UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Nuveen

AMT-Free

Quality Municipal Income Fund

 

(Exact name of registrant as specified in charter)

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Address of principal executive offices) (Zip code)

Mark L. Winget

Nuveen Investments

333 West Wacker Drive

Chicago, IL 60606

 

(Name and address of agent for service)

 

 

 

Form is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule under the Investment Company Act of 1940 (17 CFR The Commission may use the information provided on Form in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.

 

 

Nuveen Municipal Closed-End Funds

 

Annual Report

 

 

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Table of Contents

 

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Dear Shareholders,

With more economic indicators pointing to a broadening contraction across the world’s economies, the conversation has shifted from debating whether a global recession would happen to considering by how much and for how long. Higher than expected inflation has made the outcome more unpredictable, as it has dampened consumer sentiment, pushed central banks into raising interest rates more aggressively and contributed to considerable turbulence in the markets this year.

Inflation has surged partially due to pandemic-related supply chain bottlenecks, exacerbated by Russia’s war in Ukraine and recurring lockdowns across China to contain a large-scale COVID-19 outbreak. This has necessitated increasingly forceful responses from the U.S. Federal Reserve (Fed) and other central banks, who have signaled their intentions to slow inflation while tolerating materially slower economic growth and some softening in the labor market. As anticipated, the Fed began the rate hiking cycle in March 2022, raising its short-term rate by 0.25% from near zero for the first time since the pandemic was declared more than two years ago. Larger increases of 0.50% in May, four increases of 0.75% during the summer and fall, and another 0.50% hike in December 2022 followed, bringing the target fed funds rate to a range of 4.25% to 4.50%. Additional rate hikes are expected in 2023, as Fed officials closely monitor inflation data along with other economic measures and will modify their rate setting policy based upon these factors. After contracting in the first half of 2022, U.S. gross domestic product resumed positive growth in the third quarter, according to the government’s estimates. The recent strength was largely attributed to a narrowing in the trade deficit while consumer and business activity has remained slower in part due to higher prices and borrowing costs. The sharp increase in the U.S. dollar’s value relative to other currencies in 2022 has added further uncertainty to the economic outlook. However, the still strong labor market suggests not all areas of the economy are weakening in unison.

While markets will likely continue fluctuating with the daily headlines, we encourage investors to keep a long-term perspective. To learn more about how well your portfolio is aligned to your time horizon, risk tolerance and investment goals, consider reviewing it with your financial professional.

On behalf of the other members of the Nuveen Fund Board, we look forward to continuing to earn your trust in the months and years ahead.

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Portfolio Managers’ Comments

Nuveen Quality Municipal Income Fund (NAD)

Nuveen AMT-Free Quality Municipal Income Fund (NEA)

What factors affected the U.S. economy and municipal bond markets during the twelve-month reporting period ended October 31, 2022?

After recovering from the pandemic in 2021, the U.S. economy weakened in 2022. Overall, 2021 gross domestic product (GDP) grew by 5.7% as the economy reopened with the help of $5.3 trillion in crisis-related aid from the federal government, low borrowing rates for businesses and individuals, an increase in COVID-19 vaccinations and improved treatments for COVID-19. However, in early 2022, China’s COVID-19 lockdown and the Russia-Ukraine war worsened existing pandemic-related supply chain disruptions. Inflation increased more than expected over much of 2022, putting pressure on global central banks to respond with more aggressive measures.

The U.S. Federal Reserve (Fed) began an interest rate hiking cycle in March 2022, raising its short-term rate by 0.25% from near zero for the first time since the pandemic was declared more than two years ago. Larger increases of 0.50% in May 2022, three increases of 0.75% during the summer and fall, and additional hikes of 0.75% in November 2022 and 0.50% in December 2022 (subsequent to the end of the reporting period) followed, bringing the target fed funds rate to a range of 4.25% to 4.50%. Volatility increased as markets considered whether the Fed could cool inflation without causing a recession. Additionally, the U.S. dollar appreciated significantly relative to major world currencies, accelerating in March 2022, serving as a headwind to the profits of international companies and U.S. domestic companies with overseas earnings. The dollar’s appreciation was driven in part by the Fed’s increasingly

This material is not intended to be a recommendation or investment advice, does not constitute a solicitation to buy, sell or hold a security or an investment strategy and is not provided in a fiduciary capacity. The information provided does not take into account the specific objectives or circumstances of any particular investor, or suggest any specific course of action. Investment decisions should be made based on an investor’s objectives and circumstances and in consultation with his or her advisors.

Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio managers as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements, and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Funds disclaim any obligation to update publicly or revise any forward-looking statements or views expressed herein.

The ratings disclosed are the lowest rating given by one of the following national rating agencies: Standard & Poor’s Group (S&P), Moody’s Investors Service, Inc. (Moody’s) or Fitch, Inc. (Fitch). Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings, while BB, B, CCC, CC, C and D are below investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.

Bond insurance guarantees only the payment of principal and interest on the bond when due, and not the value of the bonds themselves, which will fluctuate with the bond market and the financial success of the issuer and the insurer. Insurance relates specifically to the bonds in the portfolio and not to the share prices of a Fund. No representation is made as to the insurers’ ability to meet their commitments.

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

5

 

 

Portfolio Managers’ Comments (continued)

forceful response to inflation compared with other central banks, the relatively better prospects of the U.S. economy and “safe-haven” flows from investors uncertain about geopolitical and global economic conditions. In September 2022, global currency and bond markets sold off sharply on concerns about the U.K.’s new fiscal spending plan, but recovered in October 2022 after the plan was mostly withdrawn and a new prime minster was announced.

By mid-year 2022, inflation and higher borrowing costs appeared to be dampening consumer confidence and consumer spending. U.S. GDP contracted in the first half of 2022, falling by an annual rate of 1.6% and 0.6% in the first and second quarters of 2022, respectively, according to the U.S. Bureau of Economic Analysis. However, the labor market, another key gauge of the economy’s health, has remained resilient. By July 2022, the economy had recovered the 22 million jobs lost since the beginning of the pandemic, and as of October 2022, the unemployment rate remained near its pre-pandemic low at 3.7%. U.S. GDP returned to expansion in the third quarter of 2022, growing by 2.9% (annualized) according to the government’s second estimate, but the gains were primarily related to trade balance adjustments.

The broad municipal bond market declined over the twelve-month reporting period, primarily driven by interest rate and economic uncertainty. Municipal yields rose across the maturity spectrum, with a greater increase at the shorter end of the curve as markets priced in a more aggressive pace of monetary tightening to combat persistently high inflation. Although the yield curve flattened overall, shorter maturities still outperformed longer maturities. In response to the rising interest rate environment and heightened market volatility, dealers reduced their inventories, and investors increased redemptions from traditional municipal bond mutual funds. For much of the reporting period, credit spreads were generally stable given relatively strong municipal fundamentals, although there was some widening as the market sell-off continued.

What key strategies were used to manage the Funds during the twelve-month reporting period ended October 31, 2022?

Each Fund’s investment objective is to provide current income exempt from regular federal income tax, and in the case of NEA the alternative minimum tax (“AMT”) applicable to individuals. Both Funds invest primarily in a portfolio of municipal obligations issued by state and local government authorities or certain U.S. territories.

During the reporting period, the Funds’ trading activity remained focused on pursuing the Funds’ investment objectives. The rising yield environment during this reporting period was favorable for the Funds to reset embedded yields higher in their portfolios, primarily by executing on tax-loss swap opportunities. This strategy involves selling depreciated bonds with lower embedded yields to reinvest in similarly structured, higher income-producing bonds to support the Funds’ income earnings and capture tax efficiencies.

In addition, after reducing lower-coupon structures early in the reporting period, the Funds paused actively trimming them as the market sell-off progressed and these structures appeared to have improved prospects.

The Funds were active in managing their leverage levels during the period. Please see the Notes to Financial Statements for additional details. As of October 31, 2022, the Funds continued to use inverse floating rate securities. The Funds employ inverse floating rate securities, which are the residual interest in a tender option bond (TOB) trust, and are sometimes referred to as “inverse floaters,” for a variety of reasons, including duration management and income and total return enhancement.

How did the Funds perform during the twelve-month reporting period ended October 31, 2022?

For the twelve-month reporting period ended October 31, 2022, the Funds underperformed the NAD and NEA Blended Benchmarks. For the purposes of this Performance Commentary, references to relative performance are in comparison to the NAD and NEA Blended Benchmarks, which are both a blended return consisting of: (1) 80% S&P Municipal Bond Investment Grade Index and (2) 20% S&P Municipal Bond High Yield Index.

