1
|
NAME OF REPORTING PERSON
Karpus Investment Management
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
1,694,411
|
|
8
|
SHARED VOTING POWER
-
|
||
9
|
SOLE DISPOSITIVE POWER
1,694,411
|
||
10
|
SHARED DISPOSITIVE POWER
-
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,694,411
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.92%
|
||
14
|
TYPE OF REPORTING PERSON
IA
|
1
|
NAME OF REPORTING PERSON
George W. Karpus
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
PF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
34,893
|
|
8
|
SHARED VOTING POWER
13,754
|
||
9
|
SOLE DISPOSITIVE POWER
34,893
|
||
10
|
SHARED DISPOSITIVE POWER
13,754
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
48,647
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
1
|
NAME OF REPORTING PERSON
Arthur Charles Regan
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
0
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
0
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
Item 2.
|
Identity and Background.
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
A.
|
Karpus Investment Management
|
|
(a)
|
As of May 11, 2018, Karpus directly beneficially owned 13,754 Shares, and as the investment adviser of the Accounts may be deemed to beneficially own the 1,680,657 Shares held in the Accounts.
|
|
(b)
|
1. Sole power to vote or direct vote:
1,694,411
|
|
2. Shared power to vote or direct vote:
0
|
|
3. Sole power to dispose or direct the disposition:
1,694,411
|
|
4. Shared power to dispose or direct the disposition:
0
|
|
(c)
|
The transactions in the Shares by Karpus since the filing of the last Schedule 13D are set forth in Schedule B and incorporated herein by reference.
|
B.
|
George W. Karpus
|
|
(a)
|
As of May 11, 2018,
George W. Karpus directly beneficially owned 34,983 Shares, and as the President and CEO of Karpus, may be deemed to beneficially own the 13,754 Shares owned by Karpus.
|
|
(b)
|
1. Sole power to vote or direct vote:
34,893
|
|
2. Shared power to vote or direct vote:
13,754
|
|
3. Sole power to dispose or direct the disposition:
34,893
|
|
4. Shared power to dispose or direct the disposition:
13,754
|
|
(c)
|
Mr. Karpus did not have any transactions in the Shares since the filing of the last Schedule 13D.
|
C.
|
Mr. Regan
|
|
(a)
|
As of May 11, 2018,
Mr. Regan did not beneficially own any Shares.
|
|
(b)
|
1. Sole power to vote or direct vote:
0
|
|
2. Shared power to vote or direct vote:
0
|
|
3. Sole power to dispose or direct the disposition:
0
|
|
4. Shared power to dispose or direct the disposition:
0
|
|
(c)
|
Mr. Regan has not entered into any transactions in the Shares since the filing of the last Schedule 13D.
|
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With respect to the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
|
Agreement, by and between Insight and Karpus, dated May 11, 2018
|
|
99.2
|
Joint Filing Agreement, by and between Karpus Management, Inc. and George W. Karpus, dated May 11, 2018
|
KARPUS MANAGEMENT, INC.
|
|||
By:
|
/s/ Daniel L. Lippincott
|
||
Name:
|
Daniel L. Lippincott, CFA
|
||
Title:
|
Director of Investment Personnel and
Sr. Tax-Sensitive Portfolio Manager |
/s/ George W. Karpus
|
|
GEORGE W. KARPUS
|
/s/ Arthur Charles Regan
|
|
ARTHUR CHARLES REGAN
|
Name
|
Position & Present Principal Occupation
|
Business Address
|
Shares Owned
|
George W. Karpus
|
President, CEO, and Chairman of the Board
|
183 Sully’s Trail, Pittsford, New York 14534
|
See Above
|
Kathleen Finnerty Crane
|
Chief Financial Officer and Chief Compliance Officer
|
183 Sully’s Trail, Pittsford, New York 14534
|
None
|
Dana R. Consler
|
Executive Vice President
|
183 Sully’s Trail, Pittsford, New York 14534
|
None
|
Thomas M. Duffy
|
Vice President
|
183 Sully’s Trail, Pittsford, New York 14534
|
None
|
Sharon L. Thornton
|
Senior Director of Investments
|
183 Sully’s Trail, Pittsford, New York 14534
|
None
|
Daniel L. Lippincott
|
Sr. Tax-Sensitive Manager and Director of Investment Personnel
|
183 Sully’s Trail, Pittsford, New York 14534
|
None
|
Nature of the Transaction
|
Securities
Purchased/(Sold)
|
Price Per
Share($)
|
Date of
Purchase / Sale
|
Sale of Common Stock
|
(200)
|
$13.42
|
3/21/2018
|
Sale of Common Stock
|
(992)
|
$13.74
|
4/16/2018
|
Sale of Common Stock
|
(1,108)
|
$13.69
|
4/17/2018
|
CUTWATER INVESTOR SERVICES CORP. D/B/A
INSIGHT INVESTMENT |
|||
By:
|
/s/ Clifford Corso
|
||
Name:
|
Clifford Corso
|
||
Title:
|
President of the Trust
|
KARPUS MANAGEMENT, INC.
D/B/A KARPUS INVESTMENT MANAGEMENT |
|||
By:
|
/s/ Daniel L. Lippincott
|
||
Name:
|
Daniel L. Lippincott, CFA
|
||
Title:
|
Director of Investment Personnel and
Sr. Tax-Sensitive Portfolio Manager |
KARPUS MANAGEMENT, INC.
|
|||
By:
|
/s/ Daniel L. Lippincott
|
||
Name:
|
Daniel L. Lippincott, CFA
|
||
Title:
|
Director of Investment Personnel and
Sr. Tax-Sensitive Portfolio Manager |
/s/ George W. Karpus
|
|
GEORGE W. KARPUS
|