Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
(Name of Issuer)
VARIABLE RATE MUNIFUND TERM PREFERRED SHARES
(Title of Class of Securities)
01864U502, 01864U601
(CUSIP Number)
Bank of America Corporation
Bank of America Corporate Center
100 N. Tryon Street
Charlotte, North Carolina 28255
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 7, 2023
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g),
check the following box ☐.
*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 disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13D
CUSIP No. 01864U502, 01864U601
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1
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NAMES OF REPORTING PERSONS
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Bank of America Corporation 56-0906609
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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||||
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☒
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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5,754
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9
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SOLE DISPOSITIVE POWER
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0
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10
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SHARED DISPOSITIVE POWER
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| 5,754 |
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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| 5,754 |
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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61.97%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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HC
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SCHEDULE 13D
CUSIP No. 01864U502, 01864U601
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1
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NAMES OF REPORTING PERSONS
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Banc of America Preferred Funding Corporation 75-2939570
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☒
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||||
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0
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8
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SHARED VOTING POWER
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5,754
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9
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SOLE DISPOSITIVE POWER
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| 0 |
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10
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SHARED DISPOSITIVE POWER
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5,754
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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| 5,754 |
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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61.97%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO
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This Amendment No. 4 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated September 1, 2015 and filed with the SEC on
September 3, 2015 (the "Original Schedule 13D"), as amended by Amendment No. 1 dated December 19, 2018 and filed with the SEC on December 21, 2018 ("Amendment No. 1"), as further amended by Amendment No. 2 dated March 14, 2019 and filed with the SEC on March 18, 2019 ("Amendment No. 2"), as further amended by Amendment
No. 3 dated August 28, 2019 and filed with the SEC on August 30, 2019 ("Amendment No. 3") for Bank of America Corporation ("BAC") and Banc of America Preferred Funding
Corporation ("BAPFC") (collectively, the "Reporting Persons") with respect to the variable rate municipal term preferred shares
("VMTP Shares") of ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC. (the "Issuer").
This Amendment is being filed to report a change in the Reporting Persons' ownership percentage of the Issuer as a result of a transfer of the Reporting Persons' 3,531 VMTP Shares (Series 2018)
(CUSIP No. 01864U502) to a new shareholder. The Reporting Persons also hold 5,754 VMTP Shares (Series 2019) (CUSIP No. 01864U601).
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Item 2
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Identity and Background
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Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment.
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Item 3
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Source and Amount of Funds or Other Consideration
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Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraphs at the end thereof:
"The 3,531 VMTP Shares (CUSIP No. 01864U502) held by the Reporting Persons were sold to a subsequent holder in a transfer coordinated by the Issuer that was initiated on
September 7, 2023 and which closed on September 14, 2023 for a price of $25,04238356 per share (the "Transfer") and as a result of the Transaction, the Reporting Persons no longer own any VMTP Shares (Series
2018) (CUSIP No. 01864U502) of the Issuer."
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Item 4
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Purpose of Transaction
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Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"As a result of the Transfer, the Reporting Persons no longer own any VMTP Shares (Series 2018) (CUSIP No. 01864U502) of the Issuer."
| Item 7 |
Material to be Filed as Exhibits
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Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 and Exhibit 99.2 thereto and the insertion of the following exhibits:
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"Exhibit
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Description of Exhibit
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99.1
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Joint Filing Agreement
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99.2
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Power of Attorney"
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Date: September 18, 2023 | |||
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BANK OF AMERICA CORPORATION
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By:
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/s/ Michael Jentis
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Name:
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Michael Jentis
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Title:
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Attorney-in-fact
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BANC OF AMERICA PREFERRED FUNDING CORPORATION
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By:
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/s/ Michael Jentis | ||
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Name:
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Michael Jentis
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Title:
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Authorized Signatory
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LIST OF EXHIBITS
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Exhibit
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Description of Exhibit
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Joint Filing Agreement
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Power of Attorney
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SCHEDULE I
EXECUTIVE OFFICERS AND DIRECTORS OF
REPORTING PERSONS
The following sets forth the name and present principal occupation of each executive officer and director of Bank of America Corporation. The business address of each of the executive officers and
directors of Bank of America Corporation is Bank of America Corporate Center, 100 North Tryon Street, Charlotte, North Carolina 28255.
