N-CSRS 1 d483973dncsrs.htm AB CORPORATE SHARES AB Corporate Shares

 

 

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: 811-21497

 

 

AB CORPORATE SHARES

(Exact name of registrant as specified in charter)

 

 

1345 Avenue of the Americas, New York, New York 10105

(Address of principal executive offices) (Zip code)

 

 

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: (800) 221-5672

Date of fiscal year end: April 30, 2018

Date of reporting period: October 31, 2017

 

 

 


ITEM 1. REPORTS TO STOCKHOLDERS.


OCT    10.31.17

LOGO

 

SEMI-ANNUAL REPORT

AB CORPORATE INCOME SHARES

 

 

 

LOGO

 

LOGO


 

 

 

 
Investment Products Offered  

 Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We are pleased to provide this report for AB Corporate Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

As always, AB strives to keep clients ahead of what’s next by:

 

+   

Transforming uncommon insights into uncommon knowledge with a global research scope

 

+   

Navigating markets with seasoned investment experience and sophisticated solutions

 

+   

Providing thoughtful investment insights and actionable ideas

Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.

AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.

For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in the AB Mutual Funds.

Sincerely,

 

LOGO

Robert M. Keith

President and Chief Executive Officer, AB Mutual Funds

 

abfunds.com   AB CORPORATE INCOME SHARES    |    1


 

SEMI-ANNUAL REPORT

 

December 18, 2017

This report provides management’s discussion of fund performance for AB Corporate Income Shares for the semi-annual reporting period ended October 31, 2017. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The Fund’s investment objective is to earn high current income.

NAV RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

     6 Months      12 Months  
AB CORPORATE INCOME SHARES1      3.10%        3.26%  
Bloomberg Barclays US Credit Bond Index      3.05%        3.18%  

 

1 Includes the impact of proceeds received and credited to the Fund resulting from class-action settlements, which enhanced the performance of the Fund for the six- and 12-month periods ended October 31, 2017, by 0.00% and 0.01%, respectively.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays US Credit Bond Index, for the six- and 12-month periods ended October 31, 2017.

During the six-month period, the Fund outperformed the benchmark. Security selection drove the outperformance relative to the benchmark, as gains from selections within the banking sector more than offset negative returns from selections in media. Yield-curve positioning was also positive, helped most by overweights in the shorter-than-one-year and six- to seven-year parts of the curve, while an underweight in longer maturities detracted. Industry allocation had an immaterial impact on performance. Positive returns from a lack of exposure to supranationals and sovereign government guaranteed agencies were mostly counterbalanced by losses from the Fund’s allocation to Treasuries and having no exposure to US municipal local government bonds.

During the 12-month period, the Fund outperformed the benchmark. Yield-curve positioning drove the outperformance relative to the benchmark. Overweights in six- to seven-year maturities and along the long end of the curve contributed, more than offsetting losses from an overweight in seven- to 10-year maturities. Security and industry selection did not significantly affect overall performance. Within security decisions, gains from selections within banking and technology contributed, while basic industries and media selections were negative. In the Fund’s industry positioning, a lack of exposure to supranationals was positive, while an exposure to Treasuries detracted.

 

2    |    AB CORPORATE INCOME SHARES   abfunds.com


The Fund utilized derivatives in the form of futures and interest rate swaps for hedging purposes and credit default swaps for investment purposes during both periods, which had an immaterial impact on performance, in absolute terms.

MARKET REVIEW AND INVESTMENT STRATEGY

Political events and central bank action had a significant impact on bond markets in the six- and 12-month periods ended October 31, 2017. Donald Trump’s US election victory and the promise of fiscal stimulus, a retreat from globalization and relaxed regulation were treated as positive developments by financial markets. However, uncertainty regarding the Trump administration’s ability to implement meaningful change increased through the 12-month period. UK prime minister Theresa May surprised investors when she called for a snap parliamentary election in an effort to firm up the UK’s mandate going into Brexit negotiations. However, the results of the vote increased political uncertainty when May’s Conservative Party failed to secure a majority position. Investors were relieved when centrist, pro-EU candidate Emmanuel Macron was elected president of France, as his reformist agenda was seen as more business friendly than the protectionist policies espoused by his opponent. In June, the US Federal Reserve (the “Fed”) raised interest rates for the third consecutive quarter, hikes that were well-telegraphed and universally anticipated by markets. Late in the period, the Fed formally confirmed that its balance sheet reduction program would start in October, while the European Central Bank announced that it would start to taper the pace of its monthly asset purchases in January 2018.

Emerging-market debt rallied over both periods, helped by a positive global growth story and increasing oil prices. Outside of Europe, developed-market treasury yields generally rose; in the eurozone and UK, yields moved in different directions. Emerging-market local-currency government bonds, developed-market treasuries and investment-grade credit securities all rose in both periods, yet trailed the rally in global high yield. Within high yield, performance was almost uniformly positive, led by the transportation and basic industries sectors, while consumer sectors tended to lag the rising market.

INVESTMENT POLICIES

The Fund invests, under normal circumstances, at least 80% of its net assets in US corporate bonds. The Fund may also invest in US government securities (other than US government securities that are mortgage-backed or asset-backed securities), repurchase agreements and forward contracts relating to US government securities. The Fund normally invests all of its assets in securities that are rated, at the time of purchase, at least BBB- or the equivalent. The Fund will

 

 

(continued on next page)

 

abfunds.com   AB CORPORATE INCOME SHARES     |    3


not invest in unrated corporate debt securities. The Fund has the flexibility to invest in long- and short-term fixed-income securities. In making decisions about whether to buy or sell securities, the Adviser will consider, among other things, the strength of certain sectors of the fixed-income market relative to others, interest rates and other general market conditions and the credit quality of individual issuers.

The Fund also may: invest in convertible debt securities; invest up to 10% of its assets in inflation-indexed securities; invest up to 5% of its net assets in preferred stock; purchase and sell interest rate futures contracts and options; enter into swap transactions; invest in zero-coupon securities and “payment-in-kind” debentures; make secured loans of portfolio securities; and invest in US dollar-denominated fixed-income securities issued by non-US companies.

 

4    |    AB CORPORATE INCOME SHARES   abfunds.com


 

DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Barclays US Credit Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays US Credit Bond Index represents the performance of the US credit securities within the US fixed-income market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Interest Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. The Fund may be subject to heightened interest rate risk due to rising rates as the current period of historically low interest rates may be ending. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    5


 

DISCLOSURES AND RISKS (continued)

 

Derivatives Risk: Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

6    |    AB CORPORATE INCOME SHARES   abfunds.com


 

HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

     NAV Returns  
1 Year      3.26%  
5 Years      3.55%  
10 Years      6.22%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2017 (unaudited)

 

     NAV Returns  
1 Year      2.00%  
5 Years      3.74%  
10 Years      6.26%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    7


 

EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
May 1, 2017
    Ending
Account Value
October 31, 2017
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $   1,000     $   1,031.00     $   0       0.00

Hypothetical**

  $ 1,000     $ 1,025.21     $ 0       0.00

 

* Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.
** Assumes 5% annual return before expenses.

 

8    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO SUMMARY

October 31, 2017 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $86.0

 

 

 

LOGO

 

1 All data are as of October 31, 2017. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details).

 

abfunds.com   AB CORPORATE INCOME SHARES     |    9


 

PORTFOLIO OF INVESTMENTS

October 31, 2017 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES – INVESTMENT GRADE – 93.6%

 

 

Industrial – 55.3%

    

Basic – 3.0%

    

Alpek SAB de CV
4.50%, 11/20/22(a)

   $ 200     $ 203,490  

BHP Billiton Finance USA Ltd.
6.42%, 3/01/26

     67       82,153  

Celulosa Arauco y Constitucion SA
4.50%, 8/01/24

     200       209,996  

Dow Chemical Co. (The)
4.25%, 11/15/20

     186       195,990  

EI du Pont de Nemours & Co.

    

2.20%, 5/01/20

     91       91,356  

6.00%, 7/15/18

     150       154,456  

Georgia-Pacific LLC
5.40%, 11/01/20(a)

     110       120,065  

Glencore Funding LLC

    

4.125%, 5/30/23(a)

     125       130,900  

4.625%, 4/29/24(a)

     175       186,807  

International Paper Co.
3.00%, 2/15/27

     125       121,466  

Mexichem SAB de CV
4.00%, 10/04/27(a)

     200       199,740  

Monsanto Co.
2.85%, 4/15/25

     155       152,300  

Mosaic Co. (The)

    

4.25%, 11/15/23

     155       161,915  

5.625%, 11/15/43

     65       68,028  

Praxair, Inc.
3.55%, 11/07/42

     80       78,538  

Southern Copper Corp.
3.875%, 4/23/25

     180       187,200  

Vale Overseas Ltd.

    

6.25%, 8/10/26

     10       11,522  

6.875%, 11/21/36

     90       107,199  

Yamana Gold, Inc.
4.95%, 7/15/24

     91       93,823  
    

 

 

 
       2,556,944  
    

 

 

 

Capital Goods – 1.8%

 

Boeing Co. (The)
6.125%, 2/15/33

     55       72,285  

Caterpillar, Inc.

    

3.40%, 5/15/24

     310       324,449  

4.30%, 5/15/44

     110       122,307  

 

10    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

General Electric Co.

    

3.375%, 3/11/24

   $ 150     $ 156,240  

4.50%, 3/11/44

     185       203,013  

Series D
5.00%, 1/21/21(b)

     104       108,436  

John Deere Capital Corp.

    

2.65%, 6/10/26

     125       121,941  

2.80%, 3/06/23

     155       157,618  

Molex Electronic Technologies LLC
2.878%, 4/15/20(a)

     130       130,796  

Rockwell Collins, Inc.
1.95%, 7/15/19

     120       120,031  
    

 

 

 
       1,517,116  
    

 

 

 

Communications – Media – 6.3%

 

21st Century Fox America, Inc.

    

3.00%, 9/15/22

     405       412,327  

4.00%, 10/01/23

     40       42,323  

8.875%, 4/26/23

     125       159,458  

CBS Corp.

    

3.375%, 2/15/28

     80       77,737  

3.50%, 1/15/25

     110       111,642  

4.00%, 1/15/26

     80       82,718  

4.90%, 8/15/44

     20       20,936  

5.75%, 4/15/20

     125       135,558  

Charter Communications Operating LLC/Charter Communications Operating Capital
4.908%, 7/23/25

     480       510,451  

Comcast Corp.

    

2.85%, 1/15/23

     470       477,967  

4.75%, 3/01/44

     140       156,549  

Cox Communications, Inc.

