10-Q

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2026


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________

Commission file number: 000-56691

EQT Infrastructure Company LLC

(Exact name of registrant as specified in its charter)


Delaware		99-3884445
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

245 Park Avenue, 34th Floor New York, NY		10167
(Address of principal executive offices)		(Zip Code)

(917) 281-0850

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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.

     None.

     None.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒Yes ☐No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐Yes ☒No

As of November 13, 2026, the registrant had the following shares outstanding: 32,385,474 Class A-I Shares, 4,148,543 Class A-S Shares, 1,737,549 Class M-I Shares, 2,091,019 Class M-S Shares, 161,965 Class M-I-TE Shares, 305,772 Class M-S-TE Shares, 400 Class I Shares, 3,851,545 Class E Shares, 40 Class Q Shares, 7,786 Class T Shares and 40 Class H Shares. The number of Shares outstanding excludes November 1, 2026 subscriptions since the issuance prices are not yet finalized as of the date of this filing. As of November 13, 2026, no Class D Shares, Class S Shares or Class A-D Shares were outstanding.

TABLE OF CONTENTS


	Page

PART I. FINANCIAL INFORMATION	1

Item 1. Financial Statements	1

Consolidated Statements of Assets and Liabilities as of September 30, 2026 (Unaudited) and December 31, 2025	1

Consolidated Statements of Operations for the three and nine months ended September 30, 2026 and 2025 (Unaudited)	3

Consolidated Statements of Changes in Net Assets for three and nine months ended September 30, 2026 and 2025 (Unaudited)	4

Consolidated Statements of Cash Flows for nine months ended September 30, 2026 and 2025 (Unaudited)	6

Condensed Consolidated Schedules of Investments as of September 30, 2026 (Unaudited)	7

Notes to Consolidated Financial Statements (Unaudited)	9

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3. Quantitative and Qualitative Disclosures about Market Risk	37

Item 4. Controls and Procedures	38

PART II. OTHER INFORMATION	39

Item 1. Legal Proceedings	39

Item 1A. Risk Factors	39

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	39

Item 3. Defaults Upon Senior Securities	39

Item 4. Mine Safety Disclosures	39

Item 5. Other Information	39

Item 6. Exhibits	40

Signatures	41

Certain Terms Used in this Quarterly Report on Form 10-Q

In this Quarterly Report on Form 10-Q:

•

“EQIC,” “we,” “us,” “our” or the “Company” refers to EQT Infrastructure Company LLC, a Delaware limited liability company, and its subsidiaries unless the context specifically requires otherwise;

•

“Board” refers to the Company’s Board of Directors;

•

“Dealer-Manager” refers to EQT Partners BD, LLC, an affiliate of the Company, and “Dealer-Manager Agreement” refers to the Company’s Dealer-Manager Agreement with the Dealer-Manager, dated as of January 9, 2026, as it may be further amended and restated from time to time;

•

“EQT” refers collectively to one or more of EQT AB Group and/or the EQT Vehicles;

•

“EQT AB Group” refers to EQT AB and/or any one or more of its direct or indirect subsidiaries;

•

“EQT AB Group Shares” refer to the Company’s Class E Shares (“Class E Shares”), Class Q Shares (“Class Q Shares”), Class T Shares (“Class T Shares”) and Class H Shares (“Class H Shares”);

•

“EQT Partners” refer to EQT Partners AB and/or certain of its affiliates, subsidiaries, parent or branches appointed as advisors and/or sub-advisors to the general partners, managers and/or operators of certain EQT Vehicles, as the context requires;

•

“EQT Vehicles” refer to investment vehicles or other arrangements and any of their respective successors, in each case, managed and/or operated and/or advised by the EQT AB Group;

•

“Founder Shares” refer to the Company’s Class A-I Shares (“Class A-I Shares”), Class A-D Shares (“Class A-D Shares”), Class A-S Shares (“Class A-S Shares”), Class M-I Shares (“Class M-I Shares”), Class M-S Shares (“Class M-S Shares”), Class M-I-TE Shares (“Class M-I-TE Shares”) and Class M-S-TE Shares (“Class M-S-TE Shares”);

•

“Non-Founder Shares” refer to the Company’s Class I Shares (“Class I Shares”), Class D Shares (“Class D Shares”) and Class S Shares (“Class S Shares”);

•

“Initial Offering” refers to the initial subscription for Shares of the Company by persons that are not affiliates of the Manager, which occurred on February 1, 2026;

•

“Investor Shares” refer to the Founder Shares and the Non-Founder Shares;

•

“Joint Ventures” refer to joint ventures formed between us and other sources of capital that we intend to use to acquire, own and control portfolio companies with the objective of generating attractive risk-adjusted returns and achieving medium-to-long-term capital appreciation;

•

“LLC Agreement” refers to the Company’s Second Amended and Restated Limited Liability Company Agreement, dated as of April 30, 2026, as it may be further amended and restated from time to time;

•

“Manager” refers to EQT Partners Inc., our manager and a wholly-owned subsidiary of EQT AB Group;

•

“Management Agreement” refers to our amended and restated management agreement with the Manager and EQIC Holdings L.P., a subsidiary of the Company, dated April 30, 2026, pursuant to which the Manager assists the Company with certain management, administrative and advisory services related to identifying, acquiring, owning and managing portfolio companies through Joint Ventures that the Company controls, in accordance with the Company’s acquisition objectives, guidelines, policies and limitations, subject to oversight by the Board;

•

“portfolio company” (and similar terms) shall include development projects and any entity owned, directly or indirectly through subsidiaries, including as the context requires, holding companies, special purpose vehicles and other entities through which assets or businesses are held;

•

“Private Offering” refers to the continuous private offering of our Shares (i) to accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended (the “Securities Act”)) and (ii) in the case of Shares sold outside of the United States, to persons that are not “U.S. persons” (as defined in Regulation S under the Securities Act) in reliance on exemptions from the registration requirements of the Securities Act, including under Regulation D and Regulation S;

•

“Shares” refer to our Investor Shares and EQT AB Group Shares; and

•

“shareholder” and “shareholders” refer to a holder or holders of our Shares.

Cautionary Note Regarding Forward-Looking Statements

Some of the statements in this Quarterly Report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this Quarterly Report on Form 10-Q may include statements as to:

•

our future operating results;

•

our business prospects and the prospects of the portfolio companies we own and control;

•

the impact of the acquisitions that we expect to make;

•

our ability to raise sufficient capital to execute our acquisition strategies;

•

the ability of the Manager to source adequate acquisition opportunities to efficiently deploy capital;

•

the ability of our portfolio companies to achieve their objectives;

•

our current and expected financing arrangements;

•

changes in the general interest rate environment;

•

the adequacy of our cash resources, financing sources and working capital;

•

the timing and amount of cash flows, distributions and dividends, if any, from our portfolio companies;

•

our contractual arrangements and relationships with third parties;

•

actual and potential conflicts of interest with the Manager or any of its affiliates;

•

repurchases under our share repurchase plan (the "Share Repurchase Plan");

•

political, economic or industry conditions, or conditions affecting the financial and capital markets, including the effect of trade policy;

•

the impact of geopolitical conditions, including revolution, insurgency, terrorism or war, including those arising out of the ongoing conflicts in the Middle East and Eastern Europe;

•

the dependence of our future success on the general economy and its effect on the industries in which we own and control portfolio companies;

•

our use of financial leverage;

•

the ability of the Manager to identify, originate the acquisition of and support our portfolio companies;

•

the ability of the Manager or its affiliates to attract and retain highly talented professionals;

•

our ability to structure acquisitions and Joint Ventures in a tax-efficient manner and the effect of changes to tax legislation and our tax position; and

•

the tax status of the enterprises through which we own and control portfolio companies.

In addition, words such as “anticipate,” “believe,” “expect,” “plan,” “seek” and “intend” indicate a forward-looking statement, although not all forward-looking statements include these words. The forward-looking statements contained in this Quarterly Report on Form 10-Q involve risks and uncertainties. Our actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including:

•

changes in political, economic or industry conditions, the interest rate environment or conditions affecting the financial and capital markets, including the effects of inflation, trade policies, geopolitical conflicts and government regulation;

•

risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters, epidemics or other events having a broad impact on the economy;

•

future changes in laws or regulations and conditions in our operating areas; and

•

the factors set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report”) and in our other filings with the U.S. Securities and Exchange Commission (the “SEC”).

iii

Although we believe that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of a projection or forward-looking statement in this Quarterly Report on Form 10-Q should not be regarded as a representation by us that our plans and objectives will be achieved. These forward-looking statements apply only as of the date of this Quarterly Report on Form 10-Q. Moreover, we assume no duty and do not undertake to update the forward-looking statements except as required by law.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

EQT Infrastructure Company LLC

Consolidated Statements of Assets and Liabilities (Unaudited)

(Amounts in Thousands, Except Share Data)


	September 30, 2026		December 31, 2025
Assets
Investments, at fair value (cost: $767,798 and $0, respectively)	$	886,648	$	-
Foreign currency forward contracts, at fair value		3,462
Cash and cash equivalents		332,673		1
Cash in foreign currencies, at fair value (cost: $149 and $0, respectively)		146		-
Interest receivable		3,541		-
Deferred offering costs		703		2,106
Due from Manager		14,498		7,501
Total assets		1,241,671		9,608

Liabilities
Management fee payable, net		792		-
Accrued performance allocation		13,624		-
Foreign currency forward contracts, at fair value		66		-
Legal and professional fees payable		4,386		1,782
Accrued shareholder servicing fees		6,852		-
Offering costs payable		2,106		2,106
General and administrative expenses payable		977		514
Organization costs payable		333		4,850
Directors' fees and expenses payable		80		355
Other payables		384		-
Total liabilities		29,600		9,607

Commitments and contingencies (Note 9)
Net assets	$	1,212,071	$	1

Net assets are comprised of:
Class A-I Shares, 29,912,646 and 0 shares authorized, issued and outstanding, respectively		883,172		-
Class A-S Shares, 3,790,217 and 0 shares authorized, issued and outstanding, respectively		107,067		-
Class M-I Shares, 1,661,398 and 0 shares authorized, issued and outstanding, respectively		45,052		-
Class M-S Shares, 1,959,444 and 0 shares authorized, issued and outstanding, respectively		50,916
Class M-S-TE Shares, 285,161 and 0 shares authorized, issued and outstanding, respectively		7,077		-
Class M-I-TE Shares, 120,639 and 0 shares authorized, issued and outstanding, respectively		3,126
Class E Shares, 3,851,545 and 0 shares authorized, issued and outstanding, respectively		115,449		-
Class H Shares, 40 and 0 shares authorized, issued and outstanding, respectively		1		-
Class I Shares, 400 and 0 shares authorized, issued and outstanding, respectively		12		-
Class Q Shares, 40 and 40 shares authorized, issued and outstanding, respectively		1		1
Class T Shares, 6,546 and 0 shares authorized, issued and outstanding, respectively		198		-
Net assets	$	1,212,071	$	1

Shares outstanding		41,588,076		40

See notes to consolidated financial statements.

EQT Infrastructure Company LLC

Consolidated Statements of Operations (Unaudited)

(Amounts in Thousands)


	For The Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Investment income
Interest income	$	3,714		$	-		$	7,589		$	-
Total investment income		3,714			-			7,589			-

Operating expenses
Management fee, net		357			-			792			-
Performance allocation		5,319			-			13,624			-
Legal and professional fees		970			77			7,703			987
Deferred offering costs amortization		527			-			1,404			-
Organization costs		-			234			-			2,309
Directors' fees and expenses		119			116			349			240
General and administrative expenses		451			-			1,207			-
Total operating expenses		7,743			427			25,079			3,536
Expenses recouped/(reimbursed) by Manager		88			(427	)		(6,630	)		(3,536	)

Net operating expenses		7,831			-			18,449			-

Net investment income/(loss)		(4,117	)		-			(10,860	)		-

Net realized gain/(loss) on foreign currency transactions:
Foreign currency transactions		(544	)		-			(539	)		-

Net change in unrealized appreciation/(depreciation) on investments, foreign currency forward contracts, and foreign currency translation:
Investments		46,429			-			124,687			-
Foreign currency forward contracts		3,449			-			3,396			-
Foreign currency translation		(3,680	)		-			(5,842	)		-

Total net change in unrealized appreciation/(depreciation)		46,198			-			122,241			-

Total realized gain/(loss) and change in unrealized appreciation/(depreciation)		45,654			-			121,702			-

Net increase in net assets resulting from operations	$	41,537		$	-		$	110,842		$	-

See notes to consolidated financial statements.

