UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Volkswagen Auto Lease Trust 2024-A

(Issuing Entity)

Central Index Key Number: 0002010414

Volkswagen Auto Lease/Loan Underwritten Funding, LLC

(Depositor)

Central Index Key Number: 0001182534

VW Credit Leasing, Ltd.

(Issuing Entity with respect to Transaction SUBI Certificate)

Central Index Key Number: 0001202610

VW Credit, Inc. 

(Sponsor)

Central Index Key Number: 0000833733

(Exact Names of Issuing Entity, Co-Registrant/Depositor, Co-Registrant and Sponsor as Specified in their respective Charters)

Delaware 

(State or Other Jurisdiction of Incorporation)

(703) 364-7000

(Co-Registrants’ Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01. Entry into a Material Definitive Agreement.

In connection with the sale of the Class A-1, Class A-2-A, Class A-2-B, Class A-3 and Class A-4 Asset Backed Notes (collectively, the “Notes”) of Volkswagen Auto Lease Trust 2024-A (the “Issuing Entity”), which are described in the Final Prospectus dated March 19, 2024 and which were issued on March 27, 2024 (the “Closing Date”), the Co-Registrants are filing the agreements listed below, each dated as of the Closing Date. The Notes have an aggregate initial principal amount of $1,500,000,000.

1.       Transaction SUBI Supplement 2024-A to Origination Trust Agreement, by and among VW Credit, Inc. (“VCI”), as owner of the entire undivided interest in VW Credit Leasing, Ltd. (the “Origination Trust”), U.S. Bank Trust Company, National Association (the “UTI Trustee”, the “SUBI Trustee” and the “Administrative Trustee”) and Wilmington Trust Company (the “Delaware Trustee”), pursuant to which the Origination Trust issued a certificate (the “Transaction SUBI Certificate”) evidencing a special unit of beneficial interest in certain of the Origination Trust’s retail automobile leases, the related Volkswagen and Audi leased vehicles and related property (the “Included Units”).

2.       SUBI Sale Agreement, by and between VCI, as seller, and Volkswagen Auto Lease/Loan Underwritten Funding, LLC (“VALU Funding”), as buyer, pursuant to which VCI transferred to VALU Funding the Transaction SUBI Certificate.

3.       Amended and Restated Trust Agreement, by and between VALU Funding and Deutsche Bank Trust Company Delaware (the “Owner Trustee”), which amended and restated the trust agreement pursuant to which the Issuing Entity was created.

4.       SUBI Transfer Agreement, by and between VALU Funding, as seller, and the Issuing Entity, as buyer, pursuant to which VALU Funding transferred to the Issuing Entity the Transaction SUBI Certificate.

5.       Transaction SUBI Supplement 2024-A to Servicing Agreement, by and among VCI, as servicer, the Origination Trust and the SUBI Trustee, pursuant to which VCI agreed to the servicing of the Included Units.

6.       Indenture, by and between the Issuing Entity and Citibank, N.A. (the “Indenture Trustee”), pursuant to which the Notes were issued.

7.       Administration Agreement, by and among the Issuing Entity, VCI, as administrator, and the Indenture Trustee, relating to the provision by VCI of certain services relating to the Issuing Entity and the Notes.

8.       Asset Representations Review Agreement, by and among the Issuing Entity, VCI, as servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer, relating to the review of certain representations relating to the Included Units.

The Notes have been registered pursuant to the Securities Act of 1933, as amended, under a Registration Statement on Form SF-3 (Commission File Nos. 333-249906, 333-249906-01).

Attached as Exhibit 4.1 is the Indenture, as Exhibit 10.1 is the Transaction SUBI Supplement 2024-A to Origination Trust Agreement, as Exhibit 10.2 is the Transaction SUBI Supplement 2024-A to Servicing Agreement, as Exhibit 10.3 is the SUBI Sale Agreement, as Exhibit 10.4 is the SUBI Transfer Agreement, as Exhibit 10.5 is the Amended and Restated Trust Agreement, as Exhibit 10.6 is the Administration Agreement and as Exhibit 10.7 is the Asset Representations Review Agreement.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each of the co-registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ATTACHMENTS / EXHIBITS

EXHIBIT 4.1

EXHIBIT 10.1

EXHIBIT 10.2

EXHIBIT 10.3

EXHIBIT 10.4

EXHIBIT 10.5

EXHIBIT 10.6

EXHIBIT 10.7