STOCK TITAN

FS Credit REIT (FSREI) director records stock sale and large RSU awards

(Very High)
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

FS Credit Real Estate Income Trust director Jeffrey P. Krasnoff reported a mix of indirect stock sales and equity awards linked to advisory fees. Through Rialto Capital Management, LLC, an entity he is associated with, 158,727.442 shares of Class I Common Stock were sold at $23.8603 per share, leaving 68,231.184 Class I shares indirectly held.

On a subsequent date, Rialto Capital Management, LLC received 71,346.63 shares of Class I Common Stock and 157,164.83 Class I Restricted Stock Units as compensation-type awards at $23.8603 per share, while 71,346.63 Class I Restricted Stock Units were returned to the issuer. Following these derivative transactions, 1,673,354.668 Class I Restricted Stock Units linked to Class I Common Stock were indirectly held. Footnotes note that these RSUs are paid as a 1.0% of net asset value annual administrative services fee, are subject to time-based vesting into Class I Common, and the reported RSU amounts are estimates based on the most recent net asset value.

Positive

  • None.

Negative

  • None.

Insights

Routine mix of indirect sale and equity awards, largely compensation-related.

Director Jeffrey P. Krasnoff reported indirect transactions through affiliated entities. Rialto Capital Management, LLC sold 158,727.442 shares of Class I Common Stock at $23.8603 per share, leaving 68,231.184 Class I shares. This is the only open-market sale in the excerpt.

On a later date, Rialto Capital Management, LLC received 71,346.63 Class I Common shares and 157,164.83 Class I Restricted Stock Units as grant or award acquisitions, while 71,346.63 RSUs were disposed of back to the issuer. The derivative balance after these moves is 1,673,354.668 RSUs tied to Class I Common.

Footnotes explain these RSUs represent an administrative services fee equal to 1.0% of net asset value per year, paid in RSUs under an agreement, split between the adviser and Rialto. The RSU counts are estimates based on the most recently available net asset value and may be adjusted when the grant date value is finalized, so actual derivative holdings could differ from the reported estimate.

Insider KRASNOFF JEFFREY P
Role Director
Sold 158,727.442 shs ($3.79M)
Type Security Shares Price Value
Disposition Class I Restricted Stock Units 71,346.63 $23.8603 $1.70M
Grant/Award Class I Restricted Stock Units 157,164.83 $23.8603 $3.75M
Grant/Award Class I Common Stock 71,346.63 $23.8603 $1.70M
Sale Class I Common Stock 158,727.442 $23.8603 $3.79M
holding Class I Common Stock -- -- --
holding Class F Common Stock -- -- --
Holdings After Transaction: Class I Restricted Stock Units — 1,830,519.498 shares (Indirect, By: Rialto Capital Management, LLC); Class I Common Stock — 139,577.814 shares (Indirect, By: Rialto Capital Management, LLC); Class I Common Stock — 23,564.611 shares (Indirect, By: JTK RCM, LLC); Class F Common Stock — 39,692.858 shares (Indirect, By: JTK RCM, LLC)
Footnotes (6)
  1. F1. The reporting person disclaims beneficial ownership of any shares held by Rialto Capital Management, LLC that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
  2. F2. Includes shares received on account of reinvested distributions.
  3. F3. JTK RCM, LLC is jointly owned by reporting person and his spouse.
  4. F4. In accordance with the Advisory Agreement between the Company and the Adviser, the Company shall pay the Adviser an administrative services fee equal to 1.0% of the Company's net asset value per annum, payable quarterly, in Class I Restricted Stock Units, subject to the terms and conditions set forth in the Class I Restricted Stock Unit Agreement (as amended) between the Company and the Adviser. The administrative services fee is split 50/50 between the Adviser and Rialto Capital Management LLC.
  5. F5. In accordance with the Class I Restricted Stock Unit Agreement (as amended) between the Company, the Adviser and Rialto Capital Management, LLC, Class I Restricted Stock Units shall be exchanged for Class I Common, subject to time based vesting.
  6. F6. The number of restricted stock units reported is an estimate based on the most recently available net asset value. The actual number of restricted stock units awarded will be determined upon calculation of the applicable grant date net asset value and may differ from the amount reported herein. Accordingly, the number of derivative securities beneficially owned following the reported transaction is also an estimate
Class I shares sold 158,727.442 shares at $23.8603 Class I Common Stock sale by Rialto Capital Management, LLC
Class I shares granted 71,346.63 shares Grant/award of Class I Common Stock to Rialto Capital Management, LLC
RSUs granted 157,164.83 Class I RSUs Grant/award of Class I Restricted Stock Units to Rialto Capital Management, LLC
RSUs disposed to issuer 71,346.63 Class I RSUs Disposition of Class I Restricted Stock Units back to issuer
RSUs held after transactions 1,673,354.668 Class I RSUs Estimated Class I Restricted Stock Units indirectly held after reported transactions
Class I shares remaining via Rialto 68,231.184 shares Class I Common Stock indirectly held through Rialto after sale
Class F shares via JTK RCM, LLC 39,692.858 shares Indirect Class F Common Stock holding
Administrative services fee 1.0% of net asset value per annum Paid quarterly in Class I Restricted Stock Units under advisory agreement
Class I Restricted Stock Units financial
"Class I Restricted Stock Units shall be exchanged for Class I Common, subject to time based vesting."
Advisory Agreement financial
"In accordance with the Advisory Agreement between the Company and the Adviser, the Company shall pay the Adviser an administrative services fee..."
An advisory agreement is a written contract that spells out the responsibilities, fees and length of time a company hires an outside advisor — such as a financial, strategic or legal consultant — to provide ongoing guidance. For investors, it matters because the agreement sets costs, performance expectations, and any limits or conflicts that can affect a company’s strategy and financial results, similar to seeing the terms of a hired expert before judging their influence.
administrative services fee financial
"the Company shall pay the Adviser an administrative services fee equal to 1.0% of the Company's net asset value per annum, payable quarterly, in Class I Restricted Stock Units"
net asset value financial
"equal to 1.0% of the Company's net asset value per annum, payable quarterly, in Class I Restricted Stock Units"
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.
disposition to issuer financial
"transaction_action": "issuer disposition", "transaction_code_description": "Disposition to issuer""