EQT Infrastructure Company LLC

Consolidated Statements of Changes in Net Assets (Unaudited)

(Amounts in Thousands)


	Class A-I Shares			Class A-S Shares			Class M-I Shares			Class M-S Shares			Class M-S-TE Shares			Class M-I-TE Shares			Class E Shares			Class H Shares		Class I Shares		Class Q Shares		Class T Shares		Total Net Assets
Balance at July 1, 2026	$	648,176		$	72,345		$	18,314		$	26,575		$	-		$	-		$	111,155		$	1	$	11	$	1	$	152	$	876,730
Consideration from the issuance of shares		204,887			32,693			25,250			23,585			7,164			3,035			-			-		-		-		37		296,651
Transfer in/out		140			(140	)		-			-			-			-			-			-		-		-		-		-
Accrued shareholder servicing fees		-			(1,549	)		-			(991	)		(307	)		-			-			-		-		-		-		(2,847	)
Net investment income/(loss)		(3,457	)		(404	)		(141	)		(181	)		(27	)		(11	)		104			-		-		-		-		(4,117	)
Net realized gain/(loss)		(394	)		(49	)		(20	)		(24	)		(3	)		(2	)		(52	)		-		-		-		-		(544	)
Net change in unrealized appreciation/(depreciation)		33,820			4,171			1,649			1,952			250			104			4,242			-		1		-		9		46,198
Balance at September 30, 2026	$	883,172		$	107,067		$	45,052		$	50,916		$	7,077		$	3,126		$	115,449		$	1	$	12	$	1	$	198	$	1,212,071

Balance at January 1, 2026	$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-	$	-	$	1	$	-	$	1
Consideration from the issuance of shares		801,410			103,093			43,006			50,357			7,164			3,035			100,000			1		10		-		174		1,108,250
Transfer in/out		140			(140	)		-			-			-			-			-			-		-		-		-		-
Accrued shareholder servicing fees		-			(4,564	)		-			(2,151	)		(307	)		-			-			-		-		-		-		(7,022	)
Net investment income/(loss)		(9,236	)		(1,044	)		(213	)		(336	)		(27	)		(11	)		6			-		-		-		1		(10,860	)
Net realized gain/(loss)		(390	)		(49	)		(20	)		(24	)		(3	)		(2	)		(51	)		-		-		-		-		(539	)
Net change in unrealized appreciation/(depreciation)		91,248			9,771			2,279			3,070			250			104			15,494			-		2		-		23		122,241
Balance at September 30, 2026	$	883,172		$	107,067		$	45,052		$	50,916		$	7,077		$	3,126		$	115,449		$	1	$	12	$	1	$	198	$	1,212,071

See notes to consolidated financial statements.


	Class A-I Shares		Class A-S Shares		Class M-I Shares		Class M-S Shares		Class M-S-TE Shares		Class M-I-TE Shares		Class E Shares		Class H Shares		Class I Shares		Class Q Shares		Class T Shares		Total Net Assets
Balance at January 1, 2025	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	1	$	-	$	1
Consideration from the issuance of shares		-		-		-		-		-		-		-		-		-		-		-		-
Accrued shareholder servicing fees		-		-		-		-		-		-		-		-		-		-		-		-
Net investment income/(loss)		-		-		-		-		-		-		-		-		-		-		-		-
Net realized gain/(loss)		-		-		-		-		-		-		-		-		-		-		-		-
Net change in unrealized appreciation/(depreciation)		-		-		-		-		-		-		-		-		-		-		-		-
Balance at September 30, 2025	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	1	$	-	$	1

	Class A-I Shares		Class A-S Shares		Class M-I Shares		Class M-S Shares		Class M-S-TE Shares		Class M-I-TE Shares		Class E Shares		Class H Shares		Class I Shares		Class Q Shares		Class T Shares		Total Net Assets
Balance at July 1, 2025	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	1	$	-	$	1
Consideration from the issuance of shares		-		-		-		-		-		-		-		-		-		-		-		-
Accrued shareholder servicing fees		-		-		-		-		-		-		-		-		-		-		-		-
Net investment income/(loss)		-		-		-		-		-		-		-		-		-		-		-		-
Net realized gain/(loss)		-		-		-		-		-		-		-		-		-		-		-		-
Net change in unrealized appreciation/(depreciation)		-		-		-		-		-		-		-		-		-		-		-		-
Balance at September 30, 2025	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	1	$	-	$	1

See notes to consolidated financial statements.

EQT Infrastructure Company LLC

Consolidated Statements of Cash Flows (Unaudited)

(Amounts in Thousands)


	For the Nine Months Ended September 30,			For the Nine Months Ended September 30,
	2026			2025
Operating activities
Net increase in net assets resulting from operations	$	110,842		$	-
Adjustments to reconcile net increase in net assets from operations to net cash used in operating activities:
Net change in unrealized (appreciation)/depreciation on investments		(124,687	)		-
Net change in unrealized (appreciation)/depreciation on foreign currency forward contracts		(3,396	)
Net change in unrealized (appreciation)/depreciation on foreign currency translation		5,842			-
Net realized (gain)/loss on foreign currency transactions		539			-
Amortization of deferred offering costs		1,404			-
Acquisition of portfolio companies		(671,486	)		-
Proceeds from portfolio companies		3,144			-
Increase/(decrease) in deferred offering costs		(1	)		-
Changes in operating assets and liabilities:
Increase in due from Manager		(6,997	)		3,536
Increase in interest receivable		(3,541	)		-
Increase in deferred offering costs		-			548
Increase in management fee payable, net		792			-
Increase in accrued performance allocation		13,624			-
Decrease in directors’ fees and expenses payable		(101	)		(239	)
Increase in offering costs payable		-			(548	)
Decrease in organization costs payable		(4,517	)		(2,309	)
Increase in legal and professional fees payable		2,604			(626	)
Increase in general and administrative expenses payable		463			(361	)
Increase in other payables		384			-
Net cash used in operating activities		(675,088	)		1

Financing activities
Shareholder servicing fees, paid		(170	)		-
Proceeds from issuance of shares		1,008,076			-
Net cash provided by financing activities		1,007,906			-

Net increase in cash and cash equivalents and foreign currencies at fair value		332,818			1

Cash and cash equivalents and foreign currencies at fair value, beginning of period		1			-
Cash and cash equivalents and foreign currencies at fair value, end of period	$	332,819		$	1

Supplemental disclosure of operating activities
Class T Shares issued for director's fees (1)	$	174		$	-

Supplemental disclosure of non-cash financing activities
Class E Shares issued in exchange for investment acquisitions	$	100,000		$	-
Change in shareholder servicing fees	$	6,681		$	-

(1)

During the period, the non-cash component of director fees was settled through the issuance of Class T Shares, recognized at grant‑date fair value as compensation expense and reflected as a non‑cash financing activity.

See notes to consolidated financial statements.

EQT Infrastructure Company LLC

Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited)

(Amounts in Thousands)


Issuer	Asset	Geography (1)(2)	Currency	Valuation Level	Estimated Fair Value		Estimated Fair Value as a Percentage of Net Assets
Portfolio Companies
Transportation & Logistics (4.49%)
Other investment in portfolio company (3)		(4)	Various	III		54,434		4.49	%
Energy & Environmental (49.18%)
Steel River Energy Center	Equity interest held through CCR Steel River Topco, LP	North America	USD	III		106,741		8.81	%
Kelda Holdings Limited	Equity interest held through Glacier Lux Topco S.à r.l.	Europe	GBP	III		76,212		6.29	%
Scale Microgrids	Equity interest held through Stallion Aggregator LP	North America	USD	III		129,997		10.73	%
Urbaser	Equity interest held through Gallardo Aggregator SCSP	Europe	EUR	III		101,966		8.41	%
Reworld Waste	Equity interest held through Covert Aggregator, LP	North America	Various	III		75,102		6.20	%
Other investments in portfolio companies (3)		(5)	Various	III		105,976		8.74	%

Financial (2.06%)
Other investment in portfolio company		(6)	Various	III		25,000		2.06	%

Technology (17.43%)
EdgeConneX	Equity interest held through EQT AI Deal Aggregator SCSP and McHerndon Aggregator SCS	North America	USD	III		86,846		7.17	%
Other investment in portfolio companies (3)		(7)	Various	III		124,374		10.26	%

Total Portfolio Companies (cost of $767,798)						886,648		73.2	%

Derivative Instruments
Foreign currency forward contracts				II		3,396		0.28	%

Total Derivative Instruments						3,396		0.28	%

Money Market Funds
Morgan Stanley Liquidity Government Institutional Fund		North America	USD	I		166,300		13.72	%
JP Morgan US Government Capital Fund		North America	USD	I		166,297		13.72	%
Total Money Market Funds (cost $332,597)						332,597		27.44	%

Total Investments, Forward Contracts and Money Market Funds (cost of $1,100,395)					$	1,222,641		100.88	%

(1)

The fair value is domiciled across North America 51.50% and Europe 21.66%.

(2)

The portfolio's cost is domiciled across North America $512,795 and Europe $255,003.

(3)

There were no single investments included in this category that exceeded 5% of net assets.

(4)

4.49% of fair value shown is domiciled in Europe.

(5)

2.47% of fair value shown is domiciled in Europe, 6.27% in North America.

(6)

2.06% of fair value shown is domiciled in North America.

(7)

10.26% of fair value shown is domiciled in North America.

See notes to consolidated financial statements.

EQT Infrastructure Company LLC

Notes to Consolidated Financial Statements

(All Amounts in Thousands, Except Share and Per Share Data, and Except Where Noted)

Organization

EQT Infrastructure Company LLC (“EQIC” and the “Company”) was formed on June 20, 2024 as a limited liability company under the laws of the state of Delaware and the Company operates its business in a manner so that it is not an “investment company” under the Investment Company Act of 1940, as amended. The Company is a holding company that seeks to acquire, own and control portfolio companies with the objective of generating attractive risk-adjusted returns and achieving medium-to-long-term capital appreciation through joint ventures (“Joint Ventures”).

The Company is sponsored by EQT AB (together with any one or more of its direct or indirect subsidiaries, “EQT AB Group”) and expects to benefit from EQT AB Group’s institutional real assets platform pursuant to its management agreement with EQT Partners Inc. (the “Manager”) to support the Company in identifying, acquiring, owning and controlling its portfolio companies in accordance with the Company’s objectives. The Company commenced its principal operations on February 1, 2026.

EQIC conducts a continuous private offering of its investor shares on a monthly basis in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), (i) to accredited investors (as defined in Regulation D under the Securities Act) and (ii) in the case of shares sold outside of the United States, to persons that are not “U.S. persons” (as defined in Regulation S under the Securities Act). As of September 30, 2026, the Company offers the following classes of investor shares: Class I Shares, Class D Shares, Class S Shares, Class A-I Shares, Class A-D Shares, Class A-S Shares, Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares (collectively, the “Investor Shares”).

Holders of Investor Shares have equal rights and privileges with each other, except as it relates to the maximum sales loads, dealer-manager fees and servicing fees. EQT AB Group, through its ownership of all of the Company’s outstanding Class Q Shares, holds, directly and indirectly, all of the voting power of the Company.

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements (referred to hereafter as the “financial statements”) are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and are stated in United States (“U.S.”) dollars. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in these consolidated financial statements. Actual results could differ from those estimates. Our fiscal year ends on December 31 of each year.

The Company’s consolidated financial statements are prepared using the accounting and reporting guidance under Accounting Standards Codification (“ASC”) 946, Financial Services—Investment Companies (“ASC 946”).

Basis of Consolidation

As provided under Regulation S-X and ASC 946, the Company will generally not consolidate its investment in a company other than a wholly owned investment company or controlled operating company whose business consists of providing services to the Company. All significant intercompany balances and transactions have been eliminated in consolidation.

Cash and Cash Equivalents

Cash, including cash denominated in foreign currencies, represents cash deposits held at financial institutions or in money market funds with maturities of three or fewer months at the time of acquisition. As of September 30, 2026 and December 31, 2025, the amount of cash and cash equivalents was $332,819 and $1, respectively. Money market funds are valued at net asset value per share and are categorized as Level I as shown in Note 4. Fair Value Measurements - Investments.

Foreign Currency Translation

The accounting records of the Company are maintained in U.S. Dollars. The fair value of investments and other assets and liabilities denominated in non-U.S. currencies are translated into U.S. Dollars using the exchange rate at the end of each reporting

period. Amounts related to the purchases and sales of investments, investment income and expenses are translated at the rates of exchange prevailing on the respective dates of such transactions.

Net unrealized currency gains and losses arising from valuing foreign currency-denominated investments and liabilities at the current exchange rate are reflected as part of net change in unrealized appreciation (depreciation) on foreign currency translation in the Consolidated Statements of Operations.

Foreign security and currency translations may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, currency fluctuations and revaluations and future adverse political, social and economic developments, which could cause investments in foreign markets to be less liquid and prices to be more volatile than those of comparable U.S. companies or U.S. government securities.

Organization and Offering Costs

Organization costs are expensed as incurred. Organization costs consist of costs incurred to establish the Company and enable it legally to do business. Organization costs will be reimbursed by the Manager, subject to potential recoupment as described in Note 6. Related Party Transactions. For the nine months ended September 30, 2026 and 2025, the Company incurred organization costs of $0 and $2,309, respectively.

Offering costs include registration fees and legal fees regarding the preparation of the initial registration statement on Form 10. Offering costs are accounted for as deferred costs until operations begin. Offering costs will be reimbursed by the Manager, subject to potential recoupment as described in Note 6. Related Party Transactions. For continuous offerings, offering costs are then amortized over the first twelve months of operations on a straight-line basis. For the nine months ended September 30, 2026 and 2025, Deferred Offering costs amortization was $1,404 and $0, respectively. Deferred Offering costs amortization was $527 and $0 for the three months ended September 30, 2026 and 2025, respectively. As of September 30, 2026 and December 31,2025, the cumulative offering costs incurred by the Company of $703 and $2,106, respectively, were deferred and recorded as Deferred Offering costs in the accompanying Consolidated Statements of Assets and Liabilities.

Valuation of Investments at Fair Value

ASC 820, Fair Value Measurement, defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosures about fair value. The Company recognizes and accounts for its investments at fair value. The fair value of the investments does not reflect transaction costs that may be incurred upon disposition of investments.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters, or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity for disclosure purposes.

Assets and liabilities recorded at fair value on the Consolidated Statements of Assets and Liabilities are categorized based upon the level of judgment associated with the inputs used to measure their value. Hierarchical levels, as defined under GAAP, are directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities, are as follows:

Level I — Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level II — Inputs other than quoted prices included in Level I that are observable for the asset or liability, either directly or indirectly. Level II inputs include quoted prices for similar instruments in active markets, and inputs other than quoted prices that are observable for the asset or liability.