    

2.95%, 6/30/23(a)

     28       27,674  

3.35%, 9/15/26(a)

     298       292,323  

Discovery Communications LLC
3.95%, 3/20/28

     195       193,397  

Grupo Televisa SAB
6.625%, 3/18/25

     100       117,985  

NBCUniversal Enterprise, Inc.
1.974%, 4/15/19(a)

     390       390,827  

Omnicom Group, Inc.
3.60%, 4/15/26

     262       265,752  

4.45%, 8/15/20

     100       105,919  

Scripps Networks Interactive, Inc.
2.75%, 11/15/19

     68       68,635  

Thomson Reuters Corp.
4.30%, 11/23/23

     281       299,886  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    11


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Time Warner Cable LLC

    

4.50%, 9/15/42

   $ 65     $ 60,329  

5.875%, 11/15/40

     30       32,665  

6.55%, 5/01/37

     24       28,358  

Time Warner, Inc.
3.55%, 6/01/24

     68       69,151  

3.60%, 7/15/25

     440       441,153  

4.00%, 1/15/22

     140       147,200  

4.70%, 1/15/21

     60       64,015  

6.25%, 3/29/41

     35       41,870  

Viacom, Inc.
3.875%, 12/15/21

     247       253,360  

5.85%, 9/01/43

     75       76,325  

Walt Disney Co. (The)
0.875%, 7/12/19

     165       162,612  

Series G
4.125%, 6/01/44

     70       74,671  
    

 

 

 
       5,401,773  
    

 

 

 

Communications - Telecommunications – 4.6%

 

Ameritech Capital Funding Corp.
6.55%, 1/15/28

     130       152,673  

AT&T, Inc.
3.40%, 5/15/25

     310       306,323  

3.90%, 8/14/27

     165       164,300  

4.125%, 2/17/26

     372       381,516  

4.45%, 4/01/24

     106       112,425  

4.50%, 3/09/48

     90       81,926  

4.75%, 5/15/46

     189       177,998  

4.90%, 8/14/37

     150       149,763  

5.15%, 2/14/50

     75       73,888  

5.45%, 3/01/47

     95       99,108  

Crown Castle International Corp.
3.70%, 6/15/26

     190       191,068  

Sprint Spectrum Co. LLC/Sprint Spectrum Co. II LLC/Sprint Spectrum Co. III LLC
3.36%, 9/20/21(a)

     200       202,660  

Telefonica Emisiones SAU
4.103%, 3/08/27

     180       185,521  

Verizon Communications, Inc.
2.625%, 8/15/26

     499       470,837  

3.50%, 11/01/24

     629       643,750  

3.85%, 11/01/42

     245       215,622  

4.125%, 3/16/27

     80       83,362  

4.862%, 8/21/46

     130       131,508  

5.15%, 9/15/23

     25       28,018  

5.50%, 3/16/47

     65       71,744  
    

 

 

 
       3,924,010  
    

 

 

 

 

12    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Cyclical - Automotive – 2.7%

 

American Honda Finance Corp.
1.20%, 7/12/19

   $ 265     $ 262,114  

Ford Motor Credit Co. LLC
3.336%, 3/18/21

     210       215,332  

3.81%, 1/09/24

     400       410,368  

5.875%, 8/02/21

     375       417,952  

General Motors Co.
4.875%, 10/02/23

     50       54,509  

5.40%, 4/01/48

     195       205,955  

General Motors Financial Co., Inc.
3.70%, 5/09/23

     255       261,497  

4.00%, 1/15/25

     59       60,433  

4.30%, 7/13/25

     70       72,563  

5.25%, 3/01/26

     75       82,075  

Hyundai Capital America
2.55%, 4/03/20(a)

     102       101,638  

Nissan Motor Acceptance Corp.
2.25%, 1/13/20(a)

     150       150,323  
    

 

 

 
       2,294,759  
    

 

 

 

Consumer Cyclical - Entertainment – 0.1%

 

Hasbro, Inc.
5.10%, 5/15/44

     70       75,188  
    

 

 

 

Consumer Cyclical - Other – 0.3%

 

Marriott International, Inc./MD
3.00%, 3/01/19

     151       152,646  

Owens Corning
7.00%, 12/01/36

     35       45,656  

Wyndham Worldwide Corp.
2.50%, 3/01/18

     115       115,112  
    

 

 

 
       313,414  
    

 

 

 

Consumer Cyclical - Restaurants – 0.3%

 

McDonald’s Corp.
4.60%, 5/26/45

     70       76,581  

4.875%, 12/09/45

     80       91,027  

6.30%, 10/15/37

     100       131,543  
    

 

 

 
       299,151  
    

 

 

 

Consumer Cyclical - Retailers – 1.6%

 

Advance Auto Parts, Inc.
4.50%, 12/01/23

     115       120,681  

CVS Health Corp.
2.125%, 6/01/21

     160       157,691  

3.375%, 8/12/24

     250       252,205  

Dollar General Corp.
3.25%, 4/15/23

     120       122,848  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    13


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Home Depot, Inc. (The)
4.40%, 3/15/45

   $ 105     $ 115,587  

5.40%, 9/15/40

     130       161,325  

5.875%, 12/16/36

     30       39,587  

Lowe’s Cos., Inc.
3.70%, 4/15/46

     160       155,829  

Walgreens Boots Alliance, Inc.
3.80%, 11/18/24

     250       256,285  
    

 

 

 
       1,382,038  
    

 

 

 

Consumer Non-Cyclical – 14.7%

 

Abbott Laboratories
3.25%, 4/15/23

     400       408,856  

4.90%, 11/30/46

     135       151,874  

AbbVie, Inc.
2.90%, 11/06/22

     280       283,100  

3.20%, 5/14/26

     199       197,679  

4.70%, 5/14/45

     60       65,114  

Allergan Funding SCS
3.00%, 3/12/20

     90       91,409  

4.75%, 3/15/45

     120       126,899  

Altria Group, Inc.
3.875%, 9/16/46

     80       78,250  

4.75%, 5/05/21

     440       477,620  

Amgen, Inc.
2.70%, 5/01/22

     120       120,623  

3.125%, 5/01/25

     230       231,306  

3.45%, 10/01/20

     175       181,193  

4.40%, 5/01/45

     120       126,419  

4.663%, 6/15/51

     105       113,588  

Anheuser-Busch InBev Finance, Inc.
3.65%, 2/01/26

     681       702,288  

4.90%, 2/01/46

     250       280,055  

BAT Capital Corp.
3.222%, 8/15/24(a)

     300       301,224  

4.54%, 8/15/47(a)

     110       113,219  

BAT International Finance PLC
2.75%, 6/15/20(a)

     70       70,825  

Baxalta, Inc.
3.60%, 6/23/22

     131       135,648  

Becton Dickinson and Co.
2.675%, 12/15/19

     37       37,380  

3.25%, 11/12/20

     79       80,885  

3.734%, 12/15/24

     17       17,455  

Biogen, Inc.
3.625%, 9/15/22

     92       96,313  

4.05%, 9/15/25

     90       95,600  

5.20%, 9/15/45

     100       114,688  

 

14    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

BRF SA
4.75%, 5/22/24(a)

   $ 200     $ 205,310  

Bunge Ltd. Finance Corp.
3.50%, 11/24/20

     174       178,409  

Cardinal Health, Inc.
3.079%, 6/15/24

     190       188,805  

Celgene Corp.
3.625%, 5/15/24

     110       113,472  

5.00%, 8/15/45

     230       253,370  

Conagra Brands, Inc.
3.20%, 1/25/23

     32       32,571  

Fresenius Medical Care US Finance, Inc.
5.75%, 2/15/21(a)

     70       76,673  

Gilead Sciences, Inc.
1.85%, 9/04/18

     120       120,162  

3.50%, 2/01/25

     40       41,598  

3.65%, 3/01/26

     371       386,230  

4.15%, 3/01/47

     75       77,153  

4.60%, 9/01/35

     140       155,715  

JM Smucker Co. (The)
2.50%, 3/15/20

     42       42,346  

3.00%, 3/15/22

     65       66,025  

Johnson & Johnson
4.50%, 9/01/40

     65       74,319  

Kraft Heinz Foods Co.
3.00%, 6/01/26

     150       144,990  

3.50%, 6/06/22

     215       222,183  

4.375%, 6/01/46

     155       151,486  

Laboratory Corp. of America Holdings
3.20%, 2/01/22

     42       42,975  

3.60%, 2/01/25

     76       77,731  

McKesson Corp.
4.75%, 3/01/21

     140       149,675  

7.50%, 2/15/19

     105       112,076  

Medtronic Global Holdings SCA
1.70%, 3/28/19

     90       89,909  

Medtronic, Inc.
2.50%, 3/15/20

     150       152,025  

3.15%, 3/15/22

     380       391,727  

4.625%, 3/15/45

     70       79,486  

Merck & Co., Inc.
2.75%, 2/10/25

     465       465,395  

3.70%, 2/10/45

     115       116,607  

Mondelez International Holdings Netherlands BV
1.625%, 10/28/19(a)

     200       198,028  

Mylan NV
3.95%, 6/15/26

     44       43,964  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    15


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Mylan, Inc.
4.20%, 11/29/23

   $ 95     $ 99,731  

PepsiCo, Inc.
4.00%, 5/02/47

     110       114,839  

4.875%, 11/01/40

     170       197,492  

Philip Morris International, Inc.
2.00%, 2/21/20

     400       400,316  

4.25%, 11/10/44

     75       78,522  

Reynolds American, Inc.
4.85%, 9/15/23

     40       43,964  

Shire Acquisitions Investments Ireland DAC
2.875%, 9/23/23

     115       113,843  

Sigma Alimentos SA de CV
4.125%, 5/02/26(a)

     200       199,875  

Smithfield Foods, Inc.
3.35%, 2/01/22(a)

     65       65,759  

Stryker Corp.
2.625%, 3/15/21

     193       194,969  

4.10%, 4/01/43

     75       75,554  

Teva Pharmaceutical Finance Netherlands III BV 2.80%, 7/21/23

     90       82,801  

3.15%, 10/01/26

     620       548,657  

Thermo Fisher Scientific, Inc.
2.15%, 12/14/18

     150       150,376  

3.60%, 8/15/21

     120       124,650  

Tyson Foods, Inc.
2.25%, 8/23/21

     75       74,480  

3.95%, 8/15/24

     145       153,119  

4.50%, 6/15/22

     110       118,996  

4.55%, 6/02/47

     75       79,964  

Whirlpool Corp.
3.70%, 3/01/23

     120       124,451  

Wyeth LLC
6.00%, 2/15/36

     180       236,131  

Zimmer Biomet Holdings, Inc.
2.70%, 4/01/20

     190       191,613  
    

 

 

 
       12,620,027  
    

 

 

 

Energy – 8.7%

 

Abu Dhabi Crude Oil Pipeline LLC
4.60%, 11/02/47(a)

     200       204,534  

Anadarko Finance Co.
Series B
7.50%, 5/01/31

     45       57,158  

Anadarko Petroleum Corp.
3.45%, 7/15/24

     35       34,908  

6.20%, 3/15/40

     35       41,640  

 

16    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Andeavor
5.125%, 12/15/26(a)

   $ 140     $ 155,141  

Apache Finance Canada Corp.
7.75%, 12/15/29

     35       45,568  

Boardwalk Pipelines LP
4.95%, 12/15/24

     65       69,381  

BP Capital Markets PLC
2.75%, 5/10/23

     185       186,284  

3.279%, 9/19/27

     200       201,254  

Canadian Natural Resources Ltd.
3.85%, 6/01/27

     75       76,646  

6.50%, 2/15/37

     20       24,551  

Cenovus Energy, Inc.
4.25%, 4/15/27(a)

