Material Agreement (Form 8-K)

ITEM 1.01. Entry into a Material Definitive Agreement.

On November 3, 2026, American Honda Receivables LLC ("AHR LLC") and American Honda Finance Corporation ("AHFC") entered into an Underwriting Agreement with J.P. Morgan Securities LLC ("JPM"), Deutsche Bank Securities Inc. ("DB"), ING Financial Markets LLC ("ING") and TD Securities (USA) LLC ("TD"), each on behalf of itself and as a representative of the several underwriters, for the sale of certain notes of Honda Auto Receivables 2026-4 Owner Trust (the "Issuer"), in the following classes and in the amounts described therein: Class A-1 4.303% Asset Backed Notes (the "Class A-1 Notes"), Class A-2a 4.72% Asset Backed Notes (the "Class A-2a Notes"), Class A-2b SOFR Rate + 0.36% Asset Backed Notes (the "Class A-2b Notes"), Class A-3 5.02% Asset Backed Notes (the "Class A-3 Notes") and Class A-4 5.11% Asset Backed Notes (the "Class A-4 Notes") (collectively, the "Underwritten Notes"). The Underwritten Notes will be issued on or about November 12, 2026 (the "Closing Date"). AHFC will retain at least 5% (by initial principal amount) of each of the Class A-1 Notes, the Class A-2a Notes, the Class A-2b Notes, the Class A-3 Notes and the Class A-4 Notes (collectively with the Underwritten Notes, the "Notes"). The Notes have an initial principal amount of $2,105,270,000.

Attached as Exhibit 1.1 is the Underwriting Agreement.

ITEM 8.01. Other Events.

On the Closing Date, AHR LLC and AHFC will enter into a Receivables Purchase Agreement, to be dated as of the Closing Date (the "Receivables Purchase Agreement"), pursuant to which AHFC will transfer to AHR LLC certain retail installment sale contracts or installment loan contracts relating to new or used Honda or Acura automobiles (the "Receivables") and related property. The Issuer, a Delaware statutory trust, was established pursuant to a Trust Agreement dated October 12, 2026, to be amended and restated as of the Closing Date, among AHR LLC, The Bank of New York Mellon, as owner trustee, and BNY Mellon Trust of Delaware, as Delaware trustee (the "Amended and Restated Trust Agreement"). On the Closing Date, the Issuer will enter into a Sale and Servicing Agreement, to be dated as of the Closing Date (the "Sale and Servicing Agreement"), with AHR LLC, as seller, AHFC, as servicer, RPA seller and sponsor, and acknowledged and accepted by U.S. Bank Trust Company, National Association, as indenture trustee (the "Indenture Trustee"), pursuant to which the Receivables and related property will be transferred to the Issuer. On the Closing Date, the Issuer, AHFC, as sponsor and servicer, and Clayton Fixed Income Services LLC, as asset representations reviewer, will enter into an Asset Representations Review Agreement, to be dated as of the Closing Date (the "Asset Representations Review Agreement"), relating to the review of certain representations relating to the Receivables. Also on the Closing Date, the Issuer will enter into an Indenture, to be dated as of the Closing Date (the "Indenture"), by and among the Issuer, U.S. Bank National Association, as securities intermediary (the "Securities Intermediary"), and the Indenture Trustee, and acknowledged and accepted by AHFC, as servicer. Pursuant to the Indenture, the Issuer will cause the issuance of the Notes. Also on the Closing Date, the Issuer, AHFC, as sponsor and administrator, AHR LLC, as depositor, and the Indenture Trustee will enter into an Administration Agreement, to be dated as of the Closing Date (the "Administration Agreement"), relating to the provision by AHFC of certain services relating to the Notes. Also on the Closing Date, the Issuer, the Indenture Trustee and the Securities Intermediary will enter into a Securities Account Control Agreement, to be dated as of the Closing Date (the "Securities Account Control Agreement"), pursuant to which the Securities Intermediary will maintain certain accounts.

Attached as Exhibit 4.1 is the form of Indenture, as Exhibit 10.1 is the form of Receivables Purchase Agreement, as Exhibit 10.2 is the form of Sale and Servicing Agreement, as Exhibit 10.3 is the form of Administration Agreement, as Exhibit 10.4 is the form of Amended and Restated Trust Agreement, as Exhibit 10.5 is the form of Asset Representations Review Agreement and as Exhibit 10.6 is the form of Securities Account Control Agreement.