UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report: October 17, 2023

March 17, 2022

(Date of earliest event reported)

Commission file number	Registrant, State of Incorporation ~~orOrganization~~or Organization, Address of Principal Executive Offices ~~andTelephone~~and Telephone Number	IRS ~~EmployerIdentification~~Employer Identification Number
1-2198	DTE ELECTRIC COMPANY (a Michigan corporation) One Energy ~~Plaza Detroit~~PlazaDetroit, Michigan 48226-~~1279 313~~1279313-235-4000	38-0478650
333-261612-01	DTE ELECTRIC SECURITIZATION FUNDING I LLC (a Delaware limited liability company) C/O DTE Electric Company One Energy Plaza Detroit, Michigan 48226-1279 313-235-4000	87-2027468
333-273931-01	DTE ELECTRIC SECURITIZATION FUNDING II LLC(a Delaware limited liability company)C/O DTE Electric CompanyOne Energy PlazaDetroit, Michigan 48226-1279313-235-4000	93-2580132

Check the appropriate box below if the Form

~~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):~~

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 ~~exchangeon~~exchange on which registered 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

~~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).~~

of the Securities Exchange Act of 1934

~~Emerging growth~~(§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 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On March 16, 2022, the Amended and Restated Limited Liability Company Agreement of DTE Electric Securitization Funding I LLC (the “Issuing Entity”) was amended to change the registered office and registered agent.

Item 8.01.

Other Events

On October 18, 2023, DTE Electric Company (the “Utility”) and DTE Electric Securitization Funding II LLC (the “Issuing Entity”) entered into an Underwriting Agreement with Citigroup Global Markets Inc. as representative of the underwriters identified therein with respect to the purchase and sale of $601,600,000 of Senior Secured Securitization Bonds, Series 2023A (the “Securitization Bonds”), to be issued by the Issuing Entity pursuant to an Indenture and Series Supplement, each to be dated as of November 1, 2023, which are annexed hereto as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form

8-K.

The Securitization Bonds were offered pursuant to the prospectus dated October 18, 2023 (the “Prospectus”). In connection with the issuance of the Securitization Bonds, the Utility and the Issuing Entity also expect to enter into a Securitization Property Servicing Agreement, Securitization Property Purchase and Sale Agreement, Administration Agreement, and Intercreditor Agreement, which are annexed hereto as Exhibits 10.1, 10.2, 10.3 and 10.4, respectively, to this Current Report on

8-K.

Additionally, effective as of October 17, 2023, the Issuing Entity adopted an Amended and Restated Limited Liability Company Agreement (the “A&R LLC Agreement”) in connection with the issuance of the Securitization Bonds. The A&R LLC Agreement, which is described in the Prospectus, was previously approved by the Utility, the sole member of the Issuing Entity. The description of the A&R LLC Agreement in the Prospectus is not complete and is qualified in its entirety by reference to the full text of the A&R LLC Agreement, which is annexed hereto as Exhibit 3.2 to this Current Report on Form

8-K

and is incorporated by reference herein.

Item 9.01.

Financial Statements and Exhibits

(d) Exhibits.

ExhibitNo.		Description
3.3		Amendment to Certificate of Formation of DTE Electric Securitization Funding I LLC
1.1		Underwriting Agreement among DTE Electric Securitization Funding II LLC, DTE Electric Company and Citigroup Global Markets Inc. as representative for the Underwriters identified therein, dated October 18, 2023
3.4		Amendment No. 1 dated March 16, 2022 to the Amended and Restated Limited Liability Company Agreement, dated as of March 9, 2022, of DTE Electric Securitization Funding I LLC
3.2		Amended and Restated Limited Liability Company Agreement, dated as of October 17, 2023, of DTE Electric Securitization Funding II LLC
4.1		Indenture ~~between~~by and among DTE Electric Securitization Funding III LLC and ~~The~~U.S. Bank ofTrust ~~New~~Company, ~~York~~National ~~Mellon~~Association as the Indenture Trustee and U.S. Bank National Association as a securities intermediary and an account bank (including forms of the Senior Secured Securitization Bonds), to be dated as of ~~March~~November 171, ~~2022~~2023
4.2		Series Supplement ~~between~~by and among DTE Electric Securitization Funding III LLC, ~~and~~U.S. ~~The~~ Bank ofTrust ~~New~~Company, ~~York~~National ~~Mellon~~Association as the Indenture Trustee and U.S. Bank National Association as a securities intermediary and an account bank, to be dated as of ~~March~~November 171, ~~2022~~2023
5.1		Opinion of Hunton Andrews Kurth LLP with respect to legality
10.1		Securitization Property Servicing Agreement between DTE Electric Securitization Funding II LLC and DTE Electric Company, as Servicer, to be dated as of November 1, 2023
8.1		Opinion of Hunton Andrews Kurth LLP with respect to tax matters
10.2		Securitization Property Purchase and Sale Agreement between DTE Electric Securitization Funding II LLC and DTE Electric Company, as Seller, to be dated as of November 1, 2023
10.1		Securitization Property Servicing Agreement between DTE Electric Securitization Funding I LLC and DTE Electric Company, as Servicer, dated as of March 17, 2022
10.3		Administration Agreement between DTE Electric Securitization Funding II LLC and DTE Electric Company, as Administrator, to be dated as of November 1, 2023
10.2		Securitization Property Purchase and Sale Agreement between DTE Electric Securitization Funding I LLC and DTE Electric Company, as Seller, dated as of March 17, 2022
10.4		Intercreditor Agreement by and among DTE Electric Company, DTE Electric Securitization Funding I LLC, DTE Electric Securitization Funding II LLC, The Bank of New York Mellon and U.S. Bank Trust Company, National Association, to be dated as of November 1, 2023
10.3		Administration Agreement between DTE Electric Securitization Funding I LLC and DTE Electric Company, as Administrator, dated as of March 17, 2022
23.1		Consent of Hunton Andrews Kurth LLP (included as part of its opinions filed as Exhibits 5.1, 8.1 and 99.2)
23.2		Consent of Miller Canfield Paddock and Stone, P.L.C. (included as part of its opinion filed as Exhibit 99.3)
99.2		Opinion of Hunton Andrews Kurth LLP with respect to U.S. constitutional matters
99.3		Opinion of Miller Canfield Paddock and Stone, P.L.C. with respect to Michigan constitutional matters
104		Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

	DTE ELECTRIC COMPANY
	By:	/s/ Timothy J. Lepczyk
Dated: March 17, 2022		Timothy J. Lepczyk Assistant Treasurer
		Timothy J. Lepczyk
	DTE ELECTRIC SECURITIZATION FUNDING I LLC
Dated: October 20, 2023		Assistant Treasurer
	By:	/s/ Timothy J. Lepczyk
Dated: March 17, 2022		Timothy J. Lepczyk Secretary

DTE ELECTRIC SECURITIZATION FUNDING II LLC

/s/ Timothy J. Lepczyk

Timothy J. Lepczyk

Dated: October 20, 2023

Filing Compare · DTE Electric Co