SCHEDULE 13D/A: Bank of America Updates Beneficial Ownership of PIMCO Municipal Income Fund III Preferred Shares to 100%
Beneficial Ownership Amendment
Bank of America Corporation and Banc of America Preferred Funding Corporation have amended their Schedule 13D filing to reflect 100% beneficial ownership of PIMCO New York Municipal Income Fund III's remarketable variable rate munifund term preferred shares, following a decrease in the total outstanding shares of that class to 260.
Summary
- This document is Amendment No. 1 to a Schedule 13D filing by Bank of America Corporation (BAC) and Banc of America Preferred Funding Corporation (BAPFC), collectively referred to as the "Reporting Persons."
- The amendment is filed solely to report a change in the percentage of class beneficially owned by the Reporting Persons regarding the remarketable variable rate munifund term preferred shares (CUSIP No. 72201E402) of PIMCO New York Municipal Income Fund III.
- The change in ownership percentage is a direct result of the outstanding shares of this preferred class decreasing to 260 shares, as reported by PIMCO New York Municipal Income Fund III in its Form N-CSR filed with the SEC on March 6, 2025.
- As of the filing date, Bank of America Corporation and Banc of America Preferred Funding Corporation each beneficially own 260 shares, which now represents 100% of the outstanding class of these preferred shares.
- The filing also includes updated exhibits, such as a Joint Filing Agreement, a Limited Power of Attorney, and schedules detailing executive officers/directors and ongoing litigation involving Bank of America Corporation and its affiliates.
Sentiment
Score: 5
Explanation: The document is a neutral, factual compliance filing reporting a change in beneficial ownership percentage due to a decrease in outstanding shares. It contains no positive or negative operational or financial news for the reporting entity, Bank of America, beyond the disclosure of ongoing litigation risks which are standard for a large financial institution.
Risks
- Bank of America Corporation and certain of its affiliates, including BofA Securities and Bank of America, N.A., have been involved in civil proceedings and regulatory actions related to the conduct of their business.
- Some of these proceedings have resulted in findings of violations of federal or state securities laws, with further details incorporated by reference from the BofA Securities Form BD.
Future Outlook
The document does not contain specific forward-looking statements or guidance regarding future financial performance or strategic initiatives of Bank of America Corporation or PIMCO New York Municipal Income Fund III, beyond the standard termination clauses for the Limited Power of Attorney.
Industry Context
This filing is a routine compliance update for a significant institutional investor (Bank of America) regarding its ownership stake in a municipal income fund. It reflects a change in the fund's capital structure (reduction in outstanding preferred shares) rather than a strategic acquisition or divestiture by Bank of America. Such updates are common in the financial industry for large institutional investors maintaining compliance with SEC regulations regarding beneficial ownership.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Revocation and Grant | Bank of America Corporation's Limited Power of Attorney, executed on May 7, 2024, revokes a previous Limited Power of Attorney from May 11, 2023. This new POA grants authority to specific individuals (e.g., Andres Ortiz Custodio) to execute documents related to Section 13 and 16 of the Exchange Act and other regulatory reporting requirements. | 2024-05-07 | Updates and formalizes the authorization framework for key personnel involved in SEC filings and regulatory compliance, ensuring current practices align with legal requirements. |
| Power of Attorney Grant | Banc of America Preferred Funding Corporation granted a Limited Power of Attorney on November 20, 2024, authorizing specific individuals to execute documents related to Section 13 and 16 of the Exchange Act and other regulatory reporting requirements. | 2024-11-20 | Establishes or updates the authorization process for SEC filings and other regulatory reporting requirements for this subsidiary, ensuring proper legal representation. |
Legal Proceedings
- Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. and Bank of America, N.A., have been involved in a number of civil proceedings and regulatory actions concerning 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, with detailed descriptions incorporated by reference from the BofA Securities Form BD as filed with the SEC.
Stakeholder Impact
- Shareholders of PIMCO New York Municipal Income Fund III: The decrease in outstanding preferred shares and Bank of America's subsequent 100% ownership of the remaining class could potentially affect the liquidity or trading dynamics of these specific preferred shares, although the document does not elaborate on the reasons for the reduction in outstanding shares.
- Shareholders of Bank of America Corporation: This is a routine compliance update and is unlikely to have a direct material impact on BAC's common shareholders or its overall business operations.
- Regulatory Authorities: The filing demonstrates ongoing compliance with SEC reporting requirements under Section 13D, fulfilling the legal obligations of significant shareholders.
Key Dates
| Date | Description |
|---|---|
| 2023-05-11 | Date of the previous Limited Power of Attorney executed by Bank of America Corporation, which was subsequently revoked. |
| 2024-04-17 | Date of the Original Schedule 13D statement. |
| 2024-04-24 | Date the Original Schedule 13D was filed with the SEC. |
| 2024-05-07 | Date of execution and delivery of the current Limited Power of Attorney for Bank of America Corporation. |
| 2024-11-20 | Date of execution and delivery of the Limited Power of Attorney for Banc of America Preferred Funding Corporation. |
| 2025-03-06 | Date of the event requiring this filing, when PIMCO New York Municipal Income Fund III reported a decrease in outstanding preferred shares in its Form N-CSR. |
| 2025-04-09 | Date of execution of the Joint Filing Agreement and the filing of this Schedule 13D/A amendment. |
Recommendation
holdKeywords
Schedule 13D/A, Beneficial Ownership, Bank of America Corporation, Banc of America Preferred Funding Corporation, PIMCO New York Municipal Income Fund III, Preferred Shares, SEC Filing, Corporate Governance, Litigation, Financial Reporting
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