     150       150,189  

Chevron Corp.
2.954%, 5/16/26

     90       90,171  

ConocoPhillips Co.
3.35%, 5/15/25

     60       61,720  

4.95%, 3/15/26

     135       153,414  

ConocoPhillips Holding Co.
6.95%, 4/15/29

     101       132,232  

Devon Energy Corp.
3.25%, 5/15/22

     195       197,882  

Ecopetrol SA
5.875%, 9/18/23-5/28/45

     102       111,631  

Enbridge Energy Partners LP
4.20%, 9/15/21

     100       105,015  

5.875%, 10/15/25

     60       68,761  

7.375%, 10/15/45

     65       86,231  

Encana Corp.
3.90%, 11/15/21

     70       72,454  

Energy Transfer LP
3.60%, 2/01/23

     125       127,209  

6.05%, 6/01/41

     35       38,056  

Energy Transfer LP/Regency Energy Finance Corp.
4.50%, 11/01/23

     215       225,870  

5.00%, 10/01/22

     55       59,343  

Enterprise Products Operating LLC
3.35%, 3/15/23

     105       108,049  

3.70%, 2/15/26

     259       267,412  

3.75%, 2/15/25

     140       145,758  

4.90%, 5/15/46

     45       49,557  

Halliburton Co.
3.80%, 11/15/25

     250       259,325  

Hess Corp.
4.30%, 4/01/27

     307       308,992  

7.875%, 10/01/29

     23       28,565  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Husky Energy, Inc.
4.00%, 4/15/24

   $ 65     $ 67,382  

Kerr-McGee Corp.
6.95%, 7/01/24

     50       59,426  

Kinder Morgan Energy Partners LP
4.25%, 9/01/24

     200       209,430  

5.30%, 9/15/20

     55       59,289  

6.375%, 3/01/41

     40       46,183  

Kinder Morgan, Inc./DE
5.05%, 2/15/46

     175       181,034  

Marathon Oil Corp.
6.80%, 3/15/32

     61       72,129  

Marathon Petroleum Corp.
5.85%, 12/15/45

     41       46,460  

MPLX LP
4.875%, 12/01/24

     60       65,326  

Noble Energy, Inc.
3.85%, 1/15/28

     115       115,532  

3.90%, 11/15/24

     172       177,086  

4.15%, 12/15/21

     65       68,513  

Occidental Petroleum Corp.
3.40%, 4/15/26

     125       128,376  

4.40%, 4/15/46

     80       86,560  

ONEOK Partners LP
3.375%, 10/01/22

     55       55,918  

4.90%, 3/15/25

     30       32,482  

Phillips 66
4.875%, 11/15/44

     72       80,136  

Plains All American Pipeline LP/PAA Finance Corp. 3.60%, 11/01/24

     90       88,309  

3.85%, 10/15/23

     170       170,569  

4.65%, 10/15/25

     90       93,266  

Sabine Pass Liquefaction LLC
4.20%, 3/15/28

     90       91,704  

5.00%, 3/15/27

     135       145,102  

Shell International Finance BV
4.00%, 5/10/46

     85       86,934  

4.375%, 5/11/45

     80       86,791  

Spectra Energy Partners LP
2.95%, 9/25/18

     77       77,655  

3.50%, 3/15/25

     110       111,727  

4.50%, 3/15/45

     50       51,493  

4.60%, 6/15/21

     75       79,745  

Suncor Energy, Inc.
6.50%, 6/15/38

     92       122,550  

 

18    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Sunoco Logistics Partners Operations LP
3.90%, 7/15/26

   $ 100     $ 99,452  

5.40%, 10/01/47

     80       81,106  

Valero Energy Corp.
3.40%, 9/15/26

     110       109,657  

6.625%, 6/15/37

     46       59,139  

Williams Partners LP
3.60%, 3/15/22

     200       206,436  

3.90%, 1/15/25

     109       111,968  

5.80%, 11/15/43

     75       87,131  
    

 

 

 
       7,456,897  
    

 

 

 

Services – 2.8%

 

Amazon.com, Inc.
2.50%, 11/29/22

     150       150,868  

3.875%, 8/22/37(a)

     85       88,342  

4.80%, 12/05/34

     135       155,519  

eBay, Inc.
3.60%, 6/05/27

     310       310,012  

Expedia, Inc.
3.80%, 2/15/28(a)

     140       136,237  

Moody’s Corp.
2.75%, 7/15/19

     229       231,512  

4.875%, 2/15/24

     100       110,334  

Priceline Group, Inc. (The)
3.60%, 6/01/26

     190       193,790  

S&P Global, Inc.
4.00%, 6/15/25

     140       147,892  

4.40%, 2/15/26

     244       263,513  

Total System Services, Inc.
2.375%, 6/01/18

     105       105,266  

3.80%, 4/01/21

     66       68,338  

Verisk Analytics, Inc.
5.50%, 6/15/45

     60       68,332  

Visa, Inc.
2.80%, 12/14/22

     300       305,754  

4.15%, 12/14/35

     70       76,403  
    

 

 

 
       2,412,112  
    

 

 

 

Technology – 7.6%

 

Activision Blizzard, Inc.
2.60%, 6/15/22

     139       138,709  

Agilent Technologies, Inc.
3.875%, 7/15/23

     180       187,510  

Alphabet, Inc.
1.998%, 8/15/26

     200       187,970  

Analog Devices, Inc.
3.50%, 12/05/26

     125       126,753  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Apple, Inc.
2.45%, 8/04/26

   $ 155     $ 149,649  

2.85%, 5/06/21

     185       189,592  

3.45%, 2/09/45

     360       341,431  

3.85%, 8/04/46

     75       75,861  

Applied Materials, Inc.
4.35%, 4/01/47

     70       76,632  

Baidu, Inc.
2.875%, 7/06/22

     200       200,610  

Broadcom Corp./Broadcom Cayman Finance Ltd. 3.625%, 1/15/24(a)

     284       293,241  

3.875%, 1/15/27(a)

     201       206,817  

Cisco Systems, Inc.
5.50%, 1/15/40

     60       76,936  

5.90%, 2/15/39

     45       59,835  

Dell International LLC/EMC Corp.
5.45%, 6/15/23(a)

     120       131,736  

6.02%, 6/15/26(a)

     160       178,621  

DXC Technology Co.
2.875%, 3/27/20

     104       105,160  

Fidelity National Information Services, Inc.
3.875%, 6/05/24

     19       19,845  

5.00%, 10/15/25

     2       2,222  

Hewlett Packard Enterprise Co.
2.10%, 10/04/19(a)

     138       137,859  

6.35%, 10/15/45

     50       53,251  

HP, Inc.
3.75%, 12/01/20

     14       14,574  

4.30%, 6/01/21

     80       84,708  

4.375%, 9/15/21

     25       26,594  

4.65%, 12/09/21

     89       96,004  

Intel Corp.
4.90%, 7/29/45

     180       214,196  

International Business Machines Corp.
2.25%, 2/19/21

     150       150,745  

3.45%, 2/19/26

     150       154,987  

4.00%, 6/20/42

     80       82,125  

Juniper Networks, Inc.
4.35%, 6/15/25

     50       52,285  

4.50%, 3/15/24

     120       127,174  

KLA-Tencor Corp.
4.65%, 11/01/24

     215       234,283  

Lam Research Corp.
2.75%, 3/15/20

     115       116,576  

Microsoft Corp.
3.45%, 8/08/36

     420       426,472  

3.70%, 8/08/46

     270       271,466  

 

20    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

NVIDIA Corp.
2.20%, 9/16/21

   $ 150     $ 149,435  

Oracle Corp.
3.875%, 7/15/20

     250       263,075  

3.90%, 5/15/35

     255       268,008  

4.50%, 7/08/44

     140       156,129  

QUALCOMM, Inc.
2.25%, 5/20/20

     150       150,892  

2.60%, 1/30/23

     190       189,447  

4.30%, 5/20/47

     61       61,634  

Seagate HDD Cayman
4.75%, 1/01/25

     38       37,708  

4.875%, 3/01/24(a)

     25       25,275  

Texas Instruments, Inc.
1.75%, 5/01/20

     115       114,442  

VMware, Inc.
2.95%, 8/21/22

     60       60,194  

Xerox Corp.
2.80%, 5/15/20

     95       95,662  
    

 

 

 
       6,564,330  
    

 

 

 

Transportation - Railroads – 0.2%

 

Burlington Northern Santa Fe LLC
4.55%, 9/01/44

     85       95,591  

Union Pacific Corp.
4.00%, 4/15/47

     110       115,408  
    

 

 

 
       210,999  
    

 

 

 

Transportation - Services – 0.6%

 

Aviation Capital Group LLC
3.50%, 11/01/27(a)

     205       202,395  

ERAC USA Finance LLC
3.85%, 11/15/24(a)

     145       150,517  

Ryder System, Inc.
2.50%, 9/01/22

     150       148,650  
    

 

 

 
       501,562  
    

 

 

 
       47,530,320  
    

 

 

 

Financial Institutions – 31.6%

 

Banking – 23.4%

 

American Express Credit Corp.
2.70%, 3/03/22

     270       272,722  

Series G

2.25%, 8/15/19

     180       181,030  

Banco Santander SA
3.50%, 4/11/22

     200       204,678  

4.25%, 4/11/27

     200       207,288  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Bank of America Corp.
2.881%, 4/24/23

   $ 110     $ 110,375  

3.824%, 1/20/28

     255       262,714  

3.875%, 8/01/25

     125       131,186  

4.00%, 1/22/25

     615       636,857  

4.10%, 7/24/23

     400       424,972  

4.20%, 8/26/24

     125       131,909  

Series G

3.593%, 7/21/28

     200       202,212  

Bank One Michigan
8.25%, 11/01/24

     160       206,064  

Barclays PLC
3.65%, 3/16/25

     400       402,140  

BB&T Corp.
5.25%, 11/01/19

     275       291,805  

Capital One Bank USA, NA
3.375%, 2/15/23

     275       279,694  

Capital One Financial Corp.
3.30%, 10/30/24

     130       130,194  

3.75%, 3/09/27

     200       202,354  

Citigroup, Inc.
2.65%, 10/26/20

     115       115,981  

3.668%, 7/24/28

     190       192,231  

3.70%, 1/12/26

     285       293,769  

3.875%, 3/26/25

     190       194,748  

3.887%, 1/10/28

     435       448,411  

4.40%, 6/10/25

     280       295,982  

Citizens Bank NA/Providence RI
2.25%, 3/02/20

     250       250,300  

Compass Bank
5.50%, 4/01/20

     110       116,606  

Cooperatieve Rabobank UA
4.375%, 8/04/25

     500       529,410  

11.00%, 6/30/19(a)(b)

     130       147,594  

Credit Suisse Group AG
4.282%, 1/09/28(a)

     250       260,700  

Deutsche Bank AG
Series G
3.375%, 5/12/21

     61       62,030  

Discover Bank
3.10%, 6/04/20

     250       254,995  

Discover Financial Services
4.10%, 2/09/27

     115       117,859  

Fifth Third Bancorp
3.50%, 3/15/22

     31       32,084  

 

22    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Goldman Sachs Group, Inc. (The)
2.905%, 7/24/23

   $ 165     $ 164,513  

3.75%, 5/22/25-2/25/26

     490       503,114  

3.85%, 7/08/24-1/26/27

     465       482,492  

4.25%, 10/21/25

     325       339,310  

5.95%, 1/15/27

     40       46,857  

HSBC Holdings PLC
3.90%, 5/25/26

     400       418,208  

4.041%, 3/13/28

     200       209,506  

4.375%, 11/23/26

     200       209,654  

4.875%, 1/14/22

     105       114,420  

HSBC USA, Inc.
2.75%, 8/07/20

     100       101,592  

Huntington National Bank (The)
2.00%, 6/30/18

     300       300,477  

ING Groep NV
3.15%, 3/29/22

     200       204,010  

3.95%, 3/29/27

     200       209,690  

Intesa Sanpaolo SpA
3.125%, 7/14/22(a)

