Filing Details

Accession Number:
0001193125-22-172872
Form Type:
13D Filing
Publication Date:
2022-06-12 20:00:00
Filed By:
Deutsche Bank Ag\
Company:
Nuveen Municipal High Income Opportunity Fund (NYSEMKT:NMZ)
Filing Date:
2022-06-13
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Deutsche Bank AG 13 0 2,700 0 2,700 2,700 75.63%
DB Municipal Holdings 0 2,700 0 2,700 2,700 75.63%
Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

NUVEEN MUNICIPAL HIGH INCOME OPPORTUNITY FUND

(Name of Issuer)

 

 

ADJUSTABLE RATE MUNIFUND TERM PREFERRED SHARES

(Title of Class of Securities)

670682 871, 670682 111

(CUSIP Number)

 

 

Deutsche Bank AG\

Taunusanlage 12

Frankfurt Am Main D-60325, Germany

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 9, 2022

(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box  ☐.

 

*

The remainder of this cover page shall be filled out for a reporting persons 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 in 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).

 

 

 


SCHEDULE 13D

CUSIP No. 670682 871, 670682 111

 

  1.    

  Names of Reporting Persons

 

  Deutsche Bank AG             13-2944988

  2.  

  Check the Appropriate Box if a member of a Group (see instructions)

  a.  ☐        b.  ☒

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions):

 

  WC

  5.  

  Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).

 

  ☒

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 

     7.    

  Sole Voting Power:

 

  0

     8.  

  Shared Voting Power:

 

  2,700

     9.  

  Sole Dispositive Power:

 

  0

   10.  

  Shared Dispositive Power:

 

  2,700

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person:

 

  2,700

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.  

  Percent of Class Represented by Amount in Row (11):

 

  75.63%

14.  

  Type of Reporting Person (See Instructions)

 

  BK


SCHEDULE 13D

CUSIP No. 670682 871, 670682 111

 

  1.    

  Names of Reporting Persons

 

  DB Municipal Holdings LLC            82-2633289

  2.  

  Check the Appropriate Box if a member of a Group (see instructions)

  a.  ☐        b.  ☒

 

  3.  

  SEC Use Only

 

  4.  

  Source of Funds (See Instructions):

 

  WC

  5.  

  Check Box if Disclosure of Legal Proceedings Is Required pursuant to Items 2(d) or 2(e).

 

  ☐

  6.  

  Citizenship or Place of Organization

 

  Delaware

Number of

Shares

 Beneficially 

Owned by

Each

Reporting

Person

With:

 

     7.    

  Sole Voting Power:

 

  0

     8.  

  Shared Voting Power:

 

  2,700

     9.  

  Sole Dispositive Power:

 

  0

   10.  

  Shared Dispositive Power:

 

  2,700

11.    

  Aggregate Amount Beneficially Owned by Each Reporting Person:

 

  2,700

12.  

  Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

13.  

  Percent of Class Represented by Amount in Row (11):

 

  75.63%

14.  

  Type of Reporting Person (See Instructions)

 

  OO


Item 1

Security and Issuer

This Amendment No. 1 (this Amendment) amends, as set forth below, the statement on Schedule 13D, dated April 19, 2021 and filed with the SEC on April 28, 2021 (the Original Schedule 13D), for Deutsche Bank AG (DB AG) and DB Municipal Holdings LLC (DBMH) (collectively, the Reporting Persons) with respect to the adjustable rate munifund term preferred shares (AMTP Shares) of Nuveen Municipal High Income Opportunity Fund (the Issuer).

This Amendment is being filed as a result of the purchase of AMTP Shares described as the Adjustable Rate MuniFund Term Preferred Shares, Series 2032 (the 2032 AMTP Shares) of the Issuer (CUSIP No. 670682111) in the amount of 1,000 shares purchased by DBMH. In addition to the 2032 AMTP Shares, DBMH holds 1,700 AMTP Shares, Series 2031 (CUSIP No. 670682871).

 

Item 2

Identity and Background

Item 2 of the Original Schedule 13D is hereby amended by:

deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment; and

the address of the principal business office of DBMH is amended and restated as follows: DB Municipal Holdings LLC, 1 Columbus Circle, New York, NY 10019

 

Item 3

Source and Amount of Funds or Other Consideration

Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:

The Reporting Persons purchased 1,000 Adjustable Rate MuniFund Term Preferred Shares, Series 2032 (CUSIP No. 670682111) from the Issuer (the Purchase).

The aggregate amount of funds used by the Reporting Persons for the Purchase was approximately $100,000,000. The source of funds was the working capital of the Reporting Persons.

 

Item 4

Purpose of the Transaction

Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:

DBMH made the Purchase for investment purposes. DBMH acquired the 2032 AMTP Shares (CUSIP No. 670682111) pursuant to a AMTP Purchase Agreement, dated June 9, 2022, between the Issuer and DBMH (the Purchase Agreement) on their initial issuance for a purchase price of $100,000,000.

