Amendment to Tender Offer Statement (Form SC TO-I/A)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

(Rule 13e-4)

(Final Amendment)

TENDER OFFER STATEMENT PURSUANT TO SECTION 14(D)(1) OR 13(E)(1)

OF THE SECURITIES EXCHANGE ACT OF 1934

T. Rowe Price OHA Select Private Credit Fund

(Name of Issuer)

T. Rowe Price OHA Select Private Credit Fund

(Name of Person(s) Filing Statement)

Class I, Class D and Class S Shares of Beneficial Interest

(Title of Class of Securities)

872837307, 872837208 and 872837109

(CUSIP Number of class of securities)

Gregory S. Rubin, Esq.

OHA Private Credit Advisors LLC

1 Vanderbilt Avenue, 16th Floor

New York, NY 10017

(Name, Address and Telephone No. of Person Authorized to Receive

Notices and Communications on Behalf of the Person(s) Filing Statement)

With a copy to:

Richard Horowitz, Esq.

Dechert LLP

Three Bryant Park, 1095 Avenue of the Americas

New York, NY 10036

August 5, 2025

(Date Tender Offer First Published, Sent or Given to Security Holders)

Check the appropriate boxes below to designate any transactions to which the statement relates:

Check the following box if the filing is a final amendment reporting the results of the tender offer: ☒

This Final Amendment relates to the Issuer Tender Offer Statement on Schedule TO (the "Statement") originally filed on August 5, 2025 by T. Rowe Price OHA Select Private Credit Fund (the "Fund") in connection with an offer by the Fund (the "Offer") to purchase up to 2,587,649 of its outstanding shares of beneficial interest (including Class I common shares of beneficial interest, Class D common shares of beneficial interest and Class S common shares of beneficial interest (collectively, the "Shares")), at a price equal to the net asset value per Share of the applicable class as of September 30, 2025 (the "Valuation Date"), upon the terms and subject to the conditions set forth in the Offer to Purchase filed as Exhibit (a)(1)(ii) to the Statement (the "Offer to Purchase").

This is the Final Amendment to the Statement and is being filed to report the results of the Offer. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Offer to Purchase.

The following information is furnished pursuant to Rule 13e-4(c)(4):

1.	The Offer expired at 11:59 p.m., Eastern Time, on September 3, 2025.

2.	387,340.47 Shares were validly tendered and not withdrawn prior to the expiration of the Offer.

3.	The per Share net asset value of the Shares tendered pursuant to the Offer was calculated as of the Valuation Date in the amount of $26.94.

4.

Payment of the purchase price of the Shares tendered was made in the form of non-interest bearing, non-transferable promissory notes issued to the shareholders of the Fund whose tendered Shares were accepted for purchase by the Fund in accordance with the terms of the Offer to Purchase. Pursuant to the promissory notes, the Fund paid on or about November 7, 2025, to the shareholders a total of $10,434,409.85, representing the net asset value as of September 30, 2025 of the total amount of Shares tendered by shareholders upon the terms and subject to the conditions set forth in the Offer to Purchase.

Except as specifically provided herein, the information contained in the Statement, as amended, remains unchanged and this Amendment does not modify any of the information previously reported on the Statement, as amended.

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 7, 2025

EXHIBIT INDEX

Exhibit

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