ThZeal - The Zeal

kfit-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________________________________________

FORM 10-Q

_________________________________________________


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2025


¨			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

COMMISSION FILE NUMBER: 814-01620

_________________________________________________

KKR FS Income Trust

(Exact name of registrant as specified in its charter)

_________________________________________________


Delaware						88-0591692
(State of Organization)						(I.R.S. Employer Identification Number)

201 Rouse Boulevard Philadelphia, Pennsylvania						19112
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (215) 495-1150

_______________________________________

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	¨	Accelerated filer	¨

Non-accelerated filer	x	Smaller reporting company	¨

		Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x.

Securities registered pursuant to Section 12(b) of the Act.

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

N/A

Indicate the number of shares outstanding of each of the issuer’s classes of common shares, as of the latest practicable date.

The number of shares of the registrant’s common shares of beneficial interest, par value $0.01 per share, outstanding as of April 30, 2025 was 35,657,947 of Class I shares.

TABLE OF CONTENTS



		Page
PART I—FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS	1
	Consolidated Statements of Assets and Liabilities as of March 31, 2025 (Unaudited) and December 31, 2024	1
	Unaudited Consolidated Statements of Operations for the three months ended March 31, 2025 and 2024	2
	Unaudited Consolidated Statements of Changes in Net Assets for the three months ended March 31, 2025 and 2024	3
	Unaudited Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024	4
	Consolidated Schedules of Investments as of March 31, 2025 (Unaudited) and December 31, 202 4	5
	Notes to Unaudited Consolidated Financial Statements	26
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	48
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	65
ITEM 4.	CONTROLS AND PROCEDURES	66

PART II—OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	67
ITEM 1A.	RISK FACTORS	67
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	67
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	68
ITEM 4.	MINE SAFETY DISCLOSURES	68
ITEM 5.	OTHER INFORMATION	68
ITEM 6.	EXHIBITS	69
	SIGNATURES	70

Table of Contents

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

KKR FS Income Trust

Consolidated Statements of Assets and Liabilities

(in thousands, except share and per share amounts)


	March 31, 2025 (Unaudited)		December 31, 2024
Assets
Investments, at fair value
Non-controlled/unaffiliated investments (amortized cost—$1,337,584 and $1,027,138, respectively)	$	1,353,577	$	1,037,289
Non-controlled/affiliated investments (amortized cost—$8,621 and $8,095, respectively)	9,494		8,841
Controlled/affiliated investments (amortized cost—$16,447 and $17,630, respectively)	16,784		17,943
Total investments, at fair value (amortized cost—$1,362,652 and $1,052,863, respectively)	1,379,855		1,064,073
Cash	18,753		19,277
Foreign currency (cost—$15,946 and $424, respectively)	15,882		416
Receivable for investments sold and repaid	481		216
Income receivable	10,943		10,401

Unrealized appreciation on foreign currency forward contracts	73		200
Deferred financing costs	5,451		3,659
Prepaid expenses and other assets	2,049		254
Total assets	$	1,433,487	$	1,098,496

Liabilities
Payable for investments purchased	$	527	$	23,746
Debt(1)	427,241		229,355
Unrealized depreciation on foreign currency forward contracts	21		—
Shareholders’ distributions payable	11,638		9,818

Organizational and offering costs payable	—		103


Accrued capital gains incentive fee(2)	1,983		1,467
Administrative services expense payable	604		365
Accrued accounting and administrative fees	108		83
Interest payable	4,314		3,150

Other accrued expenses and liabilities	1,368		1,167
Total liabilities	447,804		269,254
Commitments and contingencies(3)



Shareholders’ equity
Common Shares, $0.01 par value, unlimited shares authorized, 33,251,680 and 28,051,771 Class I shares issued and outstanding, respectively	333		281
Capital in excess of par value	969,903		815,969
Retained earnings (accumulated deficit)	15,447		12,992
Total shareholders’ equity	985,683		829,242
Total liabilities and shareholders’ equity	$	1,433,487	$	1,098,496
Net asset value per share of common shares at period end	$	29.64	$	29.56

_______________

(1)See Note 9 for a discussion of the Company’s financing arrangements.

(2)See Note 2 for a discussion of the methodology employed by the Company in calculating the capital gains incentive fees.

(3)See Note 10 for a discussion of the Company’s commitments and contingencies.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Statements of Operations

(in thousands, except share and per share amounts)


	Three Months Ended
	March 31,
		2025		2024
Investment income
From non-controlled/unaffiliated investments:
Interest income		$	27,742	$	8,767
Paid-in-kind interest income		1,539		150
Fee income		1,756		1,924
Dividend and other income		623		569
From non-controlled/affiliated investments:

Paid-in-kind interest income		93		—


From controlled/affiliated investments:
Interest income		352		10

Fee income		23		—
Dividend and other income		344		—
Total investment income		32,472		11,420

Operating expenses
Management fees		2,808		793
Subordinated income incentive fees(1)		3,195		1,042
Capital gains incentive fees(1)		516		266
Interest expense(2)		5,640		1,996
Administrative services expense		592		436
Accounting and administrative fees		104		34
Organizational and offering costs		—		458
Insurance expense		27		45
Audit expense		144		153
Other general and administrative expenses		403		151
Total operating expenses		13,429		5,374
Management and incentive fee waivers		(6,003)		(1,835)

Recoupment of previously waived expenses(3)		—		436
Net expenses		7,426		3,975
Net investment income		25,046		7,445

Realized and unrealized gain/loss
Net realized gain (loss) on investments:
Non-controlled/unaffiliated investments		(31)		65



Net realized gain (loss) on foreign currency		(45)		45
Net change in unrealized appreciation (depreciation) on investments:
Non-controlled/unaffiliated investments		5,842		1,836
Non-controlled/affiliated investments		127		—
Controlled/affiliated investments		24		25
Net change in unrealized appreciation (depreciation) on foreign currency forward contracts		(148)		—
Net change in unrealized gain (loss) on foreign currency		(1,637)		157
Total net realized and unrealized gain (loss)		4,132		2,128
Net increase (decrease) in net assets resulting from operations		$	29,178	$	9,573

Per share information—basic and diluted
Net increase (decrease) in net assets resulting from operations (Earnings (Losses) per Share)		$	0.94	$	1.06
Weighted average shares outstanding		31,084,297		8,983,810

_______________

(1)See Note 2 and 4 for a discussion of the methodology employed by the Company in calculating the subordinated income incentive fees and capital gains incentive fees.

(2)See Note 9 for a discussion of the Company’s financing arrangements.

(3)See Note 4 for a discussion of the Company’s expense support and conditional reimbursement.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Statements of Changes in Net Assets

(in thousands)


	Three Months Ended
	March 31,
		2025		2024

Operations
Net investment income (loss)		$	25,046	$	7,445
Net realized gain (loss) on investments, foreign currency forward contracts and foreign currency		(76)		110
Net change in unrealized appreciation (depreciation) on investments and foreign currency forward contracts		5,845		1,861
Net change in unrealized gain (loss) on foreign currency		(1,637)		157
Net increase (decrease) in net assets resulting from operations		29,178		9,573

Shareholder distributions
Distributions to common shareholders		(26,723)		(6,567)
Distributions to preferred shareholders		—		(15)
Net decrease in net assets resulting from shareholder distributions		(26,723)		(6,582)

Capital transactions(1)
Issuance of capital		149,716		45,800
Reinvestment of shareholder distributions		4,270		—



Net increase (decrease) in net assets resulting from capital share transactions		153,986		45,800
Total increase (decrease) in net assets		156,441		48,791
Net assets at beginning of period		829,242		243,894
Net assets at end of period		$	985,683	$	292,685

_______________

(1)See Note 3 for a discussion of the Company’s capital share transactions.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Statements of Cash Flows

(in thousands)


	Three Months Ended March 31,
	2025		2024
Cash flows from operating activities
Net increase (decrease) in net assets resulting from operations	$	29,178	$	9,573
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used in) operating activities:
Purchases of investments	(334,604)		(194,867)
Paid-in-kind interest	(1,632)		(150)
Proceeds from sales and repayments of investments	26,933		16,663
Net realized (gain) loss on investments	31		(65)
Net change in unrealized (appreciation) depreciation on investments	(5,993)		(1,861)
Net change in unrealized (appreciation) depreciation on foreign currency forward contracts	148		—
Accretion of discount	(517)		(166)
Amortization of deferred financing costs	326		228
Unrealized (gain)/loss on borrowings in foreign currency	1,580		(172)
(Increase) decrease in receivable for investments sold and repaid	(265)		(13,819)
(Increase) decrease in income receivable	(542)		(822)
(Increase) decrease in expense support receivable	—		436
(Increase) decrease in prepaid expenses and other assets	(1,795)		(130)
Increase (decrease) in payable for investments purchased	(23,219)		83,374
Increase (decrease) in expense support payable	—		436
Increase (decrease) in organizational and offering costs payable	(103)		458


Increase (decrease) in accrued capital gains incentive fee	516		266
Increase (decrease) in administrative services expense payable	239		358
Increase (decrease) in accrued accounting and administrative fees	25		(2)
Increase (decrease) in interest payable	1,164		647
Increase (decrease) in other accrued expenses and liabilities	201		(336)
Net cash provided by (used in) operating activities	(308,329)		(99,951)
Cash flows from financing activities
Issuance of common shares	149,716		45,800



Distributions to common shareholders	(20,633)		(6,090)
Distributions to preferred shareholders	—		(15)
Borrowings under financing arrangements	355,025		102,037
Repayments under financing arrangements	(158,719)		(110,000)
Deferred financing costs paid	(2,118)		(323)
Net cash provided by (used in) financing activities	323,271		31,409
Total increase (decrease) in cash	14,942		(68,542)
Cash and foreign currency at beginning of period	19,693		78,991
Cash and foreign currency at end of period	$	34,635	$	10,449
Supplemental disclosure
Reinvestment of shareholder distributions	$	4,270	—
Federal and income taxes paid during the period	$	91	—
Interest paid during the period	$	4,150	$	1,121

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments

As of March 31, 2025

(in thousands, expect share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Senior Secured Loans—First Lien—108.4%
Advanced Dermatology & Cosmetic Surgery	(f)	Health Care Equipment & Services	SF	+	6.3%			1.0%	05/27	$	823	$	823	$	823
Affordable Care Inc	(f)	Health Care Equipment & Services	SF	+	6.0%	(3.3% PIK	/ 3.3% PIK)	0.8%	08/28	1,672		1,672		1,672
Alera Group Intermediate Holdings Inc	(f)	Insurance	SF	+	5.3%			0.8%	10/28	1,645		1,645		1,645
Amerivet Partners Management Inc	(f)	Health Care Equipment & Services	SF	+	5.3%			0.8%	02/28	3,291		3,291		3,291
Apex Service Partners LLC	(f)	Commercial & Professional Services	SF	+	5.0%			1.0%	10/29	3,176		3,147		3,176
Apex Service Partners LLC	(f)	Commercial & Professional Services	SF	+	5.0%			1.0%	10/30	1,638		1,625		1,671
Apex Service Partners LLC	(f)(g)(h)	Commercial & Professional Services	SF	+	5.0%			1.0%	10/30	55,170		54,523		56,274
Apex Service Partners LLC	(i)	Commercial & Professional Services	SF	+	5.0%			1.0%	10/29	575		575		575
Apex Service Partners LLC	(i)	Commercial & Professional Services	SF	+	5.0%			1.0%	10/30	931		931		949
Arcfield Acquisition Corp	(f)(g)	Capital Goods	SF	+	5.0%			0.5%	10/31	12,187		12,187		12,295
Arcfield Acquisition Corp	(i)	Capital Goods	SF	+	5.0%			0.5%	10/31	1,375		1,375		1,375
Area Wide Protective Inc	(f)(g)	Commercial & Professional Services	SF	+	4.8%			1.0%	12/30	5,329		5,293		5,340
Area Wide Protective Inc	(i)	Commercial & Professional Services	SF	+	4.8%			1.0%	12/30	2,769		2,769		2,775
Avetta LLC	(h)	Software & Services	SF	+	4.5%	(0.0% PIK	/ 2.3% PIK)	0.5%	07/31	6,557		6,496		6,552
Avetta LLC	(i)	Software & Services	SF	+	4.5%			0.5%	07/30	1,146		1,146		1,145
Avetta LLC	(i)	Software & Services	SF	+	4.5%	(0.0% PIK	/ 2.3% PIK)	0.5%	07/31	1,605		1,605		1,604
BDO USA PA	(f)(g)	Commercial & Professional Services	SF	+	5.0%			2.0%	08/28	16,799		16,580		16,873
Bonterra LLC	(f)(g)	Software & Services	SF	+	5.0%			0.8%	03/32	32,889		32,726		32,724
Bonterra LLC	(f)	Software & Services	SF	+	5.0%			0.8%	03/32	580		580		580
Bonterra LLC	(i)	Software & Services	SF	+	5.0%			0.8%	03/32	3,556		3,556		3,538
Bonterra LLC	(i)	Software & Services	SF	+	5.0%			0.8%	03/32	2,976		2,976		2,976
Cadence Education LLC	(f)(h)	Consumer Services	SF	+	5.0%			0.8%	05/31	9,159		9,117		9,207
Cadence Education LLC	(f)	Consumer Services	SF	+	5.0%			0.8%	05/31	956		953		961
Cadence Education LLC	(i)	Consumer Services	SF	+	5.0%			0.8%	05/30	1,414		1,412		1,414
Cadence Education LLC	(i)	Consumer Services	SF	+	5.0%			0.8%	05/31	1,440		1,440		1,447
Cambrex Corp	(f)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	4.8%			0.8%	03/32	14,471		14,399		14,398
Cambrex Corp	(i)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	4.8%			0.8%	03/32	2,160		2,160		2,149
Cambrex Corp	(i)	Pharmaceuticals, Biotechnology & Life Sciences	SA	+	4.8%			0.8%	03/32	1,890		1,890		1,890
Carrier Fire Protection	(f)	Commercial & Professional Services	SF	+	5.0%			0.5%	07/30	193		186		193
Carrier Fire Protection	(h)	Commercial & Professional Services	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.5%	07/31	7,779		7,715		7,851
Carrier Fire Protection	(f)	Commercial & Professional Services	E	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.5%	07/31	€	1,929	2,087		2,102
Carrier Fire Protection	(f)	Commercial & Professional Services	E	+	5.0%			0.5%	07/31	150		167		162
Carrier Fire Protection	(i)	Commercial & Professional Services	SF	+	5.0%			0.5%	07/30	$	1,599	1,599		1,599
Carrier Fire Protection	(i)	Commercial & Professional Services	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.5%	07/31	2,070		2,056		2,089

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Carrier Fire Protection	(i)	Commercial & Professional Services	E	+	5.0%			0.5%	07/31	€	108	$	113	$	113
Clarience Technologies LLC	(f)	Capital Goods	SF	+	5.8%			0.8%	02/30	$	271	230		271
Clarience Technologies LLC	(f)(g)(h)	Capital Goods	SF	+	5.8%	(0.0% PIK	/ 2.5% PIK)	0.8%	02/31	39,838		39,339		40,237
Clarience Technologies LLC	(i)	Capital Goods	SF	+	5.8%			0.8%	02/30	3,796		3,796		3,796
Clarience Technologies LLC	(i)	Capital Goods	SF	+	5.8%	(0.0% PIK	/ 2.5% PIK)	0.8%	02/31	1,464		1,464		1,479
CLEAResult Consulting Inc	(f)(g)	Commercial & Professional Services	SF	+	5.0%	(0.0% PIK	/ 2.5% PIK)	0.8%	08/31	12,462		12,346		12,568
CLEAResult Consulting Inc	(f)	Commercial & Professional Services	SF	+	5.0%			0.8%	08/31	1,083		1,064		1,083
CLEAResult Consulting Inc	(i)	Commercial & Professional Services	SF	+	5.0%	(0.0% PIK	/ 2.5% PIK)	0.8%	08/31	3,123		3,108		3,150
CLEAResult Consulting Inc	(i)	Commercial & Professional Services	SF	+	5.0%			0.8%	08/31	999		999		999
Community Brands Inc	(f)(g)(j)	Software & Services	SF	+	5.0%			0.8%	07/31	9,810		9,756		9,815
Community Brands Inc	(i)	Software & Services	SF	+	5.0%			0.8%	07/31	932		932		932
Community Brands Inc	(i)(j)	Software & Services	SF	+	5.0%			0.8%	07/31	2,047		2,047		2,048
CSafe Global	(f)(g)(h)	Transportation	SF	+	5.8%			0.8%	12/28	29,642		29,647		29,938
CSafe Global	(f)	Transportation	SF	+	5.8%			0.8%	03/29	2,792		2,795		2,792
CSafe Global	(f)	Transportation	SA	+	5.8%			0.8%	12/28	£	3,849	4,861		5,011
CSafe Global	(i)	Transportation	SF	+	5.8%			0.8%	03/29	$	86	86		86
Dental365 LLC	(f)	Health Care Equipment & Services	SF	+	5.3%			0.8%	05/28	222		222		222
Dental365 LLC	(g)	Health Care Equipment & Services	SF	+	5.3%			0.8%	08/28	9,368		9,368		9,368
Dental365 LLC	(f)	Health Care Equipment & Services	SF	+	5.3%			0.8%	08/28	2,921		2,921		2,921
Dental365 LLC	(i)	Health Care Equipment & Services	SF	+	5.3%			0.8%	05/28	1,995		1,995		1,995
Dental365 LLC	(i)	Health Care Equipment & Services	SF	+	5.3%			0.8%	08/28	3,068		3,068		3,068
DOXA Insurance Holdings LLC	(f)	Insurance	SF	+	5.3%			0.8%	12/29	148		148		148
DOXA Insurance Holdings LLC	(f)(h)	Insurance	SF	+	5.3%			0.8%	12/30	10,924		10,875		11,033
DOXA Insurance Holdings LLC	(i)	Insurance	SF	+	5.3%			0.8%	12/29	1,085		1,085		1,085
DOXA Insurance Holdings LLC	(i)	Insurance	SF	+	5.3%			0.8%	12/30	184		184		186
DOXA Insurance Holdings LLC	(i)	Insurance	SF	+	5.0%			0.8%	12/30	838		838		844
DuBois Chemicals Inc	(f)(g)	Materials	SF	+	4.5%			0.8%	06/31	12,786		12,727		12,867
DuBois Chemicals Inc	(i)	Materials	SF	+	4.5%			0.8%	06/31	2,138		2,138		2,138
DuBois Chemicals Inc	(i)	Materials	SF	+	4.5%			0.8%	06/31	2,138		2,138		2,152
Excelitas Technologies Corp	(f)	Technology Hardware & Equipment	SF	+	5.3%			0.8%	08/29	264		266		266
Frontline Road Safety LLC	(f)(g)	Transportation	SF	+	5.0%	(2.3% PIK	/ 2.3% PIK)	0.0%	03/31	24,428		24,308		24,305
Frontline Road Safety LLC	(i)	Transportation	SF	+	5.0%	(2.3% PIK	/ 2.3% PIK)	0.0%	03/31	7,005		7,005		6,970
Frontline Road Safety LLC	(i)	Transportation	SF	+	4.8%			0.0%	03/31	4,151		4,151		4,151
Galway Partners Holdings LLC	(f)	Insurance	SF	+	4.5%			0.8%	09/28	300		300		300
Galway Partners Holdings LLC	(f)(h)	Insurance	SF	+	4.5%	(0.0% PIK	/ 1.0% PIK)	0.8%	09/28	8,064		8,064		8,110
Galway Partners Holdings LLC	(i)	Insurance	SF	+	4.5%			0.8%	09/28	618		618		618
Gigamon Inc	(f)	Software & Services	SF	+	5.8%			0.8%	03/29	822		822		802

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Granicus Inc	(f)	Software & Services	SF	+	5.8%	(2.3% PIK	/ 2.3% PIK)	0.8%	01/31	$	327	$	326	$	331
Granicus Inc	(f)	Software & Services	SF	+	5.3%	(2.3% PIK	/ 2.3% PIK)	0.8%	01/31	3,527		3,527		3,558
Granicus Inc	(i)	Software & Services	SF	+	5.3%			0.8%	01/31	46		46		46
Granicus Inc	(i)	Software & Services	SF	+	4.8%	(0.0% PIK	/ 2.3% PIK)	0.8%	01/31	1,339		1,339		1,350
Heritage Environmental Services Inc	(f)(g)(h)	Commercial & Professional Services	SF	+	5.3%			0.8%	01/31	19,853		19,722		20,052
Heritage Environmental Services Inc	(f)	Commercial & Professional Services	SF	+	5.0%			0.8%	01/31	521		521		523
Heritage Environmental Services Inc	(i)	Commercial & Professional Services	SF	+	5.3%			0.8%	01/30	2,797		2,797		2,797
Heritage Environmental Services Inc	(i)	Commercial & Professional Services	SF	+	5.0%			0.8%	01/31	276		276		278
Highgate Hotels Inc	(g)	Consumer Services	SF	+	5.5%			1.0%	11/29	12,577		12,437		12,703
Highgate Hotels Inc	(f)	Consumer Services	SF	+	5.5%			1.0%	11/29	605		593		605
Highgate Hotels Inc	(i)	Consumer Services	SF	+	5.5%			1.0%	11/29	987		987		987
Homrich & Berg Inc	(f)	Financial Services	SF	+	4.5%			0.8%	08/31	613		613		611
Homrich & Berg Inc	(f)(g)	Financial Services	SF	+	4.5%			0.8%	11/31	17,295		17,276		17,243
Homrich & Berg Inc	(i)	Financial Services	SF	+	4.5%			0.8%	08/31	1,274		1,274		1,270
Horizon CTS Buyer LLC	(h)	Capital Goods	SF	+	6.8%	(2.3% PIK	/ 2.3% PIK)	0.8%	03/32	12,201		12,141		12,141
Horizon CTS Buyer LLC	(f)	Capital Goods	SF	+	4.5%			0.8%	03/32	230		230		230
Horizon CTS Buyer LLC	(i)	Capital Goods	SF	+	4.5%			0.8%	03/32	2,647		2,647		2,647
Horizon CTS Buyer LLC	(i)	Capital Goods	SF	+	4.5%	(0.0% PIK	/ 2.3% PIK)	0.8%	03/32	2,302		2,302		2,291
Individual FoodService	(f)(g)(h)	Capital Goods	SF	+	5.0%			1.0%	10/29	22,327		21,980		22,497
Individual FoodService	(i)	Capital Goods	SF	+	5.0%			1.0%	10/29	514		514		518
Inhabit IQ	(g)	Software & Services	SF	+	4.5%	(0.0% PIK	/ 2.3% PIK)	0.8%	01/32	4,292		4,281		4,281
Inhabit IQ	(i)	Software & Services	SF	+	4.5%	(0.0% PIK	/ 2.3% PIK)	0.8%	01/32	1,192		1,192		1,189
Inhabit IQ	(i)	Software & Services	SF	+	4.5%			0.8%	01/32	745		745		743
Insightsoftware.Com Inc	(f)	Software & Services	SF	+	5.3%			0.8%	05/28	259		259		261
Insightsoftware.Com Inc	(f)	Software & Services	SF	+	5.3%			1.0%	05/28	2,761		2,761		2,779
Insightsoftware.Com Inc	(i)	Software & Services	SF	+	5.3%			0.8%	05/28	913		913		918
Insightsoftware.Com Inc	(i)	Software & Services	SF	+	5.3%			1.0%	05/28	889		889		889
Integrated Power Services LLC	(f)(g)	Commercial & Professional Services	SF	+	4.5%			0.8%	11/28	15,356		15,356		15,356
Integrity Marketing Group LLC	(f)(g)(h)	Insurance	SF	+	5.0%			0.8%	08/28	34,792		34,645		35,056
Integrity Marketing Group LLC	(i)	Insurance	SF	+	5.0%			0.8%	08/28	6,058		6,056		6,058
Integrity Marketing Group LLC	(i)	Insurance	SF	+	5.0%			0.8%	08/28	16,841		16,915		16,968
J S Held LLC	(f)(g)(h)	Insurance	SF	+	5.5%			1.0%	06/28	27,492		27,492		27,492
J S Held LLC	(f)	Insurance	SF	+	5.5%			1.0%	06/28	1,221		1,221		1,229
J S Held LLC	(i)	Insurance	SF	+	5.5%			1.0%	06/28	1,588		1,588		1,588
J S Held LLC	(i)	Insurance	SF	+	5.5%			1.0%	06/28	3,375		3,375		3,398
Karman Space Inc	(f)	Capital Goods	SF	+	6.3%			2.0%	03/26	838		831		838
Lazer Logistics Inc	(f)	Transportation	SF	+	5.0%			0.8%	05/29	332		319		332

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Lazer Logistics Inc	(f)(g)	Transportation	SF	+	5.0%			0.8%	05/30	$	13,730	$	13,589	$	13,846
Lazer Logistics Inc	(i)	Transportation	SF	+	5.0%			0.8%	05/29	912		912		912
Lazer Logistics Inc	(i)	Transportation	SF	+	5.0%			0.8%	05/30	1,918		1,918		1,934
Legends Hospitality LLC	(f)	Consumer Services	SF	+	5.0%	(0.0% PIK	/ 2.5% PIK)	0.8%	08/30	935		935		935
Legends Hospitality LLC	(f)(g)(h)	Consumer Services	SF	+	5.5%	(2.8% PIK	/ 2.8% PIK)	0.8%	08/31	17,284		17,127		17,342
Legends Hospitality LLC	(i)	Consumer Services	SF	+	5.0%	(0.0% PIK	/ 2.5% PIK)	0.8%	08/30	1,075		1,075		1,075
Legends Hospitality LLC	(i)	Consumer Services	SF	+	5.5%	(2.8% PIK	/ 2.8% PIK)	0.8%	08/31	1,005		1,005		1,008
Lexitas Inc	(f)(g)	Commercial & Professional Services	SF	+	6.3%			1.0%	05/29	20,818		20,539		21,026
Lipari Foods LLC	(f)(g)	Consumer Staples Distribution & Retail	SF	+	6.5%			1.0%	10/28	16,611		16,443		16,253
Magna Legal Services LLC	(f)(g)	Commercial & Professional Services	SF	+	6.5%			0.8%	11/29	9,263		9,114		9,307
Magna Legal Services LLC	(f)	Commercial & Professional Services	SF	+	5.0%			0.8%	11/29	2,635		2,635		2,647
Magna Legal Services LLC	(i)	Commercial & Professional Services	SF	+	6.5%			0.8%	11/28	861		849		861
Magna Legal Services LLC	(i)	Commercial & Professional Services	SF	+	5.0%			0.8%	11/29	956		956		960
MAI Capital Management LLC	(f)(h)	Financial Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.8%	08/31	10,980		10,913		11,004
MAI Capital Management LLC	(f)	Financial Services	SF	+	4.8%			0.8%	08/31	475		475		475
MAI Capital Management LLC	(i)	Financial Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.8%	08/31	3,164		3,164		3,171
MAI Capital Management LLC	(i)	Financial Services	SF	+	4.8%			0.8%	08/31	1,493		1,493		1,493
MB2 Dental Solutions LLC	(f)(g)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/31	22,851		22,599		23,180
MB2 Dental Solutions LLC	(i)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/31	4,295		4,295		4,357
MB2 Dental Solutions LLC	(i)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/31	1,901		1,882		1,901
Mercer Advisors Inc	(f)(g)	Financial Services	SF	+	4.8%			0.8%	10/30	9,151		9,151		9,243
Mercer Advisors Inc	(i)	Financial Services	SF	+	4.8%			0.8%	10/30	7,802		7,802		7,880
Model N Inc	(f)(g)	Software & Services	SF	+	4.8%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/31	12,989		12,940		13,058
Model N Inc	(i)	Software & Services	SF	+	4.8%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/31	2,664		2,664		2,678
Model N Inc	(i)	Software & Services	SF	+	4.8%			0.8%	06/31	1,421		1,421		1,421
Netsmart Technologies Inc	(f)(h)	Health Care Equipment & Services	SF	+	5.2%	(2.7% PIK	/ 2.7% PIK)	0.8%	08/31	32,369		32,221		32,692
Netsmart Technologies Inc	(i)	Health Care Equipment & Services	SF	+	5.2%	(2.7% PIK	/ 2.7% PIK)	0.8%	08/31	4,258		4,236		4,300
Netsmart Technologies Inc	(i)	Health Care Equipment & Services	SF	+	4.8%			0.8%	08/31	4,343		4,343		4,343
OEConnection LLC	(f)(g)	Software & Services	SF	+	5.0%			0.8%	04/31	17,207		17,120		17,109
OEConnection LLC	(i)	Software & Services	SF	+	5.0%			0.8%	04/31	1,602		1,597		1,593
OEConnection LLC	(i)	Software & Services	SF	+	5.0%	(0.0% PIK	/ 1.3% PIK)	0.8%	04/31	1,376		1,376		1,368
PCI Pharma Services	(f)(k)	Health Care Equipment & Services	SF	+	4.8%			0.8%	01/32	12,256		12,226		12,231
PCI Pharma Services	(i)	Health Care Equipment & Services	SF	+	4.8%			0.8%	01/32	6,510		6,510		6,497
PCI Pharma Services	(i)	Health Care Equipment & Services	SF	+	4.8%			0.8%	01/32	1,235		1,235		1,232
Personify Health Inc	(g)	Software & Services	SF	+	6.3%	(3.0% PIK	/ 3.0% PIK)	0.8%	11/29	13,203		13,151		13,335
PSC Group	(f)	Transportation	SF	+	5.3%			0.8%	04/30	304		304		304

