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    SEC Form N-CSRS filed by BNY Mellon Municipal Income Inc.

    5/24/24 1:52:18 PM ET
    $DMF
    Finance/Investors Services
    Finance
    Get the next $DMF alert in real time by email
    N-CSRS 1 lp1-424.htm SEMI-ANNUAL REPORT

     

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

    FORM N-CSR

    CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
    INVESTMENT COMPANIES

    Investment Company Act file number 811-05652
       
      BNY Mellon Municipal Income, Inc.  
      (Exact name of Registrant as specified in charter)  
         
     

     

    c/o BNY Mellon Investment Adviser, Inc.

    240 Greenwich Street

    New York, New York 10286

     
      (Address of principal executive offices)        (Zip code)  
         
     

    Deirdre Cunnane, Esq.

    240 Greenwich Street

    New York, New York 10286

     
      (Name and address of agent for service)  
     
    Registrant's telephone number, including area code:   (212) 922-6400
       

    Date of fiscal year end:

     

    09/30  
    Date of reporting period:

    03/31/24

     

     
                 

     

     

     
     

     

    FORM N-CSR

    Item 1.Reports to Stockholders.

     

    BNY Mellon Municipal Income, Inc.

     

    SEMI-ANNUAL REPORT

    March 31, 2024

     

     

     

    BNY Mellon Municipal Income, Inc.

    Protecting Your Privacy
    Our Pledge to You

    THE FUND IS COMMITTED TO YOUR PRIVACY. On this page, you will find the fund’s policies and practices for collecting, disclosing, and safeguarding “nonpublic personal information,” which may include financial or other customer information. These policies apply to individuals who purchase fund shares for personal, family, or household purposes, or have done so in the past. This notification replaces all previous statements of the fund’s consumer privacy policy, and may be amended at any time. We’ll keep you informed of changes as required by law.

    YOUR ACCOUNT IS PROVIDED IN A SECURE ENVIRONMENT. The fund maintains physical, electronic and procedural safeguards that comply with federal regulations to guard nonpublic personal information. The fund’s agents and service providers have limited access to customer information based on their role in servicing your account.

    THE FUND COLLECTS INFORMATION IN ORDER TO SERVICE AND ADMINISTER YOUR ACCOUNT. The fund collects a variety of nonpublic personal information, which may include:

    • Information we receive from you, such as your name, address, and social security number.

    • Information about your transactions with us, such as the purchase or sale of fund shares.

    • Information we receive from agents and service providers, such as proxy voting information.

    THE FUND DOES NOT SHARE NONPUBLIC PERSONAL INFORMATION WITH ANYONE, EXCEPT AS PERMITTED BY LAW.

    Thank you for this opportunity to serve you.

     

    The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

     

    Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

     

    Contents

    THE FUND

      

    Discussion of Fund Performance

    2

    Statement of Investments

    5

    Statement of Assets and Liabilities

    20

    Statement of Operations

    21

    Statement of Cash Flows

    22

    Statement of Changes in Net Assets

    23

    Financial Highlights

    24

    Notes to Financial Statements

    26

    Officers and Directors

    37

    FOR MORE INFORMATION

     

    Back Cover

     
     

    Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.im.bnymellon.com and sign up for eCommunications. It’s simple and only takes a few minutes.

     

    DISCUSSION OF FUND PERFORMANCE (Unaudited)

    For the period from October 1, 2023, through March 31, 2024, as provided by Daniel Rabasco and Jeffrey Burger, Primary Portfolio Managers of Insight North America LLC, the fund’s sub-adviser.

    Market and Fund Performance Overview 

    For the six-month period ended March 31, 2024, BNY Mellon Municipal Income, Inc. (the “fund”) produced a total return of 13.77% on a net-asset-value basis and 22.18% on a market price basis.1 Over the same period, the fund provided aggregate income dividends of $.09 per share, which reflects an annualized distribution rate of 2.64%.2 In comparison, the Bloomberg U.S. Municipal Bond Index (the “Index”), the fund’s benchmark, posted a total return of 7.48% for the same period.3

    Municipal bonds rose during the reporting period, as the market benefited from easing inflation and investor anticipation of interest-rate cuts by the U.S. Federal Reserve (the “Fed”).

    The Fund’s Investment Approach

    The fund seeks to maximize current income exempt from federal income tax to the extent consistent with the preservation of capital. Under normal market conditions, the fund invests at least 80% of the value of its net assets in municipal obligations which, at the time of purchase, are rated investment grade or the unrated equivalent as determined by the fund’s sub-adviser, in the case of bonds, and rated in the two highest-rating categories or the unrated equivalent as determined by the sub-adviser, in the case of short-term obligations having, or deemed to have, maturities of less than one year.

    To this end, we have constructed a portfolio based on identifying income opportunities through analysis of each bond’s structure, including paying close attention to each bond’s yield, maturity and early redemption features. Over time, many of the fund’s relatively higher-yielding bonds mature or are redeemed by their issuers, and we generally attempt to replace those bonds with investments consistent with the fund’s investment policies, albeit with yields that reflect the then-current, interest-rate environment. When making new investments, we focus on identifying undervalued sectors and securities, and we minimize the use of interest-rate forecasting. We use fundamental analysis to estimate the relative value and attractiveness of various sectors and securities and to explore pricing inefficiencies in the municipal bond market.

    Market Benefits from Declining Inflation, but Timing of Rate Cuts Uncertain

    The municipal market posted strong gains early in the reporting period as inflation eased and the Fed signaled that rate cuts were likely in 2024. However, as the economy remained strong and inflation persisted, the timing of rate cuts became more uncertain, and investors began to temper their expectations.

    The economy and employment remained strong during the period. After expanding by 4.9% in the third quarter of 2023, the economy continued at an above-trend rate of 3.4% in the fourth quarter. Growth in the first quarter of 2024 also appeared strong, remaining well above 2%, according to the Atlanta Federal Reserve Bank’s GDPNow model.

    2

     

    The Fed’s preferred measure of inflation, the personal consumption expenditure (“PCE”) index, rose to 2.5% year over year in February 2024, though the core PCE index, which excludes food and energy, did edge slightly downward to 2.8%. Like the PCE index, the consumer price index (“CPI”) remained higher than expected in 2024.

    Unexpectedly strong inflation resulted in a higher yield on the 10-year Treasury as well, but this failed to slow the U.S. economy. Continued economic strength made it difficult for the Fed to ease monetary policy as easing would only further stimulate economic activity. Thus, the Fed left the federal funds target rate unchanged at 5.25%–5.50%. While expectations late in 2023 were for rate cuts to begin midway into 2024, toward the end of the reporting period, investors began to expect them to be delayed until much later in the year.

    Heading into 2024, municipal mutual bond funds began to receive inflow from retail investors, who had been largely absent in the prior year. This resulted in favorable technical conditions as demand was more than adequate to handle increasing new issue supply.

    After the initial surge, the market generally moved sideways during the first months of 2024. This kept interest rates at attractive levels, extending the opportunity for interested investors.

    Duration Drove Performance

    The fund’s performance was aided primarily by its longer duration versus the Index as longer bonds outperformed as rates fell during the period. Sector allocation also contributed positively, with the fund’s overweight to revenue bonds being beneficial. Overweights in certain segments were particularly advantageous, including in continuing care and retirement centers, industrial development and prepaid gas. Security selections in public power, appropriation bonds and local general obligation bonds were also beneficial.

    Despite these favorable choices, overall security selection detracted from performance. Selection was especially weak in airports, education, hospitals and tobacco. In addition, overweight allocations in tobacco and water & sewer also hampered results. The fund did not employ derivatives during the reporting period.

    Monetary Easing Expected Later in the Year

    Market sentiment has shifted somewhat, and the number of anticipated rate cuts by the Fed is now less than expected earlier in the reporting period. Employment remains strong, and inflation has proven to be higher than anticipated. On the plus side, this means that the entry point for the municipal bond market is attractive, as yields remain high. Inflows to municipal bond mutual funds have picked up, however, and we believe they are likely to remain strong.

    We remain constructive on the market for the second half of 2024. While supply has picked up, it remains manageable and demand remains strong. Credit fundamentals are also healthy, supported by a resilient economy. In this environment, we anticipate that municipal bond spreads could tighten, enhancing the potential for total return. We continue to focus on opportunities for improving incremental yields.

    Historically, the municipal bond market has performed well when the Fed has ended a tightening cycle, and we believe an end to tightening remains a likely scenario as 2024 progresses. The presidential election in November 2024 adds some uncertainty to this outlook and we believe is likely to result in issuance earlier in the year than would otherwise

    3

     

    DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

    be the case. Nevertheless, we will continue to monitor the likely effects of the election and adjust the portfolio as necessary.

    April 15, 2024

    1 Total return includes reinvestment of dividends and any capital gains paid, based upon net asset value per share or market price per share, as applicable. Past performance is no guarantee of future results. Market price per share, net asset value per share and investment return fluctuate. Income may be subject to state and local taxes, and some income may be subject to the federal alternative minimum tax (AMT) for certain investors. Capital gains, if any, are fully taxable.

    2 Annualized distribution rate per share is based upon dividends per share paid from net investment income during the period, divided by the market price per share at the end of the period, adjusted for any capital gain distributions.

    3 Source: Lipper, Inc. --- The Bloomberg U.S. Municipal Bond Index covers the U.S. dollar-denominated long-term tax-exempt bond market. Unlike a fund, the Index is not subject to fees and other expenses. Investors cannot invest directly in any Index.

