Apollo Asset Backed Credit Co LLC - 8-K

Item 1.01 Entry into a Material Definitive Agreement

Operating Agreement

On April 24, 2026, Apollo Asset Backed Credit Company LLC (the “Company”) entered into a Fourth Amended and Restated Operating Agreement (the “Fourth A&R Operating Agreement”) with Apollo Manager, LLC (the “Manager”), which amended and restated the Company’s Third Amended and Restated Operating Agreement, dated as of February 28, 2025. The amendment and restatement effects certain changes, including the additions of I (Acc) Shares and F-I (Acc) Shares (each of which are described further in Item 5.03 of this Current Report on Form 8-K).

The Manager is a wholly-owned subsidiary of Apollo Asset Management, Inc. (together with its subsidiaries, “Apollo”) and an affiliate of the Company.

The foregoing summary description of the Fourth A&R Operating Agreement does not purport to be complete and is qualified in its entirety by reference to the Fourth A&R Operating Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 3.02 Unregistered Sales of Equity Securities.

As of April 1, 2026, Apollo Asset Backed Credit Company LLC (the “Company”) issued and sold the following unregistered shares of the Company (with the final number of shares being determined on April 24, 2026) to third party investors for cash (unless otherwise noted):

Type

Number of Shares Sold

Aggregate Consideration

Series I

A-I Shares

48,018

$

1,210,000

F-I Shares

60,755

$

1,540,000

F-S Shares

-

$

-

P-I Shares

-

$

-

P-S Shares

-

$

-

E Shares

-

$

-

T-I Shares

66,467

$

1,700,000

T-S Shares

43,310

$

1,105,000

I Shares

102,645

$

2,617,745

S Shares

-

$

-

Series II

A-I Shares

118,830

$

3,010,000

F-I Shares (1)

344,965

$

8,798,237

F-S Shares

-

$

-

P-I Shares

-

$

-

P-S Shares

45,374

$

1,162,500

E Shares

-

$

-

T-I Shares

266,367

$

6,881,965

T-S Shares

214,365

$

5,502,895

I Shares

607,908

$

15,659,525

S Shares

349

$

9,000

BD Shares

326,814

$

8,432,625

(1) Includes an aggregate of 125,287 shares that were exchanged from 126,063 of Series I F-I Shares.

The offer and sale of shares above were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2), including Regulation D (for sales to accredited investors) and/or Regulation S (for sales to non-U.S. investors outside of the United States) thereunder.

Item 5.03 Amendments to Articles of Incorporation or Bylaws.

On April 24, 2026, the Company executed its Fifth Amended and Restated Limited Liability Company Agreement (the “Fifth A&R LLCA”), which amended and restated the Company’s Fourth Amended and Restated Limited Liability Company Agreement, dated as of February 28, 2025.

The amendment and restatement effects certain changes, including the additions of I (Acc) Shares and F-I (Acc) Shares, as described in further detail below.

I (Acc) Shares

I (Acc) Shares are being offered to select investors of the Apollo Asset Backed Credit Company LLC - Series II, a registered series of the Company (“I (Acc) Investors”) as determined in the sole discretion of the Company or the Dealer Manager.

I (Acc) Shares have equal rights and privileges with the Company’s A-I Shares, A-II Shares, BD Shares, E Shares, F-I Shares, F-I (Acc) Shares, F-S Shares, I Shares, P-I Shares, P-S Shares, S Shares, T-I Shares and T-S Shares, except that F-S Shares, P-S Shares, S Shares and T-S Shares pay a sales load, may be subject to a dealer manager fee, and pay an annual distribution fee and a shareholder servicing fee; A-I Shares, A-II Shares, BD Shares, E Shares, F-I Shares, F-I (Acc) Shares, I Shares, I (Acc) Shares, P-I Shares, and T-I Shares do not pay a sales load, dealer manager fees or distribution fees or servicing fees; and as compared to the aforementioned share types, A-I Shares, A-II Shares, E Shares, F-I Shares, F-I (Acc) Shares and F-S Shares pay a lower or no management fee, as applicable.

I (Acc) Shares will be subject to the same management fee as BD Shares, I Shares, P-I Shares, P-S Shares, S Shares, T-I Shares and T-S Shares.

Holders of the I (Acc) Shares are not entitled to nominate, remove or participate in the appointment of directors of the Company.