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
PSC Group	(f)	Transportation	SF	+	5.3%			0.8%	04/31	$	2,860	$	2,840	$	2,888
PSC Group	(i)	Transportation	SF	+	5.3%			0.8%	04/30	103		103		103
PSC Group	(i)	Transportation	SF	+	5.3%			0.8%	04/31	332		332		335
PSKW LLC (dba ConnectiveRx)	(f)(g)	Health Care Equipment & Services	SF	+	5.5%			1.0%	03/28	28,172		28,172		28,172
Radwell International LLC	(f)	Capital Goods	SF	+	5.5%			0.8%	04/28	484		454		484
Radwell International LLC	(f)(g)(h)	Capital Goods	SF	+	5.5%			0.8%	04/29	28,566		28,244		28,683
Radwell International LLC	(i)	Capital Goods	SF	+	5.5%			0.8%	04/28	1,330		1,330		1,330
Radwell International LLC	(i)	Capital Goods	SF	+	5.5%			0.8%	04/29	9,233		9,233		9,271
Revere Superior Holdings Inc	(g)	Software & Services	SF	+	5.0%			1.0%	10/29	348		348		348
Revere Superior Holdings Inc	(f)(g)	Software & Services	SF	+	5.0%			1.0%	10/29	4,024		4,024		4,024
Revere Superior Holdings Inc	(i)	Software & Services	SF	+	5.0%			1.0%	10/29	477		477		477
Revere Superior Holdings Inc	(i)	Software & Services	SF	+	5.0%			1.0%	10/29	535		535		535
Rialto Capital Management LLC	(f)	Financial Services	SF	+	5.0%			0.8%	12/30	10,271		10,173		10,204
Rialto Capital Management LLC	(i)	Financial Services	SF	+	5.0%			0.8%	12/30	362		362		360
Rockefeller Capital Management LP	(f)	Financial Services	SF	+	4.8%			0.5%	04/31	2,379		2,349		2,379
Rockefeller Capital Management LP	(i)	Financial Services	SF	+	4.8%			0.5%	04/31	3,427		3,427		3,427
RSC Insurance Brokerage Inc	(f)	Insurance	SF	+	4.8%			0.8%	11/29	393		395		397
RSC Insurance Brokerage Inc	(f)	Insurance	SF	+	4.8%			0.8%	11/29	432		434		436
Service Express Inc	(f)(h)	Commercial & Professional Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.5%	08/31	14,378		14,315		14,431
Service Express Inc	(i)	Commercial & Professional Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.5%	08/31	2,555		2,555		2,564
Service Express Inc	(i)	Commercial & Professional Services	SF	+	4.8%			0.5%	08/31	1,865		1,865		1,865
Shaw Development LLC	(g)(h)	Capital Goods	SF	+	6.0%			0.5%	10/29	17,081		16,892		15,619
Shaw Development LLC	(i)	Capital Goods	SF	+	6.0%			0.5%	10/29	2,054		2,049		1,878
Spins LLC	(f)	Software & Services	SF	+	4.8%			1.0%	01/29	9,394		9,394		9,410
Spins LLC	(i)	Software & Services	SF	+	4.8%			1.0%	01/29	1,636		1,636		1,639
Spins LLC	(i)	Software & Services	SF	+	4.8%			1.0%	01/29	1,063		1,063		1,063
Spotless Brands LLC	(f)(g)(h)	Consumer Services	SF	+	5.8%			1.0%	07/28	16,116		15,884		16,332
Spotless Brands LLC	(f)	Consumer Services	SF	+	5.5%			1.0%	07/28	4,184		4,151		4,210
Spotless Brands LLC	(i)	Consumer Services	SF	+	5.5%			1.0%	07/28	2,499		2,499		2,514
STV Group Inc	(f)	Capital Goods	SF	+	5.0%			0.8%	03/30	296		296		296
STV Group Inc	(g)	Capital Goods	SF	+	5.0%			0.8%	03/31	6,844		6,782		6,913
STV Group Inc	(i)	Capital Goods	SF	+	5.0%			0.8%	03/30	1,086		1,086		1,086
STV Group Inc	(i)	Capital Goods	SF	+	5.0%			0.8%	03/31	1,975		1,974		1,995
SureScripts LLC	(f)(g)(h)	Health Care Equipment & Services	SF	+	4.0%			0.8%	11/31	29,688		29,404		29,506
SureScripts LLC	(i)	Health Care Equipment & Services	SF	+	4.0%			0.8%	11/31	5,938		5,938		5,901
Turnpoint Services Inc	(f)	Capital Goods	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/30	111		111		111
Turnpoint Services Inc	(g)	Capital Goods	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/31	5,650		5,598		5,653

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Turnpoint Services Inc	(i)	Capital Goods	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/30	$	582	$	582	$	582
Turnpoint Services Inc	(i)	Capital Goods	SF	+	5.0%	(0.0% PIK	/ 3.0% PIK)	0.8%	06/31	1,108		1,108		1,108
USIC Holdings Inc	(f)(g)(h)	Commercial & Professional Services	SF	+	5.5%			0.8%	09/31	24,091		23,973		24,293
USIC Holdings Inc	(f)	Commercial & Professional Services	SF	+	5.3%			0.8%	09/31	1,647		1,644		1,647
USIC Holdings Inc	(i)	Commercial & Professional Services	SF	+	5.5%			0.8%	09/31	1,094		1,094		1,104
USIC Holdings Inc	(i)	Commercial & Professional Services	SF	+	5.3%			0.8%	09/31	1,387		1,387		1,387
Veriforce LLC	(g)	Software & Services	SF	+	5.0%			0.8%	11/31	9,240		9,196		9,264
Veriforce LLC	(f)	Software & Services	SA	+	5.0%			0.8%	11/31	£	3,383	4,238		4,373
Veriforce LLC	(i)	Software & Services	SF	+	5.0%			0.8%	11/31	$	1,170	1,170		1,173
Veriforce LLC	(i)	Software & Services	SF	+	5.0%			0.8%	11/31	935		935		935
Vermont Information Processing Inc	(f)	Software & Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.5%	01/32	9,131		9,086		9,085
Vermont Information Processing Inc	(i)	Software & Services	SF	+	4.8%	(0.0% PIK	/ 2.4% PIK)	0.5%	01/32	3,804		3,804		3,785
Vermont Information Processing Inc	(i)	Software & Services	SF	+	4.8%			0.5%	01/32	1,141		1,141		1,136
VetCor Professional Practices LLC	(f)(g)	Health Care Equipment & Services	SF	+	5.8%			0.8%	08/29	19,316		19,316		19,316
VetCor Professional Practices LLC	(g)	Health Care Equipment & Services	SF	+	6.0%			0.8%	08/29	499		499		499
Vitu	(f)(g)	Software & Services	SF	+	4.8%			0.8%	01/32	22,140		22,059		22,058
Vitu	(i)	Software & Services	SF	+	4.8%			0.8%	01/31	3,598		3,598		3,584
Wealth Enhancement Group LLC	(f)	Financial Services	SF	+	5.0%			1.0%	10/28	4,654		4,654		4,654
Wealth Enhancement Group LLC	(g)	Financial Services	SF	+	5.0%			1.0%	10/28	2,473		2,473		2,473
Wealth Enhancement Group LLC	(i)	Financial Services	SF	+	5.0%			1.0%	10/28	298		298		298
Woolpert Inc	(f)(g)(h)	Capital Goods	SF	+	5.0%			1.0%	04/30	22,842		22,843		23,129
Woolpert Inc	(i)	Capital Goods	SF	+	5.0%			1.0%	04/29	3,092		3,102		3,092
Woolpert Inc	(i)	Capital Goods	SF	+	5.0%			1.0%	04/30	5,195		5,195		5,261
Zeus Industrial Products Inc	(f)(h)	Health Care Equipment & Services	SF	+	5.5%	(0.0% PIK	/ 2.8% PIK)	0.8%	02/31	23,197		23,013		23,429
Zeus Industrial Products Inc	(f)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/31	1,522		1,500		1,537
Zeus Industrial Products Inc	(i)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/30	3,261		3,244		3,261
Zeus Industrial Products Inc	(i)	Health Care Equipment & Services	SF	+	5.5%			0.8%	02/31	2,826		2,826		2,855
Total Senior Secured Loans—First Lien												1,277,829		1,288,363
Unfunded Loan Commitments												(219,821)		(219,821)
Net Senior Secured Loans—First Lien												1,058,008		1,068,542

Subordinated Debt—0.2%
Apex Service Partners LLC	(f)	Commercial & Professional Services			14.3%	PIK			04/31	1,761		1,741		1,821
Total Subordinated Debt												1,741		1,821

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)					Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Asset Based Finance—31.4%
Altitude II IRL WH Borrower DAC, Revolver	(f)(k)	Capital Goods	SF	+	10.0%			0.0%	01/30	$	91	$	91	$	91
Altitude II IRL WH Borrower DAC, Revolver	(i)(k)	Capital Goods	SF	+	10.0%			0.0%	01/30	$	51	51		51
Australis Maritime II, ABF Equity	(f)(k)(n)	Transportation								579,470		579		577
Auxilior Capital Partners Inc, Preferred Equity	(f)	Financial Services			14.5%	(9.5% PIK	/ 9.5% PIK)		04/30	$	1,196	1,196		1,196
Bankers Healthcare Group LLC, Term Loan	(f)(k)	Financial Services			22.0%				11/27	$	771	771		752
Bausch Health Cos Inc, Revolver	(f)(k)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	6.7%			1.0%	01/28	$	18,750	18,287		18,750
Bausch Health Cos Inc, Revolver	(i)(k)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	6.7%			1.0%	01/28	$	18,750	18,750		18,750
CAFL 2024-RTL1 Issuer LLC, ABS	(e)(f)(k)	Real Estate Management & Development			10.2%				11/31	$	2,500	2,500		2,522
Curia Global Inc, Revolver	(f)(k)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	6.3%			1.0%	01/29	$	10,500	10,339		10,500
Curia Global Inc, Revolver	(i)(k)	Pharmaceuticals, Biotechnology & Life Sciences	SF	+	6.3%			1.0%	01/29	$	10,333	10,333		10,333
Discover Financial Services, ABF Equity	(f)(k)(n)	Financial Services								4,932,385		4,932		5,131
Discover Financial Services, Subordinated Loan	(f)(k)(n)	Financial Services			15.0%				09/34	$	8,931	8,931		8,931
Drive Revel, ABF Equity	(f)(k)	Financial Services								387,594		416		542
EFMT 2024-INV1, ABS	(e)(f)(k)	Real Estate Management & Development			7.5%				03/69	$	6,380	6,083		6,267
Fidelis Mortgage Trust 2025-RTL1, ABS	(f)(k)	Real Estate Management & Development			9.0%				02/40	$	4,500	4,423		4,456
FIGRE Trust 2024-HE3, ABS	(e)(f)(k)	Real Estate Management & Development			9.3%				07/54	$	1,913	1,921		2,013
Florida Food Products LLC, Revolver	(f)(k)	Food, Beverage & Tobacco	SF	+	4.8%			1.0%	06/28	$	4,706	4,706		4,706
Florida Food Products LLC, Revolver	(i)(k)	Food, Beverage & Tobacco	SF	+	4.8%			1.0%	06/28	$	923	923		923
Fortna Group Inc, Revolver	(f)(k)	Capital Goods	SF	+	4.8%			0.8%	06/29	$	12,543	12,543		12,543
Fortna Group Inc, Revolver	(i)(k)	Capital Goods	SF	+	4.8%			0.8%	06/29	$	6,271	6,271		6,271
Global Lending Services LLC, ABF Equity	(f)(k)(l)	Financial Services								1,797,185		1,797		2,165
Global Lending Services LLC, Bond	(f)(k)	Financial Services			12.5%	PIK			12/32	$	4,685	4,685		4,685
Global Lending Services LLC, Bond	(f)(k)	Financial Services			12.5%	PIK			02/33	$	2,504	2,504		2,504
GreenSky Holdings LLC, ABF Equity	(f)(l)(m)	Financial Services								1,332,761		1,333		1,765
GreenSky Holdings LLC, ABF Equity	(f)(k)(l)(m)	Financial Services								2,904,456		2,904		3,345
GreenSky Holdings LLC, Term Loan	(f)(m)	Financial Services			9.3%	PIK			03/34	$	4,384	4,384		4,384
GreenSky Holdings LLC, Term Loan	(i)(m)	Financial Services			9.3%	PIK			03/34	$	374	374		374
HOMES 2024-AFC1 Trust, Structured Mezzanine	(e)(f)(k)	Real Estate Management & Development			7.6%				08/59	$	1,944	1,848		1,880

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)				Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Homeward Opportunities Fund Trust 2024-RRTL2, ABS	(e)(f)(k)	Real Estate Management & Development		9.1%				09/39	$	7,878	$	7,878	$	7,934
Income Contingent Student Loans 1 2002-2006 PLC, ABS	(f)(k)	Financial Services		8.0%				07/56	£	4,904	6,102		6,322
Income Contingent Student Loans 2 2007-2009 PLC, ABS	(f)(k)	Financial Services		8.0%				07/58	£	14,626	18,200		18,855
IQUW UK Ltd, Bond	(f)(k)	Insurance		9.5%				03/35	$	6,072	6,072		6,072
KKR Altitude II Offshore Aggregator LP, Partnership Interest	(f)(k)(n)	Capital Goods							2,004,586		2,005		2,145
Lennar Corp, ABF Equity	(f)(k)	Consumer Durables & Apparel							5,523,032		5,523		5,787
Lennar Corp, Term Loan	(f)(k)	Consumer Durables & Apparel		10.8%	(0.0% PIK	/ 10.8% PIK)		08/29	$	4,664	4,664		4,664
LHOME Mortgage Trust 2024-RTL4, ABS	(e)(f)(k)	Real Estate Management & Development		9.3%				07/39	$	7,513	7,513		7,570
Norway_France, ABF Equity	(f)(k)	Financial Services							2,229,929		2,481		2,572
Opendoor Labs Inc, Structured Mezzanine	(f)(k)	Real Estate Management & Development		12.5%				02/29	$	8,259	8,259		8,259
Opendoor Labs Inc, Structured Mezzanine	(i)(k)	Real Estate Management & Development		12.5%				02/29	$	4,130	4,130		4,130
Optio Invest, ABF Equity	(f)(k)	Financial Services							459,091		583		706
PayPal Europe Sarl et Cie SCA, ABF Equity	(f)(k)	Financial Services							2,851,996		3,104		3,360
Powin Energy Corp/NV, Revolver	(f)	Capital Goods		13.5%	PIK			09/27	$	1,963	1,963		1,969
Powin Energy Corp/NV, Revolver	(i)	Capital Goods		13.5%	PIK			09/27	$	10,761	10,761		10,792
Powin Energy Corp/NV, Warrants	(l)	Capital Goods							87,778		—		—
Powin Energy Corp/NV, Warrants	(l)	Capital Goods							342,921		—		—
Powin Energy Corp/NV, Warrants	(l)	Capital Goods							342,921		—		—
Powin Energy Corp/NV, Warrants	(l)	Capital Goods							87,778		—		—
Pretium Partners LLC P1, Structured Mezzanine	(f)(k)	Equity Real Estate Investment Trusts (REITs)		8.0%	(5.3% PIK	/ 5.3% PIK)		10/26	$	21,221	20,595		21,221
Progress Residential 2024-SFR4 Trust, Structured Mezzanine	(e)(f)(k)	Real Estate Management & Development		3.4%				07/41	$	6,250	4,987		5,165
PRPM 2024-RCF4 LLC, ABS	(e)(f)(k)	Real Estate Management & Development		4.0%				07/54	$	2,813	2,301		2,397
PRPM 2024-RCF5 LLC, ABS	(e)(f)(k)	Real Estate Management & Development		4.0%				08/54	$	3,750	3,146		3,212
Rain City Mortgage Trust 2024-RTL1, ABS	(e)(f)(k)	Real Estate Management & Development		10.2%				11/29	$	3,290	3,290		3,307
Rosemawr Management LLC, ABS	(f)	Utilities		5.0%				08/54	$	1,077	968		968
Rosemawr Management LLC, Structured Mezzanine	(f)	Utilities		7.3%				08/54	$	572	516		515
Saluda Grade Alternative Mortgage Trust 2022-BC2, Structured Mezzanine	(f)(k)	Real Estate Management & Development		8.0%				07/30	$	219	219		219
Saluda Grade Alternative Mortgage Trust 2022-BC2, Structured Mezzanine	(f)(k)	Real Estate Management & Development		18.0%				07/30	$	147	108		126

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)				Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Saluda Grade Alternative Mortgage Trust 2022-BC2, Term Loan	(f)(k)	Real Estate Management & Development			7.3%			07/30	$	1,313	$	1,313	$	1,316
Saluda Grade Alternative Mortgage Trust 2023-LOC2, Structured Mezzanine	(f)(k)	Real Estate Management & Development						10/53	$	325	531		450
Santander Mortgage Asset Receivable Trust 2025-NQM1, ABS	(e)(f)(k)(l)	Real Estate Management & Development						01/65	$	80,926	2,833		2,833
Santander Mortgage Asset Receivable Trust 2025-NQM1, ABS	(e)(f)(k)(l)	Real Estate Management & Development						01/65	$	80,926	685		685
Santander Mortgage Asset Receivable Trust 2025-NQM1, ABS	(e)(f)(k)	Real Estate Management & Development			7.3%			01/65	$	1,335	1,302		1,302
Santander Mortgage Asset Receivable Trust 2025-NQM1, ABS	(e)(f)(k)	Real Estate Management & Development			7.3%			01/65	$	1,295	1,254		1,254
SunPower Financial, ABF Equity	(f)(k)	Financial Services							122,809		123		129
Synovus Financial Corp, ABF Equity	(f)(k)	Banks							854,931		855		915
TalkTalk Telecom Group Ltd, Revolver	(f)(k)	Commercial & Professional Services	SA	+	7.0%		1.5%	09/26	£	8,215	10,360		10,642
TalkTalk Telecom Group Ltd, Revolver	(i)(k)	Commercial & Professional Services	SA	+	7.0%		1.5%	09/26	£	2,628	3,284		3,301
TDC LLP, ABF Equity	(f)(k)(l)	Financial Services							68,953		87		87
TDC LLP, Preferred Equity	(f)(k)	Financial Services			8.0%				£	1,408	1,789		1,844
Trinseo Materials Operating SCA / Trinseo Materials Finance Inc, Revolver	(f)(k)	Materials	SF	+	4.8%		1.0%	01/28	$	15,366	15,366		15,496
Trinseo Materials Operating SCA / Trinseo Materials Finance Inc, Revolver	(i)(k)	Materials	SF	+	4.8%		1.0%	01/28	$	1,707	1,707		1,722
Tropicana Products Inc, Revolver	(f)(k)	Food, Beverage & Tobacco	SF	+	4.8%		1.0%	01/29	$	17,052	17,052		17,052
Tropicana Products Inc, Revolver	(i)(k)	Food, Beverage & Tobacco	SF	+	4.8%		1.0%	01/29	$	2,389	2,389		2,389
Vehicle Secured Funding Trust, ABF Equity	(f)(k)(l)	Financial Services							2,638,928		2,639		2,923
Vehicle Secured Funding Trust, Term Loan	(f)(k)	Financial Services			15.0%	PIK		01/46	$	7,917	7,917		7,917
Vietjet Aviation JSC, Term Loan	(f)(k)	Transportation			9.4%			03/37	$	10,163	10,163		10,163
Vietjet Aviation JSC, Term Loan	(i)(k)	Transportation			9.4%			03/37	$	10,163	10,163		10,163
Vontive Mortgage Trust 2025-RTL1, ABS	(e)(f)(k)	Real Estate Management & Development			8.0%			03/30	$	976	976		976
Vontive Mortgage Trust 2025-RTL1, ABS	(e)(f)(k)	Real Estate Management & Development			9.5%			03/30	$	2,370	2,342		2,342
Weber-Stephen Products LLC, Revolver	(f)(k)	Consumer Discretionary Distribution & Retail	SF	+	5.8%		1.0%	12/26	$	17,891	17,666		18,030
Weber-Stephen Products LLC, Revolver	(i)(k)	Consumer Discretionary Distribution & Retail	SF	+	5.8%		1.0%	12/26	$	2,943	2,943		2,966
Total Asset Based Finance											374,982		381,571
Unfunded Commitments											(72,079)		(72,079)
Net Asset Based Finance											302,903		309,492
TOTAL INVESTMENTS—140.0%											$	1,362,652	1,379,855
LIABILITIES IN EXCESS OF OTHER ASSETS—(40.0)%													(394,172)
NET ASSETS—100.0%													$	985,683

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)

Foreign currency forward contracts


Foreign Currency	Settlement Date	Counterparty	Amount and Transaction			US$ Value at Settlement Date		US$ Value at March 31, 2025		Unrealized Appreciation (Depreciation)
EUR	5/25/28	Goldman Sachs Bank USA	€	1,300	Sold	$	1,470	$	1,475	$	(5)
EUR	5/25/28	Goldman Sachs Bank USA	€	548	Sold	605		621		(16)
GBP	6/10/25	Goldman Sachs Bank USA	£	2,500	Sold	3,296		3,223		73



Total						$	5,371	$	5,319	$	52

________________

(a)Security may be an obligation of one or more entities affiliated with the named company.

(b)Certain variable rate securities in the Company’s portfolio bear interest at a rate determined by a publicly disclosed base rate plus a basis point spread. As of March 31, 2025, the Secured Overnight Financing Rate, or SOFR or “SF”, was 4.29%, the Sterling Overnight Index Average, or SONIA or “SA”, was 4.36% and the Euro Interbank Offered Rate, or EURIBOR or “E”, was 2.34%. PIK means paid-in-kind. PIK income accruals may be adjusted based on the performance of the underlying investment. Variable rate securities with no floor rate use the respective benchmark rate in all cases.

(c)Denominated in U.S. dollars unless otherwise noted.

(d)See Note 8 for additional information regarding the fair value of the Company’s financial instruments.

(e)Security is classified as Level 1 or Level 2 in the Company’s fair value hierarchy (see Note 8).

(f)Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured Revolving Credit Facility (see Note 9).

(g)Security or portion thereof held within K-FIT Finance AB-1 LLC and is pledged as collateral supporting the amounts outstanding under the K-FIT AB-1 Credit Facility (see Note 9).

(h)Security or portion thereof held within K-FIT Finance CO-1 LLC and is pledged as collateral supporting the amounts outstanding under the K-FIT CO-1 Credit Facility (see Note 9).

(i)Security is an unfunded commitment. Reflects the stated spread at the time of commitment, but may not be the actual rate received upon funding.

(j)Position or portion thereof unsettled as of March 31, 2025.

(k)The investment, or portion of the investment is not a qualifying asset under the Investment Company Act of 1940, as amended. A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of March 31, 2025, 78.2% of the Company’s total assets represented qualifying assets.

(l)Security is non-income producing.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Unaudited Consolidated Schedule of Investments (continued)

As of March 31, 2025

(in thousands, except share amounts)

(m)Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an “affiliated person” of a portfolio company if it owns 5% or more of the portfolio company’s voting securities and is generally deemed to “control” a portfolio company if it owns more than 25% of the portfolio company’s voting securities or it has the power to exercise control over the management or policies of such portfolio company. As of March 31, 2025, the Company held investments in portfolio companies of which it is deemed to be an “affiliated person” but is not deemed to “control”. The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person as of March 31, 2025:


Portfolio Company	Fair Value at December 31, 2024		Gross Additions(1)		Gross Reductions(2)		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value at March 31, 2025		Interest Income(3)		PIK Income(3)		Fee Income(3)		Dividend and Other Income(3)
Asset Based Finance
GreenSky Holdings LLC, ABF Equity	$	1,863	$	—	$	—	$	—	$	(98)	$	1,765	$	—	$	—	$	—	$	—
GreenSky Holdings LLC, ABF Equity	2,790		330		—		—		225		3,345		—		—		—		—
GreenSky Holdings LLC, Term Loan	4,188		196		—		—		—		4,384		—		93		—		—



Total	$	8,841	$	526	$	—	$	—	$	127	$	9,494	$	—	$	93	$	—	$	—

__________

(1)Gross additions include increases in the cost basis of investments resulting from new portfolio investments, PIK interest, the amortization of unearned income, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company into this category from a different category.

(2)Gross reductions include decreases in the cost basis of investments resulting from principal collections related to investment repayments or sales, the exchange of one or more existing securities for one or more new securities and the movement of an existing portfolio company out of this category into a different category.

(3)Interest, PIK, Fee and Dividend and Other income presented for the full three months ended March 31, 2025.

(n)Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an “affiliated person” of a portfolio company if it owns 5% or more of the portfolio company’s voting securities and is generally deemed to “control” a portfolio company if it owns more than 25% of the portfolio company’s voting securities or it has the power to exercise control over the management or policies of such portfolio company. As of March 31, 2025, the Company held investments in portfolio companies of which it is deemed to be an “affiliated person” and deemed to “control”. The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and deemed to control as of March 31, 2025:


Portfolio Company	Fair Value at December 31, 2024		Gross Additions(1)		Gross Reductions(2)		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value at March 31, 2025		Interest Income(3)		PIK Income(3)		Fee Income(3)		Dividend and Other Income(3)
Asset Based Finance
Australis Maritime II, ABF Equity	$	694	$	—	$	(111)	$	—	$	(6)	$	577	$	—	$	—	$	—	$	21
Discover Financial Services, ABF Equity	5,402		—		(295)		—		24		5,131		—		—		—		272
Discover Financial Services, Subordinated Loan	9,708		—		(777)		—		—		8,931		352		—		—		—
KKR Altitude II Offshore Aggregator LP, Partnership Interest	2,139		—		—		—		6		2,145		—		—		23		51



Total	$	17,943	$	—	$	(1,183)	$	—	$	24	$	16,784	$	352	$	—	$	23	$	344

__________

(3)Interest, PIK, Fee and Dividend and Other income presented for the full three months ended March 31, 2025.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Senior Secured Loans—First Lien—104.4%
Advanced Dermatology & Cosmetic Surgery	(f)	Health Care Equipment & Services	SF+625	1.0%	5/7/27	$	825	$	825	$	825
Affordable Care Inc	(f)	Health Care Equipment & Services	SF+550, 0.0% PIK (3.3% Max PIK)	0.8%	8/2/28	1,658		1,658		1,656
Alera Group Intermediate Holdings Inc	(f)	Insurance	SF+525	0.8%	10/2/28	1,650		1,650		1,650
Amerivet Partners Management Inc	(f)	Health Care Equipment & Services	SF+525	0.8%	2/25/28	3,300		3,300		3,300
Apex Service Partners LLC	(f)(i)	Commercial & Professional Services	SF+500	1.0%	10/24/29	1,897		1,882		1,897
Apex Service Partners LLC	(f)	Commercial & Professional Services	SF+500	1.0%	10/24/30	745		732		746
Apex Service Partners LLC	(f)(g)(i)	Commercial & Professional Services	SF+500	1.0%	10/24/30	41,120		40,670		41,177
Apex Service Partners LLC	(h)(i)	Commercial & Professional Services	SF+500	1.0%	10/24/29	893		893		893
Apex Service Partners LLC	(h)	Commercial & Professional Services	SF+500	1.0%	10/24/30	1,828		1,828		1,831
Arcfield Acquisition Corp	(f)(g)	Capital Goods	SF+500	0.5%	10/28/31	12,218		12,218		12,285
Arcfield Acquisition Corp	(h)	Capital Goods	SF+500	0.5%	10/28/31	1,375		1,375		1,375
Ardonagh Group Ltd/The	(f)(j)	Insurance	SF+475	0.5%	2/17/31	6,826		6,763		6,894
Area Wide Protective Inc	(f)(g)	Commercial & Professional Services	SF+475	1.0%	12/23/30	5,343		5,305		5,336
Area Wide Protective Inc	(h)	Commercial & Professional Services	SF+475	1.0%	12/23/30	2,769		2,769		2,766
Avetta LLC	(f)	Software & Services	SF+450, 0.0% PIK (2.3% Max PIK)	0.5%	7/26/31	6,557		6,496		6,529
Avetta LLC	(h)	Software & Services	SF+450	0.5%	7/26/30	1,146		1,146		1,141
Avetta LLC	(h)	Software & Services	SF+450, 0.0% PIK (2.3% Max PIK)	0.5%	7/26/31	1,605		1,605		1,598
BDO USA PA	(f)(g)	Commercial & Professional Services	SF+500	2.0%	8/31/28	16,842		16,609		16,865
Cadence Education LLC	(f)	Consumer Services	SF+500	0.8%	5/1/31	9,182		9,139		9,190
Cadence Education LLC	(f)	Consumer Services	SF+500	0.8%	5/1/31	766		763		767
Cadence Education LLC	(h)	Consumer Services	SF+500	0.8%	5/1/30	1,414		1,412		1,414
Cadence Education LLC	(h)	Consumer Services	SF+500	0.8%	5/1/31	1,632		1,632		1,633
Carrier Fire Protection	(f)	Commercial & Professional Services	SF+500, 0.0% PIK (3.0% Max PIK)	0.5%	7/1/31	7,798		7,732		7,785
Carrier Fire Protection	(f)	Commercial & Professional Services	SF+500	0.5%	7/1/30	197		190		197
Carrier Fire Protection	(f)	Commercial & Professional Services	E+500, 0.0% PIK (3.0% Max PIK)	0.5%	7/1/31	1,934		2,092		1,998
Carrier Fire Protection	(f)	Financial Services	E+500	0.5%	7/1/31	35		41		36
Carrier Fire Protection	(h)	Commercial & Professional Services	SF+500, 0.0% PIK (3.0% Max PIK)	0.5%	7/1/31	2,070		2,056		2,067
Carrier Fire Protection	(h)	Commercial & Professional Services	SF+500	0.5%	7/1/30	1,792		1,792		1,789
Carrier Fire Protection	(h)	Financial Services	E+500	0.5%	7/1/31	39		41		41
Clarience Technologies LLC	(f)(g)	Capital Goods	SF+575, 0.0% PIK (2.5% Max PIK)	0.8%	2/13/31	37,336		36,864		37,708
Clarience Technologies LLC	(h)	Capital Goods	SF+575	0.8%	2/13/30	4,067		4,026		4,067
Clarience Technologies LLC	(h)	Capital Goods	SF+575, 0.0% PIK (2.5% Max PIK)	0.8%	2/13/31	4,067		4,026		4,108
CLEAResult Consulting Inc	(f)(g)	Commercial & Professional Services	SF+500, 0.0% PIK (2.5% Max PIK)	0.8%	8/27/31	12,493		12,373		12,380
CLEAResult Consulting Inc	(f)	Commercial & Professional Services	SF+500	0.8%	8/27/31	937		917		929
CLEAResult Consulting Inc	(h)	Commercial & Professional Services	SF+500, 0.0% PIK (2.5% Max PIK)	0.8%	8/27/31	3,123		3,108		3,095