    Bonds are subject generally to interest-rate, credit, liquidity and market risks, to varying degrees. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines. High yield bonds are subject to increased credit risk and are considered speculative in terms of the issuer’s perceived ability to continue making interest payments on a timely basis and to repay principal upon maturity. The use of leverage may magnify the fund’s gains or losses. For derivatives with a leveraging component, adverse changes in the value or level of the underlying asset can result in a loss that is much greater than the original investment in the derivative.

    4

     

    STATEMENT OF INVESTMENTS

    March 31, 2024 (Unaudited)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% 

         

    Alabama - 3.5% 

         

    Black Belt Energy Gas District, Revenue Bonds, Refunding (Gas Project) Ser. D1

     

    5.50

     

    2/1/2029

     

    2,320,000

    a 

    2,473,630

     

    Jefferson County, Revenue Bonds, Refunding

     

    5.25

     

    10/1/2049

     

    1,000,000

     

    1,075,463

     

    Jefferson County, Revenue Bonds, Refunding

     

    5.50

     

    10/1/2053

     

    1,800,000

     

    1,963,118

     
     

    5,512,211

     

    Alaska - 1.4% 

         

    Northern Tobacco Securitization Corp., Revenue Bonds, Refunding, Ser. A

     

    4.00

     

    6/1/2050

     

    2,345,000

     

    2,175,840

     

    Arizona - 5.6% 

         

    Arizona Industrial Development Authority, Revenue Bonds (Sustainable Bond) (Equitable School Revolving Fund Obligated Group) Ser. A

     

    4.00

     

    11/1/2050

     

    1,200,000

     

    1,117,447

     

    Arizona Industrial Development Authority, Revenue Bonds (Sustainable Bond) (Equitable School Revolving Fund Obligated Group) Ser. A

     

    4.00

     

    11/1/2045

     

    1,355,000

     

    1,303,528

     

    Glendale Industrial Development Authority, Revenue Bonds, Refunding (Sun Health Services Obligated Group) Ser. A

     

    5.00

     

    11/15/2054

     

    1,500,000

     

    1,461,541

     

    La Paz County Industrial Development Authority, Revenue Bonds (Harmony Public Schools) Ser. A

     

    5.00

     

    2/15/2046

     

    1,500,000

    b 

    1,475,935

     

    La Paz County Industrial Development Authority, Revenue Bonds (Harmony Public Schools) Ser. A

     

    5.00

     

    2/15/2036

     

    1,100,000

    b 

    1,112,722

     

    Salt Verde Financial Corp., Revenue Bonds

     

    5.00

     

    12/1/2037

     

    2,190,000

     

    2,385,570

     
     

    8,856,743

     

    California - 8.2% 

         

    Golden State Tobacco Securitization Corp., Revenue Bonds, Refunding (Tobacco Settlement Asset) Ser. B

     

    5.00

     

    6/1/2051

     

    2,000,000

     

    2,097,100

     

    San Diego County Regional Airport Authority, Revenue Bonds, Ser. B

     

    5.00

     

    7/1/2051

     

    3,750,000

     

    3,928,874

     

    5

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    California - 8.2% (continued)

         

    Tender Option Bond Trust Receipts (Series 2022-XF3024), (San Francisco City & County, Revenue Bonds, Refunding, Ser. A) Recourse, Underlying Coupon Rate 5.00%

     

    4.83

     

    5/1/2044

     

    3,360,000

    b,c,d 

    3,486,664

     

    Tender Option Bond Trust Receipts (Series 2023-XM1114), (Long Beach Finance Authority, Revenue Bonds) Non-recourse, Underlying Coupon Rate 4.00%

     

    3.86

     

    8/1/2053

     

    3,600,000

    b,c,d 

    3,499,899

     
     

    13,012,537

     

    Colorado - 5.8% 

         

    Colorado Health Facilities Authority, Revenue Bonds, Refunding (Covenant Living Communities & Services Obligated Group) Ser. A

     

    4.00

     

    12/1/2050

     

    2,000,000

     

    1,690,573

     

    Colorado High Performance Transportation Enterprise, Revenue Bonds (C-470 Express Lanes System)

     

    5.00

     

    12/31/2056

     

    3,000,000

     

    3,006,534

     

    Tender Option Bond Trust Receipts (Series 2020-XM0829), (Colorado Health Facilities Authority, Revenue Bonds, Refunding (CommonSpirit Health Obligated Group) Ser. A1) Recourse, Underlying Coupon Rate 4.00%

     

    3.90

     

    8/1/2044

     

    1,645,000

    b,c,d 

    1,903,085

     

    Tender Option Bond Trust Receipts (Series 2023-XM1124), (Colorado Health Facilities Authority, Revenue Bonds (Adventist Health System/Sunbelt Obligated Group) Ser. A) Recourse, Underlying Coupon Rate 4.00%

     

    1.43

     

    11/15/2048

     

    2,770,000

    b,c,d 

    2,678,269

     
     

    9,278,461

     

    Delaware - .7% 

         

    Delaware Economic Development Authority, Revenue Bonds (ACTS Retirement-Life Communities Obligated Group) Ser. B

     

    5.25

     

    11/15/2053

     

    1,000,000

     

    1,044,217

     

    Florida - 10.9% 

         

    Atlantic Beach, Revenue Bonds (Fleet Landing Project) Ser. A

     

    5.00

     

    11/15/2053

     

    1,500,000

     

    1,454,831

     

    Collier County Industrial Development Authority, Revenue Bonds (NCH Healthcare System) (Insured; Assured Guaranty Municipal Corp.) Ser. A

     

    5.00

     

    10/1/2054

     

    1,480,000

     

    1,569,982

     

    6

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Florida - 10.9% (continued)

         

    Florida Housing Finance Corp., Revenue Bonds (Insured; GNMA/FNMA/FHLMC) Ser. 1

     

    4.40

     

    7/1/2044

     

    1,090,000

     

    1,082,034

     

    Greater Orlando Aviation Authority, Revenue Bonds, Ser. A

     

    4.00

     

    10/1/2049

     

    1,380,000

     

    1,286,904

     

    Hillsborough County Port District, Revenue Bonds (Tampa Port Authority Project) Ser. B

     

    5.00

     

    6/1/2046

     

    1,450,000

     

    1,474,274

     

    Palm Beach County Health Facilities Authority, Revenue Bonds, Refunding (Lifespace Communities Obligated Group) Ser. C

     

    7.63

     

    5/15/2058

     

    1,000,000

     

    1,104,091

     

    Tender Option Bond Trust Receipts (Series 2023-XM1122), (Miami-Dade FL County Water & Sewer System, Revenue Bonds, Refunding, Ser. B) Recourse, Underlying Coupon Rate 4.00%

     

    2.10

     

    10/1/2049

     

    9,750,000

    b,c,d 

    9,388,348

     
     

    17,360,464

     

    Georgia - 6.0% 

         

    Georgia Municipal Electric Authority, Revenue Bonds (Plant Vogtle Units 3&4 Project) Ser. A

     

    5.00

     

    7/1/2052

     

    1,250,000

     

    1,299,609

     

    Main Street Natural Gas, Revenue Bonds, Ser. A

     

    5.00

     

    9/1/2031

     

    1,550,000

    a 

    1,661,517

     

    Tender Option Bond Trust Receipts (Series 2020-XM0825), (Brookhaven Development Authority, Revenue Bonds (Children's Healthcare of Atlanta) Ser. A) Recourse, Underlying Coupon Rate 4.00%

     

    2.55

     

    7/1/2044

     

    2,660,000

    b,c,d 

    2,817,833

     

    Tender Option Bond Trust Receipts (Series 2023-XF3183), (Municipal Electric Authority of Georgia, Revenue Bonds (Plant Vogtle Units 3 & 4 Project) Ser. A) Recourse, Underlying Coupon Rate 5.00%

     

    4.55

     

    1/1/2059

     

    1,270,000

    b,c,d 

    1,273,403

     

    The Atlanta Development Authority, Revenue Bonds, Ser. A1

     

    5.25

     

    7/1/2040

     

    1,500,000

     

    1,529,370

     

    The Burke County Development Authority, Revenue Bonds, Refunding (Oglethorpe Power Corp.) Ser. D

     

    4.13

     

    11/1/2045

     

    1,000,000

     

    930,097

     
     

    9,511,829

     

    7

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Hawaii - .8% 

         

    Hawaii Airports System, Revenue Bonds, Ser. A

     

    5.00

     

    7/1/2047

     

    1,250,000

     

    1,319,009

     

    Illinois - 15.2% 

         

    Chicago II, GO, Refunding, Ser. A

     

    6.00

     

    1/1/2038

     

    2,000,000

     

    2,095,514

     

    Chicago II, GO, Ser. A

     

    5.00

     

    1/1/2044

     

    1,000,000

     

    1,030,351

     

    Chicago II Wastewater Transmission, Revenue Bonds, Refunding, Ser. C

     

    5.00

     

    1/1/2039

     

    1,100,000

     

    1,104,319

     

    Chicago Midway International Airport, Revenue Bonds, Refunding, Ser. C

     

    5.00

     

    1/1/2040

     

    1,000,000

     

    1,080,399

     

    Chicago O'Hare International Airport, Revenue Bonds, Ser. A

     

    5.50

     

    1/1/2055

     

    1,500,000

     

    1,611,574

     

    Chicago Park District, GO, Refunding, Ser. A

     

    5.00

     

    1/1/2045

     

    1,000,000

     

    1,056,692

     

    Illinois, GO, Refunding, Ser. A

     

    5.00

     

    10/1/2029

     

    1,000,000

     

    1,081,446

     

    Illinois, GO, Ser. A

     

    5.00

     

    5/1/2038

     

    1,250,000

     

    1,306,986

     

    Illinois, GO, Ser. D

     

    5.00

     

    11/1/2028

     

    1,000,000

     

