SCHEDULE: PIMCO Fund Reorganization: Bank of America Ends Ownership
Schedule 13D Amendment
Bank of America Corporation and its affiliate Banc of America Preferred Funding Corporation ceased beneficial ownership of PIMCO California Municipal Income Fund II shares following a fund reorganization.
Summary
- This Amendment No. 2 updates a Schedule 13D filing for Bank of America Corporation (BAC) and Banc of America Preferred Funding Corporation (BAPFC), collectively the Reporting Persons.
- The amendment is filed due to the reorganization of PIMCO California Municipal Income Fund II (the Issuer) and PIMCO California Municipal Income Fund III (PZC) into PIMCO California Municipal Income Fund (PCQ) on August 1, 2025.
- As part of the Reorganization, BAPFC exchanged 900 Remarketable Variable Rate Munifund Term Preferred Shares (RVMTP Shares) of the Issuer (CUSIP No. 72200M884) for an equal number of RVMTP Shares of PCQ (CUSIP No. 72200N700).
- Consequently, the Reporting Persons no longer own any RVMTP Shares of PIMCO California Municipal Income Fund II.
- All voting and financing arrangements related to the RVMTP Shares of the Issuer have been terminated as a result of the Reorganization.
Sentiment
Score: 5
Explanation: The filing is neutral as it is an administrative update reporting a completed corporate reorganization and the cessation of beneficial ownership, rather than financial performance or strategic initiatives.
Risks
- Bank of America Corporation and certain affiliates, including BofA Securities, Inc. and Bank of America, N.A., have been involved in civil proceedings and regulatory actions concerning their business conduct.
- Certain of these proceedings have resulted in findings of violations of federal or state securities laws.
Future Outlook
The filing primarily reports a completed event and does not provide forward-looking statements or guidance regarding future operations or financial performance of the reporting persons or the reorganized fund.
Industry Context
This filing reflects an administrative update related to a fund reorganization within the municipal bond fund sector. It does not provide broader insights into industry trends or competitive landscape, focusing solely on the change in beneficial ownership due to the merger of specific PIMCO funds.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Amendment of Schedules | Schedule I (Executive Officers and Directors of Reporting Persons) and Schedule II (Litigation Schedule) referenced in the Original Schedule 13D have been amended and replaced. | 2025-08-05 | Updates the disclosed information regarding the reporting persons' executive officers, directors, and litigation status. |
| Termination of Arrangements | All voting arrangements and financing arrangements relating to the RVMTP Shares of the Issuer have been terminated. | 2025-08-01 | Reflects the cessation of beneficial ownership and associated control or financial agreements over the specific securities. |
Legal Proceedings
- Bank of America Corporation and certain affiliates (including BofA Securities, Inc. and Bank of America, N.A.) have been involved in civil proceedings and regulatory actions related to their business conduct.
- Some of these proceedings have resulted in findings of violations of federal or state securities laws, as reported and summarized in the BofA Securities Form BD.
Stakeholder Impact
- Shareholders of PIMCO California Municipal Income Fund II are impacted by the fund's reorganization into PIMCO California Municipal Income Fund.
- Bank of America Corporation and Banc of America Preferred Funding Corporation no longer hold beneficial ownership of the specific RVMTP Shares of the original Issuer.
Key Dates
| Date | Description |
|---|---|
| 2024-11-20 | Date of Banc of America Preferred Funding Corporation's Limited Power of Attorney. |
| 2025-05-05 | Date of Bank of America Corporation's Limited Power of Attorney. |
| 2025-08-01 | Date of the Reorganization of PIMCO California Municipal Income Fund II into PIMCO California Municipal Income Fund, leading to cessation of beneficial ownership. |
| 2025-08-05 | Date of filing of this Amendment No. 2 to Schedule 13D. |
Keywords
SEC filing, Schedule 13D, PIMCO, Bank of America, municipal income fund, fund reorganization, RVMTP Shares, beneficial ownership, corporate governance
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