     250       250,743  

JPMorgan Chase & Co.
3.125%, 1/23/25

     640       643,661  

3.22%, 3/01/25

     300       303,138  

3.54%, 5/01/28

     225       227,536  

3.782%, 2/01/28

     346       356,280  

3.875%, 9/10/24

     160       166,814  

KeyBank NA/Cleveland OH
3.40%, 5/20/26

     250       249,475  

Lloyds Banking Group PLC
4.582%, 12/10/25

     200       210,972  

Manufacturers & Traders Trust Co.
3.40%, 8/17/27

     250       251,647  

Mitsubishi UFJ Financial Group, Inc.
3.85%, 3/01/26

     200       208,190  

Morgan Stanley
3.625%, 1/20/27

     415       422,549  

Series F

3.875%, 4/29/24

     55       57,679  

Series G

3.75%, 2/25/23

     144       150,584  

4.00%, 7/23/25

     103       108,466  

4.35%, 9/08/26

     280       293,678  

5.50%, 7/24/20

     395       428,271  

Nationwide Building Society
4.125%, 10/18/32(a)

     250       250,015  

People’s United Financial, Inc.
3.65%, 12/06/22

     83       85,411  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

PNC Bank NA
2.95%, 1/30/23

   $ 250     $ 253,372  

Royal Bank of Scotland Group PLC
3.498%, 5/15/23

     200       201,684  

Santander Holdings USA, Inc.
2.65%, 4/17/20

     200       201,206  

4.40%, 7/13/27(a)

     280       288,425  

Standard Chartered PLC
5.70%, 1/25/22(a)

     200       217,886  

State Street Corp.
4.956%, 3/15/18

     240       242,678  

Sumitomo Mitsui Financial Group, Inc.
3.352%, 10/18/27

     410       411,086  

Sumitomo Mitsui Trust Bank Ltd.
2.05%, 3/06/19(a)

     200       200,042  

SunTrust Bank/Atlanta GA
3.30%, 5/15/26

     200       198,178  

7.25%, 3/15/18

     145       147,894  

UBS Group Funding Switzerland AG
4.125%, 9/24/25(a)

     405       426,996  

UniCredit SpA
4.625%, 4/12/27(a)

     200       212,334  

US Bancorp
Series J
5.30%, 4/15/27(b)

     27       29,622  

Wells Fargo & Co.
3.00%, 10/23/26

     1,100       1,076,317  

3.069%, 1/24/23

     199       201,597  

3.30%, 9/09/24

     200       203,342  

Zions Bancorporation
4.50%, 6/13/23

     13       13,688  
    

 

 

 
       20,086,193  
    

 

 

 

Finance – 0.6%

 

GE Capital International Funding Co. Unlimited Co.
4.418%, 11/15/35

     200       214,258  

International Lease Finance Corp.
6.25%, 5/15/19

     90       95,447  

Peachtree Corners Funding Trust
3.976%, 2/15/25(a)

     110       112,534  

Synchrony Financial
2.70%, 2/03/20

     110       110,936  
    

 

 

 
       533,175  
    

 

 

 

Insurance – 4.3%

 

ACE Capital Trust II
9.70%, 4/01/30

     100       150,960  

 

24    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Allstate Corp. (The)
6.50%, 5/15/57

   $ 84     $ 101,008  

American International Group, Inc.
8.175%, 5/15/58

     65       88,596  

Anthem, Inc.
3.125%, 5/15/22

     110       112,170  

7.00%, 2/15/19

     255       270,866  

Aon Corp.
8.205%, 1/01/27

     100       131,263  

Aon PLC
4.60%, 6/14/44

     70       76,053  

Cigna Corp.
4.00%, 2/15/22

     175       184,510  

7.875%, 5/15/27

     53       72,033  

Cloverie PLC for Swiss Re Corporate Solutions Ltd.
4.50%, 9/11/44(a)

     200       206,424  

Guardian Life Insurance Co. of America (The)
7.375%, 9/30/39(a)

     63       90,238  

Hartford Financial Services Group, Inc. (The)
5.50%, 3/30/20

     100       107,624  

6.10%, 10/01/41

     45       58,684  

Jackson National Life Global Funding
2.50%, 6/27/22(a)

     190       189,521  

Lincoln National Corp.

    

4.85%, 6/24/21

     200       215,434  

8.75%, 7/01/19

     26       28,757  

MetLife Capital Trust IV
7.875%, 12/15/37(a)

     150       201,764  

Nationwide Mutual Insurance Co.
9.375%, 8/15/39(a)

     55       91,920  

Progressive Corp. (The)
4.125%, 4/15/47

     150       158,307  

Prudential Financial, Inc.
4.50%, 11/15/20

     169       180,183  

5.375%, 5/15/45

     140       150,833  

Series B

5.75%, 7/15/33

     135       164,321  

Reliance Standard Life Global Funding II
2.50%, 4/24/19(a)

     140       141,160  

Swiss Re America Holding Corp.
7.00%, 2/15/26

     90       110,245  

UnitedHealth Group, Inc.
3.75%, 7/15/25

     180       190,571  

3.875%, 10/15/20

     170       178,231  
    

 

 

 
       3,651,676  
    

 

 

 

 

abfunds.com   AB CORPORATE INCOME SHARES     |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

REITS – 3.3%

 

Alexandria Real Estate Equities, Inc.
3.90%, 6/15/23

   $ 100     $ 103,737  

Brixmor Operating Partnership LP
3.65%, 6/15/24

     150       149,250  

DDR Corp.
3.90%, 8/15/24

     150       151,040  

EPR Properties
4.50%, 4/01/25

     20       20,588  

5.25%, 7/15/23

     175       187,406  

Essex Portfolio LP
3.25%, 5/01/23

     56       56,856  

3.375%, 1/15/23

     125       127,521  

HCP, Inc.
3.875%, 8/15/24

     150       154,143  

Healthcare Trust of America Holdings LP
2.95%, 7/01/22

     190       191,161  

Hospitality Properties Trust
3.95%, 1/15/28

     114       111,866  

4.65%, 3/15/24

     124       130,728  

Mid-America Apartments LP
3.75%, 6/15/24

     115       118,249  

Omega Healthcare Investors, Inc.
4.50%, 1/15/25

     108       110,017  

Realty Income Corp.
3.00%, 1/15/27

     50       47,812  

5.75%, 1/15/21

     210       229,125  

Spirit Realty LP
4.45%, 9/15/26

     65       64,607  

VEREIT Operating Partnership LP
3.00%, 2/06/19

     60       60,503  

Vornado Realty LP
5.00%, 1/15/22

     215       232,196  

Washington Real Estate Investment Trust
4.95%, 10/01/20

     140       147,592  

Welltower, Inc.
4.00%, 6/01/25

     225       233,856  

4.25%, 4/01/26

     95       100,083  

Weyerhaeuser Co.
4.625%, 9/15/23

     120       130,843  
    

 

 

 
       2,859,179  
    

 

 

 
       27,130,223  
    

 

 

 

Utility – 6.7%

 

Electric – 6.1%

 

AEP Transmission Co. LLC
3.75%, 12/01/47(a)

     80       80,873  

 

26    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Berkshire Hathaway Energy Co.
4.50%, 2/01/45

   $ 70     $ 76,974  

6.125%, 4/01/36

     150       196,171  

Cerro del Aguila SA
4.125%, 8/16/27(a)

     200       199,616  

CMS Energy Corp.
6.25%, 2/01/20

     165       178,824  

Consolidated Edison Co. of New York, Inc.
4.45%, 6/15/20

     100       106,194  

Series 12-A

4.20%, 3/15/42

     70       75,201  

Consolidated Edison, Inc.
2.00%, 5/15/21

     103       101,907  

Dominion Energy, Inc.
2.579%, 7/01/20

     185       186,136  

3.90%, 10/01/25

     110       115,238  

4.70%, 12/01/44

     135       149,348  

Series A

1.875%, 1/15/19

     150       149,610  

DTE Electric Co.
3.70%, 3/15/45

     75       75,510  

Duke Energy Corp.
3.75%, 9/01/46

     120       117,044  

3.95%, 8/15/47

     80       80,430  

Duke Energy Progress LLC
3.00%, 9/15/21

     300       308,208  

Enel Americas SA
4.00%, 10/25/26

     53       53,928  

Enel Finance International NV
2.875%, 5/25/22(a)

     200       201,022  

Enel Generacion Chile SA
4.25%, 4/15/24

     33       34,527  

Entergy Corp.
4.00%, 7/15/22

     153       161,883  

Exelon Corp.
5.10%, 6/15/45

     250       289,140  

FirstEnergy Corp.
Series B
3.90%, 7/15/27

     190       193,973  

Florida Power & Light Co.
4.05%, 6/01/42

     70       75,179  

Georgia Power Co.
2.00%, 3/30/20

     150       150,081  

ITC Holdings Corp.
3.25%, 6/30/26

     195       194,277  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    27


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

NTPC Ltd.
Series E
4.75%, 10/03/22(a)

   $ 200     $ 215,790  

Oklahoma Gas & Electric Co.
3.85%, 8/15/47

     63       64,101  

Oncor Electric Delivery Co. LLC
3.80%, 9/30/47(a)

     80       81,836  

Pacific Gas & Electric Co.
3.25%, 9/15/21

     217       222,434  

PacifiCorp
6.00%, 1/15/39

     70       93,397  

PECO Energy Co.
3.70%, 9/15/47

     80       80,839  

PPL Capital Funding, Inc.
4.00%, 9/15/47

     80       80,966  

PSEG Power LLC
3.00%, 6/15/21

     160       162,410  

Public Service Enterprise Group, Inc.
1.60%, 11/15/19

     150       148,402  

Southern Co. (The)
1.85%, 7/01/19

     185       184,715  

Southern Power Co.
4.15%, 12/01/25

     167       176,344  

Southwestern Public Service Co.
3.70%, 8/15/47

     75       75,074  

Virginia Electric & Power Co.
Series B
3.80%, 9/15/47

     80       81,191  
    

 

 

 
       5,218,793  
    

 

 

 

Natural Gas – 0.5%

    

CenterPoint Energy Resources Corp.
4.10%, 9/01/47

     75       77,006  

GNL Quintero SA
4.634%, 7/31/29(a)

     200       208,256  

NiSource Finance Corp.
5.65%, 2/01/45

     60       74,431  

6.80%, 1/15/19

     16       16,842  

Southern Co. Gas Capital Corp.
5.25%, 8/15/19

     105       110,394  
    

 

 

 
       486,929  
    

 

 

 

Other Utility – 0.1%

    

American Water Capital Corp.
3.75%, 9/01/47

     80       80,390  
    

 

 

 
       5,786,112  
    

 

 

 

Total Corporates – Investment Grade
(cost $78,923,622)

       80,446,655  
    

 

 

 

 

28    |    AB CORPORATE INCOME SHARES   abfunds.com


PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

  

 

 

   

 

 

