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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Allspring Multi Sector Income Fund | AMEX:ERC | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.05 | -0.54% | 9.14 | 9.17 | 9.13 | 9.14 | 127,852 | 17:31:53 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21331
Allspring Multi-Sector Income Fund
(Exact name of registrant as specified in charter)
525 Market St., San Francisco, CA 94105
(Address of principal executive offices) (Zip code)
Matthew Prasse
Allspring Funds Management, LLC
525 Market St., San Francisco, CA 94105
(Name and address of agent for service)
Registrants telephone number, including area code: 800-222-8222
Date of fiscal year end: October 31 |
Date of reporting period: October 31, 2021 |
ITEM 1. |
REPORT TO STOCKHOLDERS |
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Financial statements | |
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Board considerations | |
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1 | The S&P 500 Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value-weighted index with each stock's weight in the index proportionate to its market value. You cannot invest directly in an index. |
2 | The Morgan Stanley Capital International (MSCI) All Country World Index (ACWI) ex USA Index (Net) is a free-float-adjusted market-capitalization-weighted index that is designed to measure the equity market performance of developed and emerging markets, excluding the U.S. Source: MSCI. MSCI makes no express or implied warranties or representations and shall have no liability whatsoever with respect to any MSCI data contained herein. The MSCI data may not be further redistributed or used as a basis for other indices or any securities or financial products. This report is not approved, reviewed, or produced by MSCI. You cannot invest directly in an index. |
3 | The MSCI Emerging Markets (EM) Index (Net) (USD) is a free-float-adjusted market-capitalization-weighted index that is designed to measure equity market performance of emerging markets. You cannot invest directly in an index. |
4 | The Bloomberg U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment-grade, U.S.-dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage-backed securities (agency fixed-rate and hybrid adjustable-rate mortgage pass-throughs), asset-backed securities, and commercial mortgage-backed securities. You cannot invest directly in an index. |
5 | The Bloomberg Global Aggregate ex-USD Index (unhedged) is an unmanaged index that provides a broad-based measure of the global investment-grade fixed-income markets excluding the U.S.-dollar-denominated debt market. You cannot invest directly in an index. |
6 | The Bloomberg Municipal Bond Index is an unmanaged index composed of long-term tax-exempt bonds with a minimum credit rating of Baa. You cannot invest directly in an index. |
7 | The ICE BofA U.S. High Yield Index is a market-capitalization-weighted index of domestic and Yankee high-yield bonds. The index tracks the performance of high-yield securities traded in the U.S. bond market. You cannot invest directly in an index. Copyright 2021. ICE Data Indices, LLC. All rights reserved. |
“
Municipal debt experienced its first monthly performance drop since February of this year, slowing a rally that made it one of the best-performing sectors of the bond market.”
|
1 | As of September 30, 2021, assets under management (AUM) includes $93 billion from Galliard Capital Management, LLC, an investment advisor that is not part of the Allspring trade name/GIPS firm. |
■ | On November 12, 2021, the Fund announced a renewal of its open-market share repurchase program (the “Buyback Program”). Under the renewed Buyback Program, the Fund may repurchase up to 10% of its outstanding shares in open market transactions during the period beginning on January 1, 2022 and ending on December 31, 2022. The Fund’s Board of Trustees has delegated to Allspring Funds Management, LLC, the Fund’s adviser, discretion to administer the Buyback Program, including the determination of the amount and timing of repurchases in accordance with the best interests of the Fund and subject to applicable legal limitations. |
■ | The Fund’s managed distribution plan provides for the declaration of monthly distributions to common shareholders of the Fund at an annual minimum fixed rate of 9% based on the Fund’s average monthly net asset value per share over the prior 12 months. Under the managed distribution plan, monthly distributions may be sourced from income, paid-in capital, and/or capital gains, if any. To the extent that sufficient investment income is not available on a monthly basis, the Fund may distribute paid-in capital and/or capital gains, if any, in order to maintain its managed distribution level. You should not draw any conclusions about the Fund’s investment performance from the amount of the Fund’s distributions or from the terms of the managed distribution plan. Shareholders may elect to reinvest distributions received pursuant to the managed distribution plan in the Fund under the existing dividend reinvestment plan, which is described later in this report. |
1 | Total returns based on market value are calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Total returns based on NAV are calculated based on the NAV at the beginning of the period and at the end of the period. Dividends and distributions, if any, are assumed for the purposes of these calculations to be reinvested at prices obtained under the Fund’s Automatic Dividend Reinvestment Plan. |
2 | Source: Allspring Funds Management, LLC. The Multi-Sector Income Blended Index is composed of 60% ICE BofA U.S. High Yield Constrained Index, 18% J.P. Morgan GBI-EM Global Diversified Composite Index, 7.5% Bloomberg U.S. Credit Bond Index, 7.5% Bloomberg U.S. Securitized Index, and 7% J.P. Morgan Global Government Bond Index (ex U.S.). You cannot invest directly in an index. |
3 | The Bloomberg U.S. Credit Bond Index is an unmanaged index of fixed income securities composed of securities from the Bloomberg Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index. You cannot invest directly in an index. |
4 | The Bloomberg U.S. Securitized Index is an unmanaged composite of asset-backed securities, collateralized mortgage-backed securities (ERISA eligible), and fixed-rate mortgage-backed securities. You cannot invest directly in an index. |
5 | The ICE BofA U.S. High Yield Constrained Index is a market-value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3 but are not in default. The ICE BofA U.S. High Yield Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure. You cannot invest directly in an index. Copyright 2021. ICE Data Indices, LLC. All rights reserved. |
6 | The J.P. Morgan GBI-EM Global Diversified Composite Index is an unmanaged index of debt instruments of 31 emerging countries. You cannot invest directly in an index. |
7 | The J.P. Morgan Global Government Bond Index (ex U.S.) measures the total return from investing in 12 developed government bond markets: Australia, Belgium, Canada, Denmark, France, Germany, Italy, Japan, the Netherlands, Spain, Sweden, and the U.K. You cannot invest directly in an index. |
‡ | CFA® and Chartered Financial Analyst® are trademarks owned by CFA Institute. |
Growth of $10,000 investment as of October 31, 20211 |
1 | The chart compares the performance of the Fund for the most recent ten years with the Multi-Sector Income Blended Index, Bloomberg U.S. Credit Bond Index, Bloomberg U.S. Securitized Index, ICE BofA U.S. High Yield Constrained Index, J.P. Morgan GBI-EM Global Diversified Composite Index and J.P. Morgan Global Government Bond Index (ex U.S.). The chart assumes a hypothetical investment of $10,000 investment and reflects all operating expenses of the Fund. |
Comparison of NAV vs. market value1 |
1 | This chart does not reflect any brokerage commissions charged on the purchase and sale of the Fund’s common stock. Dividends and distributions paid by the Fund are included in the Fund’s average annual total returns but have the effect of reducing the Fund’s NAV. |
Ten largest holdings (%) as of October 31, 20211 | |
Mexico, 8.50%, 5-31-2029 | 3.04 |
India, 7.32%, 1-28-2024 | 2.82 |
Indonesia, 7.00%, 9-15-2030 | 2.42 |
Colombia, 7.50%, 8-26-2026 | 1.73 |
Romania, 3.25%, 4-29-2024 | 1.53 |
Russia, 6.50%, 2-28-2024 | 1.50 |
Russia, 6.90%, 5-23-2029 | 1.49 |
Romania, 5.00%, 2-12-2029 | 1.33 |
Russia, 7.65%, 4-10-2030 | 1.27 |
Malaysia, 4.23%, 6-30-2031 | 1.21 |
1 | Figures represent the percentage of the Fund's net assets. Holdings are subject to change and may have changed since the date specified. |
Credit quality as of October 31, 20211 |
1 | The credit quality distribution of portfolio holdings reflected in the chart is based on ratings from Standard & Poor’s, Moody’s Investors Service, and/or Fitch Ratings Ltd. Credit quality ratings apply to the underlying holdings of the Fund and not to the Fund itself. The percentages of the portfolio with the ratings depicted in the chart are calculated based on the market value of fixed income securities held by the Fund. If a security was rated by all three rating agencies, the middle rating was utilized. If rated by two of the three rating agencies, the lower rating was utilized, and if rated by one of the rating agencies, that rating was utilized. Standard & Poor’s rates the creditworthiness of bonds, ranging from AAA (highest) to D (lowest). Ratings from A to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the rating categories. Standard & Poor’s rates the creditworthiness of short-term notes from SP-1 (highest) to SP-3 (lowest). Moody’s rates the creditworthiness of bonds, ranging from Aaa (highest) to C (lowest). Ratings Aa to B may be modified by the addition of a number 1 (highest) to 3 (lowest) to show relative standing within the ratings categories. Moody’s rates the creditworthiness of short-term U.S. tax-exempt municipal securities from MIG 1/VMIG 1 (highest) to SG (lowest). Fitch rates the creditworthiness of bonds, ranging from AAA (highest) to D (lowest). Credit quality distribution is subject to change and may have changed since the date specified. |
Effective maturity distribution as of October 31, 20211 |
1 | Figures represent the percentage of the Fund’s fixed-income securities. These amounts are subject to change and may have changed since the date specified. |
Geographic allocation as of October 31, 20211 |
1 | Figures represent the percentage of the Fund's long-term investments. These amounts are subject to change and may have changed since the date specified. |
■ | As a hedge against adverse changes in securities market prices or interest rates; and |
■ | As a substitute for purchasing or selling securities. |
Shares | Value | |||||
Common stocks: 1.13% | ||||||
Energy: 0.71% | ||||||
Energy equipment & services: 0.36% | ||||||
Bristow Group Incorporated † | 37,310 | $ 1,290,926 | ||||
Oil, gas & consumable fuels: 0.35% | ||||||
Denbury Incorporated † | 10,597 | 897,142 | ||||
Whiting Petroleum Corporation † | 5,057 | 329,362 | ||||
1,226,504 | ||||||
Financials: 0.42% | ||||||
Mortgage REITs: 0.42% | ||||||
Blackstone Mortgage Trust Incorporated Class A | 14,944 | 491,658 | ||||
Ladder Capital Corporation | 41,398 | 496,776 | ||||
Starwood Property Trust Incorporated | 18,508 | 471,399 | ||||
1,459,833 | ||||||
Total Common stocks (Cost $2,521,175) | 3,977,263 |
Interest
rate |
Maturity
date |
Principal | ||||
Corporate bonds and notes: 69.21% | ||||||
Communication services: 10.66% | ||||||
Diversified telecommunication services: 0.96% | ||||||
Cablevision Lightpath LLC 144A | 5.63% | 9-15-2028 | $ | 140,000 | 138,384 | |
Cablevision Lightpath LLC 144A | 3.88 | 9-15-2027 | 160,000 | 155,792 | ||
Frontier Communications Corporation 144A | 5.88 | 10-15-2027 | 180,000 | 188,550 | ||
Frontier Communications Corporation 144A | 6.00 | 1-15-2030 | 90,000 | 90,426 | ||
Level 3 Financing Incorporated 144A | 3.63 | 1-15-2029 | 425,000 | 402,139 | ||
Level 3 Financing Incorporated 144A | 4.25 | 7-1-2028 | 375,000 | 370,740 | ||
Windstream Corporation 144A | 7.75 | 8-15-2028 | 530,000 | 560,597 | ||
Zayo Group Holdings Incorporated 144A | 6.13 | 3-1-2028 | 1,525,000 | 1,488,453 | ||
3,395,081 | ||||||
Entertainment: 0.71% | ||||||
Live Nation Entertainment Incorporated 144A | 3.75 | 1-15-2028 | 220,000 | 217,800 | ||
Live Nation Entertainment Incorporated 144A | 5.63 | 3-15-2026 | 228,000 | 235,695 | ||
Live Nation Entertainment Incorporated 144A | 6.50 | 5-15-2027 | 1,025,000 | 1,122,375 | ||
Seaworld Parks & Entertainment 144A | 5.25 | 8-15-2029 | 915,000 | 932,156 | ||
2,508,026 | ||||||
Interactive media & services: 0.45% | ||||||
Rackspace Technology Company 144A | 5.38 | 12-1-2028 | 1,665,000 | 1,602,563 | ||
Media: 8.13% | ||||||
Block Communications Incorporated 144A | 4.88 | 3-1-2028 | 150,000 | 153,000 | ||
CCO Holdings LLC 144A | 4.50 | 8-15-2030 | 3,000,000 | 3,053,640 | ||
CCO Holdings LLC 144A | 4.50 | 5-1-2032 | 250,000 | 251,183 | ||
CCO Holdings LLC 144A | 5.00 | 2-1-2028 | 150,000 | 156,000 | ||
CCO Holdings LLC 144A | 5.13 | 5-1-2027 | 450,000 | 466,313 | ||
