Garfin Mitchell logs BGT phantom share awards and stock sale (BGT)

Rhea-AI Filing Summary

BlackRock Floating Rate Income Trust portfolio manager Garfin Mitchell reported several compensation-related transactions involving phantom shares and common stock. On January 30, 2026, Mitchell received 12,436.2712 phantom shares, which are cash-settled awards economically equivalent to common shares and vest over three years.

On the same date, previously granted phantom shares totaling 3,105.6561 and 2,035.3971 were exercised into common stock. Mitchell acquired 5,141.0532 common shares through these exercises and then sold all 5,141.0532 shares at $11.45 per share, leaving no directly held common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Garfin Mitchell

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKROCK FLOATING RATE INCOME TRUST [ BGT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Portfolio Manager

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2026		M		5,141.0532	A	(1)(2)(3)	5,141.0532	D
Common Stock	01/30/2026		D		5,141.0532	D	$11.45(1)(2)(3)	0.0000	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Shares	(1)(4)	01/30/2026		A		12,436.2712		(1)(4)	(1)(4)	Common Stock	12,436.2712	$11.45	12,436.2712	D
Phantom Shares	(1)(2)	01/30/2026		M			3,105.6561	(1)(2)	(1)(2)	Common Stock	3,105.6561	(1)(2)	6,211.3121	D
Phantom Shares	(1)(3)	01/30/2026		M			2,035.3971	(1)(3)	(1)(3)	Common Stock	2,035.3971	(1)(3)	2,035.3971	D

Explanation of Responses:

1. A phantom share is the economic equivalent of one share of common stock and, subject to the applicable vesting requirements, becomes payable in cash.

2. As previously reported on a Form 4 dated February 4, 2025, the Reporting Person was granted phantom shares on January 31, 2025 payable in cash on vesting, which occurs in equal installments on each of the first three anniversaries of the grant date.

3. As previously reported on a Form 4 dated February 2, 2024, the Reporting Person was granted phantom shares on January 31, 2024 payable in cash on vesting, which occurs in equal installments on each of the first three anniversaries of the grant date.

4. These phantom shares vest in equal installments on each of the first three anniversaries of the award.

	/s/ Gladys Chang as Attorney-in-Fact	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transactions did Garfin Mitchell report at BlackRock Floating Rate Income Trust (BGT)?

Garfin Mitchell reported grants, exercises, and a sale on January 30, 2026. He received 12,436.2712 phantom shares, exercised additional phantom awards into 5,141.0532 common shares, and then sold all 5,141.0532 common shares at $11.45 each, ending with no directly held common stock.

What are phantom shares in the BGT Form 4 for Garfin Mitchell?

In this filing, phantom shares are cash-settled awards economically equivalent to one BGT common share. They vest in equal installments over three years and become payable in cash upon vesting, providing compensation linked to the fund’s share value without issuing actual common shares to the insider.

How many phantom shares did Garfin Mitchell receive related to BGT on January 30, 2026?

On January 30, 2026, Garfin Mitchell received 12,436.2712 phantom shares tied to BGT at an implied reference price of $11.45. These awards vest in three equal annual installments, creating a multi-year, cash-settled incentive aligned with the economic performance of the trust’s common shares.

Did Garfin Mitchell sell any BlackRock Floating Rate Income Trust (BGT) common stock?

Yes. After exercising phantom share awards into 5,141.0532 BGT common shares, Garfin Mitchell sold all 5,141.0532 shares at $11.45 per share. Following this disposition, his reported directly held BGT common stock balance was reduced to zero in the Form 4 filing.

How did the January 30, 2026 transactions affect Garfin Mitchell’s BGT phantom share holdings?

After the transactions, Mitchell held 12,436.2712 newly granted phantom shares, plus remaining balances from earlier grants. The filing shows 6,211.3121 phantom shares outstanding from one prior award and 2,035.3971 from another, all subject to three-year, equal-installment vesting and cash settlement on vesting.

What is Garfin Mitchell’s role at BlackRock Floating Rate Income Trust (BGT)?

Garfin Mitchell is identified as a portfolio manager of BlackRock Floating Rate Income Trust. He is not listed as a director, officer, or 10% owner in the Form 4. The reported transactions reflect compensation and related activity rather than a change in control or board-level position.