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Current Report · Items 3.02, 7.01, 8.01 · 8-K

Goldman Sachs Private Credit Corp.

Unregistered Sales of Equity Securities · Regulation FD Disclosure · Other Events

Item 3.02. Unregistered Sales of Equity Securities. As of September 1, 2026, Goldman Sachs Private Credit Corp. (the “Company”) sold unregistered shares, as shown in the table below (with the final number of shares being determined on September 18, 2026).…

Filed Sep 22, 2026Accepted Sep 22, 2026, 5:24 PM EDTCIK 1920145Accession 0001193125-26-398142
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Recent company filings

  1. DEFA14A filingSep 3, 2026
  2. DEFA14A filingAug 27, 2026
  3. SC TO-I filingAug 25, 2026
  4. Unregistered Sales of Equity Securities · Regulation FD Disclosure · Other EventsAug 20, 2026
  5. Regulation FD DisclosureAug 10, 2026

Disclosure sections

Items 3.02, 7.01, 8.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02.    Unregistered Sales of Equity Securities. As of September 1, 2026, Goldman Sachs Private Credit Corp. (the “Company”) sold unregistered shares, as shown in the table below (with the final number of shares being determined on September 18, 2026). The offer and sale of the shares was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) thereof, Regulation D thereunder and/or Regulation S thereunder. The following table details the shares sold: Share Class Amount of Shares Consideration (in 000s) ───────────────────────────────────────────────────────────────────── Class I Shares 3,781,846 $93,047 Class S Shares 38,002 $935 The sale of shares shown in the table above was made pursuant to subscription agreements entered into by the Company and the purchasers thereof. The Company relied, in part, upon representations from the purchasers in the subscription agreements that each purchaser was an accredited investor (as defined in Regulation D under the Securities Act) and/or Non-U.S. Person (as defined in Regulation S under the Securities Act).
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01.    Regulation FD Disclosure. August 2026 Distribution On August 6, 2026, the Board of Directors of the Company declared a regular distribution per share with respect to the Class I, Class S and Class D shares for the month of August 2026 (the “August Distribution”). Gross Distribution(1) Stockholder Servicing and/or Net Distribution(1) Annualized Distribution Distribution Fee(1) Yield(2) ───────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Class I Shares $0.1850 — $0.1850 9.0% Class S Shares $0.1850 $0.0174 $0.1676 N/A Class D Shares $0.1850 $0.0051 $0.1799 N/A (1) Amounts are calculated to eight decimal places and are rounded to four decimal places in the table above. (2) Annualized distribution yield reflects the current month’s distribution per share annualized and divided by the current month end net asset value (“NAV”) per share of the applicable share class and reflects the actual distribution per share paid of the applicable share class. The August Distribution is payable on or about September 30, 2026 to stockholders of record as of the open of business on August 31, 2026. The August Distribution will be paid in cash or reinvested in shares of the same class for stockholders participating in the Company’s distribution reinvestment plan. Total Return Based on NAV As of August 31, 2026, estimated total return based on NAV for Class I, Class S and Class D shares was as follows: 1-Month 3-Month Year-To-Date 1-Year Inception-to-Date ───────────────────────────────────────────────────────────────────────────────────────────────────── Class I Shares (1) 0.8% 1.9% 4.5% 7.5% 9.4% Class S Shares (1) 0.7% 1.7% 3.5% N/A 3.5% Class D Shares (1) 0.8% 1.9% 4.0% N/A 4.0% (1) Total return based on NAV is calculated as the change in NAV per share during the applicable period, plus distributions per share during the applicable period (assuming distributions are reinvested in accordance with the Company’s distribution reinvestment plan). Performance calculations for inception-to-date total return based on NAV for Class I Shares began on April 6, 2023, the date the Company commenced operations. Performance calculations for year-to-date and inception-to-date total ...
Item 8.01Item 8.01 - Other Events
Item 8.01.    Other Events. Net Asset Value (as of August 31, 2026) As of August 31, 2026, the Company’s NAV was approximately $9.6 billion. The NAV per Class I share, Class S share and Class D share as of August 31, 2026, as determined in accordance with the Company’s valuation policy, is set forth below. NAV per share¹ as of August 31, 2026 ──────────────────────────────────────────────────────────────────────── Class I Shares $24.60 Class S Shares $24.60 Class D Shares $24.60 (1) NAV per share is calculated to four decimal places and is rounded to two decimal places in the table above. As of August 31, 2026, the fair value of the Company’s investment portfolio was approximately $18.2 billion. Fund Leverage (as of August 31, 2026) The following table sets forth fund leverage as of August 31, 2026: Fund Leverage as of August 31, 2026 ─────────────────────────────────────────────────────────────────────── Fund Leverage(1) 0.9x (1) Fund leverage is calculated using the average daily borrowings of the Company during the month divided by average net assets during the month. Past performance is not necessarily indicative of future performance, and there can be no assurance that the Company will achieve comparable investment results, or that any targeted returns will be met.