6

 

 

The Funds’ use of leverage through their issuance of preferred shares, reverse repurchase agreements and/or investments in inverse floating rate securities, which represent leveraged investments in underlying bonds, detracted significantly from relative performance during the reporting period. However, the Funds’ use of leverage was accretive to overall common share income. Leverage is discussed in more detail in the Fund Leverage section of this report.

The Funds’ longer-duration positioning relative to their respective benchmark indexes was another primary detractor from relative performance. The negative impact came from the Funds’ overweight allocations to longer-duration bonds, which underperformed in the rising rate environment, and their corresponding underweights to shorter-duration bonds, which outperformed. Widening credit spreads were unfavorable for the Funds’ overweight allocations to lower rated, higher yielding bonds, which moderately dampened relative performance.

Partially offsetting the Funds’ relative underperformance were positive contributions from security selection, as well as from an overweight to the outperforming pre-refunded sector and an underweight to the underperforming industrial development revenue (IDR) bond sector.

7

 

 

Fund Leverage

IMPACT OF THE FUNDS’ LEVERAGE STRATEGIES ON PERFORMANCE

One important factor impacting the returns of the Funds’ common shares relative to their comparative benchmarks was the Funds’ use of leverage through their issuance of preferred shares and/or investments in inverse floating rate securities, which represent leveraged investments in underlying bonds. The Funds use leverage because our research has shown that, over time, leveraging provides opportunities for additional income. The opportunity arises when short-term rates that the Fund pays on its leveraging instruments are lower than the interest the Fund earns on its portfolio of long-term bonds that it has bought with the proceeds of that leverage. This has been particularly true in the recent market environment where short-term rates have been low by historical standards.

However, use of leverage can expose Fund common shares to additional price volatility. When a Fund uses leverage, the Fund’s common shares will experience a greater increase in their net asset value if the municipal bonds acquired through the use of leverage increase in value, but will also experience a correspondingly larger decline in their net asset value if the bonds acquired through leverage decline in value. All this will make the shares’ total return performance more variable, over time.

In addition, common share income in levered funds will typically decrease in comparison to unlevered funds when short-term interest rates increase and increase when short-term interest rates decrease. In recent quarters, fund leverage expenses have generally tracked the overall movement of short-term tax-exempt interest rates. While fund leverage expenses are somewhat higher than their recent lows, leverage nevertheless continues to provide the opportunity for incremental common share income, particularly over longer-term periods.

The Funds’ use of leverage significantly detracted from relative performance during the reporting period. However, the Funds’ use of leverage was accretive to overall common share income.

As of October 31, 2022, the Funds’ percentages of leverage are as shown in the accompanying table.

 

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THE FUNDS’ REGULATORY LEVERAGE

As of October 31, 2022, the Funds have issued and outstanding preferred shares as shown in the accompanying table.

 

Refer to Notes to Financial Statements, Note 5 — Fund Shares for further details on preferred shares and each Fund’s respective transactions.

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Common Share Information

COMMON SHARE DISTRIBUTION INFORMATION

The following information regarding the Funds’ distributions is current as of October 31, 2022. Each Fund’s distribution levels may vary over time based on each Fund’s investment activity and portfolio investment value changes.

During the current reporting period, each Fund’s distributions to common shareholders were as shown in the accompanying table.

 

Each Fund seeks to pay regular monthly dividends out of its net investment income at a rate that reflects its past and projected net income performance. To permit each Fund to maintain a more stable monthly dividend, the Fund may pay dividends at a rate that may be more or less than the amount of net income actually earned by the Fund during the period. Distributions to common shareholders are determined on a tax basis, which may differ from amounts recorded in the accounting records. In instances where the monthly dividend exceeds the earned net investment income, the Fund would report a negative undistributed net ordinary income. Refer to Note 6 – Income Tax Information for additional information regarding the amounts of undistributed net ordinary income and undistributed net long-term capital gains and the character of the actual distributions paid by the Fund during the period.

All monthly dividends paid by each Fund during the current reporting period were paid from net investment income. If a portion of the Fund’s monthly distributions is sourced or comprised of elements other than net investment income, including capital gains and/or a return of capital, shareholders will be notified of those sources. For financial reporting purposes, the per share amounts of each Fund’s distributions for the reporting period are presented in this report’s Financial Highlights. For income tax purposes,

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distribution information for each Fund as of its most recent tax year end is presented in Note 6 – Income Tax Information within the Notes to Financial Statements of this report.