Charter Communications Operating LLC | 5.05 | 3-30-2029 | 675,000 | 787,009 | ||
Cinemark USA Incorporated 144A | 5.25 | 7-15-2028 | 1,650,000 | 1,609,781 | ||
Cinemark USA Incorporated 144A | 5.88 | 3-15-2026 | 420,000 | 421,050 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Media (continued) | ||||||
Cinemark USA Incorporated 144A | 8.75% | 5-1-2025 | $ | 385,000 | $ 411,950 | |
Clear Channel Outdoor Holdings 144A | 5.13 | 8-15-2027 | 435,000 | 446,201 | ||
Clear Channel Outdoor Holdings 144A | 7.75 | 4-15-2028 | 550,000 | 569,500 | ||
CSC Holdings LLC 144A | 4.13 | 12-1-2030 | 865,000 | 828,238 | ||
CSC Holdings LLC 144A | 4.63 | 12-1-2030 | 625,000 | 572,656 | ||
CSC Holdings LLC 144A | 5.38 | 2-1-2028 | 425,000 | 437,750 | ||
CSC Holdings LLC 144A | 5.75 | 1-15-2030 | 4,025,000 | 3,971,438 | ||
Diamond Sports Group LLC 144A | 5.38 | 8-15-2026 | 675,000 | 381,375 | ||
Diamond Sports Group LLC 144A | 6.63 | 8-15-2027 | 275,000 | 82,009 | ||
DIRECTV Holdings LLC 144A | 5.88 | 8-15-2027 | 80,000 | 82,932 | ||
Gray Escrow II Incorporated 144A%% | 5.38 | 11-15-2031 | 1,410,000 | 1,424,100 | ||
Gray Television Incorporated 144A | 4.75 | 10-15-2030 | 1,850,000 | 1,824,808 | ||
Nexstar Broadcasting Incorporated 144A | 4.75 | 11-1-2028 | 450,000 | 459,743 | ||
Nexstar Broadcasting Incorporated 144A | 5.63 | 7-15-2027 | 2,000,000 | 2,110,000 | ||
Nielsen Finance LLC 144A | 5.63 | 10-1-2028 | 1,255,000 | 1,304,868 | ||
Nielsen Finance LLC 144A | 5.88 | 10-1-2030 | 1,800,000 | 1,884,240 | ||
Outfront Media Capital Corporation 144A | 4.63 | 3-15-2030 | 675,000 | 674,798 | ||
Outfront Media Capital Corporation 144A | 5.00 | 8-15-2027 | 50,000 | 51,000 | ||
QVC Incorporated | 4.75 | 2-15-2027 | 150,000 | 157,032 | ||
Salem Media Group Incorporated 144A | 6.75 | 6-1-2024 | 1,210,000 | 1,214,538 | ||
Scripps Escrow II Incorporated 144A | 5.38 | 1-15-2031 | 790,000 | 773,213 | ||
Scripps Escrow II Incorporated 144A | 5.88 | 7-15-2027 | 100,000 | 101,500 | ||
Scripps Escrow II Incorporated 144A | 3.88 | 1-15-2029 | 170,000 | 169,150 | ||
Townsquare Media Incorporated 144A | 6.88 | 2-1-2026 | 1,765,000 | 1,844,425 | ||
28,675,440 | ||||||
Wireless telecommunication services: 0.41% | ||||||
Consolidated Communications Holdings Incorporated 144A | 6.50 | 10-1-2028 | 550,000 | 585,690 | ||
Sprint Spectrum Company 144A | 5.15 | 9-20-2029 | 750,000 | 846,563 | ||
1,432,253 | ||||||
Consumer discretionary: 7.50% | ||||||
Auto components: 1.37% | ||||||
Allison Transmission Incorporated 144A | 5.88 | 6-1-2029 | 240,000 | 258,300 | ||
Clarios Global LP 144A | 6.25 | 5-15-2026 | 112,000 | 117,180 | ||
Clarios Global LP 144A | 6.75 | 5-15-2025 | 45,000 | 47,413 | ||
Clarios Global LP 144A | 8.50 | 5-15-2027 | 1,680,000 | 1,784,614 | ||
Cooper Tire & Rubber Company | 7.63 | 3-15-2027 | 1,710,000 | 2,002,872 | ||
Tenneco Incorporated 144A | 5.13 | 4-15-2029 | 630,000 | 624,488 | ||
4,834,867 | ||||||
Automobiles: 0.07% | ||||||
Ford Motor Company | 9.00 | 4-22-2025 | 100,000 | 120,250 | ||
Ford Motor Company | 9.63 | 4-22-2030 | 100,000 | 144,063 | ||
264,313 | ||||||
Diversified consumer services: 1.17% | ||||||
Service Corporation International | 7.50 | 4-1-2027 | 3,400,000 | 4,131,000 | ||
Hotels, restaurants & leisure: 3.02% | ||||||
Carnival Corporation 144A | 10.50 | 2-1-2026 | 325,000 | 377,650 | ||
Carnival Corporation 144A | 4.00 | 8-1-2028 | 760,000 | 760,000 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Hotels, restaurants & leisure (continued) | ||||||
Carnival Corporation 144A%% | 6.00% | 5-1-2029 | $ | 640,000 | $ 639,600 | |
Carnival Corporation 144A | 7.63 | 3-1-2026 | 1,165,000 | 1,227,432 | ||
Carnival Corporation 144A | 9.88 | 8-1-2027 | 425,000 | 489,281 | ||
CCM Merger Incorporated 144A | 6.38 | 5-1-2026 | 975,000 | 1,021,313 | ||
NCL Corporation Limited 144A | 5.88 | 3-15-2026 | 910,000 | 912,275 | ||
NCL Corporation Limited 144A | 12.25 | 5-15-2024 | 1,750,000 | 2,064,353 | ||
Royal Caribbean Cruises Limited 144A | 5.50 | 8-31-2026 | 345,000 | 351,469 | ||
Royal Caribbean Cruises Limited 144A | 5.50 | 4-1-2028 | 680,000 | 691,900 | ||
Royal Caribbean Cruises Limited 144A | 9.13 | 6-15-2023 | 1,400,000 | 1,520,092 | ||
Royal Caribbean Cruises Limited 144A | 10.88 | 6-1-2023 | 525,000 | 587,344 | ||
10,642,709 | ||||||
Household durables: 0.36% | ||||||
WASH Multifamily Acquisition Incorporated 144A | 5.75 | 4-15-2026 | 1,240,000 | 1,281,850 | ||
Multiline retail: 0.22% | ||||||
Nordstrom Incorporated | 4.00 | 3-15-2027 | 750,000 | 770,625 | ||
Specialty retail: 1.11% | ||||||
Asbury Automotive Group Incorporated | 4.75 | 3-1-2030 | 406,000 | 414,120 | ||
Asbury Automotive Group Incorporated | 4.50 | 3-1-2028 | 419,000 | 426,333 | ||
Group 1 Automotive Incorporated 144A | 4.00 | 8-15-2028 | 620,000 | 620,124 | ||
Lithia Motors Incorporated 144A | 3.88 | 6-1-2029 | 390,000 | 404,138 | ||
Lithia Motors Incorporated 144A | 4.63 | 12-15-2027 | 150,000 | 158,587 | ||
NMG Holding Company Incorporated 144A | 7.13 | 4-1-2026 | 1,040,000 | 1,092,312 | ||
Rent-A-Center Incorporated 144A | 6.38 | 2-15-2029 | 760,000 | 794,200 | ||
3,909,814 | ||||||
Textiles, apparel & luxury goods: 0.18% | ||||||
The William Carter Company 144A | 5.50 | 5-15-2025 | 125,000 | 130,781 | ||
The William Carter Company 144A | 5.63 | 3-15-2027 | 500,000 | 518,125 | ||
648,906 | ||||||
Consumer staples: 0.59% | ||||||
Food products: 0.59% | ||||||
CHS Incorporated 144A | 6.00 | 1-15-2029 | 40,000 | 42,100 | ||
CHS Incorporated 144A | 6.63 | 2-15-2025 | 750,000 | 780,000 | ||
CHS Incorporated 144A | 6.88 | 4-15-2029 | 1,230,000 | 1,265,363 | ||
2,087,463 | ||||||
Energy: 15.02% | ||||||
Energy equipment & services: 2.63% | ||||||
Bristow Group Incorporated ♦† | 6.25 | 10-15-2022 | 3,855,000 | 0 | ||
Bristow Group Incorporated 144A | 6.88 | 3-1-2028 | 2,350,000 | 2,438,125 | ||
Hilcorp Energy Company 144A | 5.75 | 2-1-2029 | 270,000 | 274,050 | ||
Hilcorp Energy Company 144A | 6.00 | 2-1-2031 | 270,000 | 277,121 | ||
Hilcorp Energy Company 144A | 6.25 | 11-1-2028 | 350,000 | 359,205 | ||
Oceaneering International Incorporated | 4.65 | 11-15-2024 | 145,000 | 150,619 | ||
Oceaneering International Incorporated | 6.00 | 2-1-2028 | 1,580,000 | 1,624,809 | ||
Pattern Energy Operations LP 144A | 4.50 | 8-15-2028 | 2,300,000 | 2,380,500 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Energy equipment & services (continued) | ||||||
USA Compression Partners LP | 6.88% | 4-1-2026 | $ | 970,000 | $ 1,002,738 | |
W.R. Grace Holdings LLC 144A | 5.63 | 8-15-2029 | 780,000 | 786,825 | ||
9,293,992 | ||||||
Oil, gas & consumable fuels: 12.39% | ||||||
Aethon United 144A | 8.25 | 2-15-2026 | 1,225,000 | 1,315,907 | ||
Antero Resources Corporation | 5.00 | 3-1-2025 | 1,150,000 | 1,173,000 | ||
Antero Resources Corporation 144A | 8.38 | 7-15-2026 | 120,000 | 135,000 | ||
Apache Corporation | 4.38 | 10-15-2028 | 750,000 | 806,123 | ||
Archrock Partners LP 144A | 6.25 | 4-1-2028 | 590,000 | 610,650 | ||
Archrock Partners LP 144A | 6.88 | 4-1-2027 | 500,000 | 521,250 | ||
Boardwalk Pipelines LP | 4.80 | 5-3-2029 | 750,000 | 856,080 | ||
Buckeye Partners LP | 5.85 | 11-15-2043 | 1,125,000 | 1,109,138 | ||
Cheniere Energy Partners LP 144A | 3.25 | 1-31-2032 | 800,000 | 792,960 | ||
Cheniere Energy Partners LP | 4.50 | 10-1-2029 | 400,000 | 427,072 | ||
Cheniere Energy Partners LP 144A | 5.50 | 6-15-2031 | 1,550,000 | 1,612,000 | ||
DCP Midstream Operating Company | 5.13 | 5-15-2029 | 1,775,000 | 2,010,223 | ||
DT Midstream Incorporated 144A | 4.13 | 6-15-2029 | 300,000 | 302,145 | ||
DT Midstream Incorporated 144A | 4.38 | 6-15-2031 | 300,000 | 303,948 | ||
Encino Acquisition Partners Company 144A | 8.50 | 5-1-2028 | 2,345,000 | 2,450,525 | ||
Energy Transfer Partners LP | 5.20 | 2-1-2022 | 750,000 | 750,000 | ||
EnLink Midstream Partners LP | 5.05 | 4-1-2045 | 1,575,000 | 1,500,188 | ||
EnLink Midstream Partners LP | 5.38 | 6-1-2029 | 2,050,000 | 2,121,750 | ||
EnLink Midstream Partners LP | 5.60 | 4-1-2044 | 750,000 | 735,675 | ||
EnLink Midstream Partners LP 144A | 5.63 | 1-15-2028 | 170,000 | 180,257 | ||
Enviva Partners LP 144A | 6.50 | 1-15-2026 | 2,250,000 | 2,327,086 | ||
Harvest Midstream LP 144A | 7.50 | 9-1-2028 | 760,000 | 798,000 | ||
Hess Midstream Operation Company 144A | 4.25 | 2-15-2030 | 630,000 | 630,000 | ||
Kinder Morgan Energy Partners LP | 3.95 | 9-1-2022 | 750,000 | 765,157 | ||
Murphy Oil Corporation | 5.75 | 8-15-2025 | 185,000 | 189,625 | ||
Murphy Oil Corporation | 5.88 | 12-1-2027 | 150,000 | 156,188 | ||
Murphy Oil Corporation | 6.38 | 7-15-2028 | 1,230,000 | 1,299,255 | ||
Nabors Industries Limited 144A | 9.00 | 2-1-2025 | 78,000 | 80,730 | ||
New Fortress Energy Incorporated 144A | 6.50 | 9-30-2026 | 1,815,000 | 1,763,890 | ||
Occidental Petroleum Corporation | 4.63 | 6-15-2045 | 1,825,000 | 1,888,875 | ||
Occidental Petroleum Corporation | 6.20 | 3-15-2040 | 425,000 | 514,915 | ||
Occidental Petroleum Corporation | 6.45 | 9-15-2036 | 3,190,000 | 4,059,275 | ||
Phillips 66 | 4.30 | 4-1-2022 | 625,000 | 635,110 | ||
Plains All American Pipeline LP | 3.85 | 10-15-2023 | 750,000 | 785,177 | ||
Range Resources Corporation 144A | 8.25 | 1-15-2029 | 180,000 | 203,220 | ||
Rockies Express Pipeline LLC 144A | 6.88 | 4-15-2040 | 2,110,000 | 2,389,575 | ||
Rockies Express Pipeline LLC 144A | 7.50 | 7-15-2038 | 240,000 | 274,200 | ||
Southwestern Energy Company | 7.75 | 10-1-2027 | 975,000 | 1,046,906 | ||
Southwestern Energy Company | 8.38 | 9-15-2028 | 650,000 | 724,750 | ||
Tallgrass Energy Partners LP 144A | 6.00 | 12-31-2030 | 1,185,000 | 1,185,261 | ||
Tallgrass Energy Partners LP 144A | 6.00 | 9-1-2031 | 370,000 | 363,988 | ||
Western Midstream Operating LP | 5.30 | 2-1-2030 | 600,000 | 657,750 | ||
Western Midstream Operating LP | 5.30 | 3-1-2048 | 1,000,000 | 1,165,000 | ||
Western Midstream Operating LP | 6.50 | 2-1-2050 | 75,000 | 89,774 | ||
43,707,598 | ||||||
Financials: 12.25% | ||||||
Banks: 0.72% | ||||||
Bank of America Corporation | 5.70 | 1-24-2022 | 250,000 | 253,046 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Banks (continued) | ||||||
Citigroup Incorporated | 4.50% | 1-14-2022 | $ | 250,000 | $ 252,000 | |
Citigroup Incorporated (U.S. SOFR +3.23%) ʊ± | 4.70 | 1-30-2025 | 750,000 | 760,313 | ||
City National Bank | 5.38 | 7-15-2022 | 500,000 | 517,996 | ||
JPMorgan Chase & Company (3 Month LIBOR +3.25%) ± | 5.15 | 12-29-2049 | 750,000 | 770,985 | ||
2,554,340 | ||||||
Capital markets: 0.74% | ||||||
Coinbase Global Incorporated 144A | 3.63 | 10-1-2031 | 630,000 | 600,075 | ||
Goldman Sachs Group Incorporated | 5.75 | 1-24-2022 | 750,000 | 759,310 | ||
Oppenheimer Holdings Incorporated | 5.50 | 10-1-2025 | 1,200,000 | 1,260,000 | ||
2,619,385 | ||||||
Consumer finance: 4.38% | ||||||
Acuris Finance U.S. Incorporated 144A | 5.00 | 5-1-2028 | 450,000 | 443,250 | ||
Discover Financial Services | 5.20 | 4-27-2022 | 750,000 | 767,232 | ||
FirstCash Incorporated 144A | 4.63 | 9-1-2028 | 445,000 | 458,906 | ||
Ford Motor Credit Company LLC | 4.00 | 11-13-2030 | 590,000 | 615,813 | ||
Ford Motor Credit Company LLC | 4.39 | 1-8-2026 | 1,450,000 | 1,551,500 | ||
Ford Motor Credit Company LLC | 5.11 | 5-3-2029 | 2,175,000 | 2,416,969 | ||
Ford Motor Credit Company LLC | 5.13 | 6-16-2025 | 225,000 | 244,125 | ||
LFS Topco LLC 144A | 5.88 | 10-15-2026 | 455,000 | 468,081 | ||
Navient Corporation | 5.00 | 3-15-2027 | 1,215,000 | 1,238,972 | ||
Navient Corporation | 5.63 | 8-1-2033 | 825,000 | 782,669 | ||
PRA Group Incorporated 144A | 5.00 | 10-1-2029 | 1,530,000 | 1,511,931 | ||
Rocket Mortgage LLC 144A | 2.88 | 10-15-2026 | 965,000 | 958,366 | ||
Springleaf Finance Corporation | 5.38 | 11-15-2029 | 1,100,000 | 1,174,250 | ||
Springleaf Finance Corporation | 6.13 | 3-15-2024 | 750,000 | 797,813 | ||
Springleaf Finance Corporation | 6.63 | 1-15-2028 | 100,000 | 112,250 | ||
Springleaf Finance Corporation | 7.13 | 3-15-2026 | 925,000 | 1,049,875 | ||
Synchrony Financial | 5.15 | 3-19-2029 | 750,000 | 873,073 | ||
15,465,075 | ||||||
Diversified financial services: 1.22% | ||||||
Hat Holdings LLC 144A | 3.38 | 6-15-2026 | 630,000 | 624,488 | ||
Jefferies Finance LLC 144A | 5.00 | 8-15-2028 | 875,000 | 886,865 | ||
LPL Holdings Incorporated 144A | 4.38 | 5-15-2031 | 1,220,000 | 1,248,975 | ||
United Shore Financial Services LLC 144A | 5.50 | 11-15-2025 | 1,550,000 | 1,542,250 | ||
4,302,578 | ||||||
Insurance: 3.29% | ||||||
Amwins Group Incorporated 144A | 4.88 | 6-30-2029 | 1,240,000 | 1,236,131 | ||
Assurant Incorporated | 3.70 | 2-22-2030 | 750,000 | 810,511 | ||
Brighthouse Financial Incorporated | 4.70 | 6-22-2047 | 850,000 | 975,365 | ||
Broadstreet Partners Incorporated 144A | 5.88 | 4-15-2029 | 1,570,000 | 1,542,525 | ||
Genworth Mortgage Holding Incorporated 144A | 6.50 | 8-15-2025 | 1,890,000 | 2,069,550 | ||
HUB International Limited 144A | 7.00 | 5-1-2026 | 550,000 | 567,188 | ||
Liberty Mutual Group Incorporated 144A | 4.57 | 2-1-2029 | 750,000 | 865,349 | ||
MetLife Incorporated | 6.40 | 12-15-2066 | 1,000,000 | 1,273,431 | ||
Prudential Financial Incorporated (3 Month LIBOR +2.38%) ± | 4.50 | 9-15-2047 | 750,000 | 797,629 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Insurance (continued) | ||||||
Sammons Financial Group Incorporated 144A | 4.45% | 5-12-2027 | $ | 750,000 | $ 827,993 | |