    1,060,452

     

    Illinois Finance Authority, Revenue Bonds, Refunding (Rosalind Franklin University of Medicine & Science)

     

    5.00

     

    8/1/2047

     

    1,350,000

     

    1,353,185

     

    Metropolitan Pier & Exposition Authority, Revenue Bonds (McCormick Place Expansion Project)

     

    5.00

     

    6/15/2057

     

    2,500,000

     

    2,536,303

     

    Metropolitan Pier & Exposition Authority, Revenue Bonds (McCormick Place Project) (Insured; National Public Finance Guarantee Corp.) Ser. A

     

    0.00

     

    12/15/2036

     

    2,500,000

    e 

    1,554,635

     

    Sales Tax Securitization Corp., Revenue Bonds, Refunding, Ser. A

     

    4.00

     

    1/1/2039

     

    1,500,000

     

    1,502,052

     

    Tender Option Bond Trust Receipts (Series 2017-XM0492), (Illinois Finance Authority, Revenue Bonds, Refunding (The University of Chicago)) Non-recourse, Underlying Coupon Rate 5.00%

     

    7.23

     

    4/1/2025

     

    4,600,000

    b,c,d 

    4,646,966

     

    Tender Option Bond Trust Receipts (Series 2023-XF1623), (Regional Transportation Authority Illinois, Revenue Bonds, Ser. B) Non-recourse, Underlying Coupon Rate 4.00%

     

    3.73

     

    6/1/2048

     

    1,125,000

    b,c,d 

    1,086,436

     
     

    24,107,310

     

    8

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Indiana - .7% 

         

    Indianapolis Local Public Improvement Bond Bank, Revenue Bonds (City Moral Obligation) (Insured; Build America Mutual) Ser. F1

     

    5.25

     

    3/1/2067

     

    1,000,000

     

    1,075,266

     

    Iowa - 1.0% 

         

    Iowa Finance Authority, Revenue Bonds, Refunding (Iowa Fertilizer Co. Project)

     

    5.00

     

    12/1/2050

     

    1,500,000

     

    1,584,083

     

    Kentucky - 2.1% 

         

    Kentucky Public Energy Authority, Revenue Bonds, Ser. A

     

    5.00

     

    5/1/2055

     

    1,000,000

    a 

    1,058,751

     

    Kentucky Public Energy Authority, Revenue Bonds, Ser. A1

     

    4.00

     

    8/1/2030

     

    2,320,000

    a 

    2,319,958

     
     

    3,378,709

     

    Louisiana - 5.3% 

         

    Louisiana Local Government Environmental Facilities & Community Development Authority, Revenue Bonds, Refunding (Westlake Chemical Project)

     

    3.50

     

    11/1/2032

     

    1,000,000

     

    966,081

     

    New Orleans Aviation Board, Revenue Bonds (General Airport-N Terminal Project) Ser. A

     

    5.00

     

    1/1/2048

     

    1,000,000

     

    1,024,065

     

    Tender Option Bond Trust Receipts (Series 2018-XF2584), (Louisiana Public Facilities Authority, Revenue Bonds (Franciscan Missionaries of Our Lady Health System Project)) Non-recourse, Underlying Coupon Rate 5.00%

     

    4.41

     

    7/1/2047

     

    6,320,000

    b,c,d 

    6,408,561

     
     

    8,398,707

     

    Maryland - 1.6% 

         

    Maryland Economic Development Corp., Revenue Bonds (Sustainable Bond) (Purple Line Transit Partners) Ser. B

     

    5.25

     

    6/30/2055

     

    1,000,000

     

    1,044,997

     

    Maryland Health & Higher Educational Facilities Authority, Revenue Bonds (Adventist Healthcare Obligated Group) Ser. A

     

    5.50

     

    1/1/2046

     

    1,500,000

     

    1,520,734

     
     

    2,565,731

     

    9

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Massachusetts - 2.8% 

         

    Massachusetts Development Finance Agency, Revenue Bonds, Refunding (Atrius Health Obligated Group) Ser. A

     

    4.00

     

    6/1/2029

     

    1,500,000

    f 

    1,598,754

     

    Massachusetts Development Finance Agency, Revenue Bonds, Refunding (UMass Memorial Health Care Obligated Group)

     

    5.00

     

    7/1/2046

     

    1,835,000

     

    1,852,231

     

    Massachusetts Development Finance Agency, Revenue Bonds, Ser. T

     

    4.00

     

    3/1/2054

     

    1,000,000

     

    966,799

     
     

    4,417,784

     

    Michigan - 3.1% 

         

    Michigan Finance Authority, Revenue Bonds (Sustainable Bond) (Henry Ford)

     

    4.13

     

    2/29/2044

     

    650,000

     

    632,295

     

    Michigan Finance Authority, Revenue Bonds, Refunding (Beaumont-Spectrum)

     

    4.00

     

    4/15/2042

     

    1,000,000

     

    983,860

     

    Michigan Finance Authority, Revenue Bonds, Refunding (Insured; National Public Finance Guarantee Corp.) Ser. D6

     

    5.00

     

    7/1/2036

     

    500,000

     

    500,678

     

    Michigan Finance Authority, Revenue Bonds, Refunding, Ser. A

     

    4.00

     

    12/1/2049

     

    2,000,000

     

    1,876,375

     

    Pontiac School District, GO (Insured; Qualified School Board Loan Fund)

     

    4.00

     

    5/1/2045

     

    1,000,000

     

    979,754

     
     

    4,972,962

     

    Minnesota - 1.6% 

         

    Duluth Economic Development Authority, Revenue Bonds, Refunding (Essentia Health Obligated Group) Ser. A

     

    5.00

     

    2/15/2058

     

    1,000,000

     

    1,006,324

     

    Minnesota Agricultural & Economic Development Board, Revenue Bonds (HealthPartners Obligated Group)

     

    5.25

     

    1/1/2054

     

    1,000,000

     

    1,086,365

     

    St. Paul Minnesota Housing & Redevelopment Authority, Revenue Bonds, Refunding (HealthEast Care System Project)

     

    5.00

     

    11/15/2025

     

    400,000

    f 

    409,784

     
     

    2,502,473

     

    10

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Missouri - 3.1% 

         

    Tender Option Bond Trust Receipts (Series 2023-XM1116), (Jackson County Missouri Special Obligation, Revenue Bonds, Refunding, Ser. A) Non-recourse, Underlying Coupon Rate 4.25%

     

    3.72

     

    12/1/2053

     

    3,000,000

    b,c,d 

    2,904,262

     

    The Missouri Health & Educational Facilities Authority, Revenue Bonds (Lutheran Senior Services Projects) Ser. A

     

    5.00

     

    2/1/2042

     

    2,000,000

     

    1,983,555

     
     

    4,887,817

     

    Nebraska - 1.4% 

         

    Douglas County Hospital Authority No. 2, Revenue Bonds (Children's Hospital Obligated Group)

     

    5.00

     

    11/15/2036

     

    1,000,000

     

    1,045,927

     

    Omaha Public Power District, Revenue Bonds, Ser. A

     

    4.00

     

    2/1/2051

     

    1,250,000

     

    1,199,423

     
     

    2,245,350

     

    Nevada - 2.3% 

         

    Clark County School District, GO (Insured; Assured Guaranty Municipal Corp.) Ser. A

     

    4.25

     

    6/15/2041

     

    1,340,000

     

    1,373,126

     

    Reno, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.)

     

    4.00

     

    6/1/2058

     

    1,250,000

     

    1,133,886

     

    Reno, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.)

     

    4.13

     

    6/1/2058

     

    1,250,000

     

    1,171,181

     
     

    3,678,193

     

    New Hampshire - 1.2% 

         

    New Hampshire Business Finance Authority, Revenue Bonds (University of Nevada Reno Project) (Insured; Build America Mutual) Ser. A

     

    5.25

     

    6/1/2051

     

    1,000,000

     

    1,092,017

     

    New Hampshire Business Finance Authority, Revenue Bonds, Refunding (Springpoint Senior Living Obligated Group)

     

    4.00

     

    1/1/2041

     

    1,000,000

     

    855,797

     
     

    1,947,814

     

    New Jersey - 6.7% 

         

    New Jersey Economic Development Authority, Revenue Bonds, Refunding, Ser. XX

     

    5.25

     

    6/15/2027

     

    350,000

     

    357,179

     

    New Jersey Health Care Facilities Financing Authority, Revenue Bonds (RWJ Barnabas Health Obligated Group)

     

    4.00

     

    7/1/2051

     

    855,000

     

    825,542

     

    11

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    New Jersey - 6.7% (continued)

         

    New Jersey Transportation Trust Fund Authority, Revenue Bonds

     

    5.00

     

    6/15/2044

     

    1,250,000

     

    1,359,745

     

    New Jersey Transportation Trust Fund Authority, Revenue Bonds

     

    5.25

     

    6/15/2043

     

    2,000,000

     

    2,105,600

     

    New Jersey Transportation Trust Fund Authority, Revenue Bonds, Ser. AA

     

    5.25

     

    6/15/2033

     

    1,000,000

     

    1,021,247

     

    South Jersey Port Corp., Revenue Bonds, Ser. B

     

    5.00

     

    1/1/2048

     

    1,000,000

     

    1,018,569

     

    Tobacco Settlement Financing Corp., Revenue Bonds, Refunding, Ser. A

     

    5.00

     

    6/1/2046

     

    3,860,000

     

    3,973,652

     
     

    10,661,534

     

    New York - 7.3% 

         

    New York Convention Center Development Corp., Revenue Bonds (Hotel Unit Fee) (Insured; Assured Guaranty Municipal Corp.) Ser. B

     

    0.00

     

    11/15/2052

     

    6,400,000

    e 

    1,610,536

     

    New York State Housing Finance Agency, Revenue Bonds (Sustainable Bonds) Ser. B1

     

    4.70

     

    11/1/2059

     

    1,000,000

     

    1,000,812

     

    New York Transportation Development Corp., Revenue Bonds (JFK International Airport Terminal)

     

    5.00

     

    12/1/2040

     

    1,000,000

     

    1,069,139

     

    New York Transportation Development Corp., Revenue Bonds (LaGuardia Airport Terminal B Redevelopment Project) Ser. A

     

    5.00

     

    7/1/2046

     

    1,500,000

     

    1,479,603

     

    New York Transportation Development Corp., Revenue Bonds (Sustainable Bond) (JFK International Airport Terminal One Project) (Insured; Assured Guaranty Municipal Corp.)

