Insider at XAI Octagon (NYSE: XFLT) increases stake with 5,000-share buy

Rhea-AI Filing Summary

XAI Octagon Floating Rate & Alternative Income Trust vice president John Yogi Spence reported an open-market purchase of 5,000 common shares at $3.90 per share. After this transaction, his directly held stake rose to 561,791.828 common shares, highlighting additional personal capital committed to the trust.

He also reported several indirect ownership positions in the same common shares, including 10,250 shares through XA Investments LLC, 10,591.613 shares held by his spouse, and 16,678.31 shares through XMS Holdings LLC. Footnotes note that portions of these positions were received via the trust’s dividend reinvestment plan.

Insights

Closed-end fund governance analyst

Insider increased direct holdings with a modest open-market buy.

Vice president John Yogi Spence bought 5,000 common shares at $3.90, raising his direct ownership to 561,791.828 shares. This indicates additional personal exposure to XAI Octagon Floating Rate & Alternative Income Trust without any disclosed sales on the same date.

He also reports indirect ownership through XA Investments LLC, a spouse account, and XMS Holdings LLC, totaling several tens of thousands of shares. Footnotes state that certain amounts were acquired via the dividend reinvestment plan, illustrating automatic reinvestment rather than discretionary trading for those portions.

As a single insider transaction of 5,000 shares, this filing is routine and does not, by itself, signal a material change in the trust’s fundamentals. Subsequent filings may provide additional context if larger or repeated trades emerge over time.

Insider Trade Summary

Net Buyer: 5,000 shares

Net Buy 4 txns

Insider Spence John Yogi

Role Vice President

Bought 5,000 shs ($20K)

Type	Security	Shares	Price	Value
Purchase	Common Shares of Beneficial Ownership	5,000	$3.90	$20K
holding	Common Shares of Beneficial Ownership	--	--	--
holding	Common Shares of Beneficial Ownership	--	--	--
holding	Common Shares of Beneficial Ownership	--	--	--

Holdings After Transaction: Common Shares of Beneficial Ownership — 561,791.828 shares (Direct); Common Shares of Beneficial Ownership — 10,250 shares (Indirect, XA Investments LLC); Common Shares of Beneficial Ownership — 10,591.613 shares (Indirect, By Spouse); Common Shares of Beneficial Ownership — 16,678.31 shares (Indirect, XMS Holdings LLC)

Footnotes (3)

1. F1. Shares beneficially owned reflect 3,932.59 received through the XFLT Dividend Reinvestment Plan
2. F2. Shares beneficially owned reflect 138.189 received through the XFLT Dividend Reinvestment Plan
3. F3. Shares beneficially owned reflect 217.60 received through the XFLT Dividend Reinvestment Plan

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/19/2026 - 03:39 PM Learn about SEC filing dates

FAQ

What did XFLT insider John Yogi Spence do in this Form 4 filing?

John Yogi Spence, a vice president of XFLT, purchased 5,000 common shares in the open market at $3.90 per share. This increased his directly held position to 561,791.828 shares while leaving all reported indirect holdings unchanged.

How many XFLT shares does John Yogi Spence own directly after this transaction?

After the reported transaction, John Yogi Spence directly owns 561,791.828 common shares of XFLT. This figure reflects his holdings following the 5,000-share open-market purchase at $3.90, as disclosed in the insider ownership table.

At what price did John Yogi Spence buy XFLT shares in the open market?

He bought 5,000 XFLT common shares at a price of $3.90 per share. The purchase was classified as an open-market transaction, indicating he acquired shares at prevailing market prices instead of through an option exercise or similar derivative event.

What indirect XFLT holdings associated with John Yogi Spence are disclosed?

Indirectly, the filing lists 10,250 common shares via XA Investments LLC, 10,591.613 shares held by his spouse, and 16,678.31 shares through XMS Holdings LLC. These positions supplement his much larger directly held stake in the trust’s common shares.

What do the dividend reinvestment plan footnotes in the XFLT filing mean?

The footnotes explain that specific share amounts were received through the XFLT Dividend Reinvestment Plan, not through separate market purchases. This indicates some growth in holdings occurred automatically as cash distributions were reinvested into additional common shares.

Does this XFLT insider transaction include any reported share sales?

No share sales are reported in this filing. The summarized activity shows one open-market purchase totaling 5,000 shares and no sales, resulting in a net increase in John Yogi Spence’s direct ownership of XFLT common shares.

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

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^*

Spence John Yogi

(Last) (First) (Middle)

321 N. CLARK STREET

(Street)

CHICAGO IL 60054

(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)
	Vice President

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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 Shares of Beneficial Ownership	02/19/2026		P		5,000	A	$3.9	561,791.828(1)	D
Common Shares of Beneficial Ownership								10,250	I	XA Investments LLC
Common Shares of Beneficial Ownership								10,591.613(2)	I	By Spouse
Common Shares of Beneficial Ownership								16,678.31(3)	I	XMS Holdings LLC

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:

1. Shares beneficially owned reflect 3,932.59 received through the XFLT Dividend Reinvestment Plan

2. Shares beneficially owned reflect 138.189 received through the XFLT Dividend Reinvestment Plan

3. Shares beneficially owned reflect 217.60 received through the XFLT Dividend Reinvestment Plan

	/s/John Yogi Spence	02/19/2026
	** 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.
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.