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Name
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Position with Bank of America Corporation
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Principal Occupation
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Brian T. Moynihan
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Chairman of the Board and Chief Executive Officer
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Chairman of the Board and Chief Executive Officer of Bank of America Corporation
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Paul M. Donofrio
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Vice Chair
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Vice Chair of Bank of America Corporation
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Thong M. Nguyen
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Vice Chair, Head of Global Strategy & Enterprise Platforms
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Vice Chair, Head of Global Strategy & Enterprise Platforms of Bank of America Corporation
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Catherine P. Bessant
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Vice Chair, Global Strategy
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Vice Chair, Global Strategy of Bank of America Corporation
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Bruce R. Thompson
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Vice Chair, Head of Enterprise Credit
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Vice Chair, Head of Enterprise Credit of Bank of America Corporation
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Dean C. Athanasia
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President, Regional Banking
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President, Regional Banking of Bank of America Corporation
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James P. DeMare
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President, Global Markets
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President, Global Markets of Bank of America Corporation
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Kathleen A. Knox
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President, The Private Bank
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President, The Private Bank of Bank of America Corporation
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Matthew M. Koder
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President, Global Corporate and Investment Banking
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President, Global Corporate and Investment Banking of Bank of America Corporation
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Bernard A. Mensah
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President, International; CEO, Merrill Lynch International
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President, International of Bank of America Corporation and CEO, Merrill Lynch International
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Lindsay DeNardo Hans
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President, Co-Head Merrill Wealth Management
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President, Co-Head Merrill Wealth Management of Bank of America Corporation
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Eric Schimpf
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President, Co-Head Merrill Wealth Management
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President, Co-Head Merrill Wealth Management of Bank of America Corporation
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Aditya Bhasin
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Chief Technology and Information Officer
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Chief Technology and Information Officer of Bank of America Corporation
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D. Steve Boland
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Chief Administrative Officer
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Chief Administrative Officer of Bank of America Corporation
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Alastair Borthwick
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Chief Financial Officer
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Chief Financial Officer of Bank of America Corporation
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Sheri Bronstein
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Chief Human Resources Officer
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Chief Human Resources Officer of Bank of America Corporation
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Geoffrey Greener
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Chief Risk Officer
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Chief Risk Officer of Bank of America Corporation
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Thomas M. Scrivener
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Chief Operations Executive
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Chief Operations Executive of Bank of America Corporation
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Lauren A. Mogensen
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Global General Counsel
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Global General Counsel of Bank of America Corporation
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Lionel L. Nowell, III
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Lead Independent Director
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Lead Independent Director, Bank of America Corporation; Former Senior Vice President and Treasurer, PepsiCo, Inc.
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Sharon L. Allen
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Director
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Former Chairman of Deloitte LLP
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Jose E. Almeida
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Director
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Chairman, President and Chief Executive Officer of Baxter International Inc.
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Frank P. Bramble, Sr.
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Director
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Former Executive Vice Chairman, MBNA Corporation
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Pierre J.P. de Weck1
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Director
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Former Chairman and Global Head of Private Wealth Management, Deutsche Bank AG
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Arnold W. Donald
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Director
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Former President and Chief Executive Officer, Carnival Corporation & Carnival plc
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Linda P. Hudson
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Director
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Former Executive Officer, The Cardea Group, LLC and Former President and Chief Executive Officer of BAE Systems, Inc.
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Monica C. Lozano
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Director
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Chief Executive Officer, College Futures Foundation and Former Chairman, US Hispanic Media Inc.; Lead Independent Director, Target Corporation
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1 Mr. de Weck is a citizen of Switzerland.
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Denise L. Ramos
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Director
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Former Chief Executive Officer and President of ITT Inc.
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Clayton S. Rose
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Director
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President of Bowdoin College
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Michael D. White
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Director
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Lead Director of Kimberly-Clark Corporation; Former Chairman, President, and Chief Executive Officer of DIRECTV
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Thomas D. Woods2
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Director
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Former Vice Chairman and Senior Executive Vice President of Canadian Imperial Bank of Commerce; Former Chairman, Hydro One Limited
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Maria T. Zuber
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Director
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Vice President for Research and E.A., Griswold Professor of Geophysics, MIT
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2 Mr. Woods is a citizen of Canada.