It is expected that shareholders that subscribe for I (Acc) Shares will, in lieu of receiving cash distributions, have the profits and losses associated with shares reflected in the Net Asset Value (defined below) per share of such type of share.

F-I (Acc) Shares

F-I (Acc) Shares are being offered to select investors of the Apollo Asset Backed Credit Company LLC - Series II, a registered series of the Company (“F-I (Acc) Investors”) as determined in the sole discretion of the Company or the Dealer Manager.

F-I (Acc) Shares have equal rights and privileges with the Company’s A-I Shares, A-II Shares, BD Shares, E Shares, F-I Shares, F-S Shares, I Shares, I (Acc) Shares, P-I Shares, P-S Shares, S Shares, T-I Shares and T-S Shares, except that F-S Shares, P-S Shares, S Shares, and T-S Shares pay a sales load, may be subject to a dealer manager fee, and pay an annual distribution fee and a shareholder servicing fee; A-I Shares, A-II Shares, BD Shares, E Shares, F-I Shares, F-I (Acc) Shares, I Shares, I (Acc) Shares, P-I Shares and T-I Shares do not pay a sales load, dealer manager fees or distribution fees or servicing fees; and as compared to the aforementioned share types, A-I Shares, A-II Shares, E Shares, F-I Shares, F-I (Acc) Shares and F-S Shares pay a lower or no management fee, as applicable.

F-I (Acc) Shares will be subject to the same management fee as F-I Shares and F-S Shares.

Holders of the F-I (Acc) Shares are not entitled to nominate, remove or participate in the appointment of directors of the Company.

It is expected that shareholders that subscribe for F-I (Acc) Shares will, in lieu of receiving cash distributions, have the profits and losses associated with shares reflected in the Net Asset Value (defined below) per share of such type of share.

The foregoing summary description of the Fifth A&R LLCA does not purport to be complete and is qualified in its entirety by reference to the Fifth A&R LLCA, a copy of which is included as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 8.01 Other Events.

Net Asset Value

On April 24, 2026, the operating manager of the Company determined the net asset value (“Net Asset Value”) per share, being the price at which sales of the Company’s shares are made, of the following types of the Company’s shares as of March 31, 2026:

Type

Net Asset Value per Share

Series I

A-I Shares

$

25.20

F-I Shares

$

25.35

F-S Shares

$

25.47

P-I Shares

$

24.98

P-S Shares

$

24.96

E Shares

$

25.56

T-I Shares

$

25.58

T-S Shares

$

25.51

I Shares

$

25.50

S Shares

$

25.59

Series II

A-I Shares

$

25.33

F-I Shares

$

25.50

F-S Shares

$

25.45

P-I Shares

$

25.98

P-S Shares

$

25.62

E Shares

$

25.03

T-I Shares

$

25.84

T-S Shares

$

25.67

I Shares

$

25.76

S Shares

$

25.81

BD Shares

$

25.80

As of March 31, 2026, there were no A-II Shares outstanding for Series I or Series II.

The Net Asset Value of the Company’s outstanding shares is also available on its website at https://www.apollo.com/abc, but the contents of the website are not incorporated by reference in or otherwise a part of this Current Report on Form 8-K.

For additional information, please see additional details included in Exhibit 99.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

Share Repurchase

The Company intends but is not obligated to conduct quarterly repurchases for up to 5.0% of the aggregate Net Asset Value per calendar quarter (measured collectively across both Series) of its outstanding shares (other than its V Shares) of each Series at a price based on the Net Asset Value per share as of the last business day of the quarter prior to the commencement of a share repurchase.

Repurchase transaction price per share

Type

Repurchase Transaction Price per Share

Series I

A-I Shares

$

25.20

F-I Shares

$

25.35

F-S Shares

$

25.47

P-I Shares

$

24.98

P-S Shares

$

24.96

E Shares

$

25.56

T-I Shares

$

25.58

T-S Shares

$

25.51

I Shares

$

25.50

S Shares

$

25.59

Series II

A-I Shares

$

25.33

F-I Shares

$

25.50

F-S Shares

$

25.45

P-I Shares

$

25.98

P-S Shares

$

25.62

E Shares

$

25.03

T-I Shares

$

25.84

T-S Shares

$

25.67

I Shares

$

25.76

S Shares

$

25.81

BD Shares

$

25.80

• This is the price at which the Company expects to make repurchases of its applicable share types.