 

QUASI-SOVEREIGNS – 1.4%

    

Quasi-Sovereign Bonds – 1.4%

    

Chile – 0.2%

    

Corp. Nacional del Cobre de Chile
3.625%, 8/01/27(a)

   $ 200     $ 201,252  
    

 

 

 

China – 0.2%

 

Sinopec Group Overseas Development 2017 Ltd.
2.50%, 9/13/22(a)

     200       197,278  
    

 

 

 

Mexico – 0.7%

    

Petroleos Mexicanos
3.50%, 1/30/23

     295       288,009  

4.875%, 1/24/22

     95       98,800  

5.375%, 3/13/22(a)

     49       51,984  

5.625%, 1/23/46

     125       113,331  

6.75%, 9/21/47

     14       14,430  
    

 

 

 
       566,554  
    

 

 

 

Panama – 0.3%

    

Aeropuerto Internacional de Tocumen SA
5.625%, 5/18/36(a)

     200       215,250  
    

 

 

 

Total Quasi-Sovereigns
(cost $1,144,317)

       1,180,334  
    

 

 

 
    

GOVERNMENTS – TREASURIES – 0.7%

    

United States – 0.7%

    

U.S. Treasury Bonds
2.50%, 5/15/46

     70       64,859  

U.S. Treasury Notes
1.375%, 2/29/20

     555       551,358  
    

 

 

 

Total Governments – Treasuries
(cost $619,072)

       616,217  
    

 

 

 
    

CORPORATES – NON-INVESTMENT GRADE – 0.4%

    

Industrial – 0.2%

    

Energy – 0.2%

    

Diamond Offshore Drilling, Inc.
4.875%, 11/01/43

     90       67,725  

Nabors Industries, Inc.
5.50%, 1/15/23

     153       146,962  
    

 

 

 
       214,687  
    

 

 

 

Financial Institutions – 0.2%

    

Banking – 0.1%

    

Standard Chartered PLC
2.888% (LIBOR 3 Month + 1.51%), 1/30/27(a)(b)(c)

     100       86,807  
    

 

 

 

 

abfunds.com   AB CORPORATE INCOME SHARES     |    29


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Finance – 0.1%

    

Navient Corp.
4.875%, 6/17/19

   $ 46     $ 47,290  
    

 

 

 
       134,097  
    

 

 

 

Total Corporates – Non-Investment Grade
(cost $380,837)

       348,784  
    

 

 

 
    

GOVERNMENTS – SOVEREIGN BONDS – 0.4%

    

Mexico – 0.4%

    

Mexico Government International Bond

    

4.60%, 1/23/46

     200       195,000  

4.75%, 3/08/44

     150       149,550  
    

 

 

 

Total Governments – Sovereign Bonds
(cost $321,885)

       344,550  
    

 

 

 
    

SHORT-TERM INVESTMENTS – 4.1%

    

Time Deposit – 4.1%

    

State Street Bank & Trust Co.
0.12%, 11/01/17
(cost $3,575,772)

     3,576       3,575,772  
    

 

 

 

Total Investments – 100.6%
(cost $84,965,505)

       86,512,312  

Other assets less liabilities – (0.6)%

       (555,377
    

 

 

 

Net Assets – 100.0%

     $ 85,956,935  
    

 

 

 

FUTURES (see Note C)

 

Description   Number of
Contracts
    Expiration
Month
    Notional
(000)
    Original
Value
    Value at
October 31,
2017
    Unrealized
Appreciation/
(Depreciation)
 

Purchased Contracts

 

U.S. Long Bond (CBT) Futures

    10       December 2017     USD 1,000     $   1,543,609     $   1,524,688     $     (18,921

U.S. Ultra Bond (CBT) Futures

    1       December 2017     USD 100       165,002       164,782       (220

Sold Contracts

 

         

U.S. T-Note 5 Yr (CBT) Futures

    15       December 2017     USD 1,500       1,772,817       1,757,813       15,004  

U.S. T-Note 10 Yr (CBT) Futures

    11       December 2017     USD  1,100       1,390,923       1,374,313       16,610  
           

 

 

 
            $ 12,473  
           

 

 

 

 

30    |    AB CORPORATE INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note C)

 

Description   Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
October 31,
2017
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation/
(Depreciation)

Sale Contracts

CDX-NAIG Series 28, 5 Year Index, 6/20/22*

    1.00     Quarterly       0.51     USD 4,200       $  96,350       $  66,068     $    30,282

 

* Termination date

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

          Rate Type          

Notional
Amount (000)

  Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/Received
  Unrealized
Appreciation/
(Depreciation)
 

USD  1,710

    11/16/18     3 Month LIBOR   1.235%   Quarterly/ Semi-Annual   $ (2,582)  

USD  1,170

    9/09/21     1.132%   3 Month LIBOR   Semi-Annual/ Quarterly     38,707  

USD  1,070

    3/27/22     2.058%   3 Month LIBOR   Semi-Annual/ Quarterly     (937)  

USD       60

    11/04/44     3 Month LIBOR   3.049%   Quarterly/ Semi-Annual     5,909  

USD       60

    5/05/45     3 Month LIBOR   2.562%   Quarterly/ Semi-Annual     (189)  

USD       60

    6/02/46     3 Month LIBOR   2.186%   Quarterly/ Semi-Annual     (5,159)  

USD     690

    7/15/46     3 Month LIBOR   1.783%   Quarterly/ Semi-Annual     (120,072)  

USD     270

    9/02/46     3 Month LIBOR   1.736%   Quarterly/ Semi-Annual     (50,958)  

USD       50

    11/02/46     3 Month LIBOR   2.086%   Quarterly/ Semi-Annual     (5,409)  
         

 

 

 
            $    (140,690)  
         

 

 

 

 

abfunds.com   AB CORPORATE INCOME SHARES     |    31


 

PORTFOLIO OF INVESTMENTS (continued)

 

CREDIT DEFAULT SWAPS (see Note C)

 

Swap
Counterparty
& Referenced
Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
  Implied
Credit
Spread at
October 31,
2017
    Notional
Amount
(000)
    Market
Value
  Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Sale Contracts

         

Credit Suisse International

   

Kohl’s Corp., 6.250%, 12/15/17, 6/20/19*

    1.00   Quarterly     0.29     USD     34     $    413   $      (150)    $     563  

 

* Termination date

INTEREST RATE SWAPS (see Note C)

 

       

Rate Type

         

Notional
Amount (000)

  Termination
Date
  Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/Received
  Unrealized
Appreciation/
(Depreciation)
 

USD    600

  6/10/43   3 Month LIBOR   3.191%   Quarterly/ Semi-Annual   $     77,868  

 

(a) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2017, the aggregate market value of these securities amounted to $10,457,320 or 12.2% of net assets.

 

(b) Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date.

 

(c) Floating Rate Security. Stated interest/floor rate was in effect at October 31, 2017.

Glossary:

CBT – Chicago Board of Trade

CDX-NAIG – North American Investment Grade Credit Default Swap Index

LIBOR – London Interbank Offered Rates

REIT – Real Estate Investment Trust

See notes to financial statements.

 

32    |    AB CORPORATE INCOME SHARES   abfunds.com


 

STATEMENT OF ASSETS & LIABILITIES

October 31, 2017 (unaudited)

 

Assets   

Investments in securities, at value (cost $84,965,505)

   $ 86,512,312  

Cash collateral due from broker

     130,868  

Interest receivable

     809,852  

Receivable for investment securities sold

     251,482  

Unrealized appreciation on interest rate swaps

     77,868  

Receivable for variation margin on futures

     15,887  

Receivable for shares of beneficial interest sold

     10,306  

Receivable for variation margin on exchange traded swaps

     2,197  

Receivable due from Adviser

     792  

Unrealized appreciation on credit default swaps

     563  
  

 

 

 

Total assets

     87,812,127  
  

 

 

 
Liabilities  

Payable for investment securities purchased

     1,555,403  

Dividends payable

     235,435  

Payable for shares of beneficial interest redeemed

     64,204  

Upfront premiums received on credit default swaps

     150  
  

 

 

 

Total liabilities

     1,855,192  
  

 

 

 

Net Assets

   $ 85,956,935  
  

 

 

 
Composition of Net Assets  

Shares of beneficial interest, at par

   $ 76  

Additional paid-in capital

     84,472,932  

Undistributed net investment income

     21,295  

Accumulated net realized loss on investment transactions

     (64,671

Net unrealized appreciation on investments

     1,527,303  
  

 

 

 
   $     85,956,935  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 7,612,748 common shares outstanding)

   $ 11.29  
  

 

 

 

See notes to financial statements.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    33


 

STATEMENT OF OPERATIONS

Six Months Ended October 31, 2017 (unaudited)

 

Investment Income      

Interest

   $     1,306,138     

Other income

     1,500     
  

 

 

    

Total investment income

      $     1,307,638  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain on:

     

Investment transactions

        377,561  

Futures

        13,697  

Swaps

        95,366  

Net change in unrealized appreciation/depreciation of:

     

Investments

        588,111  

Futures

        12,473  

Swaps

        (54,144
     

 

 

 

Net gain on investment transactions

        1,033,064  
     

 

 

 

Net Increase in Net Assets from Operations

      $ 2,340,702  
     

 

 

 

See notes to financial statements.

 

34    |    AB CORPORATE INCOME SHARES   abfunds.com


 

STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months
Ended
October 31,
2017
(unaudited)
    Year Ended
April 30,
2017
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 1,307,638     $ 2,124,138  

Net realized gain on investment transactions

     486,624       762,648  

Net change in unrealized appreciation/depreciation of investments

     546,440       (879,041
  

 

 

   

 

 

 

Net increase in net assets from operations

     2,340,702       2,007,745  
Dividends to Shareholders from     

Net investment income

     (1,331,437     (2,162,623
Transactions in Shares of Beneficial Interest     

Net increase

     10,756,952       11,003,203  
  

 

 

   

 

 

 

Total increase

     11,766,217       10,848,325  
Net Assets     

Beginning of period

     74,190,718       63,342,393  
  

 

 

   

 

 

 

End of period (including undistributed net investment income of $21,295 and $45,094, respectively)

   $     85,956,935     $     74,190,718  
  

 

 

   

 

 

 

See notes to financial statements.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    35


 

NOTES TO FINANCIAL STATEMENTS

October 31, 2017 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Corporate Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over

 

abfunds.com   AB CORPORATE INCOME SHARES     |    36


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

37    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, 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)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3. In addition, non-agency rated investments are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate

 

abfunds.com   AB CORPORATE INCOME SHARES     |    38


issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2017:

 

Investments in Securities:

   Level 1     Level 2     Level 3     Total  

Assets:

        

Corporates—Investment Grade

   $ – 0  –    $ 80,446,655     $ – 0  –    $ 80,446,655  

Quasi-Sovereigns

     – 0  –      1,180,334       – 0  –      1,180,334  

Governments—Treasuries

     – 0  –      616,217       – 0  –      616,217  

Corporates—Non-Investment Grade

     – 0  –      348,784       – 0  –      348,784  

Governments—Sovereign Bonds

     – 0  –      344,550       – 0  –      344,550  

Short-Term Investments

     – 0  –      3,575,772       – 0  –      3,575,772  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

     – 0  –      86,512,312       – 0  –      86,512,312  

Other Financial Instruments(a):

        

Assets:

 

Futures

     31,614       – 0  –      – 0  –      31,614 (b) 

Centrally Cleared Credit Default Swaps

     – 0  –      96,350       – 0  –      96,350 (b) 

Centrally Cleared Interest Rate Swaps

     – 0  –      44,616       – 0  –      44,616 (b) 

Credit Default Swaps

     – 0  –      413       – 0  –      413  

Interest Rate Swaps

     – 0  –      77,868       – 0  –      77,868  

Liabilities:

 

Futures

     (19,141     – 0  –      – 0  –      (19,141 )(b) 

Centrally Cleared Interest Rate Swaps

     – 0  –      (185,306     – 0  –      (185,306 )(b) 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total(c)

   $   12,473     $   86,546,253     $   – 0  –    $   86,558,726  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(a) 

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/depreciation on the instrument. Other financial instruments may also include swaps with upfront premiums which are valued at market value.