NUVEEN CLOSED-END FUND DISTRIBUTION AMOUNTS

The Nuveen Closed-End Funds’ monthly and quarterly periodic distributions to shareholders are posted on www.nuveen.com and can be found on Nuveen’s enhanced closed-end fund resource page, which is at https://www.nuveen.com/resource-center-closed-endfunds, along with other Nuveen closed-end fund product updates. To ensure timely access to the latest information, shareholders may use a subscribe function, which can be activated at this web page (https://www.nuveen.com/subscriptions).

COMMON SHARE REPURCHASES

During August 2022, the Funds’ Board of Trustees reauthorized an open-market common share repurchase program, allowing each Fund to repurchase an aggregate of up to approximately 10% of its outstanding common shares.

During the current reporting period, the Funds did not repurchase any of their outstanding common shares. As of October 31, 2022 (and since the inception of the Funds’ repurchase programs), each Fund has cumulatively repurchased and retired its outstanding common shares as shown in the accompanying table.

 

OTHER COMMON SHARE INFORMATION

 

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Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this section.

Average Annual Total Returns as of October 31, 2022*

 

* For purposes of Fund performance, relative results are measured against the NAD Blended Benchmark. The Fund’s Blended Benchmark consists of: the S&P Municipal Bond Index through 9/11/16 and thereafter 1) 80% S&P Municipal Bond Investment Grade Index and 2) 20% S&P Municipal Bond High Yield Index.

Performance data shown represents past performance and does not predict or guarantee future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. Returns at NAV are net of Fund expenses, and assume reinvestment of distributions. Comparative index return information is provided for the Fund’s shares at NAV only. Indexes are not available for direct investment.

Daily Common Share NAV and Share Price

 

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This data relates to the securities held in the Fund’s portfolio of investments as of the end of the reporting period. It should not be construed as a measure of performance for the Fund itself. Holdings are subject to change.

The ratings disclosed are the lowest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Holdings designated N/R are not rated by these national rating agencies.

 

Portfolio Credit Quality
(% of total investments exposure)
U.S. Guaranteed	10.6%
AAA	1.8%
AA	19.0%
A	38.4%
BBB	16.5%
BB or Lower	6.1%
N/R (not rated)	7.6%
N/A (not applicable)	0.0%
Total	100%

Portfolio Composition
(% of total investments)
Transportation	26.9%
Health Care	18.2%
Tax Obligation/Limited	15.0%
U.S. Guaranteed	10.4%
Tax Obligation/General	9.4%
Utilities	9.3%
Education and Civic Organizations	4.8%
Investment Companies	0.0%
Variable Rate Senior Loan Interests	0.0%
Other	6.0%
Total	100%

States and Territories 1
(% of total municipal bonds)
Texas	10.8%
Illinois	9.6%
California	7.7%
Colorado	7.0%
Maryland	6.2%
New York	5.8%
Florida	5.3%
Pennsylvania	3.7%
Ohio	3.2%
Missouri	3.2%
New Jersey	3.1%
South Carolina	2.6%
Washington	2.2%
Louisiana	2.2%
Michigan	2.0%
Oregon	1.9%
Arizona	1.8%
Wisconsin	1.7%
Minnesota	1.6%
Other	18.4%
Total	100%

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NEA	Nuveen AMT-Free Quality Municipal
	Income Fund
	Performance Overview and Holding Summaries as of October 31, 2022

		Average Annual
	1-Year	5-Year	10-Year
NEA at Common Share NAV	(23.31)%	(0.97)%	1.91%
NEA at Common Share Price	(28.47)%	(0.61)%	1.06%
S&P Municipal Bond Index	(11.36)%	0.50%	1.77%
NEA Blended Benchmark	(11.99)%	0.74%	1.87%

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Fund Allocation
(% of net assets)
Long-Term Municipal Bonds	171.4%
Other Assets Less Liabilities	2.9%