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
CLEAResult Consulting Inc	(h)	Commercial & Professional Services	SF+500	0.8%	8/27/31	$	1,145	$	1,145	$	1,135
Community Brands Inc	(g)	Software & Services	SF+500	0.8%	7/1/31	5,821		5,766		5,820
Community Brands Inc	(h)	Software & Services	SF+500	0.8%	7/1/31	641		641		641
Community Brands Inc	(h)	Software & Services	SF+500	0.8%	7/1/31	1,644		1,644		1,644
CSafe Global	(f)(g)	Transportation	SF+575	0.8%	12/14/28	29,717		29,724		30,013
CSafe Global	(f)	Transportation	SA+575	0.8%	12/14/28	3,858		4,874		4,879
CSafe Global	(f)	Transportation	SF+575	0.8%	3/8/29	2,015		2,017		2,015
CSafe Global	(h)	Transportation	SF+575	0.8%	3/8/29	864		864		864
Dental365 LLC	(f)	Health Care Equipment & Services	SF+525	0.8%	5/5/28	222		222		222
Dental365 LLC	(g)	Health Care Equipment & Services	SF+525	0.8%	8/5/28	9,392		9,392		9,392
Dental365 LLC	(f)	Health Care Equipment & Services	SF+525	0.8%	8/7/28	2,235		2,235		2,235
Dental365 LLC	(h)	Health Care Equipment & Services	SF+525	0.8%	5/5/28	1,995		1,995		1,995
Dental365 LLC	(h)	Health Care Equipment & Services	SF+525	0.8%	8/7/28	3,757		3,757		3,757
DOXA Insurance Holdings LLC	(f)	Insurance	SF+525	0.8%	12/20/30	10,952		10,903		11,061
DOXA Insurance Holdings LLC	(h)	Insurance	SF+550	0.8%	12/20/29	1,233		1,233		1,233
DOXA Insurance Holdings LLC	(h)	Insurance	SF+525	0.8%	12/20/30	184		184		186
DOXA Insurance Holdings LLC	(h)	Insurance	SF+500	0.8%	12/20/30	838		838		843
DuBois Chemicals Inc	(f)(g)	Materials	SF+450	0.8%	6/13/31	12,786		12,726		12,817
DuBois Chemicals Inc	(h)	Materials	SF+450	0.8%	6/13/31	2,138		2,138		2,138
DuBois Chemicals Inc	(h)	Materials	SF+450	0.8%	6/13/31	2,138		2,138		2,143
Excelitas Technologies Corp	(f)	Technology Hardware & Equipment	SF+525	0.8%	8/12/29	264		266		264
Galway Partners Holdings LLC	(f)	Insurance	SF+450	0.8%	9/29/28	77		77		77
Galway Partners Holdings LLC	(f)	Insurance	SF+450, 0.0% PIK (1.0% Max PIK)	0.8%	9/29/28	8,087		8,087		8,087
Galway Partners Holdings LLC	(h)	Insurance	SF+450	0.8%	9/29/28	841		841		841
Gigamon Inc	(f)	Software & Services	SF+575	1.0%	3/9/29	825		825		802
Granicus Inc	(f)	Software & Services	SF+350, 2.3% PIK (2.3% Max PIK)	0.8%	1/17/31	326		325		330
Granicus Inc	(f)	Software & Services	SF+300, 2.3% PIK (2.3% Max PIK)	0.8%	1/17/31	3,516		3,516		3,538
Granicus Inc	(h)	Software & Services	SF+525	0.8%	1/17/31	46		46		46
Granicus Inc	(h)	Software & Services	SF+475, 0.0% PIK (2.3% Max PIK)	0.8%	1/17/31	1,339		1,339		1,342
Heritage Environmental Services Inc	(f)(g)	Commercial & Professional Services	SF+525	0.8%	1/31/31	19,903		19,768		20,101
Heritage Environmental Services Inc	(f)	Commercial & Professional Services	SF+500	0.8%	1/31/31	521		521		524
Heritage Environmental Services Inc	(h)	Commercial & Professional Services	SF+550	0.8%	1/31/30	2,797		2,797		2,797
Heritage Environmental Services Inc	(h)	Commercial & Professional Services	SF+500	0.8%	1/31/31	276		276		278
Highgate Hotels Inc	(g)	Consumer Services	SF+550	1.0%	11/5/29	12,609		12,463		12,735
Highgate Hotels Inc	(h)	Consumer Services	SF+550	1.0%	11/5/29	1,592		1,580		1,592
Homrich & Berg Inc	(f)	Financial Services	SF+450	0.8%	8/18/31	142		142		140

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Homrich & Berg Inc	(g)	Financial Services	SF+450	0.8%	11/17/31	$	7,861	$	7,842	$	7,783
Homrich & Berg Inc	(h)	Financial Services	SF+450	0.8%	8/18/31	1,745		1,745		1,728
Homrich & Berg Inc	(h)	Financial Services	SF+450	0.8%	11/17/31	9,433		9,433		9,339
Individual FoodService	(f)(g)	Capital Goods	SF+500	1.0%	10/31/29	22,383		22,021		22,443
Individual FoodService	(h)	Capital Goods	SF+500	1.0%	10/31/29	514		514		515
Insightsoftware.Com Inc	(f)	Software & Services	SF+525	0.8%	5/25/28	260		260		261
Insightsoftware.Com Inc	(f)	Software & Services	SF+525	1.0%	5/25/28	2,769		2,768		2,781
Insightsoftware.Com Inc	(h)	Software & Services	SF+525	0.8%	5/25/28	913		913		917
Insightsoftware.Com Inc	(h)	Software & Services	SF+525	1.0%	5/25/28	889		889		889
Integrated Power Services LLC	(f)(g)	Commercial & Professional Services	SF+450	0.8%	11/22/28	15,394		15,394		15,317
Integrity Marketing Group LLC	(f)(g)(i)	Insurance	SF+500	0.8%	8/25/28	34,880		34,724		34,879
Integrity Marketing Group LLC	(h)(i)	Insurance	SF+500	0.8%	8/28/28	6,058		6,056		6,058
Integrity Marketing Group LLC	(h)(i)	Insurance	SF+500	0.8%	8/28/28	16,841		16,917		16,841
J S Held LLC	(f)(g)	Insurance	SF+550	1.0%	6/1/28	28,786		28,786		28,894
J S Held LLC	(h)	Insurance	SF+550	1.0%	6/1/28	1,588		1,588		1,588
J S Held LLC	(h)	Insurance	SF+550	1.0%	6/1/28	3,375		3,375		3,388
Karman Space Inc	(f)	Capital Goods	SF+625	2.0%	12/21/25	844		835		844
Lazer Logistics Inc	(f)(g)	Transportation	SF+500	0.8%	5/6/30	13,765		13,613		13,834
Lazer Logistics Inc	(h)	Transportation	SF+500	0.8%	5/4/29	1,244		1,230		1,244
Lazer Logistics Inc	(h)	Transportation	SF+500	0.8%	5/6/30	1,918		1,918		1,927
Legends Hospitality LLC	(f)	Consumer Services	SF+500, 0.0% PIK (2.5% Max PIK)	0.8%	8/22/30	201		201		201
Legends Hospitality LLC	(f)(g)(i)	Consumer Services	SF+275, 2.8% PIK (2.8% Max PIK)	0.8%	8/22/31	17,206		17,044		17,168
Legends Hospitality LLC	(h)	Consumer Services	SF+500, 0.0% PIK (2.5% Max PIK)	0.8%	8/22/30	1,809		1,809		1,805
Legends Hospitality LLC	(h)(i)	Consumer Services	SF+275, 2.8% PIK (2.8% Max PIK)	0.8%	8/22/31	1,005		1,005		1,003
Lexitas Inc	(f)(g)	Commercial & Professional Services	SF+625	1.0%	5/18/29	20,871		20,562		21,079
Lipari Foods LLC	(f)(g)	Consumer Staples Distribution & Retail	SF+650	1.0%	10/31/28	16,611		16,430		16,427
Magna Legal Services LLC	(f)	Commercial & Professional Services	SF+600	0.8%	11/21/29	1,211		1,211		1,223
Magna Legal Services LLC	(f)(g)	Commercial & Professional Services	SF+650	0.8%	11/22/29	9,286		9,132		9,379
Magna Legal Services LLC	(h)	Commercial & Professional Services	SF+650	0.8%	11/22/28	861		849		861
Magna Legal Services LLC	(h)	Commercial & Professional Services	SF+600	0.8%	11/21/29	2,386		2,386		2,410
MAI Capital Management LLC	(f)	Financial Services	SF+475, 0.0% PIK (2.4% Max PIK)	0.8%	8/29/31	10,567		10,498		10,544
MAI Capital Management LLC	(f)	Financial Services	SF+475	0.8%	8/29/31	262		262		262
MAI Capital Management LLC	(h)	Financial Services	SF+475, 0.0% PIK (2.4% Max PIK)	0.8%	8/29/31	3,577		3,577		3,570
MAI Capital Management LLC	(h)	Financial Services	SF+475	0.8%	8/29/31	1,705		1,705		1,702
MB2 Dental Solutions LLC	(f)(g)	Health Care Equipment & Services	SF+550	0.8%	2/13/31	22,137		21,877		22,337
MB2 Dental Solutions LLC	(h)	Health Care Equipment & Services	SF+550	0.8%	2/13/31	5,057		5,057		5,103

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
MB2 Dental Solutions LLC	(h)	Health Care Equipment & Services	SF+550	0.8%	2/13/31	$	1,901	$	1,882	$	1,901
Mercer Advisors Inc	(f)(g)	Financial Services	SF+475	0.8%	10/4/30	6,745		6,745		6,762
Mercer Advisors Inc	(h)	Financial Services	SF+475	0.8%	10/4/30	10,226		10,226		10,252
Model N Inc	(f)(g)	Software & Services	SF+500, 0.0% PIK (3.0% Max PIK)	0.8%	6/27/31	13,022		12,972		13,026
Model N Inc	(h)	Software & Services	SF+500, 0.0% PIK (3.0% Max PIK)	0.8%	6/27/31	2,664		2,664		2,665
Model N Inc	(h)	Software & Services	SF+500	0.8%	6/27/31	1,421		1,421		1,421
Netsmart Technologies Inc	(f)(i)	Health Care Equipment & Services	SF+250, 2.7% PIK (2.7% Max PIK)	0.8%	8/25/31	32,158		32,007		32,158
Netsmart Technologies Inc	(h)(i)	Health Care Equipment & Services	SF+250, 2.7% PIK (2.7% Max PIK)	0.8%	8/25/31	4,258		4,236		4,258
Netsmart Technologies Inc	(h)	Health Care Equipment & Services	SF+475	0.8%	8/25/31	4,343		4,343		4,343
OEConnection LLC	(f)(g)	Software & Services	SF+500	0.8%	4/22/31	14,688		14,601		14,545
OEConnection LLC	(h)	Software & Services	SF+500	0.8%	4/22/31	2,563		2,560		2,538
OEConnection LLC	(h)	Software & Services	SF+500	0.8%	4/22/31	1,602		1,596		1,586
OEConnection LLC	(h)	Software & Services	SF+500, 0.0% PIK (1.3% Max PIK)	0.8%	4/22/31	1,376		1,376		1,369
Personify Health Inc	(g)	Software & Services	SF+325, 3.0% PIK (3.0% Max PIK)	0.8%	11/8/29	13,132		13,078		13,263
PSC Group	(f)	Transportation	SF+525	0.8%	4/3/30	291		291		291
PSC Group	(f)	Transportation	SF+525	0.8%	4/3/31	2,655		2,635		2,673
PSC Group	(h)	Transportation	SF+525	0.8%	4/3/30	117		117		117
PSC Group	(h)	Transportation	SF+525	0.8%	4/3/31	543		543		547
PSKW LLC (dba ConnectiveRx)	(f)(g)	Health Care Equipment & Services	SF+550	1.0%	3/9/28	28,242		28,242		28,242
Radwell International LLC	(f)	Capital Goods	SF+550	0.8%	4/1/28	363		333		363
Radwell International LLC	(f)(g)	Capital Goods	SF+550	0.8%	4/1/29	28,639		28,302		28,639
Radwell International LLC	(h)	Capital Goods	SF+550	0.8%	4/1/28	1,451		1,451		1,451
Radwell International LLC	(h)	Capital Goods	SF+550	0.8%	4/1/29	9,233		9,233		9,233
Revere Superior Holdings Inc	(g)	Software & Services	SF+500	1.0%	10/1/29	348		348		347
Revere Superior Holdings Inc	(f)(g)(i)	Software & Services	SF+500	1.0%	10/1/29	4,021		4,021		4,010
Revere Superior Holdings Inc	(h)(i)	Software & Services	SF+500	1.0%	10/1/29	477		477		476
Revere Superior Holdings Inc	(h)(i)	Software & Services	SF+500	1.0%	10/1/29	538		538		538
Rialto Capital Management LLC	(f)	Financial Services	SF+500	0.8%	12/5/30	10,503		10,399		10,398
Rialto Capital Management LLC	(h)	Financial Services	SF+500	0.8%	12/5/30	362		362		362
Rockefeller Capital Management LP	(f)	Financial Services	SF+475	0.5%	4/4/31	1,698		1,682		1,715
Rockefeller Capital Management LP	(h)	Financial Services	SF+475	0.5%	4/4/31	4,113		4,097		4,154
RSC Insurance Brokerage Inc	(f)	Insurance	SF+475	0.8%	11/1/29	827		831		834
Service Express Inc	(f)	Commercial & Professional Services	SF+475, 0.0% PIK (2.4% Max PIK)	0.5%	8/15/31	13,705		13,640		13,637
Service Express Inc	(f)	Commercial & Professional Services	C+475	0.5%	8/15/31	466		330		322
Service Express Inc	(h)	Commercial & Professional Services	SF+475, 0.0% PIK (2.4% Max PIK)	0.5%	8/15/31	3,263		3,263		3,247
Service Express Inc	(h)	Commercial & Professional Services	SF+475	0.5%	8/15/31	1,535		1,535		1,527

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Shaw Development LLC	(f)(g)	Capital Goods	SF+600	0.5%	10/30/29	$	17,124	$	16,927	$	16,716
Shaw Development LLC	(h)	Capital Goods	SF+600	0.5%	10/30/29	2,054		2,049		2,005
Spotless Brands LLC	(f)(g)	Consumer Services	SF+575	1.0%	7/25/28	16,157		15,891		16,270
Spotless Brands LLC	(f)	Consumer Services	SF+550	1.0%	7/25/28	3,658		3,624		3,658
Spotless Brands LLC	(h)	Consumer Services	SF+550	1.0%	7/25/28	3,034		3,034		3,034
STV Group Inc	(f)	Capital Goods	SF+500	0.8%	3/20/30	198		197		198
STV Group Inc	(g)	Capital Goods	SF+500	0.8%	3/20/31	6,862		6,797		6,905
STV Group Inc	(h)	Capital Goods	SF+500	0.8%	3/20/30	1,185		1,185		1,185
STV Group Inc	(h)	Capital Goods	SF+500	0.8%	3/20/31	1,975		1,974		1,988
SureScripts LLC	(f)(g)	Health Care Equipment & Services	SF+400	0.8%	11/1/31	29,688		29,397		29,390
SureScripts LLC	(h)	Health Care Equipment & Services	SF+400	0.8%	11/1/31	5,938		5,938		5,878
Turnpoint Services Inc	(g)	Capital Goods	SF+500, 0.0% PIK (3.0% Max PIK)	0.8%	6/17/31	5,650		5,596		5,614
Turnpoint Services Inc	(h)	Capital Goods	SF+500, 0.0% PIK (3.0% Max PIK)	0.8%	6/17/30	692		692		688
Turnpoint Services Inc	(h)	Capital Goods	SF+500, 0.0% PIK (3.0% Max PIK)	0.8%	6/17/31	1,108		1,108		1,101
USIC Holdings Inc	(f)(g)	Commercial & Professional Services	SF+550	0.8%	9/10/31	23,932		23,811		24,050
USIC Holdings Inc	(f)	Commercial & Professional Services	SF+525	0.8%	9/10/31	694		691		694
USIC Holdings Inc	(h)	Commercial & Professional Services	SF+550	0.8%	9/10/31	1,313		1,313		1,319
USIC Holdings Inc	(h)	Commercial & Professional Services	SF+525	0.8%	9/10/31	2,341		2,341		2,341
Veriforce LLC	(g)(j)	Software & Services	SF+500	0.8%	11/21/31	9,263		9,217		9,217
Veriforce LLC	(f)(j)	Software & Services	SA+500	0.8%	11/21/31	3,392		4,247		4,225
Veriforce LLC	(h)(j)	Software & Services	SF+500	0.8%	11/21/31	1,170		1,170		1,164
Veriforce LLC	(h)(j)	Software & Services	SF+500	0.8%	11/21/31	935		935		931
VetCor Professional Practices LLC	(f)	Health Care Equipment & Services	SF+575	0.8%	8/31/29	3,158		3,158		3,158
Wealth Enhancement Group LLC	(g)	Financial Services	SF+500	1.0%	10/2/28	2,480		2,480		2,496
Wealth Enhancement Group LLC	(f)	Financial Services	SF+500	1.0%	10/4/28	4,666		4,666		4,697
Wealth Enhancement Group LLC	(h)	Financial Services	SF+500	1.0%	10/4/28	298		298		298
Woolpert Inc	(f)	Capital Goods	SF+500	1.0%	4/5/29	108		118		108
Woolpert Inc	(f)(g)	Capital Goods	SF+500	1.0%	4/5/30	20,752		20,756		21,026
Woolpert Inc	(h)	Capital Goods	SF+500	1.0%	4/5/29	2,984		2,984		2,984
Woolpert Inc	(h)	Capital Goods	SF+500	1.0%	4/5/30	5,195		5,195		5,264
Zeus Industrial Products Inc	(f)	Health Care Equipment & Services	SF+550, 0.0% PIK (2.8% Max PIK)	0.8%	2/28/31	23,256		23,066		23,487
Zeus Industrial Products Inc	(f)	Health Care Equipment & Services	SF+550	0.8%	2/28/31	1,522		1,500		1,537
Zeus Industrial Products Inc	(h)	Health Care Equipment & Services	SF+550	0.8%	2/28/30	3,261		3,244		3,261
Zeus Industrial Products Inc	(h)	Health Care Equipment & Services	SF+550	0.8%	2/28/31	2,826		2,826		2,855
Total Senior Secured Loans—First Lien								1,058,461		1,065,991
Unfunded Loan Commitments								(200,503)		(200,503)
Net Senior Secured Loans—First Lien								857,958		865,488

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
Subordinated Debt—0.2%
Apex Service Partners LLC	(f)	Commercial & Professional Services	14.3% PIK (14.3% Max PIK)		4/23/31	$	555	$	555	$	544
Apex Service Partners LLC	(f)	Commercial & Professional Services	14.3% PIK (14.3% Max PIK)		4/23/31	1,146		1,127		1,123
Total Subordinated Debt								1,682		1,667



Asset Based Finance—23.7%
Altitude II IRL WH Borrower DAC, Revolver	(f)(j)	Capital Goods	SF+1,000	0.0%	1/12/30	$	89	89		89
Altitude II IRL WH Borrower DAC, Revolver	(h)(j)	Capital Goods	SF+1,000	0.0%	1/12/30	$	54	54		54
Australis Maritime II, ABF Equity	(f)(j)(m)	Transportation				690,343		690		694
Auxilior Capital Partners Inc, Preferred Equity	(f)	Financial Services	5.0%, 9.5% PIK (9.5% Max PIK)		4/30/30	$	1,100	1,100		1,102
Bankers Healthcare Group LLC, Term Loan	(f)(j)	Financial Services	22.0%		11/8/27	$	771	771		757
Bausch Health Cos Inc, Revolver	(f)(j)	Pharmaceuticals, Biotechnology & Life Sciences	SF+665	1.0%	1/28/28	$	18,750	18,273		18,750
Bausch Health Cos Inc, Revolver	(h)(j)	Pharmaceuticals, Biotechnology & Life Sciences	SF+665	1.0%	1/28/28	$	18,750	18,750		18,750
CAFL 2024-RTL1 Issuer LLC, ABS	(e)(f)(j)	Real Estate Management & Development	10.2%		11/28/31	$	2,500	2,500		2,505
Curia Global Inc, Revolver	(f)(j)	Pharmaceuticals, Biotechnology & Life Sciences	SF+625	1.0%	1/29/29	$	15,500	15,330		15,500
Curia Global Inc, Revolver	(h)(j)	Pharmaceuticals, Biotechnology & Life Sciences	SF+625	1.0%	1/29/29	$	5,333	5,333		5,333
Discover Financial Services, ABF Equity	(f)(j)(k)(m)	Financial Services				5,227,351		5,227		5,402
Discover Financial Services, Subordinated Loan	(f)(j)(m)	Financial Services	15.0%		9/6/34	$	9,708	9,708		9,708
Discover Financial Services, Subordinated Loan	(h)(j)(m)	Financial Services	15.0%		9/6/34	$	23	23		23
Drive Revel, ABF Equity	(f)(j)	Financial Services				327,630		354		400
EFMT 2024-INV1, ABS	(e)(f)(j)	Real Estate Management & Development	7.6%		3/25/69	$	6,380	6,083		6,223
FIGRE Trust 2024-HE3, ABS	(e)(f)(j)	Real Estate Management & Development	9.3%		7/25/54	$	1,913	1,921		1,927
Global Lending Services LLC, ABF Equity	(f)(j)(k)	Financial Services				1,171,192		1,171		1,305
Global Lending Services LLC, Bond	(f)(j)	Financial Services	12.5% PIK (12.5% Max PIK)		12/31/32	$	4,685	4,685		4,685
GreenSky Holdings LLC, ABF Equity	(f)(k)(l)	Financial Services				1,332,761		1,333		1,863
GreenSky Holdings LLC, ABF Equity	(f)(j)(k)(l)	Financial Services				2,574,072		2,574		2,790
GreenSky Holdings LLC, Term Loan	(f)(l)	Financial Services	9.3% PIK (9.3% Max PIK)		3/14/34	$	4,188	4,188		4,188
GreenSky Holdings LLC, Term Loan	(h)(l)	Financial Services	9.3% PIK (9.3% Max PIK)		3/14/34	$	374	374		374

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
HOMES 2024-AFC1 Trust, Structured Mezzanine	(e)(f)(j)	Real Estate Management & Development	7.6%		8/25/59	$	1,944	$	1,848	$	1,816
Homeward Opportunities Fund Trust 2024-RRTL2, ABS	(e)(f)(j)	Real Estate Management & Development	9.1%		9/25/39	$	7,878	7,878		7,864
KKR Altitude II Offshore Aggregator LP, Partnership Interest	(f)(j)(m)	Capital Goods				2,004,586		2,005		2,139
Lennar Corp, ABF Equity	(f)(j)	Consumer Durables & Apparel				4,967,714		4,968		5,131
Lennar Corp, Term Loan	(f)(j)	Consumer Durables & Apparel	10.8%, 0.0% PIK (10.8% Max PIK)		8/30/29	$	4,278	4,278		4,278
Lennar Corp, Term Loan	(h)(j)	Consumer Durables & Apparel	10.8%, 0.0% PIK (10.8% Max PIK)		8/30/29	$	328	328		328
LHOME Mortgage Trust 2024-RTL4, ABS	(e)(f)(j)	Real Estate Management & Development	9.3%		7/25/39	$	7,513	7,513		7,532
Norway_France, ABF Equity	(f)(j)	Financial Services				2,674,089		2,975		2,787
Optio Invest, ABF Equity	(f)(j)	Financial Services				459,091		583		712
PayPal Europe Sarl et Cie SCA, ABF Equity	(f)(j)	Financial Services				3,154,023		3,422		3,516
Powin Energy Corp/NV, Revolver	(f)	Capital Goods	13.5%, 0.0% PIK (13.5% Max PIK)		9/30/27	$	5,247	5,247		5,247
Powin Energy Corp/NV, Revolver	(h)	Capital Goods	13.5%, 0.0% PIK (13.5% Max PIK)		9/30/27	$	7,253	7,253		7,253
Powin Energy Corp/NV, Warrants	(k)	Capital Goods				87,778		—		—
Powin Energy Corp/NV, Warrants	(k)	Capital Goods				342,921		—		—
Powin Energy Corp/NV, Warrants	(k)	Capital Goods				342,921		—		—
Powin Energy Corp/NV, Warrants	(k)	Capital Goods				87,778		—		—
Pretium Partners LLC P1, Structured Mezzanine	(f)(j)	Equity Real Estate Investment Trusts (REITs)	2.8%, 5.3% PIK (5.3% Max PIK)		10/22/26	$	20,676	19,954		20,676
Progress Residential 2024-SFR4 Trust, Structured Mezzanine	(e)(f)(j)	Real Estate Management & Development	3.4%		7/17/41	$	6,250	4,929		5,001
PRPM 2024-RCF4 LLC, ABS	(e)(f)(j)	Real Estate Management & Development	4.0%		7/25/54	$	2,813	2,300		2,350
PRPM 2024-RCF5 LLC, ABS	(e)(f)(j)	Real Estate Management & Development	4.0%		8/25/54	$	3,750	3,146		3,152
Rain City Mortgage Trust 2024-RTL1, ABS	(e)(f)(j)	Real Estate Management & Development	10.2%		11/25/29	$	3,290	3,290		3,285
Rosemawr Management LLC, ABS	(f)	Utilities	5.0%		8/15/54	$	1,102	990		991
Rosemawr Management LLC, Structured Mezzanine	(f)	Utilities	7.3%		8/15/54	$	653	588		587
Saluda Grade Alternative Mortgage Trust 2022-BC2, Structured Mezzanine	(f)(j)	Real Estate Management & Development	8.0%		7/25/30	$	219	219		218
Saluda Grade Alternative Mortgage Trust 2022-BC2, Structured Mezzanine	(f)(j)	Real Estate Management & Development	18.0%		7/25/30	$	147	107		128
Saluda Grade Alternative Mortgage Trust 2022-BC2, Term Loan	(f)(j)	Real Estate Management & Development	7.3%		7/25/30	$	1,313	1,313		1,316
Saluda Grade Alternative Mortgage Trust 2023-LOC2, Structured Mezzanine	(f)(j)	Real Estate Management & Development			10/25/53	324,980		531		467

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)


Portfolio Company(a)	Footnotes	Industry	Rate(b)	Floor(b)	Maturity	Principal Amount(c)/Shares		Amortized Cost		Fair Value(d)
SunPower Financial, ABF Equity	(f)(j)(k)	Financial Services				161,479		$	161	$	201
Synovus Financial Corp, ABF Equity	(f)(j)	Banks				1,063,427		1,063		1,148
TalkTalk Telecom Group Ltd, Revolver	(f)(j)	Commercial & Professional Services	SA+700	1.5%	9/5/26	£	8,541	10,784		10,693
TalkTalk Telecom Group Ltd, Revolver	(h)(j)	Commercial & Professional Services	SA+700	1.5%	9/5/26	£	2,303	2,861		2,861
TDC LLP, ABF Equity	(f)(j)(k)	Financial Services				68,953		87		83
TDC LLP, Preferred Equity	(f)(j)	Financial Services	8.0%			£	1,282	1,630		1,611
Trinseo Materials Operating SCA / Trinseo Materials Finance Inc, Revolver	(f)(j)	Materials	SF+475	1.0%	1/18/28	$	8,537	8,537		8,581
Trinseo Materials Operating SCA / Trinseo Materials Finance Inc, Revolver	(h)(j)	Materials	SF+475	1.0%	1/18/28	$	8,537	8,537		8,581
Vehicle Secured Funding Trust, ABF Equity	(f)(j)(k)	Financial Services				2,638,928		2,639		2,876
Vehicle Secured Funding Trust, Term Loan	(f)(j)	Financial Services	15.0% PIK (15.0% Max PIK)		1/25/46	$	7,917	7,917		7,917
Weber-Stephen Products LLC, Revolver	(f)(j)	Consumer Discretionary Distribution & Retail	SF+575	1.0%	12/19/26	$	6,549	6,324		6,591
Weber-Stephen Products LLC, Revolver	(h)(j)	Consumer Discretionary Distribution & Retail	SF+575	1.0%	12/19/26	$	14,284	14,284		14,376
Total Asset Based Finance								251,020		254,715
Unfunded Commitments								(57,797)		(57,797)
Net Asset Based Finance								193,223		196,918
TOTAL INVESTMENTS—128.3%								$	1,052,863	1,064,073
LIABILITIES IN EXCESS OF OTHER ASSETS—(28.3)%										(234,831)
NET ASSETS—100.0%										$	829,242

Foreign currency forward contracts


Foreign Currency	Settlement Date	Counterparty	Amount and Transaction			US$ Value at Settlement Date		US$ Value at December 31, 2024		Unrealized Appreciation (Depreciation)
EUR	5/25/28	Goldman Sachs Bank USA	€	1,300	Sold	$	1,470	$	1,439	$	31
GBP	6/10/25	Goldman Sachs Bank USA	£	2,500	Sold	3,295		3,126		169




Total						$	4,765	$	4,565	$	200

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)

________

(a)Security may be an obligation of one or more entities affiliated with the named company.

(b)Certain variable rate securities in the Company’s portfolio bear interest at a rate determined by a publicly disclosed base rate plus a basis point spread. As of December 31, 2024, the Secured Overnight Financing Rate, or SOFR or “SF”, was 4.31%, the Sterling Overnight Index Average, or SONIA or “SA”, was 4.62%, the Euro Interbank Offered Rate, or EURIBOR or “E”, was 2.71% and the Canadian Dollar Offered Rate, or CDOR or “C”, was 4.97%. PIK means paid-in-kind. PIK income accruals may be adjusted based on the performance of the underlying investment. Variable rate securities with no floor rate use the respective benchmark rate in all cases.

(c)Denominated in U.S. dollars unless otherwise noted.

(d)See Note 8 for additional information regarding the fair value of the Company’s financial instruments.

(e)Security is classified as Level 1 or Level 2 in the Company’s fair value hierarchy (see Note 8).

(f)Security or portion thereof is pledged as collateral supporting the amounts outstanding under the Senior Secured Revolving Credit Facility (see Note 9).

