SEC Form SC 13D/A filed by Eaton Vance California Municipal Bond Fund (Amendment)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

EATON VANCE CALIFORNIA MUNICIPAL BOND FUND
(Name of Issuer)

Common Shares, $0.01 par value

(Title of Class of Securities)

27828A100

(CUSIP Number)

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

May 10, 2024

(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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [X]

(Page 1 of 7 Pages)

______________________________

* 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 on 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).

The percentages used herein are calculated based upon 24,672,939 shares of common stock outstanding as of 9/30/23, as disclosed in the company's N-CSR/A filed 12/8/23

The percentages used herein are calculated based upon 24,672,939 shares of common stock outstanding as of 9/30/23, as disclosed in the company's N-CSR/A filed 12/8/23

The percentages used herein are calculated based upon 24,672,939 shares of common stock outstanding as of 9/30/23, as disclosed in the company's N-CSR/A filed 12/8/23

Item 1. SECURITY AND ISSUER

This Amendment No. 3 amends and supplements the statement on Schedule 13D filed with the SEC on 8/2/23, as amended by Amendment No. 2 filed 12/5/23 and Amendment No. 1 filed 11/14/23; with respect to the common shares of EATON VANCE CALIFORNIA MUNICIPAL BOND FUND. This Amendment No. 3 amends Items 3, 4, 5, 6, and 7 as set forth below.

Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time.  Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $27,826,674 was paid to acquire the Common Shares reported herein.

Item 4. PURPOSE OF TRANSACTION 

Item 4 is hereby amended and supplemented by the addition of the following:

On May 10, 2024, Saba Capital Master Fund, Ltd., a private fund advised by Saba Capital, submitted to the Issuer a notice of intent informing the Issuer of its intention to nominate Jassen Trenkow and Jason Chen (each, a "Nominee" and together, the "Nominees") as independent trustees for election to the Board at the Issuer's 2024 annual meeting of shareholders (the "Annual Meeting").

Item 5. INTEREST IN SECURITIES OF THE ISSUER

(a) See rows (11) and (13) of the cover pages to this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons.  The percentages used herein are calculated based upon 24,672,939 shares of common stock outstanding as of 9/30/23, as disclosed in the company's N-CSR/A filed 12/8/23.

(b) See rows (7) through (10) of the cover pages to this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

(c) There have been no transactions in the Common Shares effected by the Reporting Persons during the past 60 days.

(d) The funds and accounts advised by Saba Capital have the right to receive the dividends from and proceeds of sales from the Common Shares.

(e) Not applicable.

Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER

Item 6 is hereby amended and supplemented by the addition of the following:

Each of the Nominees has entered into a nomination agreement (collectively, the "Nominee Agreement") with Saba Capital substantially in the form attached as Exhibit 2 to this Schedule 13D/A whereby the Nominees agreed to stand for election as individual trustees of the Issuer in connection with a proxy solicitation which may be conducted in respect of the Annual Meeting and agreed not to acquire or dispose of any securities of the Issuer without prior written approval of Saba Capital and whereby, Saba Capital has agreed to advance an amount not to exceed $5,000 to cover the reimbursement of fees the nominees may incur in connection with their nominations and defend and indemnify the Nominees against, and with respect to, any losses that may be incurred by the Nominees in the event they become a party to litigation based on their nominations as candidates for election to the Board and the solicitation of proxies in support of their election.  The foregoing summary of the Nominee Agreement is not complete and is qualified in its entirety by reference to the full text of the form of Nominee Agreement, a copy of which is attached as Exhibit 2 and is incorporated by reference herein.

Item 7. MATERIAL TO BE FILED AS EXHIBITS

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date:  May 14, 2023