UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

~~WASHINGTON,~~SECURITIES ~~D.C.~~AND ~~20549~~EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT ~~Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~

~~Date~~PURSUANT ofTO ~~Report~~SECTION ~~(Date~~13 ofOR ~~earliest event reported~~15(D)~~: July 16, 2025~~

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): July 28, 2025

Stonepeak-Plus Infrastructure Fund LP

(Exact ~~name~~Name of ~~registrant~~Registrant as ~~specified~~Specified in ~~its charter~~Charter)

Delaware	000-56711	33-1582934
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

55 Hudson Yards 550 W 34th Street, 48th Floor New York, NY (Address of principal executive offices) 10001 (Zip Code)

55 Hudson Yards		10001
550 W 34th Street, 48th Floor New York, NY (Address of Principal Executive Offices)		(Zip Code)

(212) 907-5100

Registrant’s telephone number, including area code

Not Applicable

(Former ~~name~~Name or ~~former~~Former ~~address~~Address, if ~~changed~~Changed Since ~~since~~ Last ~~last report~~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
None		None		None

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 13.0102. ~~Entry~~Unregistered ~~into~~Sales aof ~~Material~~Equity ~~Definitive Agreement~~Securities.

~~The~~On ~~information~~July ~~set~~1, ~~forth~~2025, inStonepeak-Plus ~~Item~~Infrastructure ~~2.03~~Fund LP (the “Fund”) sold unregistered limited partnership units (the “Units”) for aggregate consideration of ~~this~~approximately ~~Current~~$18,410,000.(1) ~~Report~~The following table provides details on ~~Form 8-K is~~the ~~incorporated~~Units sold by ~~reference~~the ~~into~~Fund ~~this~~(rounding ~~Item~~to ~~1.01.~~the nearest whole number):

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

	Number of Units Sold⁽²⁾	Aggregate Consideration
Class A-1a	638,174	$	17,960,000
Class I-1	15,786	$	450,000

On(1) ~~July~~The ~~16,~~Fund ~~2025,~~invests angenerally ~~affiliate~~alongside ofanother vehicle that is managed by Stonepeak-Plus Infrastructure Fund LPAdvisors ~~(the~~LLC, ~~“Fund”)~~its ~~entered~~investment ~~into~~advisor ~~a revolving credit agreement~~ (the “~~Agreement~~Investment Advisor”), ~~pursuant~~is toorganized ~~which~~outside ~~the lenders and letter~~ of ~~credit~~the ~~issuers~~United ~~thereunder~~States, ~~agreed to provide loans~~ and ~~letters~~has ofsubstantially ~~credit~~similar ~~for~~investment upobjectives toand anstrategies ~~aggregate~~with ~~initial principal amount of $100 million subject to customary conditions. The available capacity under~~ the ~~Agreement~~Fund ~~may be increased up to an amount agreed by~~ (the ~~increasing~~Fund ~~lenders,~~ and insuch ~~certain~~other ~~cases~~vehicle, ~~subject to the consent of the Administrative Agent (as defined below)~~together, ~~provided~~“SP+ ~~that the Borrower (as defined below~~INFRA”) ~~maintains a loan to value ratio of not more than an amount set forth in Section 9~~.~~17(a) of the Agreement.~~

(2) The ~~parties~~number toof ~~the~~Units ~~Agreement~~sold ~~include~~by ~~Stonepeak-Plus Infrastructure~~the Fund ~~Master~~was ~~Aggregator~~finalized ~~LP,~~on ~~the~~July ~~entity~~28, ~~through~~2025, ~~which~~following the ~~Fund~~calculation ~~invests~~of ~~all~~the orFund’s ~~substantially~~transactional ~~all~~net ofasset ~~its~~value ~~assets, as borrower~~ (~~the~~ “~~Borrower~~Transactional NAV”), ~~certain~~per ~~affiliated~~Unit ~~holding~~for ~~vehicles~~each class of the Fund, as ~~guarantors,~~of ~~ING~~June ~~Capital~~30, ~~LLC~~2025. ~~(“ING”),~~The aspurchase ~~administrative~~price ~~agent~~for ~~(in~~Class ~~such~~A-1a ~~capacity,~~Units of the ~~“Administrative~~Fund ~~Agent”)~~as of July 1, 2025 is the ~~mandated~~Transactional ~~lead~~NAV ~~arranger,~~per ~~the~~Unit ~~sole~~for ~~bookrunner,~~such ~~the~~class ~~letter~~as of ~~credit~~June ~~issuer~~30, ~~and~~2025. ~~a lender,~~The ~~and~~purchase ~~certain~~price ~~other~~for ~~lenders~~Class asI-1 ~~identified~~Units inof the ~~Agreement.~~Fund ~~The~~as ~~Agreement~~of ~~matures on~~ July 161, ~~2027,~~2025 ~~subject~~is tothe aTransactional ~~364-day~~NAV ~~extension~~per ~~option~~Unit ~~requiring~~for ~~approval~~Class byX ~~the Administrative~~as ~~Agent~~of ~~and~~June ~~extending~~30, ~~lenders~~2025. ~~and~~See ~~the~~Item ~~satisfaction~~8.01 ofbelow ~~customary~~for ~~conditions~~more information on the Fund’s Transactional NAV.