W.R. Berkley Corporation | 4.63 | 3-15-2022 | 650,000 | 660,211 | ||
11,625,883 | ||||||
Mortgage REITs: 0.57% | ||||||
Blackstone Mortgage Trust Incorporated 144A | 3.75 | 1-15-2027 | 300,000 | 298,455 | ||
Starwood Property Trust Incorporated | 4.75 | 3-15-2025 | 755,000 | 793,430 | ||
Starwood Property Trust Incorporated | 5.00 | 12-15-2021 | 180,000 | 180,225 | ||
Starwood Property Trust Incorporated 144A | 5.50 | 11-1-2023 | 690,000 | 724,500 | ||
1,996,610 | ||||||
Thrifts & mortgage finance: 1.33% | ||||||
Ladder Capital Finance Holdings LP 144A | 4.25 | 2-1-2027 | 850,000 | 854,242 | ||
Ladder Capital Finance Holdings LP 144A | 4.75 | 6-15-2029 | 1,070,000 | 1,078,025 | ||
Ladder Capital Finance Holdings LP 144A | 5.25 | 10-1-2025 | 1,385,000 | 1,395,388 | ||
United Wholesale Mortgage LLC 144A | 5.50 | 4-15-2029 | 1,395,000 | 1,356,638 | ||
4,684,293 | ||||||
Health care: 4.32% | ||||||
Health care equipment & supplies: 0.58% | ||||||
Avantor Funding Incorporated 144A | 3.88 | 11-1-2029 | 365,000 | 364,883 | ||
Mozart Debt Merger Sub Incorporated 144A | 5.25 | 10-1-2029 | 1,175,000 | 1,192,625 | ||
Surgery Center Holdings Incorporated 144A | 6.75 | 7-1-2025 | 485,000 | 493,488 | ||
2,050,996 | ||||||
Health care providers & services: 2.81% | ||||||
180 Medical Incorporated 144A | 3.88 | 10-15-2029 | 475,000 | 477,678 | ||
AdaptHealth LLC 144A | 4.63 | 8-1-2029 | 240,000 | 237,300 | ||
Air Methods Corporation 144A | 8.00 | 5-15-2025 | 1,410,000 | 1,078,650 | ||
CommonSpirit Health | 3.82 | 10-1-2049 | 750,000 | 865,641 | ||
Davita Incorporated 144A | 4.63 | 6-1-2030 | 600,000 | 602,976 | ||
Encompass Health Corporation | 4.50 | 2-1-2028 | 150,000 | 152,715 | ||
Encompass Health Corporation | 4.75 | 2-1-2030 | 175,000 | 179,375 | ||
Encompass Health Corporation | 4.63 | 4-1-2031 | 175,000 | 178,063 | ||
HealthSouth Corporation | 5.75 | 9-15-2025 | 575,000 | 587,219 | ||
Magellan Health Incorporated | 4.90 | 9-22-2024 | 325,000 | 355,800 | ||
MPT Operating Partnership LP | 5.25 | 8-1-2026 | 1,575,000 | 1,622,250 | ||
Select Medical Corporation 144A | 6.25 | 8-15-2026 | 1,320,000 | 1,380,676 | ||
Tenet Healthcare Corporation 144A | 4.63 | 6-15-2028 | 125,000 | 129,531 | ||
Tenet Healthcare Corporation 144A | 4.88 | 1-1-2026 | 1,025,000 | 1,050,625 | ||
Tenet Healthcare Corporation 144A | 5.13 | 11-1-2027 | 225,000 | 235,125 | ||
Tenet Healthcare Corporation 144A | 6.25 | 2-1-2027 | 425,000 | 441,469 | ||
Tenet Healthcare Corporation 144A | 7.50 | 4-1-2025 | 150,000 | 159,188 | ||
Vizient Incorporated 144A | 6.25 | 5-15-2027 | 175,000 | 183,419 | ||
9,917,700 | ||||||
Health care technology: 0.68% | ||||||
Change Healthcare Holdings Incorporated 144A | 5.75 | 3-1-2025 | 2,375,000 | 2,392,813 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Life sciences tools & services: 0.14% | ||||||
Ortho-Clinical Diagnostics Incorporated 144A | 7.25% | 2-1-2028 | $ | 90,000 | $ 95,850 | |
Ortho-Clinical Diagnostics Incorporated 144A | 7.38 | 6-1-2025 | 385,000 | 404,173 | ||
500,023 | ||||||
Pharmaceuticals: 0.11% | ||||||
Bausch Health Companies Incorporated 144A | 8.50 | 1-31-2027 | 375,000 | 397,969 | ||
Industrials: 7.75% | ||||||
Aerospace & defense: 0.90% | ||||||
Spirit AeroSystems Holdings Incorporated 144A | 5.50 | 1-15-2025 | 305,000 | 317,581 | ||
Spirit AeroSystems Holdings Incorporated 144A | 7.50 | 4-15-2025 | 370,000 | 390,628 | ||
TransDigm Group Incorporated | 4.88 | 5-1-2029 | 1,270,000 | 1,273,723 | ||
TransDigm Group Incorporated 144A | 6.25 | 3-15-2026 | 575,000 | 600,156 | ||
TransDigm Group Incorporated | 7.50 | 3-15-2027 | 550,000 | 576,813 | ||
3,158,901 | ||||||
Airlines: 2.58% | ||||||
American Airlines Group Incorporated 144A | 5.75 | 4-20-2029 | 2,155,000 | 2,319,319 | ||
Delta Air Lines Incorporated | 3.75 | 10-28-2029 | 710,000 | 721,486 | ||
Delta Air Lines Incorporated 144A | 4.75 | 10-20-2028 | 545,000 | 605,185 | ||
Hawaiian Airlines Incorporated | 3.90 | 7-15-2027 | 818,224 | 813,177 | ||
Hawaiian Brand Intellectual Property Limited 144A | 5.75 | 1-20-2026 | 2,370,000 | 2,488,500 | ||
Mileage Plus Holdings LLC 144A | 6.50 | 6-20-2027 | 1,175,000 | 1,278,823 | ||
United Airlines Incorporated 144A | 4.63 | 4-15-2029 | 850,000 | 876,333 | ||
9,102,823 | ||||||
Commercial services & supplies: 1.16% | ||||||
CoreCivic Incorporated | 8.25 | 4-15-2026 | 1,145,000 | 1,170,247 | ||
IAA Spinco Incorporated 144A | 5.50 | 6-15-2027 | 1,700,000 | 1,765,875 | ||
Plastipak Holdings Incorporated 144A | 6.25 | 10-15-2025 | 1,150,000 | 1,170,850 | ||
4,106,972 | ||||||
Construction & engineering: 0.45% | ||||||
Great Lakes Dredge & Dock Company 144A | 5.25 | 6-1-2029 | 1,565,000 | 1,592,028 | ||
Machinery: 1.03% | ||||||
Meritor Incorporated 144A | 4.50 | 12-15-2028 | 600,000 | 597,000 | ||
Stevens Holding Company Incorporated 144A | 6.13 | 10-1-2026 | 1,425,000 | 1,535,438 | ||
Werner FinCo LP 144A | 8.75 | 7-15-2025 | 1,445,000 | 1,502,800 | ||
3,635,238 | ||||||
Road & rail: 0.69% | ||||||
Uber Technologies Incorporated 144A | 4.50 | 8-15-2029 | 725,000 | 729,658 | ||
Uber Technologies Incorporated 144A | 8.00 | 11-1-2026 | 1,600,000 | 1,703,040 | ||
2,432,698 | ||||||
Trading companies & distributors: 0.94% | ||||||
Fortress Transportation & Infrastructure Investors LLC 144A | 5.50 | 5-1-2028 | 1,915,000 | 1,919,788 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Trading companies & distributors (continued) | ||||||
Fortress Transportation & Infrastructure Investors LLC 144A | 6.50% | 10-1-2025 | $ | 1,140,000 | $ 1,173,117 | |
Fortress Transportation & Infrastructure Investors LLC 144A | 9.75 | 8-1-2027 | 200,000 | 225,250 | ||
3,318,155 | ||||||
Information technology: 4.54% | ||||||
Communications equipment: 0.59% | ||||||
CommScope Technologies LLC 144A | 5.00 | 3-15-2027 | 1,115,000 | 1,034,541 | ||
CommScope Technologies LLC 144A | 8.25 | 3-1-2027 | 1,025,000 | 1,044,414 | ||
2,078,955 | ||||||
Electronic
equipment, instruments &
components: 0.19% |
||||||
Keysight Technologies | 4.60 | 4-6-2027 | 600,000 | 678,825 | ||
IT services: 1.19% | ||||||
Flexential Intermediate Corporation 144A | 11.25 | 8-1-2024 | 1,000,000 | 1,060,000 | ||
Sabre GLBL Incorporated 144A | 9.25 | 4-15-2025 | 2,699,000 | 3,119,126 | ||
4,179,126 | ||||||
Semiconductors
& semiconductor
equipment: 0.28% |
||||||
Broadcom Corporation | 3.50 | 1-15-2028 | 750,000 | 809,535 | ||
QORVO Incorporated | 4.38 | 10-15-2029 | 175,000 | 187,906 | ||
997,441 | ||||||
Software: 1.50% | ||||||
IQVIA Incorporated 144A | 5.00 | 5-15-2027 | 250,000 | 259,143 | ||
MPH Acquisition Holdings LLC 144A | 5.50 | 9-1-2028 | 640,000 | 635,541 | ||
MPH Acquisition Holdings LLC 144A | 5.75 | 11-1-2028 | 1,940,000 | 1,769,464 | ||
NCR Corporation 144A | 5.13 | 4-15-2029 | 195,000 | 199,403 | ||
NCR Corporation 144A | 6.13 | 9-1-2029 | 1,000,000 | 1,074,386 | ||
SS&C Technologies Incorporated 144A | 5.50 | 9-30-2027 | 500,000 | 526,250 | ||
VMware Incorporated | 3.90 | 8-21-2027 | 750,000 | 822,549 | ||
5,286,736 | ||||||
Technology hardware, storage & peripherals: 0.79% | ||||||
Dell International LLC | 6.02 | 6-15-2026 | 750,000 | 883,753 | ||
Dell International LLC 144A | 7.13 | 6-15-2024 | 1,125,000 | 1,143,214 | ||
Hewlett-Packard Company | 4.05 | 9-15-2022 | 750,000 | 770,872 | ||
2,797,839 | ||||||
Materials: 2.47% | ||||||
Chemicals: 0.38% | ||||||
Chemours Company 144A | 4.63 | 11-15-2029 | 950,000 | 914,375 | ||
Olympus Water US Holding Corporation 144A | 4.25 | 10-1-2028 | 450,000 | 442,463 | ||
1,356,838 | ||||||
Containers & packaging: 0.98% | ||||||
Berry Global Incorporated 144A | 5.63 | 7-15-2027 | 175,000 | 183,288 | ||
Crown Cork & Seal Company Incorporated | 7.38 | 12-15-2026 | 750,000 | 922,500 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Containers & packaging (continued) | ||||||
Flex Acquisition Company Incorporated 144A | 6.88% | 1-15-2025 | $ | 900,000 | $ 909,000 | |
Flex Acquisition Company Incorporated 144A | 7.88 | 7-15-2026 | 430,000 | 448,894 | ||
Owens-Brockway Packaging Incorporated 144A | 5.88 | 8-15-2023 | 325,000 | 342,063 | ||
Owens-Brockway Packaging Incorporated 144A | 6.38 | 8-15-2025 | 600,000 | 656,250 | ||
3,461,995 | ||||||
Metals & mining: 0.77% | ||||||
Arches Buyer Incorporated 144A | 4.25 | 6-1-2028 | 800,000 | 806,448 | ||
Arches Buyer Incorporated 144A | 6.13 | 12-1-2028 | 405,000 | 409,556 | ||
Cleveland-Cliffs Incorporated 144A | 4.88 | 3-1-2031 | 220,000 | 229,075 | ||
Cleveland-Cliffs Incorporated | 5.88 | 6-1-2027 | 540,000 | 561,600 | ||
Cleveland-Cliffs Incorporated 144A | 9.88 | 10-17-2025 | 361,000 | 413,345 | ||
Kaiser Aluminum Corporation 144A | 4.63 | 3-1-2028 | 300,000 | 303,660 | ||
2,723,684 | ||||||
Paper & forest products: 0.34% | ||||||
Clearwater Paper Corporation 144A | 5.38 | 2-1-2025 | 350,000 | 377,125 | ||
Clearwater Paper Corporation 144A | 4.75 | 8-15-2028 | 115,000 | 116,581 | ||
Vertical US Newco Incorporated 144A | 5.25 | 7-15-2027 | 675,000 | 687,015 | ||
1,180,721 | ||||||
Real estate: 1.58% | ||||||
Equity REITs: 1.58% | ||||||
Omega HealthCare Investors Incorporated | 4.50 | 4-1-2027 | 600,000 | 662,738 | ||
Service Properties Trust Company | 3.95 | 1-15-2028 | 385,000 | 358,050 | ||
Service Properties Trust Company | 4.75 | 10-1-2026 | 545,000 | 539,005 | ||
Service Properties Trust Company | 4.95 | 2-15-2027 | 2,260,000 | 2,226,100 | ||
Service Properties Trust Company | 7.50 | 9-15-2025 | 1,000,000 | 1,106,695 | ||
SITE Centers Corporation | 4.70 | 6-1-2027 | 600,000 | 669,691 | ||
5,562,279 | ||||||
Utilities: 2.53% | ||||||
Electric utilities: 0.88% | ||||||
NextEra Energy Operating Partners LP 144A | 4.25 | 7-15-2024 | 775,000 | 820,493 | ||
NextEra Energy Operating Partners LP 144A | 4.25 | 9-15-2024 | 16,000 | 16,840 | ||
NextEra Energy Operating Partners LP 144A | 4.50 | 9-15-2027 | 1,250,000 | 1,337,250 | ||
PG&E Corporation | 5.00 | 7-1-2028 | 100,000 | 104,000 | ||
PG&E Corporation | 5.25 | 7-1-2030 | 800,000 | 835,800 | ||
3,114,383 | ||||||
Independent
power & renewable electricity
producers: 1.65% |
||||||
NSG Holdings LLC 144A | 7.75 | 12-15-2025 | 2,052,610 | 2,196,293 | ||
TerraForm Power Operating LLC 144A | 4.25 | 1-31-2023 | 500,000 | 510,000 | ||
TerraForm Power Operating LLC 144A | 4.75 | 1-15-2030 | 800,000 | 828,784 | ||
TerraForm Power Operating LLC 144A | 5.00 | 1-31-2028 | 675,000 | 718,875 | ||
Vistra Operations Company LLC 144A | 5.63 | 2-15-2027 | 1,500,000 | 1,545,480 | ||
5,799,432 | ||||||
Total Corporate bonds and notes (Cost $230,834,700) | 244,259,234 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Foreign corporate bonds and notes: 5.03% | ||||||
Financials: 5.03% | ||||||
Banks: 5.03% | ||||||
European Investment Bank | 8.00% | 5-5-2027 | ZAR | 21,000,000 | $ 1,390,697 | |
European Investment Bank | 8.38 | 7-29-2022 | ZAR | 40,000,000 | 2,677,316 | |
European Investment Bank | 8.75 | 8-18-2025 | ZAR | 20,000,000 | 1,372,608 | |
International Bank for Reconstruction & Development | 5.75 | 1-14-2028 | BRL | 15,000,000 | 2,007,424 | |
International Bank for Reconstruction & Development | 7.00 | 6-7-2023 | ZAR | 15,000,000 | 993,306 | |
International Bank for Reconstruction & Development | 8.25 | 6-22-2023 | BRL | 9,000,000 | 1,511,747 | |
International Finance Corporation | 7.50 | 5-9-2022 | BRL | 5,000,000 | 872,107 | |
International Finance Corporation | 7.50 | 5-9-2022 | BRL | 4,000,000 | 697,686 | |
International Finance Corporation | 8.25 | 1-30-2023 | BRL | 9,000,000 | 1,534,232 | |
KfW | 7.50 | 11-10-2022 | ZAR | 36,000,000 | 2,401,331 | |
Landwirtschaftliche Rentenbank | 8.25 | 5-23-2022 | ZAR | 15,000,000 | 994,959 | |
The Asian Development Bank | 6.00 | 2-5-2026 | BRL | 9,000,000 | 1,316,249 | |
17,769,662 | ||||||
Total Foreign corporate bonds and notes (Cost $21,732,719) | 17,769,662 | |||||
Foreign government bonds: 24.60% | ||||||
China Government Bond | 3.02 | 5-27-2031 | CNY | 14,700,000 | 2,307,069 | |
China Government Bond | 3.03 | 3-11-2026 | CNY | 14,400,000 | 2,270,521 | |
Colombia | 6.25 | 11-26-2025 | COP | 15,000,000,000 | 3,895,893 | |
Colombia | 7.50 | 8-26-2026 | COP | 22,725,000,000 | 6,111,440 | |
India | 7.27 | 4-8-2026 | INR | 60,000,000 | 846,540 | |
India | 7.32 | 1-28-2024 | INR | 710,000,000 | 9,956,711 | |
Indonesia | 7.00 | 9-15-2030 | IDR | 115,000,000,000 | 8,543,321 | |
Indonesia | 7.25 | 2-15-2026 | IDR | 55,000,000,000 | 4,200,187 | |
Indonesia | 5.50 | 4-15-2026 | IDR | 50,000,000,000 | 3,586,024 | |
Malaysia | 4.23 | 6-30-2031 | MYR | 17,000,000 | 4,267,615 | |
Mexico | 7.75 | 5-29-2031 | MXN | 85,000,000 | 4,192,819 | |
Mexico | 8.50 | 5-31-2029 | MXN | 208,500,000 | 10,728,818 | |
Republic of Trinidad and Tobago 144A | 4.50 | 8-4-2026 | TTD | 750,000 | 778,133 | |
Romania | 3.25 | 4-29-2024 | RON | 23,500,000 | 5,384,039 | |
Romania | 5.00 | 2-12-2029 | RON | 20,000,000 | 4,698,770 | |
Russia | 6.50 | 2-28-2024 | RUB | 390,000,000 | 5,300,942 | |
Russia | 6.90 | 5-23-2029 | RUB | 400,000,000 | 5,272,005 | |
Russia | 7.65 | 4-10-2030 | RUB | 325,000,000 | 4,475,761 | |
Total Foreign government bonds (Cost $90,851,417) | 86,816,608 | |||||
Loans: 19.08% | ||||||
Communication services: 1.78% | ||||||
Diversified telecommunication services: 0.14% | ||||||
