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    SEC Form SC 13D/A filed by AllianceBernstein National Municipal Income Fund Inc (Amendment)

    9/18/23 3:41:04 PM ET
    $AFB
    Trusts Except Educational Religious and Charitable
    Finance
    Get the next $AFB alert in real time by email
    SC 13D/A 1 ef20010810_sc13da.htm SC 13D/A

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549
     
    SCHEDULE 13D
     
    Under the Securities Exchange Act of 1934
     
    (Amendment No. 4)
     
    ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
    (Name of Issuer)
     
    VARIABLE RATE MUNIFUND TERM PREFERRED SHARES
    (Title of Class of Securities)
     
    01864U502, 01864U601
    (CUSIP Number)
     
    Bank of America Corporation
    Bank of America Corporate Center
    100 N. Tryon Street
    Charlotte, North Carolina 28255
     
    (Name, Address and Telephone Number of Person
    Authorized to Receive Notices and Communications)
     
    September 7, 2023

    (Date of Event Which Requires Filing of this Statement)
     
    If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☐.
     
    *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
     
    The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
     


    SCHEDULE 13D
    CUSIP No. 01864U502, 01864U601
     
    1
    NAMES OF REPORTING PERSONS
     
     
    Bank of America Corporation 56-0906609
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☒
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    WC
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☒
     
     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    0
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    5,754
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    0
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    5,754
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    5,754
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐
     
     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    61.97%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    HC
     
     
     
     
     


    SCHEDULE 13D
    CUSIP No. 01864U502, 01864U601

    1
    NAMES OF REPORTING PERSONS
     
     
    Banc of America Preferred Funding Corporation 75-2939570
     
     
     
     
    2
    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
    (a)
    ☐
     
    (b)
    ☒
     
     
    3
    SEC USE ONLY
     
     
     
     
     
     
     
    4
    SOURCE OF FUNDS (SEE INSTRUCTIONS)
     
     
    WC
     
     
     
     
    5
    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
     
    ☐

     
     
     
     
    6
    CITIZENSHIP OR PLACE OF ORGANIZATION
     
     
    Delaware
     
     
     
     
     
    NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
    7
    SOLE VOTING POWER
     
     
    0
     
     
     
     
    8
    SHARED VOTING POWER
     
     
    5,754
     
     
     
     
    9
    SOLE DISPOSITIVE POWER
     
     
    0
     
     
     
     
    10
    SHARED DISPOSITIVE POWER
     
     
    5,754
     
     
     
     
    11
    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
     
    5,754
     
     
     
     
    12
    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
     
    ☐

     
     
     
     
    13
    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
     
     
    61.97%
     
     
     
     
    14
    TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
     
     
    CO
     
     
     
     


    This Amendment No. 4 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated September 1, 2015 and filed with the SEC on September 3, 2015 (the "Original Schedule 13D"), as amended by Amendment No. 1 dated December 19, 2018 and filed with the SEC on December 21, 2018 ("Amendment No. 1"), as further amended by Amendment No. 2 dated March 14, 2019 and filed with the SEC on March 18, 2019  ("Amendment No. 2"), as further amended by Amendment No. 3 dated August 28, 2019 and filed with the SEC on August 30, 2019 ("Amendment No. 3") for Bank of America Corporation ("BAC") and Banc of America Preferred Funding Corporation ("BAPFC") (collectively, the "Reporting Persons") with respect to the variable rate municipal term preferred shares ("VMTP Shares") of ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC. (the "Issuer").
     
    This Amendment is being filed to report a change in the Reporting Persons' ownership percentage of the Issuer as a result of a transfer of the Reporting Persons' 3,531 VMTP Shares (Series 2018) (CUSIP No. 01864U502) to a new shareholder.   The Reporting Persons also hold 5,754 VMTP Shares (Series 2019) (CUSIP No. 01864U601).
     
    Item 2
    Identity and Background
     
    Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment.
     
    Item 3
    Source and Amount of Funds or Other Consideration
     
    Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraphs at the end thereof:
     
    "The 3,531 VMTP Shares (CUSIP No. 01864U502) held by the Reporting Persons were sold to a subsequent holder in a transfer coordinated by the Issuer that was initiated on September 7, 2023 and which closed on September 14, 2023 for a price of $25,04238356 per share (the "Transfer") and as a result of the Transaction, the Reporting Persons no longer own any VMTP Shares (Series 2018) (CUSIP No. 01864U502) of the Issuer."
     
