FT Vest 15% Income Fund Series B1 Registers Shares for Public Offering in April 2027

Existing holders can tender up to all of their shares as the first two-year term ends, while new money buys in at NAV under a fresh put struck at that day’s S&P 500 close.

November 11, 2026

First Trust Capital Management and Vest Financial have registered shares of FT Vest Total Return Income Fund: Series B1 for a public offering, setting up the closed-end fund's second two-year investment term. The registration, filed November 10, covers Class A and Class I shares sold at net asset value on a delayed or continuous basis, with subscriptions currently expected to close on April 23, 2027. The fund targets net income of 15.0 percent a year from a basket of S&P 500 stocks, a long-dated put option on the index and a steady program of short-dated call sales.

Series B1 was organized as a Delaware statutory trust in November 2024, began operations on April 25, 2025, and has filed both an annual and a semiannual report. For the period through December 31, 2025, it paid its adviser $2,176,619 in unitary management fees. Its shares were initially issued at $25.00.

The fund's original 2025 registration covered it only under the Investment Company Act, and its shares were sold in a private placement under Rule 506(c) of Regulation D to accredited investors. The new prospectus registers the shares under the Securities Act of 1933 and contains no accredited-investor requirement. Sister fund FT Vest Total Return Income Fund: Series A2 registered a public offering in March, and Series A3 and Series A4 did the same in August.

How the strategy works

The fund holds roughly 100 of the S&P 500's constituents, which Vest may rebalance or reconstitute to limit tracking error against the index. At the start of each Designated Period it buys a long-dated put on the S&P 500, which may be a FLEX option, struck at the index's closing level that day. The put cannot be exercised early. It settles in cash at the end of the two-year period, paying the shortfall if the index closes below the strike, and until then its unrealized gain or loss flows through the fund's NAV.

Income comes from dividends and from selling call options with expirations of less than 30 days, typically written at the money. Each week the fund compares the basket's dividend income against its target distribution plus required reserves and expenses, and sells calls to cover the difference. The calls are written on less than the full value of each underlying holding, and the fund gives up appreciation above the strike on the portion of each stock it writes against.

Because the basket holds fewer stocks than the index, and the call sales pull the portfolio's returns away from the basket's, the put will not track the fund's holdings exactly. The fund does not seek any specific level of protection, and the S&P 500 reference is a price return index that excludes reinvested dividends. The full benefit of the hedge is designed to reach only investors who buy at the start of a Designated Period and hold to its end. At each reset the fund repeats the same hedge, and it does not expect the 15 percent target to change; any change would be disclosed in an amended prospectus before the prior period ends.

Distributions and liquidity

The fund intends to pay monthly distributions equal to 15 percent annually of NAV per share, paid in cash by wire. The board can raise or lower that rate. If available cash falls short of the predetermined amount, the fund will sell assets, and distributions that exceed income and gains are treated as return of capital. Each payment will come with a notice estimating how much comes from net investment income, capital gains and return of capital.

Shares are sold only once every two years at the start of a Designated Period, generally on a Wednesday, unless the board decides otherwise. The shares will not be listed, and the fund does not expect a secondary market to develop. It plans tender offers at least semiannually after a closing, ordinarily for up to 5 percent of outstanding shares, and, at the board's discretion, a tender for up to 100 percent of shares that coincides with the end of each Designated Period. Shares tendered before a period ends do not get the full benefit of the put. Until the closing, subscription money sits in an interest-bearing escrow account with the custodian, and any interest is credited to the fund. The fund may borrow up to one-third of its total assets.

Fees and how they changed

The fund pays First Trust Capital Management a unitary management fee of 2.65 percent of month-end net assets, from which the adviser pays most operating expenses, including administration. Offering and organizational costs, interest, taxes, trading costs, borrowing costs, 12b-1 fees and extraordinary expenses fall outside the unitary fee. Vest receives half of the unitary fee, reduced by its agreement to pay half of the operating expenses the adviser covers. With distribution and servicing fees of 1.00 percent for Class A and 0.25 percent for Class I, total annual expenses come to 3.65 percent and 2.90 percent. Class A carries a sales charge of up to 2.00 percent, which can be waived or reduced for some investors; Class I carries none. Both classes require $25,000 to open an account and $25,000 for each additional purchase.

In its 2025 private offering, the fund charged a 2.00 percent repurchase fee on both classes for shares repurchased in the first year of a Designated Period, a fee that does not appear in the new fee table. Class A's distribution and servicing fee was 0.75 percent, and total annual expenses were estimated at 3.47 percent for Class A and 2.97 percent for Class I.

The advisers

First Trust Capital Management, based in Chicago, had about $16.2 billion in assets under management as of September 30, 2026. Vest Financial, based in McLean, Virginia, managed about $63.9 billion at the same date. Vest is a subsidiary of Vest Group, Inc., whose largest single holder of voting shares is First Trust Capital Partners, an affiliate of the adviser. The distributor, First Trust Portfolios, is also affiliated with the adviser. Portfolio managers Karan Sood and Trevor Lack run the strategy at Vest; Sood joined the firm in 2012 and Lack in 2019, and both previously worked at ProShares.

The prospectus remains preliminary. Its financial highlights, its interim financial statements and the name of its independent auditor are left to be added by amendment.