Frontier Communications Corporation (1 Month LIBOR +3.75%) ± | 4.50 | 5-1-2028 | $ | 487,550 | 486,575 | |
Media: 1.16% | ||||||
Clear Channel Outdoor Holdings (1 Month LIBOR +3.50%) ± | 3.63 | 8-21-2026 | 428,615 | 421,458 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Media (continued) | ||||||
DIRECTV Financing LLC (1 Month LIBOR +5.00%) <± | 5.75% | 7-22-2027 | $ | 1,575,000 | $ 1,575,756 | |
Hubbard Radio LLC (3 Month LIBOR +4.25%) ± | 5.25 | 3-28-2025 | 2,098,426 | 2,097,545 | ||
4,094,759 | ||||||
Wireless telecommunication services: 0.48% | ||||||
Connect U.S. Finco LLC (1 Month LIBOR +3.50%) ± | 4.50 | 12-11-2026 | 861,875 | 861,875 | ||
Consolidated Communications Holdings Incorporated (1 Month LIBOR +3.50%) ± | 4.25 | 10-2-2027 | 848,000 | 847,805 | ||
1,709,680 | ||||||
Consumer discretionary: 2.24% | ||||||
Auto components: 0.50% | ||||||
Clarios Global LP (1 Month LIBOR +3.25%) ± | 3.34 | 4-30-2026 | 190,172 | 188,903 | ||
Truck Hero Incorporated (1 Month LIBOR +3.25%) ± | 4.00 | 1-31-2028 | 1,591,003 | 1,583,413 | ||
1,772,316 | ||||||
Distributors: 0.72% | ||||||
Spin Holdco Incorporated (1 Month LIBOR +4.00%) ± | 4.75 | 3-4-2028 | 2,520,548 | 2,527,127 | ||
Hotels, restaurants & leisure: 0.54% | ||||||
CCM Merger Incorporated (1 Month LIBOR +3.75%) ± | 4.50 | 11-4-2025 | 1,895,345 | 1,895,345 | ||
Household durables: 0.22% | ||||||
Wilsonart LLC (1 Month LIBOR +3.50%) ± | 4.50 | 12-19-2026 | 791,025 | 791,523 | ||
Specialty retail: 0.26% | ||||||
Great Outdoors Group LLC (1 Month LIBOR +4.25%) ± | 5.00 | 3-6-2028 | 417,472 | 418,428 | ||
Rent-A-Center Incorporated (1 Month LIBOR +3.25%) ± | 3.75 | 2-17-2028 | 492,525 | 493,451 | ||
911,879 | ||||||
Energy: 1.61% | ||||||
Oil, gas & consumable fuels: 1.61% | ||||||
AL NGPL Holdings LLC (1 Month LIBOR +3.75%) ± | 4.75 | 4-14-2028 | 770,000 | 771,925 | ||
Apergy Corporation (1 Month LIBOR +5.00%) <± | 6.00 | 6-3-2027 | 2,335,362 | 2,369,668 | ||
GIP II Blue Holdings LP (1 Month LIBOR +4.50%) ± | 5.50 | 9-29-2028 | 760,000 | 761,429 | ||
NorthRiver Midstream Finance LP (3 Month LIBOR +3.25%) ± | 3.38 | 10-1-2025 | 917,192 | 915,018 | ||
Prairie ECI Acquiror LP (3 Month LIBOR +4.75%) ± | 4.84 | 3-11-2026 | 900,000 | 868,842 | ||
5,686,882 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Financials: 3.13% | ||||||
Diversified financial services: 2.12% | ||||||
Mallinckrodt International Finance SA (3 Month LIBOR +5.25%) ± | 6.00% | 9-24-2024 | $ | 1,581,896 | $ 1,469,629 | |
Resolute Investment Managers Incorporated (1 Month LIBOR +3.75%) ‡± | 5.25 | 4-30-2024 | 2,379,488 | 2,379,488 | ||
Resolute Investment Managers Incorporated (1 Month LIBOR +8.00%) ‡± | 9.00 | 4-30-2025 | 923,070 | 925,378 | ||
Russell Investments US Institutional Holdco Incorporated (1 Month LIBOR +3.50%) ± | 4.50 | 5-30-2025 | 1,721,259 | 1,727,180 | ||
Stonepeak Lonestar Holdings LLC (1 Month LIBOR +4.50%) ± | 4.62 | 10-19-2026 | 978,871 | 980,966 | ||
7,482,641 | ||||||
Insurance: 1.01% | ||||||
Asurion LLC (1 Month LIBOR +5.25%) <± | 5.34 | 1-31-2028 | 2,020,000 | 2,011,698 | ||
Asurion LLC (1 Month LIBOR +5.25%) ± | 5.34 | 1-20-2029 | 350,000 | 348,324 | ||
HUB International Limited (1 Month LIBOR +2.75%) ± | 2.87 | 4-25-2025 | 1,209,375 | 1,195,358 | ||
3,555,380 | ||||||
Health care: 1.86% | ||||||
Health care equipment & supplies: 0.38% | ||||||
Surgery Center Holdings Incorporated (1 Month LIBOR +3.75%) ± | 4.50 | 8-31-2026 | 1,350,653 | 1,353,097 | ||
Health care providers & services: 0.91% | ||||||
Medrisk Incorporated (1 Month LIBOR +3.75%) ± | 4.50 | 5-10-2028 | 780,000 | 780,164 | ||
National Mentor Holdings Incorporated (1 Month LIBOR +3.75%) <± | 3.75 | 3-2-2028 | 69,617 | 69,153 | ||
National Mentor Holdings Incorporated (1 Month LIBOR +3.75%) <± | 4.50 | 3-2-2028 | 1,459,243 | 1,449,510 | ||
National Mentor Holdings Incorporated (1 Month LIBOR +3.75%) <± | 4.50 | 3-2-2028 | 47,230 | 46,915 | ||
Padagis LLC (1 Month LIBOR +4.75%) ‡± | 5.25 | 7-6-2028 | 405,000 | 405,506 | ||
Press Ganey Holdings Incorporated (1 Month LIBOR +3.75%) ± | 4.50 | 7-24-2026 | 468,825 | 469,411 | ||
3,220,659 | ||||||
Health care technology: 0.57% | ||||||
Change Healthcare Holdings Incorporated (1 Month LIBOR +2.50%) ± | 3.50 | 3-1-2024 | 437,268 | 436,769 | ||
Project Ruby Ultimate Parent Corporation (1 Month LIBOR +3.25%) ± | 4.00 | 3-3-2028 | 1,567,125 | 1,564,727 | ||
2,001,496 | ||||||
Industrials: 4.54% | ||||||
Aerospace & defense: 0.85% | ||||||
Spirit AeroSystems Holdings Incorporated (1 Month LIBOR +5.25%) ± | 6.00 | 1-15-2025 | 2,997,350 | 3,004,843 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Non-agency
mortgage-backed securities
(continued) |
||||||
Commercial Mortgage Trust Series 2012-CR2 Class C ±± | 4.83% | 8-15-2045 | $ | 1,000,000 | $ 999,478 | |
Commercial Mortgage Trust Series 2012-CR4 Class B 144A | 3.70 | 10-15-2045 | 1,000,000 | 923,115 | ||
Commercial Mortgage Trust Series 2012-CR5 Class E 144A±± | 4.32 | 12-10-2045 | 1,000,000 | 942,070 | ||
Commercial Mortgage Trust Series 2012-LC4 Class A4 | 3.29 | 12-10-2044 | 49,719 | 49,730 | ||
Commercial Mortgage Trust Series 2012-LC4 Class AM | 4.06 | 12-10-2044 | 500,000 | 503,267 | ||
Commercial Mortgage Trust Series 2012-LC4 Class C ±± | 5.61 | 12-10-2044 | 500,000 | 470,540 | ||
Commercial Mortgage Trust Series 2013-LC13 Class D 144A±± | 5.26 | 8-10-2046 | 1,103,000 | 1,050,837 | ||
Countrywide Home Loans Series 2003-48 Class 2A2 ±± | 2.30 | 10-25-2033 | 28,770 | 28,674 | ||
Credit Suisse First Boston Mortgage Securities Series 2002-AR25 Class 1A1 ±± | 2.04 | 9-25-2032 | 257,331 | 254,327 | ||
Credit Suisse First Boston Mortgage Securities Series 2003-AR15 Class 3A1 ±± | 2.30 | 6-25-2033 | 35,380 | 36,900 | ||
Credit Suisse First Boston Mortgage Securities Series 2003-AR9 Class 2A2 ±± | 2.19 | 3-25-2033 | 10,882 | 11,218 | ||
Credit Suisse First Boston Mortgage Securities Series 2014-USA Class D 144A | 4.37 | 9-15-2037 | 750,000 | 704,529 | ||
Global Mortgage Securitization Limited Series 2004-A Class A2 (1 Month LIBOR +0.32%) 144A± | 0.41 | 11-25-2032 | 33,912 | 33,119 | ||
Goldman Sachs Mortgage Securities Trust Series 2010-C1 Class X 144A♀±± | 0.73 | 8-10-2043 | 1,322,796 | 6,413 | ||
Goldman Sachs Mortgage Securities Trust Series 2012-GCJ7 Class XA ♀±± | 1.76 | 5-10-2045 | 1,081,602 | 2,443 | ||
Goldman Sachs Mortgage Securities Trust Series 2019-GSA1 Class C ±± | 3.80 | 11-10-2052 | 1,000,000 | 1,048,184 | ||
Goldman Sachs Mortgage Securities Trust Series 2020-DUNE Class D (1 Month LIBOR +1.90%) 144A± | 1.99 | 12-15-2036 | 1,000,000 | 996,850 | ||
GSAA Home Equity Trust Series 2004-5 Class AF5 | 4.36 | 6-25-2034 | 64 | 65 | ||
JPMorgan Chase Commercial Mortgage Securities Trust Series 2012-C6 Class E 144A±± | 5.14 | 5-15-2045 | 520,000 | 389,015 | ||
JPMorgan Chase Commercial Mortgage Securities Trust Series 2013-C17 Class B ±± | 4.89 | 1-15-2047 | 50,000 | 53,004 | ||
JPMorgan Mortgage Trust Series 2004-A3 Class 2A1 ±± | 2.24 | 7-25-2034 | 2,817 | 2,914 | ||
JPMorgan Mortgage Trust Series 2004-A3 Class 3A3 ±± | 2.42 | 7-25-2034 | 19,397 | 19,311 | ||
JPMorgan Mortgage Trust Series 2005-A3 Class 11A2 ±± | 2.57 | 6-25-2035 | 78,422 | 80,094 | ||
MASTR Adjustable Rate Mortgage Trust Series 2003-6 Class 3A1 ±± | 2.37 | 12-25-2033 | 79,563 | 83,153 | ||
MASTR Adjustable Rate Mortgage Trust Series 2003-6 Class 4A2 ±± | 3.02 | 1-25-2034 | 3,668 | 3,915 | ||
MASTR Adjustable Rate Mortgage Trust Series 2004-13 Class 3A7 ±± | 2.72 | 11-21-2034 | 5,080 | 5,155 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Non-agency
mortgage-backed securities
(continued) |
||||||
MASTR Alternative Loans Trust Series 2005-1 Class 5A1 | 5.50% | 3-25-2036 | $ | 446 | $ 442 | |
Mid-State Trust Series 11 Class A1 | 4.86 | 7-15-2038 | 109,725 | 114,423 | ||
MLCC Mortgage Investors Incorporated Series 2003-G Class A2 (6 Month LIBOR +0.68%) ± | 0.86 | 1-25-2029 | 30,691 | 30,789 | ||
MMAF Equipment Finance LLC Series 2017-AA Class A4 144A | 2.41 | 8-16-2024 | 9,712 | 9,727 | ||
Morgan Stanley Bank of America Merrill Lynch Trust Series 2012-C5 Class XA 144A♀±± | 1.36 | 8-15-2045 | 3,458,125 | 15,000 | ||
Morgan Stanley Bank of America Merrill Lynch Trust Series 2013-C11 Class A4 ±± | 4.15 | 8-15-2046 | 569,000 | 594,901 | ||
Morgan Stanley Bank of America Merrill Lynch Trust Series 2013-C7 Class D 144A±± | 4.23 | 2-15-2046 | 692,000 | 516,966 | ||
Morgan Stanley Capital I Trust Series 2012-C4 Class C 144A±± | 5.37 | 3-15-2045 | 900,000 | 899,053 | ||
Morgan Stanley Mortgage Loan Trust Series 2004-4 Class 2A ±± | 6.38 | 9-25-2034 | 17,686 | 19,437 | ||
New Century Home Equity Loan Trust Series 2004-3 Class M1 (1 Month LIBOR +0.93%) ± | 1.02 | 11-25-2034 | 848,348 | 846,444 | ||
Palmer Square Loan Funding Limited Series 2019-2A Class A1 (3 Month LIBOR +0.97%) 144A± | 1.10 | 4-20-2027 | 115,859 | 115,898 | ||
Parallel Limited Series 2021-1A Class D (3 Month LIBOR +3.45%) 144A± | 3.57 | 7-15-2034 | 1,000,000 | 993,019 | ||
Sequoia Mortgage Trust Series 2003-1 Class 1A (1 Month LIBOR +0.76%) ± | 0.47 | 4-20-2033 | 4,810 | 4,733 | ||
SFAVE Commercial Mortgage Securities Trust Series 2015-5AVE Class D 144A±± | 4.39 | 1-5-2043 | 1,000,000 | 817,050 | ||
Sound Point CLO Limited Series 2015-1RA Class BR (3 Month LIBOR +1.55%) 144A± | 1.67 | 4-15-2030 | 1,000,000 | 995,871 | ||
Structured Adjustable Rate Mortgage Loan Trust Series 2004-2 Class 2A ±± | 2.65 | 3-25-2034 | 22,904 | 24,091 | ||
Terwin Mortgage Trust Series 2003-6HE Class A3 (1 Month LIBOR +1.14%) ± | 1.23 | 11-25-2033 | 110,861 | 110,702 | ||
Vendee Mortgage Trust Series 2003-2 Class IO ♀±± | 0.57 | 5-15-2033 | 1,708,122 | 29,967 | ||
Verus Securitization Trust Series 2021-1 Class A2 144A±± | 1.05 | 1-25-2066 | 708,036 | 705,476 | ||
Washington Mutual Mortgage Trust Series 2004-RA4 Class 3A | 7.50 | 7-25-2034 | 67,050 | 71,532 | ||
Total Non-agency mortgage-backed securities (Cost $20,529,582) | 19,711,599 | |||||
Yankee corporate bonds and notes: 10.00% | ||||||
Communication services: 1.13% | ||||||
Diversified telecommunication services: 0.61% | ||||||
Intelsat Jackson Holdings SA † | 5.50 | 8-1-2023 | 4,300,000 | 2,160,750 | ||
Media: 0.06% | ||||||
Virgin Media Finance plc 144A | 5.00 | 7-15-2030 | 200,000 | 198,868 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Wireless telecommunication services: 0.46% | ||||||
Connect U.S. Finco LLC 144A | 6.75% | 10-1-2026 | $ | 750,000 | $ 778,125 | |
Telesat Canada 144A | 5.63 | 12-6-2026 | 360,000 | 336,042 | ||
VMED O2 UK Financing I plc 144A | 4.75 | 7-15-2031 | 500,000 | 502,500 | ||
1,616,667 | ||||||
Energy: 1.14% | ||||||
Oil, gas & consumable fuels: 1.14% | ||||||
Baytex Energy Corporation 144A | 8.75 | 4-1-2027 | 1,800,000 | 1,921,500 | ||
Husky Energy Incorporated | 4.40 | 4-15-2029 | 750,000 | 838,705 | ||
Northriver Midstream Finance LP 144A | 5.63 | 2-15-2026 | 1,227,000 | 1,266,878 | ||
4,027,083 | ||||||
Financials: 2.17% | ||||||
Banks: 0.98% | ||||||
ABN AMRO Bank NV 144A | 4.80 | 4-18-2026 | 750,000 | 833,987 | ||
Banco del Estado de Chile 144A | 3.88 | 2-8-2022 | 650,000 | 653,250 | ||
Corporación Andina de Fomento | 4.38 | 6-15-2022 | 958,000 | 978,586 | ||
NatWest Group plc (5 Year Treasury Constant Maturity +2.35%) ± | 3.03 | 11-28-2035 | 1,000,000 | 995,039 | ||
3,460,862 | ||||||
Capital markets: 0.19% | ||||||
Credit Suisse Group AG (5 Year Treasury Constant Maturity +3.55%) 144Aʊ± | 4.50 | 9-3-2030 | 700,000 | 680,540 | ||
Diversified financial services: 0.18% | ||||||
Castlelake Aviation Finance 144A | 5.00 | 4-15-2027 | 630,000 | 628,230 | ||
Insurance: 0.82% | ||||||
Allied World Assurance Company Holdings Limited | 4.35 | 10-29-2025 | 385,000 | 415,723 | ||
Athene Holding Limited | 4.13 | 1-12-2028 | 750,000 | 830,747 | ||
Fairfax Financial Holdings Limited | 4.85 | 4-17-2028 | 750,000 | 849,991 | ||
Sompo International Holdings Limited | 7.00 | 7-15-2034 | 575,000 | 779,470 | ||
2,875,931 | ||||||
Health care: 2.14% | ||||||
Biotechnology: 0.06% | ||||||
Grifols Escrow Issuer SA 144A | 4.75 | 10-15-2028 | 230,000 | 233,450 | ||
Pharmaceuticals: 2.08% | ||||||
Bausch Health Companies Incorporated 144A | 4.88 | 6-1-2028 | 380,000 | 391,324 | ||
Bausch Health Companies Incorporated 144A | 5.25 | 1-30-2030 | 450,000 | 406,136 | ||
Bausch Health Companies Incorporated 144A | 5.50 | 11-1-2025 | 375,000 | 381,026 | ||
Bausch Health Companies Incorporated 144A | 6.13 | 4-15-2025 | 1,581,000 | 1,610,280 | ||
Bausch Health Companies Incorporated 144A | 6.25 | 2-15-2029 | 600,000 | 581,250 | ||
Bausch Health Companies Incorporated 144A | 7.00 | 1-15-2028 | 100,000 | 101,264 | ||
Bausch Health Companies Incorporated 144A | 7.25 | 5-30-2029 | 50,000 | 50,676 | ||
Teva Pharmaceutical Finance Netherlands III BV | 6.00 | 4-15-2024 | 3,110,000 | 3,261,613 | ||
Teva Pharmaceutical Finance Netherlands III BV | 6.75 | 3-1-2028 | 500,000 | 547,500 | ||
7,331,069 |
Interest
rate |
Maturity
date |
Principal | Value | |||
Industrials: 2.89% | ||||||
Aerospace & defense: 0.53% | ||||||
Bombardier Incorporated 144A | 6.00% | 2-15-2028 | $ | 185,000 | $ 186,619 | |
Bombardier Incorporated 144A | 7.13 | 6-15-2026 | 270,000 | 283,163 | ||
Bombardier Incorporated 144A | 7.88 | 4-15-2027 | 1,350,000 | 1,403,123 | ||
1,872,905 | ||||||
Airlines: 0.90% | ||||||