Repurchase request deadline - Monday, May 11, 2026

• This date is the date by which the Company must receive repurchase requests submitted by shareholders. If a repurchase request is received after 4:00 p.m. (Eastern Time) on this repurchase request deadline, such request will not be executed, subject to the limitations of the Company’s repurchase plan, until the next repurchase window.

Repurchase expected payment date - Monday, May 18, 2026

• This is the date on which the Company intends to pay shareholders for any shares accepted by the Company for repurchase.

Any share repurchases will be made in accordance with, and subject to the conditions of, the Company’s share repurchase plan and its limited liability company agreement, each as amended or amended and restated from time to time. The Company may choose to purchase fewer shares than have been requested in any particular quarter, or none at all, in its discretion at any time. A copy of the Company’s latest share repurchase plan and limited liability company agreement can be found in its periodic filings with the U.S. Securities and Exchange Commission (the “SEC”), which are accessible on its website at www.sec.gov.

Distributions

On April 24, 2026, the Company declared distributions on the following types of the Company's outstanding shares for each of Apollo Asset Backed Credit Company LLC - Series I ("Series I") and Apollo Asset Backed Credit Company LLC - Series II ("Series II"), in the amounts per share set forth below:

Distributions

Share Type

Series I

Series II

A-I Shares

$

0.1011

$

0.1407

F-I Shares

$

0.0980

$

0.1370

F-S Shares

$

0.0885

$

0.1200

P-I Shares

$

0.1014

$

0.1329

P-S Shares

$

0.0961

$

0.1262

E Shares

$

0.1245

$

0.1627

T-I Shares

$

0.1035

$

0.1322

T-S Shares

$

0.0867

$

0.1150

I Shares

$

0.0969

$

0.1282

S Shares

$

0.0857

$

0.1156

BD Shares

$

-

$

0.1320

The distributions for each type of share are payable to holders of record at the close of business on April 30, 2026 and will be paid on or about May 28, 2026. The distributions will be paid in cash or reinvested in shares of the Company for shareholders participating in the Company's distribution reinvestment plan.

Special Note Regarding Forward-Looking Statements

Some of the statements in this Current Report on Form 8-K constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Words such as “anticipate,” “believe,” “expect” and “intend” and similar words or variations thereof may indicate a forward-looking statement, although not all forward-looking statements include these words. The forward-looking statements contained in this Current Report on Form 8-K involve risks and uncertainties, including factors outside of the Company’s control. The Company’s actual results could differ materially from those implied or expressed in the forward-looking statements for any reason, including the factors set forth in “Item 1A. Risk Factors” and elsewhere in the Company’s most recent publicly filed Annual Report on Form 10-K and in its other filings with the SEC. Although the Company believes that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. The Company assumes no duty and do not undertake to update the forward-looking statements, except as required by law.

Dealer Manager Agreement

On April 24, 2026, the Company entered into a Fourth Amended and Restated Dealer Manager Agreement (“Fourth A&R Dealer Manager Agreement”) with Apollo Global Securities, LLC (the “Dealer Manager”), an affiliate of Apollo and the Company, which amended and restated the Company’s Third Amended and Restated Dealer Manager Agreement, dated as of February 28, 2025, to account for the authorization and the additions of I (Acc) Shares and F-I (Acc) Shares (the terms of which are described further in Item 5.03 of this Current Report on Form 8-K).

Share Repurchase Plan

On April 24, 2026, the Company amended and restated the existing Third Amended and Restated Share Repurchase Plan, dated February 28, 2025 (as amended and restated, the “Fourth A&R Share Repurchase Plan”) to reflect the additions of I (Acc) Shares and F-I (Acc) Shares.

The foregoing summary description of the Fourth A&R Share Repurchase Plan does not purport to be complete and is qualified in its entirety by reference to the Fourth A&R Share Repurchase Plan, a copy of which is included as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

3.1

Fifth Amended and Restated Limited Liability Company Agreement

4.1

Fourth Amended and Restated Share Repurchase Plan

10.1

Fourth Amended and Restated Operating Agreement

99.1

Net Asset Value as of March 31, 2026

104

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