     

    5.13

     

    6/30/2060

     

    1,000,000

     

    1,046,558

     

    Tender Option Bond Trust Receipts (Series 2022-XM1004), (Metropolitan Transportation Authority, Revenue Bonds, Refunding (Sustainable Bond) (Insured; Assured Guaranty Municipal Corp.) Ser. C) Non-recourse, Underlying Coupon Rate 4.00%

     

    3.82

     

    11/15/2047

     

    2,000,000

    b,c,d 

    1,919,085

     

    12

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    New York - 7.3% (continued)

         

    Triborough Bridge & Tunnel Authority, Revenue Bonds, Ser. A1

     

    4.13

     

    5/15/2064

     

    1,500,000

     

    1,447,951

     

    Triborough Bridge & Tunnel Authority, Revenue Bonds, Ser. C1A

     

    4.00

     

    5/15/2046

     

    2,000,000

     

    1,956,786

     
     

    11,530,470

     

    Ohio - 1.4% 

         

    Cuyahoga County, Revenue Bonds, Refunding (The MetroHealth System)

     

    5.00

     

    2/15/2057

     

    1,155,000

     

    1,155,015

     

    Cuyahoga County, Revenue Bonds, Refunding (The MetroHealth System)

     

    5.00

     

    2/15/2052

     

    1,000,000

     

    1,002,601

     
     

    2,157,616

     

    Oregon - .5% 

         

    Salem Hospital Facility Authority, Revenue Bonds, Refunding (Capital Manor Project)

     

    4.00

     

    5/15/2057

     

    1,000,000

     

    761,325

     

    Pennsylvania - 8.3% 

         

    Allentown School District, GO, Refunding (Insured; Build America Mutual) Ser. B

     

    5.00

     

    2/1/2033

     

    1,255,000

     

    1,343,911

     

    Clairton Municipal Authority, Revenue Bonds, Refunding, Ser. B

     

    5.00

     

    12/1/2042

     

    1,000,000

     

    1,000,067

     

    Montgomery County Industrial Development Authority, Revenue Bonds, Refunding (ACTS Retirement-Life Communities Obligated Group)

     

    5.00

     

    11/15/2036

     

    1,000,000

     

    1,033,141

     

    Pennsylvania Economic Development Financing Authority, Revenue Bonds (The Penndot Major Bridges)

     

    6.00

     

    6/30/2061

     

    1,000,000

     

    1,125,043

     

    Pennsylvania Economic Development Financing Authority, Revenue Bonds, Refunding (Presbyterian Senior Living)

     

    4.00

     

    7/1/2046

     

    1,000,000

     

    903,990

     

    Pennsylvania Turnpike Commission, Revenue Bonds, Ser. A

     

    4.00

     

    12/1/2050

     

    1,000,000

     

    955,691

     

    Pennsylvania Turnpike Commission, Revenue Bonds, Ser. A1

     

    5.00

     

    12/1/2046

     

    1,000,000

     

    1,016,713

     

    Tender Option Bond Trust Receipts (Series 2022-XF1525), (Pennsylvania Economic Development Financing Authority UPMC, Revenue Bonds, Ser. A) Recourse, Underlying Coupon Rate 4.00%

     

    3.76

     

    5/15/2053

     

    1,700,000

    b,c,d 

    1,598,850

     

    13

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Pennsylvania - 8.3% (continued)

         

    Tender Option Bond Trust Receipts (Series 2023-XM1133), (Philadelphia Water & Wastewater, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.) Ser. B) Non-recourse, Underlying Coupon Rate 5.50%

     

    9.46

     

    9/1/2053

     

    2,400,000

    b,c,d 

    2,708,325

     

    The Philadelphia School District, GO (Insured; State Aid Withholding) Ser. A

     

    4.00

     

    9/1/2037

     

    1,500,000

     

    1,533,081

     
     

    13,218,812

     

    Rhode Island - 3.2% 

         

    Rhode Island Health & Educational Building Corp., Revenue Bonds (Lifespan Obligated Group)

     

    5.25

     

    5/15/2054

     

    1,000,000

     

    1,069,842

     

    Tender Option Bond Trust Receipts (Series 2023-XM1117), (Rhode Island Infrastructure Bank State Revolving Fund, Revenue Bonds, Ser. A) Non-recourse, Underlying Coupon Rate 4.25%

     

    3.88

     

    10/1/2053

     

    4,000,000

    b,c,d 

    3,963,524

     
     

    5,033,366

     

    South Carolina - 7.5% 

         

    South Carolina Jobs-Economic Development Authority, Revenue Bonds (Bishop Gadsden Episcopal Retirement Community Obligated Group)

     

    5.00

     

    4/1/2054

     

    1,000,000

     

    939,494

     

    South Carolina Jobs-Economic Development Authority, Revenue Bonds, Refunding (Bon Secours Mercy Health)

     

    4.00

     

    12/1/2044

     

    1,000,000

     

    975,759

     

    South Carolina Public Service Authority, Revenue Bonds, Refunding (Santee Cooper) Ser. A

     

    4.00

     

    12/1/2055

     

    1,000,000

     

    893,515

     

    Tender Option Bond Trust Receipts (Series 2016-XM0384), (South Carolina Public Service Authority, Revenue Bonds, Refunding (Santee Cooper)) Non-recourse, Underlying Coupon Rate 5.13%

     

    6.35

     

    12/1/2043

     

    4,800,000

    b,c,d 

    4,767,219

     

    Tobacco Settlement Revenue Management Authority, Revenue Bonds, Ser. B

     

    6.38

     

    5/15/2030

     

    3,750,000

     

    4,391,940

     
     

    11,967,927

     

    14

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    South Dakota - 1.3% 

         

    Tender Option Bond Trust Receipts (Series 2022-XF1409), (South Dakota Heath & Educational Facilities Authority, Revenue Bonds, Refunding (Avera Health Obligated Group)) Non-recourse, Underlying Coupon Rate 5.00%

     

    7.85

     

    7/1/2046

     

    2,000,000

    b,c,d 

    2,009,014

     

    Texas - 13.3% 

         

    Clifton Higher Education Finance Corp., Revenue Bonds (IDEA Public Schools) Ser. A

     

    4.00

     

    8/15/2051

     

    1,100,000

     

    938,650

     

    Clifton Higher Education Finance Corp., Revenue Bonds (Uplift Education) Ser. A

     

    4.25

     

    12/1/2034

     

    1,000,000

     

    1,000,338

     

    Clifton Higher Education Finance Corp., Revenue Bonds, Refunding (International Leadership of Texas) (Insured; Permanent School Fund Guarantee Program) Ser. A

     

    4.25

     

    8/15/2053

     

    1,000,000

     

    971,460

     

    Dallas Independent School District, GO, Refunding (Insured; Permanent School Fund Guarantee Program)

     

    4.00

     

    2/15/2054

     

    1,000,000

     

    947,374

     

    Harris County-Houston Sports Authority, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.) Ser. A

     

    0.00

     

    11/15/2052

     

    4,000,000

    e 

    1,003,286

     

    Houston Airport System, Revenue Bonds, Refunding (Insured; Assured Guaranty Municipal Corp.) Ser. A

     

    4.50

     

    7/1/2053

     

    1,000,000

     

    990,898

     

    Houston Airport System, Revenue Bonds, Refunding, Ser. A

     

    4.00

     

    7/1/2047

     

    1,560,000

     

    1,471,807

     

    Lamar Consolidated Independent School District, GO

     

    4.00

     

    2/15/2053

     

    1,000,000

     

    950,112

     

    Midland Independent School District, Go (Insured; Permanent School Fund Guaranteed)

     

    5.00

     

    2/15/2050

     

    1,000,000

     

    1,038,931

     

    New Hope Cultural Education Facilities Finance Corp., Revenue Bonds, Refunding (Westminster Project)

     

    4.00

     

    11/1/2055

     

    1,650,000

     

    1,424,437

     

    North Texas Tollway Authority, Revenue Bonds, Refunding, Ser. A

     

    4.00

     

    1/2/2038

     

    1,750,000

     

    1,778,762

     

    15

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Texas - 13.3% (continued)

         

    San Antonio Education Facilities Corp., Revenue Bonds, Refunding (University of the Incarnate Word)

     

    4.00

     

    4/1/2046

     

    1,675,000

     

    1,432,584

     

    Tender Option Bond Trust Receipts (Series 2023-XM1125), (Medina Valley Independent School District, GO (Insured; Permanent School Fund Guarantee Program)) Non-recourse, Underlying Coupon Rate 4.00%

     

    3.67

     

    2/15/2053

     

    3,000,000

    b,c,d 

    2,869,353

     

    Texas Municipal Gas Acquisition & Supply Corp. IV, Revenue Bonds, Ser. B

     

    5.50

     

    1/1/2034

     

    1,000,000

    a 

    1,120,081

     