Air Canada 144A | 3.88 | 8-15-2026 | 370,000 | 374,625 | ||
Air Canada 2020-1 Class C Pass-Through Trust 144A | 10.50 | 7-15-2026 | 2,276,000 | 2,793,790 | ||
3,168,415 | ||||||
Electrical equipment: 0.25% | ||||||
Sensata Technologies BV 144A | 4.00 | 4-15-2029 | 365,000 | 370,716 | ||
Sensata Technologies BV 144A | 5.00 | 10-1-2025 | 260,000 | 284,809 | ||
TE Connectivity | 3.50 | 2-3-2022 | 225,000 | 225,020 | ||
880,545 | ||||||
Machinery: 0.07% | ||||||
Vertical Holdco GmbH 144A | 7.63 | 7-15-2028 | 224,000 | 237,440 | ||
Metals & mining: 0.22% | ||||||
Glencore Finance Canada Limited 144A | 4.25 | 10-25-2022 | 750,000 | 774,983 | ||
Road & rail: 0.21% | ||||||
Canadian Pacific Railway Company | 4.50 | 1-15-2022 | 750,000 | 756,088 | ||
Trading companies & distributors: 0.71% | ||||||
Carlyle Aviation Elevate Merger Subsidiary Limited 144A | 7.00 | 10-15-2024 | 2,575,000 | 2,528,302 | ||
Materials: 0.38% | ||||||
Containers & packaging: 0.38% | ||||||
Ardagh Packaging Finance plc 144A | 4.13 | 8-15-2026 | 75,000 | 76,502 | ||
Ardagh Packaging Finance plc 144A | 5.25 | 4-30-2025 | 125,000 | 130,000 | ||
OI European Group BV 144A | 4.00 | 3-15-2023 | 1,100,000 | 1,125,025 | ||
1,331,527 | ||||||
Utilities: 0.15% | ||||||
Multi-utilities: 0.15% | ||||||
Veolia Environnement SA | 6.75 | 6-1-2038 | 350,000 | 524,401 | ||
Total Yankee corporate bonds and notes (Cost $36,369,169) | 35,288,056 |
Yield | Shares | Value | ||||
Short-term investments: 3.37% | ||||||
Investment companies: 3.37% | ||||||
Allspring Government Money Market Fund Select Class ♠∞## | 0.03% | 11,880,250 | $ 11,880,250 | |||
Total Short-term investments (Cost $11,880,250) | 11,880,250 | |||||
Total investments in securities (Cost $487,980,880) | 139.89% | 493,712,123 | ||||
Other assets and liabilities, net | (39.89) | (140,771,089) | ||||
Total net assets | 100.00% | $ 352,941,034 |
± | Variable rate investment. The rate shown is the rate in effect at period end. |
144A | The security may be resold in transactions exempt from registration, normally to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933. |
±± | The coupon of the security is adjusted based on the principal and/or interest payments received from the underlying pool of mortgages as well as the credit quality and the actual prepayment speed of the underlying mortgages. The rate shown is the rate in effect at period end. |
♀ | Investment in an interest-only security that entitles holders to receive only the interest payments on the underlying mortgages. The principal amount shown is the notional amount of the underlying mortgages. The rate represents the coupon rate. |
† | Non-income-earning security |
♦ | The security is fair valued in accordance with procedures approved by the Board of Trustees. |
< | All or a portion of the position represents an unfunded loan commitment. The rate represents the current interest rate if the loan is partially funded. |
‡ | Security is valued using significant unobservable inputs. |
## | All or a portion of this security is segregated for when-issued securities and unfunded loans. |
♠ | The issuer of the security is an affiliated person of the Fund as defined in the Investment Company Act of 1940. |
∞ | The rate represents the 7-day annualized yield at period end. |
%% | The security is purchased on a when-issued basis. |
ʊ | Security is perpetual in nature and has no stated maturity date. The date shown reflects the next call date. |
Value,
beginning of period |
Purchases |
Sales
proceeds |
Net
realized gains (losses) |
Net
change in unrealized gains (losses) |
Value,
end of period |
Shares,
end of period |
Income
from affiliated securities |
|
Short-term investments | ||||||||
Allspring Government Money Market Fund Select Class | $6,300,394 | $145,119,728 | $(139,539,872) | $0 | $0 | $11,880,250 | 11,880,250 | $3,770 |
Assets | |
Investments in unaffiliated securities, at value (cost
$476,100,630)
|
$ 481,831,873 |
Investments in affiliated securities, at value (cost
$11,880,250)
|
11,880,250 |
Foreign currency, at value (cost
$174,911)
|
174,952 |
Receivable for dividends and
interest
|
6,305,051 |
Receivable for investments
sold
|
2,224,264 |
Principal paydown
receivable
|
54,695 |
Prepaid expenses and other
assets
|
13,272 |
Total
assets
|
502,484,357 |
Liabilities | |
Secured borrowing
payable
|
139,000,000 |
Payable for investments
purchased
|
6,849,995 |
Dividends
payable
|
2,700,974 |
Advisory fee
payable
|
230,833 |
Administration fee
payable
|
20,985 |
Accrued expenses and other
liabilities
|
740,536 |
Total
liabilities
|
149,543,323 |
Total net
assets
|
$352,941,034 |
Net assets consist of | |
Paid-in
capital
|
$ 386,193,507 |
Total distributable
loss
|
(33,252,473) |
Total net
assets
|
$352,941,034 |
Net asset value per share | |
Based on $352,941,034 divided by 28,084,035 shares issued and outstanding (100,000,000 shares
authorized)
|
$12.57 |
Investment income | |
Interest (net of foreign withholding taxes of
$305,664)
|
$ 26,340,944 |
Dividends
|
45,349 |
Income from affiliated
securities
|
3,770 |
Total investment
income
|
26,390,063 |
Expenses | |
Advisory
fee
|
2,742,607 |
Administration
fee
|
249,328 |
Custody and accounting
fees
|
404 |
Professional
fees
|
61,860 |
Shareholder report
expenses
|
34,674 |
Trustees’ fees and
expenses
|
19,219 |
Transfer agent
fees
|
18,641 |
Interest
expense
|
1,139,454 |
Other fees and
expenses
|
30,652 |
Total
expenses
|
4,296,839 |
Net investment
income
|
22,093,224 |
Realized and unrealized gains (losses) on investments | |
Net realized gains (losses) on | |
Unaffiliated
securities
|
6,376,972 |
Foreign currency and foreign currency
translations
|
(341,337) |
Net realized gains on
investments
|
6,035,635 |
Net change in unrealized gains (losses) on | |
Unaffiliated securities(net of deferred foreign capital gain tax of
$(52,046))
|
15,135,330 |
Foreign currency and foreign currency
translations
|
4,234 |
Net change in unrealized gains (losses) on
investments
|
15,139,564 |
Net realized and unrealized gains (losses) on
investments
|
21,175,199 |
Net increase in net assets resulting from
operations
|
$43,268,423 |
Year
ended
October 31, 2021 |
Year
ended
October 31, 2020 |
|
Operations | ||
Net investment
income
|
$ 22,093,224 | $ 22,683,920 |
Net realized gains (losses) on
investments
|
6,035,635 | (13,785,225) |
Net change in unrealized gains (losses) on
investments
|
15,139,564 | (10,073,393) |
Net increase (decrease) in net assets resulting from
operations
|
43,268,423 | (1,174,698) |
Distributions to shareholders from | ||
Net investment income and net realized
gains
|
(22,656,911) | (19,260,099) |
Tax basis return of
capital
|
(8,737,398) | (15,609,126) |
Total distributions to
shareholders
|
(31,394,309) | (34,869,225) |
Capital share transactions | ||
Net asset value of common shares issued under the Automatic Dividend Reinvestment
Plan
|
211,903 | 0 |
Cost of shares
repurchased
|
(3,698,472) | (23,309,557) |
Net decrease from capital share
transactions
|
(3,486,569) | (23,309,557) |
Total increase (decrease) in net
assets
|
8,387,545 | (59,353,480) |
Net assets | ||
Beginning of
period
|
344,553,489 | 403,906,969 |
End of
period
|
$352,941,034 | $344,553,489 |
Cash flows from operating activities: | |
Net increase in net assets resulting from
operations
|
$ 43,268,423 |
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating activities: | |
Purchase of long-term
securities
|
(248,421,258) |
Proceeds from the sales of long-term
securities
|
264,847,275 |
Paydowns
|
2,245,580 |
Amortization,
net
|
326,004 |
Purchases and sales of short-term securities,
net
|
(5,579,856) |
Decrease in receivable for investments
sold
|
2,651,810 |
Increase in principal paydown
receivable
|
(49,683) |
Increase in receivable for dividends and
interest
|
(124,410) |
Increase in prepaid expenses and other
assets
|
(8,849) |
Decrease in payable for investments
purchased
|
(2,843,686) |
Decrease in trustees’ fees and expenses
payable
|
(2,810) |
Decrease in advisory fee
payable
|
(3,952) |
Decrease in administration fee
payable
|
(359) |
Decrease in accrued expenses and other
liabilities
|
(262,627) |
Litigation payments
received
|
291 |
Net realized gains on
investments
|
(6,035,635) |
Net change in unrealized gains (losses) on
investments
|
(15,139,564) |
Net cash provided by operating
activities
|
34,866,694 |
Cash flows from financing activities: | |
Cost of shares
repurchased
|
(3,698,472) |
Cash distributions
paid
|
(31,162,925) |
Net cash used in financing
activities
|
(34,861,397) |
Net increase in
cash
|
5,297 |
Cash (including foreign currency): | |
Beginning of
period
|
169,655 |
End of
period
|
$ 174,952 |
Supplemental cash disclosure | |
Cash paid for
interest
|
$ 1,110,443 |
Supplemental non-cash financing disclosure | |
Reinvestment of
dividends
|
$ 211,903 |
Year ended October 31 | |||||
2021 | 2020 | 2019 | 2018 | 2017 | |
Net asset value, beginning of
period
|
$12.14 | $13.21 | $13.10 | $14.31 | $14.35 |
Net investment
income
|
0.79 1 | 0.76 1 | 0.81 1 | 0.85 1 | 0.97 1 |
Net realized and unrealized gains (losses) on
investments
|
0.75 | (0.86) | 0.48 | (0.92) | 0.18 |
Total from investment
operations
|
1.54 | (0.10) | 1.29 | (0.07) | 1.15 |
Distributions to shareholders from | |||||
Net investment
income
|
(0.81) | (0.65) | (0.70) | (0.46) | (0.70) |
Tax basis return of
capital
|
(0.31) | (0.52) | (0.52) | (0.83) | (0.53) |
Total distributions to
shareholders
|
(1.12) | (1.17) | (1.22) | (1.29) | (1.23) |
Anti-dilutive effect of shares
repurchased
|
0.01 | 0.20 | 0.04 | 0.15 | 0.04 |
Net asset value, end of
period
|
$12.57 | $12.14 | $13.21 | $13.10 | $14.31 |
Market value, end of
period
|
$13.34 | $10.85 | $12.67 | $11.57 | $13.05 |
Total return based on market
value2
|
34.28% | (5.09)% | 20.91% | (1.91)% | 13.07% |
Ratios to average net assets (annualized) | |||||
Expenses3
|
1.19% | 1.75% | 2.29% | 2.14% | 1.68% |
Net investment
income3
|
6.14% | 6.15% | 6.17% | 6.12% | 6.73% |
Supplemental data | |||||
Portfolio turnover
rate
|
47% | 36% | 26% | 25% | 38% |
Net assets, end of period (000s
omitted)
|
$352,941 | $344,553 | $403,907 | $413,317 | $499,824 |
Borrowings outstanding, end of period (000s
omitted)
|
$139,000 | $139,000 | $173,000 | $187,000 | $187,000 |
Asset coverage per $1,000 of borrowing, end of
period
|
$3,539 | $3,479 | $3,335 | $3,210 | $3,673 |
1 | Calculated based upon average shares outstanding |
2 | Total return is calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Dividends and distributions, if any, are assumed for purposes of these calculations to be reinvested at prices obtained under the Fund’s Automatic Dividend Reinvestment Plan. Total return does not reflect brokerage commissions that a shareholder would pay on the purchase and sale of shares. |
3 | Ratios include interest expense relating to interest associated with borrowings and/or leverage transactions as follows: |
Year ended October 31, 2021 | 0.32% |
Year ended October 31, 2020 | 0.80% |
Year ended October 31, 2019 | 1.32% |
Year ended October 31, 2018 | 1.07% |
Year ended October 31, 2017 | 0.61% |
Gross unrealized gains | $ 19,096,082 |
Gross unrealized losses | (15,613,161) |
Net unrealized gains | $ 3,482,921 |
■ | Level 1 – quoted prices in active markets for identical securities |
■ | Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.) |
■ | Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments) |
Quoted
prices
(Level 1) |
Other
significant
observable inputs (Level 2) |
Significant
unobservable inputs (Level 3) |
Total | |
Assets | ||||
Investments in: | ||||
Agency securities | $ 0 | $ 3,092,843 | $ 0 | $ 3,092,843 |
Asset-backed securities | 0 | 3,584,362 | 0 | 3,584,362 |
Common stocks | ||||
Energy | 2,517,430 | 0 | 0 | 2,517,430 |
Financials | 1,459,833 | 0 | 0 | 1,459,833 |
Corporate bonds and notes | 0 | 244,259,234 | 0 | 244,259,234 |
Foreign corporate bonds and notes | 0 | 17,769,662 | 0 | 17,769,662 |
Foreign government bonds | 0 | 86,816,608 | 0 | 86,816,608 |
Loans | 0 | 62,001,542 | 5,330,704 | 67,332,246 |
Non-agency mortgage-backed securities | 0 | 19,711,599 | 0 | 19,711,599 |
Yankee corporate bonds and notes | 0 | 35,288,056 | 0 | 35,288,056 |
Short-term investments | ||||
Investment companies | 11,880,250 | 0 | 0 | 11,880,250 |
Total assets | $15,857,513 | $472,523,906 | $5,330,704 | $493,712,123 |
Loans | |
Balance as of October 31, 2020 | $ 5,577,354 |
Accrued discounts (premiums) | 4,642 |
Realized gains (losses) | (29,836) |
Change in unrealized gains (losses) | 127,857 |
Purchases | 3,772,448 |
Sales | (5,531,282) |
Transfer into Level 3 | 3,304,866 |
Transfers out of Level 3 | (1,895,345) |
Balance as of October 31, 2021 | $ 5,330,704 |
Change in unrealized gains (losses) relating to securities still held at October 31, 2021 | $ 6,903 |
Unfunded commitments |
Unrealized
gain (loss) |
|
Apergy Corporation, 6.00%, 6-3-2027 | $ 1,800,987 | $ 14,159 |
Asurion LLC, 5.34%, 1-31-2028 | 800,000 | (1,471) |
DIRECTV Financing LLC, 5.75%, 7-22-2027 | 345,000 | 311 |
MIP V Waste Holdings LLC, 3.75%,10-27-2028 | 350,000 | 2,188 |
National Mentor Holdings Incorporated, 3.75%, 3-2-2028 | 29,867 | (199) |
National Mentor Holdings Incorporated, 4.50%, 3-2-2028 | 20,262 | (144) |
