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): ~~January~~ 21February 9, 2026

New Mountain Private Credit Fund

(Exact name of Registrant as specified in its charter)

Maryland

000-56694

99-6860731

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1633 Broadway, 48th Floor

New York, New York

10019

(Address of principal executive offices)

(Zip Code)

(Registrant’s telephone number, including area code): (212) 720-0300

None

(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 (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 31.0201. -Entry ~~Unregistered~~into ~~Sale of~~a ~~Equity~~Material ~~Securities~~Definitive Agreement.

~~In connection~~On ~~with~~February 9, 2026, New Mountain Private Credit Fund (the ~~continuous~~“Company”) ~~private~~entered ~~offering~~into an uncommitted revolving loan agreement (the “~~Private~~Loan ~~Offering~~Agreement”) ofwith ~~New~~NMF ~~Mountain~~Investments ~~Private~~III, ~~Credit Fund~~L.L.C., aas ~~Maryland~~the ~~statutory~~lender ~~trust~~ (the “~~Company~~Lender”), and the Company, as ofborrower. ~~January 2,~~The ~~2026,~~Lender is an affiliate of the Company’s ~~sold~~investment anadviser, ~~aggregate~~New ~~of 60~~Mountain Finance Advisers,~~141~~ ofL.L.C. The ~~its~~Loan ~~common~~Agreement ~~shares~~is ofstructured ~~beneficial~~as ~~interest~~a ~~for~~discretionary ~~the~~unsecured ~~month~~revolving ofcredit ~~January~~facility for the Company (the “~~Shares~~Facility”), pursuant ~~for~~to ~~aggregate~~which ~~consideration~~the ofLender ~~approximately~~agrees ~~$1.4~~to ~~million~~consider atadvancing, afrom ~~price per~~time ~~Share equal~~ to ~~$24.06~~time ~~(with~~during the ~~final~~Facility ~~number~~Period of(as ~~shares~~defined ~~being~~in ~~determined~~the onLoan ~~January 26~~Agreement), ~~2026)~~revolving loans to the Company. The ~~offer~~interest ~~and~~rate ~~sale~~under of the ~~Shares~~Facility ~~was~~is ~~exempt~~the ~~from~~mid-term ~~the~~applicable ~~registration~~federal ~~provisions~~interest ofrate ~~the~~as ~~Securities~~published by ~~Act~~the ofInternal ~~1933,~~Revenue asService ~~amended,~~of ~~pursuant~~the toU.S. ~~Section~~Treasury ~~4(a)(2)~~ and ~~Rule~~the ~~506~~maturity date of ~~Regulation~~the DFacility ~~promulgated~~is ~~thereunder~~December 31, 2030.

~~Item~~The Facility 7provides for maximum borrowings of up to $50.010 -million ~~Regulation~~aggregate FDoutstanding ~~Disclosure~~principal amount at any time. The Facility permits the Company to repay any outstanding loans under the Facility in cash or in the Company’s common shares of beneficial interest, at its option, subject to compliance with applicable law, including the Investment Company Act of 1940, as amended.

~~January~~The foregoing ~~2026~~description ~~Distribution~~of the Loan Agreement is qualified in its entirety by reference to a copy of the Loan Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

~~On January 21, 2026,~~Item ~~the~~2.03. ~~Board~~Creation of ~~Trustees of the Company declared~~ a ~~regular~~Direct ~~distribution~~Financial inObligation ~~the~~or ~~amount~~an ofObligation ~~$0.19~~under ~~per Share,~~an ~~payable~~Off-Balance toSheet ~~shareholders~~Arrangement of ~~record~~a ~~as of the open of business on January 30, 2026 to be paid on or about February 27, 2026~~Registrant.

~~This distribution~~The ~~will~~disclosure beset ~~paid~~forth inabove ~~cash~~under orItem ~~reinvested~~1.01 inis ~~Shares~~incorporated ~~for~~by ~~shareholders~~reference ~~participating in the Company’s distribution reinvestment plan.~~herein

Item 89.01 -. ~~Other~~Financial ~~Events~~Statements and Exhibits.

~~Net Asset~~d) ~~Value~~Exhibits.

The net asset value (“NAV”) per Share as of December 31, 2025, as determined in accordance with the Company’s valuation policy, is $24.06.

Exhibit Number		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

~~As of December 31, 2025, the Company’s aggregate NAV was approximately $~~1,015.0 million, the fair value of its investment portfolio was approximately $2,064.2 million, and it had approximately $1,075.4 million of debt outstanding (at principal). The average debt-to-equity leverage ratio during December 2025 was approximately 0.90 times. As of December 31, 2025, the Company had approximately $1,160.0 million in committed debt capacity, with 100% in floating rate leverage, of which 100% was secured.

Status of Offering

The Company is currently offering Shares on a monthly basis as part of the Private Offering. The following table lists the Shares issued and total consideration for the Private Offering as of the date of this filing. The table below does not include Shares issued through the Company’s distribution reinvestment plan. The Company intends to continue selling Shares in the Private Offering on a monthly basis.

Private Offering	Shares Issued				Total Consideration
Shares		60,141			$1,447,000

SIGNATURE

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

NEW MOUNTAIN PRIVATE CREDIT FUND

By:	/s/ Eric Kane
Name:	Eric Kane
Title:	Corporate Secretary

Date: ~~January~~February 2613, 2026

Filing Compare · New Mountain Private Credit Fund