Current Report · Items 3.02, 8.01, 9.01 · 8-K
KKR FS Income Trust
Unregistered Sales of Equity Securities · Other Events
Item 3.02 Unregistered Sales of Equity Securities. On September 1, 2026, KKR FS Income Trust (the “Company”) issued and sold 127,341.992 Class I shares (the “Class I Shares”) of the Company’s common shares of beneficial interest (the “Shares”) (with the final number of Class I Shares issued being determined on September 18, 2026) pursuant to subscription agreements entered into with the participat…
Disclosure sections
Item 3.02Item 3.02 - Unregistered Sales of Equity
Item 3.02 Unregistered Sales of Equity Securities.
On September 1, 2026, KKR
FS Income Trust (the “Company”) issued and sold 127,341.992 Class I shares (the “Class
I Shares”) of the Company’s common shares of beneficial interest (the “Shares”) (with the final number of Class
I Shares issued being determined on September 18, 2026) pursuant to subscription agreements entered into with the participating investors
for aggregate consideration of approximately $3.705 million.
The
offer and sale of the Class I Shares were conducted in connection with the Company’s continuous private offering of Shares (the
“Private Offering”) in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended
(the “Securities Act”), provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. The
Company relied, in part, upon representations from each participating investor in the relevant subscription agreement that such investor
is an “accredited investor” as defined in Regulation D under the Securities Act.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
Net Asset Value
The net asset value per
share of the Class I Shares as of August 31, 2026, as determined in accordance with the Company’s valuation policy, is $29.10.
As of August 31, 2026, the Company’s aggregate
net asset value was approximately $1.662 billion.
Status of Offering
The
Company is currently conducting the Private Offering on a continuous basis for up to $5.0 billion in Shares. As of the date hereof, the
Company has issued an aggregate of 60,210,198.798 Class I Shares in the Private Offering
for total consideration of approximately 1.769 billion. These figures do not include any Shares sold through the Company’s distribution
reinvestment plan (if any). The Company intends to continue selling Shares in the Private Offering on a monthly basis.