SEC Form SC 13D/A filed by Nuveen New York AMT-Free Quality Municipal Income Fund (Amendment)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D/A
(Rule 13d-101)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
§ 240.13d-2(a)
(Amendment No. 1) 1
Nuveen New York AMT-Free Quality Municipal Income Fund
(Name of Issuer)
Common Shares
(Title of Class of Securities)
670656107
(CUSIP Number)
Daniel
L. Lippincott, President and Chief Investment Officer
Karpus Management, Inc.
d/b/a Karpus Investment Management
183 Sully’s Trail
Pittsford,
New York 14534
(585) 586-4680
Adam W. Finerman, Esq.
BakerHostetler
45 Rockfeller Plaza
New York, New York 10111
(212) 589-4233
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 22, 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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☒
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
__________
1 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).
CUSIP
No. 670656107
13D
Page
2 of 6 Pages
| 1. | NAME OF REPORTING PERSON
Karpus Management Inc. d/b/a Karpus Investment Management
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ☐ (b) ☐ | ||
| 3. | SEC USE ONLY
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| 4. | SOURCE OF FUNDS
WC
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| 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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☐ | ||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
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| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7. |
SOLE VOTING POWER
18,759,511.01 Shares
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| 8. | SHARED VOTING POWER
0 Shares
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| 9. | SOLE DISPOSITIVE POWER
19,104,511.01 Shares
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| 10. | SHARED DISPOSITIVE POWER
0 Shares
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| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
19,104,511.01 Shares
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| 12. | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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☐ | ||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
21.9%
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14. |
TYPE OF REPORTING PERSON
IA
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CUSIP
No. 67065610713D
Page
3 of 6 Pages
The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned (“Amendment No. 1”). This Amendment No. 1 amends the Schedule 13D as specifically set forth herein.
| Item 2. | Identity and Background. |
Item 2(a) is hereby amended to read as follows:
| (a) | This statement is filed by: Karpus Management, Inc., d/b/a Karpus Investment Management (“Karpus”). Karpus is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940. |
Karpus is controlled by City of London Investment Group plc (“CLIG”), which is listed on the London Stock Exchange. However, in accordance with SEC Release No. 34-39538 (January 12, 1998), effective informational barriers have been established between Karpus and CLIG such that voting and investment power over the subject securities is exercised by Karpus independently of CLIG, and, accordingly, attribution of beneficial ownership is not required between Karpus and CLIG. The shares to which this filing relates are owned directly by the Accounts managed by Karpus.
Set forth on Schedule A annexed hereto (“Schedule A”) is the name and present principal business, occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted of the executive officers and directors of Karpus. To the knowledge Karpus, except as otherwise disclosed on Schedule A, none of the persons listed on Schedule A beneficially owns any securities of the Issuer or is a party to any contract, agreement or understanding required to be disclosed herein.
CUSIP
No. 67065610713D
Page
4 of 6 Pages
| Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended to read as follows:
Karpus an independent registered investment advisor, has accumulated 19,104,511.01 Shares on behalf of accounts managed by Karpus (the “Accounts”) under limited powers of attorney. All funds that have been utilized in making such purchases for the Accounts (which are open market purchases unless otherwise noted) are from such Accounts.
The aggregate purchase price of the 19,104,511.01 Shares beneficially owned by Karpus is approximately $206,322,567.67, excluding brokerage commissions. The Shares purchased by Karpus with working capital (which may at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases except as otherwise noted herein.
| Item 5. | Interest in Securities of the Issuer. |
Item 5(a)-(c) are hereby amended to read as follows:
| (a) | As of the close of business on December 21, 2023 Karpus beneficially owned an aggregate of 19,104,511.01 Shares held in the Accounts, which represents approximately 21.9% of the 87,235,304 Shares reported as outstanding as of August 31, 2023 on the Form N-CSR filed by the Issuer for the semi-annual period ended August 31, 2023. |
| (b) | 1. Sole power to vote or direct vote: 18,759,511.01 | |
| 2. Shared power to vote or direct vote: 0 | ||
| 3. Sole power to dispose or direct the disposition: 19,104,511.01 | ||
| 4. Shared power to dispose or direct the disposition: 0 |
(c) The
transactions in the Shares by Karpus through the Accounts since the initial Schedule 13D filing on November 7, 2023
are set forth in Schedule B and incorporated herein by reference.