The Reporting Persons have not acquired the subject securities with any purpose, or with the effect of, changing or influencing control of the Issuer, or in connection with or as a participant in any transaction having that purpose or effect.

 

Item 6

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 of the Original Schedule 13D is hereby amended by adding the following at the end of the first paragraph thereof:

The voting and consent rights on of the 1,000 2032 AMTP Shares acquired in the Purchase by DBMH will be treated in the same manner as previously described in this Item 6.


Item 7

Material to be Filed as Exhibits

Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 thereto and the insertion of the following exhibits:

 

Exhibit    Description of Exhibit
99.1    Joint Filing Agreement
99.4    AMTP Shares Purchase Agreement, dated June 9, 2022

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: June 13, 2022

 

DEUTSCHE BANK AG
By:  

/s/ David Ramos

Name: David Ramos
Title: Assistant Vice President
By:  

/s/ Michael Caro

Name: Michael Caro
Title: Vice President
DB MUNICIPAL HOLDINGS LLC
By:  

/s/ Svetlana Segal

Name: Svetlana Segal
Title: Managing Director
By:  

/s/ John Werba

Name: John Werba
Title: Director

LIST OF EXHIBITS

 

Exhibit    Description of Exhibit
99.1    Joint Filing Agreement
99.4    AMTP Shares Purchase Agreement, dated June 9, 2022

SCHEDULE I

EXECUTIVE OFFICERS AND DIRECTORS OF

REPORTING PERSONS

The following sets forth the name and present principal occupation of each executive officer and board member of Deutsche Bank AG. The business address of each of the executive officers and directors of Deutsche Bank AG is Taunusanlage 12 Frankfurt Am Main D-60325, Germany.

 

Name

  

Position with Deutsche

Bank AG

  

Principal Occupation/Citizenship

Christian Sewing    Chief Executive Officer   

Chief Executive Officer, Management Board Member and responsible for Corporate Bank and Investment Bank

German

Karl von Rohr    President   

President, Management Board Member, responsible for Private Bank and Asset Management, responsible for Germany and Europe, Middle East and Africa

German

Fabrizio Campelli    Head of Corporate Bank and Investment Bank   

Head of Corporate Bank and Investment Bank, Management Board Member and responsible for Human Resources

United Kingdom, Italian

Bernd Leukert    Chief Technology, Data and Innovation Officer   

Chief Technology, Data and Innovation Office, Management Board Member and responsible for Technology, Data and Innovation

German

Olivier Vigneron    Chief Risk Officer   

Chief Risk Officer, Management Board Member

France

James von Moltke    President and Chief Financial Officer   

Chief Financial Officer, Management Board Member

Australian, German

Alexander von zur Mühlen    Chief Executive Officer Asia Pacific   

Chief Executive Officer for the Asia Pacific region and Management Board Member

German

Rebecca Short    Chief Transformation Officer   

Chief Transformation Officer, Management Board Member

United Kingdom, New Zealand

Stefan Simon    Chief Administrative Officer   

Chief Administrative Officer, Management Board Member and responsible for Government and Regulatory Affairs and Legal and Governance.

German


Alexander Wynaendts    Chairman of the Supervisory Board   

Chairman of the Supervisory Board of Deutsche Bank AG

Dutch

Detlef Polaschek    Deputy Chairman of the Supervisory Board   

Deputy Chairman of the Supervisory Board of Deutsche Bank AG and Member of the General Staff Council of Deutsche Bank

German

Ludwig Blomeyer-Bartenstein    Spokesperson of the Management   

Spokesperson of the Management and Head of the Market Region Bremen of Deutsche Bank AG

German

Mayree Clark    Supervisory Board Member   

Founder and Managing Partner of Eachwin Capital

American

Jan Duscheck    Supervisory Board Member   

Head of national working group Banking, trade union ver.di

German

Manja Eifert    Supervisory Board Member   

Chairperson of the Staff Council, Deutsche Bank AG, Berlin

German

Sigmar Gabriel    Supervisory Board Member   

Former German Federal Government Minister

German

Timo Heider    Supervisory Board Member   

Chairman of the General Staff Council of BHW Bausparkasse AG/Postbank Finanzberatung AG, Chairman of the General Staff Council of PCC Services GmbH der Deutschen Bank, Chairman of the Staff Council of BHW Bausparkasse AG, PCC Services GmbH der Deutschen Bank, Postbank Finanzberatung AG and BHW Holding GmbH, and Deputy Chairman of the Group Staff Council of Deutsche Bank AG

German

Martina Klee    Supervisory Board Member   

Deputy Chairperson of the Staff Council PWCC Center Frankfurt of Deutsche Bank

German

Gabriele Platscher    Supervisory Board Member   

Chairperson of the Staff Council Niedersachsen Ost of Deutsche Bank

German


Bernd Rose    Supervisory Board Member   

Chairman of the General Staff Council of Postbank Filialvertrieb AG, Member of the Group Staff Council of Deutsche Bank, Member of the European Staff Council of Deutsche Bank

German

Yngve Slyngstad    Supervisory Board Member    Chief Executive Officer, Aker Asset Management AS
John Alexander Thain    Supervisory Board Member   

Former Chairman and Chief Executive Officer, CIT Group Inc.

