American Honda Receivables LLC Files 8-K for $2.105B Asset-Backed Note Offering

What Happened
American Honda Receivables LLC (AHR LLC) and American Honda Finance Corporation (AHFC) announced an underwriting agreement dated August 4, 2026, to sell asset‑backed notes issued by Honda Auto Receivables 2026-3 Owner Trust. The offering totals $2,105,270,000 and includes multiple Class A notes with stated rates (Class A-1 3.964%, A-2a 4.30%, A-2b SOFR + 0.32%, A-3 4.52%, A-4 4.62%). The Underwritten Notes are expected to be issued on or about August 12, 2026. AHFC will retain at least 5% (by initial principal amount) of each class of the notes.

Key Details

• Offering size: $2,105,270,000 of notes to be issued by Honda Auto Receivables 2026-3 Owner Trust.
• Underwriting agreement: dated August 4, 2026, with BofA, BNP Paribas, Citigroup and U.S. Bancorp as lead underwriters.
• Note classes and rates: Class A-1 3.964%; Class A-2a 4.30%; Class A-2b SOFR + 0.32%; Class A-3 4.52%; Class A-4 4.62%.
• Closing and related agreements: expected closing on or about August 12, 2026, with a Receivables Purchase Agreement, Sale and Servicing Agreement, Indenture, Administration Agreement, Amended and Restated Trust Agreement, and an Asset Representations Review Agreement to be entered on the Closing Date. AHFC acts as servicer and sponsor; Citibank, N.A. is the indenture trustee and BNY Mellon entities serve trustee roles.
• Risk retention/compliance: AHFC will retain at least 5% of each class; a depositor certification (Form SF-3 paragraph I.B.1(a)) by the registrant’s CEO was filed as Exhibit 36.1.

Why It Matters
This filing documents a securitization transaction: AHFC is transferring retail installment contracts (auto loan receivables for new and used Honda and Acura vehicles) into a trust and issuing asset‑backed notes to investors. The $2.105B offering provides funding to AHFC/AHR LLC and distributes the credit exposure of those receivables to noteholders. Important investor-relevant facts are the offering size, note coupon structure, expected closing date, and that AHFC maintains at least a 5% residual interest—an explicit retention of economic exposure required by regulations.