 

(b) 

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) of exchange-traded derivatives as reported in the portfolio of investments. Exchange-traded swaps with upfront premiums are presented here as market value.

 

(c) 

There were no transfers between any levels during the reporting period.

The Fund recognizes all transfers between levels of the fair value hierarchy assuming the financial instruments were transferred at the beginning of the reporting period.

The Adviser established the Committee to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for

 

abfunds.com   AB CORPORATE INCOME SHARES     |    39


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”) and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments and processes at vendors, 2) daily comparison of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accrete discounts as adjustments to interest income.

 

40    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2017 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)

   $     32,431,491      $     15,697,866  

U.S. government securities

     732,445        6,531,436  

 

abfunds.com   AB CORPORATE INCOME SHARES     |    41


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

 

Gross unrealized appreciation

   $     1,940,861  

Gross unrealized depreciation

     (413,558
  

 

 

 

Net unrealized appreciation

   $     1,527,303  
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Futures

The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bear the market risk that arises from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon for non-hedging purposes as a means of making direct investment in foreign currencies, as described below under “Currency Transactions”.

At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

 

42    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of futures can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.

During the six months ended October 31, 2017, the Fund held futures for hedging purposes.

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in

 

abfunds.com   AB CORPORATE INCOME SHARES     |    43


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund hold fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest

 

44    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the six months ended October 31, 2017, the Fund held interest rate swaps for hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation.

In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty. As of October 31, 2017, the Fund did not have Buy Contracts outstanding with respect to the same referenced obligations and same counterparty for its Sale Contracts outstanding.

Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the

 

abfunds.com   AB CORPORATE INCOME SHARES     |    45


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the six months ended October 31, 2017, the Fund held credit default swaps for non-hedging purposes.

The Fund typically enter into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. For additional details, please refer to netting arrangements by the OTC counterparty table below.

 

46    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

During the six months ended October 31, 2017, the Fund had entered into the following derivatives:

 

    

Asset Derivatives

   

Liability Derivatives

 

Derivative Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

  Receivable/Payable for variation margin on futures   $ 31,614   Receivable/Payable for variation margin on futures   $ 19,141

Credit contracts

  Receivable/Payable for variation margin on exchange traded swaps     30,282    

Interest rate contracts

  Receivable/Payable for variation margin on exchange traded swaps     44,616   Receivable/Payable for variation margin on exchange traded swaps     185,306

Interest rate contracts

  Unrealized appreciation on interest rate swaps     77,868      

Credit contracts

  Unrealized appreciation on credit default swaps     563      
   

 

 

     

 

 

 

Total

    $ 184,943       $ 204,447  
   

 

 

     

 

 

 

 

* Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative appreciation/(depreciation) of exchange-traded derivatives as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain
or (Loss) on
Derivatives Within
Statement of
Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on futures; Net change in unrealized appreciation/depreciation of futures   $ 13,697     $ 12,473  

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     80,825       (80,033

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     14,541       25,889  
   

 

 

   

 

 

 

Total

    $ 109,063     $ (41,671
   

 

 

   

 

 

 

 

abfunds.com   AB CORPORATE INCOME SHARES     |    47


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represent the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2017:

 

Futures:

  

Average original value of buy contracts

   $ 1,649,984 (a) 

Average original value of sale contracts

   $ 3,413,075 (a) 

Interest Rate Swaps:

  

Average notional amount

   $ 850,000  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 5,658,571  

Credit Default Swaps:

  

Average notional amount of sale contracts

   $ 33,934  

Centrally Cleared Credit Default Swaps:

  

Average notional amount of sale contracts

   $ 4,200,000  

 

(a) Positions were open for three months during the period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities. Exchange-traded derivatives are not subject to netting arrangements and as such are excluded from the table.

All OTC derivatives held at period end were subject to netting arrangements. The following table present the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements and net of the related collateral received/pledged by the Fund as of October 31, 2017.

 

Counterparty

  Derivative
Assets
Subject to a MA
    Derivative
Available
for Offset
    Cash
Collateral
Received*
    Security
Collateral
Received*
    Net
Amount of
Derivatives
Assets
 

OTC Derivatives:

 

   

Credit Suisse International

  $ 413     $     – 0  –    $     – 0  –    $     – 0  –    $ 413  

Deutsche Bank AG

    77,868       – 0  –      – 0  –      – 0  –      77,868  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $     78,281     $ – 0  –    $ – 0  –    $ – 0  –    $     78,281^  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

* The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

 

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

 

48    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Six Months Ended
October 31, 2017
(unaudited)
     Year Ended
April 30, 2017
          Six Months Ended
October 31, 2017
(unaudited)
    Year Ended
April 30, 2017
       
  

 

 

   

Shares sold

     1,394,766        2,401,487       $ 15,717,473     $ 26,727,267    

 

  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

Shares redeemed

     (440,828      (1,404,154       (4,960,521     (15,724,064  

 

  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

Net increase

     953,938        997,333       $ 10,756,952     $ 11,003,203    

 

  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

   

NOTE E

Risks Involved in Investing in the Fund

Interest Rate Risk and Credit Risk—Interest rate risk is the risk that changes in interest rates will affect the value of the Fund’s investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund’s investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit rating. Credit risk is greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as “junk bonds”) have speculative elements or are predominantly speculative risks.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-U.S.) RiskInvestments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    49


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Indemnification Risk—In the ordinary course of business, the Fund enter into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $280 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the six months ended October 31, 2017.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2018 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2017 and April 30, 2016 were as follows:

 

     2017      2016  

Distributions paid from:

     

Ordinary income

   $ 2,162,623      $ 2,163,375  
  

 

 

    

 

 

 

Total distributions paid

   $ 2,162,623      $ 2,163,375  
  

 

 

    

 

 

 

As of April 30, 2017, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income

   $ 235,078  

Accumulated capital and other losses

     (494,821 )(a) 

Unrealized appreciation/(depreciation)

     897,874 (b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $ 638,131 (c) 
  

 

 

 

 

(a) On April 30, 2017, the Fund had a capital loss carryforward of $243,618. During the fiscal year, the Fund utilized $461,134 of capital loss carryforwards to offset current year net realized gains. On April 30, 2017, the Fund had a post-October short-term capital loss deferral of $251,203. These losses are deemed to arise on May 1, 2017.

 

(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax deferral of losses on wash sales and the tax treatment of swaps.

 

(c) The difference between book-basis and tax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable.

For tax purposes, net capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses

 

50    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

incurred in taxable years beginning after December 22, 2010 for an indefinite period. These post-December 22, 2010 capital losses must be utilized prior to the earlier capital losses, which are subject to expiration. Post-December 22, 2010 capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered short-term as under previous regulation. As of April 30, 2017, the Fund had a net short-term capital loss carryforward of $243,618 which will expire in 2018.

NOTE H

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (the “ASU”) which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. At this time, management is evaluating the implications of these changes on the financial statements.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    51


 

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

   

Six Months

Ended

October 31,

2017
(unaudited)

    Year Ended April 30,  
      2017     2016     2015     2014     2013  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net asset value, beginning of period

    $11.14       $11.19       $11.36       $11.13       $11.42       $10.83  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .19       .38       .39       .43       .42       .43  

Net realized and unrealized gain (loss) on investment transactions

    .15       (.04     (.16     .22       (.29     .59  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net increase in net asset value from operations

    .34       .34       .23       .65       .13       1.02  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Less: Dividends

           

Dividends from net investment income

    (.19     (.39     (.40     (.42     (.42     (.43
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net asset value, end of period

    $11.29       $11.14       $11.19       $11.36       $11.13       $11.42  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return

           

Total investment return based on net asset value(b)

    3.10     3.08 %*      2.12     5.94 %*      1.31 %*      9.53 %* 

Ratios/Supplemental Data

           

Net assets, end of period (000’s omitted)

    $85,957       $74,191       $63,342       $44,939       $45,989       $42,799  

Ratio to average net assets of:

           

Net investment income

    3.35 %^      3.43     3.60     3.76     3.89     3.79

Portfolio turnover rate

    29     79     59     42     61     89

 

(a) Based on average shares outstanding.

 

(b) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the Fund’s performance for the years ended April 30, 2017, April 30, 2015, April 30, 2014 and April 30, 2013 by 0.01%, 0.01%, 0.05% and 0.03%, respectively.

 

^ Annualized.

See notes to financial statements.

 

52    |    AB CORPORATE INCOME SHARES   abfunds.com


 

BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1) , Chairman

John H. Dobkin(1)(2)

Michael J. Downey(1)

William H. Foulk, Jr.(1)

D. James Guzy(1)(2)

Nancy P. Jacklin(1)

  

Robert M. Keith, President and Chief Executive Officer

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)

OFFICERS

Philip L. Kirstein(3),

Senior Vice President and Independent Compliance Officer

Douglas J. Peebles, Senior

Vice President

Shawn E. Keegan(4) , Vice President

Ashish C. Shah(4) , Vice President

  

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
1345 Avenue of the Americas
New York, NY 10105

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

 

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

5 Times Square

New York, NY 10036

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-Free (800) 221-5672

 

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

2 Messrs. Dobkin and Guzy are expected to retire on or about December 31, 2017.

 

3 Mr. Kirstein is expected to retire on or about December 31, 2017.

 

4 The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Corporate Income Shares Investment Team. Messrs. Shawn E. Keegan and Ashish C. Shah are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    53


Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Corporate Income Shares (the “Fund”) at a meeting held on November 1-3, 2016 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed an independent evaluation prepared by the Company’s Senior Officer (who is also the Company’s Independent Compliance Officer) of the reasonableness of the advisory fee, in which the Senior Officer concluded that the contractual fee (zero) for the Fund was reasonable. The directors also discussed the proposed continuance in private sessions with counsel and the Company’s Senior Officer.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they receive presentations from the Adviser on the investment results of the Fund and review extensive materials and information presented by the Adviser.

 

54    |    AB CORPORATE INCOME SHARES   abfunds.com


The directors also considered all other factors they believed relevant, including the specific matters discussed below. In their deliberations, the directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2014 and 2015 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Company’s Senior Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes. The directors noted that the Fund was not profitable to the Adviser in 2014. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in 2015 was not unreasonable.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    55


Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed information prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an analytical service that is not affiliated with the Adviser, showing the performance of the Fund against a peer universe selected by Broadridge, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended July 31, 2016 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate paid by the Fund to the Adviser (zero) and information provided by Broadridge showing the fees paid by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund

 

56    |    AB CORPORATE INCOME SHARES   abfunds.com


paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by it that have a substantially similar investment style.

