UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported) October 6, 2023 (
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Item 1.01. | Entry into a Material Definitive Agreement |
XAI Octagon Floating Rate & Alternative Income Term Trust (NYSE: XFLT) (the “Trust”) has entered into an Amended and Restated Services Agreement (the “Services Agreement”) with PINE Advisor Solutions, LLC (“PINE”), amended and restated effective as of October 1, 2023, pursuant to which PINE provides Chief Financial Officer and Chief Compliance Officer services to the Trust, and qualified employees of PINE serve as Chief Financial Officer and Treasurer of the Trust and Chief Compliance Officer of the Trust. Notwithstanding the Services Agreement, the designations of the Chief Financial Officer and Treasurer of the Trust and the Chief Compliance Officer of the Trust must be approved by the Board of Trustees of the Trust (the “Board”), including, in the case of the Chief Compliance Officer, a majority of the trustees who are not “interested persons,” as that term is defined in section 2(a)(19) of the Investment Company Act of 1940, as amended, of the Trust or its investment adviser. Pursuant to the Services Agreement, the Trust pays PINE an annual fee, payable monthly, and reimburses certain out-of-pocket expenses. PINE’s principal business address is 501 S. Cherry Street, Suite 1090, Denver, Colorado 80246.
PINE replaced the Trust’s prior Chief Compliance Officer services provider, ALPS Fund Services, Inc. (“ALPS”) and accordingly, the Trust’s Chief Compliance Officer Services Agreement with ALPS (the “ALPS Agreement”) was terminated effective October 1, 2023. With respect to the Chief Compliance Officer services, the Services Agreement is materially similar to the ALPS Agreement except with respect to the fees due, effective date and parties to the agreements.
The foregoing description of the Services Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Services Agreement filed with this report as Exhibit 10.1 and incorporated herein by reference.
Item 1.02 | Termination of a Material Definitive Agreement |
The relevant information relating to the termination of the ALPS Agreement contained in Item 1.01 above is hereby incorporated by reference into this Item 1.02.
Item 8.01. | Other Events |
The Board designated Randi Roessler, an employee of PINE, to serve as the Chief Compliance Officer of the Trust, effective October 1, 2023. Ms. Roessler’s designation was made in connection with the resignation of Theodore J. Uhl, the Trust’s prior Chief Compliance Officer, that was tendered in connection with the termination of the ALPS Agreement described in Items 1.01 and 1.02 above.
Item 9.01. | Financial Statements and Exhibits |
(d) | Exhibits |
10.1 | Amended and Restated Services Agreement between PINE Advisor Solutions, LLC and the Trust |
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SIGNATURE
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.
XAI OCTAGON FLOATING RATE & ALTERNATIVE INCOME TERM TRUST | ||
Date: October 6, 2023 | By: | /s/ Benjamin D. McCulloch |
Name: | Benjamin D. McCulloch | |
Title: | Secretary and Chief Legal Officer |
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