(g)Security or portion thereof held within K-FIT Finance AB-1 LLC and is pledged as collateral supporting the amounts outstanding under the K-FIT AB-1 Credit Facility (see Note 9).

(h)Security is an unfunded commitment. Reflects the stated spread at the time of commitment, but may not be the actual rate received upon funding.

(i)Position or portion thereof unsettled as of December 31, 2024

(j)The investment, or portion of the investment is not a qualifying asset under the Investment Company Act of 1940, as amended. A business development company may not acquire any asset other than qualifying assets, unless, at the time the acquisition is made, qualifying assets represent at least 70% of the Company’s total assets. As of December 31, 2024, 81.4% of the Company’s total assets represented qualifying assets.

(k)Security is non-income producing.

(l)Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an “affiliated person” of a portfolio company if it owns 5% or more of the portfolio company’s voting securities and is generally deemed to “control” a portfolio company if it owns more than 25% of the portfolio company’s voting securities or it has the power to exercise control over the management or policies of such portfolio company. As of December 31, 2024, the Company held investments in portfolio companies of which it is deemed to be an “affiliated person” but is not deemed to “control”. The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person as of December 31, 2024:


Portfolio Company	Fair Value at December 31, 2023		Gross Additions(1)		Gross Reductions(2)		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value at December 31, 2024		Interest Income(3)		Fee Income(3)		Dividend and Other Income(3)
Asset Based Finance
GreenSky Holdings LLC, ABF Equity	$	—	$	1,333	$	—	$	—	$	530	$	1,863	$	—	$	—	$	—
GreenSky Holdings LLC, ABF Equity	—		2,574		—		—		216		2,790		—		8		—
GreenSky Holdings LLC, Term Loan	—		4,188		—		—		—		4,188		111		—		—




Total	$	—	$	8,095	$	—	$	—	$	746	$	8,841	$	111	$	8	$	—

__________

(3)Interest, fee and dividend and other income presented for the full year ended December 31, 2024.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Consolidated Schedule of Investments (continued)

As of December 31, 2024

(in thousands, except share amounts)

(m)Under the Investment Company Act of 1940, as amended, the Company generally is deemed to be an “affiliated person” of a portfolio company if it owns 5% or more of the portfolio company’s voting securities and is generally deemed to “control” a portfolio company if it owns more than 25% of the portfolio company’s voting securities or it has the power to exercise control over the management or policies of such portfolio company. As of December 31, 2024, the Company held investments in portfolio companies of which it is deemed to be an “affiliated person” and deemed to “control”. The following table presents certain information with respect to investments in portfolio companies of which the Company was deemed to be an affiliated person and deemed to control as of December 31, 2024:


Portfolio Company	Fair Value at December 31, 2023		Gross Additions(1)		Gross Reductions(2)		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Fair Value at December 31, 2024		Interest Income(3)		Fee Income(3)		Dividend and Other Income(3)
Asset Based Finance
Australis Maritime II, ABF Equity	$	426	$	366	$	(57)	$	—	$	(41)	$	694	$	—	$	—	$	77
Discover Financial Services, ABF Equity	—		5,227		—		—		175		5,402		—		—		—
Discover Financial Services, Subordinated Loan	—		9,708		—		—		—		9,708		325		—		—
KKR Altitude II Offshore Aggregator LP, Partnership Interest	957		1,082		—		—		100		2,139		—		—		96

Total	$	1,383	$	16,383	$	(57)	$	—	$	234	$	17,943	$	325	$	—	$	173

__________

(3)Interest, fee and dividend and other income presented for the full year ended December 31, 2024.

See notes to unaudited consolidated financial statements.

Table of Contents

KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements

(in thousands, except share and per share amounts)

Note 1. Principal Business and Organization

KKR FS Income Trust, or the Company, is a specialty finance company, organized on February 4, 2022 as a Delaware statutory trust, that seeks to invest primarily in the debt securities of private middle market U.S. companies. The Company is externally managed by FS/KKR Advisor, LLC, or the Adviser, pursuant to an amended and restated investment advisory agreement, or the Advisory Agreement. The Adviser also performs, or oversees the performance of, the Company’s corporate operations and required administrative services pursuant to the terms of an administration agreement, or the Administration Agreement. The Company’s investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation.

The Company is an externally managed, non-diversified, closed-end management investment company that, on March 31, 2023, elected to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, as amended, or the 1940 Act. The Company has elected to be treated for U.S. federal income tax purposes, and intends to qualify annually, as a regulated investment company, or a RIC, under the Internal Revenue Code of 1986, as amended, or the Code.

The Company has various wholly-owned subsidiaries, including special-purpose financing subsidiaries and subsidiaries through which it holds interests in portfolio companies. The unaudited consolidated financial statements include both the Company’s accounts and the accounts of its wholly-owned subsidiaries as of March 31, 2025. All intercompany transactions have been eliminated in consolidation. Certain of the Company’s consolidated subsidiaries are subject to U.S. federal and state income taxes.

Note 2. Summary of Significant Accounting Policies

Basis of Presentation: The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, for interim financial information and with the instructions for Form 10-Q and Articles 6, 10 and 12 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For a more complete discussion of significant accounting policies and certain other information, the Company’s interim unaudited consolidated financial statements should be read in conjunction with its audited consolidated financial statements as of and for the year ended December 31, 2024 included in the Company’s annual report on Form 10-K, filed with the U.S. Securities and Exchange Commission, or the SEC. Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025. The December 31, 2024 consolidated statement of assets and liabilities and consolidated schedule of investments are derived from the Company’s audited consolidated financial statements as of and for the year ended December 31, 2024. The Company is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies under Financial Accounting Standards Board, or FASB, Accounting Standards Codification Topic 946, Financial Services—Investment Companies. The Company has evaluated the impact of subsequent events through the date the unaudited consolidated financial statements were issued and filed with the SEC.

Use of Estimates: The preparation of the unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Segment Reporting: In accordance with ASC Topic 280, Segment Reporting, or ASC 280, the Company has determined that it has a single operating and reporting segment. As a result, the Company’s segment accounting policies are the same as described herein and the Company does not have any intra-segment sales and transfers of assets.

Cash and Cash Equivalents: The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. All cash balances are maintained with high credit quality financial institutions, which are members of the Federal Deposit Insurance Corporation.

Organizational and Offering: Upon the initial issuance of the Class I common shares of beneficial interest, or the Common Shares, or the Class I shares, to non-affiliated investors in the Company’s monthly closings for the Company’s continuous private offering of its Common Shares, or the Private Offering, in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended, or the Securities Act, including the exemption provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder, Regulation S under the Securities Act and other exemptions from the registration requirements of the Securities Act, which monthly closings commenced on June 30, 2023, organizational and offering costs are borne by the Company and expensed. These expenses consist primarily of legal fees, audit fees and other costs of organizing the Company. In no

Table of Contents

KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 2. Summary of Significant Accounting Policies (continued)

event will the Company bear in excess of $1.5 million in organizational expenses; the Adviser has agreed to be responsible for any organizational expenses in excess of $1.5 million.

Costs associated with the offering of Common Shares are capitalized as deferred offering expenses and included as prepaid and other assets on the consolidated statements of assets and liabilities and eligible to be amortized over a twelve-month period.

As of March 31, 2025 and December 31, 2024, the Adviser has paid $5,129 and $4,605, respectively, in organizational and offering expenses, and are subject to reimbursement as described above. The Company had no obligation to reimburse the Adviser for organizational and offering costs until the initial issuance of the Company’s Common Shares to non-affiliated investors after commencement of the monthly closings for the Company’s Private Offering.

Subordinated Income Incentive Fee: Pursuant to the terms of the Advisory Agreement, the Adviser may be entitled to receive a subordinated incentive fee on income. The subordinated incentive fee on income under the Advisory Agreement, which is calculated and payable quarterly in arrears commencing with the first full calendar quarter after the date of the Company’s election to be regulated as a BDC under the 1940 Act on March 31, 2023, or the BDC Election Date, equals 12.5% of the Company’s “pre-incentive fee net investment income” for the immediately preceding quarter (or portion thereof with respect to the quarter in which the BDC Election Date occurs) and is subject to a hurdle rate, expressed as a rate of return on the value of the Company’s net assets, equal to 1.25% per quarter, or an annualized hurdle rate of 5.0%. As a result, the Adviser will not earn this incentive fee for any quarter until the Company’s pre-incentive fee net investment income for such quarter exceeds the hurdle rate of 1.25%. Once the Company’s pre-incentive fee net investment income in any quarter exceeds the hurdle rate, the Adviser will be entitled to a “catch-up” fee equal to the amount of the pre-incentive fee net investment income in excess of the hurdle rate, until the Company’s pre-incentive fee net investment income for such quarter equals 1.43%, or 5.72% annually, of net assets. Thereafter, the Adviser will be entitled to receive 12.5% of pre-incentive fee net investment income.

The Adviser has agreed to waive the Company’s base management fee and subordinated incentive fee on income through September 30, 2025.

Capital Gains Incentive Fee: Pursuant to the terms of the Advisory Agreement, the incentive fee on capital gains is determined and payable in arrears as of the end of each calendar year (or upon termination of the Advisory Agreement) commencing with the end of the first calendar year in which the BDC Election Date occurs. This fee equals 12.5% of the Company’s incentive fee capital gains, which equals the Company’s realized capital gains on a cumulative basis from the BDC Election Date, calculated as of the end of the applicable period, computed net of all realized capital losses and unrealized capital depreciation on a cumulative basis from the BDC Election Date, less the aggregate amount of any capital gains incentive fees previously paid by the Company. For purposes of calculating the incentive fee on capital gains under the Advisory Agreement, the cost basis for any investment as of the BDC Election Date will be deemed to be the most recently determined fair value for such investment as of the BDC Election Date, determined in accordance with the Adviser’s valuation policies and procedures. On a quarterly basis, the Company accrues for the capital gains incentive fee by calculating such fee as if it were due and payable as of the end of such period.

The Company includes unrealized gains in the calculation of the capital gains incentive fee expense and related accrued capital gains incentive fee. This accrual reflects the incentive fees that would be payable to the Adviser if the Company’s entire portfolio was liquidated at its fair value as of the balance sheet date even though the Adviser is not entitled to an incentive fee with respect to unrealized gains unless and until such gains are actually realized.

Revenue Recognition: Security transactions are accounted for on the trade date. The Company records interest income on an accrual basis to the extent that it expects to collect such amounts. The Company records dividend income on the ex-dividend date. Distributions received from limited liability company, or LLC, and limited partnership, or LP, investments are evaluated to determine if the distribution should be recorded as dividend income or a return of capital. The Company holds investments in certain preferred securities that accumulate PIK to be paid upon the redemption, liquidation or maturity of the underlying investment. Such PIK income is accumulated onto the principal balance of the respective security. The Company does not accrue as a receivable interest or dividends on loans and securities if it has reason to doubt its ability to collect such income. The Company’s policy is to place investments on non-accrual status when there is reasonable doubt that interest income will be collected. The Company considers many factors relevant to an investment when placing it on or removing it from non-accrual status including, but not limited to, the delinquency status of the investment, economic and business conditions, the overall financial condition of the underlying investment, the value of the underlying collateral, bankruptcy status, if any, and any other facts or circumstances relevant to the investment. If there is reasonable doubt that the Company will receive any previously accrued interest, then the accrued interest will be written-off. When a PIK investment is placed on non-accrual status, the accrued, uncapitalized interest is generally reversed through PIK income. Payments received on non-accrual investments may be recognized as income or applied to principal depending upon the collectability

Table of Contents

KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 2. Summary of Significant Accounting Policies (continued)

of the remaining principal and interest. Non-accrual investments may be restored to accrual status when principal and interest become current and are likely to remain current based on the Company’s judgment.

Loan origination fees, original issue discount and market discount are capitalized and the Company accretes such amounts as interest income over the respective term of the loan or security. Upon the prepayment of a loan or security, any unamortized loan origination fees and original issue discount are recorded as interest income. Structuring and other non-recurring upfront fees are recorded as fee income when earned. For the three months ended March 31, 2025 and 2024, the Company recognized $2,199 and $1,373, respectively, in structuring fee revenue. The Company records prepayment premiums on loans and securities as fee income when it receives such amounts.

Derivative Instruments: The Company’s derivative instruments include foreign currency forward contracts which have not been designated as hedging instruments. The Company recognizes such derivative instruments as assets or liabilities at fair value in its consolidated financial statements. Changes in fair value of such derivative contracts entered into by the Company are recognized through the net change in unrealized appreciation (depreciation) on derivative instruments in the consolidated statements of operations. Realized gains and losses on the derivative instruments are included in net realized gains (losses) on derivative instruments in the consolidated statements of operations.

Income Taxes: Prior to making its BDC election, the Company was classified as a partnership for U.S. federal income tax purposes. As such, no provision was made in the accompanying consolidated financial statements for federal, state or local income taxes of the partners for the relevant periods prior to the Company’s BDC election. Each partner is individually responsible for reporting its share of the Company’s taxable income or loss. Interest and other income realized by the Company from non-U.S. sources and capital gains realized on the sale of securities of non-U.S. issuers may be subject to withholding and other taxes levied by the jurisdiction in which the income is sourced. Beginning with its tax year ending December 31, 2023, the Company has elected to be treated for U.S. federal income tax purposes and intends to qualify annually, as a RIC under Subchapter M of the Code.

To qualify for and maintain qualification as a RIC, the Company must, among other things, meet certain source-of-income and asset diversification requirements and distribute to its shareholders, for each taxable year, at least 90% of its “investment company taxable income,” which is generally the Company’s net ordinary income plus the excess, if any, of realized net short-term capital gains over realized net long-term capital losses. As a RIC, the Company will not have to pay corporate-level U.S. federal income taxes on any ordinary income or capital gains that it distributes to its shareholders. The Company intends to make distributions in an amount sufficient to qualify for and maintain its RIC status each year and to not pay any U.S. federal income taxes on income so distributed. The Company is also subject to nondeductible federal excise taxes if it does not distribute an amount at least equal to the sum of (1) 98% of its ordinary income for the calendar year, (2) 98.2% of capital gain net income (both long-term and short-term) for the one-year period ending October 31 in that calendar year and (3) any income realized, but not distributed, in prior years.

Recent Accounting Pronouncements: In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, or ASU 2023-09, which requires additional disaggregated disclosures on the entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, or ASU 2024-03, which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning with the first quarter ended March 31, 2028. Early adoption and retrospective application is permitted. The Company is currently assessing the impact of this guidance, however, the Company does not expect a material impact on its consolidated financial statements.

Table of Contents

KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 3. Share Transactions

Below is a summary of transactions with respect to shares of the Company’s Common Shares during the three months ended March 31, 2025 and 2024:


	Three Months Ended March 31,
	2025			2024
	Shares	Amount		Shares	Amount
Gross Proceeds from Offering	5,055,647	$	149,716	1,570,645	$	45,800
Reinvestment of Distributions	144,262	4,270		—	—



Share Repurchase Program	—	—		—	—
Net Proceeds from Share Transactions	5,199,909	$	153,986	1,570,645	$	45,800

Status of Continuous Private Offering

The Company is conducting the continuous Private Offering in reliance on exemptions from the registration requirements of the Securities Act, including the exemption provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder, Regulation S under the Securities Act and other exemptions from the registration requirements of the Securities Act. In connection with the Private Offering, the Company has entered into, and expects to continue to enter into, subscription agreements with investors, each, a Subscription Agreement. An investor will make a capital contribution pursuant to such Subscription Agreement and will become a common shareholder in the Company bound by the terms of the Subscription Agreement and the Company’s organizational documents.

As of March 31, 2025, the Company has issued 33,251,680 Class I shares in the Private Offering for gross proceeds of $970,080, including Class I shares issued under its distribution reinvestment plan. Of the 33,251,680 Class I shares issued in the Private Offering, 8,995,947 shares were issued to investors with capital commitments to the Company in exchange for an aggregate of $254,500 in capital contributions. As of March 31, 2025, the Company had received capital commitments of $420,000 from investors in the Private Offering, 60.6% of which has been called for funding. In addition to $165,500 in aggregate amount of remaining uncalled capital commitments for Class I shares, the Company intends to continue selling Class I shares in the Private Offering on a monthly basis.

During the three months ended March 31, 2025 and 2024, the Company issued 5,199,909 and 1,570,645 Class I shares, respectively, for gross proceeds of $153,986 and $45,800, respectively, at an average price per share of $29.61 and $29.16, respectively. The gross proceeds received during the three months ended March 31, 2025 include reinvested shareholder distributions of $4,270 for which the Company issued 144,262 Class I shares under its distribution reinvestment plan. During the period from April 1, 2025 to April 30, 2025, the Company issued 2,425,103 Class I shares for gross proceeds of $71,880 at an average price per share of $29.64. The gross proceeds received during the period from April 1, 2025 to April 30, 2025 include reinvested shareholder distributions of $2,209 for which the Company issued 74,532 Class I shares under its distribution reinvestment plan.

Discretionary Share Repurchase Program

Beginning with the quarter ended September 30, 2024, the Company commenced a discretionary share repurchase program in which it intends, subject to market conditions and the discretion of the Company’s Board of Trustees, or the Board, to offer to repurchase, in each quarter, up to 5% of the Common Shares outstanding (either by number of shares or aggregate net asset value, or NAV) as of the close of the previous calendar quarter. The Board may amend or suspend the share repurchase program if in its reasonable judgment it deems such action to be in the Company’s best interest and the best interest of the Company’s shareholders. As a result, share repurchases may not be available each quarter, such as when a repurchase offer would place an undue burden on the Company’s liquidity, adversely affect its operations or risk having an adverse impact on the Company that would outweigh the benefit of the repurchase offer. The Company intends to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Securities Exchange Act of 1934, as amended, or the Exchange Act, and the 1940 Act. All shares purchased by the Company pursuant to the terms of each tender offer will be retired and thereafter will be authorized and unissued shares.

Under the Company’s discretionary share repurchase program, to the extent the Company offers to repurchase Common Shares in any particular quarter, the Company expects to repurchase shares pursuant to quarterly tender offers using a purchase price equal to the NAV per share as of the last calendar day of the applicable quarter, or the Valuation Date. If shareholders tender Common Shares in a tender offer with a Valuation Date that is within the 12-month period following the initial issue date of their tendered Common Shares, the Company may repurchase such Common Shares subject to an “early repurchase deduction” of 2% of the aggregate NAV of the Common Shares repurchased, or an Early Repurchase Deduction. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining holders of Common Shares. This Early Repurchase Deduction will also generally apply to

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 3. Share Transactions (continued)

minimum account repurchases. Common Shares may be sold to certain feeder vehicles primarily created to hold the Common Shares that in turn offer interests in such feeder vehicles to non-U.S. persons. For such feeder vehicles and similar arrangements in certain markets, the Company may not apply the Early Repurchase Deduction to the feeder vehicles or underlying investors, often because of administrative or systems limitations.

The following table sets forth information regarding repurchases of Common Shares effectuated under the Company’s discretionary share repurchase program during the three months ended March 31, 2025:

Repurchase Date

Offer Date

Tender Offer Expiration

Purchase Price per Share

Common Shares Repurchased

Aggregate Dollar Amount of Common Shares Accepted for Repurchase

January 2, 2025(1)

December 2, 2024

December 30, 2024

—

________________

(1)The Company did not repurchase any Common Shares under its discretionary share repurchase program during the three months ended March 31, 2025.

On March 3, 2025, the Company commenced a tender offer pursuant to which it offered to repurchase up to 1,402,588 Common Shares tendered prior to the offer expiring on March 28, 2025. During the period from April 1, 2025 to April 30, 2025, the Company repurchased 18,836 Common Shares that were validly tendered by shareholders at a purchase price of $29.64 per share for aggregate consideration of $547.

Series A Preferred Shares

On April 3, 2023, the Company issued 515 shares of its preferred shares of beneficial interest, or Preferred Shares, designated as 12.0% Series A Cumulative Preferred Shares, par value $0.001 per share, or the Series A Preferred Shares, for $1,000 per share. The Company redeemed all of the issued and outstanding Series A Preferred Shares on November 27, 2024, or the Preferred Shares Redemption Date, at a price equal to $1,000 per share, plus all accrued and unpaid dividends thereon to and including the Preferred Shares Redemption Date and a $100 redemption premium per share. From and after the close of business on the Preferred Shares Redemption Date, all dividends on the Series A Preferred Shares ceased to accrue, such shares are no longer deemed to be outstanding, and all rights of the holders of such shares ceased.

Prior to the redemption of the Series A Preferred Shares, each holder of Series A Preferred Shares was entitled to a liquidation preference of $1,000 per share, or the Liquidation Value, plus additional amounts as set forth in the Supplement to the Company’s Amended and Restated Declaration of Trust Relating to 12.0% Series A Cumulative Preferred Shares. In addition, with respect to distributions, including the payment of dividends and distribution of the Company’s assets upon dissolution, liquidation, or winding up, the Series A Preferred Shares were senior to all other classes and series of Common Shares, and ranked on parity with any other class or series of Preferred Shares, whether such class or series was existing or was created in the future, to the extent of the aggregate Liquidation Value and all accrued but unpaid dividends and any applicable redemption premium on the Series A Preferred Shares.

Prior to redemption, dividends on each Series A Preferred Share accrued on a daily basis at the rate of 12.0% per annum of the sum of the Liquidation Value thereof plus all accumulated and unpaid dividends thereon, from and including April 3, 2023, to and including the earlier of (1) the date of any liquidation, dissolution, or winding up of the Company or (2) the date on which such Series A Preferred Share were redeemed. Dividends accrued whether or not they had been authorized or declared, whether or not the Company had earnings, and whether or not there were funds legally available for payment of dividends.

See the Supplement to the Company’s Amended and Restated Declaration of Trust Relating to 12.0% Series A Cumulative Preferred Shares for more information relating to the Series A Preferred Shares.

Prior to redemption, the Company classified the Series A Preferred Shares as temporary equity outside of shareholders’ equity on its accompanying consolidated statement of assets and liabilities due to certain redemption features that were not solely within the Company’s control.

Note 4. Related Party Transactions

Compensation of the Investment Adviser and its Affiliates

Pursuant to the Advisory Agreement, commencing on and after the BDC Election Date, the Adviser is entitled to a base management fee calculated at an annual rate of 1.25% of the average monthly value of the Company’s net assets during the most

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 4. Related Party Transactions (continued)

recently completed quarter and an incentive fee based on the Company’s performance. See Note 2 for a discussion of the capital gains and subordinated income incentive fees that the Adviser may be entitled to under the Advisory Agreement. The Adviser has agreed to waive the base management fee and the subordinated incentive fee on income under the Advisory Agreement through September 30, 2025.

Pursuant to the Administration Agreement, the Adviser oversees the Company’s day-to-day operations, including the provision of general ledger accounting, fund accounting, legal services, investor relations, certain government and regulatory affairs activities, and other administrative services. The Adviser also performs, or oversees the performance of, the Company’s corporate operations and required administrative services, which includes being responsible for the financial records that the Company is required to maintain and preparing reports for the Company’s shareholders and reports filed with the SEC. In addition, the Adviser assists the Company in calculating its NAV, overseeing the preparation and filing of tax returns and the printing and dissemination of reports to the Company’s shareholders, and generally overseeing the payment of the Company’s expenses and the performance of administrative and professional services rendered to the Company by others.

Pursuant to the Administration Agreement, the Company reimburses the Adviser for expenses necessary to perform services related to its administration and operations, including the Adviser’s allocable portion of the compensation and related expenses of certain personnel of Franklin Square Holdings, L.P., which does business as FS Investments, or FS Investments, and KKR Credit Advisers (US), LLC, or KKR Credit, providing administrative services to the Company on behalf of the Adviser. The Company reimburses the Adviser no less than monthly for all costs and expenses incurred by the Adviser in performing its obligations and providing personnel and facilities under the Administration Agreement. The Adviser allocates the cost of such services to the Company based on factors such as total assets, revenues, time allocations and/or other reasonable metrics. The Board reviews the methodology employed in determining how the expenses are allocated to the Company and the proposed allocation of administrative expenses among the Company and certain affiliates of the Adviser. The Board then assesses the reasonableness of such reimbursements for expenses allocated to the Company based on the breadth, depth and quality of such services as compared to the estimated cost to the Company of obtaining similar services from third-party service providers known to be available. In addition, the Board considers whether any single third-party service provider would be capable of providing all such services at comparable cost and quality. Finally, the Board compares the total amount paid to the Adviser for such services as a percentage of the Company’s net assets to the same ratio as reported by other comparable BDCs.

Distribution/Servicing Fees

The Company has entered into a placement agent agreement, or a Placement Agent Agreement, and, together, the Placement Agent Agreements, with each of KKR Capital Markets LLC and FS Investment Solutions, LLC, the Company’s principal placement agents for the Private Offering and affiliates of the Adviser, or the Placement Agents, pursuant to which the Placement Agents have agreed to, among other things, manage the Company’s relationships with third-party brokers engaged by the Placement Agents to participate in the distribution of Common Shares, which are referred to as “participating brokers,” and financial advisors. The Placement Agents also coordinate the Company’s marketing and distribution efforts with participating brokers and their registered representatives with respect to communications related to the terms of the Private Offering, the Company’s investment strategies, material aspects of the Company’s operations and subscription procedures.

Subject to any applicable Financial Industry Regulatory Authority, Inc., or FINRA, limitations on underwriting compensation, the Company is obligated to pay the Placement Agents a shareholder servicing and/or distribution fee, or the Distribution/Servicing Fees, for Class I shares equal to 0.85% per annum of the aggregate NAV, as of the beginning of the first calendar day of the applicable month, for the Class I shares. However, pursuant to a fee waiver agreement, or the Rule 12b-1 Fee Waiver Agreement, between the Company and each of the Placement Agents, the Placement Agents have agreed to waive the Distribution/Servicing Fees for Class I shares in full during the term of the Rule 12b-1 Fee Waiver Agreement, and any such waived fees will not be subject to recoupment by the Placement Agents or any other person during or following the term of the Rule 12b-1 Fee Waiver Agreement. The Rule 12b-1 Fee Waiver Agreement will remain in effect until terminated by vote of the Board, including the vote of a majority of the members of the Board who are not “interested persons” (as defined in the 1940 Act) of the Company, or the Independent Trustees.

The distribution and servicing expenses borne by the participating brokers may be different from and substantially less than the amount of Distribution/Servicing Fees charged. Following any termination of the Rule 12b-1 Fee Waiver Agreement, the Distribution/Servicing Fees will be payable to the Placement Agents, but the Placement Agents anticipate that all or a portion of the Distribution/Servicing Fees will be retained by, or re-allowed (paid) to, eligible participating brokers and servicing broker-dealers for ongoing services performed by such broker-dealers. The Company may pay for expenses related to its distribution out of its own assets under the amended and restated distribution and servicing plan, or the Distribution and Servicing Plan, outside of the Distribution/Servicing Fees, including but not limited to, expenses associated with advertising, compensation of underwriters, dealers, and sales personnel,

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 4. Related Party Transactions (continued)

the printing and mailing of prospectuses to other than current shareholders, and the printing and mailing of sales literature, each as may be determined to be in the best interests of the Company.

All or a portion of the Distribution/Servicing Fees may be used to pay for sub-transfer agency, sub-accounting and certain other administrative services that are not required to be paid pursuant to the shareholder servicing and/or distribution fees under applicable FINRA rules; however, the Company also may pay for these sub-transfer agency, sub-accounting and certain other administrative services outside of the Distribution/Servicing Fees and its Distribution and Servicing Plan. The total amount that will be paid over time for other underwriting compensation depends on the average length of time for which shares remain outstanding, the term over which such amount is measured and the performance of the Company’s investments. The Company will also pay or reimburse certain organizational and offering expenses, including, subject to FINRA limitations on underwriting compensation, certain wholesaling expenses.

The Board, including a majority of the Independent Trustees, have reviewed and approved the Placement Agent Agreements in accordance with Section 15(c) of the 1940 Act, and will annually review the Placement Agent Agreements and Distribution/Servicing Fees to determine that the provisions of the Placement Agent Agreements are carried out satisfactorily and to determine, among other things, whether the fees payable under such agreements are reasonable in light of the services provided (giving effect to the Rule 12b-1 Fee Waiver Agreement, while it is effective) and that there is a reasonable likelihood that the continuation of the plan for the Distribution/Servicing Fees will benefit the Company and its shareholders. The Board assesses the reasonableness of such fees based on the breadth, depth and quality of the distribution services to be provided to the Company, and reviews other information relating to the Placement Agents, such as their relationships with financial intermediaries and the adequacy of their compliance program.

The following table describes the fees and expenses accrued under the Advisory Agreement, the Administration Agreement and the Expense Support Agreement, as applicable, during the three months ended March 31, 2025 and 2024:


Related Party			Three Months Ended March 31,
	Source Agreement	Description		2025		2024
The Adviser	Investment advisory agreement	Base Management Fee(1)		$	2,808	$	793
The Adviser	Investment advisory agreement	Capital Gains Incentive Fee(2)		$	516	$	266
The Adviser	Investment advisory agreement	Subordinated Incentive Fee on Income(3)		$	3,195	$	1,042
The Adviser	Administration agreement	Administrative Services Expenses(4)		$	592	$	436
The Adviser	Administration agreement	Organizational & Offering Costs(5)		$	—	$	458
The Adviser	Expense support agreement	Expense Recoupment(6)		$	—	$	436

________________

(1)The Adviser agreed to waive all management fees accrued under the Advisory Agreement through September 30, 2025. As of March 31, 2025, no management fees were payable to the Adviser.

(2)During the three months ended March 31, 2025 and 2024, the Company accrued capital gains incentive fees of $516 and $266, respectively, based on the performance of its portfolio. As of March 31, 2025, the Company had accrued $1,983 of capital gains incentive fees payable, of which $2,399 was based on unrealized appreciation and $(416) was based on realized gains net of unrealized depreciation. No capital gains incentive fees are actually payable by the Company with respect to unrealized gains unless and until those gains are actually realized. See Note 2 for a discussion of the methodology employed by the Company in calculating the capital gains incentive fees.

(3)The Adviser agreed to waive all subordinated incentive fees on income accrued under the Advisory Agreement through September 30, 2025. As of March 31, 2025, no subordinated incentive fees on income were payable to the Adviser.

