Form 4: Director Krasnoff Reports FS Credit Real Estate Income Trust Holdings
Statement of Changes in Beneficial Ownership
Director Jeffrey P. Krasnoff has filed a Form 4 detailing transactions and beneficial ownership of Class I and Class F common stock in FS Credit Real Estate Income Trust, Inc.
Summary
- Director Jeffrey P. Krasnoff has reported changes in his beneficial ownership of FS Credit Real Estate Income Trust, Inc. common stock.
- The filing includes transactions related to Class I and Class F common stock, with acquisitions and dispositions noted.
- Beneficial ownership is reported as indirect, primarily through Rialto Capital Management, LLC and JTK RCM, LLC.
- The transactions involve Class I Common Stock and Class I Restricted Stock Units, with a reported acquisition price of $23.8603 per share for Class I Common Stock.
- Restricted Stock Units are noted as being exchanged for Class I Common Stock subject to time-based vesting.
- An administrative services fee is paid in Class I Restricted Stock Units, split between the Adviser and Rialto Capital Management LLC.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral filing, as it primarily reports routine transactions and ownership structures rather than significant new developments or performance indicators.
Positives
- Director Krasnoff's continued involvement and reporting of holdings indicate ongoing engagement with the company.
- The reporting of specific share amounts and transaction prices provides transparency regarding ownership.
Negatives
- The beneficial ownership is reported as indirect, which may obscure direct control or decision-making power.
- The use of restricted stock units for administrative services fees could dilute existing shareholder value over time if not managed effectively.
Risks
- The reliance on Rialto Capital Management, LLC and JTK RCM, LLC for beneficial ownership introduces a layer of complexity and potential conflicts of interest.
- The estimated nature of restricted stock units based on Net Asset Value (NAV) introduces uncertainty in the exact number of shares awarded.
- The administrative services fee paid in Class I Restricted Stock Units could lead to future dilution if the company's NAV does not grow sufficiently to offset the issuance of new shares.
Future Outlook
The filing does not contain explicit forward-looking statements or guidance. However, the reporting of restricted stock units subject to time-based vesting implies future share issuances.
Management Comments
- 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.
- Includes shares received on account of reinvested distributions.
- JTK RCM, LLC is jointly owned by reporting person and his spouse.
- 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.
- 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.
- 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.
Industry Context
StockSavvy.ai notes that Form 4 filings are standard disclosures for directors and officers, providing transparency into insider transactions. The use of restricted stock units for fees is a common compensation mechanism in the real estate investment trust (REIT) sector, though the specific terms and potential dilution should be monitored.
Related Party Transactions
- The administrative services fee paid to the Adviser in Class I Restricted Stock Units, which is split 50/50 between the Adviser and Rialto Capital Management LLC, represents a related party transaction.
- JTK RCM, LLC, jointly owned by the reporting person and his spouse, is involved in beneficial ownership.
Stakeholder Impact
- Shareholders: Increased transparency into director ownership and potential future share dilution from restricted stock units.
- Management/Adviser: Receipt of compensation in the form of equity (restricted stock units).
- Creditors: No direct impact indicated in this filing.
Next Steps
- Continued reporting of any future changes in beneficial ownership by Director Krasnoff.
- Monitoring of vesting schedules for Class I Restricted Stock Units.
- Calculation of actual restricted stock units awarded based on Net Asset Value.
Key Dates
| Date | Description |
|---|---|
| 06/30/2026 | Earliest transaction date reported. |
| 07/01/2026 | Transaction date for acquisition of Class I Common Stock and Class I Restricted Stock Units. |
| 07/02/2026 | Date of signature for the filing. |
Keywords
SEC Form 4, Beneficial Ownership, FS Credit Real Estate Income Trust, Jeffrey P. Krasnoff, Director, Common Stock, Restricted Stock Units, Rialto Capital Management, JTK RCM, Insider Trading
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