    Texas Private Activity Bond Surface Transportation Corp., Revenue Bonds (Blueridge Transportation Group)

     

    5.00

     

    12/31/2055

     

    1,000,000

     

    970,923

     

    Texas Private Activity Bond Surface Transportation Corp., Revenue Bonds (Blueridge Transportation Group)

     

    5.00

     

    12/31/2050

     

    1,200,000

     

    1,190,558

     

    Waxahachie Independent School District, GO (Insured; Permanent School Fund Guarantee Program)

     

    4.25

     

    2/15/2053

     

    1,000,000

     

    997,776

     
     

    21,097,330

     

    Utah - 2.2% 

         

    Salt Lake City, Revenue Bonds, Ser. A

     

    5.00

     

    7/1/2048

     

    1,000,000

     

    1,022,444

     

    Utah Charter School Finance Authority, Revenue Bonds, Refunding (Summit Academy) Ser. A

     

    5.00

     

    4/15/2031

     

    860,000

     

    932,661

     

    Utah Infrastructure Agency, Revenue Bonds, Refunding, Ser. A

     

    5.00

     

    10/15/2037

     

    1,500,000

     

    1,524,061

     
     

    3,479,166

     

    Virginia - 3.6% 

         

    Virginia Housing Development Authority, Revenue Bonds, Ser. A

     

    4.80

     

    9/1/2059

     

    1,800,000

     

    1,812,506

     

    Virginia Small Business Financing Authority, Revenue Bonds (Transform 66 P3 Project)

     

    5.00

     

    12/31/2052

     

    2,000,000

     

    2,015,323

     

    16

     

              
     

    Description

    Coupon
    Rate (%)

     

    Maturity

    Date

     

    Principal

    Amount ($)

     

    Value ($)

     

    Long-Term Municipal Investments - 143.6% (continued)

         

    Virginia - 3.6% (continued)

         

    Virginia Small Business Financing Authority, Revenue Bonds, Refunding (95 Express Lanes)

     

    4.00

     

    1/1/2048

     

    1,000,000

     

    922,929

     

    Williamsburg Economic Development Authority, Revenue Bonds (William & Mary Project) (Insured; Assured Guaranty Municipal Corp.) Ser. A

     

    4.13

     

    7/1/2058

     

    1,000,000

     

    983,308

     
     

    5,734,066

     

    Washington - .7% 

         

    Washington Housing Finance Commission, Revenue Bonds, Refunding (Seattle Academy of Arts & Sciences)

     

    6.38

     

    7/1/2063

     

    1,000,000

    b 

    1,095,664

     

    Wisconsin - 3.3% 

         

    Public Finance Authority, Revenue Bonds (EMU Campus Living) (Insured; Build America Mutual) Ser. A1

     

    5.50

     

    7/1/2052

     

    1,000,000

     

    1,091,977

     

    Public Finance Authority, Revenue Bonds (EMU Campus Living) (Insured; Build America Mutual) Ser. A1

     

    5.63

     

    7/1/2055

     

    1,000,000

     

    1,100,790

     

    Public Finance Authority, Revenue Bonds, Ser. 1

     

    5.75

     

    7/1/2062

     

    1,800,000

     

    1,937,936

     

    Wisconsin Health & Educational Facilities Authority, Revenue Bonds (Bellin Memorial Hospital Obligated Group)

     

    5.50

     

    12/1/2052

     

    1,000,000

     

    1,093,723

     
     

    5,224,426

     

    Total Investments (cost $223,614,281)

     

    143.6%

    227,804,226

     

    Liabilities, Less Cash and Receivables

     

    (43.6%)

    (69,118,002)

     

    Net Assets Applicable to Common Stockholders

     

    100.0%

    158,686,224

     

    a These securities have a put feature; the date shown represents the put date and the bond holder can take a specific action to retain the bond after the put date.

    b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2024, these securities were valued at $63,613,417 or 40.09% of net assets.

    c The Variable Rate is determined by the Remarketing Agent in its sole discretion based on prevailing market conditions and may, but need not, be established by reference to one or more financial indices.

    d Collateral for floating rate borrowings. The coupon rate given represents the current interest rate for the inverse floating rate security.

    e Security issued with a zero coupon. Income is recognized through the accretion of discount.

    f These securities are prerefunded; the date shown represents the prerefunded date. Bonds which are prerefunded are collateralized by U.S. Government securities which are held in escrow and are used to pay principal and interest on the municipal issue and to retire the bonds in full at the earliest refunding date.

    17

     

    STATEMENT OF INVESTMENTS (Unaudited) (continued)

      

    Portfolio Summary (Unaudited) †

    Value (%)

    General

    24.3

    Medical

    22.7

    Airport

    13.1

    Education

    13.1

    Water

    13.0

    Transportation

    11.6

    Nursing Homes

    9.2

    Tobacco Settlement

    8.0

    School District

    7.6

    Power

    6.5

    General Obligation

    4.8

    Development

    3.2

    Multifamily Housing

    1.8

    Housing

    1.4

    Prerefunded

    1.3

    Single Family Housing

    .7

    Bond Bank

    .7

    Utilities

    .6

     

    143.6

    † Based on net assets.

    See notes to financial statements.

    18

     

        
     

    Summary of Abbreviations (Unaudited)

     

    ABAG

    Association of Bay Area Governments

    AGC

    ACE Guaranty Corporation

    AGIC

    Asset Guaranty Insurance Company

    AMBAC

    American Municipal Bond Assurance Corporation

    BAN

    Bond Anticipation Notes

    BSBY

    Bloomberg Short-Term Bank Yield Index

    CIFG

    CDC Ixis Financial Guaranty

    COP

    Certificate of Participation

    CP

    Commercial Paper

    DRIVERS

    Derivative Inverse Tax-Exempt Receipts

    EFFR

    Effective Federal Funds Rate

    FGIC

    Financial Guaranty Insurance Company

    FHA

    Federal Housing Administration

    FHLB

    Federal Home Loan Bank

    FHLMC

    Federal Home Loan Mortgage Corporation

    FNMA

    Federal National Mortgage Association

    GAN

    Grant Anticipation Notes

    GIC

    Guaranteed Investment Contract

    GNMA

    Government National Mortgage Association

    GO

    General Obligation

    IDC

    Industrial Development Corporation

    LOC

    Letter of Credit

    LR

    Lease Revenue

    NAN

    Note Anticipation Notes

    MFHR

    Multi-Family Housing Revenue

    MFMR

    Multi-Family Mortgage Revenue

    MUNIPSA

    Securities Industry and Financial Markets Association Municipal Swap Index Yield

    OBFR

    Overnight Bank Funding Rate

    PILOT

    Payment in Lieu of Taxes

    PRIME

    Prime Lending Rate

    PUTTERS

    Puttable Tax-Exempt Receipts

    RAC

    Revenue Anticipation Certificates

    RAN

    Revenue Anticipation Notes

    RIB

    Residual Interest Bonds

    SFHR

    Single Family Housing Revenue

    SFMR

    Single Family Mortgage Revenue

    SOFR

    Secured Overnight Financing Rate

    TAN

    Tax Anticipation Notes

    TRAN

    Tax and Revenue Anticipation Notes

    TSFR

    Term Secured Overnight
    Financing Rate

    USBMMY

    U.S. Treasury Bill Money Market Yield

    U.S. T-BILL

    U.S. Treasury Bill

    XLCA

    XL Capital Assurance

      

    VMTPS

    Variable Rate Muni Term Preferred Shares

      

    See notes to financial statements.

    19

     

    STATEMENT OF ASSETS AND LIABILITIES

    March 31, 2024 (Unaudited)

           

     

     

     

     

     

     

     

     

     

     

    Cost

     

    Value

     

    Assets ($):

     

     

     

     

    Investments in securities—See Statement of Investments

    223,614,281

     

    227,804,226

     

    Cash

     

     

     

     

    1,888,718

     

    Interest receivable

     

    2,886,076

     

    Prepaid expenses

     

     

     

     

    16,667

     

     

     

     

     

     

    232,595,687

     

    Liabilities ($):

     

     

     

     

    Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 2(b)

     

    120,418

     

    Payable for inverse floater notes issued—Note 3

     

    41,290,000

     

    VMTPS at liquidation value—Note 1 ($30,225,000 face amount, respectively,
    report net of unamortized VMTPS deferred offering cost
    of $216,588)—Note 1(g)

     

    30,008,412

     

    Payable for investment securities purchased

     

    1,659,348

     

    Interest and expense payable related to
    inverse floater notes issued—Note 3

     

    441,908

     

    Dividends payable to Common Stockholders

     

    311,361

     

    Directors’ fees and expenses payable

     

    636

     

    Other accrued expenses

     

     

     

     

    77,380

     

     

     

     

     

     

    73,909,463

     

    Net Assets Applicable to Common Stockholders ($)

     

     

    158,686,224

     

    Composition of Net Assets ($):

     

     

     

     

    Common Stock, par value, $.001 per share
    (20,757,267 shares issued and outstanding)

     

     

     

     

    20,757

     

    Paid-in capital

     

     

     

     

    179,014,708

     

    Total distributable earnings (loss)

     

     

     

     

    (20,349,241)

     

    Net Assets Applicable to Common Stockholders ($)

     

     

    158,686,224

     

         

    Shares Outstanding

     

     

    (110 million shares authorized)

    20,757,267

     

    Net Asset Value Per Share of Common Stock ($)

     

    7.64

     

     

     

     

     

     

    See notes to financial statements.