Level III — Inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability.

A significant decrease in the volume and level of activity for the asset or liability is an indication that transactions or quoted prices may not be representative of fair value because in such market conditions, there may be increased instances of transactions that are not orderly. In those circumstances, further analysis of transactions or quoted prices is needed, and an adjustment to the transactions or quoted prices may be necessary to estimate fair value.

The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, determining fair value requires more judgment. Due to the inherent uncertainty of valuation, estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Therefore, the degree of judgment exercised by the Manager in determining fair value is greatest for investments categorized in Level III.

When determining fair value, the Manager uses valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The valuation techniques used by the Manager to determine fair value are consistent with the market or income approaches.

The market approach includes valuation techniques that use prices and other relevant information generated by market transactions involving comparable assets, liabilities or a group of assets and liabilities. Inputs used under a market approach may include valuation multiples applied to corresponding performance metrics, such as earnings before interest, taxes, depreciation and amortization (“EBITDA”). The selected multiples are estimated through a comparative analysis of the performance and characteristics of each investment within a range of comparable companies or transactions in the observable marketplace. In addition, recent merger and acquisitions transactions of comparable companies may be used as a basis to develop implied valuation multiples.

The income approach includes valuation techniques that measure the present value of anticipated future economic benefits (i.e., net cash flows). The estimated net cash flows are forecasted over the expected remaining economic life and discounted to present value using a discount rate commensurate with the level of risk associated with the expected cash flows.

When making fair value determinations for assets that do not have a reliable readily available market price, the Manager will engage one or more independent valuation firms to provide positive assurance regarding the reasonableness of such valuations as of the relevant measurement date. However, the Manager is ultimately responsible for determining the fair value of all applicable investments in good faith in accordance with the Company’s valuation policies and procedures.

At least annually, the Manager reviews the appropriateness of the Company’s valuation policies and procedures and will recommend any proposed changes to the Company’s board of directors (the “Board”). From time to time, the Board, and the Manager may adopt changes to the valuation policies and procedures if they determine that such changes are likely to result in a more accurate reflection of estimated fair value.

Income Taxes

The Company operates so that it will qualify to be treated as a partnership for U.S. federal income tax purposes under the Internal Revenue Code and not a publicly traded partnership taxable as a corporation. As such, it will not be subject to any U.S. federal, state and/or local income taxes. In any year, it is possible that the Company will be considered a publicly traded partnership and will not meet the qualifying income exception, which would result in the Company being treated as a publicly traded partnership taxed as a corporation, rather than a partnership. In such case, the members would then be treated as stockholders in a corporation, and the Company would become taxable as a corporation for U.S. federal income tax purposes.

The Company is required to pay income tax at corporate rates on its net taxable income. In addition, the Company operates and intends to continue to operate, in part, through subsidiaries that may be treated as corporations for U.S. and non-U.S. tax purposes and therefore may be subject to current and deferred U.S. federal, state and/or local income taxes at the subsidiary level.

Uncertain Tax Positions

The Company analyzes its tax filing positions in all of the U.S. federal, state and local tax jurisdictions and foreign tax jurisdictions where it is required to file income tax returns, as well as for all open tax years in these jurisdictions. If, based on this analysis, the Company determines that uncertainties in tax positions exist, a reserve is established and recorded in other accrued expenses and liabilities. Accrued interest and penalties related to uncertain tax positions are recorded within other expenses, when applicable. The Company records uncertain tax positions on the basis of a two-step process: (a) determination is made whether it is more-likely-than-not that the tax positions will be sustained based on the technical merits of the position and (b) those tax positions

that meet the more-likely-than-not threshold are recognized as the largest amount of tax benefit that is greater than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal and certain state, local and foreign tax regulators. Annually, tax returns are subject to examinations for a period of three to six years from when they are filed under varying statutes of limitations.

Calculation of Net Asset Value

Net asset value (“NAV”) by share class is calculated by subtracting total liabilities for each class from the total carrying amount of all assets for that class, which includes the fair value of investments. NAV per share for each class is calculated by dividing the net asset value for that class by the total number of outstanding common shares of that class on the reporting date.

The Manager is ultimately responsible for the Company's NAV calculations.

At the end of each month, any change in the Company’s NAV (whether an increase or decrease) is allocated among each Share class based on the relative percentage of the previous aggregate NAV for each share class, adjusted for issuances of shares that were effective on the first calendar day of such month and repurchases that were effective on the last calendar day of such month.

Revenue Recognition

Interest income from money market funds with financial institutions is recorded on an accrual basis to the extent that the Company expects to collect such amounts. Each distribution received from a portfolio company is evaluated to determine if the distribution should be recorded as dividend income or a return of capital. Distributions that are classified as a return of capital are recorded as a reduction in the cost basis of the investment.

Net Realized Gains or Losses and Net Change in Unrealized Appreciation or Depreciation on Investments

Without regard to unrealized appreciation or depreciation previously recognized, realized gains or losses will be measured as the difference between the net proceeds from the sale, repayment, or disposal of an asset and the adjusted cost basis of the asset. Net change in unrealized appreciation or depreciation will reflect the change in investment values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized.

Performance Allocation

Under the Second Amended and Restated Limited Liability Company Agreement of the Company (as amended from time to time, the “LLC Agreement”), so long as the Management Agreement has not been terminated, the Performance Allocation is equal to 12.5% of the Total Return attributable to Investor Shares subject to the 5% Hurdle Amount and a High Water Mark, with a 100% Catch-Up (as such terms are defined under Note 6. Related Party Transactions). Such allocation is measured and allocated or paid annually and accrued monthly (subject to pro-rating for partial periods), payable either in cash or in Class T Shares.

EQT AB Group may elect to receive the Performance Allocation in cash or Class T Shares. If the Performance Allocation is paid in Class T Shares, such Shares may be repurchased at EQT AB Group’s request and are subject to the repurchase limitations of our Share Repurchase Plan.

Investments

Acquisitions for the nine months ended September 30, 2026

Class E Issuances

•

On February 1, 2026, the Company issued to EQT Holdings AB, an indirect subsidiary of EQT AB, a total of approximately 394,158 Class E Shares, valued at $25.00 per Class E Share, in exchange for the contribution to the Company of ownership interests in Ju:niz Energy GmbH, a battery energy storage system developer and operator.

•

On February 20, 2026, the Company issued to EQT Holdings AB a total of approximately 997,242 Class E Shares, valued at $25.00 per Class E Share, in exchange for the contribution to the Company of ownership interests in Constellation Cold Logistics, a provider of temperature-controlled storage infrastructure.

•

On March 27, 2026, the Company issued to EQT Holdings AB and EQT Investments AB, each an indirect subsidiary of EQT AB, a total of 505,035 Class E Shares, valued at $25.81 per Class E Share, in exchange for the contribution to the Company of EQT Holdings AB's ownership interests in Waga Energy SA, a leader in renewable natural gas production.

•

On March 27, 2026, the Company issued to EQT Holdings AB and EQT Investments AB a total of 542,416 Class E Shares, valued at $25.81 per Class E Share, in exchange for the contribution to the Company of EQT Investments AB's ownership interests in EdgeConneX (previously held through McNair Parent Coöperatief), a global data center provider.

•

On April 27, 2026, the Company issued to EQT Holdings AB a total of 1,173,157 Class E Shares, valued at $26.94 per Class E Share, in exchange for the contribution to the Company of ownership interest in Scale Microgrids, a leading vertically integrated developer, acquirer, owner, and operator of microgrids, for an aggregate amount of $31,601.

•

On May 26, 2026, the Company issued to EQT Holdings AB a total of 239,537 Class E Shares, valued at $27.46 per Class E Share, in exchange for the contribution to the Company of ownership interest in Reworld Waste, a leading sustainable waste solutions provider, for an aggregate amount of $6,578.

The offer and sale of the Class E Shares were exempt from the registration provisions of the Securities Act, by virtue of Section 4(a)(2) thereunder.

Cash Acquisitions

•

On February 20, 2026, the Company purchased from EQT Holdings AB ownership interests in Scale Microgrids, a leading vertically integrated developer, acquirer, owner, and operator of microgrids, for an aggregate amount of $21,342.

•

On February 20, 2026, the Company purchased from EQT Investments AB ownership interests in Seven Seas Water Group, a leading provider of sustainable water and wastewater solutions, for an aggregate amount of $30,002.

•

On February 20, 2026, the Company purchased from EQT Investments AB ownership interests in Madison Energy, a developer, owner, and operator of distributed solar and energy storage projects, for an aggregate amount of $42,046.

•

On February 20, 2026, the Company purchased from EQT Holdings AB ownership interests in Reworld Waste, a leading sustainable waste solutions provider, for an aggregate amount of $10,665.

•

On February 23, 2026, the Company acquired ownership interests in Ju:niz Energy GmbH, a battery energy storage system developer and operator, for an aggregate amount of $1,274.

•

On March 27, 2026, the Company purchased from EQT Investments AB ownership interests in EdgeConneX, a global data center provider, for an aggregate amount of $6,010.

•

On April 27, 2026, the Company purchased from EQT Holdings AB ownership interests in Lumos, a leading US wireless carrier, for an aggregate amount of $20,156.

•

On April 27, 2026, the Company purchased from EQT Investments AB ownership interests in Scale Microgrids, a leading vertically integrated developer, acquirer, owner, and operator of microgrids, for an aggregate amount of $22,152.

•

On April 28, 2026, the Company purchased from EQT Holdings AB ownership interests in Steel River Energy Center, a leading vertically integrated renewable energy platform, for an aggregate amount of $93,614.

•

On May 26, 2026, the Company purchased from EQT Holdings AB ownership interests in Reworld Waste, a leading sustainable waste solutions provider, for an aggregate amount of $19,746.

•

On June 11, 2026, the Company acquired ownership interests in Kelda Holdings Limited, parent company of Yorkshire Water which provides essential water and wastewater services to approximately 5.5 million individual customers, serving over two million homes and 140 thousand businesses, for an aggregate amount of $74,234.

•

On June 29, 2026, the Company purchased from EQT Investments AB ownership interests in Arium Networks, a leading builder and operator of digital infrastructure, specializing in the deployment of small cell networks that enhance essential wireless connectivity, for an aggregate amount of $50,029.

•

On June 29, 2026, the Company purchased from EQT Investments AB ownership interests in EdgeConneX, a global data center provider, for an aggregate amount of $10,500.

•

On June 29, 2026, the Company acquired ownership interest in EdgeConneX, a global data center provider, for an aggregate amount of $5,000.

•

On July 21, 2026, the Company made an additional investment in Steel River Energy Center, a leading vertically integrated renewable energy platform, for an aggregate amount of $4,226.

•

On July 27, 2026, the Company purchased from EQT Investments AB ownership interests in A-Train AB, Sweden’s flagship high-speed airport rail service connecting Stockholm Central Station and Arlanda Airport, for an aggregate amount of $23,935.

•

On July 27, 2026, the Company purchased from EQT Holdings AB additional ownership interests in Reworld Waste, a leading sustainable waste solutions provider, for an aggregate amount of $26,871.

•

On August 7, 2026, the Company made an additional investment in Ju:niz Energy, a battery energy storage system developer and operator, for an aggregate amount of $1,248.

•

On August 28, 2026, the Company acquired ownership interests in Americold, a global leader in temperature-controlled logistics real estate and value-added cold chain services, for an aggregate amount of $25,000.

•

On September 11, 2026, the Company made an additional investment in Scale Microgrids, a leading vertically integrated developer, acquirer, owner, and operator of microgrids, for an aggregate amount of $32,572.

•

On September 15, 2026, the Company acquired ownership interests in Urbaser, a leading provider of essential services across the waste value chain, including waste collection, municipal and industrial waste treatment, recycling and resource recovery, for an aggregate amount of $104,689.

•

On September 23, 2026, the Company acquired ownership interests in Duck Creek Solar, a solar and battery storage facility, and Soleil Solar, one of America’s largest solar-plus-energy-storage projects, for an aggregate amount of $42,394.

•

On September 29, 2026, the Company made an additional investment in Steel River Energy Center, a leading vertically integrated renewable energy platform, for an aggregate amount of $8,901.

Fair Value Measurements—Investments

The following table presents fair value measurements of investments, by major class, as of September 30, 2026, according to the fair value hierarchy:


September 30, 2026
Investments	Level I		Level II		Level III		Fair Value
Portfolio companies	$	-	$	-	$	886,648	$	886,648
Investments in Money Market Funds		332,597		-		-		332,597
Foreign currency forward contracts		-		3,396		-		3,396
Total	$	332,597	$	3,396	$	886,648	$	1,222,641

The following table provides a reconciliation of the beginning and ending balances for investments that use Level III inputs for the nine months ended September 30, 2026.


