Form 4: FS Credit Real Estate Income Trust CEO Receives Significant Restricted Stock Unit Grant

Michael C. Forman, President and CEO of FS Credit Real Estate Income Trust, Inc., was granted 154,639.18 Class I Restricted Stock Units as part of an administrative services fee arrangement.

Summary

• Michael C. Forman, President & CEO and Director of FS Credit Real Estate Income Trust, Inc., reported beneficial ownership of various classes of common stock and a new grant of Restricted Stock Units.
• As of July 10, 2025, Forman indirectly holds 66,310.453 Class I Common Stock through Franklin Square Holdings, LP.
• Indirect holdings also include 2,506.828 Class T Common Stock, 413.861 Class M Common Stock, and 412.313 Class S Common Stock, all through FSH Seed Capital Vehicle I LLC.
• On July 10, 2025, Forman was granted 154,639.18 Class I Restricted Stock Units (RSUs) at a price of $0.
• Following this transaction, the total indirect beneficial ownership of Class I Restricted Stock Units is 1,341,153.73 through Franklin Square Holdings, LP.
• The RSUs are part of an administrative services fee paid by the Company to its Adviser, equal to 1.0% of the Company's net asset value per annum, payable quarterly in Class I Restricted Stock Units.
• This administrative services fee is split 50/50 between the Adviser (Franklin Square Holdings, L.P.) and Rialto Capital Management LLC.
• The Class I Restricted Stock Units are subject to time-based vesting and will be exchanged for Class I Common Stock.

Sentiment

Score: 7

Explanation: The filing indicates a routine executive compensation event, specifically an RSU grant, which generally aligns management interests with shareholders. This is a positive signal for corporate governance and stability, without any negative implications disclosed.

Positives

• The grant of Restricted Stock Units to the President and CEO aligns management's interests with those of shareholders, as the value of the RSUs is tied to the company's stock performance.
• The RSU grant is part of a structured compensation plan, indicating stability in executive remuneration practices.

Future Outlook

Class I Restricted Stock Units are subject to time-based vesting and will be exchanged for Class I Common Stock in the future.

Management Comments

• Michael C. Forman disclaims beneficial ownership of any shares held by Franklin Square Holdings, L.P., FS Real Estate Advisor, LLC, and FSH Seed Capital Vehicle I 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 for purposes of Section 16 or any other purpose.

Industry Context

The grant of Restricted Stock Units is a common form of executive compensation in the financial and real estate investment trust (REIT) industries, designed to align management incentives with long-term shareholder value.

Corporate Governance

Related Party Transactions

• The administrative services fee, paid in Class I Restricted Stock Units, is provided to Franklin Square Holdings, L.P. (the Adviser), which is a related party to the reporting person, Michael C. Forman. The fee is then split with Rialto Capital Management LLC.

Stakeholder Impact

• Shareholders: The grant of RSUs to the CEO aligns management's financial interests with shareholder value creation, as the value of the RSUs is tied to the company's stock performance.

Next Steps

• The Class I Restricted Stock Units will vest over time, leading to their exchange for Class I Common Stock.

Key Dates

Keywords

SEC Form 4, Insider Transaction, Restricted Stock Units, Executive Compensation, Beneficial Ownership, FS Credit Real Estate Income Trust, Michael C. Forman, Corporate Governance, Real Estate Investment Trust