National Mentor Holdings Incorporated, 4.50%, 3-2-2028 | 605,007 | (4,290) |
Solenis Holdings LLC, 4.25%, 9-21-2028 | 800,000 | 664 |
$4,751,123 | $11,218 |
Year ended October 31 | ||
2021 | 2020 | |
Ordinary income | $22,656,911 | $19,260,099 |
Tax basis return of capital | 8,737,398 | 15,609,126 |
Unrealized
gains |
Capital
loss
carryforward |
$3,414,930 | $(33,922,314) |
Declaration date | Record date | Payable date | Per share amount |
October 29, 2021 | November 15, 2021 | December 1, 2021 | $0.09617 |
November 12, 2021 | December 14, 2021 | January 3, 2022 | 0.09641 |
Shares voted “For” | 14,396,459 |
Shares voted “Against/Withhold” | 673,939 |
Shares voted “Abstain” | 1,066,748 |
Shares voted “For” | 14,308,817 |
Shares voted “Against/Withhold” | 725,516 |
Shares voted “Abstain” | 1,102,813 |
Shares voted “For” | 14,286,936 |
Shares voted “Against/Withhold” | 731,182 |
Shares voted “Abstain” | 1,119,028 |
Name
and
year of birth |
Position
held and
length of service* |
Principal occupations during past five years or longer |
Current
other
public company or investment company directorships |
Jane
A. Freeman
(Born 1953) |
Trustee,
since 2015;
Chair Liaison, since 2018 |
Retired. From 2012 to 2014 and 1999 to 2008, Chief Financial Officer of Scientific Learning Corporation. From 2008 to 2012, Ms. Freeman provided consulting services related to strategic business projects. Prior to 1999, Portfolio Manager at Rockefeller & Co. and Scudder, Stevens & Clark. Board member of the Harding Loevner Funds from 1996 to 2014, serving as both Lead Independent Director and chair of the Audit Committee. Board member of the Russell Exchange Traded Funds Trust from 2011 to 2012 and the chair of the Audit Committee. Ms. Freeman is also an inactive Chartered Financial Analyst. | N/A |
Judith
M. Johnson**
(Born 1949) |
Trustee, since 2010 | Retired. Prior thereto, Chief Executive Officer and Chief Investment Officer of Minneapolis Employees Retirement Fund from 1996 to 2008. Ms. Johnson is an attorney, certified public accountant and a certified managerial accountant. | N/A |
Class III - Non-Interested Trustees to serve until 2022 Annual Meeting of Shareholders | |||
Timothy
J. Penny
(Born 1951) |
Trustee,
since 2010;
Chair, since 2018 |
President and Chief Executive Officer of Southern Minnesota Initiative Foundation, a non-profit organization, since 2007. Member of the Board of Trustees of NorthStar Education Finance, Inc., a non-profit organization, since 2007. | N/A |
James
G. Polisson
(Born 1959) |
Trustee, since 2018 | Retired. Chief Marketing Officer, Source (ETF) UK Services, Ltd, from 2015 to 2017. From 2012 to 2015, Principal of The Polisson Group, LLC, a management consulting, corporate advisory and principal investing company. Chief Executive Officer and Managing Director at Russell Investments, Global Exchange Traded Funds from 2010 to 2012. Managing Director of Barclays Global Investors from 1998 to 2010 and Global Chief Marketing Officer for iShares and Barclays Global Investors from 2000 to 2010. Trustee of the San Francisco Mechanics’ Institute, a non-profit organization, from 2013 to 2015. Board member of the Russell Exchange Traded Fund Trust from 2011 to 2012. Director of Barclays Global Investors Holdings Deutschland GmbH from 2006 to 2009. Mr. Polisson is an attorney and has a retired status with the Massachusetts and District of Columbia Bar Associations. | N/A |
Pamela
Wheelock
(Born 1959) |
Trustee,
since January 2020; previously Trustee
from January 2018 to July 2019 |
Board member of the Destination Medical Center Economic Development Agency, Rochester, Minnesota since 2019. Interim President of the McKnight Foundation from January to September 2020. Acting Commissioner, Minnesota Department of Human Services, July 2019 through September 2019. Human Services Manager (part-time), Minnesota Department of Human Services, October 2019 through December 2019. Chief Operating Officer, Twin Cities Habitat for Humanity from 2017 to 2019. Vice President of University Services, University of Minnesota from 2012 to 2016. Prior thereto, on the Board of Directors, Governance Committee and Finance Committee for the Minnesota Philanthropy Partners (Saint Paul Foundation) from 2012 to 2018, Interim Chief Executive Officer of Blue Cross Blue Shield of Minnesota from 2011 to 2012, Chairman of the Board from 2009 to 2012 and Board Director from 2003 to 2015. Vice President, Leadership and Community Engagement, Bush Foundation, Saint Paul, Minnesota (a private foundation) from 2009 to 2011. Executive Vice President and Chief Financial Officer, Minnesota Sports and Entertainment from 2004 to 2009 and Senior Vice President from 2002 to 2004. Executive Vice President of the Minnesota Wild Foundation from 2004 to 2008. Commissioner of Finance, State of Minnesota, from 1999 to 2002. Currently Board Chair of the Minnesota Wild Foundation since 2010. | N/A |
■ | Information regarding NewCo, GTCR and Reverence Capital: (i) information about NewCo, including information about its expected financial condition and access to capital, and senior leadership team; (ii) the experience of senior management at GTCR and Reverence Capital in acquiring portfolio companies; (iii) the plan to operationalize NewCo, including the transition of necessary infrastructure services through a transition services agreement with Wells Fargo under which Wells Fargo will continue to provide NewCo with certain services for a specified period of time after the closing; and (iv) information regarding regulatory matters, compliance, and risk management functions at NewCo, including resources to be dedicated thereto. |
■ | Impact of the Transaction on WFAM and Service Providers: (i) information regarding any changes to personnel and/or other resources of the Advisers as a result of the Transaction, including assurances regarding comparable and competitive compensation arrangements to attract and retain highly qualified personnel; and (ii) information about the organizational and operating structure with respect to NewCo, the Advisers and the Fund. |
■ | Impact of the Transaction on the Fund and its Shareholders: (i) information regarding anticipated benefits to the Fund as a result of the Transaction; (ii) a commitment that the Fund would not bear any expenses, directly or indirectly, in connection with the Transaction; (iii) confirmation that the Advisers intend to continue to manage the Fund in a manner consistent with the Fund’s current investment objectives and principal investments strategies; and (iv) a commitment that neither NewCo nor WFAM will take any steps that would impose any “unfair burden” (as that term is used in section 15(f)(1)(B) of the 1940 Act) on the Fund as a result of the Transaction. |
ITEM 2. |
CODE OF ETHICS |
(a) As of the end of the period, covered by the report, Allspring Multi-Sector Income Fund has adopted a code of ethics that applies to its President and Treasurer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
(c) During the period covered by this report, there were no amendments to the provisions of the code of ethics adopted in Item 2(a) above.
(d) During the period covered by this report, there were no implicit or explicit waivers to the provisions of the code of ethics adopted in Item 2(a) above.
ITEM 3. |
AUDIT COMMITTEE FINANCIAL EXPERT |
The Board of Trustees of Allspring Multi-Sector Income Fund has determined that that Isaiah Harris and Judith Johnson are each an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Harris and Ms. Johnson are independent for purposes of Item 3 of Form N-CSR.
ITEM 4. |
PRINCIPAL ACCOUNTANT FEES AND SERVICES |
(a), (b), (c), (d) The following table presents aggregate fees billed in each of the last two fiscal years for services rendered
to the Registrant by the Registrants principal accountant. These fees were billed to the registrant and were approved by
the Registrants audit committee.
Fiscal year
ended October 31, 2021 |
Fiscal year
ended October 31, 2020 |
|||||||
Audit fees |
$ | 60,310 | $ | 67,510 | ||||
Audit-related fees |
| | ||||||
Tax fees (1) |
4,510 | 4,340 | ||||||
All other fees |
| | ||||||
|
|
|
|
|||||
$ | 64,820 | $ | 71,850 | |||||
|
|
|
|
(1) |
Tax fees consist of fees for tax compliance, tax advice, tax planning and excise tax. |
(e) The Chair of the Audit Committees is authorized to pre-approve: (1) audit services for the Allspring Multi-Sector Income Fund; (2) non-audit tax or compliance consulting or training services provided to the Allspring Multi-Sector Income Fund by the independent auditors (Auditors) if the fees for any particular engagement are not anticipated to exceed $50,000; and (3) non-audit tax or compliance consulting or training services provided by the Auditors to a Allspring Multi-Sector Income Funds investment adviser and its controlling entities (where pre-approval is required because the engagement relates directly to the operations and financial reporting of the Allspring Multi-Sector Income Fund) if the fee to the Auditors for any particular engagement is not anticipated to exceed $50,000. For any such pre-approval sought from the Chair, Management shall prepare a brief description of the proposed services. If the Chair approves of such service, he or she shall sign the statement prepared by Management. Such written statement shall be presented to the full Committees at their next regularly scheduled meetings.
(f) Not applicable
(g) Not applicable
(h) Not applicable
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The Audit Committee is comprised of:
William R. Ebsworth
Jane A. Freeman
Isaiah Harris, Jr.
Judith M. Johnson
David F. Larcker
Olivia S. Mitchell
Timothy J. Penny
James G. Polisson
Pamela Wheelock
ITEM 6. INVESTMENTS
A Portfolio of Investments for Allspring Multi-Sector Income Fund is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
PROXY VOTING POLICIES AND PROCEDURES EFFECTIVE
November 2021
The Multi-Sector Income Fund has adopted policies and procedures (Fund Proxy Voting Procedures) that are used to determine how to vote proxies relating to portfolio securities held by the Fund. The Fund Proxy Voting Procedures are designed to ensure that proxies are voted in the best interests of Fund shareholders, without regard to any relationship that any affiliated person of a Fund (or an affiliated person of such affiliated person) may have with the issuer of the security and with the goal of maximizing value to shareholders consistent with governing laws and the investment policies of the Fund. While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, the Fund supports sound corporate governance practices within companies in which it invests. The Board of the Fund has delegated the responsibility for voting proxies relating to the Funds portfolio securities to Allspring Funds Management. Allspring Funds Management utilizes the Allspring Global Investments Proxy Voting Policies and Procedures, included below, to ensure that proxies relating to the Funds portfolio securities are voted in shareholders best interests.
Allspring Global Investments (Allspring) Stewardship
As fiduciaries, we are committed to effective stewardship of the assets we manage on behalf of our clients. To us, good stewardship reflects responsible, active ownership and includes both engaging with investee companies and voting proxies in a manner that we believe will maximize the long-term value of our investments.
Scope of Policies and Procedures
In conjunction with the Allspring Engagement Policy, these Proxy Voting Policies and Procedures (Policies and Procedures) set out how Allspring complies with applicable regulatory requirements in respect of how we exercise voting rights when we invest in shares traded on a regulated market on behalf of a client.
With respect to client accounts of Allspring Funds Management, LLC (Allspring Funds Management) this includes, among others, Allspring Funds Trust, Allspring Master Trust, Allspring Variable Trust, Allspring Global Dividend Opportunity Fund, Allspring Income Opportunities Fund, Allspring Multi-Sector Income Fund, and Allspring Utilities and High Income Fund (the Trusts). It also includes Allspring (Lux) Worldwide Fund and Worldwide Alternative Fund SICAV-SIF, both domiciled in Luxembourg (the Luxembourg Funds). Aside from the investment funds managed by Allspring Funds Management, Allspring also offers medium term note programs, managed for issuers of such notes domiciled in Luxembourg. Hereafter, all series of the Trusts, and all such Trusts not having separate series, and all sub-funds of the Luxembourg Funds, as well as the MTN issuers, are referred to as the Investment Products. In addition, these Policies and Procedures are used to determine how to vote proxies for the assets managed on behalf of Allsprings other clients. Not all clients delegate proxy-voting authority to Allspring. Allspring will not vote proxies, or provide advice to clients on how to vote proxies in the absence of specific delegation of authority, a pre-existing contractual agreement, or an obligation under applicable law (e.g., securities that are held in an investment advisory account for which Allspring exercises no investment discretion are not voted by Allspring).
