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First Trust Senior Floating Rate Income Fund (NYSE: FCT) folds into Flexible Income ETF FFLX

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

First Trust Senior Floating Rate Income Fund II completed its previously approved reorganization into First Trust Flexible Income ETF (FFLX) before the NYSE opened on August 10, 2026. Shareholders of FCT received FFLX shares with a value equal to the aggregate net asset value of their FCT holdings.

In the transaction, FCT’s assets were transferred to FFLX and FFLX assumed FCT’s liabilities. FCT shareholders had approved the reorganization on June 25, 2026, following approval by the Boards of Trustees of both FCT and FFLX on December 7-8, 2025.

FFLX is an actively managed ETF seeking to maximize current income by investing in income-generating fixed income securities, including corporate debt, bank loans, mortgage-backed and asset-backed securities, collateralized loan obligations and preferred securities. FFLX expects to declare and pay a distribution in August 2026. First Trust Advisors L.P., with approximately $368 billion of assets under management or supervision as of June 30, 2026, serves as investment advisor.

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Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Reorganization completion date August 10, 2026 Reorganization of FCT into FFLX completed prior to NYSE open
Shareholder approval date June 25, 2026 FCT shareholders approved reorganization into FFLX at Special Meeting
Board approval dates December 7-8, 2025 Boards of Trustees of FCT and FFLX approved reorganization
Assets under management or supervision $368 billion First Trust Advisors L.P. as of June 30, 2026
Par value per share $0.01 Common stock par value per share listed on NYSE
Telephone contact 1-800-621-1675 Number to request FFLX prospectus
closed-end management investment company financial
"First Trust Senior Floating Rate Income Fund II, a closed-end management investment company"
A closed-end management investment company is a pooled investment fund that raises a fixed amount of capital by issuing a set number of shares and then lists those shares for trading on an exchange; investors buy and sell shares on the market rather than redeeming them back to the fund. Think of it like a store with a fixed number of bottles on the shelf: the market price can be higher or lower than the underlying value of the assets, which matters to investors because it affects returns, liquidity and income characteristics independent of the fund’s actual holdings.
exchange-traded fund financial
"First Trust Flexible Income ETF (FFLX), an actively managed exchange-traded fund"
An exchange-traded fund (ETF) is a type of investment fund that holds a collection of assets, such as stocks or bonds, and is traded on stock exchanges like individual stocks. It allows investors to buy and sell a diversified group of investments easily and efficiently, often at a lower cost. ETFs provide a simple way to gain exposure to a broad market or specific sectors without having to buy each asset separately.
collateralized loan obligations financial
"including but not limited to corporate debt securities; bank loans; ... collateralized loan obligations; and preferred"
A collateralized loan obligation is a financial product that pools many corporate loans and repackages them into slices sold to investors, with some slices offering steady, lower returns and others offering higher returns but more risk. Like splitting a pizza into pieces for different tastes, CLOs let investors pick their preferred risk level and help banks fund lending, so changes in CLO performance influence credit availability and can move markets.
asset-backed securities financial
"including but not limited to corporate debt securities; bank loans; ... asset-backed securities; collateralized loan"
A type of investment created by pooling many similar cash‑flowing assets — like mortgages, car loans, or credit card receivables — and selling slices of that bundle to investors who then receive the payments those assets generate. Think of it as a fruit basket where buyers earn the fruit sales: investors get steady income but also take on the risk that the underlying loans stop performing or are paid off early. Investors care because these securities can provide predictable yield, portfolio diversification, and varying levels of credit and liquidity risk depending on the quality of the underlying assets.
net asset value financial
"received shares of FFLX with a value equal to the aggregate net asset value of the shares of FCT"
Net asset value is the total value of an investment fund's assets minus any liabilities, divided by the number of shares or units outstanding. It represents the per-share worth of the fund, similar to how the value of a house is determined by its total worth after debts are subtracted. Investors use it to gauge the true value of their holdings and to compare different investment options.
distribution financial
"FFLX expects to declare and pay a distribution to its shareholders in August 2026"
A distribution is a payment or transfer of value from a company, fund, or trust to its shareholders or unit holders, commonly made in cash, additional shares, or other assets. Investors care because distributions provide income, reflect how much cash a business or fund can return to owners, can influence yield and taxable income, and often affect the share price much like a store handing out a portion of its profits to customers.

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FAQ

What did First Trust Senior Floating Rate Income Fund (FCT) disclose in this 8-K?

The 8-K reports that FCT completed its reorganization into the First Trust Flexible Income ETF (FFLX) on August 10, 2026, with FCT assets transferred to FFLX and FCT shareholders receiving FFLX shares of equal aggregate net asset value.

When was the FCT to FFLX reorganization approved and completed for FCT (NYSE: FCT)?

The Boards of FCT and FFLX approved the reorganization on December 7-8, 2025, FCT shareholders approved it on June 25, 2026, and the reorganization was completed before the NYSE open on August 10, 2026.

What did shareholders of FCT (NYSE: FCT) receive in the reorganization?

Shareholders of FCT received shares of FFLX with a value equal to the aggregate net asset value of the FCT shares they held, while FFLX received FCT’s assets and assumed FCT’s liabilities in the reorganization.

What is the investment objective of First Trust Flexible Income ETF (FFLX) after FCT’s reorganization?