American

Michele Trogni    Supervisory Board Member   

Operating Partner of Eldridge Industries LLC

United Kingdom

Dr. Dagmar Valcárcel    Supervisory Board Member   

Supervisory Board Member, Former Chair of the Management Board, Andbank Asset Management Luxembourg S.A., Luxembourg

German, Spanish

Stefan Viertel    Supervisory Board Member   

Head of Institutional Cash Sales & Client Management (& ACO) Hungary, Deutsche Bank AG, Member of the General Staff Council, Staff Council Representative of the Corporate Bank and Investment Bank, Deutsche Bank AG

German

Dr. Theodor Weimer    Supervisory Board Member    CEO, Deutsche Börse AG German
Frank Werneke    Supervisory Board Member   

Chairman of the trade union ver.di, Berlin

German

Prof. Dr. Norbert Winkeljohann    Supervisory Board Member   

Self-employed corporate consultant, Norbert Winkeljohann Advisory & Investments

German

Frank Witter    Supervisory Board Member   

Supervisory Board Member

German


The following sets forth the name and present principal occupation of each executive officer and director of Deutsche Bank Securities Inc. (DBSI), DBSI being the majority member of DBMH. The business address of each of the executive officers and directors of DBSI is 60 Wall Street New York, NY 10005 United States.

 

Name

  

Position with Deutsche

Bank Securities Inc.

  

Principal Occupation/Citizenship

James Davies    Chief Executive Officer, President, Director   

Chief Executive Officer, President and Member of Board of Directors of Deutsche Bank Securities Inc.

United Kingdom, Australian

Anthony Stucchio    Chief Operations Officer, Director   

Chief Operations Officer and Member of Board of Directors of Deutsche Bank Securities Inc.

American

Tiberio Massaro    Chief Financial Officer, Director   

Chief Financial Officer and Member of Board of Directors of Deutsche Bank Securities Inc.

American

Wade Bicknell    Chief Security Officer, Chief Information Security Officer   

Chief Security Officer, Chief Information Security Officer of Deutsche Bank Securities Inc.

American

Peter Berardi    Chief Credit Officer   

Chief Credit Officer of Deutsche Bank Securities Inc.

American

Charles Green, Jr.    Chief Market Risk Officer, Chief Risk Officer, Director   

Chief Market Risk Officer, Chief Risk Officer, and Member of Board of Directors of Deutsche Bank Securities Inc.

American

James Mellstrom    Chief Administrative Officer   

Chief Administrative Officer and Director of Deutsche Bank Securities Inc.

American

Jonathan Banks    Chief Compliance Officer   

Chief Compliance Officer and Managing Director of Deutsche Bank Securities Inc.

American


Jason Monteiro    Chief Compliance Officer - Registered Investment Adviser   

Chief Compliance Officer - Registered Investment Adviser of Deutsche Bank Securities Inc.

American

Michael Koplowitz    Chief Compliance Officer - Futures Commission Merchant   

Chief Compliance Officer - Futures Commission Merchant of Deutsche Bank Securities Inc.

American

Robert Barisciano    Assistant Secretary, Vice President   

Assistant Secretary, Vice President of Deutsche Bank Securities Inc.

American

Kristian Beyer    Deputy Chief Market Risk Officer, Director   

Deputy Chief Market Risk Officer, Director of Deutsche Bank Securities Inc.

American

Patricia Carroll    Company Secretary, Vice President   

Company Secretary, Vice President of Deutsche Bank Securities Inc.

American

Taylor Chapman-Kennedy    Assistant Secretary, Vice President   

Assistant Secretary, Vice President of Deutsche Bank Securities Inc.

American

Yaelle Cregut Layani    Anti-Money Laundering Officer, Director   

Anti-Money Laundering Officer, Director of Deutsche Bank Securities Inc.

American

Joseph Silverberg    Treasurer   

Managing Director of Deutsche Bank Securities Inc.

American

Jason Rogers    Director   

Managing Director of Deutsche Bank Securities Inc.

American


SCHEDULE II

LITIGATION SCHEDULE

Deutsche Bank AG and Deutsche Bank Securities, Inc. (the majority Member of DB Municipal Holdings LLC) have been involved in a number of proceedings which concern 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. Such proceedings are reported and summarized in (i) the Deutsche Bank Securities, Inc. Form BD, (ii) Deutsche Bank AGs annual reports on Form 20-F and periodic reports on Form 6-K filed with the SEC, and (iii) in other regulatory reports, which descriptions are hereby incorporated by reference.