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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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Expires:
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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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Nielson Brandon R.
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2. Issuer Name and Ticker or Trading Symbol
Keystone Private Income Fund [N/A]
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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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(Last)
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(First)
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(Middle)
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C/O UMB FUND SERVICES INC. , 235 WEST GALENA 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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MILWAUKEE
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WI
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53212
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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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Nielson Brandon R.
C/O UMB FUND SERVICES INC.
235 WEST GALENA STREET
MILWAUKEE, WI53212
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Signatures
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/s/ Ya Wang, as Attorney-in-Fact
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2025-11-06
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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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River Heights Holdings, LLC held 4,936.809 Class Z Shares on March 26, 2025, the date on which Mr. Nielson became the Trustee of the Issuer. Mr. Nielson shares a pecuniary interest in the Class Z Shares held by River Heights Holdings, LLC. Mr. Nielson disclaims beneficial ownership of these Shares except to the extent of his pecuniary interest therein.
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(2)
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It includes 24,259.49 Class Z Shares previously owned directly by Mr. Nielson, which were transferred to Beachrock Holdings, LLC and are now owned indirectly by Mr. Nielson. It also includes 2229.585 Class Z Shares acquired pursuant to the Issuer's dividend reinvestment plan from March 31, 2025 through the Issuer's current fiscal year-end, September 30, 2025.
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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.