    Item 4
    Purpose of Transaction
     
    Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
     
    "As a result of the Transfer, the Reporting Persons no longer own any VMTP Shares (Series 2018) (CUSIP No. 01864U502) of the Issuer."
     
    Item 7
    Material to be Filed as Exhibits
     
    Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 and Exhibit 99.2 thereto and the insertion of the following exhibits:
     
    "Exhibit
    Description of Exhibit


    99.1
    Joint Filing Agreement


    99.2
    Power of Attorney"


    SIGNATURES
     
    After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
     
     Date:  September 18, 2023  
       
     
    BANK OF AMERICA CORPORATION
       
     
    By:
    /s/ Michael Jentis
     
     
    Name:
    Michael Jentis
     
    Title:
    Attorney-in-fact
         
     
    BANC OF AMERICA PREFERRED FUNDING CORPORATION
       
     
    By:
    /s/ Michael Jentis  
     
    Name:
    Michael Jentis
     
    Title:
    Authorized Signatory


    LIST OF EXHIBITS
     
    Exhibit
    Description of Exhibit


    99.1
    Joint Filing Agreement


    99.2
    Power of Attorney


    SCHEDULE I

    EXECUTIVE OFFICERS AND DIRECTORS OF
    REPORTING PERSONS

    The following sets forth the name and present principal occupation of each executive officer and director of Bank of America Corporation.  The business address of each of the executive officers and directors of Bank of America Corporation is Bank of America Corporate Center, 100 North Tryon Street, Charlotte, North Carolina 28255.

    Name
     
    Position with Bank of America Corporation
     
    Principal Occupation
    Brian T. Moynihan
     
    Chairman of the Board and Chief Executive Officer
     
    Chairman of the Board and Chief Executive Officer of Bank of America Corporation
    Paul M. Donofrio
     
    Vice Chair
     
    Vice Chair of Bank of America Corporation
    Thong M. Nguyen
     
    Vice Chair, Head of Global Strategy & Enterprise Platforms
     
    Vice Chair, Head of Global Strategy & Enterprise Platforms of Bank of America Corporation
    Catherine P. Bessant
     
    Vice Chair, Global Strategy
     
    Vice Chair, Global Strategy of Bank of America Corporation
    Bruce R. Thompson
     
    Vice Chair, Head of Enterprise Credit
     
    Vice Chair, Head of Enterprise Credit of Bank of America Corporation
    Dean C. Athanasia
     
    President, Regional Banking
     
    President, Regional Banking of Bank of America Corporation
    James P. DeMare
     
    President, Global Markets
     
    President, Global Markets of Bank of America Corporation
    Kathleen A. Knox
     
    President, The Private Bank
     
    President, The Private Bank of Bank of America Corporation
    Matthew M. Koder
     
    President, Global Corporate and Investment Banking
     
    President, Global Corporate and Investment Banking of Bank of America Corporation
    Bernard A. Mensah
     
    President, International; CEO, Merrill Lynch International
     
    President, International of Bank of America Corporation and CEO, Merrill Lynch International
    Lindsay DeNardo Hans
     
    President, Co-Head Merrill Wealth Management
     
    President, Co-Head Merrill Wealth Management of Bank of America Corporation
    Eric Schimpf
     
    President, Co-Head Merrill Wealth Management
     
    President, Co-Head Merrill Wealth Management of Bank of America Corporation


    Aditya Bhasin
     
    Chief Technology and Information Officer
     
    Chief Technology and Information Officer of Bank of America Corporation
    D. Steve Boland
     
    Chief Administrative Officer
     
    Chief Administrative Officer of Bank of America Corporation
    Alastair Borthwick
     
    Chief Financial Officer
     
    Chief Financial Officer of Bank of America Corporation
    Sheri Bronstein
     
    Chief Human Resources Officer
     
    Chief Human Resources Officer of Bank of America Corporation
    Geoffrey Greener
     
