67% allocation to floating-rate debt, which accounted for over 75% of the fund’s returns over the period. Structured credit led performance, as collateralized loan obligation (CLO) debt tranches across ratings categories benefited from spread compression and high current income, and real estate debt was supported by gains in non-agency residential mortgage-backed securities (RMBS), hospitality-backed single asset single borrower (SASB) commercial mortgage-backed securities (CMBS) and commercial real estate (CRE) CLOs. Private credit also had strong returns, benefitting from strong performance among floating rate loans in the health care and industrial sectors. Senior loans in the U.S. and Europe also contributed positively to returns, benefitting from low duration, current income and tighter spreads. High yield bonds had strong performance in both the U.S. and Europe, benefiting from spread compression — although these longer duration securities lagged senior loans. Emerging markets debt gained, led by our corporate exposures in Latin America and Asia, as the portfolio’s holdings outperformed the broader market. Lastly, the portfolio’s allocation to global convertibles also performed well, outperforming the global convertible bond index.

Year-to-date, risk markets have benefitted from improving sentiment, reasonable fundamentals, and supportive technicals. The demand for sub-investment grade debt has increased in recent quarters, but the supply of new bonds hasn’t grown at the same pace. While positive technicals are likely to continue putting upward pressure on loan and bond prices in the near term, we anticipate a bumpier market performance over the next year due to two emerging risk factors: overleveraged borrowers and overextended consumers. Average fundamentals in the high yield bond and leveraged loan markets remain fairly sound, but tail risk — especially in the public and private loan markets — is continuing to grow as companies struggle with overleveraged capital structures put in place with the expectation that interest rates would remain near zero.

Additionally, over the last year, the economy has been supported by the resilience of the U.S. consumer. However, we’re beginning to see cracks emerge in the consumer lending market — particularly in the non-prime segment.

Finally, markets are exposed to potential volatility due to the uncertainty surrounding the upcoming U.S. elections. Given these risks, we have been positioning the portfolio to limit exposure to consumer dependent sectors/companies as well as credits less able to sustain their interest burdens, such as legacy media/telecom companies. Indeed, we believe we are in a credit pickers market.

Recently, we’ve continued to deploy capital into high yield bonds, structured credit, and senior loans, valuing the robust current income generated by our floating-rate assets, which complements the strong capital appreciation potential of our high-quality, fixed-rate assets. Within floating rate assets, we find that European senior loans offer attractive yields when hedged to U.S. dollars, and we think BB- and BBB-rated CLOs represent a risk-controlled way to add incremental spread to the portfolio. We believe we have a strong pipeline of private credit opportunities in both the sponsor-backed and non-sponsor segments. We are also excited about the opportunity in asset-backed finance, which offers the potential to diversify across a broad range of industries focused on contractual assets, such as pools of loans, leases, mortgages or other receivables. Within fixed-rate high yield bonds, we continue to prefer our “middle of the fairway” approach to quality which allows us to capture an attractive yield without being overexposed to segments of the market with elevated default/loss risk.

We believe credit selection will remain a key differentiator in investment outcomes as we see continued dispersion within risk markets. Recent market behavior has also emphasized the importance of income within a portfolio which can help insulate performance from macroeconomic volatility. Looking ahead, we believe the portfolio remains well-positioned with an average yield near 12%, an average price in the mid-90s and a duration under 1.2 years.

In addition to performance information and additional discussion of factors impacting the Fund, this report provides the Fund’s unaudited financial statements and schedules of investments as of June 30, 2024.

We welcome your questions and comments and encourage you to contact our Investor Relations team at 1-855-777-8001 or visit us at https://publicsecurities.brookfield.com for more information.

Thank you for your support.

Sincerely,

____________

​1 Yield reflects yield to worst. Yield to worst is a measure of the lowest possible yield that can be received on a bond that fully operates within the terms of its contract without defaulting.

These views represent the opinions of Oaktree Fund Advisors, LLC and are not intended to predict or depict the performance of any investment. These views are primarily as of the close of business on June 30, 2024 and subject to change based on subsequent developments.

Must be preceded or accompanied by a Prospectus.

Past performance is no guarantee of future results.

Investing involves risk. Principal loss is possible. Real assets includes real estate securities, infrastructure securities and natural resources securities. Property values may fall due to increasing vacancies or declining rents resulting from unanticipated economic, legal, cultural or technological developments. Infrastructure companies may be subject to a variety of factors that may adversely affect their business, including high interest costs, high leverage, regulation costs, economic slowdown, surplus capacity, increased competition, lack of fuel availability and energy conservation policies. Natural resources securities may be affected by numerous factors, including events occurring in nature, inflationary pressures and international politics.