Since the Fund does not bear ordinary expenses, the directors did not consider comparative expense information.

Economies of Scale

Since the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero, the directors did not consider the extent to which fee levels in the Advisory Agreement reflect economies of scale. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

abfunds.com   AB CORPORATE INCOME SHARES     |    57


This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

US CORE

Core Opportunities Fund

FlexFee US Thematic Portfolio

Select US Equity Portfolio

US GROWTH

Concentrated Growth Fund

Discovery Growth Fund

FlexFee Large Cap Growth Portfolio

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

US VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund1

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

INTERNATIONAL/ GLOBAL CORE

Global Core Equity Portfolio

International Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund1

Tax-Managed International Portfolio

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

INTERNATIONAL/ GLOBAL GROWTH

Concentrated International Growth Portfolio

International Growth Fund

INTERNATIONAL/ GLOBAL EQUITY (continued)

INTERNATIONAL/ GLOBAL VALUE

Asia ex-Japan Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

FlexFee International Bond Portfolio

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Bond Portfolio

Limited Duration High Income Portfolio

Short Duration Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Credit Long/Short Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

Unconstrained Bond Fund

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio1

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio1

TARGET-DATE

Multi-Manager Select Retirement Allocation Fund

Multi-Manager Select 2010 Fund

Multi-Manager Select 2015 Fund

Multi-Manager Select 2020 Fund

Multi-Manager Select 2025 Fund

Multi-Manager Select 2030 Fund

Multi-Manager Select 2035 Fund

Multi-Manager Select 2040 Fund

Multi-Manager Select 2045 Fund

Multi-Manager Select 2050 Fund

Multi-Manager Select 2055 Fund

CLOSED-END FUNDS

Alliance California Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio1, which serves as the money market fund exchange vehicle for the AB mutual funds. An investment in Government Money Market Portfolio is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1 Prior to January 9, 2017, Relative Value Fund was named Growth & Income Fund; prior to April 17, 2017, Tax-Managed All Market Income Portfolio was named Tax-Managed Balanced Wealth Strategy; prior to April 24, 2017, All Market Total Return Portfolio was named Balanced Wealth Strategy; prior to November 10, 2017, Government Money Market Portfolio was named Government Exchange Reserves.

 

58    |    AB CORPORATE INCOME SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB CORPORATE INCOME SHARES     |    59


 

NOTES

 

 

60    |    AB CORPORATE INCOME SHARES   abfunds.com


LOGO

AB CORPORATE INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

CIS-0152-1017                 LOGO


OCT    10.31.17

LOGO

 

SEMI-ANNUAL REPORT

AB MUNICIPAL INCOME SHARES

 

 

 

LOGO

 

LOGO


 

 

 
Investment Products Offered  

 Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We are pleased to provide this report for AB Municipal Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

As always, AB strives to keep clients ahead of what’s next by:

 

+   

Transforming uncommon insights into uncommon knowledge with a global research scope

 

+   

Navigating markets with seasoned investment experience and sophisticated solutions

 

+   

Providing thoughtful investment insights and actionable ideas

Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.

AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.

For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in the AB Mutual Funds.

Sincerely,

 

LOGO

Robert M. Keith

President and Chief Executive Officer, AB Mutual Funds

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     1


 

SEMI-ANNUAL REPORT

 

December 27, 2017

This report provides management’s discussion of fund performance for AB Municipal Income Shares for the semi-annual reporting period ended October 31, 2017. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The investment objective of the Fund is to earn the highest level of current income, exempt from federal taxation, that is available consistent with what the Adviser considers to be an appropriate level of risk.

NAV RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

     6 Months      12 Months  
AB MUNICIPAL INCOME SHARES      4.57%        3.32%  
Bloomberg Barclays Municipal Bond Index      2.55%        2.19%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays Municipal Bond Index, for the six- and 12-month periods ended October 31, 2017.

The Fund outperformed the benchmark for both periods. The Fund is generally used to provide exposure to lower-related municipal bonds within separately managed account strategies. As such, the Fund is overweight lower-rated (non-investment grade) bonds relative to the benchmark, which is composed of 100% investment-grade bonds. This overweight was beneficial over both periods.

For the six-month period, yield-curve positioning, specifically an overweight to seven-to-10-year and over 10-year duration municipals contributed, relative to the benchmark. Security selection within the local general obligation (“GO”) and state GO sectors contributed, while selections within the industrial development sector detracted.

For the 12-month period, security selection within the local GO sector contributed, while selections within the industrial development and senior living sectors detracted. Yield-curve positioning also detracted from performance.

The Fund utilized derivatives during both periods, for hedging purposes. Interest rate swaps had no material impact on absolute performance for the six-month period, and added for the 12-month period; Inflation swaps were not used for the six-month period, and had no material impact on the 12-month period.

 

2    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


MARKET REVIEW AND INVESTMENT STRATEGY

The relatively strong returns in both equities and corporate bonds over both periods were consistent with a positive economic backdrop; major developed and emerging markets—including China—grew at a decent clip while inflation remained moderate. Municipal bond prices were supported by strong technicals, as supply remained low and an historic number of bonds matured or were called by issuers. Municipals delivered positive absolute returns over both periods. Demand for income, along with limited supply, helped mid-grade and high-yield municipals rally strongly.

The US Federal Reserve (the “Fed”) raised its target for the Federal Funds rate by 75 basis points over the past 12 months. On the horizon, major central banks across the globe are likely to normalize monetary policy, which suggests higher interest rates and the eventual end of nearly a decade of quantitative easing. And, in September, the Fed confirmed it would begin the multiyear process of reducing its $4.2 trillion portfolio of Treasury and mortgage-backed bonds.

At the end of the reporting period, municipal investors were focused on the specter of tax reform and how it could potentially impact the after-tax relative attractiveness of municipal bonds. Ultimately, the final legislation included tax reductions for individuals, but the largest reductions in tax rates were those applicable to corporations. The relatively slight lowering of individual tax rates is not expected to significantly reduce the demand from individual investors for municipal bonds. Whether corporations, primarily insurance companies and banks, will reduce their demand for municipal bonds will be a function of the after-tax yield and the potential tax consequences of selling municipal bonds they currently hold, in order to purchase other bonds that offer more attractive after-tax yields. With the after-tax yield advantage for municipal bonds already low by historical standards, the Fund’s Senior Investment Management Team continues to position the Fund with an underweight to the longest maturity bonds; this potentially reduces the Fund’s exposure to a rise in yields, which could result from reduced investor demand for certain municipal bonds.

The Fund may purchase municipal securities that are insured under policies issued by certain insurance companies. Historically, insured municipal securities typically received a higher credit rating, which meant that the issuer of the securities paid a lower interest rate. As a result of declines in the credit quality and associated downgrades of most fund insurers, insurance has less value than it did in the past. The market now values insured municipal securities primarily based on the credit quality of the issuer of the security with little value given to the insurance feature. In purchasing such insured securities, the Adviser evaluates the risk and return of municipal securities through its own research. If an insurance company’s rating is downgraded or the company becomes insolvent, the prices of municipal securities insured by the insurance company may

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     3


decline. As of October 31, 2017, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity were 3.09% and 0.00%, respectively.

INVESTMENT POLICIES

The Fund pursues its objective by investing principally in high-yielding municipal securities that may be non-investment grade or investment-grade. As a matter of fundamental policy, the Fund invests, under normal circumstances, at least 80% of its net assets in municipal securities that pay interest that is exempt from federal income tax. These securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.

The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.

The Fund may invest without limit in lower-rated securities (“junk bonds”), which may include securities having the lowest rating, and in unrated securities that, in the Adviser’s judgment, would be lower-rated securities if rated. The Fund may invest in fixed-income securities with any maturity or duration. The Fund will seek to increase income for shareholders by investing in longer maturity bonds. Consistent with its objective of seeking a higher level of income, the Fund may experience greater volatility and a higher risk of loss of principal than other municipal funds.

The Fund may also invest in tender option bond transactions (“TOBs”); forward commitments; zero-coupon municipal securities and variable, floating and inverse floating-rate municipal securities; certain types of mortgage-related securities; and derivatives, such as options, futures contracts, forwards and swaps.

The Fund may make short sales of securities or maintain a short position, and may use other investment techniques. The Fund may use leverage for investment purposes to increase income through the use of TOBs and derivative instruments, such as interest rate swaps.

 

4    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Barclays Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays Municipal Bond Index represents the performance of the long-term tax-exempt bond market consisting of investment-grade bonds. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

The Fund may invest in the municipal securities of Puerto Rico or other US territories and their governmental agencies and municipalities, which are exempt from federal, state, and, where applicable, local income taxes. These

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     5


 

DISCLOSURES AND RISKS (continued)

 

municipal securities may have more risks than those of other US issuers of municipal securities. Puerto Rico experienced a significant downturn during the recession. Puerto Rico’s downturn was particularly severe, and Puerto Rico continues to face a very challenging economic and fiscal environment. Municipal securities issued by Puerto Rico issuers have extremely low ratings by the credit rating organizations. More recently Puerto Rico has defaulted on its debt payments, and if the general economic situation in Puerto Rico persists, the volatility and credit quality of Puerto Rican municipal securities will continue to be adversely affected, and the market for such securities may experience continued volatility. In addition, Puerto Rico’s difficulties have resulted in increased volatility in portions of the broader municipal securities market from time to time, and this may recur in the future.

Tax Risk: There is no guarantee that the income on the Fund’s municipal securities will be exempt from regular federal income and state income taxes. Unfavorable legislation, adverse interpretations by federal or state authorities, litigation or noncompliant conduct by the issuer of a municipal security could affect the tax-exempt status of municipal securities. If the Internal Revenue Service or a state authority determines that an issuer of a municipal security has not complied with applicable requirements, interest from the security could become subject to regular federal income tax and/or state personal income tax, possibly retroactively to the date the security was issued, the value of the security could decline significantly, and a portion of the distributions to Fund shareholders could be recharacterized as taxable. Recent federal legislation included reductions in tax rates for individuals, with relatively larger reductions in tax rates for corporations. These tax rate reductions may reduce the demand for municipal bonds which could reduce the value of municipal bonds held by the Fund.

Below Investment Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Interest Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. The Fund may be subject to heightened interest rate risk due to rising interest rates as the current period of historically low interest rates may be ending. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.

 

6    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

DISCLOSURES AND RISKS (continued)

 

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Liquidity Risk: Liquidity risk exists when particular investments, such as lower-rated securities, are difficult to purchase or sell, possibly preventing the Fund from selling out of these illiquid securities at an advantageous price. The Fund is subject to liquidity risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater liquidity risk.

Derivatives Risk: Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     7


 

HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

     NAV Returns  
1 Year      3.32%  
5 Years      5.36%  
Since Inception1      6.98%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2017 (unaudited)

 

     NAV Returns  
1 Year      1.39%  
5 Years      5.60%  
Since Inception1      7.00%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

1 Inception date: 9/1/2010.

 

8    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
May 1, 2017
    Ending
Account Value
October 31, 2017
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,045.70     $     0.02       0.003

Hypothetical**

  $ 1,000     $ 1,025.19     $ 0.02       0.003

 

* Expenses equal to the Fund’s annualized expense ratio (interest expense incurred) multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

** Assumes 5% annual return before expenses.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     9


 

PORTFOLIO SUMMARY

October 31, 2017 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $2,103.6

 

 

 

LOGO

 

1 All data are as of October 31, 2017. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). The quality ratings are determined by using the Standard & Poor’s Global Ratings (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, the Pre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includes non-creditworthy investments, such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness of non-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment.