Investments	Balance as of January 1, 2026		Purchases		Proceeds from investments				Net change in unrealized appreciation on investments			Net change in unrealized depreciation on foreign currency translation				Balance as of September 30, 2026
Portfolio companies	$	-	$	771,486		$	(3,144	)		$	124,687		$	(6,381	)	$	886,648

The following tables present the quantitative information about Level III fair value measurements of the Company’s portfolio companies as of September 30, 2026:


Level III Assets	Fair Value September 30, 2026		Valuation Methodology	Unobservable Input(s)(1)	Weighted Average(2)			Range	Impact to Valuation From an Increase in Input
Portfolio companies	$	886,648	Inputs to market comparables and transaction price/other	Weight ascribed to Market Comparables		20.3	%	0% - 100%	(4)
				Weight ascribed to Discounted Cash Flow		48.6	%	0% - 100%
				Weight ascribed to Transaction Price/Other		31.1	%	0% - 100%	(5)

			Market Comparables	Enterprise Value / EBITDA Multiple	18.3x			13.7x - 20.0x	Increase (3)
			Discounted Cashflows	WACC		12	%	9.2% - 19.3%	Decrease (3)


	September 30, 2026
Input	Hypothetical Change	Infrastructure Asset Values
Weighted Average Cost of Capital (1) (2)	0.25% decrease	+2.40%
	0.25% increase	-2.40%

(1)

In determining the inputs, management evaluates a variety of factors including economic conditions, industry and market developments, market valuations of comparable companies, and company-specific developments including exit strategies and realization opportunities. The Manager has determined that market participants would take these inputs into account when valuing the investments. Inputs include unlevered discount rate for certain Infrastructure Assets.

(2)

Inputs are weighted based on fair value of the investments included in the range.

(3)

Unless otherwise noted, this column represents the directional change in the fair value of the Level III investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect. Significant increases and decreases in these inputs in isolation could result in significantly higher or lower fair value measurements.

(4)

The directional change from an increase in the weight ascribed to the market comparables approach would increase the fair value of the Level III investments if the market comparables approach results in a higher valuation than the discounted cash flow approach and transaction price approach. The opposite would be true if the market comparables approach results in a lower valuation than the discounted cash flow approach and transaction price approach.

(5)

The directional change from an increase in the weight ascribed to the transaction price would increase the fair value of the Level III investments if the transaction price results in a higher valuation than the market comparables approach and discounted cash flow approach. The opposite would be true if the transaction price results in a lower valuation than the market comparables approach and discounted cash flow approach.

Valuations involve subjective judgments and may not accurately reflect realizable value. The assumptions above are determined by the Manager and reviewed by the Manager’s independent valuation advisor. A change in these assumptions or factors would impact the calculation of the value of our assets.

Derivatives

The Company enters into foreign currency forward contracts to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated securities or to facilitate settlement of foreign currency denominated transactions. A foreign currency forward contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at a future date. These contracts are marked-to-market by recognizing the difference between the contract forward exchange rate and the forward market exchange rate on the last day of the period as unrealized appreciation or depreciation. When a foreign currency forward contract is closed, through either delivery or offset by entering into another foreign currency forward contract, the Company recognizes realized appreciation or depreciation equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed. Foreign currency forward contracts involve elements of market risk in

excess of the amounts reflected on the Consolidated Statements of Assets and Liabilities. The Company’s primary risk related to hedging is the risk of an unfavorable change in the foreign exchange rate underlying the foreign currency forward contract.

The table below summarizes the aggregate notional amount and fair value of the derivative instruments. The notional amount, which is presented in both base and local currency, represents the absolute value amount of the foreign exchange contracts in thousands:


September 30, 2026
Assets
	Notional (Base Currency)		Notional (Local Currency)			Fair Value
Derivative Instruments
Foreign currency contracts (EUR)	$	123,572	€	105,762		$	2,625
Foreign currency contracts (GBP)	$	14,053	£	10,380			270
Foreign currency contracts (SEK)	$	18,295		175,132	kr		567
						$	3,462

September 30, 2026
Liabilities
	Notional (Base Currency)		Notional (Local Currency)			Fair Value
Derivative Instruments
Foreign currency contracts (GBP)	$	41,267	£	31,140		$	(66	)
						$	(66	)

For the three and nine months ended September 30, 2026, the Company recognized unrealized appreciation on Foreign currency forward contracts of $3,449 and $3,396, respectively.

See notes to consolidated financial statements.

Related Party Transactions

Second Amended and Restated LLC Agreement

On April 30, 2026, the Company executed its LLC Agreement, which amended and restated the Company’s amended and restated limited liability company agreement, dated as of January 30, 2026. EQT Holdings AB, the Company’s sole Class Q Member, and the Manager are counterparties to the LLC Agreement, along with the other shareholders.

The amendment and restatement effects certain changes, including, among other things, the establishment of the Company’s Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares.

Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares have equal rights and privileges with the Company’s Class D Shares, Class A-D Shares, Class I Shares, Class A-I Shares, Class S Shares, and Class A-S Shares, except that Class S Shares, Class A-S Shares, Class M-S Shares and Class M-S-TE Shares pay a sales load and dealer manager fee; Class I Shares, Class A-I Shares, Class M-I Shares and Class M-I-TE Shares do not pay a servicing fee; and Class A-I, Class A-D, Class A-S, Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares pay a lower management fee rate. Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares are not entitled to nominate, remove or participate in the appointment of directors of the Company.

Amended and Restated Management Agreement

On April 30, 2026, the Company entered into an amended and restated management agreement (the “Management Agreement”), which amended and restated the Company's management agreement, dated as of January 30, 2026, with the Manager and EQIC Holdings L.P., a subsidiary of the Company. Pursuant to the Management Agreement, the Manager assists the Company with certain management, administrative and advisory services related to identifying, acquiring, owning and managing portfolio companies through Joint Ventures that the Company controls, in accordance with the Company’s acquisition objectives, guidelines, policies and limitations, subject to oversight by the Company’s Board.

Pursuant to the Management Agreement, the Manager is entitled to receive a Management Fee from the Company. The Management Fee is payable monthly in arrears in an amount equal to (i) 1.25% per annum of the month-end NAV attributable to Class I Shares, Class D Shares, Class S Shares and Class E Shares and (ii) 1.00% per annum of the month-end NAV attributable to Class A-I Shares, Class A-D Shares, Class A-S Shares, Class M-I Shares, Class M-S Shares, Class M-S-TE Shares and Class

M-I-TE Shares for a 33-month period following the Initial Offering and such Class A-I Shares, Class A-D Shares, Class A-S Shares, Class M-I Shares Class M-S Shares, Class M-S-TE Shares and Class M-I-TE Shares will receive a Management Fee waiver for a 9-month period following the Initial Offering, and 1.25% per annum of the month-end NAV attributable to such Class A-I Shares, Class A-D Shares, Class A-S Shares, Class M-I Shares, Class M-S Shares, Class M-S-TE Shares and Class M-I-TE Shares thereafter, each before giving effect to any accruals for the Management Fee, the servicing fee (the "Servicing Fee"), the Performance Allocation, share repurchases for that month, any distributions and without taking into account any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which the Company indirectly acquires and holds a portfolio company, as determined in the good faith judgment of the Manager. Such Management Fee is calculated based on the Company’s transactional net asset value (the "Transactional NAV"), which is the price at which the Company sells and repurchases its Shares. The Management Fee may be paid, at the Manager’s election, in cash or Class T Shares.

For the nine months ended September 30, 2026 and 2025 the Company recognized Management Fees of $792 and $0, respectively, in the Consolidated Statements of Operations, of which $792 was payable at period end and included in “Management Fee Payable, net” in the accompanying Consolidated Statements of Assets and Liabilities. The gross Management Fee of $5,263 was offset by the $4,471 management fee waiver to arrive at the net Management Fee of $792.

For the three months ended September 30, 2026 and 2025 the Company recognized Management Fees of $357 and $0, respectively.

Performance Allocation

The Performance Allocation is equal to 12.5% of the Total Return attributable to Investor Shares subject to the Hurdle Amount and a High Water Mark, with a 100% Catch-Up. Such allocation is measured and allocated or paid annually (excluding the initial Reference Period, which will be measured and allocated or paid at the end of the initial Reference Period) and accrued monthly (subject to pro-rating for partial periods), payable either in cash or in Class T Shares. Specifically, promptly following the end of each Reference Period (and at the other times described herein), EQT AB Group is allocated a Performance Allocation in an amount equal to:

•

First, if the Total Return for the applicable period exceeds the sum of (i) the Hurdle Amount for that period and (ii) the Loss Carryforward Amount (any such excess, “Excess Profits”), 100% of such Excess Profits until the total amount allocated to EQT AB Group equals 12.5% of the sum of (a) the Hurdle Amount for that period and (b) any amount allocated to EQT AB Group pursuant to this clause (any such amount, the “Catch-Up”); and

•

Second, to the extent there are remaining Excess Profits, 12.5% of such remaining Excess Profits.

EQT AB Group is also allocated a Performance Allocation with respect to all Investor Shares that are repurchased in connection with repurchases of Shares in an amount calculated as described above with the relevant period being the portion of the Reference Period for which such Shares were outstanding, and proceeds for any such Share repurchases will be reduced by the amount of any such Performance Allocation. Such Performance Allocation is calculated based on the Company’s Transactional NAV.

EQT AB Group may elect to receive the Performance Allocation in cash and/or Class T Shares. If the Performance Allocation is paid in Class T Shares, such Shares may be repurchased at EQT AB Group’s request and are subject to the repurchase limitations of our Share Repurchase Plan.

“Total Return” for any period since the end of the prior Reference Period shall equal the sum of:

•

all distributions accrued or paid (without duplication) on Investor Shares outstanding at the end of such period since the beginning of the then-current Reference Period; plus

•

the change in aggregate NAV of such Investor Shares since the beginning of the Reference Period before giving effect to (a) changes resulting solely from the proceeds of issuances of the Investor Shares, (b) any allocation/accrual to the Performance Allocation and (c) applicable expenses for the Servicing Fee (including any payments made to the Company for payment of such expenses).

For the avoidance of doubt, the calculation of Total Return will (i) include any appreciation or depreciation in the NAV of Investor Shares issued during the then-current Reference Period, (ii) treat any withholding tax on distributions paid by or received by the Company as part of the distributions accrued or paid on Investor Shares, (iii) exclude the proceeds from the initial issuance of such Shares and (iv) exclude any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which the Company indirectly acquires and holds a portfolio company, as determined in the good faith judgment of the Manager.

“Hurdle Amount” for any period during a Reference Period means that amount that results in a 5.0% annualized internal rate of return on the NAV of the Investor Shares outstanding at the beginning of the then-current Reference Period and all Investor Shares issued since the beginning of the then-current Reference Period, calculated in accordance with recognized industry practices and taking into account the timing and amount of all distributions accrued or paid (without duplication) on all such Shares but excluding applicable expenses for the Servicing Fee and any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which the Company indirectly acquires and holds a portfolio company, as determined in the good faith judgment of the Manager.

The ending NAV of Investor Shares used in calculating the internal rate of return will be calculated before giving effect to any allocation/accrual to the Performance Allocation and applicable expenses for the Servicing Fee and any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which the Company indirectly acquires and holds a portfolio company, as determined in the good faith judgment of the Manager. For the avoidance of doubt, the calculation of the Hurdle Amount for any period will exclude any Investor Shares repurchased during such period, which shares will be subject to the Performance Allocation upon repurchase as described above.

Except as described in the definition of “Loss Carryforward Amount” herein, any amount by which the Total Return falls below the Hurdle Amount will not be carried forward to subsequent periods.

EQT AB Group will not be obligated to return any portion of the Performance Allocation paid due to the subsequent performance of the Company.

“Loss Carryforward Amount” shall initially equal zero and shall cumulatively increase by the absolute value of any negative annual Total Return and decrease by any positive annual Total Return; provided, that the Loss Carryforward Amount shall at no time be less than zero; and provided further, that the calculation of the Loss Carryforward Amount will exclude the Total Return related to any Investor Shares repurchased during the applicable Reference Period, which Shares will be subject to the Performance Allocation upon repurchase as described above. For the avoidance of doubt, with respect to Shares repurchased during the applicable Reference Period, the Loss Carryforward Amount shall not include amounts that would have been attributable to such repurchased Shares had such Shares not been repurchased during the applicable Reference Period. The effect of the Loss Carryforward Amount is that the recoupment of past annual Total Return losses will offset the positive annual Total Return for purposes of the calculation of the Performance Allocation. This is referred to as a “High Water Mark.”

“Reference Period” means the applicable year beginning on January 1 and ending on December 31 of the same year; provided, that the initial Reference Period shall be the period from the date of acceptance of the initial subscription for shares of the Company by persons that are not affiliates of the Manager (the "Initial Offering") to December 31, 2026.

For the nine months ended September 30, 2026 and 2025 the Company recognized a Performance Allocation of $13,624 and $0, respectively in the Consolidated Statements of Operations. As of September 30, 2026 $13,624 was accrued for and included in an accrued Performance Allocation in the accompanying Consolidated Statements of Assets and Liabilities.

For the three months ended September 30, 2026 and 2025 the Company recognized a Performance Allocation of $5,319 and $0, respectively.

Trademark License Agreement

The Company is party to a trademark license agreement with EQT AB, dated as of January 30, 2026 (the “Trademark License Agreement”). Pursuant to the Trademark License Agreement, EQT AB granted the Company a license to use certain trademarks and service marks subject to the terms of such agreement.

