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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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First Eagle Private Credit Fund (Name of Issuer) |
Common shares of beneficial interest, par value $0.001 per share (Title of Class of Securities) |
(CUSIP Number) |
Charles E. Sieving, Esq., EVP NextEra Energy, Inc., 700 Universe Boulevard Juno Beach, FL, 33408 (561) 694-4000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
10/23/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
NextEra Energy, Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
4,097,524.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
31.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Florida Power & Light Company | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
FLORIDA
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
4,097,524.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
31.9 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common shares of beneficial interest, par value $0.001 per share | |
| (b) | Name of Issuer:
First Eagle Private Credit Fund | |
| (c) | Address of Issuer's Principal Executive Offices:
1345 AVENUE OF AMERICAS, 48TH FLOOR, NEW YORK,
NEW YORK
, 10105. | |
Item 1 Comment:
This Amendment No. 3 to Schedule 13D (this "Amendment No. 3") amends and supplements the Schedule 13D originally filed with the U.S. Securities and Exchange Commission (the "Commission") by the Reporting Persons on July 20, 2023, as amended by Amendment No. 1 to Schedule 13D filed with the Commission by the Reporting Persons on October 10, 2023 and Amendment No. 2 to Schedule 13D filed with the Commission by the Reporting Persons on March 5, 2024 (as amended, the "Schedule 13D"), relating to the Common Shares of the Issuer. Capitalized terms used herein without definition shall have the meanings set forth in the Schedule 13D. This Amendment is being filed to reflect a change in the percentage of the Common Shares owned by the Reporting Persons as a result of a change in the number of Common Shares outstanding. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2 of the Schedule 13D is hereby supplemented to reflect changes in the officers and directors of NextEra Energy and FPL, as listed on Schedule I attached hereto. | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Items 5(a) - (b) of the Schedule 13D are hereby amended and restated to read as follows:
(a) and (b) The information set forth in Items 7-13 of the cover pages is hereby incorporated by reference into this Item 5(a) and (b). | |
| (b) | The percentage calculations herein are based upon information provided by the Issuer. | |
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Schedule 13D is hereby supplemented as follows:
Exhibit A
Joint Filing Agreement.*
* Filed herewith. | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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