Stepstone Private Credit Fund LLC 8-K

What Happened

• Stepstone Private Credit Fund LLC filed an 8-K on Feb 27, 2026 disclosing that, as of Feb 1, 2026 (with final counts determined Feb 27), it sold 438,709 unregistered limited liability company interests for aggregate consideration of $11.5 million in a continuous private offering.
• The filing also reported the Company’s net asset value (NAV) per share was $26.21 as of Jan 31, 2026, with aggregate NAV of approximately $2,012.6 million, a portfolio fair value of about $3,020.1 million, and $1,115.7 million of debt outstanding (principal).

Key Details

• Unregistered share sale: 438,709 Sold Shares for $11.5 million (private offering relying on Section 4(a)(2), Regulation D and/or Regulation S).
• NAV and portfolio: NAV per Share $26.21 (Jan 31, 2026); aggregate NAV ≈ $2,012.6M; portfolio fair value ≈ $3,020.1M.
• Debt and leverage: $1,115.7M debt outstanding (principal) as of Jan 31, 2026.
• Offering status: Private Offering ongoing up to $10 billion; 73,487,103 Shares issued to date for approximately $1,919.2M; Company intends to continue monthly sales. Figures exclude distribution reinvestment plan issuances and shares repurchased under the Company’s repurchase program.

Why It Matters

• Fundraising and share count: The reported private sale is part of an ongoing effort to raise capital; continued monthly issuances can increase outstanding shares and affect ownership dilution for existing investors.
• Value and leverage snapshot: The NAV per share and aggregate NAV give a current measure of fund value, while the $1.12B of debt shows the fund’s leverage level relative to assets—useful for assessing risk and income potential.
• Regulatory formality: Shares were sold in a private offering under exemptions from Securities Act registration (not a public offering), which affects liquidity and resale options for those interests.