Expense Limitation and Reimbursement Agreement

Pursuant to the Second Amended and Restated Expense Limitation and Reimbursement Agreement, dated March 31, 2026 (the “Expense Limitation Agreement”) with the Manager, the Manager has agreed to forego an amount of its monthly management fee

and/or pay, absorb or reimburse certain expenses of the Company, to the extent necessary through and including March 31, 2027, so that, for any fiscal year, the Company’s annual Specified Expenses (as defined below) do not exceed 0.75% of the Company’s net assets as of the end of each calendar month. The Company has agreed to carry forward the amount of any foregone Management Fee and/or expenses paid, absorbed or reimbursed by the Manager, when and if requested by the Manager, within five years from the end of the month in which the Manager waived or reimbursed such fees or expenses (“Excess Expenses”) and to reimburse the Manager in the amount of such Excess Expenses as promptly as possible, on a monthly basis, but only if and to the extent that Specified Expenses plus any recoupment do not exceed 0.75% of the Company’s net assets at the end of each calendar month. The Manager may recapture a Specified Expense in the same year it is incurred. This arrangement cannot be terminated prior to March 31, 2027 without the Board’s consent. “Specified Expenses” is defined to include all expenses incurred in the business of the Company, including organizational and offering costs, with the exception of (i) the Management Fee, (ii) the Performance Allocation, (iii) the Servicing Fee, (iv) the distribution fee, (v) portfolio company level expenses, (vi) brokerage costs or other investment-related out-of-pocket expenses, including with respect to unconsummated transactions, in each case, accrued on or after the Initial Offering, (vii) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Company), (viii) taxes, (ix) ordinary corporate operating expenses (including costs and expenses related to hiring, retaining, and compensating employees, officers and directors of the Company) accrued on or after the Initial Offering, (x) certain insurance costs and (xi) extraordinary expenses (as determined in the sole discretion of the Manager).

The Company has agreed that its obligations under the Expense Limitation Agreement shall survive termination of the Expense Limitation Agreement. Further, upon dissolution, liquidation, sale of substantially all of the assets of the Company or termination of the Management Agreement, including termination of the Management Agreement by the Company, the Company has agreed first to reimburse the Manager any amounts previously reimbursed by the Manager to the Company under the Expense Limitation Agreement in excess of the total Management Fee that would have otherwise been due to the Manager by the Company.

The Expense Limitation Agreement will be in effect through and including March 31, 2027, but may be renewed by the mutual agreement of the Manager and the Company for successive terms.

The following table reflects the amounts subject to recoupment pursuant to the Expense Limitation Agreement and the expiration for future possible recoupments by the Manager as of September 30, 2026:


	Amount		Last Expiration Date
June 30, 2024 (From June 20 to June 30, 2024)	$	1,639	June 30, 2029
September 30, 2024		890	September 30, 2029
December 31, 2024		115	December 31, 2029
March 31, 2025		1,610	March 31, 2030
June 30, 2025		1,499	June 30, 2030
September 30, 2025		427	September 30, 2030
December 31, 2025		1,234	December 31, 2030
March 31, 2026		5,278	March 31, 2031
June 30, 2026		1,440	June 30, 2031
Total	$	14,132

For the nine months ended September 30, 2026 and 2025, the total amount of expenses to be reimbursed by the Manager was $6,630 and $3,536, respectively.

For the three months ended September 30, 2026 and 2025, the total amount of expenses to be reimbursed by the Manager was $0 and $427.

For the three months ended September 30, 2026 and 2025, the Manager recouped expenses of $88 and $0, respectively. The $88 recouped reduced the amount subject to recoupment for the period ended June 30, 2024.

Dealer-Manager Agreement

On January 9, 2026, the Company entered into a Dealer-Manager Agreement (as amended from time to time, the “Dealer-Manager Agreement”) with EQT Partners BD, LLC (the “Dealer-Manager”).

Pursuant to the Dealer-Manager Agreement, the Dealer-Manager solicits sales of the Company’s Shares authorized for issue in accordance with the Company’s confidential Private Placement Memorandum and provides certain administrative and shareholder services to the Company, subject to the terms and conditions set forth in the Dealer-Manager Agreement. The Dealer-Manager receives certain front-end sales charges, Distribution Fees, Servicing Fees and certain other fees as described in the Private Placement Memorandum.

Servicing Fee

The Company pays the Dealer-Manager ongoing shareholder servicing fees of (i) 0.85% of NAV per annum for Class S Shares, Class A-S Shares, Class M-S Shares and Class M-S-TE Shares and (ii) 0.25% of NAV per annum for Class D Shares and Class A-D Shares, in each case accrued monthly and payable quarterly (collectively, the “Servicing Fee”). Such Servicing Fee is calculated based on the Company’s transactional net asset value, which is the price at which the Company sells and repurchases its Shares. None of the Class I Shares, Class A-I Shares, Class M-I Shares, Class M-I-TE Shares or the EQT AB Group Shares incur the Servicing Fee. The Dealer-Manager generally expects to reallow the Servicing Fee to participating broker dealers and other intermediaries.

Under GAAP, the Company accrues the cost of the Servicing Fees, as applicable, for the estimated life of the shares as an offering cost at the time we sell Class D Shares, Class S Shares, Class A-D Shares, Class A-S Shares, Class M-S-TE and Class M-S Shares.

The Manager remits payment of the ongoing Servicing Fees on behalf of the Company and is reimbursed by the Company for such payments.

As of September 30, 2026 and December 31, 2025, the Company has accrued $6,852 and $0, respectively, of Servicing Fees payable to the Dealer Manager related to Class D Shares, Class S Shares, Class A-D Shares, Class A-S Shares, Class M-S-TE and Class M-S Shares sold.

Net Assets

The following table is a summary of share activity during the nine months ended September 30, 2026 and shares outstanding as of September 30, 2026 and January 1, 2026:


	Shares Outstanding as of January 1, 2026		Shares Issued During the Period		Shares Repurchased During the Period		Transfers in/(out) during the Period			Shares Outstanding as of September 30, 2026
Class A-I Shares		-		29,912,646		-		140,000			30,052,646
Class A-S Shares		-		3,790,217		-		(140,000	)		3,650,217
Class M-I Shares		-		1,661,398		-		-			1,661,398
Class M-S Shares		-		1,959,444		-		-			1,959,444
Class M-I-TE Shares		-		120,639		-		-			120,639
Class M-S-TE Shares		-		285,161		-		-			285,161
Class E Shares		-		3,851,545		-		-			3,851,545
Class H Shares		-		40		-		-			40
Class I Shares		-		400		-		-			400
Class Q Shares		40		-		-		-			40
Class T Shares		-		6,546		-		-			6,546
Total		40		41,588,036		-		-			41,588,076

The following table is a summary of share activity during the nine months ended September 30, 2025 and shares outstanding as of September 30, 2025 and January 1, 2025:


	Shares Outstanding as of January 1, 2025		Shares Issued During the Period		Shares Repurchased During the Period		Transfers in/(out) during the Period		Shares Outstanding as of September 30, 2025
Class Q Shares		40		-		-		-		40
Total		40		-		-		-		40

Share Repurchase

On April 30, 2026, the Board adopted a revised share repurchase plan (the “Share Repurchase Plan”), which amended and restated the share repurchase plan dated as of January 30, 2026, to reflect the addition of certain classes of shares, such that the Share Repurchase Plan applies to the Company’s Class M-I Shares, Class M-S Shares, Class M-I-TE Shares and Class M-S-TE Shares. Pursuant to the Share Repurchase Plan, the Company’s shareholders may request that the Company repurchase all or a portion of their shares, subject to the terms and limitations contained in the Share Repurchase Plan. No Share Repurchases were made through September 30, 2026.

Distributions

The Company did not declare or pay any distributions during the nine months ended September 30, 2026.

Commitments and Contingencies

Funding Commitments and Others

The Company had $308,500 and $0 in unfunded commitments in portfolio companies as of September 30, 2026 and December 31, 2025, respectively.

Litigation

As of September 30, 2026, the Company was not subject to any material litigation nor was the Company aware of any material litigation threatened against it.

Indemnification

Under the Company’s LLC Agreement, its members of the Board, the Manager, the officers of the Company, the holder of the Company’s Class Q Shares, EQT AB Group and their respective affiliates, directors, officers, representatives, agents, consultants, shareholders, members, managers, partners and employees, and any other person who serves at the request of EQT AB Group or its affiliates as a director, officer, agent, consultant, member, manager, partner, shareholder, trustee or employee of the Company or any other person are indemnified against certain liabilities arising out of the performance of their duties to the Company. In the normal course of business, the Company enters into contracts that contain a variety of representations and that provide general indemnifications. The Company’s maximum liability exposure under these arrangements is unknown, as future claims that have not yet occurred may be made against the Company.

10.

Segment Reporting

The Company operates through a single operating and reporting segment with an investment objective of generating attractive risk-adjusted returns for shareholders and achieving medium-to-long-term capital appreciation. Certain executive officers of EQT comprise the Company's Executive Committee, which serves as the chief operating decision maker (“CODM”). The CODM assesses the performance and makes operating decisions of the Company on a consolidated basis. As the Company’s operations comprise a single reporting segment, the segment assets are reflected on the accompanying Consolidated Statements of Assets and Liabilities as “Total Assets” and the significant segment expenses are listed on the accompanying Consolidated Statements of Operations.

11.

Financial Highlights

The following is a schedule of the financial highlights of the Company attributed to each class of Shares for the nine months ended September 30, 2026:


	Class A-I Shares			Class A-S Shares			Class M-I Shares			Class M-S Shares			Class M-S-TE Shares			Class M-I-TE Shares			Class E Shares			Class H Shares			Class I Shares			Class Q Shares			Class T Shares
Per share data attributed to shares (1)
Net asset value per share at beginning of period (January 1, 2026)	$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	-		$	25.00		$	-
Consideration from the issuance of shares, net (9)		26.79			27.23			25.89			25.70			25.12			25.16			25.96			25.00			25.00			-			26.62
Transfer in/out (2)		0.01			(0.07	)		-			-			-			-			-			-			-			-			-
Shareholder servicing fees (2)		-			(2.32	)		-			(2.95	)		(4.61	)		-			-			-			-			-			-
Net investment income/(loss) (2)		(0.52	)		(0.53	)		(0.38	)		(0.46	)		(0.40	)		(0.42	)		-			-			-			-			0.22
Net realized and change in unrealized appreciation (2)		3.25			3.94			1.61			3.69			4.71			1.18			4.01			5.23			4.31			5.23			3.38
Net increase/(decrease) in net assets attributed to shareholders	$	29.53		$	28.25		$	27.12		$	25.98		$	24.82		$	25.92		$	29.97		$	30.23		$	29.31		$	5.23		$	30.22
Net asset value per share at the end of period (September 30, 2026)	$	29.53		$	28.25		$	27.12		$	25.98		$	24.82		$	25.92		$	29.97		$	30.23		$	29.31		$	30.23		$	30.22
Weighted average of shares outstanding at end of the period (September 30, 2026)		17,727,765			1,963,671			566,497			729,611			66,762			26,458			2,986,067			36			356			40			4,464

Ratio/Supplemental data for Shares:
Ratios to net asset value (3)(4)(8):
Operating expenses before expenses reimbursed by Manager		2.59	%		2.34	%		1.09	%		1.16	%		1.44	%		0.24	%		2.89	%		1.96	%		6.75	%		1.96	%		1.19	%
Operating expenses reimbursed by Manager		(1.18	)%		(0.78	)%		(0.37	)%		(0.25	)%		(0.18	)%		(0.03	)%		(1.57	)%		(1.54	)%		(2.02	)%		(1.54	)%		(1.16	)%
Operating expenses after expenses reimbursed by Manager (6)		1.41	%		1.56	%		0.72	%		0.91	%		1.26	%		0.21	%		1.32	%		0.42	%		4.73	%		0.42	%		0.03	%
Performance Allocation		2.08	%		2.00	%		1.09	%		1.13	%		1.59	%		0.26	%		0.00	%		0.00	%		0.00	%		0.00	%		0.00	%
Total operating expenses (5)		3.49	%		3.56	%		1.81	%		2.04	%		2.85	%		0.47	%		1.32	%		0.42	%		4.73	%		0.42	%		0.03	%


Net investment income/(loss) (5)(6)	(2.18	)%	(2.22	)%	(1.04	)%	(1.29	)%	(0.73	)%	(0.70	)%	0.01	%	0.00	%	0.00	%	0.00	%	0.80	%
Total GAAP return attributed to Shares based on net asset value (7)	18.12	%	13.00	%	8.48	%	3.92	%	(0.72	)%	3.68	%	19.88	%	20.92	%	17.24	%	20.92	%	20.88	%

(1)

Per share data may be rounded in order to recompute the ending net asset value per share.

(2)

Per share data was derived by using the weighted average shares outstanding during the applicable period.

(3)

Actual results may not be indicative of future results. Additionally, an individual shareholder’s ratios may vary from the ratios presented for a share class as a whole.

(4)

Weighted average net assets during the applicable period are used for this calculation.

(5)

Ratios presented after accounting for the accrual of the performance allocation.

(6)

Ratios presented after expenses reimbursed by Manager.

(7)

The Company’s performance changes over time and currently may be different than that shown above. Past performance is no guarantee of future results.

(8)

Expense ratios and net investment income/(loss) ratio are annualized.

(9)

Represents the per share impact of subscriptions during the period. The difference between issuance price (Transactional NAV) and U.S. GAAP NAV throughout the period, as well as the timing of share issuances, may result in subscriptions that may be accretive (or dilutive) to NAV per share.

12.

Subsequent Events

The Company has evaluated subsequent events through November 13, 2026, the date on which the Consolidated Financial Statements were available to be issued, and concluded that, except as disclosed below, no additional subsequent events have occurred that require adjustment to or disclosure in the consolidated financial statements.

Unregistered Sales of Equity Securities

On October 1, 2026, the Company sold Investor Shares to third-party investors for cash for aggregate consideration of approximately $92,125, at a price per Investor Share equal to Transactional NAV 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:


Class	Aggregate Number of Shares Sold (1,2)		Aggregate Consideration(1)
Class M-S-TE		20,611	$	533
Class A-I		2,512,290		74,175
Class A-S		358,326		10,521
Class M-I-TE		41,326		1,071
Class M-I		76,151		2,065
Class M-S		139,153		3,760
Total			$	92,125

(1)

Share and dollar amounts are rounded to the nearest whole number.