Net Assets Plus Borrowings, Floating Rate
Obligations, AMTP Shares, net of deferred
offering costs, MFP Shares, net of deferred
offering costs & VRDP Shares, net of
deferred offering costs	174.3%
Borrowings	(0.9)%
Floating Rate Obligations	(3.2)%
AMTP Shares, net of deferred
offering costs	(5.0)%
MFP Shares, net of deferred
offering costs	(31.6)%
VRDP Shares, net of deferred
offering costs	(33.6)%
Net Assets	100%

Portfolio Credit Quality
(% of total investments exposure)
U.S. Guaranteed	13.0%
AAA	3.0%
AA	25.4%
A	34.5%
BBB	13.8%
BB or Lower	4.4%
N/R (not rated)	5.9%
Total	100%

Portfolio Composition
(% of total investments)
Health Care	21.1%
Tax Obligation/Limited	17.0%
Transportation	15.0%
U.S. Guaranteed	13.4%
Tax Obligation/General	11.7%
Utilities	10.2%
Education and Civic Organizations	6.7%
Other	4.9%
Total	100%

States and Territories 1
(% of total municipal bonds)
Illinois	9.7%
Michigan	8.4%
Colorado	8.0%
Texas	7.4%
New York	5.9%
California	4.5%
Florida	4.4%
New Jersey	4.3%
Ohio	4.1%
Missouri	3.7%
Pennsylvania	3.6%
North Carolina	3.2%
South Carolina	2.8%
Minnesota	2.6%
Wisconsin	2.6%
District of Columbia	2.3%
Georgia	2.3%
Washington	1.7%
Other	18.5%
Total	100%

1	See the Portfolio of Investments for the remaining states comprising “Other” and not listed in the table above.

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		NAD			NEA
	Common and		Preferred	Common and		Preferred
	Preferred		Shares	Preferred		Shares
	shares voting		voting	shares voting		voting
	together		together	together		together
	as a class		as a class	as a class		as a class
Approval of the Board Members was reached as follows:
Judith M. Stockdale
For	181,321,873		—	227,397,585		—
Withhold	5,176,939		—	9,993,142		—
Total	186,498,812		—	237,390,727		—
Carole E. Stone
For	181,367,775		—	227,450,763		—
Withhold	5,131,037		—	9,939,964		—
Total	186,498,812		—	237,390,727		—
Margaret L. Wolff
For	182,602,674		—	230,447,850		—
Withhold	3,896,138		—	6,942,877		—
Total	186,498,812		—	237,390,727		—
William C. Hunter
For	—		20,385	—		315,099
Withhold	—		—	—		—
Total	—		20,385	—		315,099
Albin F. Moschner
For	—		20,385	—		315,099
Withhold	—		—	—		—
Total	—		20,385	—		315,099

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NAD	Nuveen Quality Municipal Income Fund
	Portfolio of Investments
	October 31, 2022