    Chief Risk Officer
     
    Chief Risk Officer of Bank of America Corporation
    Thomas M. Scrivener
     
    Chief Operations Executive
     
    Chief Operations Executive of Bank of America Corporation
    Lauren A. Mogensen
     
    Global General Counsel
     
    Global General Counsel of Bank of America Corporation
    Lionel L. Nowell, III
     
    Lead Independent Director
     
    Lead Independent Director, Bank of America Corporation; Former Senior Vice President and Treasurer, PepsiCo, Inc.
    Sharon L. Allen
     
    Director
     
    Former Chairman of Deloitte LLP
    Jose E. Almeida
     
    Director
     
    Chairman, President and Chief Executive Officer of Baxter International Inc.
    Frank P. Bramble, Sr.
     
    Director
     
    Former Executive Vice Chairman, MBNA Corporation
    Pierre J.P. de Weck1
     
    Director
     
    Former Chairman and Global Head of Private Wealth Management, Deutsche Bank AG
    Arnold W. Donald
     
    Director
     
    Former President and Chief Executive Officer, Carnival Corporation & Carnival plc
    Linda P. Hudson
     
    Director
     
    Former Executive Officer, The Cardea Group, LLC and Former President and Chief Executive Officer of BAE Systems, Inc.
    Monica C. Lozano
     
    Director
     
    Chief Executive Officer, College Futures Foundation and Former Chairman, US Hispanic Media Inc.; Lead Independent Director, Target Corporation


    1 Mr. de Weck is a citizen of Switzerland.


    Denise L. Ramos
     
    Director
     
    Former Chief Executive Officer and President of ITT Inc.
    Clayton S. Rose
     
    Director
     
    President of Bowdoin College
    Michael D. White
     
    Director
     
    Lead Director of Kimberly-Clark Corporation; Former Chairman, President, and Chief Executive Officer of DIRECTV
    Thomas D. Woods2
     
    Director
     
    Former Vice Chairman and Senior Executive Vice President of Canadian Imperial Bank of Commerce; Former Chairman, Hydro One Limited
    Maria T. Zuber
     
    Director
     
    Vice President for Research and E.A., Griswold Professor of Geophysics, MIT


    2 Mr. Woods is a citizen of Canada. 


     The following sets forth the name and present principal occupation of each executive officer and director of Blue Ridge Investments, L.L.C.  The business address of each of the executive officers and directors of Blue Ridge Investments, L.L.C. is One Bryant Park, New York, NY 10036.

    Name
     
    Position with Blue Ridge Investments, L.L.C.
     
    Principal Occupation
    Lisle C. Brathwaite
     
    Managing Director
     
    Managing Director, Compliance and Operational Risk Executive of BofA Securities, Inc.
    George C. Carp
     
    Managing Director
     
    Managing Director, Capital Markets Finance Executive of BofA Securities Europe SA
    Steve Chaiken
     
    Managing Director
     
    Associate General Counsel & Managing Director of Bank of America, National Association
    Elizabeth Chen
     
    Manager & Senior Vice President
     
    Senior Vice President, Business Executive-Operations of Countrywide Home Loans, Inc.
    Edward H. Curland
     
    Manager, Chief Executive Officer, Managing Director & President
     
    Managing Director, Lead Trading Sector-Desk Manager of BofA Securities, Inc.
    James J. Fabian
     
    Senior Vice President
     
    Senior Vice President, Senior Tax Advisor of Bank of America, National Association
    Jason R. Hickey
     
    Manager and Managing Director
     
    Managing Director, Global Markets Risk Executive of Bank of America, National Association
    Walter R. Louis
     
    Managing Director
     
    Managing Director, Senior Asset Liability Manager of Bank of America, National Association
    Edward W. McLaren
     
    Managing Director
     
    Managing Director, Compliance and Operational Risk Executive of BofA Securities, Inc.
    James E. Michaels
     
    Manager
     
    Managing Director, Corporate Investment Senior Portfolio Manager of Bank of America, National Association
    Mary Ann Olson
     
    Manager, Chief Financial Officer, Senior Vice President, and Controller
     
    Senior Vice President, Senior Legal Entity Controller of Bank of America, National Association


    Portia J. Poindexter
     
    Managing Director
     
    Associate General Counsel & Managing Director of Bank of America, National Association
    Maria Russo
     
    Managing Director
     
    Managing Director, Global Product Tax Risk Executive of Bank of America, National Association
    Manami Ishii
     
    Treasurer
     
    Director, Bank Funding Manager of Bank of America, National Association


    The following sets forth the name and present principal occupation of each executive officer and director of Banc of America Preferred Funding Corporation.  The business address of each of the executive officers and directors of Banc of America Preferred Funding Corporation is 214 North Tryon Street, Charlotte, North Carolina 28255.

