UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~Washington~~WASHINGTON, ~~D.C.~~DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

~~of the~~ Securities Exchange Act of 1934

Date of ~~Report~~report (Date of earliest event reported): December 22, 2025

LGAM Private Credit LLC

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

Delaware		814-01674		93-4633111
(State or other jurisdictionof incorporation)		(~~CommissionFile~~Commission File Number)		(IRS EmployerIdentification Number)

     1585 Broadway
New York, NY

     10036

     (Address of principal executive offices)

     (Zip Code)

1 (212) 761-4000

(Registrant’s telephone number, including area code)

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 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 ~~TradingSymbol~~Trading Symbol(s) Name of each ~~exchangeon~~exchange on which registered Common Units 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 ☒x

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. ☒x

Item 5 3.02. ~~Departure~~Unregistered ofSales ~~Directors or Certain Officers; Election~~ of ~~Directors;~~Equity ~~Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Securities.

OnAs of December 22 1, 2025, ~~Gauranga Pal notified the Board of Directors (the “Board”) of~~ LGAM Private Credit LLC ("we", the “"Company”" or the "Fund"), ofsold ~~his~~approximately ~~resignation~~513,689 asof the Company’s ~~Chief~~Common ~~Compliance~~Units ~~Officer,~~(the ~~effective~~“Units”) asfor ofan ~~January 1,~~aggregate ~~2026.~~offering ~~Mr. Pal’s~~price ~~resignation~~of isapproximately ~~not~~$10.3 amillion, ~~result~~reflecting ofa ~~any~~purchase ~~disagreement~~price ~~with~~of ~~the Company~~$19.99 ~~Mr. Pal~~per ~~will~~unit ~~continue~~(with tothe ~~serve~~final asnumber ~~Executive~~of ~~Director~~Units ofbeing ~~Morgan~~determined ~~Stanley~~on ~~Investment~~December ~~Management~~22, 2025).

OnThe ~~December 22~~sale of Units was made pursuant to subscription agreements entered into by the Company and its unitholders. The issuance of the Units is exempt from the registration requirements of the Securities Act of 1933, ~~2025~~as amended (the “Securities Act”), pursuant to Regulation S under the ~~Board~~Securities ~~appointed~~Act ~~Hope~~and ~~Brown~~other asexemptions ~~Chief~~from ~~Compliance~~the ~~Officer~~registration requirements of the Securities Act. The Company ~~effective~~relied, in part, upon representations from the unitholders in the subscription agreements that each unitholder was not in the United States (as ofdefined ~~January 1~~in Rule 902(l) under Regulation S under the Securities Act) and was not, ~~2026~~and was not acting for the account or benefit of, U.S. Persons (as defined in Rule 902(k) under Regulation S under the Securities Act).

~~Ms. Brown,~~Item 52, has worked in the financial industry since 1995, and has experience in investment company, investment adviser and broker-dealer compliance as well as risk management and vendor management and oversight7. Ms01. ~~Brown~~ ~~also~~Regulation ~~serves~~FD as an Executive Director and Chief Compliance Officer for the Calvert Funds, which are open-end investment companies registered under the Investment Company Act of 1940, as amended, and managed by a wholly owned subsidiary of Morgan Stanley (“Calvert Funds”)Disclosure. Ms. Brown joined Calvert in 2014 and is responsible for all aspects of the Calvert Funds’ compliance program including the development and administration of Calvert Funds’ policies and procedures, and the oversight of the Calvert Funds’ primary service providers. On December 22, 2025, Ms. Brown was also appointed as Chief Compliance Officer of each of SL Investment Fund II LLC, T Series Middle Market Loan Fund LLC, Morgan Stanley Direct Lending Fund, North Haven Private Income Fund LLC and North Haven Private Income Fund A LLC, each a business development company that has the same investment adviser as the Company, effective as of January 1, 2026. In addition, Hope is also the Global Head of ESG Compliance Advisory for Morgan Stanley Investment Management. In this role, she is responsible for supporting the global ESG compliance program for the firm. Prior to joining Calvert, Ms. Brown was associated with Wilmington Trust Investment Advisors, Inc. where she served as Vice President, Chief Compliance Officer for the Wilmington Funds. Prior to that, she spent five years as an Assistant Vice President, Risk Management and Compliance Lead Manager, at T. Rowe Price Associates, Inc. Ms. Brown is the co-chair of the Investment Company Institute Chief Compliance Officer Committee. She also currently serves on the Board of Directors of the National Society of Compliance Professionals and University System of Maryland Foundation. Ms. Brown graduated cum laude with a BA in English from the University of Maryland, College Park.

