Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On November 5, 2025, the Board of Trustees ("the Board") of Fidelity Private Credit Fund (the "Fund") appointed Thomas Flannery to the Board and as a member of the Board's Audit Committee, effective on December 1, 2025. Mr. Flannery's appointment brings the total number of trustees on the Board to five, four of whom are not "interested persons" of the Fund as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended.

Mr. Flannery also serves as a Trustee of other Fidelity® funds. Prior to his retirement, Mr. Flannery was a Partner at Ernst & Young LLP (1995-2021) and served as Co-Leader, Americas Wealth and Asset Management (2014-2019), and Partner in the Financial Services Office (2006-2021). Previously, Mr. Flannery was a member of the Board of Trustees of Macquarie Asset Management ETF Trust (2023-2025), where he served as the Chair of the Audit Committee and a member of the Nominating and Corporate Governance Committee, and was a member of the Board of Directors of Computershare Trust Company, N.A. (2022-2025).