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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): June 25, 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 7.01 | Regulation FD Disclosure |
First Trust Advisors L.P. (“FTA”) announced today the results of the
special meeting of shareholders of First Trust Senior Floating Rate Income Fund II (NYSE: FCT) (the “Fund”) held on June
25, 2026.
Shareholders of FCT, a diversified, closed-end management investment company organized as a Massachusetts business trust,
have approved the reorganization of FCT with and into First Trust Flexible Income ETF, a newly formed series of First Trust
Exchange-Traded Fund VIII (“FFLX”). Subject to the satisfaction of certain customary closing conditions, the
reorganization of FCT into FFLX is expected to close on August 10, 2026, or as soon as practicable thereafter. Upon the completion
of the reorganization, which is expected to be tax-free, the assets of FCT will be transferred to, and the liabilities of FCT will
be assumed by, FFLX. The shareholders of FCT will receive shares of FFLX with a value equal to the aggregate net asset value of the
shares of FCT held by them.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit |
|
|
| Number |
|
Description |
| 99.1 |
|
Press Release, dated June 25, 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: June 25, 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 June 25, 2026. |
| PRESS RELEASE |
SOURCE: First Trust Advisors L.P. |
First
Trust Announces Results of Special Meeting of Shareholders Relating to the Reorganization of First Trust Senior Floating Rate Income Fund
II with and into First Trust Flexible Income ETF
WHEATON, IL – (BUSINESS WIRE) –
June 25, 2026 – First Trust Advisors L.P. (“FTA”) announced today the results of the special meeting of shareholders
of First Trust Senior Floating Rate Income Fund II (NYSE: FCT) (the “Fund”) held on June 25, 2026.
Shareholders of FCT,
a diversified, closed-end management investment company organized as a Massachusetts business trust, have approved the reorganization
of FCT with and into First Trust Flexible Income ETF, a newly formed series of First Trust Exchange-Traded Fund VIII (“FFLX”).
Subject to the satisfaction of certain customary closing conditions, the reorganization of FCT into FFLX is expected to close on August
10, 2026, or as soon as practicable thereafter. Upon the completion of the reorganization, which is expected to be tax-free, the assets
of FCT will be transferred to, and the liabilities of FCT will be assumed by, FFLX. The shareholders of FCT will receive shares of FFLX
with a value equal to the aggregate net asset value of the shares of FCT held by them.
In anticipation of the
reorganization of FCT into FFLX, FCT will begin to transition its portfolio, which will involve holding increased levels of cash or cash
equivalents. As a result, FCT may not be fully invested in accordance with its principal investment strategy during this period. This
may affect FCT’s performance and could result in returns that differ from those that would be expected if FCT were fully invested
in accordance with its principal investment strategy.
FTA
is a federally registered investment advisor and serves as the investment advisor of the Fund. 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 $359 billion as of May 29, 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.
Additional Information
/ Forward-Looking Statements
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.
Certain
statements made in this news release that are
not historical facts are referred to as “forward-looking
statements” under the U.S. federal securities
laws. Actual future results or occurrences may
differ significantly from those anticipated
in any forward-looking statements due to numerous factors.
Generally, the words “believe,” “expect,” “intend,” “estimate,”
“anticipate,” “project,” “will” and similar expressions identify forward-looking statements,
which generally are not historical in nature.
Forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ
from the historical experience of FTA and
the funds managed by FTA and
its present expectations or projections. You
should not place undue reliance on forward-looking
statements, which speak only as of the date
they are made. FTA, the Fund and FFLX undertake
no responsibility to update publicly or revise any forward-looking
statements.
_______________________________________
CONTACT: Jeff Margolin – (630)
517-7643
___________________________________
CONTACT: Jim Dykas – (630) 517-7665
___________________________________
SOURCE: First Trust Advisors L.P.
