Filing Details

Item 1.

SECURITY AND ISSUER

Item 3.

SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

Funds for the purchase of the Common Shares were derived from the subscription proceeds from investors and the capital appreciation thereon and margin account borrowings made in the ordinary course of business.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time.  Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Common Shares reported herein. A total of approximately $81,462,235 was paid to acquire the Common Shares reported herein.

Item 4.

PURPOSE OF TRANSACTION

Item 4 is hereby amended and supplemented as follows:

On February 16, 2024, Saba Capital Master Fund, Ltd., a private fund advised by Saba Capital, submitted to the Issuer a notice of intent to (x) nominate a slate of seven independent director candidates comprised of (i) David Locala, Athanassios Diplas and Alex Vindman to serve as Class II Nominees (the “Class II Nominees”) and (ii) in the event quorum was not reached at the Issuer’s 2023 annual meeting of shareholders, Ilya Gurevich, Shavar Jeffries, David Littlewood and Jennifer Raab to serve as successors to the four members of the Board who would, in such case, be currently serving as Class I holdover trustees due to the Issuer not having held an annual shareholder meeting in 2023 (the “Class I Holdover Seat Nominees”, together with the Class II Nominees, the “Nominees”), for election to the Board at the Issuer’s 2024 annual meeting of shareholders (the “Annual Meeting”) and (y) present a proposal to the Issuer’s shareholders at the 2024 Annual Meeting, to terminate the investment management agreement between the Issuer and BlackRock Advisors, LLC. (the “Management Agreement”) and all other advisory agreements between the Issuer and the Manager.

Item 5.

INTEREST IN SECURITIES OF THE ISSUER

(a)

See rows (11) and (13) of the cover pages to this Schedule 13D/A for the aggregate number of Common Shares and percentages of the Common Shares beneficially owned by each of the Reporting Persons.  The percentages used herein are calculated based upon 76,915,834 shares of common stock outstanding as of 6/30/23, as disclosed in the company's N-CSRS filed 9/1/23

(b)

See rows (7) through (10) of the cover pages to this Schedule 13D/A for the number of Common Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and sole or shared power to dispose or to direct the disposition.

(c)

The transactions in the Common Shares effected since the Schedule 13D filing on 2/5/24 by the Reporting Persons, which were all in the open market, are set forth in Schedule A, and are incorporated herein by reference.

(d)

The funds and accounts advised by Saba Capital have the right to receive the dividends from and proceeds of sales from the Common Shares.

(e)

Not applicable.

Item 7.

MATERIAL TO BE FILED AS EXHIBITS

Exhibit 2:

Form of Nominee Agreement

SABA CAPITAL MANAGEMENT, L.P. 

By:  /s/ Michael D'Angelo

Name: Michael D'Angelo

Title: Chief Compliance Officer

SABA CAPITAL MANAGEMENT GP, LLC 

By:  /s/ Michael D'Angelo

Name: Michael D'Angelo

Title: Authorized Signatory

BOAZ R. WEINSTEIN 

By:  /s/ Michael D'Angelo

Name: Michael D'Angelo

Title: Attorney-in-fact*

* Pursuant to a power of attorney dated as of November 16, 2015, which is incorporated herein by reference to Exhibit 2 to the Schedule 13G filed by the Reporting Persons on December 28, 2015, accession number: 0001062993-15-006823