Principal		Optional Call
Amount (000)	Description (1)	Provisions (2)	Ratings (3)	Value
	LONG-TERM INVESTMENTS – 170.4% (100.0% of Total Investments)
	MUNICIPAL BONDS – 170.4% (100.0% of Total Investments)
	Alabama – 1.0% (0.6% of Total Investments)
$ 5,000	Alabama Special Care Facilities Financing Authority, Revenue Bonds, Ascension Health,	5/26 at 100.00	N/R	$ 4,943,900
	Series 2016C, 5.000%, 11/15/46
	Alabama State Port Authority, Docks Facilities Revenue Bonds, Refunding Series 2017A:
5,000	5.000%, 10/01/33 – AGM Insured (AMT)	10/27 at 100.00	BBB+	5,146,450
5,455	5.000%, 10/01/34 – AGM Insured (AMT)	10/27 at 100.00	BBB+	5,601,740
5,550	5.000%, 10/01/35 – AGM Insured (AMT)	10/27 at 100.00	BBB+	5,690,526
4,035	Gardendale, Alabama, General Obligation Warrants, Series 2021B, 4.000%, 5/01/51	5/31 at 100.00	AA–	3,383,025
1,000	Southeast Energy Authority, Alabama, Commodity Supply Revenue Bonds, Project 3, Series	9/29 at 100.10	N/R	1,011,390
	2022A-1, 2022A-2, 5.500%, 1/01/53 (Mandatory Put 12/01/29) (WI/DD, Settling 11/01/22)
4,165	Tuscaloosa County Industrial Development Authority, Alabama, Gulf Opportunity Zone	5/29 at 100.00	N/R	3,396,682
	Bonds, Hunt Refining Project, Refunding Series 2019A, 5.250%, 5/01/44, 144A
30,205	Total Alabama			29,173,713
	Alaska – 0.3% (0.2% of Total Investments)
	Alaska Industrial Development and Export Authority, Power Revenue Bonds, Snettisham
	Hydroelectric Project, Refunding Series 2015:
1,580	5.000%, 1/01/24 (AMT)	No Opt. Call	Baa2	1,592,893
3,400	5.000%, 1/01/25 (AMT)	No Opt. Call	Baa2	3,450,660
1,000	5.000%, 1/01/28 (AMT)	7/25 at 100.00	Baa2	1,008,350
1,075	5.000%, 1/01/29 (AMT)	7/25 at 100.00	Baa2	1,082,923
300	5.000%, 1/01/31 (AMT)	7/25 at 100.00	Baa2	301,527
395	Northern Tobacco Securitization Corporation, Alaska, Tobacco Settlement Asset-Backed	6/31 at 100.00	BBB+	310,442
	Bonds, Senior Series 2021A Class 1, 4.000%, 6/01/50
7,750	Total Alaska			7,746,795
	Arizona – 3.0% (1.8% of Total Investments)
3,815	Arizona Board of Regents, University of Arizona, Speed Revenue Bonds, Stimulus Plan for	8/30 at 100.00	A+	3,334,463
	Economic and Educational Development, Refunding Series 2020A, 4.000%, 8/01/44
2,500	Arizona Health Facilities Authority, Revenue Bonds, Scottsdale Lincoln Hospitals	12/24 at 100.00	A2	2,504,550
	Project, Refunding Series 2014A, 5.000%, 12/01/39
2,000	Arizona Industrial Development Authority, Arizona, Education Revenue Bonds, Academies of	1/28 at 100.00	AA–	2,001,800
	Math & Science Projects, Series 2018A, 5.000%, 7/01/48
11,795	Maricopa County Industrial Development Authority, Arizona, Revenue Bonds, Banner Health,	1/27 at 100.00	AA–	11,132,003
	Refunding Series 2016A, 4.000%, 1/01/36
	Phoenix Civic Improvement Corporation, Arizona, Airport Revenue Bonds, Junior Lien
	Series 2019A:
5,000	4.000%, 7/01/44	7/29 at 100.00	A	4,212,650
2,500	4.000%, 7/01/49	7/29 at 100.00	A	2,036,425
4,665	Phoenix Civic Improvement Corporation, Arizona, Airport Revenue Bonds, Junior Lien	7/29 at 100.00	A	4,442,246
	Series 2019B, 5.000%, 7/01/49 (AMT)
12,935	Phoenix Civic Improvement Corporation, Arizona, Airport Revenue Bonds, Senior Lien	7/27 at 100.00	A+	12,735,542
	Series 2017A, 5.000%, 7/01/42 (AMT)
6,000	Phoenix Civic Improvement Corporation, Arizona, Airport Revenue Bonds, Senior Lien	7/28 at 100.00	A+	5,815,380
	Series 2018, 5.000%, 7/01/48 (AMT)
7,000	Phoenix Civic Improvement Corporation, Arizona, Revenue Bonds, Civic Plaza Expansion	No Opt. Call	AA	7,889,280
	Project, Series 2005B, 5.500%, 7/01/39 – FGIC Insured
1,000	Pinal County Electrical District 4, Arizona, Electric System Revenue Bonds, Refunding	12/25 at 100.00	AA	929,640
	Series 2015, 4.000%, 12/01/38 – AGM Insured

