Sec Form 13G Filing - UBS Group AG filing for WESTERN ASSET MUNICIPAL PARTNERS FUND INC. (MNP) - 2023-02-02

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The event triggering notification is the Fund repurchasing 155 Series M ARCPS in a private transaction on November 16, 2022. This transaction and the resulting update in Shares Outstanding was made public with the filing of Form N-CSR on January 26, 2023. As a result of the update in Shares Outstanding, UBS’s holding percentage increased as compared to the previous disclosure.

  Names of reporting persons

  UBS Group AG, for the benefit and on behalf of UBS Securities LLC and UBS Financial Services Inc., two-wholly owned subsidiaries of UBS AG to which UBS AG has delegated portions of its performance obligations with respect to the Auction Rate Securities Rights issued by UBS Group AG to certain clients and pursuant to which the securities reported herein have been purchased from such clients.

  Check the appropriate box if a member of a group (see instructions)

(a)  ☐        (b)  ☐

  SEC use only

  Citizenship or place of organization

  Switzerland

Number of

shares

beneficially

owned by

each

reporting

person

with:

  Sole voting power

  0

  Shared voting power

  28***

  Sole dispositive power

  0

  Shared dispositive power

  28***

  Aggregate amount beneficially owned by each reporting person

  28***

  Check if the aggregate amount in Row (9) ex cludes certain shares (see instructions)

  Percent of class represented by amount in Row (9)

  13.2%****

  Type of reporting person (see instructions)

  BK

These amounts reflect UBS Group AG’s combined holdings in the series of auction preferred stock of the issuer identified by the CUSIP number(s) set forth on the cover page of this Schedule 13G.

This calculation reflects a fraction the numerator of which is the total set forth in Item 9 of this cover page and the denominator of which is the aggregate amount of auction preferred stock of all series identified in Item 2(e) of this Schedule 13G, which latter amount is treated herein as a single class of securities.

If this statement is filed pursuant to §§240.13d–1(b) or 240.13d–2(b) or (c), check whether the person filing is a:

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a–8);

An investment adviser in accordance with §240.13d–1(b)(1)(ii)(E);

An employee benefit plan or endowment fund in accordance with §240.13d–1(b)(1)(ii)(F);

A parent holding company or control person in accordance with §240.13d–1(b)(1)(ii)(G);

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a–3);

A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);

Group, in accordance with §240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J), please specify the type of institution: ________________________________

Ownership

Ownership of 5 Percent or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following  ☐.

Ownership of More than 5 Percent on Behalf of Another Person.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

Identification and Classification of Members of the Group.

Notice of Dissolution of Group.

Certifications