FS Credit Income Fund (FCREX) Form 4 FS Credit Income Fund / Michael C. Forman ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Forman Michael C.

(Last) (First) (Middle)

C/O FS CREDIT INCOME FUND

201 ROUSE BOULEVARD

(Street)

PHILADELPHIA PA 19112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FS Credit Income Fund [ FCRIX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/21/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class I Common Shares of Beneficial Interest	12/21/2018		S(1)		1,365,156.667	D	$12.34(1)	1,365,156.667(1)	I	By Franklin Square Holdings, L.P.(1)
Class I Common Shares of Beneficial Interest	12/21/2018		P(1)		1,365,156.667	A	$12.34(1)	1,365,156.667(1)	I	By FSCIF SCV Feeder I LLC(1)
Class I Common Shares of Beneficial Interest	12/21/2018		S(2)		8,353.382	D	$12.34(2)	0	D
Class I Common Shares of Beneficial Interest	12/21/2018		S(2)		516,760.64	D	$12.34(2)	1,836,269.362(2)(3)	I	By The 2011 Forman Investment Trust(2)
Class I Common Shares of Beneficial Interest	12/21/2018		S(2)		183,157.838	D	$12.34(2)	1,836,269.362(2)(3)	I	By FB Capital Partners, LP(2)
Class I Common Shares of Beneficial Interest	12/21/2018		P(2)		1,836,269.362	A	$12.34(2)	1,836,269.362(2)(3)	I	By MCFDA FSCIF LLC(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. In connection with a financing transaction, the Class I Common Shares of Beneficial Interest were contributed by Franklin Square Holdings, L.P. to FSCIF SCV Feeder I LLC ("Feeder"), a wholly-owned special purpose financing subsidiary of Franklin Square Holdings, L.P., in exchange for an interest in Feeder, at a price equal to $12.34 per share. The reporting person disclaims beneficial ownership of any shares held by Franklin Square Holdings, L.P. and Feeder that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

2. In connection with a financing transaction, the Class I Common Shares of Beneficial Interest were contributed by the reporting person, The 2011 Forman Investment Trust and FB Capital Partners, LP to MCFDA FSCIF LLC ("SPV"), a special purpose financing vehicle of which each of the reporting person, The 2011 Forman Investment Trust and FB Capital Partners, LP is a member and the reporting person is the manager, in exchange for an interest in SPV, at a price equal to $12.34 per share. The reporting person disclaims beneficial ownership of any shares held by The 2011 Forman Investment Trust, FB Capital Partners, LP and SPV that exceed his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

3. Includes shares purchased through FS Credit Income Fund's distribution reinvestment plan.

	/s/ Stephen S. Sypherd, Attorney-in-Fact	12/26/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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