(4)During the three months ended March 31, 2025 and 2024, $533 and $313, respectively, of administrative services expenses related to the allocation of costs of administrative personnel for services rendered to the Company by the Adviser and the remainder related to other reimbursable expenses, including reimbursement of fees related to transactional expenses for prospective investments, such as fees and expenses associated with performing due diligence reviews of investments that do not close, often referred to as “broken deal” costs. Broken deal costs were $86 and $66 for the three months ended March 31, 2025 and 2024, respectively. The Company paid $352 and $78 in administrative services expenses to the Adviser during the three months ended March 31, 2025 and 2024, respectively.

(5)During the three months ended March 31, 2025 and 2024, the Company expensed organizational and offering costs of $0 and $458, respectively, which related to reimbursements to the Adviser for organizational and offering costs incurred on the Company’s behalf, including salaries and other direct expenses of the Adviser’s personnel and employees of its affiliates while engaged in registering and marketing the Company’s Common Shares.

(6)During the three months ended March 31, 2025 and 2024, the Company accrued $0 and $436, respectively, for expense recoupments payable to the Adviser under the Expense Support Agreement (see “—Expense Support and Conditional Reimbursement” below). As of March 31, 2025, no expense recoupments remained payable to the Adviser.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 4. Related Party Transactions (continued)

Potential Conflicts of Interest

The members of the senior management and investment teams of the Adviser serve or may serve as officers, directors or principals of entities that operate in the same or a related line of business as the Company does, or of investment vehicles managed by the same personnel. For example, the Adviser is the investment adviser to FS KKR Capital Corp. and KKR FS Income Trust Select, and the officers, managers and other personnel of the Adviser may serve in similar or other capacities for the investment advisers to future investment vehicles affiliated with FS Investments or KKR Credit. In serving in these multiple and other capacities, they may have obligations to other clients or investors in those entities, the fulfillment of which may not be in the Company’s best interests or in the best interest of the Company’s shareholders. The Company’s investment objectives may overlap with the investment objectives of such investment funds, accounts or other investment vehicles.

Exemptive Relief

As a BDC, the Company is subject to certain regulatory restrictions in making its investments. For example, BDCs generally are not permitted to co-invest with certain affiliated entities in transactions originated by the BDC or its affiliates in the absence of an exemptive order from the SEC. However, BDCs are permitted to, and may, simultaneously co-invest in transactions where price is the only negotiated term.

In an order dated January 5, 2021, the SEC granted exemptive relief that permits the Company, subject to the satisfaction of certain conditions, to co-invest in certain privately negotiated investment transactions, including investments originated and directly negotiated by the Adviser or KKR Credit, with certain affiliates of the Adviser.

Capital Commitments

Affiliates of the Adviser committed to invest an aggregate of $35,000 in Common Shares, or the Seed Contribution, and will not transfer or otherwise dispose of their respective capital commitment or Common Shares without the Company’s prior written consent for a period ending on the third anniversary of the BDC Election Date.

As of March 31, 2025, the full $35,000 of capital commitments under the Seed Contribution had been called and funded.

As of March 31, 2025, an additional $219,500 of capital commitments from third-party private investors had been called and funded in connection with the Private Offering.

Expense Support and Conditional Reimbursement

The Company has entered into an Expense Support and Conditional Reimbursement Agreement, or the Expense Support Agreement, with the Adviser. The Adviser may elect to pay certain of the Company’s expenses on its behalf, including, but not limited to, organizational and offering expenses and any of the Company’s expenses related to investor relations, outside legal counsel and other outside advisors and experts, finance, operations and administration, each, an Expense Payment, provided that no portion of the payment will be used to pay any interest expense or distribution and/or shareholder servicing fees of the Company. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to the Company in any combination of cash or other immediately available funds no later than 90 days after such commitment was made in writing, and/or offset against amounts due from us to the Adviser or its affiliates.

Following any calendar month in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to the Company’s shareholders based on distributions declared with respect to record dates occurring in such calendar month (the amount of such excess referred to as Excess Operating Funds), the Company will pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to the Company within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by the Company are referred to as a Reimbursement Payment. Available Operating Funds means the sum of (i) the Company’s net investment income (excluding organizational and offering costs and extraordinary expenses, taxes (including excise tax) and accrued capital gains incentive fees on unrealized appreciation) and (ii) the Company’s net capital gains.

For the three months ended March 31, 2025 and the year ended December 31, 2024, there were no Expense Payments that the Adviser agreed to pay, subject to reimbursement by the Company in accordance with the Expense Support Agreement. For the three months ended March 31, 2025 and the year ended December 31, 2024, the Company reimbursed the Adviser for $0 and $436, respectively, of previously waived expenses. As of March 31, 2025, there are no remaining amounts of previously waived expenses subject to recoupment.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 5. Distributions

The following tables reflect the cash distributions per share that the Company has declared on its Common Shares during the three months ended March 31, 2025 and 2024:

For the Three Months Ended March 31, 2025

Date Declared

Distribution

Record Date

Payment Date

Distribution per Share

January 10, 2025

Regular

January 31, 2025

February 26, 2025

0.25

February 11, 2025

Regular

February 28, 2025

March 27, 2025

0.25

March 10, 2025

Regular

March 31, 2025

April 28, 2025

0.25

March 10, 2025

Special

March 31, 2025

April 28, 2025

0.10

Total

0.85

For the Three Months Ended March 31, 2024

Date Declared

Distribution

Record Date

Payment Date

Distribution per Share

January 5, 2024

Regular

January 31, 2024

February 27, 2024

0.24

February 20, 2024

Regular

February 29, 2024

March 26, 2024

0.24

March 7, 2024

Regular

March 28, 2024

April 26, 2024

0.25

Total

0.73

Subject to applicable legal restrictions and the sole discretion of the Company’s Board, the Company intends to declare and pay regular cash distributions on a monthly basis. From time to time, the Company may also declare and pay special interim distributions in the form of cash or shares of its Common Shares at the discretion of the Company’s Board. These distributions have been or will be paid monthly to shareholders of record as of monthly record dates previously determined by the Company’s Board. Shareholders receive the distribution payments in cash or in Common Shares in accordance with their election under the Company’s distribution reinvestment plan. The timing and amount of any future distributions to shareholders are subject to applicable legal restrictions and the sole discretion of the Company’s Board.

The Company may fund its cash distributions to shareholders from any sources of funds legally available to it, including proceeds from the sale of Common Shares in the Private Offering, borrowings, net investment income from operations, capital gains proceeds from the sale of assets, non-capital gains proceeds from the sale of assets, and dividends or other distributions paid to the Company on account of preferred and common equity investments in portfolio companies. The Company has not established limits on the amount of funds it may use from available sources to make distributions. During certain periods, the Company’s distributions may exceed its earnings. As a result, it is possible that a portion of the distributions the Company makes may represent a return of capital. A return of capital generally is a return of a shareholder’s investment rather than a return of earnings or gains derived from the Company’s investment activities. Each year a statement on Form 1099-DIV identifying the sources of the distributions (i.e., paid from ordinary income, paid from net capital gains on the sale of securities, and/or a return of capital, which is a nontaxable distribution) will be mailed to the Company’s shareholders. There can be no assurance that the Company will be able to pay distributions at a specific rate or at all.

The following table reflects the sources of the cash distributions on a tax basis that the Company has paid on its Common Shares during the three months ended March 31, 2025 and 2024:


	Three Months Ended March 31,
	2025				2024
Source of Distribution	Distribution Amount		Percentage		Distribution Amount		Percentage
Offering proceeds	$	—	—		$	—	—
Borrowings	—		—		—		—
Net investment income(1)	26,723		100	%	6,157		94	%
Short-term capital gains proceeds from the sale of assets	—		—		410		6	%
Long-term capital gains proceeds from the sale of assets	—		—		—		—
Non-capital gains proceeds from the sale of assets	—		—		—		—
Distributions on account of preferred and common equity	—		—		—		—
Total	$	26,723	100	%	$	6,567	100	%

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 5. Distributions (continued)

________________

(1)During the three months ended March 31, 2025 and 2024, 93.7% and 97.3%, respectively, of the Company’s gross investment income was attributable to cash income earned, 1.3% and 1.4%, respectively, was attributable to non-cash accretion of discount and 5.0% and 1.3%, respectively, was attributable to paid-in-kind, or PIK, interest.

The determination of the tax attributes of the Company’s distributions is made annually as of the end of the Company’s fiscal year based upon the Company’s taxable income for the full year and distributions paid for the full year. Therefore, a determination made on a quarterly basis may not be representative of the actual tax attributes of the Company’s distributions for a full year. The actual tax characteristics of distributions to shareholders are reported to shareholders annually on Form 1099-DIV.

As of March 31, 2025 and December 31, 2024, the Company’s gross unrealized appreciation on a tax basis was $20,116 and $13,838, respectively. As of March 31, 2025 and December 31, 2024, the Company’s gross unrealized depreciation on a tax basis was $3,785 and $1,663, respectively.

The aggregate cost of the Company’s investments for U.S. federal income tax purposes totaled $1,362,522 and $1,052,681 as of March 31, 2025 and December 31, 2024, respectively. The aggregate net unrealized appreciation (depreciation) on investments on a tax basis was $17,333 and $11,392 as of March 31, 2025 and December 31, 2024, respectively. The aggregate net unrealized appreciation (depreciation) on investments on a tax basis excludes net unrealized appreciation (depreciation) from foreign currency forward contracts and foreign currency transactions.

Note 6. Investment Portfolio

The following table summarizes the composition of the Company’s investment portfolio at cost and fair value as of March 31, 2025 and December 31, 2024:


	March 31, 2025 (Unaudited)						December 31, 2024
	Amortized Cost(1)		Fair Value		Percentage of Portfolio		Amortized Cost(1)		Fair Value		Percentage of Portfolio
Senior Secured Loans—First Lien	$	1,058,008	$	1,068,542	77.5	%	$	857,958	$	865,488	81.3	%


Subordinated Debt	1,741		1,821		0.1	%	1,682		1,667		0.2	%
Asset Based Finance	302,903		309,492		22.4	%	193,223		196,918		18.5	%

Total	$	1,362,652	$	1,379,855	100.0	%	$	1,052,863	$	1,064,073	100.0	%

________________

(1)Amortized cost represents the original cost adjusted for the amortization of premiums and/or accretion of discounts, as applicable, on investments.

In general, under the 1940 Act, the Company would be presumed to “control” a portfolio company if it owned more than 25% of its voting securities or had the power to exercise control over the management or policies of such portfolio company, and would be an “affiliated person” of a portfolio company if it owned 5% or more of its voting securities.

As of March 31, 2025, the Company held investments in one portfolio company of which it is deemed to be an “affiliated person” but is not deemed to “control.” As of March 31, 2025, the Company held investments in three portfolio companies of which it is deemed to “control.” For additional information with respect to such portfolio companies, see footnotes (m) and (n) to the unaudited consolidated schedule of investments as of March 31, 2025.

As of December 31, 2024, the Company held investments in one portfolio company of which it was deemed to be an “affiliated person” but was not deemed to “control.” As of December 31, 2024, the Company held investments in three portfolio companies of which it was deemed to “control.” For additional information with respect to such portfolio companies, see footnotes (l) and (m) to the consolidated schedule of investments as of December 31, 2024.

The Company’s investment portfolio may contain loans and other unfunded arrangements that are in the form of lines of credit, revolving credit facilities, delayed draw credit facilities or other investments, which require the Company to provide funding when requested by portfolio companies in accordance with the terms of the underlying agreements. As of March 31, 2025, the Company had unfunded debt investments with aggregate unfunded commitments of $291,870 and unfunded equity/other commitments of $18,576. As of December 31, 2024, the Company had unfunded debt investments with aggregate unfunded commitments of $258,134 and unfunded equity/other commitments of $22,827. The Company maintains sufficient cash on hand and available capital in connection with undrawn commitments to fund such unfunded commitments should the need arise. For additional details regarding the

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 6. Investment Portfolio (continued)

Company’s unfunded debt investments, see the Company’s unaudited consolidated schedule of investments as of March 31, 2025 and the Company’s audited consolidated schedule of investments as of December 31, 2024.

The table below describes investments by industry classification and enumerates the percentage, by fair value, of the total portfolio assets in such industries as of March 31, 2025 and December 31, 2024:


	March 31, 2025 (Unaudited)				December 31, 2024
Industry Classification	Fair Value		Percentage of Portfolio		Fair Value		Percentage of Portfolio

Banks	$	915	0.1	%	$	1,148	0.1	%
Capital Goods	186,132		13.5	%	160,388		15.1	%
Commercial & Professional Services	229,150		16.6	%	207,960		19.6	%
Consumer Discretionary Distribution & Retail	18,053		1.3	%	6,683		0.6	%
Consumer Durables & Apparel	10,451		0.8	%	9,409		0.9	%
Consumer Services	62,320		4.5	%	59,984		5.6	%
Consumer Staples Distribution & Retail	16,253		1.2	%	16,427		1.6	%


Equity Real Estate Investment Trusts (REITs)	21,221		1.5	%	20,676		1.9	%
Financial Services	138,480		10.0	%	96,682		9.1	%
Food, Beverage & Tobacco	21,758		1.6	%	—		—
Health Care Equipment & Services	188,939		13.7	%	157,954		14.9	%

Insurance	92,076		6.7	%	92,396		8.7	%
Materials	28,392		2.0	%	21,447		2.0	%

Pharmaceuticals, Biotechnology & Life Sciences	43,637		3.2	%	34,250		3.2	%
Real Estate Management & Development	66,485		4.8	%	43,784		4.1	%

Software & Services	163,704		11.9	%	78,631		7.4	%
Technology Hardware & Equipment	266		0.0	%	264		0.0	%

Transportation	90,140		6.5	%	54,412		5.1	%
Utilities	1,483		0.1	%	1,578		0.1	%
Total	$	1,379,855	100.0	%	$	1,064,073	100.0	%

Note 7. Financial Instruments

The following is a summary of the fair value and location of the Company’s derivative instruments not designated as a qualifying hedge accounting relationship in the consolidated statements of assets and liabilities held as of March 31, 2025 and December 31, 2024:


Derivative Instrument	Statement Location	March 31, 2025 (Unaudited)		December 31, 2024
Foreign currency forward contracts	Unrealized appreciation on foreign currency forward contracts	$	73	$	200
Foreign currency forward contracts	Unrealized depreciation on foreign currency forward contracts	(21)		—
Total		$	52	$	200

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 7. Financial Instruments (continued)

Net realized and unrealized gains and losses on derivative instruments not designated as a qualifying hedge accounting relationship recorded by the Company for the three months ended March 31, 2025 and 2024 are in the following locations in the unaudited consolidated statements of operations:


		Three Months Ended March 31,
Derivative Instrument	Statement Location	2025		2024
Foreign currency forward contracts	Net realized gain (loss) on foreign currency forward contracts	$	—	$	—
Foreign currency forward contracts	Net change in unrealized appreciation (depreciation) on foreign currency forward contracts	(148)		—
Total		$	(148)	$	—

Offsetting of Derivative Instruments

The Company has derivative instruments that are subject to master netting agreements. These agreements include provisions to offset positions with the same counterparty in the event of default by one of the parties. The Company’s unrealized appreciation and depreciation on derivative instruments are reported as gross assets and liabilities, respectively, in the consolidated statements of assets and liabilities. The following tables present the Company’s assets and liabilities related to derivatives by counterparty, net of amounts available for offset under a master netting arrangement and net of any collateral received or pledged by the Company for such assets and liabilities as of March 31, 2025 and December 31, 2024:


	As of March 31, 2025 (Unaudited)
Counterparty	Derivative Assets Subject to Master Netting Agreement		Derivatives Available for Offset		Non-cash Collateral Received(1)		Cash Collateral Received(1)		Net Amount of Derivative Assets(2)
Goldman Sachs Bank USA	$	73	$	(21)	$	—	$	—	$	52

Total	$	73	$	(21)	$	—	$	—	$	52
Counterparty	Derivative Liabilities Subject to Master Netting Agreement		Derivatives Available for Offset		Non-cash Collateral Pledged(1)		Cash Collateral Pledged(1)		Net Amount of Derivative Liabilities(3)
Goldman Sachs Bank USA	$	(21)	$	21	$	—	$	—	$	—

Total	$	(21)	$	21	$	—	$	—	$	—


	As of December 31, 2024
Counterparty	Derivative Assets Subject to Master Netting Agreement		Derivatives Available for Offset		Non-cash Collateral Received(1)		Cash Collateral Received(1)		Net Amount of Derivative Assets(2)
Goldman Sachs Bank USA	$	200	$	—	$	—	$	—	$	200

Total	$	200	$	—	$	—	$	—	$	200
Counterparty	Derivative Liabilities Subject to Master Netting Agreement		Derivatives Available for Offset		Non-cash Collateral Pledged(1)		Cash Collateral Pledged(1)		Net Amount of Derivative Liabilities(3)
Goldman Sachs Bank USA	$	—	$	—	$	—	$	—	$	—

Total	$	—	$	—	$	—	$	—	$	—

________________

(1)In some instances, the actual amount of the collateral received and/or pledged may be more than the amount shown due to overcollateralization.

(2)Net amount of derivative assets represents the net amount due from the counterparty to the Company.

(3)Net amount of derivative liabilities represents the net amount due from the Company to the counterparty.

Foreign Currency Forward Contracts

The Company may enter into foreign currency forward contracts from time to time to facilitate settlement of purchases and sales of investments denominated in foreign currencies and to economically hedge the impact that an adverse change in foreign exchange rates would have on the value of the Company’s investments denominated in foreign currencies. A foreign currency forward contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate. These contracts are

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 7. Financial Instruments (continued)

marked-to-market by recognizing the difference between the contract forward exchange rate and the forward market exchange rate on the last day of the period presented as unrealized appreciation or depreciation. Realized gains or losses are recognized when forward contracts are settled. Risks arise as a result of the potential inability of the counterparties to meet the terms of their contracts. The Company attempts to limit counterparty risk by only dealing with well-known counterparties.

The average notional balance of foreign currency forward contracts during the three months ended March 31, 2025 and 2024 were $5,068 and $0, respectively.

Note 8. Fair Value of Financial Instruments

Under existing accounting guidance, fair value is defined as the price that the Company would receive upon selling an investment or would pay to transfer a liability in an orderly transaction to a market participant in the principal or most advantageous market for the investment. This accounting guidance emphasizes valuation techniques that maximize the use of observable market inputs and minimize the use of unobservable inputs. Inputs refer broadly to the assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the assumptions market participants would use in pricing an asset or liability developed based on the best information available in the circumstances. The Company classifies the inputs used to measure these fair values into the following hierarchy as defined by current accounting guidance:

Level 1: Inputs that are quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs that are quoted prices for similar assets or liabilities in active markets.

Level 3: Inputs that are unobservable for an asset or liability.

A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

As of March 31, 2025 and December 31, 2024, the Company’s investments were categorized as follows in the fair value hierarchy:


Valuation Inputs	March 31, 2025 (Unaudited)		December 31, 2024
Level 1—Price quotations in active markets	$	—	$	—
Level 2—Significant other observable inputs	51,659		41,655
Level 3—Significant unobservable inputs	1,328,196		1,022,418
	$	1,379,855	$	1,064,073

In addition, the Company had foreign currency forward contracts, as described in Note 7, which were categorized as Level 2 in the fair value hierarchy as of March 31, 2025 and December 31, 2024.

The Board is responsible for overseeing the valuation of the Company’s portfolio investments at fair value as determined in good faith pursuant to the Adviser’s valuation policy. The Board has designated the Adviser as the Company’s valuation designee, with day-to-day responsibility for implementing the portfolio valuation process set forth in the Adviser’s valuation policy.

The Company’s investments consist primarily of debt investments that were acquired directly from the issuer. Debt investments, for which broker quotes are not available, are valued by independent valuation firms, which determine the fair value of such investments by considering, among other factors, the borrower’s ability to adequately service its debt, prevailing interest rates for like investments, expected cash flows, call features, anticipated repayments and other relevant terms of the investments. Except as described below, all of the Company’s equity/other investments are also valued by independent valuation firms, which determine the fair value of such investments by considering, among other factors, contractual rights ascribed to such investments, as well as various income scenarios and multiples of earnings before interest, taxes, depreciation and amortization, or EBITDA, cash flows, net income, revenues or, in limited instances, book value or liquidation value. An investment that is newly issued and purchased near the date of the financial statements is valued at cost if the Adviser determines that the cost of such investment is the best indication of its fair value. Such investments described above are typically classified as Level 3 within the fair value hierarchy. Investments that are traded on an active public market are valued at their closing price as of the date of the financial statements and are classified as Level 1

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 8. Fair Value of Financial Instruments (continued)

within the fair value hierarchy. Except as described above, the Adviser typically values the Company’s other investments by using the midpoint of the prevailing bid and ask prices from dealers on the date of the relevant period end, which are provided by independent third-party pricing services and screened for validity by such services and are typically classified as Level 2 within the fair value hierarchy.

The Adviser periodically benchmarks the bid and ask prices it receives from the third-party pricing services and/or dealers and independent valuation firms, as applicable, against the actual prices at which the Company purchases and sells its investments. Based on the results of the benchmark analysis and the experience of the Company’s management in purchasing and selling these investments, the Adviser believes that these prices are reliable indicators of fair value. The Adviser reviewed and approved the valuation determinations made with respect to these investments in a manner consistent with the Adviser’s valuation policy.

The following is a reconciliation of investments for which significant unobservable inputs (Level 3) were used in determining fair value for the three months ended March 31, 2025 and 2024:


	For the Three Months Ended March 31, 2025
	Senior Secured Loans—First Lien		Subordinated Debt		Asset Based Finance		Total
Fair value at beginning of period	$	865,488	$	1,667	$	155,263	$	1,022,418
Accretion of discount (amortization of premium)	328		(1)		130		457
Net realized gain (loss)	3		—		(34)		(31)
Net change in unrealized appreciation (depreciation)	3,004		95		2,341		5,440
Purchases	211,812		—		113,401		325,213
Paid-in-kind interest	511		60		1,061		1,632
Sales and repayments	(12,604)		—		(14,329)		(26,933)
Transfers into Level 3	—		—		—		—
Transfers out of Level 3	—		—		—		—
Fair value at end of period	$	1,068,542	$	1,821	$	257,833	$	1,328,196
The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized gains or losses relating to investments still held at the reporting date	$	3,133	$	95	$	2,341	$	5,569


	For the Three Months Ended March 31, 2024
	Senior Secured Loans—First Lien		Subordinated Debt		Asset Based Finance		Total
Fair value at beginning of period	$	204,314	$	961	$	57,041	$	262,316
Accretion of discount (amortization of premium)	135		1		30		166
Net realized gain (loss)	(13)		—		(11)		(24)
Net change in unrealized appreciation (depreciation)	1,451		—		485		1,936
Purchases	164,442		485		29,940		194,867
Paid-in-kind interest	101		49		—		150
Sales and repayments	(10,509)		—		(4,526)		(15,035)
Transfers into Level 3	—		—		—		—
Transfers out of Level 3	—		—		—		—
Fair value at end of period	$	359,921	$	1,496	$	82,959	$	444,376
The amount of total gains or losses for the period included in changes in net assets attributable to the change in unrealized gains or losses relating to investments still held at the reporting date	$	1,451	$	—	$	485	$	1,936

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 8. Fair Value of Financial Instruments (continued)

The valuation techniques and significant unobservable inputs used in recurring Level 3 fair value measurements as of March 31, 2025 and December 31, 2024 were as follows:

Type of Investment

Fair Value at March 31, 2025

(Unaudited)

Valuation
Technique

Unobservable
Input

Range (Weighted Average)

Impact to Valuation from an Increase in Input(1)

Senior Debt

983,401

Discounted Cash Flow

Discount Rate

8.1% - 13.2% (9.4%)

Decrease

84,303

Cost(2)

838

Other(3)

Subordinated Debt

1,821

Discounted Cash Flow

Discount Rate

14.4% - 14.4% (14.4%)

Decrease

Asset Based Finance

198,760

Discounted Cash Flow

Discount Rate

4.7% - 41.6% (9.5%)

Decrease

48,622

Cost(2)

10,451

Other(3)

Total

1,328,196

Type of Investment

Fair Value at December 31, 2024

Valuation
Technique

Unobservable
Input

Range (Weighted Average)

Impact to Valuation from an Increase in Input(1)

Senior Debt

855,090

Discounted Cash Flow

Discount Rate

7.6% - 11.4% (9.5%)

Decrease

10,398

Cost(2)

Subordinated Debt

1,667

Discounted Cash Flow

Discount Rate

15.4% - 15.4% (15.4%)

Decrease

Asset Based Finance

139,551

Discounted Cash Flow

Discount Rate

4.8% - 41.7% (9.9%)

Decrease

3,516

Waterfall

EBITDA Multiple

1.1x - 1.1x (1.1x)

Increase

12,196

Cost(2)

Total

1,022,418

________________

(1)Represents the directional change in the fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the input would have the opposite effect. Significant changes in these inputs in isolation could result in significantly higher or lower fair value measurements.

(2)Fair value was determined based on recent transaction pricing with no material changes in operations of the related portfolio company since the transaction date.

(3)Fair value based on expected outcome of proposed corporate transactions and/or other factors.

Note 9. Financing Arrangements

In accordance with the 1940 Act, the Company is allowed to borrow amounts such that its asset coverage, as calculated pursuant to the 1940 Act, equals at least 150% after such borrowing. As of March 31, 2025, the aggregate amount outstanding of the senior securities issued by the Company was $427,241. As of March 31, 2025, the Company’s asset coverage was 331%.

The following tables present summary information with respect to the Company’s outstanding financing arrangements as of March 31, 2025 and December 31, 2024. For additional information regarding these financing arrangements, see the notes to the Company’s audited consolidated financial statements contained in its annual report on Form 10-K for the year ended December 31, 2024. Any significant changes to the Company’s financing arrangements during the three months ended March 31, 2025 are discussed below.

As of March 31, 2025 (Unaudited)

Arrangement

Type of Arrangement

Rate

Amount
Outstanding

Amount
Available

Maturity Date

Senior Secured Revolving Credit Facility(1)

Revolving Credit Facility

SOFR+2.125%(2)

82,741

(3)

67,259

July 19, 2028

K-FIT AB-1 Credit Facility(1)

Revolving Credit Facility

SOFR+2.25%(2)

250,000

—

October 10, 2028

K-FIT CO-1 Credit Facility(1)

Revolving Credit Facility

SOFR+2.15%(2)

94,500

155,500

March 4, 2030

Total

427,241

222,759

________________

(1)The carrying amount outstanding under the facility approximates its fair value.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 9. Financing Arrangements (continued)

(2)The benchmark rate is subject to a 0% floor.

(3)Amount includes borrowing in Euros and pounds sterling. Euro balance outstanding of €9,250 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.08 as of March 31, 2025. Pounds sterling balance outstanding of £43,250 has been converted to U.S. dollars at an exchange rate of £1.00 to $1.29 as of March 31, 2025 to reflect total amount outstanding in U.S. dollars.


	As of December 31, 2024
Arrangement	Type of Arrangement	Rate	Amount Outstanding			Amount Available		Maturity Date
Senior Secured Revolving Credit Facility(1)	Revolving Credit Facility	SOFR+2.125%(2)	$	40,855	(3)	$	109,145	July 19, 2028
K-FIT AB-1 Credit Facility(1)	Revolving Credit Facility	SOFR+2.25%(2)	188,500			61,500		October 10, 2028
Total			$	229,355		$	170,645

________________

(1)The carrying amount outstanding under the facility approximates its fair value.

(2)The benchmark rate is subject to a 0% floor.

(3)Amount includes borrowing in Canadian dollars, Euros and pounds sterling. Canadian dollar balance outstanding of C$500 has been converted to U.S. dollars at an exchange rate of C$1.00 to $0.69 as of December 31, 2024. Euro balance outstanding of €6,500 has been converted to U.S. dollars at an exchange rate of €1.00 to $1.04 as of December 31, 2024. Pounds sterling balance outstanding of £15,000 has been converted to U.S. dollars at an exchange rate of £1.00 to $1.25 as of December 31, 2024 to reflect total amount outstanding in U.S. dollars.

For the three months ended March 31, 2025 and 2024, the components of total interest expense for the Company’s financing arrangements were as follows:


	Three Months Ended March 31,
	2025						2024
Arrangement(1)	Direct Interest Expense(2)		Amortization of Deferred Financing Costs		Total Interest Expense		Direct Interest Expense(2)		Amortization of Deferred Financing Costs		Total Interest Expense
Senior Secured Revolving Credit Facility	$	1,209	$	109	$	1,318	$	754	$	91	$	845
K-FIT AB-1 Credit Facility	3,668		186		3,854		1,014		137		1,151
K-FIT CO-1 Credit Facility	437		31		468		—		—		—
Total	$	5,314	$	326	$	5,640	$	1,768	$	228	$	1,996

________________

(1)Borrowings of each of the Company’s wholly-owned, special-purpose financing subsidiaries are considered borrowings of the Company for purposes of complying with the asset coverage requirements applicable to BDCs under the 1940 Act.

(2)Direct interest expense includes the effect of non-usage fees.

The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the three months ended March 31, 2025 were $316,326 and 6.72%, respectively. As of March 31, 2025, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 6.66%.

The Company’s average borrowings and weighted average interest rate, including the effect of non-usage fees, for the three months ended March 31, 2024 were $62,418 and 11.35%, respectively. As of March 31, 2024, the Company’s weighted average effective interest rate on borrowings, including the effect of non-usage fees, was 10.47%.

Under its financing arrangements, the Company has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements. The Company was in compliance with all covenants required by its financing arrangements as of March 31, 2025.

K-FIT CO-1 Credit Facility

On March 4, 2025, K-FIT Finance CO-1 LLC, or K-FIT CO-1, a wholly-owned, special purpose financing subsidiary of the Company, entered into a revolving credit facility, or the K-FIT CO-1 Credit Facility, pursuant to a Loan, Security and Servicing Agreement, or the Loan Agreement, by and among K-FIT CO-1, as borrower, the Company, as servicer, Capital One, National Association, or Capital One, as administrative agent, hedge counterparty and swingline lender, each of the lenders from time to time party thereto, and Computershare Trust Company, N.A., as collateral administrator and collateral custodian.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 9. Financing Arrangements (continued)

The K-FIT CO-1 Credit Facility provides for, among other things, borrowings in U.S. dollars, Australian dollars, Canadian dollars, Euros and British pound sterling in an initial aggregate amount of up to $250,000, with an option for K-FIT CO-1 to elect at one or more times, subject to certain conditions, including the consent of Capital One, to increase the maximum committed amount up to $350,000.

