Lord Abbett Private Credit Fund S 发行约16.9万份普通股

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 19, 2026

Lord Abbett Private Credit Fund S

(Exact name of Registrant as Specified in Its Charter)

Registrant’s telephone number, including area code: (888) 522-2388

N/A

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

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):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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 3.02. Unregistered Sales of Equity Securities.

As of October 1, 2026, Lord Abbett Private Credit Fund S (“we”, the “Company” or the “Fund”), issued and sold approximately 169,368 of the Company’s common shares of beneficial interest (the “Common Shares”) for an aggregate offering price of approximately $4.2 million, reflecting a purchase price of $24.68 per Common Share (with the final number of Common Shares being determined on October 19, 2026).

The offer and sale of Common Shares was made pursuant to subscription agreements entered into by the Company and its shareholders. The issuance of the Common Shares is exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. The Company relied, in part, upon representations from the shareholders in the subscription agreements that each shareholder was an accredited investor as defined in Regulation D under the Securities Act.

Item 7.01. Regulation FD Disclosure.

Company’s Portfolio:

As of September 30, 2026, the Company had made loans to 68 portfolio companies, held an equity position in one portfolio company, and held one investment in a joint venture, with an aggregate loan commitment amount of approximately $603 million and par value of approximately $465 million. The portfolio consists of 95% senior secured debt investments and 5% investment in a joint venture, based on par value, or in the case of investments in a joint venture, cost. As of September 30, 2026, 100% of the debt investments, based on par value, in the Company’s portfolio were at floating rates. As of September 30, 2026, 99% of the Company’s total loan commitments were in private senior secured loans. The following table presents information concerning portfolio companies to which the Company has made loans.

The table below shows the Company’s loan investment activity during the period September 1, 2026, through September 30, 2026. Amounts shown for commitment amount and par value are as of September 30, 2026:

The table below describes investments by industry composition based on par value or, in the case of equity investments, cost as of September 30, 2026:

Total Private Credit Platform Size:

As of September 30, 2026, Lord Abbett estimates that the “Total Private Credit Platform Size”⁽¹⁾ of the direct lending platform it manages was approximately $5.0 billion, consisting of equity capital sourced from drawn and undrawn commitments to Lord Abbett-managed BDCs and other direct lending funds, subscriptions to the BDCs, and allocations and expected allocations to the BDCs by certain Lord Abbett-managed funds, drawn leverage amounts and expected target leverage amounts under credit facilities, and investment capacity in joint ventures. As of September 30, 2026, the direct lending platform had approximately $3.8 billion of Total Committed Capital⁽²⁾.

1) The components of “Total Private Credit Platform Size” are not financial measures calculated in accordance with GAAP and may not be comparable to similarly titled measures reported by other companies. Undrawn investor commitments and expected allocations are subject to the terms of the relevant agreements and/or applicable law, including limitations on the Company’s or other relevant fund’s ability to call capital, and may not be immediately available for investment. Expected allocations from Lord Abbett-managed funds are not legally binding commitments to invest and are subject to the discretion of the portfolio manager(s) of the relevant funds.  In addition, leverage amounts under credit facilities or other debt agreements are subject to borrowing base requirements, asset coverage tests, covenants and/or other terms and conditions. Expected target leverage may include financing that has not yet been committed or obtained and represents leverage expected to be utilized to achieve the applicable investment vehicle’s target capital structure. There is no guarantee that the platform would be able to obtain financing to achieve the expected target leverage. In addition, the platform’s expected target leverage may change over time. Accordingly, the amount of capital the direct lending platform is able to invest at any given time may be materially less than the amounts presented. The foregoing amounts represent estimates as of the date indicated and are subject to change based on, among other things, portfolio activity, market conditions, investor actions, and funding availability. 

2) Total Committed Capital is comprised of (i) investments at fair value, accrued interest and fees, and cash and cash equivalents as of the measurement date and (ii) unfunded commitments to extend loans to borrowers as of the measurement date.

Item 8.01. Other Events.

Distribution:

On October 19, 2026, the Company declared a distribution of approximately $0.19 per share to shareholders of record as of October 31, 2026, to be paid on or about November 24, 2026.

Net Asset Value

As of September 30, 2026, the Company’s aggregate net asset value (“NAV”) was approximately $227 million. The NAV per share of Common Shares as of September 30, 2026, as determined in accordance with the Company’s valuation policy, was $24.68 per Common Share.

Final results related to all of the above information and other information may differ materially as a result of the completion of the Company’s financial closing procedures, which will occur between the date hereof and the completion of the financial statements and the filing of the Company’s quarterly report on Form 10-Q for the quarter ending September 30, 2026.

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.