~~There~~On isDecember ~~no arrangement or understanding between Ms. Brown and any other person pursuant to which she was appointed as Chief Compliance Officer~~29, ~~and Ms. Brown has no family relationships with any of the Company’s directors or executive officers. Further~~2025, ~~with regard to Ms. Brown, there are no transactions since~~ the ~~beginning of the~~ Company’s ~~last~~disclosed ~~fiscal year, or any currently proposed transaction, in which~~ the ~~Company~~below ~~is a participant that would require disclosure under Item 404(a) of Regulation S-K promulgated by the Securities and Exchange Commission~~information.

Distribution:

On December 22, 2025, the Fund declared a regular distribution to unitholders of record in the amount of $0.1416 per unit. The distribution will be payable on or around January 6, 2026 to unitholders of record as of December 31, 2025.

Company's Portfolio:

As of November 30, 2025, the Company had investments in 127 portfolio companies across 33 industries with an aggregate par value of approximately $533.9 million, which consisted of approximately 99.2% first lien debt investments, 0.3% second lien debt investments, and 0.5% other investments based on par value or in the case of equity investments, cost. As of November 30, 2025, approximately 99.9% of the debt investments, based on par value, in the Company's portfolio were at floating rates. During the period from November 1, 2025 through November 30, 2025, the Company had new investment commitments of approximately $41.7 million, approximately 100.0% of which were first lien debt investments. As of November 30, 2025, approximately 1.7%, based on par value (including cash), were in broadly syndicated loans, which the Company primarily uses for cash management purposes.

The table below describes investments by industry composition based on par value as of November 30, 2025:


Industry	% of Total
Software		18.9	%
Professional Services		10.8
Commercial Services & Supplies		8.4
Insurance Services		8.1
Health Care Providers & Services		6.8
Diversified Consumer Services		5.5
Financial Services		5.3
IT Services		4.9
Aerospace & Defense		3.6
Ground Transportation		2.7
Other		25.0
Total		100.0	%

The table below shows the Company's ten largest portfolio company investments based on par value as of November 30, 2025:


Issuer	% of Total
Banyan Software Holdings, LLC		2.8	%
SV Newco 2 Inc		2.7
Diligent Corporation		2.4
GB Eagle Buyer, Inc.		2.2
MRI Software LLC		2.2
Iris Specialty Acquisition LLC		2.2
JNPR Aero LLC		1.9
Deerfield Dakota Holdings LLC		1.9
GC Waves Holdings Inc		1.7
Vessco Midco Holdings, LLC		1.5
Other		78.5
Total		100.0	%

Net Asset Value:

As of November 30, 2025, the Company's aggregate net asset value is estimated to be approximately $211.4 million. As of November 30, 2025, the Company had approximately $216.7 million of debt outstanding (at principal). Final results may differ materially from the estimated net asset value as a result of the completion of the Company’s financial closing procedures, as well as any subsequent events, including the discovery of information affecting fair values of portfolio investments as of November 30, 2025, arising between the date hereof and the completion of the financial statements and the filing of the Company’s quarterly report on Form 10-K for the year ended December 31, 2025.

SIGNATURE

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.

Dated: December 23, 2025	LGAM PRIVATE CREDIT LLC
Date: December 29, 2025	LGAM Private Credit LLC
	By:	/s/ ~~Orit~~David ~~Mizrachi~~Pessah
		Orit Mizrachi
		David Pessah
		Co-President and Chief Operating Officer
		Chief Financial Officer

Filing Compare · LGAM Private Credit LLC