The revolving period during which K-FIT CO-1 is permitted to borrow, repay and re-borrow advances will terminate on March 4, 2028. Advances under the K-FIT CO-1 Credit Facility are subject to satisfaction of certain conditions, including maintenance of the required borrowing base. Any amounts borrowed under the K-FIT CO-1 Credit Facility will mature, and all accrued and unpaid interest thereunder will be due and payable, on March 4, 2030.

Note 10. Commitments and Contingencies

On August 2, 2022, and as amended and restated on May 9, 2024, and further amended on March 24, 2025, the Company entered into a facility agreement, or the Cliffwater Facility Agreement, with Cliffwater Corporate Lending Fund, or Cliffwater, and CCLF Holdings (D13) LLC, or CCLF Sub, and together with Cliffwater, individually and collectively, the Financing Provider, each an unaffiliated third party, to acquire portfolio investments from time to time by purchasing all or a portion of certain investments owned and held by the Financing Provider at the Company’s or the Financing Provider’s request pursuant to the terms and provisions of the Cliffwater Facility Agreement, or the Warehousing Transaction. The Cliffwater Facility Agreement creates a forward obligation of the Financing Provider to sell, and a forward obligation of the Company or its designee to purchase, all or a portion of certain investments owned and held by the Financing Provider at the Company’s or the Financing Provider’s request pursuant to the terms and conditions of the Cliffwater Facility Agreement. Prior to the date on which (i) an insolvency proceeding is commenced by the Company or (ii) an insolvency proceeding is commenced against the Company and is not dismissed or stayed within 60 days, the Company’s obligation to purchase such investments is conditional upon satisfying certain conditions, including that the Company has called and received cash funding from subscriptions in an aggregate amount of at least $1.4 billion, such condition, the Capital Condition.

During the three months ended March 31, 2025, the Company purchased investments, including unfunded commitments, with a cost of $14,924 from the Financing Provider. As of March 31, 2025, $0 of these purchases are included in payable for investments purchased in the unaudited consolidated statement of assets and liabilities. For the period from April 1, 2025 through May 9, 2025, there were no investments purchased by the Company from the Financing Provider.

As of March 31, 2025, the conditions precedent to the Company’s obligation to purchase any additional investments from the Financing Provider had not been met. The Company did not hold any beneficial interest in the warehouse.

The Company enters into contracts that contain a variety of indemnification provisions. The Company’s maximum exposure under these arrangements is unknown; however, the Company has not had prior claims or losses pursuant to these contracts. The Adviser has reviewed the Company’s existing contracts and expects the risk of loss to the Company to be remote.

The Company is not currently subject to any material legal proceedings and, to the Company’s knowledge, no material legal proceedings are threatened against the Company. From time to time, the Company may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of the Company’s rights under contracts with its portfolio companies. While the outcome of these legal proceedings cannot be predicted with certainty, the Company does not expect that any such proceedings will have a material effect upon its financial condition or results of operations.

Unfunded commitments to provide funds to portfolio companies are not recorded in the Company’s consolidated statements of assets and liabilities. Since these commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. The Company has sufficient liquidity to fund these commitments. As of March 31, 2025, the Company’s unfunded commitments consisted of the following:


Category / Company(1)	Commitment Amount
Senior Secured Loans—First Lien
Apex Service Partners LLC	$	575
Apex Service Partners LLC	931
Arcfield Acquisition Corp	1,375
Area Wide Protective Inc	2,769
Avetta LLC	1,146

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 10. Commitments and Contingencies (continued)


Category / Company(1)	Commitment Amount
Avetta LLC	$	1,605
Bonterra LLC	3,556
Bonterra LLC	2,976
Cadence Education LLC	1,412
Cadence Education LLC	1,440
Cambrex Corp	2,160
Cambrex Corp	1,890
Carrier Fire Protection	1,599
Carrier Fire Protection	2,056
Carrier Fire Protection	113
Clarience Technologies LLC	3,796
Clarience Technologies LLC	1,464
CLEAResult Consulting Inc	3,108
CLEAResult Consulting Inc	999
Community Brands Inc	932
Community Brands Inc	2,047
CSafe Global	86
Dental365 LLC	1,995
Dental365 LLC	3,068
DOXA Insurance Holdings LLC	1,085
DOXA Insurance Holdings LLC	184
DOXA Insurance Holdings LLC	838
DuBois Chemicals Inc	2,138
DuBois Chemicals Inc	2,138
Frontline Road Safety LLC	7,005
Frontline Road Safety LLC	4,151
Galway Partners Holdings LLC	618
Granicus Inc	46
Granicus Inc	1,339
Heritage Environmental Services Inc	2,797
Heritage Environmental Services Inc	276
Highgate Hotels Inc	987
Homrich & Berg Inc	1,274
Horizon CTS Buyer LLC	2,302
Horizon CTS Buyer LLC	2,647
Individual FoodService	514
Inhabit IQ	1,192
Inhabit IQ	745
Insightsoftware.Com Inc	913
Insightsoftware.Com Inc	889
Integrity Marketing Group LLC	6,056
Integrity Marketing Group LLC	16,915
J S Held LLC	1,588
J S Held LLC	3,375
Lazer Logistics Inc	912

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 10. Commitments and Contingencies (continued)


Category / Company(1)	Commitment Amount
Lazer Logistics Inc	$	1,918
Legends Hospitality LLC	1,075
Legends Hospitality LLC	1,005
Magna Legal Services LLC	849
Magna Legal Services LLC	956
MAI Capital Management LLC	3,164
MAI Capital Management LLC	1,493
MB2 Dental Solutions LLC	4,295
MB2 Dental Solutions LLC	1,882
Mercer Advisors Inc	7,802
Model N Inc	2,664
Model N Inc	1,421
Netsmart Technologies Inc	4,236
Netsmart Technologies Inc	4,343
OEConnection LLC	1,597
OEConnection LLC	1,376
PCI Pharma Services	6,510
PCI Pharma Services	1,235
PSC Group	103
PSC Group	332
Radwell International LLC	1,330
Radwell International LLC	9,233
Revere Superior Holdings Inc	477
Revere Superior Holdings Inc	535
Rialto Capital Management LLC	362
Rockefeller Capital Management LP	3,427
Service Express Inc	2,555
Service Express Inc	1,865
Shaw Development LLC	2,049
Spins LLC	1,636
Spins LLC	1,063
Spotless Brands LLC	2,499
STV Group Inc	1,086
STV Group Inc	1,974
SureScripts LLC	5,938
Turnpoint Services Inc	582
Turnpoint Services Inc	1,108
USIC Holdings Inc	1,094
USIC Holdings Inc	1,387
Veriforce LLC	1,170
Veriforce LLC	935
Vermont Information Processing Inc	3,804
Vermont Information Processing Inc	1,141
Vitu	3,598
Wealth Enhancement Group LLC	298

Table of Contents

KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 10. Commitments and Contingencies (continued)


Category / Company(1)	Commitment Amount
Woolpert Inc	$	3,102
Woolpert Inc	5,195
Zeus Industrial Products Inc	3,244
Zeus Industrial Products Inc	2,826
Asset Based Finance
Altitude II IRL WH Borrower DAC, Revolver	51
Bausch Health Cos Inc, Revolver	18,750
Curia Global Inc, Revolver	10,333
Florida Food Products LLC	923
Fortna Group Inc, Revolver	6,271
GreenSky Holdings LLC, Term Loan	374
Opendoor Labs Inc, Structured Mezzanine	4,130
Powin Energy Corp/NV, Revolver	10,761
TalkTalk Telecom Group Ltd, Revolver	3,284
Trinseo Materials Operating SCA / Trinseo Materials Finance Inc, Revolver	1,707
Tropicana Products Inc, Revolver	2,389
Vietjet Aviation JSC, Term Loan	10,163
Weber-Stephen Products LLC, Revolver	2,943
Total	$	291,870
Unfunded Equity/Other commitments	$	18,576

____________________

(1)May be commitments to one or more entities affiliated with the named company.

As of March 31, 2025, the Company’s debt commitments are comprised of $142,645 revolving credit facilities and $149,225 delayed draw term loans, which generally are used for acquisitions or capital expenditures and are subject to certain performance tests. Such unfunded debt commitments have a fair value representing unrealized appreciation (depreciation) of $453. The Company’s unfunded Equity/Other commitments generally require certain conditions to be met or actual approval from the Adviser prior to funding.

While the Company does not expect to fund all of its unfunded commitments, there can be no assurance that it will not be required to do so.

In the normal course of business, the Company may enter into guarantees on behalf of portfolio companies. Under such arrangements, the Company would be required to make payments to third parties if the portfolio companies were to default on their related payment obligations. The Company had no such guarantees outstanding at March 31, 2025 and December 31, 2024.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 11. Financial Highlights

The following is a schedule of financial highlights of the Company for the three months ended March 31, 2025 and 2024:


	Three Months Ended March 31,
	2025			2024
Per Share Data:
Net asset value, beginning of period	$	29.56		$	28.84
Results of operations
Net investment income (loss)(1)	0.81			0.83
Net realized gain (loss) and unrealized appreciation (depreciation)(2)	0.12			0.25
Net increase (decrease) in net assets resulting from operations	0.93			1.08
Shareholder distributions(3)
Distributions from net investment income	(0.85)			(0.73)

Net decrease in net assets resulting from shareholder distributions	(0.85)			(0.73)
Capital share transactions
Issuance of Common Shares(4)	—			—




Net increase (decrease) in net assets resulting from capital share transactions	—			—
Net asset value, end of period	$	29.64		$	29.19
Shares outstanding, end of period	33,251,680			10,028,030
Total return based on net asset value(5)	3.17		%	3.74		%
Ratio/Supplemental Data:
Net assets, end of period	$	985,683		$	292,685
Ratio of net investment income to average net assets(6)	11.05		%	11.39		%

Ratio of total operating expenses to average net assets(6)	5.67		%	8.89		%
Ratio of waived expenses to average net assets(6)	(2.61)		%	(2.81)		%
Ratio of net operating expenses to average net assets(6)	3.06		%	6.08		%
Portfolio turnover(7)	2.22		%	4.95		%
Total amount of senior securities outstanding, exclusive of treasury securities	$	427,241		$	86,611
Asset coverage per unit(8)	3.31			4.38

____________________

(1)The per share data was derived by using the weighted average shares outstanding during the applicable period.

(2)The amount shown at this caption is the balancing figure derived from the other figures in the schedule. The amount shown at this caption for a share

outstanding throughout the period may not agree with the change in the aggregate gains and losses in portfolio securities for the period because of the

timing of sales of the Company’s Common Shares in relation to fluctuating market values for the portfolio.

(3)The per share data for distributions reflect the actual amount of distributions declared per share during the applicable period.

(4)The issuance of Common Shares on a per share basis reflects the incremental net asset value changes as a result of the issuance of Common Shares in connection with the Seed Contribution. The issuance of Common Shares at a price that is less than the net asset value per share results in a decrease in net asset value per share.

(5)The total return based on NAV for each period presented was calculated based on the change in NAV per share during the applicable period, assuming the reinvestment of all distributions that were declared during the period at the Company’s most recent available NAV per share for such shares at the time the distribution was payable. Total return based on NAV does not consider the effect of any sales commissions or charges that may be incurred in connection with the sale of Common Shares. The historical calculation of total return based on NAV in the table should not be considered a representation of the Company’s future total return based on NAV, which may be greater or less than the return shown in the table due to a number of factors, including the Company’s ability or inability to make investments in companies that meet its investment criteria, the interest rates payable on the debt securities the Company acquires, the level of the Company’s expenses, variations in and the timing of the recognition of realized and unrealized gains or losses, the degree to which the Company encounters competition in its markets and general economic conditions. As a result of these factors, results for any previous period should not be relied upon as being indicative of performance in future periods. The total return calculations set forth above represent the total return on the Company’s investment portfolio during the applicable period and do not represent an actual return to shareholders.

(6)Weighted average net assets during the applicable period are used for this calculation. Ratios for the three months ended March 31, 2025 and 2024 are annualized, with the exception of capital gains incentive fees and recoupment of previously waived expenses. Annualized ratios for the three months ended March 31, 2025 are not necessarily indicative of the ratios that may be expected for the year ending December 31, 2025. The following is a schedule of supplemental ratios for the three months ended March 31, 2025 and 2024:


	Three Months Ended March 31,
	2025		2024
Ratio of accrued capital gains incentive fees to average net assets	0.06	%	0.10	%

Ratio of interest expense to average net assets	2.45	%	3.05	%

(7)Portfolio turnover for the three months ended March 31, 2025 and 2024 are not annualized.

(8)Asset coverage per unit is the ratio of the carrying value of the Company’s total consolidated assets, less liabilities and indebtedness not represented by senior securities, to the aggregate amount of senior securities representing indebtedness.

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KKR FS Income Trust

Notes to Unaudited Consolidated Financial Statements (continued)

(in thousands, except share and per share amounts)

Note 12. Segment Reporting

The Company operates through a single operating and reporting segment with an investment objective to generate current income and, to a lesser extent, long-term capital appreciation. The chief operating decision maker, or CODM, is comprised of the Company’s chief executive officer and chief investment officer. The CODM assesses the performance and makes operating decisions of the Company on a consolidated basis primarily based on the Company’s net increase in shareholders’ equity resulting from operations, or net income. In addition to numerous other factors and metrics, the CODM utilizes net income as a key metric in determining the amount of dividends to be distributed to the Company’s shareholders. As the Company’s operations comprise of a single reporting segment, the segment assets are reflected on the accompanying consolidated statements of assets and liabilities as “total assets” and the significant segment expenses are listed on the accompanying consolidated statements of operations.

Note 13. Subsequent Events

Distributions

On April 14, 2025, the Board declared a distribution of $0.25 per Common Share, payable on or about May 28, 2025 to shareholders of record as of the close of business on April 30, 2025. Additionally, on May 9, 2025, the Board declared a distribution of $0.25 per Common Share, payable on or about June 26, 2025 to shareholders of record as of the close of business on May 30, 2025. Shareholders may receive the distribution payments in cash or in Common Shares in accordance with their election under the Company’s distribution reinvestment plan.

Private Offering Closings

On April 1, 2025, the Company issued and sold 2,350,571 Common Shares in the Private Offering (with the final number of Common Shares issued being determined on April 22, 2025) pursuant to Subscription Agreements entered into with the participating investors for aggregate consideration of $69,671.

On May 1, 2025, the Company issued and sold Common Shares in the Private Offering pursuant to Subscription Agreements entered into with the participating investors for aggregate consideration of $36,217. The final number of Common Shares issued as of May 1, 2025 in connection with the monthly closing will be determined at a later date in connection with the Company’s determination of its net asset value per Common Share as of April 30, 2025.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

(in thousands, except share and per share amounts and percentages)

The information contained in this section should be read in conjunction with our unaudited consolidated financial statements and related notes thereto appearing elsewhere in this quarterly report on Form 10-Q. In this report, “we,” “us,” “our” and the “Company” refer to KKR FS Income Trust and the “Adviser” refers to FS/KKR Advisor, LLC.

Forward-Looking Statements

Some of the statements in this quarterly report on Form 10-Q constitute forward-looking statements because they relate to future events or our future performance or financial condition. The forward-looking statements contained in this quarterly report on Form 10-Q may include statements as to:

•our future operating results;

•our business prospects and the prospects of the companies in which we may invest;

•the impact of the investments that we expect to make;

•the ability of our portfolio companies to achieve their objectives;

•our current and expected financings and investments;

•changes in the general interest rate environment;

•the elevated levels of inflation, and its impact on our portfolio companies and on the industries in which we invest;

•the adequacy of our cash resources, financing sources and working capital;

•the timing and amount of cash flows, distributions and dividends, if any, from our portfolio companies;

•our contractual arrangements and relationships with third parties;

•actual and potential conflicts of interest with the other funds managed by the Adviser, FS Investments, KKR Credit or any of their respective affiliates;

•the dependence of our future success on the general economy and its effect on the industries in which we may invest;

•general economic, political and industry trends and other external factors, including uncertainty surrounding the financial and political stability of the United States and other countries;

•our use of financial leverage;

•the ability of the Adviser to locate suitable investments for us and to monitor and administer our investments;

•the ability of the Adviser or its affiliates to attract and retain highly talented professionals;

•our ability to maintain our qualification as a RIC and as a BDC;

•the impact on our business of U.S. and international financial reform legislation, rules and regulations;

•the effect of changes to tax legislation on us and the portfolio companies in which we may invest and our and their tax position; and

•the tax status of the enterprises in which we may invest.

Words such as “anticipate,” “believe,” “expect” and “intend” indicate a forward-looking statement, although not all forward-looking statements include these words. The forward-looking statements contained in this quarterly report on Form 10-Q are not guarantees of future performance and are subject to risks, uncertainties and other factors, some of which are beyond our control and difficult to predict and could cause our actual results to differ materially from those expressed or forecasted in the forward-looking statements. Factors that could cause actual results to differ materially include changes relating to those set forth above and the following, among others:

•changes in the economy;

•geo-political risks;

•risks associated with possible disruption in our operations or the economy generally due to terrorism, natural disasters or pandemics; and

•future changes in laws or regulations and conditions in our operating areas.

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We have based the forward-looking statements included in this quarterly report on Form 10-Q on information available to us on the date of this quarterly report on Form 10-Q. Shareholders should not place undue reliance on these forward-looking statements. Except as required by the federal securities laws, we undertake no obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise. Shareholders are advised to consult any additional disclosures that we may make directly to shareholders or through reports that we may file in the future with the SEC, including annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. The forward-looking statements and projections contained in this quarterly report on Form 10-Q are excluded from the safe harbor protection provided by Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Exchange Act.

Overview

We are an externally managed, non-diversified, closed-end management investment company that has elected to be regulated as a BDC under the 1940 Act. Formed as a Delaware statutory trust on February 4, 2022, we are externally managed by the Adviser, which manages our day-to-day operations and provides us with investment advisory and administrative services pursuant to the terms of the Advisory Agreement and the Administration Agreement. The Adviser is registered as an investment adviser with the SEC. We have elected to be treated for U.S. federal income tax purposes, and intend to qualify annually, as a RIC under Subchapter M of the Code. We commenced operations concurrent with the initial closing on the Seed Contribution on July 25, 2022.

The Adviser oversees (subject to the oversight of the Board, a majority of whom are not “interested persons,” as defined in Section 2(a)(19) of the 1940 Act) the management of our operations and is responsible for making investment decisions with respect to our portfolio pursuant to the terms of the Advisory Agreement. Under the Advisory Agreement, we have agreed to pay the Adviser an annual management fee, or the Base Management Fee, as well as an incentive fee, or the Incentive Fee, based on our investment performance.

We are conducting the continuous Private Offering of our Common Shares in reliance on exemptions from the registration requirements of the Securities Act, including the exemption provided by Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder, Regulation S under the Securities Act and other exemptions from the registration requirements of the Securities Act.

Investments

Our investment objectives are to generate current income and, to a lesser extent, long-term capital appreciation. We seek to meet our investment objectives by:

•utilizing the experience and expertise of the management team of the Adviser;

•employing a defensive investment approach focused on long-term credit performance and preservation of principal;

•focusing primarily on debt investments in a broad array of private U.S. companies, including middle-market companies, which we define as companies with annual EBITDA of $50 million to $150 million at the time of investment;

•investing primarily in established, stable enterprises with positive cash flows; and

•maintaining rigorous portfolio monitoring in an attempt to anticipate and pre-empt negative credit events within our portfolio, such as an event of insolvency, liquidation, dissolution, reorganization or bankruptcy of a portfolio company.

We pursue our investment objective by investing primarily in the debt of private middle market U.S. companies with a focus on originated transactions sourced through the network of the Adviser and its affiliates. We define direct originations as any investment where our investment adviser or its affiliates had negotiated the terms of the transaction beyond just the price, which, for example, may include negotiating financial covenants, maturity dates or interest rate terms. These directly originated transactions include participation in other originated transactions where there may be third parties involved, or a bank acting as an intermediary, for a closely held club, or similar transactions.

See “Item 1. Business - Investment Objectives and Strategy” in the annual report on Form 10-K for the year ended December 31, 2024 filed with the SEC for more information.

Revenues

The principal measure of our financial performance is net change in net assets resulting from operations, which includes net investment income, net realized gain or loss on investments, net realized gain or loss on foreign currency, net unrealized appreciation or depreciation on investments and net unrealized gain or loss on foreign currency. Net investment income is the difference between our income from interest, dividends, fees and other investment income and our operating and other expenses. Net realized gain or loss on investments is the difference between the proceeds received from dispositions of portfolio investments and their amortized cost,

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including the respective realized gain or loss on foreign currency for those foreign-denominated investment transactions. Net realized gain or loss on foreign currency is the portion of realized gain or loss attributable to foreign currency fluctuations. Net unrealized appreciation or depreciation on investments is the net change in the fair value of our investment portfolio, including the respective unrealized gain or loss on foreign currency for those foreign-denominated investments. Net unrealized gain or loss on foreign currency is the net change in the value of receivables or accruals due to the impact of foreign currency fluctuations.

We principally generate revenues in the form of interest income on the debt investments and asset based finance investments, or ABF Investments, we hold, as well as dividends and other distributions on the equity or other securities we hold. In addition, we generate revenues in the form of non-recurring commitment, closing, origination, structuring or diligence fees, monitoring fees, fees for providing managerial assistance, consulting fees, prepayment fees and performance-based fees.

Expenses

Our primary operating expenses include the payment of management and incentive fees and other expenses under the Advisory Agreement and the Administration Agreement, interest expense from financing arrangements and other indebtedness, and other expenses necessary for our operations. The management and incentive fees compensate the Adviser for its work in identifying, evaluating, negotiating, executing, monitoring and servicing our investments.

The Adviser oversees our day-to-day operations, including the provision of general ledger accounting, fund accounting, legal services, investor relations, certain government and regulatory affairs activities, and other administrative services. The Adviser also performs, or oversees the performance of, our corporate operations and required administrative services, which includes being responsible for the financial records that we are required to maintain and preparing reports for our shareholders and reports filed with the SEC. In addition, the Adviser assists us in calculating our NAV, overseeing the preparation and filing of tax returns and the printing and dissemination of reports to our shareholders, and generally overseeing the payment of our expenses and the performance of administrative and professional services rendered to us by others.

Pursuant to the Administration Agreement, we reimburse the Adviser for expenses necessary to perform services related to our administration and operations, including the Adviser’s allocable portion of the compensation and related expenses of certain personnel of FS Investments and KKR Credit providing administrative services to us on behalf of the Adviser. We reimburse the Adviser no less than monthly for all costs and expenses incurred by the Adviser in performing its obligations and providing personnel and facilities under the Administration Agreement. The Adviser allocates the cost of such services to us based on factors such as total assets, revenues, time allocations and/or other reasonable metrics. The Board reviews the methodology employed in determining how the expenses are allocated to us and the proposed allocation of administrative expenses among us and certain affiliates of the Adviser. The Board then assesses the reasonableness of such reimbursements for expenses allocated to us based on the breadth, depth and quality of such services as compared to the estimated cost to us of obtaining similar services from third-party service providers known to be available. In addition, the Board considers whether any single third-party service provider would be capable of providing all such services at comparable cost and quality. Finally, the Board compares the total amount paid to the Adviser for such services as a percentage of our net assets to the same ratio as reported by other comparable BDCs.

Except as provided in the Administration Agreement and the Advisory Agreement, we bear all expenses of our operations and transactions, including all other expenses incurred by the Adviser in performing services for us and administrative personnel paid by the Adviser, subject to the limitations included in the Advisory Agreement and the Administration Agreement. See Note 4 to our unaudited consolidated financial statements included herein for more information regarding the expenses borne by us and, thus, our shareholders.

In addition, we have contracted with State Street Bank and Trust Company to provide various accounting and administrative services, including, but not limited to, preparing preliminary financial information for review by the Adviser, preparing and monitoring expense budgets, maintaining accounting and corporate books and records, processing trade information provided by us and performing testing with respect to RIC compliance. We pay State Street Bank and Trust Company directly for the costs of such services.

The Adviser has agreed to advance all of our organizational and offering expenses on our behalf (including legal, accounting, printing, mailing, subscription processing and filing fees and expenses and other offering expenses, including costs associated with technology integration between our systems and those of our participating brokers, reasonable bona fide due diligence expenses of participating brokers supported by detailed and itemized invoices, costs in connection with preparing sales materials and other marketing expenses, design and website expenses, fees and expenses of our transfer agent, fees to attend retail seminars sponsored by participating brokers and costs, expenses and reimbursements for travel (provided that we shall not be required to bear the cost of private airfare in excess of comparable first-class/business rates on a commercial airline, if available), meals, accommodations, entertainment and other similar expenses related to meetings or events with prospective investors, brokers, registered investment advisors or financial or other advisors, but excluding the shareholder servicing and/or distribution fee) through a date determined by the Adviser in its discretion. We had no obligation to reimburse the Adviser for such advanced expenses until the initial issuance of Common Shares to non-affiliated investors after commencement of the monthly closings for the Private Offering, which commenced

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on June 30, 2023. As of March 31, 2025, we had incurred organizational and offering expenses of $991 and $4,138, respectively, which expenses the Adviser elected to cover pursuant to the Expense Support Agreement, subject to reimbursement by us pursuant to its terms. See “Expense Support and Conditional Reimbursement” below for more information. In no event will we bear in excess of $1.5 million in organizational expenses; the Adviser has agreed to be responsible for any organizational expenses in excess of $1.5 million.

From time to time, the Adviser or its affiliates may pay third-party providers of goods or services. We will reimburse the Adviser or such affiliates thereof for any such amounts paid on our behalf. From time to time, the Adviser may defer or waive fees and/or rights to be reimbursed for expenses. All of the foregoing expenses will ultimately be borne by our shareholders.

Expense Support and Conditional Reimbursement

We have entered into the Expense Support Agreement with the Adviser. The Adviser may elect to pay certain of our expenses on our behalf, including, but not limited to, organizational and offering expenses and any of our expenses related to investor relations, outside legal counsel and other outside advisors and experts, finance, operations and administration, each, an Expense Payment, provided that no portion of the payment will be used to pay any of our interest expense or distribution and/or shareholder servicing fees. Any Expense Payment that the Adviser has committed to pay must be paid by the Adviser to us in any combination of cash or other immediately available funds no later than 90 days after such commitment was made in writing, and/or offset against amounts due from us to the Adviser or its affiliates.

Following any calendar month in which Available Operating Funds (as defined below) exceed the cumulative distributions accrued to our shareholders based on distributions declared with respect to record dates occurring in such calendar month (the amount of such excess referred to as Excess Operating Funds), we will pay such Excess Operating Funds, or a portion thereof, to the Adviser until such time as all Expense Payments made by the Adviser to us within three years prior to the last business day of such calendar month have been reimbursed. Any payments required to be made by us are referred to as a Reimbursement Payment. Available Operating Funds means the sum of (i) our net investment income (excluding organizational and offering costs and extraordinary expenses, taxes (including excise tax) and accrued capital gains incentive fees on unrealized appreciation) and (ii) our net capital gains.

For the three months ended March 31, 2025 and the year ended December 31, 2024, there were no Expense Payments that the Adviser agreed to pay, subject to reimbursement by us in accordance with the Expense Support Agreement. For the three months ended March 31, 2025 and the year ended December 31, 2024, we reimbursed the Adviser for $0 and $436, respectively, of previously waived expenses. As of March 31, 2025, there are no remaining amounts of previously waived expenses subject to recoupment.

Fees and Expenses

The following table illustrates the aggregate fees and expenses that we expect to incur and that shareholders can expect to bear, either directly or indirectly, during the following twelve months.


Shareholder transaction expenses (fees paid directly from shareholder investment)
Maximum sales load imposed on purchases(1)	—
Annual operating expenses (as a percentage of average net assets attributable to shares)(2)
Base Management Fee(3)	1.25	%
Incentive fees payable under our investment advisory agreement(4)	—
Interest payments on borrowed funds(5)	4.99	%
Distribution/Servicing Fees(6)	—
Organizational and offering costs(7)	0.22	%
Other expenses(8)	0.48	%
Total annual expenses	6.94	%
Waiver of management and subordinated income incentive fees(3)	(0.63)	%
Net annual expenses	6.31	%

_______________

(1)If Class I shares are purchased through certain financial intermediaries, they may directly charge transaction or other fees, including upfront placement fees or brokerage commissions, in such amount as they may determine, provided that selling agents limit such charges to a 3.5% cap on NAV for Class I shares. In connection with the sales of Class I shares, participating broker-dealers may charge investors a placement agent fee, subject to the discretion of the broker-dealer. Any such placement agent fee is not part of (and is in addition to) an investor’s aggregate purchase price for its Class I shares and will be directly charged to such investor. Investors should consult with their selling agents about the upfront placement fees or brokerage commissions and any additional fees or charges their selling agents might impose.

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(2)Amount assumes that we sell $990 million worth of Class I shares during the following twelve months, resulting in estimated average net assets of $1,480.7 million based on current asset levels. That amount also assumes that we borrow funds of approximately 75% of our average net assets during such period. Actual expenses will depend on the number of Class I shares we sell in the Private Offering and the amount of leverage we employ, if any. There can be no assurance that we will sell $990 million worth of Class I shares during the following twelve months.

(3)The Base Management Fee is calculated and payable quarterly in arrears at an annual rate of 1.25% of our average monthly net assets during such period. The Adviser has agreed to waive the Base Management Fee and subordinated income incentive fee through September 30, 2025.

(4)Based on our current business plan, we anticipate that we may have capital gains and interest income that could result in the payment of an Incentive Fee to the Adviser in the following twelve months. However, the Incentive Fee payable to the Adviser is based on our performance and will not be paid unless we achieve certain performance targets. As we cannot predict whether we will meet the necessary performance targets, we have assumed that no Incentive Fee will be paid for purposes of this table. We expect the Incentive Fees we pay to increase to the extent we earn greater interest income through our investments in portfolio companies, and realize capital gains upon the sale of investments in our portfolio companies.