     

     

      

     

    20

     

    STATEMENT OF OPERATIONS

    Six Months Ended March 31, 2024 (Unaudited)

           

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Investment Income ($):

     

     

     

     

    Interest Income

     

     

    5,032,870

     

    Expenses:

     

     

     

     

    Management fee—Note 2(a)

     

     

    641,402

     

    Interest and expense related to inverse
    floater notes issued—Note 3

     

     

    772,771

     

    VMTPS interest expense
    and amortization of offering costs—Note1(g)

     

     

    717,843

     

    Professional fees

     

     

    66,480

     

    Directors’ fees and expenses—Note 2(c)

     

     

    44,785

     

    Shareholders’ reports

     

     

    17,710

     

    Shareholder servicing costs

     

     

    9,940

     

    Chief Compliance Officer fees—Note 2(b)

     

     

    5,190

     

    Redemption and Paying Agent fees—Note 2(b)

     

     

    5,000

     

    Registration fees

     

     

    3,333

     

    Custodian fees—Note 2(b)

     

     

    2,373

     

    Miscellaneous

     

     

    19,719

     

    Total Expenses

     

     

    2,306,546

     

    Less—reduction in fees due to earnings credits—Note 2(b)

     

     

    (2,373)

     

    Net Expenses

     

     

    2,304,173

     

    Net Investment Income

     

     

    2,728,697

     

    Realized and Unrealized Gain (Loss) on Investments—Note 3 ($):

     

     

    Net realized gain (loss) on investments

    (3,862,487)

     

    Net change in unrealized appreciation (depreciation) on investments

    20,033,979

     

    Net Realized and Unrealized Gain (Loss) on Investments

     

     

    16,171,492

     

    Net Increase in Net Assets Applicable to Common
    Stockholders Resulting from Operations

     

    18,900,189

     

     

     

     

     

     

     

     

    See notes to financial statements.

         

    21

     

    STATEMENT OF CASH FLOWS

    Six Months Ended March 31, 2024 (Unaudited)

           

     

     

     

     

     

     

     

     

     

     

     

     

     

    Cash Flows from Operating Activities ($):

     

     

     

     

     

    Purchases of portfolio securities

     

    (45,042,969)

     

     

     

    Proceeds from sales of portfolio securities

    51,583,402

     

     

     

    Interest income received

     

    5,213,745

     

     

     

    Interest and expense related to inverse floater notes issued

     

    (917,507)

     

     

     

    VMTPS interest expense and amortization
    of offering costs paid

     

    (671,095)

     

     

     

    Expenses paid to BNY Mellon Investment
    Adviser, Inc. and affiliates

     

    (645,894)

     

     

     

    Operating expenses paid

     

    (175,771)

     

     

     

    Net Cash Provided (or Used) in Operating Activities

     

     

     

    9,343,911

     

    Cash Flows from Financing Activities ($):

     

     

     

     

     

    Dividends paid to Common Stockholders

     

    (1,868,020)

     

     

     

    Decrease in payable for inverse floater notes issued

     

    (5,837,093)

     

     

     

    Net Cash Provided (or Used) in Financing Activities

     

    (7,705,113)

     

    Net Increase (Decrease) in Cash

     

    1,638,798

     

    Cash at beginning of period

     

    249,920

     

    Cash at End of Period

     

    1,888,718

     

    Reconciliation of Net Increase (Decrease) in Net Assets Applicable to

     

     

     

     

    Common Stockholders Resulting from Operations to

     

     

     

     

    Net Cash Provided (or Used) in Operating Activities ($):

     

     

     

    Net Increase in Net Assets Resulting From Operations

     

    18,900,189

     

    Adjustments to Reconcile Net Increase (Decrease) in Net Assets

     

     

     

     

    Applicable to Common Stockholders Resulting from

     

     

     

     

    Operations to Net Cash Provided (or Used) in Operating Activities ($):

     

     

     

    Decrease in investments in securities at cost

     

    8,738,432

     

    Decrease in interest receivable

     

    180,875

     

    Decrease in receivable for investment securities sold

     

    955,547

     

    Decrease in unamortized VMTPS offering costs

     

    46,748

     

    Increase in prepaid expenses

     

    (16,667)

     

    Increase in Due to BNY Mellon Investment Adviser, Inc. and affiliates

     

    5,698

     

    Increase in payable for investment securities purchased

     

    708,941

     

    Decrease in interest and expense payable related to inverse floater notes issued

     

    (144,736)

     

    Increase in Directors' fees and expenses payable

     

    636

     

    Increase in other accrued expenses

     

    2,227

     

    Net change in unrealized (appreciation) depreciation on investments

     

    (20,033,979)

     

    Net Cash Provided (or Used) in Operating Activities

     

    9,343,911

     

    See notes to financial statements.

         

    22

     

    STATEMENT OF CHANGES IN NET ASSETS

              

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    Six Months Ended
    March 31, 2024 (Unaudited)

     

    Year Ended
    September 30, 2023

     

    Operations ($):

     

     

     

     

     

     

     

     

    Net investment income

     

     

    2,728,697

     

     

     

    5,804,713

     

    Net realized gain (loss) on investments

     

    (3,862,487)

     

     

     

    (5,432,377)

     

    Net change in unrealized appreciation
    (depreciation) on investments

     

    20,033,979

     

     

     

    3,026,877

     

    Dividends to Preferred Stockholders

     

     

    -

     

     

     

    (1,275,815)

     

    Net Increase (Decrease) in Net Assets Applicable
    to Common Stockholders Resulting from
    Operations

    18,900,189

     

     

     

    2,123,398

     

    Distributions ($):

     

    Distributions to stockholders

     

     

    (1,868,154)

     

     

     

    (4,421,298)

     

    Distributions to Common Stockholders

     

     

    (1,868,154)

     

     

     

    (4,421,298)

     

    Net proceeds from VMTPS sold

    -

     

     

     

    30,225,000

     

    Cost of Auction Preferred Stock shares redeemed

    -

     

     

     

    (30,225,000)

     

    Total Increase (Decrease) in Net Assets
    Applicable to Common Stockholders

    17,032,035

     

     

     

    (2,297,900)

     

    Net Assets Applicable to Common Stockholders ($):

     

    Beginning of Period

     

     

    141,654,189

     

     

     

    143,952,089

     

    End of Period

     

     

    158,686,224

     

     

     

    141,654,189

     

     

     

     

     

     

     

     

     

     

     

    See notes to financial statements.

            

    23

     

    FINANCIAL HIGHLIGHTS

    The following table describes the performance for the fiscal periods indicated. Market price total return is calculated assuming an initial investment made at the market price at the beginning of the period, reinvestment of all dividends and distributions at market price during the period, and sale at the market price on the last day of the period. These figures have been derived from the fund’s financial statements and, with respect to common stock, market price data for the fund’s common shares.

                
      

    Six Months Ended

       

    March 31, 2024

    Year Ended September 30,

     

    (Unaudited)

    2023a

    2022b

    2021c

    2020d

    2019e

    Per Share Data ($):

          

    Net asset value, beginning of period

    6.82

    6.94

    9.29

    9.05

    9.36

    8.90

    Investment Operations:

          

    Net investment incomef

    .13

    .28

    .36

    .41

    .43

    .46

    Net realized and unrealized gain
    (loss) on investments

    .78

    (.13)

    (2.35)

    .25

    (.30)

    .46

    Dividends to Preferred Stockholders
    from net investment income

    - 

    (.06)

    (.02)

    (.00)g

    (.02)

    (.04)

    Total from Investment Operations

    .91

    (.09)

    (2.01)

    .66

    .11

    .88

    Distributions to
    Common Stockholders:

          

    Dividends from net investment
    income

    (.09)

    (.21)

    (.34)

    (.42)

    (.42)

    (.42)

    Net asset value, end of period

    7.64

    6.82

    6.94

    9.29

    9.05

    9.36

    Market value, end of period

    6.83

    5.67

    6.01

    9.63

    8.63

    9.35

    Market Price Total Return (%)

    22.18h

    (2.41)

    (34.69)

    16.90

    (3.13)

    25.58

    24

     

               
      

    Six Months Ended

       

    March 31, 2024

    Year Ended September 30,

    (Unaudited)

    2023a

    2022b

    2021c

    2020d

    2019e

    Ratios/Supplemental Data (%):

          

    Ratio of total expenses to
    average net assets

    3.01i

    2.48

    1.48

    1.25

    1.68

    1.89

    Ratio of net expenses to
    average net assets

    3.01i

    2.48

    1.48

    1.25

    1.67

    1.89

    Ratio of interest and expense related
    to inverse floater notes issued,
    VMTPS interest expense
    to average net assets

    1.95i,j

    1.40

    .42

    .25

    .67

    .90

    Ratio of net investment income
    to average net assets

    3.57i

    3.82

    4.30

    4.37

    4.78

    5.04

    Portfolio Turnover Rate

    23.54h

    25.17

    31.87

    11.33

    26.85

    31.62

    Asset Coverage of VMTPS and Preferred Stock, end of period

    625

    569

    576

    738

    721

    742

    Net Assets applicable to
    Common Stockholders,
    end of period ($ x 1,000)

    158,686

    141,654

    143,952

    192,790

    187,703

    194,114

    VMTPS and Preferred Stock Outstanding, end of period
    ($ x 1,000)

    30,225

    30,225

    30,225

    30,225

    30,225

    30,225

    Floating Rate Notes Outstanding,
    end of period ($ x 1,000)

    41,290

    47,127

    57,245

    67,430

    71,180

    85,492

    a The ratios based on total average net assets including dividends to Preferred Stockholders are as follows: total expense ratio of 2.13%, a net expense ratio of 2.13%, an interest expense related to floating rate notes issued ratio of 1.20% and a net investment income of 3.29%.

    b The ratios based on total average net assets including dividends to Preferred Stockholders are as follows: total expense ratio of 1.26%, a net expense ratio of 1.26%, an interest expense related to floating rate notes issued ratio of .36% and a net investment income of 3.66%.

    c The ratios based on total average net assets including dividends to Preferred Stockholders are as follows: total expense ratio of 1.08%, a net expense ratio of 1.08%, an interest expense related to floating rate notes issued ratio of .22% and a net investment income of 3.78%.

    d The ratios based on total average net assets including dividends to Preferred Stockholders are as follows: total expense ratio of 1.44%, a net expense ratio of 1.44%, an interest expense related to floating rate notes issued ratio of .58% and a net investment income of 4.12%.

    e The ratios based on total average net assets including dividends to Preferred Stockholders are as follows: total expense ratio of 1.63%, a net expense ratio of 1.63%, an interest expense related to floating rate notes issued ratio of .78% and a net investment income of 4.34%.

    f Based on average common shares outstanding.

    g Amount represents less than $.01 per share.

    h Not annaulized.

    i Annualized.

    j Amount inclusive of VMTPS amortization of offering cost.