Quasar Distributors, LLC is the distributor of Oaktree Diversified Income Fund Inc.

AVERAGE ANNUAL TOTAL RETURNS

† Returns for less than one year are not annualized.

* Class D Shares commenced operations on November 1, 2021.

The table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Disclosure

All returns shown in USD.

S&P/LSTA (Loans Syndications and Trading Association) Leveraged Loan Index tracks the largest leveraged-loan-to-market facilities, considering market weightings, spreads and interest payments.

An index does not reflect any fees, expenses or sales charges. It is not possible to invest directly in an index. Index performance is shown for illustrative purposes only and does not predict or depict the performance of the Fund.

The Fund’s portfolio holdings are subject to change without notice. The mention of specific securities is not a recommendation or solicitation for any person to buy, sell or hold any particular security. There is no assurance that the Fund currently holds these securities. Please refer to the Schedule of Investments contained in this report for a full listing of fund holdings.

Performance data quoted represents past performance and is no guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Performance includes the reinvestment of income, dividends and capital gain distributions. To obtain performance information current to the most recent month-end, please call 1-855-862-5873. Performance reflects management fees and other fund expenses.

An investor should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing.

The Fund is subject to investment risks, including the possible loss of principal invested. Investing involves risk, and principal loss is possible. The Adviser employs an active approach to allocation across multiple credit sectors, but there is no guarantee that such allocation techniques will produce the desired results. General interest rate fluctuations may have a substantial negative impact on the Fund’s investments and investment opportunities, and, accordingly, may have a material adverse effect on the Fund’s rate of return. The Fund may invest in foreign securities, including, but not limited to, risk related to exchange rate changes, political and economic upheaval, and relatively low market liquidity, all of which are magnified in emerging markets. The Fund intends to invest in illiquid investments which can face significant difficulties and delays associated with such transactions, and the Fund may be unable to sell other illiquid investments when it desires to do so, resulting in the Fund obtaining a lower price or being required to retain the investment. Investments in derivatives involve special risks including correlation, counterparty, liquidity, operational, accounting and tax risks. These risks, in certain cases, may be greater than the risks presented by more traditional investments.

High-yield debt securities rated below investment grade are commonly referred to as “junk bonds” and are considered speculative. Investment by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities. Bank loans (including senior loans) are usually rated below investment grade, and the market for bank loans may be subject to irregular trading activity, wide bid/ask spreads, restrictions on resale, and extended trade settlement periods. The Fund’s investments in senior loans may be subject to greater levels of credit risk, call risk, settlement risk and liquidity risk than funds that do not invest in such securities. The Fund may invest in distressed securities of corporate issuers that are the subject of bankruptcy proceedings or otherwise in default as to the repayment of principal and/or interest or in significant risk of being in such default which is speculative and involves significant risk. Distressed Securities frequently do not produce income while they are outstanding and may require the Fund to bear certain extraordinary expenses

in order to protect and recover its investment. The Fund may invest in loans that may be “covenant-lite,” generally loans that do not have financial maintenance covenants, which can cause the Fund to have fewer rights against a borrower and may have a greater risk of loss on such investments.

The Fund may invest in a variety of mortgage related and other asset-backed securities, which are subject to greater price volatility in relation to interest rate movements. Residential mortgage backed securities (RMBS) may be subject to prepayment risk, meaning that securities may be paid off more quickly than originally anticipated and the Fund will have to invest the proceeds in securities with lower yields. Commercial mortgage backed securities (CMBS) may be subject to extension risk, meaning that the value of CMBS may be adversely affected in rising interest rate environments when payments on underlying mortgages do not occur as anticipated, resulting in the extension of the security’s effective maturity and the related increase in interest rate sensitivity of a longer-term instrument. Investments in collateralized loan obligations (CLOs) carry additional risks including, but not limited to: 1) the possibility that distributions from collateral securities will not be adequate to make interest or other payments; 2) the quality of the collateral may decline in value or default; 3) the possibility that the Fund may invest in CLOs that are subordinate to other classes; and 4) the complex structure of the security may produce disputes with the issuer or unexpected investment results.

Short term performance in particular is not a good indication of the Fund’s future performance and an investment should not be made based solely on returns.

These views represent the opinions of Oaktree Fund Advisors, LLC and are not intended to predict or depict the performance of any investment. These views are as of the close of business on June 30, 2024 and subject to change based on subsequent developments.