Form 4: PIMCO Director Reports Share Exchange in Fund Merger

A PIMCO New York Municipal Income Fund III director reported the disposition of shares as part of the fund's merger into PIMCO New York Municipal Income Fund II.

Summary

• Sarah E. Cogan, a Director of PIMCO New York Municipal Income Fund III (PYN), reported the disposition of 1,505.146 shares of PYN Common Stock.
• The transaction occurred on August 1, 2025, and resulted in zero shares beneficially owned in PYN following the reported transaction.
• This disposition was an exempt transaction related to the merger and reorganization of PYN with and into PIMCO New York Municipal Income Fund II (PNI).
• Shares were exchanged for shares of PNI based on a conversion formula and the respective Net Asset Values (NAVs) of the Issuer and PNI.
• Details of the merger were described in a Rule 424(b)(3) prospectus filed by PNI with the Securities and Exchange Commission on May 13, 2025.

Sentiment

Score: 5

Explanation: The filing reports a routine insider transaction, specifically an exempt disposition of shares by a director, as a direct consequence of a pre-announced fund merger and reorganization. This event is procedural and reflects a corporate action rather than a discretionary investment decision, thus having a neutral impact on sentiment.

Positives

• The transaction is part of a planned merger and reorganization, indicating strategic consolidation within the PIMCO fund family.
• The disposition is an exempt transaction, signifying an exchange of securities rather than a discretionary cash sale by the insider.

Negatives

• The reporting person's beneficial ownership in PIMCO New York Municipal Income Fund III (PYN) is reduced to zero, reflecting the dissolution of PYN as a separate entity due to the merger.

Future Outlook

The filing reports a completed transaction related to the merger and reorganization of PIMCO New York Municipal Income Fund III into PIMCO New York Municipal Income Fund II, which occurred on August 1, 2025.

Industry Context

Mergers and reorganizations are common in the investment fund industry, often undertaken for purposes of consolidation, achieving economies of scale, or streamlining fund offerings. This specific merger involves municipal income funds, a specialized segment within the broader fixed income market.

Comparison to Industry Standards

• The disposition of shares at a price of $0 is consistent with a share-for-share exchange in a fund merger, a common practice in the investment fund industry where shares are swapped based on Net Asset Values (NAVs).
• The reporting of this transaction via a Form 4 is standard regulatory compliance for insider ownership changes following corporate actions.

Stakeholder Impact

• Shareholders of PIMCO New York Municipal Income Fund III (PYN) will have their shares converted into shares of PIMCO New York Municipal Income Fund II (PNI) as a result of the merger.

Key Dates

Recommendation

This Form 4 filing reports a non-discretionary disposition of shares by a director as part of a pre-announced fund merger and reorganization. It does not reflect a change in investment thesis or performance, but rather a procedural step in a corporate action. Investors should hold their position and evaluate the combined entity (PIMCO New York Municipal Income Fund II) based on its future prospects and performance.

Keywords

PIMCO, PYN, PNI, Form 4, insider transaction, merger, reorganization, municipal income fund, director, share exchange