SCHEDULE 13D/A: Bank of America Increases Beneficial Ownership in PIMCO California Municipal Income Fund III to 68.3% Following Share Reduction
Beneficial Ownership Amendment
Bank of America Corporation and Banc of America Preferred Funding Corporation have amended their Schedule 13D filing to report an increased beneficial ownership of 68.3% in PIMCO California Municipal Income Fund III's preferred shares, primarily due to a decrease in the Issuer's outstanding shares.
Summary
- Bank of America Corporation (BAC) and Banc of America Preferred Funding Corporation (BAPFC), collectively referred to as the "Reporting Persons," filed Amendment No. 1 to their Schedule 13D.
- This amendment updates their beneficial ownership in PIMCO California Municipal Income Fund III's Remarketable Variable Rate Munifund Term Preferred Shares (RVMTP Shares), series 2054 (CUSIP No. 72201C604).
- The Reporting Persons now beneficially own an aggregate of 810 shares, which represents 68.3% of the class.
- The change in the percentage of beneficial ownership is solely attributed to a decrease in the Issuer's outstanding preferred shares to 1,186 shares, as reported by PIMCO California Municipal Income Fund III in its Form N-CSR filed with the SEC on March 6, 2025.
- The original Schedule 13D was dated April 17, 2024, and filed on April 24, 2024.
Sentiment
Score: 5
Explanation: The document is a factual regulatory update regarding beneficial ownership percentage, driven by a change in the Issuer's outstanding shares, rather than a strategic move by the reporting entity. It contains no explicit positive or negative financial performance indicators for the reporting entity, making its sentiment neutral.
Positives
- The increase in percentage ownership for Bank of America Corporation and Banc of America Preferred Funding Corporation in PIMCO California Municipal Income Fund III's preferred shares indicates a consolidated position relative to the reduced outstanding share count.
Negatives
- The increase in percentage ownership is not due to additional share acquisition by the reporting persons but rather a reduction in the total outstanding shares of the preferred class by the Issuer, which could imply a shrinking asset base or strategic shift by the Issuer.
Risks
- Bank of America Corporation and certain of its affiliates, including BofA Securities, Inc. and Bank of America, N.A., have been involved in civil proceedings and regulatory actions concerning the conduct of their business, some of which have resulted in findings of violations of federal or state securities laws, as detailed in BofA Securities Form BD.
Future Outlook
The document does not provide specific forward-looking statements or guidance regarding the future operations or financial performance of PIMCO California Municipal Income Fund III or the Reporting Persons beyond the scope of beneficial ownership.
Management Comments
- The document includes certifications by Andres Ortiz, Authorized Signatory for both Bank of America Corporation and Banc of America Preferred Funding Corporation, affirming the truth, completeness, and correctness of the information set forth in the statement to the best of his knowledge and belief.
Industry Context
This filing is a routine update to beneficial ownership, reflecting a change in the outstanding share count of a municipal income fund. It highlights the ongoing regulatory compliance requirements for large institutional investors like Bank of America in disclosing their significant holdings in publicly traded entities, particularly in specialized investment vehicles like municipal bond funds. The reduction in outstanding shares by the Issuer could reflect a strategic decision by PIMCO California Municipal Income Fund III, potentially related to capital management or market conditions for preferred shares in the municipal bond sector.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Attorney-in-Fact | Previous appointees under May 11, 2023 POA | Marie Andre, Szabina Biro, Andres Ortiz Custodio, Kamil Dziedzic, Valerie Ezeagbo, Kelvin Kwok, Frank Lui, James Todd, Ben Tsoi, Michelle Wong, and Monica Yako (for BAC); Marie Andre, Andres Ortiz Custodio, Kamil Dziedzic, Valerie Ezeagbo, Kelvin Kwok, Frank Lui, James Todd, Ben Tsoi, Michelle Wong, and Monica Yako (for BAPFC) | 2024-05-07 (for BAC), 2024-11-20 (for BAPFC) | Revocation of previous Limited Power of Attorney and appointment of new attorneys-in-fact for Section 13 and Section 16 filings and other regulatory reporting requirements. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Limited Power of Attorney Update | Bank of America Corporation revoked its Limited Power of Attorney dated May 11, 2023, and issued a new one on May 7, 2024, appointing specific individuals as attorneys-in-fact for SEC Section 13 and 16 filings and other regulatory reporting. Banc of America Preferred Funding Corporation also issued a new Limited Power of Attorney on November 20, 2024, for similar purposes. | 2024-05-07 (BAC), 2024-11-20 (BAPFC) | These updates streamline and formalize the authorization process for regulatory filings, ensuring compliance with SEC requirements for large shareholders. |
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 concerning 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 III: The decrease in outstanding preferred shares, leading to a higher percentage ownership by Bank of America, could impact liquidity or trading dynamics for the remaining preferred shares.
- Bank of America Corporation Shareholders: This filing is a routine regulatory update and does not directly indicate a material financial impact on Bank of America's overall operations or profitability.
- Regulatory Authorities: The filing demonstrates ongoing compliance with SEC disclosure requirements for significant beneficial ownership.
Next Steps
- The document does not explicitly state future actions or milestones for the Reporting Persons or the Issuer, beyond the ongoing regulatory reporting requirements.
Key Dates
| Date | Description |
|---|---|
| 2023-05-11 | Previous Limited Power of Attorney executed by Bank of America Corporation, which was revoked by the new POA dated May 7, 2024. |
| 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 | Effective date of the Limited Power of Attorney for Bank of America Corporation. |
| 2024-11-20 | Effective date of the Limited Power of Attorney for Banc of America Preferred Funding Corporation. |
| 2025-03-06 | Date of event requiring the filing of this statement; Issuer (PIMCO California Municipal Income Fund III) filed Form N-CSR reporting a decrease in outstanding preferred shares to 1,186. |
| 2025-04-09 | Date of execution of this Amendment No. 1 to Schedule 13D. |
Keywords
Schedule 13D/A, Beneficial Ownership, Bank of America Corporation, Banc of America Preferred Funding Corporation, PIMCO California Municipal Income Fund III, Preferred Shares, RVMTP Shares, SEC Filing, Corporate Governance, Financial Reporting
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