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): June 18, 2026
EQT Private Equity Company LLC
(Exact Name of Registrant as Specified in its Charter)
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Delaware |
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000-56683 |
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99-3903361 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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245 Park Avenue, 34th Floor New York, NY |
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10167 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(917) 281-0850
(Registrant’s 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:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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: None
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Title of each class |
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Trading
Symbol(s) |
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Name of each exchange
on which registered |
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 3.02. Unregistered Sales of Equity Securities.
As of June 1, 2026, EQT Private Equity Company LLC (the “Company”) sold unregistered shares (the “Investor Shares”) of the Company to third-party investors for cash for aggregate consideration of approximately $41,943,639, at a price per Investor Share equal to transactional net asset value (“Transactional Net Asset Value”) per share for the applicable class, which corresponds to the price at which the Company sells and repurchases its shares. The following table provides details on the Investor Shares sold by the Company:
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Class |
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Aggregate Number
of Shares Sold(1, 2) |
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Aggregate
Consideration(1) |
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Class A-I Shares |
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724,895 |
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$ |
21,340,800 |
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Class A-J1 Shares |
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142,407 |
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4,175,000 |
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Class A-J2 Shares |
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20,125 |
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590,000 |
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Class A-S Shares |
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562,560 |
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15,837,839 |
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Total |
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1,449,986 |
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$ |
41,943,639 |
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(1) Share and dollar amounts are rounded to the nearest whole number and may not sum to totals due to such rounding.
(2) The Company finalized the number of Investor Shares sold on June 18, 2026, following the calculation of the Company’s Transactional Net Asset Value per share as of May 31, 2026 on June 18, 2026, as set forth under Item 8.01.
The offer and sale of the Investor Shares were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2), including Regulation D (for sales to accredited investors) and/or Regulation S (for sales to non-U.S. investors outside of the United States) thereunder.
Since inception on July 1, 2025, through the date of this Current Report on Form 8-K, the Company has sold approximately $788,272,352 of Investor Shares for cash as part of its continuous private offering (without giving effect to any share repurchases by the Company).
Item 8.01. Other Events.
Transactional Net Asset Value
On June 18, 2026, EQT Partners Inc., the manager of the Company, determined the Transactional Net Asset Value per share as of May 31, 2026 for each outstanding share class as of such date as set forth below:
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Class |
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Transactional Net
Asset Value per Share |
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Class I |
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$ |
29.39 |
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Class A-I |
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$ |
29.70 |
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Class A-D |
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$ |
29.64 |
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Class A-J1 |
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$ |
29.57 |
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Class A-J2 |
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$ |
29.57 |
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Class A-S |
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$ |
28.39 |
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Class H |
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$ |
30.60 |
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Class E |
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$ |
30.25 |
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Class Q |
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$ |
30.60 |
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Class T |
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$ |
30.60 |
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As of May 31, 2026, no Class D Shares, Class S Shares, Class J1 Shares and Class J2 Shares were outstanding.
The Transactional Net Asset Value per share is also available on the Company’s website at eqtgroup.com/private-wealth/private-equity/eqpe. The contents of the website are not incorporated by reference into, or otherwise a part of, this Current Report on Form 8-K.
For additional information, please see details included in Exhibit 99.1 to this Current Report on Form 8-K, which is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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.
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EQT Private Equity Company LLC |
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By: |
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/s/ Bethany Oleynick |
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Name: Bethany Oleynick |
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Title: Legal Director and Secretary |
Date: June 22, 2026