Luxembourg Products
Allspring Global Investments Luxembourg S.A. (Allspring Luxembourg) has delegated the portfolio management of the Luxembourg Funds it manages to Allspring and the responsibility for exercising voting rights in conjunction with such delegation; as such, these Policies and Procedures shall apply to the portfolio management of the Allspring (Lux) Worldwide Fund. The respective portfolio management may also delegate the responsibility for exercising voting rights to the Proxy Voting Vendor, with the prior consent of Allspring Luxembourg. Responsibility for exercising voting rights has also been delegated to Allspring with respect to the Worldwide Alternative Fund SICAV-SIF and to the MTN issuers.
Voting Philosophy
Allspring has adopted these Policies and Procedures to ensure that proxies are voted in the best interests of clients and Investment Product investors, without regard to any relationship that any affiliated person of Allspring or the Investment Product (or an affiliated person of such affiliated person) may have with the issuer. Allspring exercises its voting responsibility as a fiduciary with the goal of maximizing value to clients consistent with governing laws and the investment policies of each client. While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, Allspring supports sound corporate governance practices at companies in which client assets are invested. Allspring has established an appropriate strategy determining when and how the voting rights related to the instruments held in portfolios managed are exercised, so that these rights are exclusively reserved to the relevant Investment Product and its investors.
Proxy Administrator
The proxy voting process is administered by Allsprings Operations Department (Proxy Administrator), who reports to Allsprings Chief Operations Officer. The Proxy Administrator is responsible for administering and overseeing the proxy voting process to ensure the implementation of the Policies and Procedures, including regular operational reviews, typically conducted on a weekly basis. The Proxy Administrator monitors third party voting of proxies to ensure it is being done in a timely and responsible manner, including review of scheduled vendor reports. The Proxy Administrator in conjunction with the Allspring Proxy Governance Committee reviews the continuing appropriateness of the Policies and Procedures set forth herein, and recommends revisions as necessary.
Third Party Proxy Voting Vendor
Allspring has retained a third-party proxy voting service, Institutional Shareholder Services Inc. (ISS), to assist in the implementation of certain proxy voting-related functions including: 1.) Providing research on proxy matters 2.) Providing technology to facilitate the sharing of research and discussions related to proxy votes 3.) Vote proxies in accordance with Allsprings guidelines 4.) Handle administrative and reporting items 5.) Maintain records of proxy statements received in connection with proxy votes and provide copies/analyses upon request. Except in instances where clients have retained voting authority, Allspring retains the responsibility for proxy voting decisions.
Proxy Committee
Allspring Proxy Governance Committee
The Allspring Proxy Governance Committee shall be responsible for overseeing the proxy voting process to ensure its implementation in conformance with these Policies and Procedures. The Allspring Proxy Governance Committee shall coordinate with Allspring Compliance to monitor ISS, the proxy voting agent currently retained by Allspring, to determine that ISS is accurately applying the Policies and Procedures as set forth herein and operates as an independent proxy voting agent. Allsprings ISS Vendor Oversight process includes an assessment of ISS Policy and Procedures (P&P), including conflict controls and monitoring, receipt and review of routine performance-related reporting by ISS to Allspring and periodic onsite due diligence meetings. Due diligence meetings typically include: meetings with key staff, P&P related presentations and discussions, technology-related demonstrations and assessments, and some sample testing, if appropriate. The Allspring Proxy Governance Committee shall review the continuing appropriateness of the Policies and Procedures set forth herein. The Allspring Proxy Governance Committee may delegate certain powers and responsibilities to proxy voting working groups. The Allspring Proxy Governance Committee reviews and, in accordance with these Policies and Procedures, votes on issues that have been escalated from proxy voting working groups. Members of the Allspring Proxy Governance Committee also oversee the implementation of Allspring Proxy Governance Committee recommendations for the respective functional areas in Allspring that they represent.
Proxy Voting Due Diligence Working Group
Among other delegated matters, the proxy voting Due Diligence Working Group (DDWG) in accordance with these Policies and Procedures, reviews and votes on routine proxy proposals that it considers under these Policies and Procedures in a timely manner. If necessary, the DDWG escalates issues to the Allspring Proxy Governance Committee that are determined to be material by the DDWG or otherwise in accordance with these Policies and Procedures. The DDWG coordinates with Allsprings Investment Analytics and Compliance teams to review the performance and independence of ISS in exercising its proxy voting responsibilities.
Meetings; Committee Actions
The Allspring Proxy Governance Committee shall convene or act through written consent, including through the use of electronic systems of record, of a majority of Allspring Proxy Governance Committee members as needed and when discretionary voting determinations need to be considered. Any working group of the Allspring Proxy Governance Committee shall have the authority on matters delegated to it to act by vote or written consent, including through the use of electronic systems of record, of a majority of the working group members available at that time. The Allspring Proxy Governance Committee shall also meet quarterly to review the Policies and Procedures.
Membership
Members are selected based on subject matter expertise for the specific deliverables the committee is required to complete. The voting members of the Allspring Proxy Governance Committee are identified in the Allspring Proxy Charter. Changes to the membership of the Allspring Proxy Governance Committee will be made only with approval of the Allspring Proxy Governance Committee. Upon departure from Allspring Global Investments, a members position on the Allspring Proxy Governance Committee will automatically terminate.
Voting Procedures
Unless otherwise required by applicable law,1 proxies will be voted in accordance with the following steps and in the following order of consideration:
1. |
First, any voting items related to Allspring Top-of-House voting principles (as described below under the heading Allspring Proxy Voting Principles/Guidelines) will generally be voted in accordance with a custom voting policy with ISS (Custom Policy) designed to implement the Allsprings Top-of-House voting principles.2 |
2. |
Second, any voting items for meetings deemed of high importance3 (e.g., proxy contests, mergers and acquisitions, capitalization proposals and anti-takeover proposals) where ISS opposes management recommendations will be referred to the Portfolio Management teams
for recommendation or the DDWG (or escalated to the Allspring Proxy Governance |
3. |
Third, with respect to any voting items where ISS Sustainability Voting Guidelines4 provide a different recommendation than ISS Standard Voting Guidelines, the following steps are taken: |
a. |
The Allspring Investment Analytics team5 evaluates the matter for materiality and any other relevant considerations. |
b. |
If the Investment Analytics team recommends further review, the voting item is then referred to the Portfolio Management teams for recommendation or the DDWG (or escalated to the Allspring Proxy Governance Committee) for case-by-case review and vote determination. |
1 |
Where provisions of the Investment Company Act of 1940 (the 1940 Act) specify the manner in which items for any third party registered investment companies (e.g., mutual funds, exchange-traded funds and closed-end funds) and business development companies (as defined in Section 2(a)(48) of the 1940 Act) (Third Party Fund Holding Voting Matters) held by the Trusts or series thereof, Allspring shall vote the Third Party Fund Holding Voting Matter on behalf of the Trusts or series thereof accordingly. |
2 |
The Allspring Proxy Governance Committee may determine that additional review of a Top-of-House voting matter is warranted. For example, voting matters for declassified boards or annual election of directors of public operating and holding companies that have certain long-term business commitments (e.g., developing proprietary technology; or having an important strategic alliance in place) may warrant referral to the DDWG (or escalation to the Proxy Governance Committee) for case-by-case review and vote determination. |
3 |
The term high importance is defined as those items designated Proxy Level 6, 5, or 4 by ISS, which include proxy contests, mergers, capitalization proposals and anti-takeover defenses. |
4 |
ISSs Sustainability Voting Guidelines seeks to promote support for recognized global governing bodies encouraging sustainable business practices advocating for stewardship of environment, fair labor practices, non-discrimination, and the protection of human rights. |
5 |
The Investment Analytics team comprises of approximately 35 team members, focused on equity and fixed income risk analytics, mutual fund risk analytics, counterparty risk analytics, model documentation, scientific learning and portfolio analytics (including portfolio characteristics, portfolio construction research, multi-asset class risk analytics, and ESG analytics). The team and its processes serve a similar function as an investment risk committee and reports into the Allspring Chief Investment Officer(s). |
c. |
If the Investment Analytics team does not recommend further review, the matter is voted in accordance with ISS Standard Voting Guidelines. |
4. Fourth, any remaining proposals are voted in accordance with ISS Standard Voting Guidelines.6
Commitment to the Principles of Responsible Investment
As a signatory to the Principles for Responsible Investment, Allspring has integrated certain environmental, social, and governance factors into its investment processes, which includes the proxy process. As described under Voting Procedures above, Allspring considers ISSs Sustainability Voting Guidelines as a point of reference in certain cases deemed to be material to a companys long-term shareholder value.
Voting Discretion
In all cases, the Allspring Proxy Governance Committee (and any working group thereof) will exercise its voting discretion in accordance with the voting philosophy of these Policies and Procedures. In cases where a proxy item is forwarded by ISS to the Allspring Proxy Governance Committee or a working group thereof, the Allspring Proxy Governance Committee or its working group may be assisted in its voting decision through receipt of: (i) independent research and voting recommendations provided by ISS or other independent sources; (ii) input from the investment sub-adviser responsible for purchasing the security; and (iii) information provided by company management and shareholder groups.
Portfolio Manager and Sub-Adviser Input
The Allspring Proxy Governance Committee (and any working group thereof) may consult with portfolio management teams and Fund sub-advisers on specific proxy voting issues as it deems appropriate. In addition, portfolio management teams or Fund sub-advisers may proactively make recommendations to the Allspring Proxy Governance Committee regarding any proxy voting issue. In this regard, the process takes into consideration expressed views of portfolio management teams and Fund sub-advisers given their deep knowledge of investee companies. For any proxy vote, portfolio management teams and Investment Product advisers and sub-advisers may make a case to vote against the ISS or Allspring Proxy Governance Committees recommendation (which is described under Voting Procedures above). Any portfolio management teams or Investment Product advisers or sub-advisers opinion should be documented in a brief write-up for consideration by the DDWG who will determine, or escalate to the Allspring Proxy Governance Committee, the final voting decision.
Consistent Voting
Proxies will be voted consistently on the same matter when securities of an issuer are held by multiple client accounts unless there are special circumstances such as, for example, proposals concerning corporate actions such as mergers, tender offers, and acquisitions or as reasonably necessary to implement specified proxy voting guidelines as established by a client (e.g. Taft Hartley ISS Guidelines or custom proxy guidelines).
Governance and Oversight
Allspring Top-of-House Proxy Voting Principles/Guidelines.
The following reflects Allsprings Top-of-House Voting Principles in effect as of the date of these Policies and Procedures. Allspring has put in place a custom voting policy with ISS to implement these voting principles.
6 |
The voting of proxies for Taft Hartley clients may incorporate the use of ISSs Taft Hartley voting guidelines. |
We believe that Boards of Directors of investee companies should have strong, independent leadership and should adopt structures and practices that enhance their effectiveness. We recognize that the optimal board size and governance structure can vary by company size, industry, region of operations, and circumstances specific to the company.
|
We generally vote for the election of Directors in uncontested elections. We reserve the right to vote on a case-by-case basis when directors fail to meet their duties as a board member, such as failing to act in the best economic interest of shareholders; failing to maintain independent audit, compensation, nominating committees; and failing to attend at least 75% of meetings, etc. |
|
We generally vote for an independent board that has a majority of outside directors who are not affiliated with the top executives and have minimal or no business dealings with the company to avoid potential conflicts of interests. |
|
Generally speaking, we believe Directors serving on an excessive number of boards could result in time constraints and an inability to fulfill their duties. |
|
We generally support adopting a declassified board structure for public operating and holding companies. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. |
|
We generally support annual election of directors of public operating and holding companies. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. |
|
We believe a well-composed board should embody multiple dimensions of diversity in order to bring personal and professional experiences to bear and create a constructive debate of competing perspectives and opinions in the boardroom. Diversity should consider factors such as gender, ethnicity, and age as well as professional factors such as area of expertise, industry experience and geographic location. |
We believe it is the responsibility of the Board of Directors to create, enhance, and protect shareholder value and that companies should strive to maximize shareholder rights and representation.
|
We believe that companies should adopt a one-share, one-vote standard and avoid adopting share structures that create unequal voting rights among their shareholders. We will normally support proposals seeking to establish that shareholders are entitled to voting rights in proportion to their economic interests |
|
We believe that directors of public operating and holding companies be elected by a majority of the shares voted. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. This ensures that directors of public operating and holding companies who are not broadly supported by shareholders are not elected to serve as their representatives. We will normally support proposals seeking to introduce bylaws requiring a majority vote standard for director elections. |
|
We believe a simple majority voting standard should be required to pass proposals. We will normally support proposals seeking to introduce bylaws requiring a simple majority vote. |
|
We believe that shareholders who own a meaningful stake in the company and have owned such stake for a sufficient period of time should have, in the form of proxy access, the ability to nominate directors to appear on the management ballot at shareholder meetings. In general we support market-standardized proxy access proposals and we will analyze them based on various criteria such as threshold ownership levels, a minimum holding period, and the % and/or number of directors that are subject to nomination. |
|
We believe that shareholders should have the right to call a special meeting and not wait for company management to schedule a meeting if there is sufficiently high shareholder support for doing so on issues of substantial importance. In general we support the right to call a special meeting if there is balance between a reasonable threshold of shareholders and a hurdle high enough to also avoid the waste of corporate resources for narrowly supported interests. We will evaluate the issues of importance on the basis of serving all shareholders well and not structured for the benefit of a dominant shareholder over others. |
Practical Limitations to Proxy Voting
While Allspring uses its reasonable best efforts to vote proxies, in certain circumstances, it may be impractical or impossible for Allspring to vote proxies (e.g., limited value or unjustifiable costs).
Securities on Loan
As a general matter, securities on loan will not be recalled to facilitate proxy voting (in which case the borrower of the security shall be entitled to vote the proxy). However, as it relates to portfolio holdings of the Investment Products, if the Allspring Proxy Governance Committee is aware of an item in time to recall the security and has determined in good faith that the importance of the matter to be voted upon outweighs the loss in lending revenue that would result from recalling the security (e.g., if there is a controversial upcoming merger or acquisition, or some other significant matter), the security will be recalled for voting.
Share Blocking
Proxy voting in certain countries requires share blocking. Shareholders wishing to vote their proxies must deposit their shares with a designated depositary before the date of the meeting. Consequently, the shares may not be sold in the period preceding the proxy vote. Absent compelling reasons, Allspring believes that the benefit derived from voting these shares is outweighed by the burden of limited trading. Therefore, if share blocking is required in certain markets, Allspring will not participate and will refrain from voting proxies for those clients impacted by share blocking.
Conflicts of Interest
We always seek to place the interests of our clients first and to identify and manage any conflicts of interest, including those that arise from proxy voting or engagement. Allspring acts as a fiduciary with respect to its asset management activities and therefore we must act in the best interest of our clients and address conflicts that arise.
Conflicts of interest are identified and managed through a strict and objective application of our voting policy and procedures. Allspring may have a conflict of interest regarding a proxy to be voted upon if, for example, Allspring or its affiliates (such as a sub-adviser or principal underwriter) have other relationships with the issuer of the proxy. This type of conflict is generally mitigated by the information barriers between Allspring and its affiliates and our commitment as a fiduciary to independent judgement. However, when the Allspring Proxy Governance Committee becomes aware of a conflict of interest (that gets uncovered through the Allspring Proxy Voting Policy and Procedures), it takes additional steps to mitigate the conflict, by using any of the following methods:
1. Instructing ISS to vote in accordance with its recommendation;
2. Disclosing the conflict to the relevant Board and obtaining its consent before voting;
3. Submitting the matter to the relevant Board to exercise its authority to vote on such matter;
4. Engaging an independent fiduciary who will direct the vote on such matter,
5. Consulting with Legal and Compliance and, if necessary, outside legal counsel for guidance on resolving the conflict of interest,
6. Voting in proportion to other shareholders (mirror voting) following consultation with the Board of the Funds if the conflict pertains to a matter involving a portfolio holding of the Funds; or
7. Voting in other ways that are consistent with Allsprings obligation to vote in the best interests of its clients.
Vendor Oversight
The Allspring Proxy Administrator monitors the ISS proxy process against specific criteria in order to identify potential issues relating to account reconciliation, unknown and rejected ballot reviews, upcoming proxy reviews, share reconciliation oversight, etc. With respect to ISSs management of its potential conflicts of interest with corporate issuers, ISS provides institutional clients such as Allspring with its Policy and disclosure of Significant ISS Relationships and tools to provide transparency of those relationships.