(5)Interest payments on borrowed funds represents an estimate of our annualized interest expense based on our total borrowings as of March 31, 2025. At March 31, 2025, the weighted average effective interest rate for total outstanding debt was 6.66%. We may borrow additional funds from time to time to make investments to the extent we determine that the economic situation is conducive to doing so. To the extent that we determine it is appropriate to borrow funds to make investments, the costs associated with such borrowing will be indirectly borne by our shareholders.

Our ability to incur leverage during the following twelve months depends, in large part, on the amount of money we are able to raise through the sale of Class I shares in the Private Offering and capital markets conditions.

(6)Distribution/Servicing Fees reflect an annual shareholder servicing and/or distribution fee of 0.85% per annum of the aggregate NAV. However, the Placement Agents have agreed to waive the Distribution/Servicing Fees for Class I shares in full during the term of the Rule 12b-1 Fee Waiver Agreement, and any such waived fees will not be subject to recoupment by the Placement Agents or any other person during or following the term of the Rule 12b-1 Fee Waiver Agreement. The Rule 12b-1 Fee Waiver Agreement will remain in effect until terminated by vote of the Board (including a vote of a majority of its Independent Trustees).

(7)Amount reflects estimated organizational and offering costs to be paid by us of up to approximately $3.2 million if we raise $990 million in gross proceeds. The Adviser has agreed to advance all of our organizational and offering expenses on our behalf through a date determined by the Adviser in its discretion. We will reimburse the Adviser for any such amounts paid on our behalf pursuant to the terms of the Expense Support Agreement. See “Expenses” and “Expense Support and Conditional Reimbursement” sections above for more information.

(8)Other expenses primarily include accounting, legal and auditing fees, as well as the reimbursement of the compensation of administrative personnel and fees payable to our directors who do not also serve in an executive officer capacity for us or the Adviser. The amount presented in the table reflects estimated amounts we expect to pay during the following twelve months and does not include preferred pricing arrangements we may receive from certain parties as a newly formed entity.

Example

The following example demonstrates the projected dollar amount of total expenses that would be incurred over various periods with respect to a $10,000 hypothetical investment in the Class I shares assuming reinvestment of all distributions at NAV and that our direct and indirect annual operating expenses would remain at the percentage levels set forth in the table above (assuming we borrow an amount of approximately 75% of our average net assets):


	1 Year	3 Years	5 Years	10 Years
Shareholders would pay the following expenses on a $10,000 investment, assuming a 5% annual return(1)	$626	$1,969	$3,260	$6,276
Shareholders would pay the following expenses on a $10,000 investment, assuming a 5% annual return entirely from realized capital gains	$686	$2,132	$3,504	$6,638

_______________

(1)Assumes no return from net realized capital gains or net unrealized capital appreciation.

While the example assumes, as required by SEC rules, a 5% annual return, our performance will vary and may result in a return greater or less than 5%. As noted, the example includes the capital gains incentive fee but does not include the subordinated income incentive fee under the Advisory Agreement, which, assuming a 5% annual return, would either not be payable or have an immaterial impact on the expense amounts shown above. If we achieve sufficient returns on our investments to trigger an Incentive Fee of a material amount, our expenses, and returns to our investors, would be higher.

This example and the expenses in the table above should not be considered a representation of our future expenses, and actual expenses (including the cost of debt, if any, and other expenses) may be greater or less than those shown.

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Portfolio Investment Activity for the Three Months Ended March 31, 2025 and for the Year Ended December 31, 2024

Total Portfolio Activity

The following tables present certain selected information regarding our portfolio investment activity for the three months ended March 31, 2025:


	For the Three Months Ended
Net Investment Activity	March 31, 2025
Purchases	$	334,604
Sales and Repayments	(26,933)
Net Portfolio Activity	$	307,671


	For the Three Months Ended
	March 31, 2025
New Investment Activity by Asset Class		Purchases		Percentage		Sales and Repayments		Percentage
Senior Secured Loans—First Lien		$	211,812	63	%	$	12,604	47	%



Asset Based Finance		122,792		37	%	14,329		53	%

Total		$	334,604	100	%	$	26,933	100	%

The following table summarizes the composition of our investment portfolio at cost and fair value as of March 31, 2025 and December 31, 2024:


	March 31, 2025 (Unaudited)						December 31, 2024
	Amortized Cost(1)		Fair Value		Percentage of Portfolio		Amortized Cost(1)		Fair Value		Percentage of Portfolio
Senior Secured Loans—First Lien	$	1,058,008	$	1,068,542	77.5	%	$	857,958	$	865,488	81.3	%


Subordinated Debt	1,741		1,821		0.1	%	1,682		1,667		0.2	%
Asset Based Finance	302,903		309,492		22.4	%	193,223		196,918		18.5	%

Total	$	1,362,652	$	1,379,855	100.0	%	$	1,052,863	$	1,064,073	100.0	%

_____________________

(1)Amortized cost represents the original cost adjusted for the amortization of premiums and/or accretion of discounts, as applicable, on investments.

The following table presents certain selected information regarding the composition of our investment portfolio as of March 31, 2025 and December 31, 2024:


	March 31, 2025	December 31, 2024
Number of Portfolio Companies	120	101
% of Direct Originations in Investment Portfolio	100.0%	100.0%
% Variable Rate Debt Investments (based on fair value)(1)	88.3%	90.9%
% Fixed Rate Debt Investments (based on fair value)(1)	9.1%	6.1%
% Other Income Producing Investments (based on fair value)(2)	1.6%	1.6%
% Non-Income Producing Investments (based on fair value)	1.0%	1.4%

Weighted Average Annual Yield on Accruing Debt Investments(1)(3)	9.8%	10.1%
Weighted Average Annual Yield on All Debt Investments(4)	9.8%	10.1%

_____________________

(1)“Debt Investments” means investments that pay or are expected to pay a stated interest rate, stated dividend rate or other similar stated return.

(2)“Other Income Producing Investments” means investments that pay or are expected to pay interest, dividends or other income to the Company on an ongoing basis but do not have a stated interest rate, stated dividend rate or other similar stated return.

(3)The Weighted Average Annual Yield on Accruing Debt Investments is computed as (i) the sum of (a) the stated annual interest rate, dividend rate or other similar stated return of each accruing Debt Investment, multiplied by its par amount, adjusted to U.S. dollars and for any partial income accrual when necessary, as of the end of the applicable reporting period, plus (b) the annual amortization of the purchase or original issue discount or premium of each accruing Debt Investment; divided by (ii) the total amortized cost of Debt Investments included in the calculated group as of the end of the applicable reporting period. Stated annual interest rate for floating rate Debt Investments assumes the greater of (a) the respective base rate in effect as of March 31, 2025, and (b) the stated base rate floor. The base rate utilized in this calculation may not be indicative of the base rates for specific contracts as of March 31, 2025.

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(4)The Weighted Average Annual Yield on All Debt Investments is computed as (i) the sum of (a) the stated annual interest rate, dividend rate or other similar stated return of each Debt Investment, multiplied by its par amount, adjusted to U.S. dollars and for any partial income accrual when necessary, as of the end of the applicable reporting period, plus (b) the annual amortization of the purchase or original issue discount or premium of each Debt Investment; divided by (ii) the total amortized cost of Debt Investments included in the calculated group as of the end of the applicable reporting period. Stated annual interest rate for floating rate Debt Investments assumes the greater of (a) the respective base rate in effect as of March 31, 2025, and (b) the stated base rate floor. The base rate utilized in this calculation may not be indicative of the base rates for specific contracts as of March 31, 2025.

For the three months ended March 31, 2025, our total return based on NAV was 3.17%. For the year ended December 31, 2024, our total return based on NAV was 13.87%. See footnote 5 to the table included in Note 11 to our unaudited consolidated financial statements included herein for information regarding the calculation of our total return based on NAV.

Portfolio Composition by Industry Classification


	March 31, 2025 (Unaudited)				December 31, 2024
Industry Classification	Fair Value		Percentage of Portfolio		Fair Value		Percentage of Portfolio

Banks	$	915	0.1	%	$	1,148	0.1	%
Capital Goods	186,132		13.5	%	160,388		15.1	%
Commercial & Professional Services	229,150		16.6	%	207,960		19.6	%
Consumer Discretionary Distribution & Retail	18,053		1.3	%	6,683		0.6	%
Consumer Durables & Apparel	10,451		0.8	%	9,409		0.9	%
Consumer Services	62,320		4.5	%	59,984		5.6	%
Consumer Staples Distribution & Retail	16,253		1.2	%	16,427		1.6	%


Equity Real Estate Investment Trusts (REITs)	21,221		1.5	%	20,676		1.9	%
Financial Services	138,480		10.0	%	96,682		9.1	%
Food, Beverage & Tobacco	21,758		1.6	%	—		—
Health Care Equipment & Services	188,939		13.7	%	157,954		14.9	%

Insurance	92,076		6.7	%	92,396		8.7	%
Materials	28,392		2.0	%	21,447		2.0	%

Pharmaceuticals, Biotechnology & Life Sciences	43,637		3.2	%	34,250		3.2	%
Real Estate Management & Development	66,485		4.8	%	43,784		4.1	%

Software & Services	163,704		11.9	%	78,631		7.4	%
Technology Hardware & Equipment	266		0.0	%	264		0.0	%

Transportation	90,140		6.5	%	54,412		5.1	%
Utilities	1,483		0.1	%	1,578		0.1	%
Total	$	1,379,855	100.0	%	$	1,064,073	100.0	%

Portfolio Asset Quality

In addition to various risk management and monitoring tools, the Adviser uses an investment rating system to characterize and monitor the expected level of returns on each investment in our portfolio. The Adviser uses an investment rating scale of 1 to 4. The following is a description of the conditions associated with each investment rating:


Investment Rating						Summary Description
1						Performing investment—generally executing in accordance with plan and there are no concerns about the portfolio company’s performance or ability to meet covenant requirements.

2						Performing investment—no concern about repayment of both interest and our cost basis but company’s recent performance or trends in the industry require closer monitoring.

3						Underperforming investment—some loss of interest or dividend possible, but still expecting a positive return on investment.

4						Underperforming investment—concerns about the recoverability of principal or interest.

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The following table shows the distribution of our investments on the 1 to 4 investment rating scale at fair value as of March 31, 2025 and December 31, 2024:


	March 31, 2025				December 31, 2024
Investment Rating	Fair Value		Percentage of Portfolio		Fair Value		Percentage of Portfolio
1	$	1,337,426	97	%	$	1,030,177	97	%
2	42,429		3	%	33,896		3	%
3	—		—		—		—
4	—		—		—		—
Total	$	1,379,855	100	%	$	1,064,073	100	%

The amount of the portfolio in each grading category may vary substantially from period to period resulting primarily from changes in the composition of the portfolio as a result of new investment, repayment and exit activities. In addition, changes in the grade of investments may be made to reflect our expectation of performance and changes in investment values.

Results of Operations

Comparison of the Three Months Ended March 31, 2025 and March 31, 2024

Revenues

Our investment income for the three months ended March 31, 2025 and 2024 was as follows:


	Three Months Ended March 31,
		2025	2024
			Amount		Percentage of Total Income		Amount		Percentage of Total Income
Interest income			$	28,094	86.5	%	$	8,777	76.9	%
Paid-in-kind interest income			1,632		5.0	%	150		1.3	%
Fee income			1,779		5.5	%	1,924		16.8	%
Dividend income			967		3.0	%	569		5.0	%
Total investment income(1)			$	32,472	100.0	%	$	11,420	100.0	%

___________

(1)Such revenues represent $30,408 and $11,109 of cash income earned as well as $2,064 and $311 in non-cash portions relating to accretion of discount and PIK interest for the three months ended March 31, 2025 and 2024, respectively. Cash flows related to such non-cash revenues may not occur for a number of reporting periods or years after such revenues are recognized.

The level of interest income we receive is generally related to the balance of income-producing investments, multiplied by the weighted average yield of our investments. We expect the dollar amount of interest and any dividend income that we earn to increase as the size of our investments portfolio increases.

Fee income is transaction based, and typically consists of amendment and consent fees, prepayment fees, structuring fees and other non-recurring fees. As such, fee income is generally dependent on new direct origination investments and the occurrence of events at existing portfolio companies resulting in such fees.

The increase in interest, PIK and dividend income for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 is primarily due to the increase in the size of our investment portfolio.

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Expenses

Our operating expenses for the three months ended March 31, 2025 and 2024 were as follows:


	Three Months Ended March 31,
		2025		2024

Management fees		$	2,808	$	793
Subordinated income incentive fees		3,195		1,042
Capital gains incentive fees		516		266
Interest expense		5,640		1,996
Administrative services expenses		592		436
Accounting and administrative fees		104		34
Organizational and offering costs		—		458
Insurance expense		27		45
Audit expense		144		153
Other expenses		403		151
Total operating expenses		13,429		5,374
Management and incentive fee waivers		(6,003)		(1,835)
Expense (waiver) recoupment		—		436
Net operating expenses		$	7,426	$	3,975

The following table reflects selected expense ratios as a percent of average net assets for the three months ended March 31, 2025 and 2024:


	Three Months Ended March 31,
		2025		2024

Ratio of operating expenses to average net assets		1.46	%	2.05	%
Ratio of expense waivers to average net assets(1)		(0.65)	%	(0.53)	%
Ratio of net operating expenses to average net assets		0.81	%	1.52	%
Ratio of net incentive fees and interest expense to average net assets(1)		0.67	%	0.86	%
Ratio of net operating expenses, excluding certain expenses, to average net assets		0.14	%	0.66	%

__________

(1)Ratio data may be rounded in order to recompute the ending ratio of net operating expenses to average net assets or net operating expenses, excluding certain expenses, to average net assets.

We generally expect our general and administrative expenses to decrease as a percentage of our average net assets because of the anticipated growth in the size of our asset base.

The increase in expenses for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 is primarily due to the increase in the size of our investment portfolio, which increased the amount of the Base Management Fee payable to the Adviser, the acceleration of our operational activity during the three months ended March 31, 2025 and the incurrence of borrowings under the K-FIT CO-1 Credit Facility, the K-FIT AB-1 Credit Facility and the Senior Secured Revolving Credit Facility, which increased interest expense.

Interest expense, among other things, may increase or decrease our expense ratios relative to comparative periods depending on portfolio performance, changes in amounts outstanding under our financing arrangements and benchmark interest rates such as SOFR, among other factors.

Net Investment Income

Our net investment income totaled $25,046 ($0.81 per share) and $7,445 ($0.83 per share) for the three months ended March 31, 2025 and 2024, respectively. The increase in net investment income during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 can primarily be attributed to the increase in interest, PIK and dividend income discussed above.

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Net Realized Gains or Losses

Our net realized gains (losses) on investments and foreign currency for the three months ended March 31, 2025 and 2024 were as follows:


	Three Months Ended March 31,
		2025		2024
Net realized gain (loss) on investments(1)		$	(31)	$	65


Net realized gain (loss) on foreign currency		(45)		45
Total net realized gain (loss)		$	(76)	$	110

______________

(1)We sold investments and received principal repayments of $1,487 and $25,446, respectively, during the three months ended March 31, 2025 and $7,556 and $9,107, respectively, during the three months ended March 31, 2024.

Net Change in Unrealized Appreciation (Depreciation)

Our net change in unrealized appreciation (depreciation) on investments, foreign currency forward contracts and unrealized gain (loss) on foreign currency for the three months ended March 31, 2025 and 2024 were as follows:


	Three Months Ended March 31,
		2025		2024

Net change in unrealized appreciation (depreciation) on investments		$	5,993	$	1,861

Net change in unrealized appreciation (depreciation) on foreign currency forward contracts		(148)		—
Net change in unrealized gain (loss) on foreign currency		(1,637)		157
Total net change in unrealized appreciation (depreciation)		$	4,208	$	2,018

The net change in unrealized appreciation (depreciation) during the three months ended March 31, 2025 was driven primarily by appreciation on several specific assets in the portfolio.

Net Increase (Decrease) in Net Assets Resulting from Operations

For the three months ended March 31, 2025, the net increase in net assets resulting from operations was $29,178 ($0.94 per share) compared to a net increase in net assets resulting from operations of $9,573 ($1.06 per share) for the three months ended March 31, 2024.

Financial Condition, Liquidity and Capital Resources

Overview

We intend to generate cash primarily from the net proceeds from the Private Offering and from cash flows from interest and fees earned from our investments and principal repayments and proceeds from sales of our investments. We may also fund a portion of our investments through borrowings from banks and issuances of senior securities, including before we have fully invested the proceeds of the Private Offering. Our primary use of cash will be investments in portfolio companies, payments of our expenses, including management fees, incentive fees and interest expenses, payment of cash distributions to our shareholders and repurchases of our Common Shares under our discretionary share repurchase program.

As of March 31, 2025, we had $34,635 in cash and foreign currency, which we held in custodial accounts, $222,759 in borrowings available under our financing arrangements, subject to borrowing base and other limitations, and $165,500 of remaining uncalled capital commitments from investors in the Private Offering. As of March 31, 2025, we had unfunded debt investments with aggregate unfunded commitments of $291,870 and unfunded equity/other commitments of $18,576. We maintain sufficient cash on hand, available borrowings and liquid securities to fund such unfunded commitments should the need arise.

We intend to utilize leverage to finance our investments. The amount of leverage that we employ will be subject to the restrictions of the 1940 Act and the supervision of the Board. At the time of any proposed borrowing, the amount of leverage we employ will also depend on our Adviser’s assessment of market and other factors. We have established credit facilities and other financing arrangements, and intend to establish one or more additional credit facilities or enter into other financing arrangements to facilitate investments and the timely payment of our expenses.

Asset Coverage

Under the provisions of the 1940 Act, following approval from our initial shareholders of the reduced asset coverage requirements under Section 61(a)(2) of the 1940 Act on July 25, 2022, which approval became effective on July 26, 2022, we are

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currently permitted to issue “senior securities” only in amounts such that our asset coverage, as defined in the 1940 Act, equals at least 150% after each issuance of senior securities. For purposes of the 1940 Act, “asset coverage” means the ratio of (1) the total assets of a BDC, less all liabilities and indebtedness not represented by senior securities, to (2) the aggregate amount of senior securities representing indebtedness (plus, in the case of senior securities represented by preferred stock, the aggregate involuntary liquidation preference of such BDC’s preferred stock). While any senior securities remain outstanding, we will be required to make provisions to prohibit any dividend distribution to our shareholders or the repurchase of such securities or shares unless we meet the applicable asset coverage ratios at the time of the dividend distribution or repurchase.

As of March 31, 2025, the aggregate amount outstanding of the senior securities issued by us was $427,241. As of March 31, 2025, our asset coverage ratio as calculated under the 1940 Act was 331%.

Prior to investing in securities of portfolio companies, we invest the cash received from fees, interest and dividends earned from our investments and principal repayments and proceeds from sales of our investments primarily in cash, cash equivalents, including money market funds, U.S. government securities, repurchase agreements and high-quality debt instruments maturing in one year or less from the time of investment, consistent with our BDC election and our election to be taxed as a RIC.

Financing Arrangements

The following table presents summary information with respect to our outstanding financing arrangements as of March 31, 2025:

As of March 31, 2025

(Unaudited)

Arrangement

Type of Arrangement

Rate

Amount
Outstanding

Amount
Available

Maturity Date

Senior Secured Revolving Credit Facility(1)

Revolving Credit Facility

SOFR+2.125%(2)

82,741

(3)

67,259

July 19, 2028

K-FIT AB-1 Credit Facility(1)

Revolving Credit Facility

SOFR+2.25%(2)

250,000

—

October 10, 2028

K-FIT CO-1 Credit Facility(1)

Revolving Credit Facility

SOFR+2.15%(2)

94,500

155,500

March 4, 2030

Total

427,241

222,759

______________

(1)The carrying amount outstanding under the facility approximates its fair value.

(2)The benchmark rate is subject to a 0% floor.

See Note 9 to our unaudited consolidated financial statements included herein for additional information regarding our financing arrangements.

RIC Status and Distributions

We have elected and intend to qualify annually for federal income tax purposes to be treated as a RIC under Subchapter M of the Code. In order to maintain our qualification as a RIC, we must, among other things, make distributions of an amount at least equal to 90% of our investment company taxable income, determined without regard to any deduction for distributions paid, each tax year. As long as the distributions are declared by the later of the fifteenth day of the tenth month following the close of a tax year or the due date of the tax return for such tax year, including extensions, distributions paid up to twelve months after the current tax year generally can be carried back to the prior tax year for determining the distributions paid in such tax year. We intend to make sufficient distributions to our shareholders to qualify for and maintain our RIC tax status each tax year. We are also subject to a 4% nondeductible federal excise tax on certain undistributed income unless we make distributions in a timely manner to our shareholders generally of an amount at least equal to the sum of (1) 98% of our net ordinary income (taking into account certain deferrals and elections) for the calendar year, (2) 98.2% of our capital gain net income, which is the excess of capital gains in excess of capital losses, or “capital gain net income” (adjusted for certain ordinary losses), for the one-year period ending October 31 of that calendar year and (3) any net ordinary income and capital gain net income for the preceding years that were not distributed during such years and on which we paid no U.S. federal income tax. Any distribution declared by us during October, November or December of any calendar year, payable to shareholders of record on a specified date in such a month and actually paid during January of the following calendar year, will be treated as if it had been paid by us, as well as received by our shareholders, on December 31 of the calendar year in which the distribution was declared. We can offer no assurance that we will achieve results that will permit us to pay any cash distributions.

Subject to applicable legal restrictions, and to the extent that we have taxable income available, we intend to make distributions to holders of our Common Shares. We intend to make monthly distributions to holders of our Common Shares and such distributions

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are recorded on the record date. All such distributions will be paid at the discretion of the Board and will depend on our earnings, financial condition, maintenance of our tax treatment as a RIC, compliance with applicable BDC regulations and such other factors as the Board may deem relevant from time to time.

The IRS currently requires that a RIC has two or more classes of stock allocate to each such class proportionate amounts of each type of its income (such as ordinary income and capital gains) based upon the percentage of total dividends paid to each class for the tax year. Accordingly, while our Preferred Shares were outstanding, we allocated capital gain dividends, if any, between our Common Shares and Preferred Shares in proportion to the total dividends paid to each class with respect to such tax year.

Prior to the redemption of all of our issued and outstanding Series A Preferred Shares on November 27, 2024, we paid dividends and distributions to our preferred shareholders semi-annually on or before June 30 and December 31 of each year.

During certain periods, our distributions may exceed our earnings. As a result, it is possible that a portion of the distributions we make may represent a return of capital. A return of capital generally is a return of a shareholder’s investment rather than a return of earnings or gains derived from our investment activities. Each year a statement on Form 1099-DIV identifying the sources of the distributions will be mailed to our shareholders. No portion of the distributions paid during the three months ended March 31, 2025 or 2024 represented a return of capital.

We intend to make our regular distributions in the form of cash, out of assets legally available for distribution, except for those shareholders who have elected to receive their distributions in the form of additional Common Shares under our distribution reinvestment plan. Any distributions reinvested under the plan will nevertheless remain taxable to a U.S. shareholder.

The following tables reflect the cash distributions per share that we have declared on our Common Shares during the three months ended March 31, 2025 and 2024:

For the Three Months Ended March 31, 2025

Date Declared

Distribution

Record Date

Payment Date

Distribution per Share

January 10, 2025

Regular

January 31, 2025

February 26, 2025

0.25

February 11, 2025

Regular

February 28, 2025

March 27, 2025

0.25

March 10, 2025

Regular

March 31, 2025

April 28, 2025

0.25

March 10, 2025

Special

March 31, 2025

April 28, 2025

0.10

Total

0.85

For the Three Months Ended March 31, 2024

Date Declared

Distribution

Record Date

Payment Date

Distribution per Share

January 5, 2024

Regular

January 31, 2024

February 27, 2024

0.24

February 20, 2024

Regular

February 29, 2024

March 26, 2024

0.24

March 7, 2024

Regular

March 28, 2024

April 26, 2024

0.25

Total

0.73

See Note 5 to our unaudited consolidated financial statements included herein for additional information regarding our distributions.

Recent Developments

Distributions

Private Offering Closings

On April 1, 2025, we issued and sold 2,350,571 Common Shares in the Private Offering (with the final number of Common Shares issued being determined on April 22, 2025) pursuant to Subscription Agreements entered into with the participating investors for aggregate consideration of $69,671.

On May 1, 2025, we issued and sold Common Shares in the Private Offering pursuant to Subscription Agreements entered into with the participating investors for aggregate consideration of $36,217. The final number of Common Shares issued as of May 1, 2025

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in connection with the monthly closing will be determined at a later date in connection with the Company’s determination of its net asset value per Common Share as of April 30, 2025.

Critical Accounting Policies and Estimates

Our financial statements are prepared in conformity with GAAP, which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Management utilizes available information, including our past history, industry standards and the current economic environment, among other factors, in forming the estimates and judgments, giving due consideration to materiality. Actual results may differ from these estimates. In addition, other companies may utilize different estimates, which may impact the comparability of our results of operations to those of companies in similar businesses. Understanding our accounting policies and the extent to which we use management judgment and estimates in applying these policies is integral to understanding our financial statements. We describe our most significant accounting policies in Note 2 to our unaudited consolidated financial statements included herein.

Critical accounting policies are those that require the application of management’s most difficult, subjective or complex judgments, often because of the need to make estimates about the effect of matters that are inherently uncertain and that may change in subsequent periods. We evaluate our critical accounting estimates and judgments required by our policies on an ongoing basis and update them as necessary based on changing conditions. We have identified one of our accounting policies, valuation of portfolio investments, specifically the valuation of Level 3 investments, as critical because it involves significant judgments and assumptions about highly complex and inherently uncertain matters, and the use of reasonably different estimates and assumptions could have a material impact on our reported results of operations or financial condition. As we execute our operating plans, we will describe additional critical accounting policies in the notes to our future financial statements in addition to those discussed below and in the notes to our unaudited consolidated financial statements included herein.

As of March 31, 2025, our investment portfolio, valued at fair value in accordance with our Board-approved valuation policy, represented 96.26% of our total assets, as compared to 96.87% of our total assets as of December 31, 2024.

Valuation of Portfolio Investments and Determination of NAV

Valuation of Portfolio Investments

The Board is responsible for overseeing the valuation of our portfolio investments at fair value as determined in good faith pursuant to the Adviser’s valuation policy. As permitted by Rule 2a-5 of the 1940 Act, the Board has designated the Adviser as our valuation designee with day-to-day responsibility for implementing the portfolio valuation process set forth in the Adviser’s valuation policy.

Accounting Standards Codification Topic 820, Fair Value Measurements and Disclosure, or ASC Topic 820, issued by the FASB clarifies the definition of fair value and requires companies to expand their disclosure about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. ASC Topic 820 defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets for identical securities; Level 2, which includes inputs such as quoted prices for similar securities in active markets and quoted prices for identical securities where there is little or no activity in the market; and Level 3, defined as unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The Adviser determines the fair value of our investment portfolio on at least a quarterly basis. Securities that are publicly-traded with readily available market prices will be valued at the reported closing price on the valuation date. Securities that are not publicly-traded with readily available market prices will be valued at fair value as determined in good faith by the Adviser, in accordance with valuation policies approved by the Board. In connection with that determination, the Adviser will prepare portfolio company valuations which are based on relevant inputs, including, but not limited to, indicative dealer quotes, values of like securities, recent portfolio company financial statements and forecasts, and valuations prepared by independent third-party pricing and valuation services.

With respect to investments for which market quotations are not readily available, we undertake a multi-step valuation process each quarter, as described below:

•our quarterly fair valuation process begins by the Adviser facilitating the delivery of updated quarterly financial and other information relating to each investment to an independent third-party pricing or valuation service;

•the independent third-party pricing or valuation service then reviews and analyzes the information, along with relevant market and economic data, and determines proposed valuations for each portfolio company or investment according to the

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valuation methodologies in the Adviser’s valuation policy and communicates the information to the Adviser in the form of a valuation range for Level 3 assets;

•the Adviser then reviews the preliminary valuation information for each portfolio company or investment and provides feedback about the accuracy, completeness and timeliness of the valuation-related inputs considered by the independent third-party pricing or valuation service and any suggested revisions thereto prior to the independent third-party pricing or valuation service finalizing its valuation range;

•the Adviser then provides the Board’s valuation committee with its valuation determinations and valuation-related information for each portfolio company or investment, along with any applicable supporting materials; and other information that is relevant to the fair valuation process as required by the Adviser’s Board-reporting obligations;

•the Board’s valuation committee meets with the Adviser to receive the relevant quarterly reporting from the Adviser and to discuss any questions from the valuation committee in connection with the valuation committee’s role in overseeing the fair valuation process; and

•following the completion of its fair value oversight activities, the valuation committee (with the assistance of the Adviser) provides the Board with a report regarding the quarterly valuation process.

In circumstances where the Adviser deems appropriate, the Adviser’s internal valuation team values certain investments. When performing the internal valuations, the Adviser utilizes similar valuation techniques as an independent third-party pricing service would use. Such valuations are approved by an internal valuation committee of the Adviser, with oversight from the valuation committee of the Board, as described above.

Determination of fair value involves subjective judgments and estimates. Accordingly, the notes to our consolidated financial statements refer to the uncertainty with respect to the possible effect of such valuations and any change in such valuations on our consolidated financial statements. In making its determination of fair value, the Adviser may use any independent third-party pricing or valuation services for which it has performed the appropriate level of due diligence. However, the Adviser is not required to determine fair value in accordance with the valuation provided by any single source, and may use any relevant data, including information sourced by the Adviser or provided by any independent third-party valuation or pricing service that the Adviser deems to be reliable in determining fair value under the circumstances. Below is a description of factors that the Adviser and any independent third-party valuation services may consider when determining the fair value of our investments.

The valuation methods utilized for each portfolio company may vary depending on industry and company-specific considerations. Typically, the first step is to make an assessment as to the enterprise value of the portfolio company’s business in order to establish whether the portfolio company’s enterprise value is greater than the amount of its debt as of the valuation date. This analysis helps to determine a risk profile for the applicable portfolio company and its related investments, and the appropriate valuation methodology to utilize as part of the security valuation analysis. The enterprise valuation may be determined using a market or income approach.