CUSIP
No. 67065610713D
Page
5 of 6 Pages
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: December 26, 2023
KARPUS
MANAGEMENT, INC.
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By:
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/s/ Daniel L. Lippincott | ||
| Name: Daniel L. Lippincott | |||
| Title: President and Chief Investment Officer | |||
CUSIP No. 670656107 |
13D | Page 6 of 6 Pages |
SCHEDULE A
Executive Officers & Directors of Karpus Management, Inc., d/b/a Karpus Investment Management
| Name | Position & Present Principal Occupation | Business Address | Shares Owned |
| Kathleen Finnerty Crane | Chief Financial Officer |
183 Sully’s Trail, Pittsford, New York 14534 | 150 Shares |
| Thomas Michael Duffy | Senior Vice President and Director of Operations |
183 Sully’s Trail, Pittsford, New York 14534 | 0 Shares |
| Daniel Lee Lippincott | President and Chief Investment Officer |
183 Sully’s Trail, Pittsford, New York 14534 | 4,300 Shares |
| Brett David Gardner | Senior Vice President | 183 Sully’s Trail, Pittsford, New York 14534 | 1,275 Shares |
| Jodi Lee Hedberg | Chief Compliance Officer | 183 Sully’s Trail, Pittsford, New York 14534 | 0 Shares |
| Thomas Wayne Griffin | Director | 17 East Market Street, West Chester, Pennsylvania 19382 |
900 Shares |
| Carlos Manuel Yuste | Director | 17 East Market Street, West Chester, Pennsylvania 19382 | 0 Shares |
SCHEDULE B
Transactions in the Shares since the initial Schedule 13D filing on November 7, 2023
| Nature of the Transaction | Shares Purchased/(Sold) |
Price Per Share($) |
Date of Purchase / Sale |
KARPUS MANAGEMENT, INC., D/B/A/ KARPUS
INVESTMENT MANAGEMENT
(THROUGH THE ACCOUNTS)
| Purchase of Common Stock | 78,553 | $9.71 | 11/20/2023 |
| Purchase of Common Stock | 138,512 | $9.79 | 11/21/2023 |
| Purchase of Common Stock | 43,630 | $9.85 | 11/22/2023 |
| Purchase of Common Stock | 6,652 | $9.84 | 11/24/2023 |
| Purchase of Common Stock | 83,981 | $9.90 | 11/27/2023 |
| Purchase of Common Stock | 31,956 | $9.95 | 11/28/2023 |
| Purchase of Common Stock | 190,300 | $10.05 | 11/29/2023 |
| Purchase of Common Stock | 20,070 | $10.04 | 11/30/2023 |
| Sale of Common Stock | (31,321) | $10.15 | 12/1/2023 |
| Sale of Common Stock | (25,726) | $10.18 | 12/4/2023 |
| Purchase of Common Stock | 15,618 | $10.20 | 12/5/2023 |
| Purchase of Common Stock | 20,861 | $10.18 | 12/6/2023 |
| Purchase of Common Stock | 46,012 | $10.24 | 12/7/2023 |
| Purchase of Common Stock | 50,392 | $10.25 | 12/8/2023 |
| Purchase of Common Stock | 7,633 | $10.26 | 12/11/2023 |
| Sale of Common Stock | (538) | $10.26 | 12/12/2023 |
| Purchase of Common Stock | 61,702 | $10.26 | 12/13/2023 |
| Sale of Common Stock | (115,000) | $10.43 | 12/14/2023 |
| Sale of Common Stock | (2,300) | $10.43 | 12/15/2023 |
| Purchase of Common Stock | 21,055 | $10.45 | 12/18/2023 |
| Purchase of Common Stock | 116,135 | $10.51 | 12/19/2023 |
| Purchase of Common Stock | 130,754 | $10.54 | 12/20/2023 |
| Purchase of Common Stock | 55,475 | $10.51 | 12/21/2023 |