    See notes to financial statements.

    25

     

    NOTES TO FINANCIAL STATEMENTS (Unaudited)

    NOTE 1—Significant Accounting Policies:

    BNY Mellon Municipal Income, Inc. (the “fund”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), is a diversified closed-end management investment company. The fund’s investment objective is to maximize current income exempt from federal income tax to the extent consistent with the preservation of capital. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Insight North America LLC (the “Sub-Adviser”), an indirect wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-adviser. The fund’s Common Stock trades on the NYSE American under the ticker symbol DMF.

    The fund has outstanding 1,209 shares of Variable Rate MuniFund Term Preferred Shares (“VMTPS”). The fund is subject to certain restrictions relating to the VMTPS. Failure to comply with these restrictions could preclude the fund from declaring any distributions to shareholders of the fund’s Common Stock (“Common Stockholders”) or repurchasing shares of Common Stock and/or could trigger the mandatory redemption of VMTPS at their liquidation value (i.e., $25,000 per share). Thus, redemptions of VMTPS may be deemed to be outside of the control of the fund.

    The VMTPS have a mandatory redemption date of July 14, 2053, and are subject to an initial early redemption date of July 13, 2026, subject to the option of the shareholders to retain the VMTPS. VMTPS that are neither retained by the shareholder nor successfully remarketed by the early redemption date will be redeemed by the fund.

    The shareholders of VMTPS, voting as a separate class, have the right to elect at least two directors. The shareholders of VMTPS will vote as a separate class on certain other matters, as required by law. The fund’s Board of Directors (the “Board”) has designated Nathan Leventhal and Benaree Pratt Wiley as directors to be elected by the holders of VMTPS.

    Dividends on VMTPS are normally declared daily and paid monthly. The Dividend Rate on the VMTPS is, except as otherwise provided, equal to the rate per annum that results from the sum of (1) the Index Rate plus (2) the Applicable Spread as determined for the VMTPS on the Rate Determination Date immediately preceding such Subsequent Rate Period plus (3) the Failed Remarketing Spread (all defined terms as defined in the fund’s articles supplementary).

    26

     

    The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

    The fund enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

    (a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

    Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

    Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

    Level 1—unadjusted quoted prices in active markets for identical investments.

    Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

    Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

    27

     

    NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

    Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

    The Board has designated the Adviser as the fund’s valuation designee to make all fair value determinations with respect to the fund’s portfolio investments, subject to the Board’s oversight and pursuant to Rule 2a-5 under the Act.

    Investments in municipal securities, excluding short-term investment (other than U.S. Treasury Bills), are valued each business day by an independent pricing service (the “Service”) approved by the Board. Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of the Service are valued at the mean between the quoted bid prices (as obtained by the Service from dealers in such securities) and asked prices (as calculated by the Service based upon its evaluation of the market for such securities). Municipal investments (which constitute a majority of the portfolio securities) are carried at fair value as determined by the Service, based on methods which include consideration of the following: yields or prices of municipal securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. The Service is engaged under the general oversight of the Board. All of the preceding securities are generally categorized within Level 2 of the fair value hierarchy.

    When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

    28

     

    For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

    The following is a summary of the inputs used as of March 31, 2024 in valuing the fund’s investments:

           
     

    Level 1-Unadjusted Quoted Prices

    Level 2- Other Significant Observable Inputs

     

    Level 3-Significant Unobservable Inputs

    Total

     

    Assets ($) 

      

    Investments in Securities:† 

      

    Municipal Securities

    -

    227,804,226

     

    -

    227,804,226

     

    Liabilities ($)

      

    Other Financial Instruments:

      

    Inverse Floater Notes††

    -

    (41,290,000)

     

    -

    (41,290,000)

     

    VMTPS††

    -

    (30,225,000)

     

    -

    (30,225,000)

     

    † See Statement of Investments for additional detailed categorizations, if any.

    †† Certain of the fund’s liabilities are held at carrying amount, which approximates fair value for financial reporting purposes.

    (b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and recognized on the accrual basis. Securities purchased or sold on a when-issued or delayed delivery basis may be settled a month or more after the trade date.

    (c) Market Risk: The value of the securities in which the fund invests may be affected by political, regulatory, economic and social developments, and developments that impact specific economic sectors, industries or segments of the market. The value of a security may also decline due to general market conditions that are not specifically related to a particular company or industry, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, changes to inflation, adverse changes to credit markets or adverse investor sentiment generally.

    The Additional Information section within the annual report dated September 30, 2023, provides more details about the fund’s principal risk factors.

    (d) Dividends and distributions to Common Stockholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from net

    29

     

    NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    investment income are normally declared and paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

    Common Stockholders will have their distributions reinvested in additional shares of the fund, unless such Common Stockholders elect to receive cash, at the lower of the market price or net asset value per share (but not less than 95% of the market price). If market price is equal to or exceeds net asset value, shares will be issued at net asset value. If net asset value exceeds market price, Computershare Inc., the transfer agent for the fund’s Common Stock, will buy fund shares in the open market and reinvest those shares accordingly.

    On March 27, 2024, the Board declared a cash dividend of $.015 per share from net investment income, payable on April 30, 2024 to Common Stockholders of record as of the close of business on April 12, 2024. The ex-dividend date was April 11, 2024.

    (e) Dividends to stockholders of VMTPS: The Dividend Rate on the VMTPS is, except as otherwise provided, equal to the rate per annum that results from the sum of (1) the Index Rate plus (2) the Applicable Spread as determined for the VMTPS on the Rate Determination Date immediately preceding such Subsequent Rate Period plus (3) the Failed Remarketing Spread. The Applicable Rate of the VMTPS was equal to the sum of .95% per annum plus the Securities Industry and Financial Markets Association Municipal Swap Index rate of 3.64% on March 31, 2024. The dividend rate as of March 31, 2024 for the VMTPS was 4.59% (all terms as defined in the fund’s articles supplementary).

    (f) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, which can distribute tax-exempt dividends, by complying with the applicable provisions of the Code, and to make distributions of income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

    As of and during the period ended March 31, 2024, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax

    30

     

    expense in the Statement of Operations. During the period ended March 31, 2024, the fund did not incur any interest or penalties.

    Each tax year in the three-year period ended September 30, 2023 remains subject to examination by the Internal Revenue Service and state taxing authorities.

    The fund is permitted to carry forward capital losses for an unlimited period. Furthermore, capital loss carryovers retain their character as either short-term or long-term capital losses.

    The fund has an unused capital loss carryover of $21,816,045 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2023. The fund has $10,377,632 of short-term capital losses and $11,438,413 of long-term capital losses which can be carried forward for an unlimited period.

    The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2023 was as follows: tax-exempt income $5,697,113. The tax character of current year distributions will be determined at the end of the current fiscal year.

    (g) VMTPS: The fund’s VMTPS aggregate liquidation preference is shown as a liability since they have a stated mandatory redemption date of July 14, 2053. Dividends paid on VMTPS are treated as interest expense and recorded on the accrual basis. Costs directly related to the issuance of the VMTPS are considered debt issuance costs which have been deferred and are being amortized into expense over 36 months from July 12, 2023.

    During the period ended March 31, 2024, total interest expenses and amortized offering costs with respect to VMTPS amounted to $717,843 inclusive of $670,295 of interest expense and $47,548 amortized deferred cost fees. These fees are included in VMTPS interest expense and amortization of offering costs in the Statement of Operations.

    The average amount of borrowings outstanding for the VMTPS from October 1, 2023 through March 31, 2024 was approximately $30,225,000, with a related weighted average annualized interest rate of 4.44%.

    NOTE 2—Management Fee, Sub-Advisory Fee and Other Transactions with Affiliates:

    (a) Pursuant to a management agreement (the “Agreement”) with the Adviser, the management fee is computed at the annual rate of .70% of the value of the fund’s average weekly net assets (including net assets representing VMTPS outstanding) and is payable monthly. The Agreement provides that if in any full fiscal year the aggregate expenses of the fund

    31

     

    NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    (excluding taxes, interest on borrowings, brokerage fees and extraordinary expenses) exceed the expense limitation of any state having jurisdiction over the fund, the fund may deduct from payments to be made to the Adviser, or the Adviser will bear, the amount of such excess to the extent required by state law. During the period ended March 31, 2024, there was no expense reimbursement pursuant to the Agreement.

    Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .336% of the value of the fund’s average weekly net assets (including net assets representing VMTPS outstanding).

    (b) The fund has an arrangement with The Bank of New York Mellon (the “Custodian”), a subsidiary of BNY Mellon and an affiliate of the Adviser, whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset Custodian fees. For financial reporting purposes, the fund includes custody net earnings credits as an expense offset in the Statement of Operations.

