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FORM 5
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Check this box if no longer subject to Section 16, Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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Form 3 Holdings Reported
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Form 4 Transactions Reported
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL
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January 31, 2005
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Estimated average burden hours per response...
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1.0
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1. Name and Address of Reporting Person *
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Spence John Yogi
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2. Issuer Name and Ticker or Trading Symbol
XAI Octagon Floating Rate & Alternative Income Trust [XFLT]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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Vice President /
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(Last)
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(First)
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(Middle)
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321 N. CLARK STREET
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3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
2025-09-30
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(Street)
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CHICAGO
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IL
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60054
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4. If Amendment, Date Original Filed (Month/Day/Year)
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6. Individual or Join/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Spence John Yogi
321 N. CLARK STREET
CHICAGO, IL60054
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Vice President
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Signatures
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/s/John Yogi Spence
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2025-11-14
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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Shares beneficially owned reflect 7,553.144 received through the XFLT Dividend Reinvestment Plan
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(2)
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Shares reflect reduction of 8,500 shares, gifted to Spouse's account
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(3)
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Shares beneficially owned reflect 1,951.454 received through the XFLT Dividend Reinvestment Plan
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(4)
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Mr. Spence may be deemed to beneficially own shares owned by XMS Holdings LLC due to his control of XMS Holdings LLC.
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(5)
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Mr. Spence may be deemed to beneficially own shares owned by XA Investments LLC due to his control of XA Investments LLC
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(6)
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Shares beneficially owned reflect 574.465 received through the XFLT Dividend Reinvestment Plan
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(7)
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Shares include 8,500 gift from Direct account
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
