XFLT Xai Octagon Floating Rate & Alternative Income Term Trust - 8-K

Item 5.03

Amendments to Articles
of Incorporation or Bylaws; Change in Fiscal Year.

On December 29,
2025, the holders of the Trust’s 6.95% Series II 2029 Convertible Preferred Shares, par value $0.01 per share, liquidation
preference $25.00 per share (the “6.95% Series II 2029 Convertible Preferred Shares”), adopted and approved Amendment No
1. to Appendix D, effective as of June 10, 2024, to the Trust’s Statement of Preferences of Term Preferred Shares, effective
as of March 23, 2021 (the “Statement of Preferences”) establishing the preferences, voting powers, restrictions,
limitations as to dividends and distributions, conversion privilege, qualifications and terms and conditions of redemption of the
Trust’s 6.95% Series II 2029 Convertible Preferred Shares, in order to eliminate the Non-Call Period applicable to the 6.95%
Series II 2029 Convertible Preferred Share, which Amendment No. 1 was accepted and approved by the Board of Trustees of the Trust. A
copy of Amendment No. 1 is filed herewith as Exhibit 3.1 and incorporated herein by reference.

Item 8.01

Other Events

On December 30,
2025, the Trust gave notice of its intent to call for redemption all 1,100,000 shares of its issued and outstanding 6.95% Series II 2029
Convertible Preferred Shares on January 30, 2026.

Item 9.01

Financial Statements
and Exhibits.

(d)

Exhibits

3.1

Amendment No 1. to Appendix D to Statement of Preferences of Term Preferred Shares