UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission |
(I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
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area code: (
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(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 (see General Instruction A.2. below):
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) |
Name of each exchange | ||
| None | Not Applicable | Not Applicable |
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
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.
On June 27, 2024, the Board of Trustees of PGIM Private Credit Fund (the “Fund”) approved the Third Amended and Restated Agreement and Declaration of Trust of the Fund (the “Declaration of Trust”), effective as of July 12, 2024. The amendments to the Declaration of Trust, among other things, remove the requirement that the Fund have a Trustee who is a resident of Delaware or which has its principal place of business in Delaware pursuant to changes to Section 3807 of the Delaware Statutory Trust Act.
The foregoing description of the Declaration of Trust does not purport to be complete and is qualified in its entirety by reference to a copy of the Declaration of Trust, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 3.1 | Third Amended and Restated Agreement and Declaration of Trust of the Registrant | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| PGIM PRIVATE CREDIT FUND | ||
| Date: July 16, 2024 | By: | /s/ George Hoyt |
| Name: | George Hoyt | |
| Title: | Assistant Secretary | |