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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

Date of Report (Date of earliest event reported): March 31, 2026

 

 

BAIN CAPITAL PRIVATE CREDIT

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

814-01474

87-6984749

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

200 Clarendon Street,

37th Floor

 

Boston, Massachusetts

 

02116

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (617) 516-2000

 

 

(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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

None

 

N/A

 

N/A

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 7.01 Regulation FD Disclosure.

March 2026 Distributions

On March 31, 2026, Bain Capital Private Credit (the “Fund”) declared regular distribution for Class I common shares of beneficial interest (the “Shares”) in the amount per share set forth below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Distribution

Shareholder
Servicing and/or
Distribution Fee*

Net Distribution

Class I Shares

$

0.1875

$

0.00

$

0.1875

 

On March 31, 2026, the Fund also declared a special distribution for the Shares in the amount per share set forth below:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Distribution

Shareholder
Servicing and/or
Distribution Fee*

Net Distribution

Class I Shares

$

0.0300

$

0.00

$

0.0300

 

The regular and special distributions for the Shares are payable to shareholders of record as of March 31, 2026 and will be paid on or about April 30, 2026.

 

The distributions will be paid in cash or reinvested in additional Shares for shareholders participating in the Fund’s distribution reinvestment plan.

Item 8.01. Other Events.

Net Asset Value

The net asset value (“NAV”) per share for Class I Shares of the Fund as of February 28, 2026, as determined in accordance with the Fund’s valuation policy, is set forth below.

 

 

 

 

 

 

NAV per share as of
February 28, 2026

Class I Shares

$

$25.88

 

As of February 28, 2026, the Fund’s aggregate NAV was $999.3 million, the fair value of its investment portfolio was $1,922.3 million and it had principal debt outstanding of $968.9 million, resulting in a debt-to-equity ratio of approximately 0.97x. The net debt-to-equity ratio, which represents principal debt outstanding, less cash and unsettled trades was approximately 0.93x as of February 28, 2026.

Portfolio Update

As of February 28, 2026, the Fund’s investment portfolio at fair value was approximately $1,922.3 million across 159 portfolio companies operating across 27 different industries. As of February 28, 2026, based on fair value, the Fund’s investment portfolio was comprised of 89% in first lien senior secured debt, 1% of second lien senior secured debt, 5% in subordinated debt, 2% in preferred equity, 2% in common equity and 1% in an investment vehicle. 92% of the Fund’s debt investment portfolio was floating rate as of February 28, 2026.

 

 

 

 

 

 

 


 

 

 

 

 

Shares Issued

The following table lists the Shares issued by the Fund and outstanding and total consideration for such Shares as of the date of this filing (through the March 2, 2026 subscription date).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Shares Issued

 

Total Consideration

Class I Shares

 

39,521,529

 

 

$

1,011.7

million

Total*

 

39,521,529

 

 

$

1,011.7

million

*Amounts may not sum due to rounding.


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.

 

 

 

BAIN CAPITAL PRIVATE CREDIT

 

 

 

 

Date:

March 31, 2026

By:

/s/ Amit Joshi

 

 

 

Name: Amit Joshi
Title: Principal Financial Officer

 



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