(2)

The Company finalized the number of Investor Shares sold on October 1, 2026, following the calculation of the Company’s Transactional NAV per share as of September 30, 2026.

The offer and sale of the Investor Shares were exempt from the registration provisions of the Securities Act 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.

Subscriptions totaling $52,945 were received and accepted on November 1, 2026. The number of shares to be issued will be determined based on the NAV as of October 31, 2026, once finalized.

Share Repurchases

On November 5, 2026, the Company repurchased 39,462 shares of Class A-I and 7,578 shares of Class M-S, pursuant to the repurchase plan, at a price per share of $29.53 and $27.02, respectively.


Class	Aggregate Number of Shares Repurchased (1)(2)		Aggregate Consideration (1)
A-I Shares		39,462	$	1,107
M-S Shares		7,578		195
Total		47,040	$	1,302

(1)

Share and dollar amounts are rounded to the nearest whole number.

(2)

The Company finalized the number of Investor Shares repurchased on November 5, 2026, following the calculation of the Company’s Transactional NAV per share as of September 30, 2026.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q and our consolidated financial statements included in the 2025 Annual Report. In addition to historical data, this discussion contains forward-looking statements about our business, operations and financial performance based on current expectations that involve risks, uncertainties and assumptions. See “Cautionary Note Regarding Forward-Looking Statements.” Our actual results may differ materially from those in this discussion as a result of various factors, including but not limited to those discussed in “Part I, Item 1A. Risk Factors” in the 2025 Annual Report.

All dollar amounts in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” are in thousands except shares and per share data, unless otherwise noted (for example, with the word “million” or otherwise).

Overview

The Company was formed as a Delaware limited liability company on June 20, 2024. The Company has a limited operating history and was formed as a holding company that seeks to acquire, own and control Joint Ventures and portfolio companies globally. The Company operates its business in a manner so that it is not an “investment company” under the Investment Company Act. We commenced commercial operations on February 1, 2026, upon the sale of Investor Shares to third-party investors.

We own and control Joint Ventures that, directly or indirectly, own majority and/or primarily controlling stakes in portfolio companies that are primarily operating in the infrastructure space, and to a lesser extent, Joint Ventures that own influential yet non-majority stakes in portfolio companies that are primarily operating in the infrastructure space. We anticipate owning and controlling portfolio companies through Joint Ventures organized in the geographies and sectors where EQT is active, currently including North America, Europe and Asia Pacific, and in sectors such as healthcare, technology and business services. The geographies and sectors in which EQT is active (and in which the Company may therefore acquire portfolio companies) may evolve over time. Over time, we expect to own a portfolio that consists primarily of controlled portfolio companies that generate attractive risk-adjusted returns. We intend to continue to fund these acquisitions using proceeds raised from the continuous offering of our securities and distributions from existing portfolio companies, and eventually by opportunistically recycling capital generated from dispositions of portfolio companies.

We are sponsored by EQT and aim to leverage its global expertise and platform. We have appointed the Manager to assist us with certain management, administrative and advisory services related to identifying, acquiring, owning and managing portfolio companies through Joint Ventures that we control. The past performance of any EQT Vehicle and the acquisitions that they have made provide no assurance of future returns or results of the Company’s acquisitions and there can be no assurance that the Company will achieve the same or similar performance to any EQT Vehicle.

We expect that we will continue to own nearly all of our portfolio companies through Joint Ventures alongside one or more EQT Vehicles whose interests are generally aligned with ours, such that a joint acquisition strategy arising from our combined resources provides the Company with opportunities to accumulate a larger share of, and more control over, any potential acquisition. We plan to own all or substantially all of our Joint Venture interests and other interests in portfolio companies directly or indirectly through one or more wholly-owned operating subsidiaries (each, an “Operating Subsidiary”). In turn, we expect our Operating Subsidiaries to hold our interests in portfolio companies and Joint Ventures through one or more corporations, limited liability companies or limited partnerships. We expect that most of our Joint Ventures will own a majority of, and/or have primary control over, the underlying portfolio company. Our relative economic interests in such Joint Ventures will vary from acquisition to acquisition.

We expect that over the long term, Joint Ventures and portfolio companies will make up approximately 80% of our assets and that the balance of our assets, approximately 20%, will consist of cash and cash equivalents, U.S. Treasury securities, U.S. government agency securities, municipal securities, other sovereign debt, investment grade credit and other investments including high-yield credit, asset-backed securities, mortgage-backed securities, collateralized loan obligations, leveraged loans and/or debt of companies or assets (collectively, the “Liquidity Portfolio”). We expect to hold a portion of our assets in the Liquidity Portfolio in order to provide us with income, to facilitate capital deployment and to provide a potential source of liquidity, including to meet share repurchase requests under our share repurchase plan, pursuant to which shareholders may request that the Company repurchase all or a portion of their shares, subject to the terms and limitations contained in the Share Repurchase Plan. These types of liquid assets may exceed 20% of our assets at any given time due to new subscriptions, shareholder participation in our share repurchase program, distributions from, or dispositions of, portfolio companies or for other reasons as our Manager determines. See “Item 1A. Risk Factors—Risks Related to Our Business—We have significant liquidity requirements, and adverse market and economic conditions may adversely affect our sources of liquidity, which could materially and adversely affect our business operations” in the 2025 Annual Report.

We may also opportunistically acquire a limited amount of indirect exposure to commingled funds, which may include existing and newly formed funds and certain “continuation vehicles.” The Company may invest into vehicles managed by an affiliate of EQT or it may invest into vehicles managed by third parties, through secondary transactions with existing shareholders or limited partners but also through direct subscription with the sponsor(s) of such vehicles. Our acquisition strategy may also include debt of portfolio companies that we control and other debt, equity, equity-like, preferred and/or structured equity securities. While none of these approaches are principal to the Company’s business strategy, we believe that in certain circumstances, such investments may complement the Joint Venture strategy as a ready source of capital deployment at efficient prices and may otherwise help the Company achieve its objective of generating attractive risk-adjusted returns for shareholders. To the extent we pursue any of the foregoing approaches, we expect to do so in a manner so that we are not an “investment company” under the Investment Company Act.

No market currently exists for our Shares. We do not intend to list our Shares for trading on any securities exchange or any other trading market in the near future. There is currently no secondary market for our Shares and we do not anticipate that a secondary market will develop for our Shares. Neither the Manager nor the Dealer-Manager intends to make a market for the Shares.

Recent Developments

As of October 1, 2026, the Company sold Investor Shares to third-party investors for cash for aggregate consideration of approximately $92,125. As of November 1, 2026, the Company sold Investor Shares to third-party investors for cash for aggregate consideration of approximately $52,945.

Macroeconomic Environment

To date, 2026 has been marked by continued uncertainty in global markets, driven by investor concerns over inflation, elevated interest rates, ongoing political and regulatory uncertainty, including potential shifts in U.S. trade policy and the imposition of new tariffs, as well as geopolitical instability stemming from the ongoing conflicts in Ukraine, the Middle East and Central and South America. In particular, the escalation of the conflict involving Iran, Israel and the U.S. has contributed to significant disruptions in global energy markets, which has led to an increase in oil and natural gas prices and volatility in the financial markets.

Further contributing to economic uncertainty, the current U.S. presidential administration has implemented significant changes to U.S. trade policy, the size of the federal government, tax policy and the enforcement of various regulations. These policy shifts could introduce additional market instability and reduce investor confidence. For example, the U.S. government has announced tariffs on goods imported from various countries to the United States. Countries subject to such tariffs have imposed, or may in the future, impose reciprocal or retaliatory tariffs and other trade measures. We are actively monitoring these developments and analyzing the potential impacts on our business, the businesses of our portfolio companies and the broader economic environment. In light of these developments, there can be no assurances that political and regulatory conditions will not worsen and/or adversely affect the Company’s fundraising activities and deployment of funds, its portfolio companies or the respective financial performance of the Company and its portfolio companies.

Operating Results Highlights

During the three and nine months ended September 30, 2026, we raised aggregate subscription proceeds of $296,614 and $1,008,076, respectively, related to Investor Shares. These subscription proceeds were used, in part, to acquire our interests in sixteen portfolio companies totaling $767,798 for the nine months ended September 30, 2026.

The details of total returns on Investor Share classes are shown in the following table:

     Transactional Net Asset Value Total Returns

     Class A-I 
Shares

     Class A-S 
Shares

     Class I 
Shares

     Class M-I 
Shares

     Class M-S 
Shares

     Class M-I-TE 
Shares

     Class M-S-TE 
Shares

     Share Class Inception Date

     2/1/2026

     2/1/2026

     2/1/2026

     5/1/2026

     5/1/2026

     7/1/2026

     7/1/2026

     Three months ended September 30, 2026

66%

44%

37%

66%

44%

66%

44%

     Inception to date annualized as of September 30, 2026 (1)

     18.10%

     17.44%

     17.24%

     8.47%

     8.08%

     N/A

     N/A

(1)

“Inception to date annualized” for a given share class, means total return annualized based on the inception date. Past performance is not indicative of future results. Total returns shown reflect the percent change in our Transactional Net Asset Value per share from the beginning of the applicable period, plus the amount of any distribution per Share declared in the period, and assumes any distributions are reinvested in accordance with our distribution reinvestment

plan. The Company did not declare or pay any distributions from inception through September 30, 2026. Share Class M-I-TE and Share Class M-S-TE launched July 1, 2026, therefore three months ended is the annualized performance.

Portfolio Companies

As of September 30, 2026, the Company’s portfolio consisted of twelve portfolio companies, with an aggregate fair value of $886,648. The Company’s portfolio companies were as follows:


Portfolio Company		Description
Ju:niz Energy GmbH		Ju:niz is a battery energy storage system developer and operator.
Scale Microgrid Solutions		Scale Microgrids is a leading vertically integrated developer, acquirer, owner, and operator of microgrids.
Constellation Cold Logistics		Constellation is a provider of temperature-controlled storage infrastructure.
Reworld Holding Corporation		Reworld (formerly Covanta) is a leading sustainable waste solutions provider.
Madison Energy Infrastructure		Madison Energy is a developer, owner, and operator of distributed solar and energy storage projects.
Seven Seas Water Group		Seven Seas is a leading provider of sustainable water and wastewater solutions.
Waga Energy SA		Waga Energy is a leader in renewable natural gas production.
Steel River Energy Center		Steel River Energy Center is a major solar-plus-storage energy facility in Arkansas.
Lumos		Lumos is a provider of fiber optic internet, whole-Home Wi-Fi, voice and streaming services, to more than 300,000 homes and businesses across Virginia, North Carolina, and South Carolina.
Arium Networks		Arium Network’s small cells solutions business is a leading builder and operator of digital infrastructure, specializing in the deployment of small cell networks that enhance essential wireless connectivity.
EdgeConneX		EdgeConneX is a a global data center provider, operating high-powered, purpose-built digital infrastructure for customers.
Kelda Holdings Limited		Kelda Holdings Limited is the parent company of Yorkshire Water, provider of critical water and wastewater services in the Yorkshire region of the United Kingdom
A-Train AB		A-Train AB is the operator of the Arlanda express high-speed rail service.
Americold Realty Trust, Inc.		Americold Realty Trust, Inc. is a global leader in temperature-controlled logistics.
Urbaser		Urbaser is a Spanish waste management infrastructure and environmental services provider.
Duck Creek Power		Duck Creek Power is a solar and battery storage facility.
Soleil Solar		Soleil Solar is one of America's largest solar plus energy storage projects.

Results of Operations

From June 20, 2024 (date of formation) through January 31, 2026, we had not commenced our principal operations and were focused on our formation and the registration statement for the Company. Our Form 10 registration statement automatically became effective on November 19, 2024.

We commenced commercial operations on February 1, 2026, upon the sale of Investor Shares to third-party investors. We are dependent upon the proceeds from our continuous Private Offering in order to conduct our business. We intend to continue to acquire portfolio companies with the capital received from our continuous Private Offering and any indebtedness that we may incur in connection with such activities.

Investment Income

We generate income primarily from our long-term ownership and control of Joint Ventures and portfolio companies and, to a lesser extent, investments in our Liquidity Portfolio, which may consist of dividend income, interest income, and net realized gains or losses and net change in unrealized appreciation or depreciation.

For the three and nine months ended September 30, 2026, the Company generated $3,714 and $7,589, respectively, of interest income.

Expenses

Company Expenses

The Company bears all fees, costs, expenses and liabilities, together with any relevant taxes, if any, incurred by the Company or fairly allocable to the Company, including relating to the Company’s: (i) operation, management, maintenance and administration; (ii) acquisition-related activities (including researching, sourcing, negotiating, acquiring, holding and disposing of actual and potential portfolio companies and other assets); and (iii) to the extent applicable, termination and winding-up, including in each case its attributable share (directly or indirectly) of any such fees, costs, expenses, liabilities and taxes (if any) related to the Company, any aggregator and any other holding vehicles or similar holding structures utilized from time to time (directly or indirectly) by the Company in connection with one or more acquisitions or assets.

For the avoidance of doubt, Company Expenses may include any of the fees, costs, expenses and other liabilities incurred in connection with services provided, or other activities engaged in, by EQT and its affiliates, in addition to third parties. In determining the amount of Company Expenses that may be fairly allocable to the Company and to any EQT Vehicles that may participate in Joint Ventures with the Company, the Manager and its affiliates will take into account such factors as they deem appropriate, including, for example, committed or available capital of the Company and EQT Vehicles, the amount of capital historically held or remaining in a particular holding or similar holdings, the aggregate NAV of the Company and EQT Vehicles and the percentage of similar acquisitions in which the Company or EQT Vehicles have historically participated. The Company reimburses the Manager or its affiliates for certain expenses that are incurred prior to the commencement of operations of the Company, including allocable compensation and overhead of EQT personnel involved in the formation and establishment of the Company and its subsidiaries.

