PGIM Private Credit Fund Files 8-K

TL;DR

PGIM Private Credit Fund dropped an 8-K on Dec 23rd covering equity sales & other events.

AI Summary

PGIM Private Credit Fund filed an 8-K on December 30, 2025, reporting events as of December 23, 2025. The filing includes information on unregistered sales of equity securities, Regulation FD disclosures, and other events. It also lists financial statements and exhibits. The fund was formerly known as PGIM Senior Loan Opportunities Fund until April 14, 2022.

Why It Matters

This filing provides updates on the PGIM Private Credit Fund's activities, including potential equity sales and regulatory disclosures, which are important for investors to monitor the fund's operations and compliance.

Risk Assessment

Risk Level: low — The filing is a routine 8-K report detailing corporate events and disclosures, not indicating immediate financial distress or significant operational changes.

Key Numbers

• 2025-12-23 — Report Date (Earliest event reported)
• 2025-12-30 — Filing Date (Date the report was submitted)

Key Players & Entities

• PGIM Private Credit Fund (company) — Registrant
• PGIM Senior Loan Opportunities Fund (company) — Former Name
• 0001923622 (company) — Central Index Key
• 814-01582 (company) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — D common shares of beneficial interest, $0.001 par value per share, for an aggregate o
• $25,571 — gregate offering price of approximately $25,571, reflecting a purchase price of $25.35
• $25.35 — $25,571, reflecting a purchase price of $25.35 per Class S common share and $25.29 per
• $25.29 — of $25.35 per Class S common share and $25.29 per Class D common share (with the fina
• $1,000 — y notes each with a principal amount of $1,000 (each a " Note " and collectively the "
• $100 — prepayment a one-time premium equal to $100 per Note. The Fund issued the Class S
• $198.9 m — 30, 2025, the Fund's aggregate NAV was $198.9 million, the fair value of its investment
• $312.7 m — r value of its investment portfolio was $312.7 million, and it had $121.7 million of deb
• $121.7 million — ortfolio was $312.7 million, and it had $121.7 million of debt outstanding (at principal). S
• $2.5 billion — ly offering on a continuous basis up to $2.5 billion in Shares (the " Offering "). Additiona

Filing Documents

• ck0001923622-20251223.htm (8-K) — 126KB
• ck0001923622-ex10_1.htm (EX-10.1) — 73KB
• ck0001923622-ex10_2.htm (EX-10.2) — 73KB
• 0001193125-25-337157.txt ( ) — 404KB
• ck0001923622-20251223.xsd (EX-101.SCH) — 24KB
• ck0001923622-20251223_htm.xml (XML) — 5KB

02. Unregistered Sale of Equity Securities

Item 3.02. Unregistered Sale of Equity Securities. As of December 1, 2025, PGIM Private Credit Fund (the " Fund ") issued and sold 220 of its unregistered Class S and Class D common shares of beneficial interest, $0.001 par value per share, for an aggregate offering price of approximately $25,571, reflecting a purchase price of $25.35 per Class S common share and $25.29 per Class D common share (with the final number of Class S and Class D common shares being determined on December 23, 2025). Common Shares Issued Total Consideration Class S Common Shares 110 $ 12,789 Class D Common Shares 110 $ 12,782 The offer and sale of the Class S and Class D common shares was made pursuant to purchase agreements entered into by the Fund and each of approximately 110 separate investors and were included with promissory notes each with a principal amount of $1,000 (each a " Note " and collectively the " Notes "). The purchase price for each Note was $1,000 per Note, including the purchase price of one Class S or Class D common share. The Fund will pay interest on the unpaid principal amount of the Notes at a rate of 12.00% per annum per Note payable semi-annually in arrears. The Notes have a 30-year term. Some or all of the Notes may be prepaid by the Fund at any time, in whole or in part, provided that (i) the Fund will pay on the date of such prepayment all accrued and unpaid interest due on such prepaid principal amount to and including the date of prepayment and (ii) if the prepayment occurs within 24 months after the original issue date of the Notes, the Fund will pay on the date of such prepayment a one-time premium equal to $100 per Note. The Fund issued the Class S and Class D common shares and Notes in private placement transactions pursuant to certain exemptions of the Securities Act and the laws of the states and jurisdictions where any offering was made to investors who are "accredited investors" within the meaning of Rule 501(a) of Regulatio

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. December 2025 Distributions On December 29, 2025, the Fund declared regular and variable distributions for Class S shares, Class D shares and Class I shares of beneficial interest (the " Shares ") in the amounts per share set forth below: Regular Distribution Variable Distribution Total Distribution Class S Common Shares $ 0.22177 $ 0.03645 $ 0.25822 Class D Common Shares $ 0.23485 $ 0.03645 $ 0.27130 Class I Common Shares $ 0.24000 $ 0.03645 $ 0.27645 Both the regular and variable distributions for the Shares are payable to shareholders of record as of the open of business on December 31, 2025 and will be paid on or about January 30, 2026. These distributions will be paid in cash or reinvested in shares of the Fund's Shares for shareholders participating in the Fund's distribution reinvestment plan (" DRIP ").

01 Other Events

Item 8.01 Other Events. Net Asset Value The net asset value (" NAV ") per share of each class of the Fund as of November 30, 2025, as determined in accordance with the Fund's valuation policy, is set forth below. NAV as of November 30, 2025 Class S Common Shares $ 25.35 Class D Common Shares $ 25.29 Class I Common Shares $ 24.81 As of November 30, 2025, the Fund's aggregate NAV was $198.9 million, the fair value of its investment portfolio was $312.7 million, and it had $121.7 million of debt outstanding (at principal). Status of Offering The Fund is currently publicly offering on a continuous basis up to $2.5 billion in Shares (the " Offering "). Additionally, the Fund has sold shares that are exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) thereunder (the " Private Offering "). The following table lists the Shares issued and total consideration for both the Offering and the Private Offering as of the date of this filing, reflective of transfers between share classes. The table below does not include Shares sold through the Fund's DRIP. The Fund intends to continue selling Shares in the Offering and the Private Offering on a monthly basis. Common Shares Issued Total Consideration Offering: Class S Common Shares 3,398 $ 87,083 Class D Common Shares — $ — Class I Common Shares 2,627,915 $ 65,273,101 Private Offering: Class S Common Shares 492 $ 22,789 Class D Common Shares 492 $ 22,782 Class I Common Shares 4,285,940 $ 109,102,500 Total Offering and Private Offering * 6,918,237 $ 174,488,254 * Amounts may not sum due to rounding. Promissory Notes The information set forth under Item 3.02 above is incorporated by reference into this Item 8.01. The information in this Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to purchase the Shares, Notes or any other s

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits 10.1 Form of Promissory Note (Class S), by and among PGIM Private Credit Fund and the purchasers party thereto. 10.2 Form of Promissory Note (Class D), by and among PGIM Private Credit Fund and the purchasers party thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PGIM PRIVATE CREDIT FUND Date: December 30, 2025 By: /s/ Elyse M. McLaughlin Name: Title: Elyse M. McLaughlin Treasurer and Principal Accounting Officer

View Full Filing

View this 8-K filing on SEC EDGAR