~~Under~~The ~~the~~offer ~~Agreement,~~and ~~borrowings~~sale ~~will~~of ~~bear interest, at~~ the ~~Borrower’s~~Units ~~discretion,~~were atmade aas ~~rate~~part of the ~~(i)~~Fund’s ~~Secured~~continuous ~~Overnight~~private ~~Financing~~offering ~~Rate (“SOFR”)~~and ~~(as~~were ~~calculated~~exempt ~~under~~from the ~~Agreement,~~registration orprovisions aof ~~similar~~the ~~benchmark~~Securities ~~rate~~Act ~~for~~of ~~approved~~1933, ~~foreign~~as ~~currencies)~~amended, ~~plus~~pursuant ato ~~spread~~Section of 4(a)(2~~.40%~~) ~~per~~and ~~annum,~~Regulation orD ~~(ii)~~thereunder. ~~Reference~~Class ~~Rate~~A-1a ~~(as~~Units ~~defined~~and inClass ~~the~~I-1 ~~Agreement)~~Units ~~plus~~were asold ~~spread~~to ofthird-party ~~1.40%.~~investors, ~~Such~~including ~~rates~~through ~~may~~Stonepeak-Plus beInfrastructure ~~increased~~Fund ~~in accordance~~(TE) ~~with~~LP, ~~the~~a ~~terms~~Delaware oflimited partnership, ~~the~~for ~~Agreement~~certain oninvestors ~~any~~with ~~principal~~particular ortax ~~interest~~characteristics, on such ~~amount~~as oftax-exempt ~~such~~investors ~~borrowing~~and ~~that~~non-U.S. ~~is overdue~~investors.

~~The~~On ~~Agreement~~July ~~contains~~1, ~~customary~~2025, ~~representations~~SP+ ~~and~~INFRA ~~warranties,~~(inclusive ~~events~~ of ~~default,~~the ~~financial~~Fund) ~~tests,~~sold ~~and~~interests ~~affirmative~~for ~~and~~aggregate ~~negative covenants.~~consideration ~~The~~of ~~Borrower’s~~approximately ~~obligations~~$45,503,764. Since ~~under~~inception ~~the~~on ~~Agreement~~May ~~are~~2, ~~non-recourse~~2025, tothrough the ~~Fund~~date ~~and~~of ~~secured~~filing byof ~~the~~this ~~Borrower’s~~Current ~~and~~Report ~~the~~on ~~guarantors’~~Form ~~distributions~~8-K, ~~received~~SP+ ~~from~~INFRA ~~investments.~~(inclusive ~~Under~~of the ~~Agreement,~~Fund) ~~the~~has ~~Borrower~~sold ~~will~~interests ~~bear~~for ~~customary~~aggregate ~~fees~~cash ~~and expenses~~consideration ~~for~~of aapproximately ~~credit~~$482,427,635 ~~facility~~as part of ~~this~~its ~~size~~continuous ~~and type~~private offering.

~~The~~Item ~~foregoing summary description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, a copy of which is included as Exhibit 10~~8.101. toOther ~~this Current Report on Form 8-K and incorporated herein by reference~~Events.

~~Item~~Transactional ~~9.01.~~Net ~~Financial~~Asset ~~Statements and Exhibits.~~Value

~~(d)~~The ~~Exhibits~~Transactional NAV per Unit for each class of the Fund as of June 30, 2025, is as follows:

Exhibit Number		Description
	Transactional NAV as of June 30, 2025
10.1		Revolving Credit Agreement, dated as of July 16, 2025, by and among Stonepeak-Plus Infrastructure Fund Master Aggregator LP, as borrower, each of the entities from time to time listed thereto as guarantors, ING Capital LLC, as the administrative agent, the mandated lead arranger, the sole bookrunner, the letter of credit issuer and a lender, and each of the other financial institutions from time to time party thereto as lenders.
Class A-1a	$	28.14
104		Cover Page Interactive Data File, formatted in Inline XBRL.
Class A-1b	$	28.15
Class A-1c	$	28.15
Class F-1	$	28.15
Class X	$	28.51

As of June 30, 2025, no Class D-1, Class D-2, Class I-1, Class I-2, Class S-1, Class S-2, Class F-2, Class F-3 or Class F-4 Units were outstanding.

The Fund calculates Transactional NAV for purposes of establishing the price at which transactions in the Fund’s Units are made. A description of the Fund’s valuation process was included under “Item 9. Market Price of and Dividends on the Registrant’s Common Equity and Related Unitholder Matters” of the Fund’s Registration Statement on Form 10 filed on January 31, 2025. Transactional NAV is based on the month-end values of the Fund’s investments, the addition of the value of any other assets (such as cash on hand), and the deduction of the Fund’s liabilities, including certain fees and expenses, in accordance with the Fund’s valuation policy.

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.

	STONEPEAK-PLUS INFRASTRUCTURE FUND LP
	By:	/s/ Cyrus Gentry
		Name:	Cyrus Gentry
		Title:	Chief Executive Officer
Date: July 22, 2025

	STONEPEAK-PLUS INFRASTRUCTURE FUND LP

	By:	/s/ Cyrus Gentry

	Name:	Cyrus Gentry
	Title:	Chief Executive Officer
Date: August 1, 2025

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