UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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Item 1.01 – Entry into a Material Definitive Agreement.
First Amendment to Master Repurchase Agreement
On April 1, 2026, AB CRE PDF Lending C LLC (“PDF”), a wholly-owned subsidiary of AB Commercial Real Estate Private Debt Fund, LLC (the “Company”), entered into an amendment (the “MRA Amendment”) to the Master Repurchase Agreement and Securities Contract (the “Repurchase Agreement”), by and among PDF, as Seller, the Company, as Guarantor, and Citibank, N.A. (“Citibank”), as Buyer.
The MRA Amendment, among other changes, extends the Stated Termination Date (as defined in the Repurchase Agreement) under the Repurchase Agreement from April 1, 2027 to April 1, 2028.
The foregoing description of the MRA Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the MRA Amendment attached hereto as Exhibit 10.1.
Second Amendment to Fee Letter
On April 1, 2026, PDF entered into an amendment (the “Fee Letter Amendment”) to the fee letter (as amended, the “Fee Letter”), dated as of April 1, 2025, as amended by that certain First Amendment to Fee Letter, dated as of February 26, 2026, by and among PDF, as Seller, the Company, as Guarantor, and Citibank, as Buyer.
The Fee Letter Amendment increased the Facility Amount (as defined in the Fee Letter) under the Fee Letter from $258,220,000 to $500,000,000.
The foregoing description of the Fee Letter Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Fee Letter Amendment attached hereto as Exhibit 10.2.
Item 2.03 – Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01 – Financial Statements and Exhibits.
(d) Exhibits
SIGNATURES
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.
| Date: April 7, 2026 | AB COMMERCIAL REAL ESTATE PRIVATE DEBT FUND, LLC | |||||
| By: | /s/ Leon Hirth | |||||
| Leon Hirth | ||||||
| Secretary | ||||||