~~UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549~~

~~FORM~~UNITED ~~8-K CURRENT~~STATESSECURITIES ~~REPORT~~AND EXCHANGE COMMISSION Washington, D.C. 20549

~~PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934~~

~~April~~FORM ~~22,~~8-KCURRENT ~~2026~~REPORT

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

May 14, 2026

Date of Report

(Date of earliest event reported)

Jefferson Capital, Inc.

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	001-42718 (Commission File Number)	33-1923926 (I.R.S. Employer Identification No.)
	600 SOUTH HIGHWAY 169, SUITE 1575, MINNEAPOLIS, Minnesota 55426 (Address of principal executive offices)	55426 (Zip Code)

DELAWARE

(State or other jurisdiction of

incorporation)

001-42718

(Commission File Number)

33-1923926

(I.R.S. Employer

Identification No.)

600 SOUTH HIGHWAY 169, SUITE 1575,

MINNEAPOLIS, MINNESOTA 55426

(Address of principal executive offices)

55426

(Zip Code)

Registrant’s telephone number, including area code: (320) 229-8505

~~Not Applicable (Former name or former address, if changed since last report.)~~

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~~Written ~~material~~communications pursuant to Rule ~~14a-12~~425 under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

~~¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~

¨☐ ~~Pre-commencement~~Soliciting ~~communications~~material pursuant to Rule ~~13e~~14a-~~4(c)~~12 under the Exchange Act (17 CFR 240.~~13e~~14a-~~4(c~~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		Name of each exchange on which registered:
Common stock, $0.0001 par value per share		JCAP		Nasdaq Global Select Market


Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common stock, $0.0001 par value per share	JCAP	Nasdaq Global Select Market

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 x~~

IfEmerging ~~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 1.01 Entry into a Material Definitive Agreement~~

OnIf ~~April 22,~~an ~~2026~~emerging ~~(the~~growth ~~“Amendment Effective Date”), CL Holdings, LLC, a Georgia limited liability~~ company ~~(“CL Holdings”)~~, ~~Jefferson~~indicate ~~Capital~~by ~~Systems,~~check ~~LLC,~~mark aif Georgia limited liability company (“JCap”), JC International Acquisition, LLC, a Georgia limited liability company (“JCIA”), CFG Canada Funding, LLC, a Delaware limited liability company (“CFG” and, together with CL Holdings, JCap and JCIA, the ~~“Borrowers”), and~~registrant ~~certain~~has ~~subsidiaries~~elected ofnot ~~the~~to ~~Borrowers,~~use the ~~existing~~extended ~~lenders~~transition ~~party~~period ~~thereto,~~for ~~the~~complying ~~incremental~~with ~~lenders~~any ~~party~~new ~~thereto~~or ~~and~~revised ~~Citizens~~financial ~~Bank, N.A.,~~accounting asstandards ~~administrative~~provided ~~agent~~pursuant ~~(in such capacity, the “Administrative Agent”), entered into that certain Amendment No. 8~~ to ~~Credit~~Section ~~Agreement~~ 13(~~the “Amendment”~~a), ~~which amended the Credit Agreement, dated as~~ of ~~May 21, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified prior to~~ the ~~Amendment~~Exchange ~~Effective Date, the “Credit Agreement”), by and among the Borrowers, the lenders party thereto and the Administrative Agent~~Act. ☐

The Amendment increased the aggregate revolving credit commitments under the Credit Agreement by $150,000,000 from $1,000,000,000 to $1,150,000,000. In addition, the Amendment increased the maximum cap on the aggregate amount to which the revolving credit commitments may be increased in the future pursuant to the incremental provisions of the Credit Agreement to $1,425,000,000, allowing for future increases of up to an aggregate of $275,000,000. Except as described above, the Amendment did not make any material changes to the Credit Agreement.

~~Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~

~~The information set forth under~~ Item 12.0102 Results of ~~this~~Operations ~~Current~~and ~~Report~~Financial ~~on Form 8-K is incorporated by reference into this Item 2~~Condition.~~03.~~

On May 14, 2026, Jefferson Capital, Inc. (the “Company”) announced its financial results for the quarter ended March 31, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1	Amendment No. 8 to Credit Agreement, dated as of April 22, 2026, by and among CL Holdings, LLC, Jefferson Capital Systems, LLC, JC International Acquisition, LLC, CFG Canada Funding, LLC, the guarantors party thereto, the existing lenders party thereto, the incremental lenders party thereto and Citizens Bank, N.A., as administrative agent.
104	Cover page Interactive Data File (embedded within the Inline XBRL document).

The following Exhibit 99.1 shall be deemed to be furnished, and not filed:


Exhibit No.	Description
99.1	Press release issued on May 14, 2026
104	Cover page Interactive Data File (embedded within the Inline XBRL document)

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.

	Jefferson Capital, Inc.

Date: April 23, 2026
	Jefferson Capital, Inc.
	By:	/s/ Christo Realov

	Name: Christo Realov

	Title: Chief Financial Officer
Date: May 14, 2026
	By: /s/ Christo Realov
	Name: Christo Realov
	Title: Chief Financial Officer

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