UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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of the Securities Exchange Act of 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
Transfer Agent Agreement
On January 27, 2026, Bain Capital Private Credit (the “Fund”) entered into a Transfer Agent Servicing Agreement (the “Transfer Agent Agreement”) with U.S. Bancorp Fund Services, LLC d/b/a U.S. Bank Global Fund Services as the Fund’s transfer agent (“U.S. Bank”), effective as of February 1, 2026. Pursuant to the Transfer Agent Agreement, U.S. Bank, among other things, receives and processes orders for the purchase of common shares of beneficial interest of the Fund (the “Shares”) in accordance with applicable rules and regulations. U.S. Bank also processes any subscription agreements received from prospective holders of Shares and share repurchase requests. The Transfer Agent Agreement may be terminated by the Fund or U.S. Bank (i) upon giving ninety (90) days’ prior written notice to the other party or such shorter period as is mutually agreed upon by the parties or (ii) upon written notice to the other party if certain events enumerated in the Transfer Agent Agreement occur.
In addition, and in connection with the transition to U.S. Bank as the Fund’s transfer agent as discussed above, the Fund and SS&C Technologies, Inc. and SS&C GIDS, Inc. (together, “SS&C”) mutually agreed on January 23, 2026 to amend the term of the Transfer Agent Servicing Agreement dated as of September 29, 2023 by and between the Fund and SS&C such that the last day of provision of transfer agency services will be January 31, 2026.
The description above is only a summary of the material provisions of the Transfer Agent Agreement and is qualified in its entirety by reference to a copy of the Transfer Agent Agreement, which will be filed with the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
| Item 1.02. | Termination of a Material Definitive Agreement. |
The information regarding the termination of the Fund’s former Transfer Agent Servicing Agreement with SS&C under “Item 1.01. Entry into a Material Definitive Agreement” is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
| BAIN CAPITAL PRIVATE CREDIT | ||||||
| Date: January 29, 2026 | By: | /s/ Adriana Rojas Garzón | ||||
| Name: | Adriana Rojas Garzón | |||||
| Title: | Vice President | |||||