The following sets forth the name and present principal occupation of each executive officer and director of Blue Ridge Investments, L.L.C. The business address of each of the executive officers
and directors of Blue Ridge Investments, L.L.C. is One Bryant Park, New York, NY 10036.
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Name
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Position with Blue Ridge Investments, L.L.C.
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Principal Occupation
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||
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Lisle C. Brathwaite
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Managing Director
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Managing Director, Compliance and Operational Risk Executive of BofA Securities, Inc.
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||
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George C. Carp
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Managing Director
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Managing Director, Capital Markets Finance Executive of BofA Securities Europe SA
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Steve Chaiken
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Managing Director
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Associate General Counsel & Managing Director of Bank of America, National Association
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Elizabeth Chen
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Manager & Senior Vice President
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Senior Vice President, Business Executive-Operations of Countrywide Home Loans, Inc.
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Edward H. Curland
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Manager, Chief Executive Officer, Managing Director & President
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Managing Director, Lead Trading Sector-Desk Manager of BofA Securities, Inc.
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James J. Fabian
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Senior Vice President
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Senior Vice President, Senior Tax Advisor of Bank of America, National Association
|
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Jason R. Hickey
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Manager and Managing Director
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Managing Director, Global Markets Risk Executive of Bank of America, National Association
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Walter R. Louis
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Managing Director
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Managing Director, Senior Asset Liability Manager of Bank of America, National Association
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Edward W. McLaren
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Managing Director
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Managing Director, Compliance and Operational Risk Executive of BofA Securities, Inc.
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James E. Michaels
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Manager
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Managing Director, Corporate Investment Senior Portfolio Manager of Bank of America, National Association
|
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Mary Ann Olson
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Manager, Chief Financial Officer, Senior Vice President, and Controller
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Senior Vice President, Senior Legal Entity Controller of Bank of America, National Association
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Portia J. Poindexter
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Managing Director
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Associate General Counsel & Managing Director of Bank of America, National Association
|
||
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Maria Russo
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Managing Director
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Managing Director, Global Product Tax Risk Executive of Bank of America, National Association
|
||
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Manami Ishii
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Treasurer
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Director, Bank Funding Manager of Bank of America, National Association
|
The following sets forth the name and present principal occupation of each executive officer and director of Banc of America Preferred Funding Corporation. The business address of each of the
executive officers and directors of Banc of America Preferred Funding Corporation is 214 North Tryon Street, Charlotte, North Carolina 28255.
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Name
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Position with Banc of America Preferred Funding Corporation
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Principal Occupation
|
||
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John J. Lawlor
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Director and President
|
Managing Director, Municipal Markets and Public Sector Banking Executive of BofA Securities, Inc. and Bank of America, National Association
|
||
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Edward H. Curland
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Director and Managing Director
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Managing Director, Municipal Markets Executive for Trading of BofA Securities, Inc. and Bank of America, National Association
|
||
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James Duffy
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Managing Director
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Director; MBAM BFO, The CFO Group
of Bank of America, National Association
|
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Michael I. Jentis
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Managing Director
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Managing Director, Head of Sales – Public Finance of BofA Securities, Inc. and Bank of America, National Association
|
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Mona Payton
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Managing Director
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Managing Director, Municipal Markets Executive for Short-Term Trading of BofA Securities, Inc. and Bank of America, National Association
|
||
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Edward J. Sisk
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Director and Managing Director
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Managing Director, Public Finance Executive of BofA Securities, Inc. and Bank of America, National Association
|
||
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John B. Sprung
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Director
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Corporate Director
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||
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David A. Stephens
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Director and Managing Director
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Managing Director, Executive for Public Finance and Public Sector Credit Products of BofA Securities, Inc. and Bank of America, National Association
|
SCHEDULE II
LITIGATION SCHEDULE
Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. ("BofA Securities," successor in interest to Merrill Lynch, Pierce, Fenner & Smith Incorporated) and
Bank of America, N.A., have been involved in a number of civil proceedings and regulatory actions which concern matters arising in connection with the conduct of its business. Certain of such proceedings have resulted in findings of violations of
federal or state securities laws. Such proceedings are reported and summarized in the BofA Securities Form BD as filed with the SEC, which descriptions are hereby incorporated by reference.