Other Provisions
Policy Review and Ad Hoc Meetings
The Allspring Proxy Governance Committee meets at least annually to review this Policy and consider any appropriate changes. Meetings may be convened more frequently (for example, to discuss a specific proxy agenda or proposal) as requested by the Manager of Proxy Administrator, any member of the Allspring Proxy Governance Committee, or Allsprings Chief Compliance Officer. The Allspring Proxy Governance Committee includes representation from Portfolio Management, Operations, Investment Analytics and, in a non-voting consultative capacity, Compliance.
Records Retention
The Allspring Proxy Administrator will maintain the following records relating to the implementation of the Policies and Procedures:
|
A copy of these proxy voting policies and procedures; |
|
Proxy statements received for client securities (which will be satisfied by relying on ISS); |
|
Records of votes cast on behalf of Investment Products and separate account clients (which ISS maintains on behalf of Allspring); |
|
Records of each written client request for proxy voting records and Allsprings written response to any client request (written or oral) for such records; and |
|
Any documents prepared by Allspring or ISS that were material to making a proxy voting decision. |
Such proxy voting books and records shall be maintained at an office of Allspring in an easily accessible place for a period of six years.
Compliance with Regional Regulations and Client Delegation Arrangements
U.S. Regulation
These Policies and Procedures have been written in compliance with Rule 206(4)-6 of the Investment Advisers Act of 1940. Proxy voting records for Allsprings mutual funds are disclosed on Form N-PX annually, as required by Section 30 and Rule 30b1-4 of the Investment Company Act of 1940, to the Securities and Exchange Commission (SEC).
E.U. Regulation
These Policies and Procedures have been established, implemented and maintained, as they apply to Allspring Luxembourg and Allspring Global Investments (UK) Limited, in accordance the EU Shareholder Rights Directive II (EU 2017/828) (SEF II). Specific to Allspring Luxembourg, the Policies and Procedures also comply with Article 23 of CSSF Regulation No. 10-4, and the CSSF Circular 18/698.
Disclosure of policies and procedures
A summary of the proxy voting policy and procedures are disclosed on Allsprings website. In addition, Allspring will disclose to its separate clients (i.e. proxy votes for assets managed on behalf of Allsprings other clients as per a delegation arrangement) a summary description of its proxy voting policy and procedures via mail.
Disclosure of proxy voting results
Allspring will provide to clients proxy statements and any records as to how Allspring voted proxies on behalf of clients, quarterly or upon request. For assistance, clients may contact their relationship manager, call Allspring at 1-800-259-3305 or e-mail: allspring.clientadministration@asllspring-global.com to request a record of proxies voted on their behalf.
Allspring will publish high-level proxy voting statistics in periodic reports. However, except as otherwise required by law, Allspring has a general policy of not disclosing to any issuer specific or third party how its separate account client proxies are voted.
Approved by the Allspring Proxy Governance Committee: November 2021
ITEM 8. |
PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
PORTFOLIO MANAGERS
Christopher Y. Kauffman, CFA
Christopher Kauffman is a senior portfolio manager for the Multi-Sector Fixed Income - Plus and High Yield team. Previously, Christopher was with the Tattersall Advisory Group, where he served in a similar role. He began his investment industry career as an investment officer for NISA Investment Advisors, where he was responsible for mortgage-backed securities analysis, risk assessment, and trading. He earned a bachelors degree in finance and economics and a masters degree in business administration with an emphasis in finance from Washington University in St. Louis. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation and is a member of CFA Society St. Louis and CFA Institute.
Peter Wilson
Peter Wilson is managing director, portfolio manager and head of the Global Fixed Income team. His responsibilities include macro-portfolio allocation, portfolio positioning, and risk management. Previously, Peter was with Evergreen Investments, where he served in a similar role since 1992. Before that, he served as treasurer and portfolio manager for Axe-Houghton, vice president at Bankers Trust in London and New York, and portfolio manager at Merchant Bankers Kleinwort Benson Ltd. Peter began his investment industry career in 1978 at international stockbrokers James Capel & Co. He was educated in Canada, Hong Kong, and England.
Michael Lee
Michael Lee is a portfolio manager and head of trading with the Global Fixed Income team. His responsibilities include the day-to-day management and implementation of portfolio strategies. Previously, Michael was with Evergreen Investments, where he served in a similar role since 1992. Prior to this, he worked at Northern Trust Co. Earlier, he held investment positions at JPMorgan Chase and National Westminster Bank. Michael began his investment industry career in 1982. He is a member of the U.K. Society of Investment Professionals.
Alex Perrin
Alex Perrin is head of investments and portfolio manager of the Global Fixed Income team. His responsibilities include developing investment strategies, macro-portfolio allocation, portfolio positioning, and risk management. He joined the firm in 1992. Alex earned a bachelors degree in mathematics and computer science from Hull University in the U.K. He is a member of the Society of Technical Analysts and an Associate Member of the U.K. Society of Investment Professionals.
Lauren van Biljon, CFA
Lauren van Biljon is a portfolio manager with the Global Fixed Income team. Her responsibilities include macro-portfolio allocation, portfolio positioning, and risk management. Previously, Lauren was with Evergreen Investments. Prior to this, she served as an emerging markets analyst with 4Cast Ltd., where she began her investment industry career in 2007. She earned a bachelors degree in economics from the University of Cape Town, South Africa, and a masters degree in economics from the University of Edinburgh, U.K. Lauren has earned the right to use the Chartered Financial Analyst® (CFA®) designation and is a member of the Society of Technical Analysts (STA). She earned a bachelors degree in economics from the University of Cape Town and a masters degree in economics from the University of Edinburgh. She has earned the right to use the Chartered Financial Analyst® (CFA®) designation and is a member of the Society of Technical Analysts.
Chris Lee, CFA
Chris Lee is a senior portfolio manager on the Multi-Sector Fixed Income - Plus and High Yield team. Previously, Chris served as head of high yield trading for the U.S. High Yield Fixed Income team since 2012. Prior to this he was with Silver Lake Credit where he served as a managing director, portfolio manager, and head of trading. Before joining Silver Lake in 2007, Chris was a senior research analyst with Wells Fargos Proprietary Investments Group. Chris earned a bachelors degree in political science from University of California, Irvine, where he graduated magna cum laude. He also earned a masters degree in business administration from the Graduate School of Management at the University of California, Davis. Chris is a graduate of Wells Fargos Credit Management Training Program and has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
Michael J. Schueller, CFA
Michael (Mike) Schueller is a portfolio manager and research analyst for the Multi-Sector Fixed Income - Plus and High Yield team. Previously, Mike was a senior investment research analyst. Prior to that, he was with Strong Capital Management in a similar position. He rejoined Strong after leaving to start a trust department for Community Bank & Trust in Sheboygan, Wisconsin. Mike first joined Strong as associate counsel in the legal department. Prior to this, he practiced law with Reinhart, Boerner, Van Deuren, Norris & Rieselbach, S.C., in Milwaukee, specializing in corporate reorganizations, mergers, and acquisitions. He earned a bachelors degree in economics from the University of Minnesota and a law degree from the University of Wisconsin, Madison. Mike has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
Noah Wise, CFA
Noah Wise is a senior portfolio manager for the Multi-Sector Fixed Income - Plus and High Yield team. Previously, Noah was a research analyst. Before that, Noah worked as a lead market maker for Interactive Brokers. He began his investment industry career as an intern for Capital Financial Services. Noah earned a bachelors degree in finance and a masters degree in business administration with an emphasis in securities analysis from the University of Wisconsin, Madison. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
OTHER FUNDS AND ACCOUNTS MANAGED
The following table provides information about the registered investment companies and other pooled investment vehicles and accounts managed by the portfolio manager of the Fund as of the Funds most recent year ended October 31, 2021.
Christopher Y. Kauffman
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
4 | 0 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 8,072.16 | $ | 0 | $ | 297.43 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 0 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 0 |
Chris Lee
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
3 | 0 | 0 | |||||||||
Total assets of above accounts (millions) |
$ | 1,924.10 | $ | 0 | $ | 0 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 0 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 0 |
Michael Lee
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
3 | 3 | 8 | |||||||||
Total assets of above accounts (millions) |
$ | 374.56 | $ | 408.99 | $ | 2,326.13 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 1,257.32 |
Alex Perrin
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
3 | 3 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 374.56 | $ | 408.99 | $ | 2,326.13 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 1,257.32 |
Michael J. Schueller
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
10 | 2 | 1 | |||||||||
Total assets of above accounts (millions) |
$ | 9,055.53 | $ | 202.51 | $ | 34.84 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 0 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 0 |
Lauren van Biljon
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
1 | 2 | 8 | |||||||||
Total assets of above accounts (millions) |
$ | 109.76 | 337.97 | 2587.14 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 1557.06 |
Peter Wilson
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
1 | 2 | 8 | |||||||||
Total assets of above accounts (millions) |
$ | 109.76 | 337.97 | 2587.14 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 3 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 1557.06 |
Noah Wise
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
5 | 4 | 7 | |||||||||
Total assets of above accounts (millions) |
$ | 6,539.19 | $ | 2,587.78 | $ | 845.79 |
performance based fee accounts:
I manage the following types of accounts: |
Other Registered
Investment Companies |
Other Pooled
Investment Vehicles |
Other Accounts | |||||||||
Number of above accounts |
0 | 0 | 0 | |||||||||
Total assets of above accounts (millions) |
$ | 0 | $ | 0 | $ | 0 |
MATERIAL CONFLICTS OF INTEREST
The Portfolio Managers face inherent conflicts of interest in their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from time to time be inclined to purchase securities, including initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower, in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts.
To minimize the effects of these inherent conflicts of interest, the Sub-Advisers have adopted and implemented policies and procedures, including brokerage and trade allocation policies and procedures, that they believe address the potential conflicts associated with managing portfolios for multiple clients and ensure that all clients are treated fairly and equitably. Additionally, some of the Sub-Advisers minimize inherent conflicts of interest by assigning the Portfolio Managers to accounts having similar objectives. Accordingly, security block purchases are allocated to all accounts with similar objectives in proportionate weightings. Furthermore, the Sub-Advisers have adopted a Code of Ethics under Rule 17j-1 of the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940 (the Advisers Act) to address potential conflicts associated with managing the Funds and any personal accounts the Portfolio Managers may maintain.
Allspring Investments
Allspring Investments Portfolio Managers often provide investment management for separate accounts advised in the same or similar investment style as that provided to mutual funds. While management of multiple accounts could potentially lead to conflicts of interest over various issues such as trade allocation, fee disparities and research acquisition, Allspring Investments has implemented policies and procedures for the express purpose of ensuring that clients are treated fairly and that potential conflicts of interest are minimized.
COMPENSATION
The Portfolio Managers were compensated by their employing sub-adviser from the fees the Adviser paid the Sub-Adviser using the following compensation structure:
Allspring Investments Compensation.
The compensation structure for Allspring Investments Portfolio Managers includes a competitive fixed base salary plus variable incentives (Allspring Investments utilizes investment management compensation surveys as confirmation). Incentive bonuses are typically tied to pretax relative investment performance of all accounts under his or her management within acceptable risk parameters. Relative investment performance is generally evaluated for 1, 3, and 5 year performance results, with a predominant weighting on the 3- and 5- year time periods, versus the relevant benchmarks and/or peer groups consistent with the investment style. This evaluation takes into account relative performance of the accounts to each accounts individual benchmark and/or the relative composite performance of all accounts to one or more relevant benchmarks consistent with the overall investment style. In the case of each Fund, the benchmark(s) against which the performance of the Funds portfolio may be compared for these purposes generally are indicated in the Performance sections of the Prospectuses.
Allspring Investments investment incentive program plays an important role in aligning the interests of our portfolio managers, investment team members, clients, and shareholders. Incentive awards for portfolio managers are determined based on a review of relative investment and business/team performance. Investment performance is generally evaluated for 1, 3, and 5 year performance results, with a predominant weighting on the 3- and 5- year time periods, versus the relevant benchmarks and/or peer groups consistent with the investment style. Once determined, incentives are awarded to portfolio managers annually, with a portion awarded as annual cash and a portion awarded as long term incentive. The long term portion of incentives generally carry a pro-rated vesting schedule over a three year period. For many of our portfolio managers, Allspring Investments further requires a portion of their annual long-term award be allocated directly into each strategy they manage through a deferred compensation vehicle. In addition, our investment team members who are eligible for long term awards also have the opportunity to invest up to 100% of their awards into investment strategies they support (through a deferred compensation vehicle).
BENEFICIAL OWNERSHIP OF THE FUND
The following table shows for each Portfolio Manager the dollar value of the Fund beneficially owned by the Portfolio Manager as of October 31, 2021:
Christopher Y. Kauffman, | none | |||
Chris Lee, | $100,001 to 500,000 | |||
Michael Lee | none | |||
Alex Perrin | None | |||
Michael J. Schueller | none | |||
Lauren van Biljon | none | |||
Peter Wilson | none | |||
Noah Wise, | none |
ITEM 9. |
PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS |
(a) | (b) | (c) | (d) | |||||||||||||
Period |
Total Number
of Shares Purchased |
Average Price Paid
per Share |
Total Number
of Shares Purchased as Part of Publicly Announced Plans or Programs |
Maximum
Number of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||||||||
11/1/2020 to 11/30/2020 |
256,377 | 11.39 | 256,377 | 2,551,709 | ||||||||||||
12/1/2020 to 12/31/2020 |
64,489 | 12.00 | 64,489 | 2,487,220 | ||||||||||||
1/1/2021 to 1/31/2021 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
2/1/2021 to 2/28/2021 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
3/1/2021 to 3/31/2021 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
4/1/2021 to 4/30/2021 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
5/1/2021 to 5/31/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
6/1/2021 to 6/30/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
7/1/2021 to 7/31/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
8/1/2021 to 8/31/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
9/1/2021 to 9/30/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
10/1/2021 to 10/31/21 |
0 | 0 | 0 | 2,808,086 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
320,866 | 11.51 | 320,866 | 2,808,086 | ||||||||||||
|
|
|
|
|
|
|
|
On November 12, 2021, the Fund announced a renewal of its open-market share repurchase program (the Buyback Program). Under the renewed Buyback Program, the Fund may repurchase up to 10% of its outstanding shares in open market transactions during the period beginning on January 1, 2022 and ending on December 31, 2022. The Funds Board of Trustees has delegated to Allspring Funds Management, LLC, the Funds adviser, discretion to administer the Buyback Program, including the determination of the amount and timing of repurchases in accordance with the best interests of the Fund and subject to applicable legal limitations.
ITEM 10. |
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrants Board of Trustees that have been implemented since the registrants last provided disclosure in response to the requirements of this Item.
ITEM 11. |
CONTROLS AND PROCEDURES |
(a) The President and Treasurer have concluded that the Allspring Multi-Sector Income Fund (the Fund) disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) provide reasonable assurances that material information relating to the Fund is made known to them by the appropriate persons based on their evaluation of these controls and procedures as of a date within 90 days of the filing of this report.
(b) There were no significant changes in the Funds internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the most recent fiscal half-year of the period covered by this report that materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting.
ITEM 12. |
DISCLOSURES OF SECURITIES LENDING ACTIVITES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES |
Not applicable.
ITEM 13. |
EXHIBITS |
(a)(1) | Code of Ethics. | |
(a)(2) | Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | |
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Allspring Multi-Sector Income Fund | ||
By: | /s/ Andrew Owen | |
Andrew Owen | ||
President | ||
Date: December 23, 2021 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
Allspring Multi-Sector Income Fund | ||
By: | /s/ Andrew Owen | |
Andrew Owen President |
||
Date: December 23, 2021 | ||
By: | /s/Jeremy DePalma | |
Jeremy DePalma | ||
Treasurer | ||
Date: December 23, 2021 |
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