In respect of any acquisitions made by the Company alongside EQT Vehicles or other third parties, fees, costs, expenses or liabilities of, or attributable to, the Company may be temporarily borne by members of EQT AB Group, such EQT Vehicles and/or such third parties. In such circumstances, the Company will be required to reimburse such fees, costs, expenses or liabilities and may bear an arm’s-length cost of funding or interest rate on such amounts.

Expense Limitation and Reimbursement Agreement

Under the Second Amended and Restated Expense Limitation and Reimbursement Agreement, dated March 31, 2026 (the “Expense Limitation Agreement”), the Manager has agreed to forgo an amount of its monthly Management Fee and/or pay, absorb or reimburse certain expenses of the Company as described under Note 6. Related Party Transactions to the consolidated financial statements.

For the nine months ended September 30, 2026 and 2025, the total amount of expenses to be reimbursed by the Manager was $6,630 and $3,536, respectively.

For the three months ended September 30, 2026 and 2025, the total amount of expenses to be reimbursed by the Manager was $0 and $427.

For the three months ended September 30, 2026 and 2025, the Manager recouped expenses of $88 and $0, respectively.

Going forward, we expect our primary expenses to be the payment of the Performance Allocation to EQT Group as well as other capital and operating expenses.

Management Fee

Pursuant to the Management Agreement, the Manager is entitled to receive a management fee from the Company (the “Management Fee”) as described under Note 6. Related Party Transactions to the consolidated financial statements.

In addition to the fees paid to the Manager, we pay all other costs and expenses of our operations, including compensation of any of our employees and non-investment professional employees of the Manager or EQT, directors, custodial expenses, leveraging expenses, transfer agent expenses, legal fees, expenses of independent auditors, expenses of our periodic repurchases, expenses of preparing, printing and distributing offering documents, shareholder reports, notices, proxy statements and reports to governmental agencies and taxes, if any. See “Company Expenses” below and “Item 13. Certain Relationships and Related Transactions, and Director Independence—Potential Conflicts of Interest” in the 2025 Annual Report. The Management Fee is offset by certain fees and expenses. See “Item 13. Certain Relationships and Related Transactions, and Director Independence—Management Fee Offset” in the 2025 Annual Report.

For the three and nine months ended September 30, 2026, the Company incurred Management Fees of $357 and $792, respectively.

Performance Allocation

EQT AB Group will be allocated a performance allocation (the “Performance Allocation”) as described under Note 6. Related Party Transactions to the consolidated financial statements.

For the three and nine months ended September 30, 2026, the Company incurred a Performance Allocation fee of $5,319 and $13,624, respectively.

Servicing Fees

EQT Partners BD, LLC will be paid servicing fees as described under Note 6. Related Party Transactions to the consolidated financial statements.

For the three and nine months ended September 30, 2026, the Company incurred Servicing Fees of $315 and $486, respectively. Shareholder servicing fees apply only to Class D Shares, Class S Shares, Class A-D Shares, Class A-S Shares, Class M-S Shares and Class M-S-TE Shares. For purposes of Transactional Net Asset Value, the Company recognizes shareholder servicing fees as a reduction to Transactional Net Asset Value on a monthly basis as such fees are accrued. For purposes of GAAP Net Asset Value, the Company accrues the cost of the shareholder servicing fees for the estimated life of the shares as an offering cost at the time the Company sells shares in the applicable share classes. See “—Reconciliation of Transactional Net Asset Value to GAAP Net Asset Value.”

Organizational and Offering Expenses

The Company reimburses the Manager or its affiliates for organization and offering costs incurred prior to the commencement of operations of the Company subject to reimbursement and potential recoupment pursuant to the Expense Limitation Agreement discussed herein (including legal, accounting, audit, printing, mailing, subscription processing and filing fees and expenses, due diligence expenses of participating broker-dealers supported by detailed and itemized invoices, costs in connection with preparing sales materials, design and website expenses, fees and expenses of the Company), to the extent necessary so that, for any fiscal year, the Company’s annual Specified Expenses (as defined below) do not exceed 0.75% of the Company’s net assets as of the end of each calendar month.

“Specified Expenses” is defined to include all expenses incurred in the business of the Company, including organizational and offering costs, with the exception of (i) the Management Fee, (ii) the Performance Allocation, (iii) the Servicing Fee, (iv) the Distribution Fee, (v) portfolio company level expenses, (vi) brokerage costs or other investment-related out-of-pocket expenses, including with respect to unconsummated transactions, in each case, accrued on or after the Initial Offering, (vii) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Company), (viii) taxes, (ix) ordinary corporate operating expenses (including costs and expenses related to hiring, retaining, and compensating employees, officers and directors of the Company) accrued on or after the Initial Offering, (x) certain insurance costs and (xi) extraordinary expenses (as determined in the sole discretion of the Manager). Notwithstanding the foregoing, the Manager may, in its sole discretion, designate an expense to be a Specified Expense, which expense will be subject to the provisions of the Expense Limitation Agreement.

During the three and nine months ended September 30, 2026, we incurred $0 in organization costs, and recorded amortization of offering costs of $527 and $1,404, respectively. For three and nine months ended September 30, 2025, the Company incurred organization costs of $234 and $2,309, respectively. The organization costs relate to legal, accounting, and other corporate services. As of September 30, 2026 and December 31, 2025, the cumulative offering costs incurred by the Company were $2,106 at both dates. Of these costs, $703 and $2,106 , respectively, were unamortized and recorded as deferred offering costs in the accompanying Consolidated Statements of Assets and Liabilities.

Net Realized Gain (Loss) and Change in Unrealized Appreciation (Depreciation) on Investments, Foreign Currency Translation and Foreign Currency Forward Contracts

Net realized gain and loss and net unrealized appreciation and depreciation from our investments and foreign currency translation of assets and liabilities denominated in foreign currencies are reported separately on the Consolidated Statements of Operations. We measure realized gain and loss as the difference between the net proceeds from the sale, repayment, or disposal of an asset and the adjusted cost basis of the asset, without regard to unrealized appreciation or depreciation previously recognized. Net change in unrealized appreciation or depreciation will reflect the change in investments values during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation, when appreciation or depreciation is realized.

For the three and nine months ended September 30, 2026, the Company did not dispose of any interests in portfolio companies and did not recognize any realized gain or loss. For the three and nine months ended September 30, 2026, the Company incurred realized losses on foreign currency transactions of $544 and $539, respectively.

For the three and nine months ended September 30, 2026, total net change in unrealized appreciation on investments and foreign currency translation increased by $46,198 and $122,241, respectively.

Provision for Income Taxes

The Company intends to operate so that it will qualify to be treated as a partnership for U.S. federal income tax purposes under the Internal Revenue Code and not a publicly traded partnership taxable as a corporation. The Company operates, in part, through subsidiaries that may be treated as corporations for U.S. and non-U.S. tax purposes and therefore may be subject to current and deferred U.S. federal, state and/or local income taxes at the subsidiary level, resulting in a provision for income taxes. For the three and nine months ended September 30, 2026 and 2025, provision for income taxes was $0.

Changes in Net Assets from Operations

For the three and nine months ended September 30, 2026, net increase in net assets resulting from operations was $41,537 and $110,842 respectively.

Investment Company Accounting Considerations

Since the Company’s consolidated financial statements are prepared using the specialized accounting principles of ASC 946, our Manager produces an estimate of the fair market value of each of our portfolio companies monthly. When valuing our portfolio companies, net operating earnings generated at the portfolio company level are included in our valuation models. While the valuation models take into account all revenue, distributions from each of our portfolio companies may be more or less than that included in our valuation models each period due to various cash flow considerations. As an example, since many of our portfolio companies are held in tax partnership structures, or in related entities with bank-financed portfolio company level debt, the Company may be contractually limited in its ability to make dividend distributions from portfolio companies to the Company. Since portfolio companies are not consolidated with the Company under ASC 946, in many cases the net income from operations earned by a portfolio company may not be distributed to the Company in its entirety, and thus may not be reflected in the net increase in net assets resulting from operations. While this non-distributed income is included in the calculation of fair market value and net change in unrealized appreciation or depreciation on investments, it is not included in net investment income or loss on the Consolidated Statements of Operations.

Transactional Net Asset Value

The Company calculates net asset value per Share in accordance with valuation policies and procedures that have been approved by the Board. The Company’s transactional net asset value (“Transactional Net Asset Value” or "Transactional NAV") corresponds to the price at which the Company sells and repurchases its Shares. The Company’s GAAP net asset value (“GAAP Net Asset Value”) is the Company’s net asset value determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The following table provides a breakdown of the major components of the Company’s Transactional Net Asset Value as of September 30, 2026:


Components of Transactional Net Asset Value	September 30, 2026
Assets at fair value (cost $767,798)	$	886,648
Cash and cash equivalents		332,819
Other assets		13,381
Other liabilities		490
Accrued performance allocation		(13,624	)
Management fee payable		(792	)
Accrued shareholder servicing fees (1)		(315	)
Transactional Net Asset Value	$	1,218,607
Number of outstanding shares		41,588,076

(1)

Shareholder servicing fees apply only to Class D Shares, Class S Shares, Class A-D Shares, Class A-S Shares, Class M-S Shares and Class M-S-TE Shares. For purposes of Transactional Net Asset Value, the Company recognizes shareholder servicing fees as a reduction to Transactional Net Asset Value on a monthly basis as such fees are accrued. For purposes of GAAP Net Asset Value, the Company accrues the cost of the shareholder servicing fees for the estimated life of the shares as an offering cost at the time the Company sells shares in the applicable share classes.

The following table provides a breakdown of our total Transactional Net Asset Value and our Transactional Net Asset Value per share by class as of September 30, 2026:


	Class I		Class A-I		Class A-S		Class M-I		Class M-S		Class M-I-TE		Class M-S-TE		Class H		Class E		Class Q		Class T		Total
Transactional Net Asset Value	$	12	$	883,172	$	111,277	$	45,052	$	52,945	$	3,126	$	7,374	$	1	$	115,449	$	1	$	198	$	1,218,607
Number of outstanding Shares		400		29,912,646		3,790,217		1,661,398		1,959,444		120,639		285,161		40		3,851,545		40		6,546		41,588,076

Transactional Net Asset Value Per Share as of September 30, 2026	$	29.31	$	29.53	$	29.36	$	27.12	$	27.02	$	25.92	$	25.86	$	30.23	$	29.97	$	30.23	$	30.23

Reconciliation of Transactional Net Asset Value to GAAP Net Asset Value

The following table reconciles the Company’s GAAP Net Asset Value to Transactional Net Asset Value:


	September 30, 2026
GAAP Net Asset Value	$	1,212,071
Adjustments:
Accrued shareholder servicing fees (1)		6,536
Transactional Net Asset Value	$	1,218,607

(1) Represents an adjustment to reflect shareholder servicing fees related to Class A-S, Class M-S-TE and Class M-S as they are accrued on a monthly basis.

Valuation Methodologies and Significant Inputs

The following table presents additional information about valuation methodologies and significant inputs used for portfolio company holdings that are valued at fair value as of September 30, 2026.


Level III Assets	Fair Value September 30, 2026		Valuation Methodology	Unobservable Input(s)(1)	Weighted Average(2)			Range	Impact to Valuation From an Increase in Input
Portfolio companies	$	886,648	Inputs to market comparables and transaction price/other	Weight ascribed to Market Comparables		20.3	%	0% - 100%	(4)
				Weight ascribed to Discounted Cash Flow		48.6	%	0% - 100%
				Weight ascribed to Transaction Price/Other		31.1	%	0% - 100%	(5)

			Market Comparables	Enterprise Value / EBITDA Multiple	18.3x			13.7x - 20.0x	Increase (3)
			Discounted Cashflows	WACC		12	%	9.2% - 19.3%	Decrease (3)

(1)

(2)

Inputs are weighted based on fair value of the investments included in the range.

(3)

(4)

(5)

Valuations involve subjective judgments and may not accurately reflect realizable value. The assumptions above are determined by the Manager and reviewed by our independent valuation advisor. A change in these assumptions or factors would impact the calculation of the value of our assets. For example, assuming all other factors remain unchanged, the changes listed below would result in the following effects on our asset values as of September 30, 2026:


	September 30, 2026
Input	Hypothetical Change	Infrastructure Asset Values
Weighted Average Cost of Capital (1) (2)	0.25% decrease	+2.40%
	0.25% increase	-2.40%

(1)

Inputs include unlevered discount rate for certain Infrastructure Assets.

(2)

Liquidity and Capital Resources

We expect to generate cash primarily from (i) the net proceeds of our Private Offering, (ii) any financing arrangements we may enter into in the future and (iii) any future offerings of our equity or debt securities. We believe that cash provided by such means will be sufficient to satisfy our anticipated cash requirements for the next twelve months and foreseeable future.

Our primary use of cash will be for (i) acquisition of portfolio companies, (ii) the cost of operations (including the Management Fee and Performance Allocation), (iii) debt service of any borrowings, and (iv) periodic repurchases, including pursuant to our Share Repurchase Plan. We did not make repurchases under the Share Repurchase Plan through September 30, 2026.

As of September 30, 2026, the Company had $332,819 in cash and cash equivalents, which primarily includes $332,597 of investment in money market funds.

As of September 30, 2026 and December 31, 2025, we had not declared or paid any distributions.

Cash Flows

Cash used in operating activities

Net cash flow used in operating activities was $675,088 for nine months ended September 30, 2026 and is primarily the result of funding the acquisitions of portfolio companies.

