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): ~~October~~November 3125, 2025 (~~October~~November 3024, 2025)

___________________________________

Audax Private Credit Fund, LLC

(Exact name of Registrant as specified in ~~its~~Its ~~charter~~Charter)

Delaware(State or other jurisdiction of incorporation)	814-01861(Commission File Number)	99-4488204(I.R.S. Employer Identification No.)
Delaware		000-56739	99-4488204
320 Park AvenueNew York, New York 10022
(State or other jurisdictionof incorporation)		(Commission FileNumber)	(I.R.S. EmployerIdentification No.)
(Address of principal executive offices and zip code)
320 Park AvenueNew York, New York			10022
(212) 703-2700
(Address of Principal Executive Offices)			(Zip Code)
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)

~~Check~~Registrant’s ~~the~~telephone ~~appropriate~~number, ~~box~~including ~~below~~area ifcode: ~~the~~(212) ~~Form 8~~703-~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~2700

Not Applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

     Title of each class

     Trading
Symbol(s)

     Name of each exchange
on which registered

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 (see General Instruction A.2. below):


☐		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 73.0102. -Unregistered ~~Regulation~~Sales FDof ~~Disclosure~~Equity Securities.

On ~~October~~November 303, 2025, Audax Private Credit Fund, LLC’s (the “Fund”) ~~board~~sold ~~of directors declared a distribution of $0.40 per share of its~~ limited liability company ~~interests,~~interest ~~par value $0.001~~ (the “~~Common~~ Shares”),. ~~payable~~The atpurchase ~~the~~price ~~close~~per ofshare ~~business~~and onnumber ~~November~~of ~~14,~~Shares ~~2025,~~issued towas ~~shareholders~~finalized ofon ~~record~~November ~~as of October 31~~24, 2025. ~~These~~The ~~distributions~~purchase ~~will~~price beper ~~paid~~share inwas ~~cash~~equal orto ~~reinvested~~$24.893. inThe ~~Common~~following ~~Shares~~table ~~for~~details ~~shareholders participating in~~ the ~~Fund’s~~Shares ~~distribution reinvestment plan.~~sold:

     Date of Issuance

     Common Shares
Issued

     Total Consideration
(in millions)

     November 3, 2025

     1,265,415.980

     $

     31.5

The sale of Shares was made pursuant to subscription agreements entered into by the Fund and its investors. The issuance of the Shares is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) thereof and Regulation D or Regulation S thereunder, as applicable. The Fund relied upon representations from the shareholders in the subscription agreements that each shareholder was either (i) an accredited investor as defined in Regulation D under the Securities Act or (ii) not a “U.S. person” as defined in Regulation S under the Securities Act.

Item 8.01. Other Events.

Net Asset Value

The net asset value (“NAV”) per share as of October 31, 2025, as determined in accordance with the Fund’s valuation policy, is set forth below.

      
     NAV per share as of
October 31, 2025

     Common Shares

     $

     24.893

As of October 31, 2025, the Fund’s aggregate NAV was $414.5 million, the fair value of its investment portfolio was $818.9 million and it had principal debt outstanding of $437.5 million, resulting in a debt-to-equity ratio of approximately 1.06x.

SIGNATURE

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.

		Audax Private Credit Fund, LLC
Date:	October 31, 2025	By:	/s/ Grant Bokerman
Date: November 25, 2025	By:	/s/ Grant Bokerman
	Name:	~~Name:~~Grant Bokerman	~~Grant Bokerman~~
	Title:	~~Title:~~Secretary	~~Secretary~~

Filing Compare · Audax Private Credit Fund, LLC