Valuation of fixed income investments, such as loans and debt securities, depends upon a number of factors, including prevailing interest rates for like securities, expected volatility in future interest rates, call features, put features and other relevant terms of the debt. For investments without readily available market prices, the Adviser may incorporate these factors into discounted cash flow models to arrive at fair value. Various methods may be used to determine the appropriate discount rate in a discounted cash flow model.

Domestic and foreign fixed-income instruments and non-exchange traded derivatives are normally valued on the basis of quotes obtained from brokers and dealers or pricing services using data reflecting the earlier closing of the principal markets for those securities. Bank loans, including senior secured floating rate and fixed-rate loans, are valued by using readily available market quotations or another commercially reasonable method selected by an independent, third-party pricing service that has been engaged by the Adviser, or, if such independent, third-party valuations are not available, by using broker quotations. Senior secured adjustable, variable or floating rate loans for which an active secondary market exists to a reliable degree will be valued at the bid price in the market for such loans, as provided by a loan pricing service. Directly originated loans are valued on an individual loan level. In doing so, the Adviser may engage an independent, third-party valuation agent, and fair valuation of such loans will be performed using inputs that incorporate borrower level data, including significant events affecting the issuer or collateral and market developments. Prices obtained from independent pricing services use information provided by market makers or estimates of market values obtained from yield data relating to investments or securities with similar characteristics. Exchange traded options, futures and options on futures are valued at the settlement price determined by the relevant exchange. The value of swaps, including credit default swaps, total return swaps and interest rate swaps will be determined by obtaining at least one dealer quotation (including information from counterparties) or valuations from third-party pricing services. If no quotations or valuations are available, or if such quotations or valuations are believed to be unreliable, swaps will be fair valued pursuant to procedures adopted by the Adviser and overseen by the Board.

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Other factors that may be considered include the borrower’s ability to adequately service its debt, the fair market value of the borrower in relation to the face amount of its outstanding debt and the quality of collateral securing the debt investments.

For convertible debt securities, fair value generally approximates the fair value of the debt plus the fair value of an option to purchase the underlying security (i.e., the security into which the debt may convert) at the conversion price. To value such an option, a standard option pricing model may be used.

Our equity interests in portfolio companies for which there is no liquid public market are valued at fair value. Generally, the value of our equity interests in public companies for which market quotations are readily available is based upon the most recent closing public market price. Portfolio securities that carry certain restrictions on sale are typically valued at a discount from the public market value of the security. The Adviser will normally use pricing data for domestic or foreign equity securities received shortly after the close of the primary securities exchange on which such securities trade and does not normally take into account trading, clearances or settlements that take place after the close of the exchange.

When we receive warrants or other equity securities at nominal or no additional cost in connection with an investment in a debt security, the cost basis in the investment will be allocated between the debt securities and any such warrants or other equity securities received at the time of origination. The Adviser subsequently values these warrants or other equity securities received at their fair value.

See Note 8 to our unaudited consolidated financial statements included herein for additional information regarding the fair value of our financial instruments.

Determination of NAV

We expect to determine our NAV for the Common Shares each month as of the last day of each calendar month, and in no event less frequently than quarterly. The NAV per share for our Common Shares is determined by dividing the value of total assets attributable to the Common Shares minus liabilities attributable to the Common Shares by the total number of Common Shares outstanding at the date as of which the determination is made. We will use the valuation procedures set forth above in order to determine our NAV, as applied by the Adviser as our valuation designee under Rule 2a-5 under the 1940 Act. Fair value pricing may require subjective determinations about the value of a security. If events materially affecting the price of foreign portfolio securities occur between the time when their price was last determined on such foreign securities exchange or market and the time when our NAV was last calculated (for example, movements in certain U.S. securities indices which demonstrate strong correlation to movements in certain foreign securities markets), such securities may be valued at their fair value as determined in good faith in accordance with procedures established by the Adviser and overseen by the Board.

For purposes of calculating NAV, all assets and liabilities initially expressed in foreign currencies will be converted into U.S. dollars at prevailing exchange rates as may be determined in good faith by the Adviser under the supervision of the Board. Although the Adviser’s policy is intended to result in a calculation of our NAV that fairly reflects security values as of the time of pricing, we cannot ensure that fair values determined by the Adviser would accurately reflect the price that we could obtain for a security if it were to dispose of that security as of the time of pricing (for instance, in a forced or distressed sale). The prices used by the Adviser when determining fair value may differ from the value that would be realized if the securities were sold.

The NAV calculation is available generally within 20 business days after the end of the applicable month. Changes in our monthly NAV will reflect factors including, but not limited to, accruals for net portfolio income, interest expense and unrealized/realized gains (losses) on assets, any applicable organizational and offering costs and any expense reimbursements. When the Adviser determines NAV as of a day that is not the last day of a calendar quarter in connection with a drawdown on capital commitments or, for monthly closings to investors for immediate cash investment, as of the last day of a month that is not also the last day of a calendar quarter, we intend to update the value of securities with reliable market quotations to the most recent market quotation. For securities without reliable market quotations, the Adviser’s valuation team will generally value such assets at the most recent quarterly valuation unless the Adviser determines that a significant observable change has occurred since the most recent quarter-end with respect to the investment (which determination may be as a result of a material event at a portfolio company, material change in market spreads, secondary market transaction in the securities of an investment or otherwise). If the Adviser determines such a change has occurred with respect to one or more investments, the Adviser will determine whether to update the value for each relevant investment using a range of values from an independent valuation firm, where applicable, in accordance with the Adviser’s valuation policy, pursuant to authority designated by the Board. Additionally, the Adviser may otherwise determine to update the most recent quarter-end valuation of an investment without reliable market quotations that the Adviser considers to be material to the Company using a range of values from an independent valuation firm.

The most recently determined NAV per share for the Common Shares will be reported by the Company under cover of a Current Report on Form 8-K filed with the SEC.

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Other Contractual Obligations

We have entered into the Advisory Agreement and Administration Agreement with the Adviser to provide us with investment advisory and administrative services. Payments for investment advisory services under the Advisory Agreement are equal to (a) an annual Base Management Fee based on the average monthly value of the Company’s net assets during the most recently completed calendar quarter, and (b) an Incentive Fee based on our performance. The Adviser is reimbursed for administrative expenses incurred on our behalf. See Note 4 to our unaudited consolidated financial statements included herein for a discussion of these agreements and for the amount of fees and expenses accrued under these agreements during the three months ended March 31, 2025.

If any of our contractual obligations are terminated, our costs may increase under any new agreements that we enter into as replacements. We would also likely incur expenses in locating alternative parties to provide the services we expect to receive under our Advisory Agreement and our Administration Agreement.

Off-Balance Sheet Arrangements

We may become a party to financial instruments with off-balance sheet risk in the normal course of our business to meet the financial needs of our portfolio companies. These instruments may include commitments to extend credit and involve, to varying degrees, elements of liquidity and credit risk in excess of the amount recognized in the balance sheet. As of March 31, 2025, we had off-balance sheet arrangements with Cliffwater Corporate Lending Fund and CCLF Holdings (D13) LLC under the Cliffwater Facility Agreement, as described below.

Warehousing Transaction

On August 2, 2022, and as amended and restated on May 9, 2024, and further amended on March 24, 2025, the Company entered into the Cliffwater Facility Agreement, with the Financing Provider to acquire portfolio investments from time to time by purchasing all or a portion of certain investments owned and held by the Financing Provider at the Company’s or the Financing Provider’s request pursuant to the terms and provisions of the Cliffwater Facility Agreement. The Cliffwater Facility Agreement creates a forward obligation of the Financing Provider to sell, and a forward obligation of the Company or its designee to purchase, all or a portion of certain investments owned and held by the Financing Provider at the Company’s or the Financing Provider’s request pursuant to the terms and conditions of the Cliffwater Facility Agreement. Prior to the date on which (i) an insolvency proceeding is commenced by the Company or (ii) an insolvency proceeding is commenced against the Company and is not dismissed or stayed within 60 days, the Company’s obligation to purchase such investments is conditional upon satisfying certain conditions, including that the Company has met the Capital Condition.

Subject to satisfaction of the Capital Condition, the Cliffwater Facility Agreement provides that, on or prior to March 29, 2026, or the Scheduled Facility End Date, the Financing Provider can require the Company to purchase from the Financing Provider such investments entered into in connection with the Cliffwater Facility Agreement (x) with respect to such investment initially acquired by the Financing Provider prior to the date that the Company has raised investor subscriptions that are callable, have been called or received in an aggregate amount of at least $2.0 billion, or the Subscription Threshold Date, in an amount up to 3.0% of the aggregate subscriptions that the Company has raised on or prior to the trade date of any purchase and (y) with respect to such investment initially acquired by the Financing Provider on or after the Subscription Threshold Date, in an amount up to 2.0% of the aggregate subscriptions that the Company has raised on or prior to the trade date of any purchase. Such purchases will be at the prices determined under the Cliffwater Facility Agreement, as discussed further below; provided that, (i) the Company may, on one occasion, extend the Scheduled Facility End Date by three months and (ii) if no notice requiring a purchase or sale, as applicable, of such investments is delivered in accordance with the Cliffwater Facility Agreement by the Scheduled Facility End Date, none of the parties to the Cliffwater Facility Agreement may require the other party to purchase or sell, as applicable, such investments after the Scheduled Facility End Date.

In connection with investments (other than Warehouse Asset Based Finance Investments (as defined below)):

(A) The Financing Provider will receive during the period commencing on the date the Financing Provider acquires an investment and ending on the date immediately preceding the trade date of such investment, or the Holding Period, (i) all principal proceeds, all OID and Fees (as defined in the Cliffwater Facility Agreement) paid on account of any portion of an underlying purchased loan that is repaid or prepaid and not available to be reborrowed and an available unfunded commitment that has been terminated, not funded and is not available to be reborrowed by the underlying obligor and all amendment fees on such investments it holds pursuant to the Cliffwater Facility Agreement, in each case, during the Holding Period, (ii) all cash interest and payment-in-kind interest and all fees (other than one-time fees) that regularly accrue and are payable to all lenders under the underlying documents for such investments on account of such lenders’ loans or commitments outstanding pursuant to such underlying documents, in each case, during the Holding Period and (iii) additional consideration for any such investments transferred to the Purchaser that have paid OID and Fees prior to the trade date during the Holding Period equal to an amount from 0.25% to 1.50% (based on the length of time such asset is held by the Financing

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Provider) of the par value or unfunded amount, as applicable, of any such investment as of immediately prior to any transfer of such investment by the Financing Provider to the Company, or the Additional Consideration.

(B) Following fulfillment of the conditions precedent to the Company’s obligations to purchase any loans under the Cliffwater Facility Agreement, the Company will purchase such loans owned and held by the Financing Provider under the Cliffwater Facility Agreement at a purchase price equal to (i) the par amount of such loan plus, without duplication, (ii) PIK interest accrued during the Holding Period and PIK interest accrued but not capitalized prior to the Holding Period minus (iii) the sum of (x) OID, upfront fees and other similar fees on account of such purchase loan (all of which are attributable to the Holding Period) plus (y) any termination fees or other similar fees during the Holding Period plus (iv) solely to the extent that such loan has paid OID, upfront fees or other similar fees, the Additional Consideration.

(C) Similarly, following fulfillment of the conditions precedent to the Company’s obligations to purchase any unfunded commitments under the Cliffwater Facility Agreement, the Company will purchase such assets owned and held by the Financing Provider under the Cliffwater Facility Agreement at a purchase price equal to (i) zero plus (ii) solely to the extent that such unfunded commitment has paid OID, upfront fees or other similar fees, the Additional Consideration minus (iii) OID, upfront fees and other similar fees on account of such unfunded commitment. The above purchase price calculations are subject to adjustment in certain circumstances under the Cliffwater Facility Agreement.

In connection with investments, including related unfunded commitments, underwritten primarily on investments backed by large and diversified pools of financial hard and contractual assets, or the Warehouse Asset Based Finance Investments, following fulfillment of the conditions precedent to the Company’s obligations to purchase any Warehouse Asset Based Finance Investments under the Cliffwater Facility Agreement, the Company will purchase such Warehouse Asset Based Finance Investments owned and held by the Financing Provider under the Cliffwater Facility Agreement at a purchase price equal to (i) the funded cost of such Warehouse Asset Based Finance Investments, minus (ii) the amount of any PIK interest accrued during the Holding Period, minus (iii) the amount of any OID upfront fees and other similar fees on account of such Warehouse Asset Based Finance Investments during the Holding Period, minus (iv) an amount equal to 11% per annum (or, after the one year anniversary of the date the Financing Provider acquired the Warehouse Asset Based Finance Investments, 12%) on the aggregate funded investment cost during the Holding Period of such Warehouse Asset Based Finance Investments, minus, (v) the amount of interest, dividends, fees and other amounts (other than proceeds of principal and other amounts paid on account of indemnification and reimbursement expenses) received by the Financing Provider during the Holding Period on account of such Warehouse Asset Based Finance Investments. This purchase price calculation is subject to adjustment in certain circumstances under the Cliffwater Facility Agreement. Except as set forth above, the Company receives all other economics arising before, during and after the Holding Period on such Asset-Based Finance.

In the event the settlement date for any purchase by the Company occurs (i) on or before seven business days after the applicable trade date, or a Delayed Comp Trigger Date, the above amounts received by the Financing Provider will be extended to the Delayed Comp Trigger Date and (ii) after the seventh business day after the applicable trade date (in the event such purchase has not occurred by way of a participation), the amounts received by the Financing Provider will include the amounts set forth in the foregoing clause (i) through the Delayed Comp Trigger Date and will also include an amount equal to daily simple SOFR plus 11.448 basis points for each day that elapses between the Delayed Comp Trigger Date and the applicable settlement date. The Company will receive all other OID and Fees and all termination fees, prepayment premiums, make-whole or similar fees or payments with respect to such investments.

Unless otherwise agreed to by the Company, Cliffwater and CCLF Sub, each investment transaction under the Cliffwater Facility Agreement is expected to be for portfolio investments with a purchase price of at least $1.0 million or, if less, the purchase price of all remaining portfolio investments, including related unfunded commitments, held by the Financing Provider.

The fair value of the loans under the Cliffwater Facility Agreement is not reflected in the purchase price. As such, for loans, to the extent the Company is required to buy a loan from the Financing Provider, the Company bears the risk of the fair value of such loan falling below the par value. In contrast, to the extent that the Company is not required to buy a loan, the Financing Provider bears the risk of the fair value of such loan falling below such par value. Similarly, for unfunded commitments, to the extent the Company is required to buy an unfunded commitment, it will bear the risk of being required to buy a loan that, upon funding, may be valued below the par value. In contrast, to the extent that the Company is not required to buy a loan, the Financing Provider will bear such risk.

The portfolio investments expected to be purchased by the Company from time to time pursuant to the Cliffwater Facility Agreement are expected to generally consist of directly originated loans to middle-market U.S. companies consistent with the Company’s investment objective and investment strategies. There are no material differences between the underwriting standards used in the acquisition of the portfolio investments the Company expects to acquire pursuant to the Cliffwater Facility Agreement and the underwriting standards to be employed by the Adviser on the Company’s behalf for any other portfolio investments to be acquired or held by the Company from time to time.

As of March 31, 2025, the conditions precedent to the Company’s obligation to purchase any additional investments from the Financing Provider had not been met. The Company does not hold any beneficial interest in the warehouse.

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As of May 9, 2025, there were three loans with an aggregate commitment par value of $3,809, inclusive of $622 of unfunded commitments, that the Financing Provider purchased and was holding at the Company’s request pursuant to the Cliffwater Facility Agreement.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

We are subject to financial market risks, including changes in interest rates. As of March 31, 2025, 88.3% of our portfolio investments (based on fair value) were debt investments paying variable interest rates, 9.1% were debt investments paying fixed interest rates, 1.6% were other income producing investments and the remaining 1.0% consisted of non-income producing investments. A rise in the general level of interest rates can be expected to lead to higher interest rates applicable to any variable rate investments we hold and to declines in the value of any fixed rate investments we hold. However, many of our variable rate investments provide for an interest rate floor, which may prevent our interest income from increasing until benchmark interest rates increase beyond a threshold amount. To the extent that a substantial portion of our investments may be in variable rate investments, an increase in interest rates beyond this threshold would make it easier for us to meet or exceed the hurdle rate applicable to the subordinated incentive fee on income, and may result in a substantial increase in our net investment income and to the amount of Incentive Fees payable to the Adviser with respect to our increased pre-incentive fee net investment income. A prolonged reduction in interest rates could reduce our gross investment income and could result in a decrease in our net investment income if such decreases in interest rates are not offset by a corresponding increase in the spread over the specified reference rate that we earn on any portfolio investments, a decrease in our operating expenses or a decrease in the interest rate of our floating interest rate liabilities.

Pursuant to the terms of the Senior Secured Revolving Credit Facility, the K-FIT AB-1 Credit Facility and the K-FIT CO-1 Credit Facility, we borrow at a floating rate based on a benchmark interest rate. To the extent that any present or future credit facilities or other financing arrangements that we enter into are based on a floating interest rate, we will be subject to risks relating to changes in market interest rates. In periods of rising interest rates when we have such debt outstanding, or financing arrangements in effect, our interest expense would increase, which could reduce our net investment income, especially to the extent we hold fixed rate investments.

The following table shows the effect over a twelve-month period of changes in interest rates on our interest income, interest expense and net interest income assuming no changes in the composition of our investment portfolio, including the accrual status of our investments, and our financing arrangements in effect as of March 31, 2025 (dollar amounts are presented in thousands):


Basis Point Change in Interest Rates	Increase (Decrease) in Interest Income(1)		Increase (Decrease) in Interest Expense(2)		Increase (Decrease) in Net Interest Income(1)		Percentage Change in Net Interest Income
Down 250 basis points	$	(30,311)	$	(10,681)	$	(19,630)	(19.2)	%
Down 200 basis points	(24,310)		(8,545)		(15,765)		(15.4)	%
Down 150 basis points	(18,232)		(6,409)		(11,823)		(11.6)	%
Down 100 basis points	(12,155)		(4,272)		(7,883)		(7.7)	%
Down 50 basis points	(6,077)		(2,136)		(3,941)		(3.9)	%
Up 50 basis points	6,077		2,136		3,941		3.9	%
Up 100 basis points	12,155		4,272		7,883		7.7	%
Up 150 basis points	18,232		6,409		11,823		11.6	%
Up 200 basis points	24,310		8,545		15,765		15.4	%
Up 250 basis points	30,387		10,681		19,706		19.3	%

_______________

(1)Assumes no defaults or prepayments by portfolio companies over the next twelve months.

(2)Assumes current debt outstanding as of March 31, 2025, and no changes over the next twelve months.

We expect that our long-term investments will be financed primarily with equity and debt. If deemed prudent, we may use interest rate risk management techniques in an effort to minimize our exposure to interest rate fluctuations. These techniques may include various interest rate hedging activities to the extent permitted by the 1940 Act. Adverse developments resulting from changes

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in interest rates or hedging transactions could have a material adverse effect on our business, financial condition and results of operations. During the three months ended March 31, 2025, we did not engage in interest rate hedging activities.

Foreign Currency Risk

From time to time, we may make investments that are denominated in a foreign currency that are subject to the effects of exchange rate movements between the foreign currency of each such investment and the U.S. dollar, which may affect future fair values and cash flows, as well as amounts translated into U.S. dollars for inclusion in our consolidated financial statements.

The table below presents the effect that a 10% immediate, unfavorable change in the foreign currency exchange rates (i.e. strengthening of the U.S. dollar) would have on the fair value of our investments denominated in foreign currencies as of March 31, 2025, by foreign currency, all other valuation assumptions remaining constant. In addition, the table below presents the par value of our investments denominated in foreign currencies and the notional amount of foreign currency forward contracts in local currency in place as of March 31, 2025 to hedge against foreign currency risks. Dollar amounts are presented in thousands.


	Investments Denominated in Foreign Currencies As of March 31, 2025								Economic Hedging As of March 31, 2025
	Cost in Local Currency		Cost in US$		Fair Value		Reduction in Fair Value as of March 31, 2025 if 10% Adverse Change in Exchange Rate(1)		Net Foreign Currency Hedge Amount in Local Currency		Net Foreign Currency Hedge Amount in US$
British Pound Sterling	£	35,853	$	46,220	$	47,857	$	4,786	£	2,500	$	3,223

Euros	€	7,647	8,255		8,738		874		€	1,942	2,096
Total			$	54,475	$	56,595	$	5,660			$	5,319

_______________

(1)Excludes effect, if any, of any foreign currency hedges.

As illustrated in the table above, we use derivative instruments from time to time, including foreign currency forward contracts, to manage the impact of fluctuations in foreign currency exchange rates. In addition, we have the ability to borrow in foreign currencies under our Senior Secured Revolving Credit Facility, our K-FIT AB-1 Credit Facility and our K-FIT CO-1 Credit Facility, which provide a natural hedge with regard to changes in exchange rates between the foreign currencies and U.S. dollar and reduces our exposure to foreign exchange rate differences. We are typically a net receiver of these foreign currencies as related for our international investment positions, and, as a result, our investments denominated in foreign currencies, to the extent not hedged, benefit from a weaker U.S. dollar and are adversely affected by a stronger U.S. dollar.

As of March 31, 2025, the net contractual amount of our foreign currency forward contracts totaled $5,319, all of which related to hedging of our foreign currency denominated debt investments. As of March 31, 2025, we had outstanding borrowings denominated in foreign currencies of €9,250 and £43,250 under our Senior Secured Revolving Credit Facility.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

As required by Rule 13a-15(b) under the Exchange Act, we carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2025.

Based on the foregoing, our chief executive officer and chief financial officer concluded that our disclosure controls and procedures were effective to provide reasonable assurance that we would meet our disclosure obligations.

Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the three-month period ended March 31, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

Neither we, the Adviser, nor our subsidiaries are currently subject to any material pending legal proceedings, other than ordinary routine litigation incidental to our businesses. We, the Adviser, and our subsidiaries may from time to time, however, be involved in litigation arising out of our operations in the normal course of business or otherwise. Furthermore, third parties may seek to impose liability on us in connection with the activities of our portfolio companies. While the outcome of any current legal proceedings cannot at this time be predicted with certainty, we do not expect any current matters will materially affect our financial condition or results of operations; however, there can be no assurance whether any pending or future legal proceedings will have a material adverse effect on our financial condition or results of operations in any future reporting period.

Item 1A. Risk Factors.

In addition to the other information set forth in this Quarterly Report on Form 10-Q, shareholders should carefully consider the risk factors that appeared under Item 1A. “Risk Factors” in our most recent Annual Report on Form 10-K. There are no material changes from the risk factors included within our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Sales of Unregistered Equity Securities

We have entered into Subscription Agreements with investors and expect to enter into additional Subscription Agreements with additional investors in connection with the Private Offering, pursuant to which we have issued and sold, and expect to continue to issue and sell, Class I shares in reliance on the exemptions from the registration requirements of the Securities Act provided by Section 4(a)(2) of the Securities Act, Rule 506 of Regulation D thereunder and/or Regulation S under the Securities Act. We relied, in part, upon representations from each participating investor in the relevant Subscription Agreement that such investor is an “accredited investor” as defined in Regulation D under the Securities Act.

Except as previously reported in our current reports on Form 8-K, we did not sell any equity securities during the three months ended March 31, 2025 that were not registered under the Securities Act.

Issuer Purchases of Equity Securities

Discretionary Share Repurchase Program

Beginning with the quarter ended September 30, 2024, we commenced a discretionary share repurchase program in which we intend to offer to repurchase, in each quarter, up to 5% of our Common Shares outstanding (either by number of shares or aggregate NAV) as of the close of the previous calendar quarter. The Board may amend or suspend the share repurchase program if in its reasonable judgment it deems such action to be in our best interest and the best interest of our shareholders. As a result, share repurchases may not be available each quarter, such as when a repurchase offer would place an undue burden on our liquidity, adversely affect our operations or risk having an adverse impact on the Company that would outweigh the benefit of the repurchase offer. We intend to conduct such repurchase offers in accordance with the requirements of Rule 13e-4 promulgated under the Exchange Act and the 1940 Act.

Under our share repurchase program, to the extent we offer to repurchase shares in any particular quarter, we expect to repurchase shares pursuant to quarterly tender offers using a purchase price equal to the NAV per share as of the Valuation Date, which will be the last calendar day of the applicable quarter. Shareholders should keep in mind that if they tender Common Shares in a tender offer with a Valuation Date that is within the 12-month period following the initial issue date of their tendered Common Shares, the Company may repurchase such Common Shares subject to the 2% Early Repurchase Deduction. The Early Repurchase Deduction will be retained by the Company for the benefit of remaining holders of Common Shares. This Early Repurchase Deduction will also generally apply to minimum account repurchases. Common Shares may be sold to certain feeder vehicles primarily created to hold the Common Shares that in turn offer interests in such feeder vehicles to non-U.S. persons. For such feeder vehicles and similar arrangements in certain markets, the Company may not apply the Early Repurchase Deduction to the feeder vehicles or underlying investors, often because of administrative or systems limitations.

Shareholders may tender all of the Common Shares that they own in connection with any of our discretionary quarterly tender offers. In the event the amount of shares tendered exceeds the repurchase offer amount, shares will be repurchased on a pro rata basis. All unsatisfied repurchase requests must be resubmitted in the next quarterly tender offer, or upon the recommencement of the share repurchase program, as applicable. We will have no obligation to repurchase shares, including if the repurchase would violate the restrictions on distributions under federal law or Delaware law. The limitations and restrictions described above may prevent us from accommodating all repurchase requests made in any quarter. Our share repurchase program has many limitations, including the

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limitations described above, and should not in any way be viewed as the equivalent of a secondary market. We will offer to repurchase shares on such terms as may be determined by the Board in its complete and absolute discretion unless, in the judgment of the Board, such repurchases would not be in the best interests of our shareholders or would violate applicable law. There is no assurance that the Board will exercise its discretion to offer to repurchase shares or that there will be sufficient funds available to accommodate all of our shareholders’ requests for repurchase. As a result, we may repurchase less than the full amount of shares that a shareholder requests to have repurchased. If we do not repurchase the full amount of shares that a shareholder has requested to be repurchased, or we determine not to make repurchases of our shares, such shareholder will likely not be able to dispose of its shares, even if we under-perform. Any periodic repurchase offers will be subject in part to our available cash and compliance with the RIC qualification and diversification rules and the 1940 Act. Repurchases of shares from shareholders by the Company in connection with the discretionary quarterly tender offers will be paid in cash within 65 days of the expiration of the applicable tender offer, after the determination of the relevant NAV per share is finalized. Repurchases will be effective after receipt and acceptance by the Company of eligible written tenders of shares from shareholders by the applicable repurchase offer deadline.

On December 2, 2024, we commenced a tender offer, or the December 2024 Tender Offer, pursuant to which we offered to repurchase up to 1,043,143 Common Shares tendered prior to 11:59 p.m., E.T. on December 30, 2024, or the December 2024 Tender Offer Expiration Date. There were no Common Shares validly tendered by shareholders prior to the December 2024 Tender Offer Expiration Date.

The following table sets forth information regarding repurchases of shares of our Common Shares effectuated under our discretionary share repurchase program during the three months ended March 31, 2025:

Repurchase Date

Offer Date

Tender Offer Expiration

Purchase Price per Share

Common Shares Repurchased

Aggregate Dollar Amount of Common Shares Accepted for Repurchase (in thousands)

January 2, 2025

December 2, 2024

December 30, 2024

—

On March 3, 2025, we commenced a tender offer, or the March 2025 Tender Offer, pursuant to which we offered to repurchase up to 1,402,588 Common Shares tendered prior to 11:59 p.m., E.T. on March 28, 2025, or the March 2025 Tender Offer Expiration Date. There were 18,836 Common Shares validly tendered by shareholders prior to the March 2025 Tender Offer Expiration Date.

See Note 3 to our unaudited consolidated financial statements included herein for more information regarding our discretionary share repurchase program.

Item 3. Defaults upon Senior Securities.

Not applicable.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Rule 10b5-1 Trading Plans

During the fiscal quarter ended March 31, 2025, none of our trustees or officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

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Item 6. Exhibits


3.1						Certificate of Trust (Previously filed as an exhibit Amendment No. 1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56493) filed on November 17, 2022 and incorporated herein by reference)

3.2						Certificate of Amendment to Certificate of Trust (Previously filed as an exhibit to Amendment No. 1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56493) filed on May 26, 2023 and incorporated herein by reference)

3.3						Supplement to the Amended and Restated Declaration of Trust of KKR FS Income Trust Relating to 12.0% Series A Cumulative Preferred Shares (Previously filed as an exhibit to Amendment No. 1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56493) filed on May 26, 2023 and incorporated herein by reference)

3.4						Second Amended and Restated Declaration of Trust (Previously filed as an exhibit to Amendment No. 1 to the Registrant’s Registration Statement on Form 10 (File No. 000-56493) filed on May 26, 2023 and incorporated herein by reference)

3.5						Bylaws (Previously filed as an exhibit to the Registrant’s Registration Statement on Form 10 (File No. 000-56493) filed on November 17, 2022 and incorporated herein by reference)

10.1						Loan, Security and Servicing Agreement, dated March 4, 2025, by and among K-FIT Finance CO-1 LLC, KKR FS Income Trust, Capital One, National Association and Computershare Trust Company, N.A. (Previously filed as an exhibit to the Registrant’s Current Report on Form 8-K (File No. 814-01620) filed on March 11, 2025 and incorporated herein by reference)

31.1*						Certification of Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended

31.2*						Certification of Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended

32.1**						Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended

101.INS*						Inline XBRL Instance Document

101.SCH*						Inline XBRL Taxonomy Extension Schema Document

101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

*						Filed herewith.
**						Furnished herewith.

Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this quarterly report to be signed on its behalf by the undersigned, thereunto duly authorized on May 14, 2025.


KKR FS Income Trust

By:			/s/ Michael C. Forman
			Michael C. Forman Chief Executive Officer (Principal Executive Officer)

By:			/s/ Steven Lilly
			Steven Lilly Chief Financial Officer (Principal Financial Officer)

By:			/s/ William Goebel
			William Goebel Chief Accounting Officer