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Current Report · Items 1.01, 8.01, 9.01 · 8-K

Nissan Auto Receivables 2026-A Owner Trust

Entry into a Material Definitive Agreement · Other Events

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On May 20, 2026, Nissan Auto Receivables Company II LLC (“NARC II”) and Nissan Motor Acceptance Company LLC (“NMAC”) entered into an Underwriting Agreement with Wells Fargo Securities, LLC, on behalf of itself and as representative of the several underwriters (collectively, the “Underwriters”), for the issuance and sale of notes of Nissan Auto R…

Filed May 22, 2026Accepted May 22, 2026, 12:58 PM EDTCIK 2130293Accession 0001193125-26-236111
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Recent company filings

  1. 10-D filingAug 21, 2026
  2. 10-D filingJul 24, 2026
  3. 10-D filingJun 26, 2026
  4. Entry into a Material Definitive AgreementMay 27, 2026
  5. Other EventsMay 22, 2026

Disclosure sections

Items 1.01, 8.01, 9.01

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

Item 1.01Item 1.01 - Entry into Material Agreement
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On May 20, 2026, Nissan Auto Receivables Company II LLC (“NARC II”) and Nissan Motor Acceptance Company LLC (“NMAC”) entered into an Underwriting Agreement with Wells Fargo Securities, LLC, on behalf of itself and as representative of the several underwriters (collectively, the “Underwriters”), for the issuance and sale of notes of Nissan Auto Receivables 2026-A Owner Trust (the “Issuing Entity”), a Delaware statutory trust established by a Trust Agreement dated as of April 9, 2026, by and between NARC II, as depositor, NMAC, as administrator, and Wilmington Trust, National Association as owner trustee, in the following classes: Class A-1, Class A-2a, Class A-2b, Class A-3, Class A-4, Class B and Class C (collectively, the “Notes”). The Notes have an aggregate principal balance of $1,268,450,000. The Notes have been registered pursuant to the Securities Act of 1933, as amended, under a Registration Statement on Form SF-3 (Commission File No. 333-279448). It is anticipated that the Notes will be issued on or about May 27, 2026 (the “Closing Date”). Attached as Exhibit 1.1 is the Underwriting Agreement.
Item 8.01Item 8.01 - Other Events
ITEM 8.01 OTHER EVENTS On the Closing Date, NARC II and NMAC will enter into a Purchase Agreement, to be dated as of the Closing Date (the “Purchase Agreement”), pursuant to which NMAC will transfer to NARC II certain retail installment sales contracts relating to certain new, near-new and used automobiles and light-duty trucks (the “Receivables”) and related property. The Issuing Entity was established by a Trust Agreement dated as of April 9, 2026, which will be amended and restated by an Amended and Restated Trust Agreement to be dated as of the Closing Date (the “Amended and Restated Trust Agreement”) by and between NARC II, as depositor, Wilmington Trust, National Association, as owner trustee (the “Owner Trustee”), and U.S. Bank Trust Company, National Association, as certificate registrar and certificate paying agent. On the Closing Date, the Issuing Entity will enter into a Sale and Servicing Agreement, to be dated as of the Closing Date (the “Sale and Servicing Agreement”), with NARC II, as seller, NMAC, as servicer, and U.S. Bank Trust Company, National Association, as indenture trustee (the “Indenture Trustee”), pursuant to which the Receivables and related property will be transferred to the Issuing Entity. On the Closing Date, the Issuing Entity, as issuer, NMAC, as sponsor and servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer, will enter into an Asset Representations Review Agreement, to be dated as of the Closing Date (the “Asset Representations Review Agreement”), relating to the review of certain representations relating to the Receivables. Also, on the Closing Date, the Issuing Entity will enter into an Indenture, to be dated as of the Closing Date (the “Indenture”), with the Indenture Trustee. Pursuant to the Indenture, the Issuing Entity will cause the issuance of the Notes. On the Closing Date, the Issuing Entity, as issuer, NMAC, as administrator and the Indenture Trustee will enter into an Administration Agreement, to be dated as of the Closing Date (the “Administration Agreement”), relating to the provision by NMAC of certain services relating to the Notes. Also on the Closing Date, the Issuing Entity, the Indenture Trustee, as the secured party, and U.S Bank National Association, as Securities Intermediary (the “Securities Intermediary”), will enter into a Securities Account Control Agreement, pursuant to which the Securities Intermediary will maintain certain accounts. Attached as Exhibit 4.1 is the form of Indenture, as Exhibit 10.1 is the form of Purchase Agreement, as Exhibit 10.2 is the form of Sale and Servicing Agreement, as Exhibit 10.3 is the form of Administration Agreement, as Exhibit 10.4 is the form of Asset Representations Review Agreement, as Exhibit 10.5 is the form of Amended and Restated Trust Agreement and as Exhibit 10.6 the form of Securities Account Control Agreement. In connection with the offering of the Notes, the chief executive officer of the registrant has made the certifications required by Paragraph I.B.1(a) of Form SF-3 attached as Exhibit 36.1. The certification is being filed on this Current Report to satisfy the requirements of Item 601(b)(36) of Regulation S-K.
Filed exhibits (1)
EX-4.1 (by filename) d274937dex41.htm

EX-4.1 3 d274937dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 INDENTURE NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST, as Issuer and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture Trustee Dated as of May 27, 2026 TABLE OF CONTENTS ARTICLE ONE DEFINITIONS; INCORPORATION BY REFERENCE ───────────────────────────────────────────────────────────────────────────────────────────────────────────────── Page SECTION 1.01 Defined Terms 2 SECTION 1.02 Other Interpretive Provisions 2 SECTION 1.03 Incorporation by Reference of Trust Indenture Act 3 ARTICLE TWO THE NOTES SECTION 2.01 Form 3 SECTION 2.02 Execution, Authentication and Delivery 4 SECTION 2.03 Temporary Notes …

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