    The fund compensates the Custodian, under a custody agreement, for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2024, the fund was charged $2,373 pursuant to the custody agreement. These fees were offset by earnings credits of $2,373.

    The fund compensates The Bank of New York Mellon under a Redemption and Paying Agent Agreement for providing certain transfer agency and payment services with respect to the VMTPS. During the period ended March 31, 2024, the fund was charged $5,000 for the services provided by the Redemption and Paying Agent (the “Redemption and Paying Agent”).

    During the period ended March 31, 2024, the fund was charged $5,190 for services performed by the fund’s Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

    The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fee of $112,341, Custodian fees of $1,184, the Redemption and Paying Agent fees of $5,000 and Chief Compliance Officer fees of $1,893.

    (c) Each board member of the fund also serves as a board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and meeting attendance fees are allocated to each fund based on net assets.

    32

     

    NOTE 3—Securities Transactions:

    The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended March 31, 2024, amounted to $43,851,888 and $42,650,174, respectively.

    Inverse Floater Securities: The fund participates in secondary inverse floater structures in which fixed-rate, tax-exempt municipal bonds are transferred to a trust (the “Inverse Floater Trust”). The Inverse Floater Trust typically issues two variable rate securities that are collateralized by the cash flows of the fixed-rate, tax-exempt municipal bonds. One of these variable rate securities pays interest based on a short-term floating rate set by a remarketing agent at predetermined intervals (“Trust Certificates”). A residual interest tax-exempt security is also created by the Inverse Floater Trust, which is transferred to the fund, and is paid interest based on the remaining cash flows of the Inverse Floater Trust, after payment of interest on the other securities and various expenses of the Inverse Floater Trust. An Inverse Floater Trust may be collapsed without the consent of the fund due to certain termination events such as bankruptcy, default or other credit event.

    The fund accounts for the transfer of bonds to the Inverse Floater Trust as secured borrowings, with the securities transferred remaining in the fund’s investments, and the Trust Certificates reflected as fund liabilities in the Statement of Assets and Liabilities.

    The fund may invest in inverse floater securities on either a non-recourse or recourse basis. These securities are typically supported by a liquidity facility provided by a bank or other financial institution (the “Liquidity Provider”) that allows the holders of the Trust Certificates to tender their certificates in exchange for payment from the Liquidity Provider of par plus accrued interest on any business day prior to a termination event. When the fund invests in inverse floater securities on a non-recourse basis, the Liquidity Provider is required to make a payment under the liquidity facility due to a termination event to the holders of the Trust Certificates. When this occurs, the Liquidity Provider typically liquidates all or a portion of the municipal securities held in the Inverse Floater Trust. A liquidation shortfall occurs if the Trust Certificates exceed the proceeds of the sale of the bonds in the Inverse Floater Trust (“Liquidation Shortfall”). When a fund invests in inverse floater securities on a recourse basis, the fund typically enters into a reimbursement agreement with the Liquidity Provider where the fund is required to repay the Liquidity Provider the amount of any Liquidation Shortfall. As a result, a fund investing in a recourse inverse floater security bears the risk of loss with respect to any Liquidation Shortfall.

    33

     

    NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    The average amount of borrowings outstanding under the inverse floater structure during the period ended March 31, 2024 was approximately $43,154,008, with a related weighted average annualized interest rate of 3.58%.

    At March 31, 2024, accumulated net unrealized appreciation on investments was $4,189,945, consisting of $7,092,856 gross unrealized appreciation and $2,902,911 gross unrealized depreciation.

    At March 31, 2024, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

    34

     

    This page intentionally left blank.

    35

     

    This page intentionally left blank.

    36

     

    OFFICERS AND DIRECTORS
    BNY Mellon Municipal Income, Inc.

    240 Greenwich Street
    New York, NY 10286

        

      Directors

     

    Officers (continued)

     

    Joseph S. DiMartino, Chairman

     

    Assistant Treasurers (continued)

     

    Tamara Belinfanti

     

    Robert Salviolo

     

    Francine J. Bovich

     

    Robert Svagna

     

    J. Charles Cardona

     

    Chief Compliance Officer

     

    Andrew J. Donohue

     

    Joseph W. Connolly

     

    Isabel P. Dunst

     

    Portfolio Managers

     

    Nathan Leventhal†

     

    Daniel A. Rabasco

     

    Robin A. Melvin

     

    Jeffrey B. Burger

     

    Roslyn M. Watson

       

    Benaree Pratt Wiley†

       

    Gordon J. Davis††

     

    Adviser

     

    † Elected by VMTPS Holders

     

    BNY Mellon Investment Adviser, Inc.

     

    †† Advisory Board Member

     

    Sub-Adviser

     

    Officers

     

    Insight North America LLC

     

    President

     

    Custodian

     

    David DiPetrillo

     

    The Bank of New York Mellon

     

    Chief Legal Officer

     

    Counsel

     

    Peter M. Sullivan

     

    Proskauer Rose LLP

     

    Vice President and Secretary

     

    Transfer Agent,

     

    Sarah S. Kelleher

     

    Dividend Disbursing Agent

     

    Vice Presidents and Assistant Secretaries

     

    and Registrar

     

    Deirdre Cunnane

     

    Computershare Inc.

     

    Lisa M. King

     

    (Common Stock)

     

    Jeff Prusnofsky

     

    The Bank of New York Mellon

     

    Amanda Quinn

     

    (VMTP Shares)

     

    Joanee Skerrett

     

    Stock Exchange Listing

     

    Natalya Zelensky

     

    NYSE American Symbol: DMF

     

    Treasurer

     

    Initial SEC Effective Date

     

    James Windels

     

    10/21/88

     

    Vice Presidents

       

    Daniel Goldstein

       

    Joseph Martella

       

    Assistant Treasurers

       

    Gavin C. Reilly

       

    The fund’s net asset value per share appears in the following publications: Barron’s, Closed-End Bond Funds section under the
    heading “Municipal Bond Funds” every Monday; The Wall Street Journal, Mutual Funds section under the heading
    “Closed-End Funds” every Monday.

    Notice is hereby given in accordance with Section 23(c) of the Act that the fund may purchase shares of its common stock in the
    open market when it can do so at prices below the then current net asset value per share.

    37

     

    For More Information

    BNY Mellon Municipal Income, Inc.

    240 Greenwich Street

    New York, NY 10286

    Adviser

    BNY Mellon Investment Adviser, Inc.

    240 Greenwich Street

    New York, NY 10286

    Sub-Adviser

    Insight North America LLC

    200 Park Avenue, 7th Floor

    New York, NY 10166

    Custodian

    The Bank of New York Mellon

    240 Greenwich Street

    New York, NY 10286

    Transfer Agent &
    Registrar (Common Stock)

    Computershare Inc.

    480 Washington Boulevard

    Jersey City, NJ 07310

    Dividend Disbursing Agent (Common Stock)

    Computershare Inc.

    P.O. Box 30170

    College Station, TX 77842

      

    Ticker Symbol:

    DMF

    For more information about the fund, visit https://im.bnymellon.com/closed-end-funds. Here you will find the fund’s most recently available quarterly fact sheets and other information about the fund. The information posted on the fund’s website is subject to change without notice.

    The fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

    A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.im.bnymellon.com and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

      


    0424SA0324

     

     

     
     

     

    Item 2.Code of Ethics.

    Not applicable.

    Item 3.Audit Committee Financial Expert.

    Not applicable.

    Item 4.Principal Accountant Fees and Services.

    Not applicable.

    Item 5.Audit Committee of Listed Registrants.

    Not applicable.

    Item 6.Investments.

    (a)        Not applicable.

    Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

    Not applicable.

    Item 8.Portfolio Managers of Closed-End Management Investment Companies.

    Not applicable.

    Item 9.Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.

    Not applicable.

    Item 10.Submission of Matters to a Vote of Security Holders.

    There have been no material changes to the procedures applicable to Item 10.

    Item 11.Controls and Procedures.

    (a)       The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

    (b)       There were no changes to the Registrant's internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

    Item 12.Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

    Not applicable.

     
     
    Item 13.Exhibits.

    (a)(1) Not applicable.

    (a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

    (a)(3) Not applicable.

    (b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

     
     

     

    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

    BNY Mellon Municipal Income, Inc.

    By: /s/ David J. DiPetrillo

    David J. DiPetrillo

    President (Principal Executive Officer)

     

    Date: May 21, 2024

     

     

    Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

     

    By: /s/ David J. DiPetrillo

    David J. DiPetrillo

    President (Principal Executive Officer)

     

    Date: May 21, 2024

     

     

    By: /s/ James Windels

    James Windels

    Treasurer (Principal Financial Officer)

     

    Date: May 21, 2024

     

     

     

     
     

    EXHIBIT INDEX

    (a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (EX-99.CERT)

    (b)       Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940. (EX-99.906CERT)

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    Amendment: SEC Form SC 13D/A filed by BNY Mellon Municipal Income Inc.

    SC 13D/A - BNY MELLON MUNICIPAL INCOME, INC. (0000839122) (Subject)

    12/13/24 4:29:04 PM ET
    $DMF
    Finance/Investors Services
    Finance

    SEC Form SC 13G filed by BNY Mellon Municipal Income Inc.

    SC 13G - BNY MELLON MUNICIPAL INCOME, INC. (0000839122) (Subject)

    12/6/24 4:05:11 PM ET
    $DMF
    Finance/Investors Services
    Finance

    SEC Form SC 13G filed by BNY Mellon Municipal Income Inc.

    SC 13G - BNY MELLON MUNICIPAL INCOME, INC. (0000839122) (Subject)

    11/14/24 9:00:22 AM ET
    $DMF
    Finance/Investors Services
    Finance