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) | September 23, 2026 |
PORSCHE Financial Auto Securitization TRUST 2026-1
(Exact name of Issuing Entity with respect to the Notes as specified in its charter)
Central Index Key Number: 0002149768
Commission File Number: 333-275929-01
PORSCHE AUTO FUNDING LLC
(Exact name of Registrant/Depositor as specified in its charter)
Central Index Key Number: 0001541507
Commission File Number: 333-275929
PORSCHE FINANCIAL SERVICES, INC.
(Exact name of Sponsor as specified in its charter)
Central Index Key Number: 0002003320
|
Delaware |
41-6616320 | |
| (State or Other Jurisdiction of Incorporation) | (Issuing Entity’s I.R.S. Employer Identification Nos.) |
|
One Porsche Drive Atlanta, Georgia |
30354 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(770) 290-2004
(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:
| ¨ | 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)
| |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | 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 Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| N/A | 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 1.01. | Entry into a Material Definitive Agreement. |
On September 23, 2026, Porsche Auto Funding LLC (“PAF”), Porsche Financial Services, Inc. (“PFS”) and Wells Fargo Securities, LLC, on its own behalf and as representative of the several underwriters thereunder (collectively, the “Underwriters”), entered into an Underwriting Agreement, for the sale of the following notes to be issued by Porsche Financial Auto Securitization Trust 2026-1 (the “Issuing Entity”): Class A-1, Class A-2a, Class A-2b, Class A-3 and Class A-4 (collectively, the “Notes”) with an aggregate principal balance of $911,000,000. The Notes have been registered pursuant to the Securities Act of 1933, as amended, under a Registration Statement on Form SF-3 (Commission File No. 333-275929). It is anticipated that the Notes will be issued on September 30, 2026 (the “Closing Date”).
Attached as Exhibit 1.1 is the Underwriting Agreement.
| Item 8.01. | Other Events. |
On the Closing Date, the parties will enter into the following documents, each of which will be dated as of the Closing Date:
1. Indenture, by and between the Issuing Entity and U.S. Bank Trust Company, National Association (the “Indenture Trustee”), pursuant to which the Notes will be issued.
2. Purchase Agreement, by and between the Porsche Funding Limited Partnership (“PFLP”), as seller, and PAF, as purchaser, pursuant to which PFLP will transfer to PAF certain retail motor vehicle installment sales contracts relating to new, CPO and used automobiles and sport utility vehicles (the “Receivables”) and related property.
3. Sale and Servicing Agreement, by and among the Issuing Entity, PAF, as seller, PFS, as servicer, and the Indenture Trustee, pursuant to which the Receivables and related property will be transferred to the Issuing Entity.
4. Administration Agreement, by and among the Issuing Entity, PFS, as administrator, and the Indenture Trustee, relating to the provision by PFS of certain administration services relating to the Issuing Entity relating to the Notes.
5. Amended and Restated Trust Agreement, by and between PAF and Wilmington Trust, National Association (the “Owner Trustee”), which will amend and restate the trust agreement, dated as of November 10, 2025, pursuant to which the Issuing Entity was created.
6. Asset Representations Review Agreement, by and among the Issuing Entity, PFS, as sponsor and servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer, relating to the review of certain representations relating to the Receivables.
7. Securities Account Control Agreement, by and among the Issuing Entity, PFS, as servicer, the Indenture Trustee and U.S. Bank National Association, as securities intermediary, relating to the maintenance of certain accounts.
Attached as Exhibit 4.1 is the form of Indenture, as Exhibit 10.1 is the form of Purchase Agreement, as Exhibit 10.2 is the form of Sale and Servicing Agreement, as Exhibit 10.3 is the form of Administration Agreement, as Exhibit 10.4 is the form of Amended and Restated Trust Agreement, as Exhibit 10.5 is the form of Asset Representations Review Agreement and as Exhibit 10.6 is the form of Securities Account Control Agreement.
2
In connection with the offering of the Notes, the chief executive officer of the registrant has made the certifications required by Paragraph I.B.1(a) of Form SF-3 attached as Exhibit 36.1. The certification is being filed on this Current Report on Form 8-K to satisfy the requirements of Item 601(b)(36) of Regulation S-K.
| Item 9.01. | Financial Statements and Exhibits. |
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
3
4
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.
| Dated: September 25, 2026 | PORSCHE AUTO FUNDING LLC | |
| By: | /s/ Tobias Hausladen | |
| Name: | Tobias Hausladen | |
| Title: |
Treasurer (senior officer in charge of securitization) | |
| By: | /s/ Eli Yaremenko | |
| Name: | Eli Yaremenko | |
| Title: | Assistant Treasurer | |
8-K re: final underwriting agreement
and transaction documents