    Name
     
    Position with Banc of America Preferred Funding Corporation
     
    Principal Occupation
    John J. Lawlor
     
    Director and President
     
    Managing Director, Municipal Markets and Public Sector Banking Executive of BofA Securities, Inc. and Bank of America, National Association
    Edward H. Curland
     
    Director and Managing Director
     
    Managing Director, Municipal Markets Executive for Trading of BofA Securities, Inc. and Bank of America, National Association
    James Duffy
     
    Managing Director
     
    Director; MBAM BFO, The CFO Group
    of  Bank of America, National Association
    Michael I. Jentis
     
    Managing Director
     
    Managing Director, Head of Sales – Public Finance of BofA Securities, Inc. and Bank of America, National Association
    Mona Payton
     
    Managing Director
     
    Managing Director, Municipal Markets Executive for Short-Term Trading of BofA Securities, Inc. and Bank of America, National Association
    Edward J. Sisk
     
    Director and Managing Director
     
    Managing Director, Public Finance Executive of BofA Securities, Inc. and Bank of America, National Association
    John B. Sprung
     
    Director
     
    Corporate Director
    David A. Stephens
     
    Director and Managing Director
     
    Managing Director, Executive for Public Finance and Public Sector Credit Products of BofA Securities, Inc. and Bank of America, National Association


    SCHEDULE II
     
    LITIGATION SCHEDULE
     
    Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. ("BofA Securities," successor in interest to Merrill Lynch, Pierce, Fenner & Smith Incorporated) and Bank of America, N.A., have been involved in a number of civil proceedings and regulatory actions which concern matters arising in connection with the conduct of its business.  Certain of such proceedings have resulted in findings of violations of federal or state securities laws.  Such proceedings are reported and summarized in the BofA Securities Form BD as filed with the SEC, which descriptions are hereby incorporated by reference.



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      NEW YORK, Aug. 23, 2024 /PRNewswire/ -- AllianceBernstein National Municipal Income Fund (NYSE:AFB) will hold a conference call at 4:30 p.m. (Eastern Time) on Monday, August 26, 2024.  Representatives of the Fund will lead the discussion during the live conference call. Persons interested in listening to the conference call live should dial in using the conference call details provided below: PARTICIPANT INFORMATION: USA + Canada Toll-Free: (800) 715-9871USA/International Toll: +1 (646) 307-1963Canada - Toronto: (647) 932-3411Conference ID: 1665940Please dial in approximately 15 minutes before the scheduled call time using the information provided. A written summary of the call will be avai

      8/23/24 11:22:00 AM ET
      $AFB
      Trusts Except Educational Religious and Charitable
      Finance
    • ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC. ANNOUNCES COMPLETION OF FULL REDEMPTION OF 2019 VARIABLE RATE MUNIFUND TERM PREFERRED SHARES AND ISSUANCE OF NEW VARIABLE RATE DEMAND PREFERRED SHARES AS SUBSTITUTE LEVERAGE

      NEW YORK, June 6, 2024 /PRNewswire/ -- AllianceBernstein National Municipal Income Fund, Inc. ((the ", Fund", , NYSE:AFB), a registered closed-end investment company, announced today that it successfully priced and placed $100 million in Variable Rate Demand Preferred Shares ("2024 VRDPS") pursuant to an offering exempt from registration under the Securities Act of 1933. The Fund has issued $100 million in aggregate liquidation preference of 2024 VRDPS. The Fund used the proceeds of the 2024 VRDPS issuance, in conjunction with proceeds from the creation of tender option bond ("TOB") trusts by the Fund, to simultaneously redeem all of its currently outstanding 2019 Variable Rate MuniFund Term

      6/6/24 4:06:00 PM ET
      $AFB
      Trusts Except Educational Religious and Charitable
      Finance