FFLX is described as an actively managed ETF that seeks to maximize current income by investing in income-generating fixed income securities such as corporate debt, bank loans, mortgage-backed and asset-backed securities, collateralized loan obligations and preferred securities.

Does FFLX plan any distributions following the FCT (FCT) reorganization?

FFLX expects to declare and pay a distribution in August 2026. The disclosure does not state a specific amount, only that a distribution is expected following completion of the reorganization.

How large is First Trust Advisors L.P., the advisor to FFLX and FCT (NYSE: FCT)?

First Trust Advisors L.P. reports approximately $368 billion in assets under management or supervision as of June 30, 2026, across unit investment trusts, ETFs, closed-end funds, mutual funds and separate managed accounts.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 10, 2026

 

______________________________

 

First Trust Senior Floating Rate Income Fund II

(Exact name of registrant as specified in its charter)

 

Massachusetts 811-21539 11-3716541
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation)   Identification No.)

 

120 East Liberty Drive, Suite 400

Wheaton, Illinois

(Address of principal executive offices)

60187

(zip code)

Registrant’s telephone number, including area code: (630) 765-8000

 

______________________________________________________

(Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

Securities registered pursuant to Section 12(b) of the Act:

Title of class Trading Symbol Name of Exchange on which registered
Common stock, $0.01 par value per share FCT New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 

 

 
 

 

Item 7.01Regulation FD Disclosure

First Trust Advisors L.P. (“FTA”) announced today that the reorganization of First Trust Senior Floating Rate Income Fund II (NYSE: FCT), a closed-end management investment company managed by FTA, into First Trust Flexible Income ETF (NYSE: FFLX), an actively managed exchange-traded fund (“ETF”) managed by FTA, was completed prior to the open of the NYSE on August 10, 2026.

As previously announced, the shareholders of FCT approved FCT’s reorganization into FFLX at a Special Meeting of Shareholders on June 25, 2026. The reorganization was approved by the Board of Trustees of each of FCT and FFLX on December 7-8, 2025.

Item 9.01Financial Statements and Exhibits.

 

(d)Exhibits.

 

Exhibit    
Number   Description
99.1   Press Release, dated August 10, 2026.

 

 

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.

 

 

Dated: August 10, 2026   FIRST TRUST SENIOR FLOATING RATE INCOME FUND II
     
  By: /s/ W. Scott Jardine
  Name W. Scott Jardine
  Title: Secretary

 

EXHIBIT INDEX

Exhibit    
Number   Description
99.1   Press Release, dated August 10, 2026.

 

PRESS RELEASE

SOURCE: First Trust Advisors L.P.

 

First Trust Announces Completion of First Trust Senior Floating Rate Income Fund II Reorganization into First Trust Flexible Income ETF

 

Wheaton, IL(BUSINESS WIRE)August 10, 2026First Trust Advisors L.P. (“FTA”) announced today that the reorganization of First Trust Senior Floating Rate Income Fund II (NYSE: FCT), a closed-end management investment company managed by FTA, into First Trust Flexible Income ETF (NYSE: FFLX), an actively managed exchange-traded fund (“ETF”) managed by FTA, was completed prior to the open of the NYSE on August 10, 2026.

 

As previously announced, the shareholders of FCT approved FCT’s reorganization into FFLX at a Special Meeting of Shareholders on June 25, 2026. The reorganization was approved by the Board of Trustees of each of FCT and FFLX on December 7-8, 2025.

 

In the reorganization, the assets of FCT were transferred to, and the liabilities of FCT were assumed by, FFLX. The shareholders of FCT received shares of FFLX with a value equal to the aggregate net asset value of the shares of FCT held by them.

 

FFLX is an actively managed ETF that seeks to maximize current income. FFLX pursues its investment objective by investing in a portfolio of fixed income securities and instruments that generate income, including but not limited to corporate debt securities; bank loans; agency and non-agency residential and commercial mortgage-backed securities; asset-backed securities; collateralized loan obligations; and preferred securities.

 

FFLX expects to declare and pay a distribution to its shareholders in August 2026.

 

FTA is a federally registered investment advisor and serves as the Fund's investment advisor. FTA and its affiliate First Trust Portfolios L.P. (“FTP”), a FINRA registered broker-dealer, are privately-held companies that provide a variety of investment services. FTA has collective assets under management or supervision of approximately $368 billion as of June 30, 2026 through unit investment trusts, exchange-traded funds, closed-end funds, mutual funds and separate managed accounts. FTA is the supervisor of the First Trust unit investment trusts, while FTP is the sponsor. FTP is also a distributor of mutual fund shares and exchange-traded fund creation units. FTA and FTP are based in Wheaton, Illinois.

 

This press release is not intended to, and shall not, constitute an offer to purchase or sell shares of FFLX. An investor should carefully consider the investment objectives, risks, charges and expenses of FFLX before investing. The prospectus for FFLX contains this and other important information and is available free of charge by calling First Trust Portfolios L.P. at 1-800-621-1675 or visiting www.ftportfolios.com. The prospectus should be read carefully before investing.

 

 

_______________________________________

CONTACT: Jeff Margolin – (630) 517-7643

___________________________________

CONTACT: Jim Dykas – (630) 517-7665

___________________________________

SOURCE: First Trust Advisors L.P.

 

Filing Exhibits & Attachments

4 documents