Jefferies Credit Partners BDC Inc.

8-K · ck0001959604-20260527.htm iXBRL

0001959604 2026-05-27 2026-05-27

  
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
  
 FORM 8-K
  
 CURRENT REPORT
 Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 Date of Report (Date of earliest event reported): May 27, 2026

  
  
 Jefferies Credit Partners BDC Inc.
 (Exact name of Registrant as Specified in Its Charter)
  
  

 Maryland

 814-01684

 92-1852483

 (State or Other Jurisdiction
of Incorporation)

 (Commission File Number)

 (IRS Employer
Identification No.)

  

  

  

  

  

 520 Madison Avenue
 12th Floor

  

 New York , New York

  

 10022

 (Address of Principal Executive Offices)

  

 (Zip Code)

  

 Registrant’s Telephone Number, Including Area Code: (212) 284-3474

  

 Not Applicable

 (Former Name or Former Address, if Changed Since Last Report)
  
 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 Securities registered pursuant to Section 12(b) of the Act:

Title of each class

  

 Trading
Symbol(s)

  

Name of each exchange on which registered

 N/A

  

 N/A

  

 N/A

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 Emerging growth company ☒
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
  

 Item 3.02 Unregistered Sales of Equity Securities.
 As of May 1, 2026, Jefferies Credit Partners BDC Inc., a Maryland corporation (the “ Company ”), sold unregistered shares of its Class I common stock, par value $0.001 per share (the “ Shares ”), based on the Company’s net asset value (“ NAV ”) per Share as of April 30, 2026, to certain third-party investors, with the final number of Shares being determined on May 27, 2026. The offers and sales of the Shares were exempt from the registration provisions of the Securities Act of 1933, as amended (the “ Securities Act ”), pursuant to Section 4(a)(2) of the Securities Act, Regulation D thereunder, and/or Regulation S thereunder. The following table details the amount of Shares sold and consideration therefor:
  

 Date of Unregistered Sale

  

 Amount of Shares

  

  

 NAV per Share

  

  

 Consideration

  

 As of May 1, 2026 (number of Shares finalized on May 27, 2026)

  

  

 622,093.540

  

  

 $

 14.37375

  

  

 $

 8,941,817

  

  

 SIGNATURES
 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  

  

  

 JEFFERIES CREDIT PARTNERS BDC INC.

  

  

  

  

 Date:

 June 1, 2026

 By:

 /s/ Ryan Schindele

  

  

 Name:
 Title:

 Ryan Schindele
Chief Financial Officer