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Principal		Optional Call
Amount (000)	Description (1)	Provisions (2)	Ratings (3)	Value
	Arizona (continued)
	Salt Verde Financial Corporation, Arizona, Senior Gas Revenue Bonds, Citigroup Energy
	Inc Prepay Contract Obligations, Series 2007:
$ 500	5.500%, 12/01/29	No Opt. Call	BBB+	$ 523,270
24,765	5.000%, 12/01/37	No Opt. Call	BBB+	24,438,102
1,100	Student and Academic Services LLC, Arizona, Lease Revenue Bonds, Northern Arizona	6/24 at 100.00	A2	1,120,581
	University Project, Series 2014, 5.000%, 6/01/34 – BAM Insured
85,575	Total Arizona			83,115,932
	Arkansas – 0.3% (0.2% of Total Investments)
5,020	Arkansas Development Finance Authority, Arkansas, Environmental Improvement Revenue	9/25 at 105.00	BB–	4,541,946
	Bonds, United States Steel Corporation, Green Series 2022, 5.450%, 9/01/52 (AMT), 144A
4,000	Arkansas Development Finance Authority, Industrial Development Revenue Bonds, Big River	9/26 at 103.00	B–	3,137,760
	Steel Project, Series 2019, 4.500%, 9/01/49 (AMT), 144A
2,055	Arkansas State University, Student Fee Revenue Bonds, Jonesboro Campus, Series 2013,	12/23 at 100.00	A1	1,889,079
	4.875%, 12/01/43
11,075	Total Arkansas			9,568,785
	California – 13.2% (7.7% of Total Investments)
2,665	Alameda Corridor Transportation Authority, California, Revenue Bonds, Refunding Second	10/32 at 100.00	BBB	2,663,188
	Subordinate Lien Series 2022C, 5.000%, 10/01/52 – AGM Insured
	Anaheim Public Financing Authority, California, Lease Revenue Bonds, Public Improvement
	Project, Series 1997C:
2,945	0.000%, 9/01/27 – AGM Insured	No Opt. Call	A2	2,425,973
7,150	0.000%, 9/01/28 – AGM Insured	No Opt. Call	A2	5,626,121
2,455	0.000%, 9/01/32 – AGM Insured	No Opt. Call	A2	1,579,351
95	0.000%, 9/01/35 – AGM Insured	No Opt. Call	AA	51,770
105	0.000%, 9/01/35 – AGM Insured (ETM)	No Opt. Call	AA (4)	61,385
	Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge,
	Series 2013S-4:
10,000	5.000%, 4/01/38 (Pre-refunded 4/01/23)	4/23 at 100.00	A1 (4)	10,082,000
3,500	5.250%, 4/01/53 (Pre-refunded 4/01/23)	4/23 at 100.00	A1 (4)	3,532,270
1,055	Brisbane School District, San Mateo County, California, General Obligation Bonds,	No Opt. Call	A2	582,708
	Election 2003 Series 2005, 0.000%, 7/01/35 – AGM Insured
	Byron Unified School District, Contra Costa County, California, General Obligation
	Bonds, Series 2007B:
60	0.000%, 8/01/32 (ETM)	No Opt. Call	A2 (4)	41,242
1,405	0.000%, 8/01/32 – SYNCORA GTY Insured	No Opt. Call	A+	902,474
235	0.000%, 8/01/32 – SYNCORA GTY Insured (ETM)	No Opt. Call	N/R (4)	163,085
	Calexico Unified School District, Imperial County, California, General Obligation Bonds,
	Series 2005B:
3,685	0.000%, 8/01/31 – FGIC Insured	No Opt. Call	A	2,526,178
4,505	0.000%, 8/01/33 – FGIC Insured	No Opt. Call	A	2,778,008
	California Health Facilities Financing Authority, California, Revenue Bonds, Sutter
	Health, Refunding Series 2016B:
2,855	5.000%, 11/15/46 (Pre-refunded 11/15/26)	11/26 at 100.00	N/R (4)	3,046,970
26,665	5.000%, 11/15/46	11/26 at 100.00	A	26,512,210
2,275	California Health Facilities Financing Authority, California, Revenue Bonds, Sutter	11/27 at 100.00	A	2,013,693
	Health, Series 2018A, 4.000%, 11/15/42
710	California Health Facilities Financing Authority, Revenue Bonds, Saint Joseph Health	7/23 at 100.00	AA– (4)	718,477
	System, Series 2013A, 5.000%, 7/01/37 (Pre-refunded 7/01/23)
5,000	California Municipal Finance Authority, Revenue Bonds, Linxs APM Project, Senior Lien	6/28 at 100.00	BBB–	4,736,250
	Series 2018A, 5.000%, 12/31/43 (AMT)
3,250	California Municipal Finance Authority, Revenue Bonds, Community Medical Centers, Series	2/27 at 100.00	A–	3,201,672
	2017A, 5.000%, 2/01/47
815	California State Public Works Board, Lease Revenue Bonds, Various Capital Projects,	11/23 at 100.00	A+	826,304
	Series 2013I, 5.000%, 11/01/38

 

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