As filed with the Securities and Exchange Commission on October 1, 2026
Securities Act File No.
1940 Act File No.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
| REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | ||
| Pre-Effective Amendment No. | ||
| Post-Effective Amendment No. |
and
| REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | ||
| Amendment No. 3 |
(Exact Name of Registrant as Specified in Charter)
c/o UMB Fund Services, Inc.
(Address of Principal Executive Offices)
(Registrant’s Telephone Number)
(Name and Address of Agent for Service)
Copy to:
Joshua B. Deringer, Esq.
Faegre Drinker Biddle & Reath LLP
One Logan Square, Ste. 2000
Philadelphia, PA 19103-6996
215-988-2700
Approximate Date of Proposed Public Offering:
| Check box if the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans. |
| Check box if any securities being registered on this Form will be offered on a delayed or continuous basis in reliance on Rule 415 under the Securities Act of 1933 (“Securities Act”), other than securities offered in connection with a dividend reinvestment plan. |
| Check box if this Form is a registration statement pursuant to General Instruction A.2 or a post-effective amendment thereto. |
| Check box if this Form is a registration statement pursuant to General Instruction B or a post-effective amendment thereto that will become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act. |
| Check box if this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction B to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act. |
It is proposed that this filing will become effective (check appropriate box)
| when declared effective pursuant to Section 8(c) of the Securities Act |
If appropriate, check the following box:
| This [post-effective] amendment designates a new effective date for a previously filed [post-effective amendment] [registration statement]. |
| This Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, and the Securities Act registration statement number of the earlier effective registration statement for the same offering is: . |
| This Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, and the Securities Act registration statement number of the earlier effective registration statement for the same offering is: . |
| This Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, and the Securities Act registration statement number of the earlier effective registration statement for the same offering is: |
Check each box that appropriately characterizes the Registrant:
| Registered Closed-End Fund (closed-end company that is registered under the Investment Company Act of 1940 (“Investment Company Act”)). |
| Business Development Company (closed-end company that intends or has elected to be regulated as a business development company under the Investment Company Act). |
| Interval Fund (Registered Closed-End Fund or a Business Development Company that makes periodic repurchase offers under Rule 23c-3 under the Investment Company Act). |
| A.2 Qualified (qualified to register securities pursuant to General Instruction A.2 of this Form). |
| Well-Known Seasoned Issuer (as defined by Rule 405 under the Securities Act). |
| Emerging Growth Company (as defined by Rule 12b-2 under the Securities and Exchange Act of 1934). |
| ☐ | 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 7(a)(2)(B) of the Securities Act. |
| New Registrant (registered or regulated under the Investment Company Act for less than 12 calendar months preceding this filing). |
EXPLANATORY NOTE
This Post-Effective Amendment to the Registration Statement on Form N-2 (File Nos. 333-298414 and 811-24011) of FT Vest Total Return Income Fund: Series A4 (the “Registration Statement”) is being filed pursuant to Rule 462(d) under the Securities Act of 1933, as amended (the “Securities Act”), solely for the purpose of amending Exhibit h.1 to the Registration Statement. Exhibit h.1 is the Distribution Agreement between First Trust Portfolios L.P. and the Fund. No changes have been made to Part A, Part B or Part C of the Registration Statement, other than Item 25(2) of Part C as set forth below. Accordingly, this Post-Effective Amendment consists only of a facing page, this explanatory note and Part C of the Registration Statement setting forth the exhibits to the Registration Statement. This Post-Effective Amendment does not modify any other part of the Registration Statement. Pursuant to Rule 462(d) under the Securities Act, this Post-Effective Amendment shall become effective immediately upon filing with the Securities and Exchange Commission. The contents of the Registration Statement are hereby incorporated by reference.
PART C: OTHER INFORMATION
FT VEST TOTAL RETURN INCOME FUND: SERIES A4
(the “Registrant”)
| Item 25. | Financial Statements and Exhibits |
| (2) | Exhibits |
| (a)(1) | Agreement and Declaration of Trust is incorporated by reference to Exhibit (a) (1) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (a)(2) | Certificate of Trust is incorporated by reference to Exhibit (a) (2) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (b) | By -Laws are incorporated by reference to Exhibit (b) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (c) | Not applicable. |
| (d) | Refer to Exhibit (a)(1), (b). |
| (e) | Not applicable. |
| (f) | Not applicable. |
| (g)(1) | Investment Management Agreement is incorporated by reference to Exhibit (g) (1) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (g)(2) | Sub-Advisory Agreement is incorporated by reference to Exhibit (g) (2) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (h)(1) | Distribution Agreement is filed herewith. |
| (h)(2) | Distribution and Service Plan is incorporated by reference to Exhibit (k) (6) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (i) | Not applicable. |
| (j) | Custody Agreement is incorporated by reference to Exhibit (j ) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (k)(4) | Platform Management Agreement is incorporated by reference to Exhibit (k) (4) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (k)(7) | Subscription Document is incorporated by reference to Exhibit (k) (7) to Registrant's Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on August 18, 2026. |
| (k)(8) | Escrow Agreement is incorporated by reference to Exhibit (k) (8) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on January 23, 2025. |
| (m) | Not applicable. |
| (o) | Not applicable. |
| (p) | Not applicable. |
| (q) | Not applicable. |
| (r)(1) | Code of Ethics of Registrant is incorporated by reference to Exhibit (r) (1) to Registrant’s Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on October 17, 2024. |
| (s) | Calculation of Filing Fees Tables is incorporated by reference to Exhibit (s) to Registrant's Registration Statement on Form N-2 (Reg. 811-24011) as previously filed on August 18, 2026. |
| (t) | Powers of Attorney are incorporated by reference to Exhibit (t) to Registrant's Registration Statement on Form N-2 (Reg. 811-23991) as previously filed on August 18, 2026. |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Chicago in the State of Illinois on the 1st day of October 2026.
| FT Vest Total Return Income Fund: Series A4 | |||
| By: | /s/ Michael Peck | ||
| Name: | Michael Peck | ||
| Title: | President | ||
Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated.
| /s/ Michael Peck | President (Principal Executive Officer) | October 1, 2026 |
| Michael Peck | ||
| /s/ Chad Eisenberg | Treasurer (Principal Financial Officer and Principal | October 1, 2026 |
| Chad Eisenberg | Accounting Officer) | |
| * | Trustee | October 1, 2026 |
| Terrance P. Gallagher | ||
| * | Trustee | October 1, 2026 |
| David G. Lee | ||
| * | Trustee | October 1, 2026 |
| Robert Seyferth | ||
| * | Trustee | October 1, 2026 |
| Gary Shugrue |
| *By: | /s/ Ann Maurer | |
| Ann Maurer | ||
| Attorney-In-Fact (pursuant to Power of Attorney) |