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FAQ

What insider transactions did FSREI director Jeffrey P. Krasnoff report?

The filing shows indirect transactions through Rialto Capital Management, LLC, including a sale of 158,727.442 Class I Common shares at $23.8603 per share and compensation-style awards of 71,346.63 Class I Common shares and 157,164.83 Class I Restricted Stock Units.

How many FSREI shares did the affiliated entity sell and at what price?

Rialto Capital Management, LLC sold 158,727.442 Class I Common shares at a price of $23.8603 per share. After this open-market transaction, 68,231.184 Class I Common shares remained indirectly held through Rialto on behalf of the reporting person.

What equity awards tied to FSREI did Rialto Capital Management, LLC receive?

Rialto Capital Management, LLC received 71,346.63 Class I Common shares and 157,164.83 Class I Restricted Stock Units as grant or award acquisitions at $23.8603 per share, while 71,346.63 Class I Restricted Stock Units were disposed of back to the issuer the same day.

How many FSREI restricted stock units are indirectly held after the reported transactions?

After the reported derivative transactions, 1,673,354.668 Class I Restricted Stock Units linked to Class I Common Stock were indirectly held through Rialto Capital Management, LLC. Footnotes state this number is an estimate based on the most recently available net asset value.

How is the FSREI administrative services fee paid to the adviser and Rialto?

The administrative services fee equals 1.0% of the company’s net asset value per year, payable quarterly in Class I Restricted Stock Units. This fee is split 50/50 between the adviser and Rialto Capital Management, LLC under an advisory agreement and a restricted stock unit agreement.

What indirect holdings in FSREI does JTK RCM, LLC report?

JTK RCM, LLC, jointly owned by the reporting person and spouse, shows indirect holdings of 39,692.858 Class F Common shares and 23,564.611 Class I Common shares as of the stated holding date, separate from the positions held through Rialto Capital Management, LLC.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
KRASNOFF JEFFREY P

(Last)(First)(Middle)
FS CREDIT REAL ESTATE INCOME TRUST, INC.
3025 JFK BOULEVARD, OFC 500

(Street)
PHILADELPHIA PENNSYLVANIA 19112

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FS Credit Real Estate Income Trust, Inc. [ NONE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class I Common Stock06/30/2026S158,727.442D$23.860368,231.184IBy: Rialto Capital Management, LLC(1)
Class I Common Stock07/01/2026A71,346.63A$23.8603139,577.814IBy: Rialto Capital Management, LLC(1)
Class I Common Stock23,564.611(2)IBy: JTK RCM, LLC(3)
Class F Common Stock39,692.858(2)IBy: JTK RCM, LLC(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class I Restricted Stock Units(4)07/01/2026D71,346.63 (5) (5)Class I Common Stock71,346.63$23.86031,673,354.668(6)IBy: Rialto Capital Management, LLC(1)
Class I Restricted Stock Units(4)07/01/2026A157,164.83(6) (5) (5)Class I Common Stock157,164.83(6)$23.86031,830,519.498(6)IBy: Rialto Capital Management, LLC(1)
Explanation of Responses:
1. The reporting person disclaims beneficial ownership of any shares held by Rialto Capital Management, LLC that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
2. Includes shares received on account of reinvested distributions.
3. JTK RCM, LLC is jointly owned by reporting person and his spouse.
4. In accordance with the Advisory Agreement between the Company and the Adviser, the Company shall pay the Adviser an administrative services fee equal to 1.0% of the Company's net asset value per annum, payable quarterly, in Class I Restricted Stock Units, subject to the terms and conditions set forth in the Class I Restricted Stock Unit Agreement (as amended) between the Company and the Adviser. The administrative services fee is split 50/50 between the Adviser and Rialto Capital Management LLC.
5. In accordance with the Class I Restricted Stock Unit Agreement (as amended) between the Company, the Adviser and Rialto Capital Management, LLC, Class I Restricted Stock Units shall be exchanged for Class I Common, subject to time based vesting.
6. The number of restricted stock units reported is an estimate based on the most recently available net asset value. The actual number of restricted stock units awarded will be determined upon calculation of the applicable grant date net asset value and may differ from the amount reported herein. Accordingly, the number of derivative securities beneficially owned following the reported transaction is also an estimate
/s/ Jeffrey Krasnoff07/02/2026
** Signature of Reporting PersonDate
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)