XAI Octagon (NYSE: XFLT) officer awarded 3,389 shares in Form 4 filing

Rhea-AI Filing Summary

XAI Octagon Floating Rate & Alternative Income Trust reported an insider equity transaction for its Secretary and Chief Legal Officer. On 12/24/2025, the officer acquired 3,389 common shares of beneficial interest in a transaction coded "J," which typically indicates an award or other non-open-market event. The reported transaction price was $0 per share, reflecting that the shares were received as compensation rather than purchased in the market.

Following this award, the officer beneficially owned a total of 11,490.5168 common shares on a direct basis. The remarks explain that the shares were transferred to Mr. McCulloch pursuant to a compensatory award from XMS Holdings LLC, and that 217.6268 of the reported holdings were received through participation in the XFLT dividend reinvestment plan. This filing documents a routine insider compensation-related share transfer.

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^*

McCulloch Benjamin

(Last) (First) (Middle)

321 NORTH CLARK STREET

SUITE 2430

(Street)

CHICAGO IL 60654

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
XAI Octagon Floating Rate & Alternative Income Trust [ XFLT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Secretary & CLO

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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 Shares of Beneficial Interest	12/24/2025		J		3,389	A	$0	11,490.5168	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

Explanation of Responses:

Remarks:

Shares were transferred to Mr. McCulloch pursuant to a compensatory award from XMS Holdings LLC. Shares beneficially owned reflect 217.6268 received through XFLT dividend reinvestment plan.

	/s/	12/30/2025
	** 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).
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FAQ

What insider transaction did XAI Octagon Floating Rate & Alternative Income Trust (XFLT) report?

The trust reported that its Secretary and Chief Legal Officer received 3,389 common shares of beneficial interest on 12/24/2025 in a transaction coded "J," indicating a non-open-market, compensation-related event.

Who is the reporting person in this Form 4 for XFLT and what is their role?

The reporting person is an officer of XAI Octagon Floating Rate & Alternative Income Trust, serving as Secretary & Chief Legal Officer (CLO), and the filing is made by one reporting person.

How many XFLT shares does the officer beneficially own after the reported transaction?

After receiving the 3,389 shares, the officer beneficially owns 11,490.5168 common shares of beneficial interest, held in direct ownership.

What was the price and nature of the XFLT shares acquired in this insider transaction?

The 3,389 XFLT common shares were reported at a price of $0 per share, reflecting that they were received as a compensatory award rather than through an open-market purchase.

What explanation was given for the XFLT share transfer to the officer?

The remarks state that the shares were transferred to Mr. McCulloch pursuant to a compensatory award from XMS Holdings LLC, and that his beneficially owned amount includes 217.6268 shares received through the XFLT dividend reinvestment plan.

Is this XFLT Form 4 filed for an individual or multiple reporting persons?

The Form 4 is indicated as being filed by one reporting person, not by a group or multiple filers.