Cash provided by financing activities

Net cash flow provided by financing activities was $1,007,906 for the nine months ended September 30, 2026 which primarily reflects the proceeds from the sale of Investor Shares pursuant to our Private Offering.

Since inception on February 1, 2026, through September 30, 2026, the Company has sold approximately $1,008,075 of Investor Shares for cash as part of the Private Offering.

On January 30, 2026, the Company issued 40 Class H Shares to the Manager for aggregate consideration of $1.

Contractual Obligations

See Note 9. Commitments and Contingencies above for our contractual obligations and commitments with payments due subsequent to September 30, 2026.

Critical Accounting Estimates

Below is a discussion of the accounting policies that management believes are critical to understanding our historical and future performance. We consider these policies critical because they involve significant judgments and assumptions and require estimates about matters that are inherently uncertain and because they are important for understanding and evaluating our reported financial results. Our accounting policies have been established to conform with GAAP. The preparation of the consolidated financial statements in accordance with GAAP requires management to use judgments in the application of such policies. These judgments will affect our reported amounts of assets and liabilities and our disclosure of contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. With different estimates or assumptions, materially different amounts could be reported in our consolidated financial statements. Additionally, other companies may utilize different estimates that may impact the comparability of our results of operations to those of companies in similar businesses.

Valuation of Portfolio Companies

The Company’s portfolio companies are valued at fair value in accordance with GAAP, including ASC 820, Fair Value Measurement. ASC 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

There is no single standard for determining fair values of holdings that do not have a readily available market price and, in many cases, such fair values may be best expressed as a range of fair values from which a single estimate may be derived in good faith. As a result, determining fair value requires that judgment be applied to the specific facts and circumstances of each acquisition while employing a valuation process that is consistently followed. Determinations of fair value involve subjective judgments and estimates.

When making fair value determinations for portfolio companies that do not have readily available market prices, the Manager considers industry-accepted valuation methodologies, such as: (i) an income approach, (ii) a market approach, (iii) milestone valuation analysis and (iv) last round of financing analysis. A blend of approaches may be relied upon in arriving at an estimate of fair value, though there may be instances where it is more appropriate to utilize one approach. The Manager also considers a range of additional factors that it deems relevant, including a potential sale of a portfolio company, macro and local market conditions, industry information and the portfolio company’s historical and projected financial data.

Portfolio companies will generally be valued at transaction price initially, however, to the extent the Manager does not believe a portfolio company’s transaction price reflects the current market value, the Manager will adjust such valuation. When making fair value determinations for portfolio companies, the Manager will generally update the prior month-end valuations by assessing whether any factors exist that require an adjustment to the most recent valuation. The Manager values portfolio companies using the valuation methodology it deems most appropriate and consistent with widely recognized valuation methodologies and market conditions. See “Item 1A. Risk Factors—Risks Related to an Investment in Our Shares—Valuations of our portfolio companies are estimates of fair value and may not necessarily correspond to realizable value” in the 2025 Annual Report.

Given the nature of the Company’s portfolio companies, valuations may be difficult to carry out. The Company is expected to hold securities and financial instruments that do not have readily available market quotes and there may be a relative scarcity of market comparables on which to base the value of the Company’s assets. With regards to assets for which a market value is not readily available, the Manager has engaged a qualified valuation firm to provide positive assurance regarding the reasonableness of such valuations as of the relevant measurement date. The Manager has substantial discretion in determining the value of the Company’s assets.

Because assets are valued as of a specified valuation date, events occurring subsequent to that date will not be reflected in the Company’s valuations. However, if information indicating a condition that existed at the valuation date becomes available subsequent to the valuation date and before financial information is publicly released, it will be evaluated to determine whether it would have a material impact requiring adjustment of the final valuation. Any valuations contained in this Quarterly Report on Form 10-Q may not necessarily accurately reflect the fair value of such portfolio companies as at the time of a shareholder’s subscription for or acquisition of Shares.

There can be no assurance that portfolio companies will ultimately be realized for amounts equal to, or greater than, these valuations, or that the past performance information based on such valuations will accurately reflect the realization value of such portfolio companies. The actual realized returns generated by unrealized acquisitions will depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs and the timing and manner of sale, all of which may differ from assumptions used in prior periods. Valuations are subject to determinations, judgments and opinions, and other third parties or shareholders may disagree with such valuations. Please also refer to “Item 1A. Risk Factors” in the 2025 Annual Report for further information.

Valuations of unrealized acquisitions of the Company can affect the amount of Management Fee and Performance Allocation payable by the Company. To the extent that a valuation is incorrect, this may result in excessive or not sufficient Management Fee and Performance Allocation being borne by the Company. Accordingly, the Manager therefore has a conflict of interest as it is responsible for determining the valuation of the Company’s unrealized acquisitions.

For purposes of calculating the Company’s Transactional NAV, which corresponds to the price at which the Company sells and repurchases its shares, (i) contingent tax liabilities of certain special purpose vehicles that are not expected to be recognized due to the expected structure of the divestment of the associated underlying portfolio company may not be recognized as a reduction to Transactional NAV as of the relevant valuation date (although actual tax liabilities of those same special purpose vehicles may be taken into account in determining the fair value of the associated underlying portfolio company) and (ii) the Company recognizes shareholder servicing fees and distribution fees as a reduction to Transactional NAV on a monthly basis as such fee is accrued. Under GAAP, the Company accrues the cost of the shareholder servicing fees and distribution fees for the estimated life of the relevant Company shares as an offering cost at the time the Company sells such shares.

At least annually, the Manager reviews the appropriateness of the Company’s valuation policies and procedures and will recommend any proposed changes to the Board. From time to time, the Board and the Manager may adopt changes to the valuation policies and procedures if they determine that such changes are likely to result in a more accurate reflection of estimated fair value.

Hedging Activities

The Company may, but is not obligated to, engage in hedging transactions for the purpose of efficient portfolio management. The Manager may review the Company’s hedging policy from time to time depending on movements and projected movements of relevant currencies and interest rates and the availability of cost-effective hedging instruments for the Company at the relevant time.

With respect to any potential financings, general increases in interest rates over time may cause the interest expense associated with our borrowings to increase and the value of our fixed income investments to decline. We may seek to stabilize our financing costs as well as any potential decline in our assets by entering into derivatives, swaps or other financial products in an attempt to hedge our interest rate risk.

The Company may enter into foreign currency forward contracts to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated securities or to facilitate settlement of foreign currency denominated acquisition transactions. A foreign currency forward contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at a future date. The contract is marked-to-market monthly and the change in value is recorded by the Company as an unrealized gain or loss. When a foreign currency forward contract is closed, through either delivery or offset by entering into another foreign currency forward contract, the Company may recognize a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed. Foreign currency forward contracts involve elements of market risk in excess of the amounts reflected on the Company’s consolidated financial statements. The Company’s primary risk related to hedging is the risk of an unfavorable change in the foreign exchange rate underlying the foreign currency forward contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.

By using derivative instruments, the Company may be exposed to the counterparty’s credit risk—the risk that derivative counterparties may not perform in accordance with the contractual provisions offset by the value of any collateral received. The

Company’s exposure to credit risk associated with counterparty non-performance is expected to be limited to collateral posted and the unrealized gains inherent in such transactions that are recognized in the Company’s consolidated financial statements. As appropriate, the Company expects to minimize counterparty credit risk through credit monitoring procedures and managing margin and collateral requirements.

For the three and nine months ended September 30, 2026, we recorded a change in net unrealized appreciation on foreign currency forward contracts of $3,449 and $3,396, respectively, in the Consolidated Statements of Operations.

Off-Balance Sheet Arrangements

We currently have no off-balance sheet arrangements that are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Related Party Transactions

See Note 6. Related Party Transactions for a description of certain transactions and relationships with related parties.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

There was no material change to our market risks during the three months ended September 30, 2026. Our exposure to market risks primarily relates to movements in the fair value of portfolio companies. The fair value of portfolio companies may fluctuate in response to changes in the values of portfolio companies, foreign currency exchange rates, and interest rates. The quantitative information provided in this section was prepared using estimates and assumptions that management believes are appropriate. The actual impact of a hypothetical adverse movement in these risks could be materially different from the amounts shown below.

All dollar amounts in “Item 3. Quantitative and Qualitative Disclosures about Market Risk” are in thousands, unless otherwise noted.

Fair Value Risk

All of our portfolio companies will be reported at fair value. Net changes in the fair value of portfolio companies impact the net increase or decrease in net assets resulting from operations in our statements of operations. Based on portfolio companies held as of September 30, 2026, we estimate that an immediate 10% decrease in the fair value of portfolio companies generally would result in a commensurate change in the amount of net increase or decrease in net assets resulting from operations, regardless of whether the portfolio company was valued using observable market prices or management estimates with significant unobservable pricing inputs.

Based on the fair value of the portfolio companies as of September 30, 2026, we estimate that an immediate, hypothetical 10% decline in the fair value of Level III portfolio companies would result in a decline in net increase in net assets resulting from operations of $88,665, if not offset by other factors.

Exchange Rate Risk

We may hold portfolio companies denominated in currencies other than the U.S. dollar. Those portfolio companies may expose us to the risk that the value of the portfolio companies will be affected by changes in exchange rates between the currency in which the portfolio companies are denominated and the currency in which the portfolio companies are made.

Our primary exposure to exchange rate risk relates to movements in the value of exchange rates between the U.S. dollar and other currencies in which our portfolio companies are denominated (including euros), net of the impact of foreign exchange hedging strategies, if any.

We estimate that an immediate, hypothetical 10% decline in the exchange rates between the U.S. dollar and all of the major foreign currencies in which our portfolio companies were denominated as of September 30, 2026 (i.e., an increase in the value of the U.S. dollar against these foreign currencies) would result in a net increase in net assets resulting from operations of $354, net of the impact of foreign exchange hedging strategies, if not offset by other factors.

Interest Rate Risk

Changes in credit markets and in particular, interest rates, can impact investment valuations and may have offsetting results depending on the valuation methodology used. Additionally, low interest rates related to monetary stimulus and economic stagnation may also negatively impact expected returns on all portfolio companies, as the demand for relatively higher return assets increases and supply decreases.

With respect to our business operations, general increases in interest rates over time may cause the interest expense associated with our borrowings to increase and the value of our fixed income investments to decline. Conversely, general decreases in interest rates over time may cause the interest expense associated with our borrowings to decrease, and the value of our debt acquisitions to increase. As of September 30, 2026, we had no indebtedness.

Credit Risk

Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. If the fair value of a derivative contract is positive, the counterparty will owe us, which creates credit risk for us. If the fair value of a derivative contract is negative, we will owe the counterparty and, therefore, do not have credit risk. We will seek to minimize the credit risk in derivative instruments by entering into transactions with high-quality counterparties.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that the information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and such information is accumulated and communicated to management, including the Chief Executive Officer (principal executive officer) and the Chief Financial Officer (principal financial officer), as appropriate, to allow timely decisions regarding required disclosure. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objectives.

We carried out an evaluation, under the supervision and with the participation of our management, including the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2026. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2026, our disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

No changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during the quarter ended September 30, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

The Company is not currently subject to any material legal proceedings, nor, to our knowledge, are any material legal proceedings threatened against us. From time to time, we may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of our rights under contracts with our portfolio companies. We may also be subject to regulatory proceedings.

Item 1A. Risk Factors.

For information regarding the risk factors that could affect the Company’s business, operating results, financial condition and liquidity, see “Item 1A. Risk Factors” in the 2025 Annual Report. There have been no material changes to the risk factors previously disclosed in the 2025 Annual Report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Pursuant to our Share Repurchase Plan, Shareholders may request on a quarterly basis that we repurchase all or any portion of their Shares. The Company may repurchase fewer Shares than have been requested in any particular quarter to be repurchased under our Share Repurchase Plan, or none at all, in our discretion at any time. In addition, the aggregate NAV of total repurchases of our Investor Shares or Class T Shares under our Share Repurchase Plan will be limited to no more than 5% of our aggregate NAV attributable to such classes of shares per calendar quarter (measured using the average aggregate NAV attributable to Shareholders as of the end of the immediately preceding calendar quarter). We did not make any repurchases under the Share Repurchase Plan during the three months ended September 30, 2026. Subsequent to quarter end, on November 5, 2026, the Company repurchased 47,040 Shares for an aggregate purchase price of $1,302 under the Share Repurchase Plan. See “Part I, Item 1. Business–Share Repurchases” in the 2025 Annual Report for more information regarding our Share Repurchase Plan.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.


Exhibit Number		Description

3.1		Certificate of Formation, dated June 20, 2024 (incorporated by reference to Exhibit 3.1 to the Registrant’s Registration Statement on Form 10 filed with the SEC on September 20, 2024)

3.2		Second Amended and Restated Limited Liability Company Agreement, dated as of April 30, 2026, by and among EQT Holdings AB, EQT Partners Inc. and the Members (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 1, 2026)

10.1		Amended and Restated Management Agreement, between EQT Infrastructure Company LLC, EQIC Holdings L.P. and EQT Partners Inc., dated as of April 30, 2026 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on May 1, 2026)

31.1		Certification of Principal Executive Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Principal Financial Officer, pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2		Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document

101.SCH		Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

The agreements and other documents filed as exhibits to this Quarterly Report on Form 10-Q are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and shareholders should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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, thereunto duly authorized.


EQT INFRASTRUCTURE COMPANY LLC

By:		/s/ Brian Channon
		Name: Brian Channon
		Title: Chief Financial Officer
		(Authorized Signatory, Principal Financial Officer and Principal Accounting Officer)