 

10    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS

October 31, 2017 (unaudited)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 99.9%

 

Long-Term Municipal Bonds – 99.9%

 

Alabama – 2.7%

 

County of Jefferson AL Sewer Revenue
Series 2013D
6.00%, 10/01/42

   $ 11,645     $ 13,585,989  

Cullman County Health Care Authority
(Cullman Regional Medical Center, Inc.)
Series 2009A
7.00%, 2/01/36

     400       415,764  

Infirmary Health System Special Care Facilities Financing Authority of Mobile
Series 2016A
5.00%, 2/01/36-2/01/41

     10,000       11,067,750  

Lower Alabama Gas District (The)
(Goldman Sachs Group, Inc. (The))
Series 2016A
5.00%, 9/01/46

     10,945       13,702,155  

Special Care Facilities Financing Authority of the City of Pell City Alabama
(Noland Health Services, Inc.)
Series 2012
5.00%, 12/01/31

     3,000       3,296,250  

Series 2016A
5.00%, 12/01/31

     10,000       10,987,500  

Water Works Board of the City of Birmingham (The)
Series 2016B
5.00%, 1/01/33

     3,500       4,112,255  
    

 

 

 
       57,167,663  
    

 

 

 

Alaska – 0.5%

 

City of Koyukuk AK
Series 2011
7.75%, 10/01/41 (Pre-refunded/ETM)(a)

     100       112,131  

State of Alaska International Airports System
Series 2016B
5.00%, 10/01/33-10/01/34

     9,000       10,468,270  
    

 

 

 
       10,580,401  
    

 

 

 

Arizona – 1.8%

 

Arizona Health Facilities Authority
(Beatitudes Campus (The))
Series 2007
5.10%, 10/01/22(a)

     135       135,161  

5.20%, 10/01/37(a)

     5,070       5,069,746  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     11


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Arizona Sports & Tourism Authority
Series 2012A
5.00%, 7/01/29

   $ 3,670     $ 4,002,135  

Glendale Industrial Development Authority
(Royal Oaks Life Care Community)
Series 2016
5.00%, 5/15/39

     2,700       2,996,244  

Industrial Development Authority of the City of Phoenix (The)
(GreatHearts Arizona)
Series 2014
5.00%, 7/01/44

     3,875       4,104,167  

Maricopa County Industrial Development Authority
(Banner Health Obligated Group)
Series 2016A
5.00%, 1/01/33-1/01/35

     16,100       18,880,637  

Series 2017A
5.00%, 1/01/41

     1,800       2,085,930  

Quechan Indian Tribe of Fort Yuma
Series 2012A
9.75%, 5/01/25

     90       102,828  

Salt Verde Financial Corp.
(Citigroup, Inc.)
Series 2007
5.00%, 12/01/37

     150       182,742  

University of Arizona
Series 2014
5.00%, 8/01/33

     1,000       1,166,460  
    

 

 

 
       38,726,050  
    

 

 

 

California – 5.6%

 

Abag Finance Authority for Nonprofit Corps.
(Episcopal Senior Communities)
Series 2011
6.125%, 7/01/41

     100       111,571  

Alameda Corridor Transportation Authority
Series 2016B
5.00%, 10/01/34-10/01/37

     26,130       29,807,780  

Anaheim Public Financing Authority
(City of Anaheim CA Lease)
Series 2014A
5.00%, 5/01/31

     1,460       1,719,778  

Bay Area Toll Authority
Series 2013S
5.00%, 4/01/27 (Pre-refunded/ETM)

     1,000       1,184,760  

 

12    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

California Educational Facilities Authority
(Chapman University)
Series 2015
5.00%, 4/01/31-4/01/34

   $ 11,845     $ 13,543,095  

California Educational Facilities Authority
(University of the Pacific)
Series 2012A
5.00%, 11/01/42

     100       111,756  

California Health Facilities Financing Authority
(Children’s Hospital Los Angeles)
Series 2017A
5.00%, 8/15/37

     1,700       1,941,468  

California Municipal Finance Authority
Series 2011B
7.75%, 4/01/31 (Pre-refunded/ETM)(a)

     85       99,935  

California Municipal Finance Authority
(Goodwill Industries of Sacramento Valley & Northern Nevada, Inc.)
Series 2012A
6.625%, 1/01/32(a)(b)

     1,000       1,083,740  

Series 2014
5.00%, 1/01/35(a)

     1,335       1,303,347  

California Municipal Finance Authority
(Partnerships to Uplift Communities Lakeview Terrace and Los Angeles Project)
Series 2012A
5.30%, 8/01/47

     1,025       1,056,088  

California Municipal Finance Authority
(Rocketship Education)
Series 2014A
7.00%, 6/01/34(a)

     1,200       1,389,576  

7.25%, 6/01/43(a)

     2,075       2,362,035  

California Municipal Finance Authority
(Rocketship Seven-Alma Academy)
Series 2012A
6.25%, 6/01/43(a)

     750       804,390  

California Pollution Control Financing Authority
(Poseidon Resources Channelside LP)
Series 2012
5.00%, 11/21/45(b)

     6,405       6,900,491  

California School Finance Authority
(Partnerships to Uplift Communities Valley Project)
Series 2014A
6.40%, 8/01/34

     3,000       3,256,170  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     13


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

California School Finance Authority
(Tri-Valley Learning Corp.)
Series 2012A
7.00%, 6/01/47(a)(c)(d)

   $ 730     $ 547,500  

California Statewide Communities Development Authority
(Eskaton Properties, Inc. Obligated Group)
Series 2012
5.25%, 11/15/34

     530       578,612  

California Statewide Communities Development Authority
(Moldaw Residences)
Series 2014A
5.25%, 11/01/44(a)(b)

     1,200       1,277,208  

California Statewide Communities Development Authority
(Rocketship Four-Mosaic Elementary)
Series 2011A
8.50%, 12/01/41(a)

     100       119,148  

California Statewide Communities Development Authority
(Rocklin Academy)
Series 2011A
8.25%, 6/01/41

     140       160,161  

California Statewide Communities Development Authority
(Terraces at San Joaquin Gardens (The))
Series 2012A
6.00%, 10/01/47(a)

     250       272,795  

City of Roseville CA
(HP Campus Oaks Community Facilities District No 1)
Series 2016
5.50%, 9/01/46(a)

     1,000       1,082,750  

City of San Buenaventura CA
(Community Memorial Health System)
Series 2011
7.50%, 12/01/41

     100       116,240  

Municipal Improvement Corp. of Los Angeles
(Municipal Improvement Corp. of Los Angeles Lease)
Series 2016B
4.00%, 11/01/36

     2,705       2,866,488  

 

14    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Oakland Unified School District/Alameda County
Series 2015A
5.00%, 8/01/30-8/01/40

   $ 6,215     $ 7,257,006  

San Francisco City & County Redevelopment Agency
(Mission Bay South Public Imp)
Series 2013A
5.00%, 8/01/31(a)

     1,000       1,104,610  

San Francisco City & County Redevelopment Agency
(Successor Agency to the Redev of San Francisco – Mission Bay South)
NATL Series 2016C
5.00%, 8/01/41

     1,250       1,424,525  

San Joaquin County Transportation Authority
(San Joaquin County Transportation Authority Sales Tax)
Series 2017
5.00%, 3/01/36-3/01/37

     5,500       6,522,065  

San Joaquin Hills Transportation Corridor Agency
Series 2014A
5.00%, 1/15/44

     1,450       1,598,987  

Series 2014B
5.25%, 1/15/44

     1,000       1,095,180  

Southern California Logistics Airport Authority
XLCA Series 2006
5.00%, 12/01/36-12/01/43(a)

     1,685       1,684,994  

State of California
Series 2016
4.00%, 9/01/33-9/01/35

     18,000       19,524,270  

University of California CA Revenues
5.00%, 5/15/33(e)

     1,000       1,162,740  

West Contra Costa Healthcare District
Series 2011
6.25%, 7/01/42(a)

     3,375       3,678,075  
    

 

 

 
       118,749,334  
    

 

 

 

Colorado – 1.1%

 

Centerra Metropolitan District No 1
Series 2017
5.00%, 12/01/37(a)

     5,000       5,181,300  

Colorado Health Facilities Authority
(Catholic Health Initiatives)
Series 2013
5.25%, 1/01/40

     5,910       6,371,275  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     15


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Colorado Health Facilities Authority
(Evangelical Lutheran Good Samaritan Obligated Group)
Series 2012
5.00%, 12/01/42

   $ 2,910     $ 3,117,367  

Colorado Health Facilities Authority
(Parkview Medical Center, Inc. Obligated Group)
Series 2015B
5.00%, 9/01/30

     1,150       1,324,973  

Colorado Health Facilities Authority
(Sunny Vista Living Center)
Series 2015A
6.25%, 12/01/50(a)(b)

     1,000       1,053,680  

Copperleaf Metropolitan District No 2
Series 2015
5.75%, 12/01/45(a)

     1,000       1,054,390  

E-470 Public Highway Authority
Series 2010C
5.375%, 9/01/26

     1,000       1,101,700  

Plaza Metropolitan District No 1
Series 2013
5.00%, 12/01/40(a)(b)

     1,500       1,555,035  

Prairie Center Metropolitan District No 3
Series 2017A
5.00%, 12/15/41(a)(b)

     1,350       1,360,732  

Regional Transportation District
(Denver Transit Partners LLC)
Series 2010
6.00%, 1/15/41

     200       219,166  

Sterling Ranch Community Authority Board
Series 2015A
5.75%, 12/01/45(a)

     1,000       997,180  
    

 

 

 
       23,336,798  
    

 

 

 

Connecticut – 4.4%

 

Connecticut State Health & Educational Facility Authority
(Quinnipiac University)
Series 2015L
5.00%, 7/01/45

     5,750       6,439,943  

Connecticut State Health & Educational Facility Authority
(Seabury Retirement Community)
Series 2016A
5.00%, 9/01/46-9/01/53(b)

     2,475       2,531,298  

 

16    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

State of Connecticut
Series 2013A
5.00%, 10/15/24

   $ 5,000     $ 5,723,050  

Series 2013E
5.00%, 8/15/31(e)

     1,000       1,113,330  

Series 2015F
5.00%, 11/15/25-11/15/32

     7,070       8,208,410  

Series 2016B
5.00%, 5/15/22

     3,875       4,385,686  

Series 2016E
5.00%, 10/15/28-10/15/34

     12,845       14,835,138  

Series 2016F
5.00%, 10/15/31

     10,205       11,727,790  

Series 2017A
5.00%, 4/15/29-4/15/34

     27,300       31,393,800  

State of Connecticut Special Tax Revenue
Series 2012
5.00%, 1/01/31

     5,000       5,540,500  
    

 

 

 
       91,898,945  
    

 

 

 

Delaware – 0.2%

 

Delaware State Economic Development Authority
(Delaware Military Academy, Inc.)
Series 2014
5.00%, 9/01/44-9/01/49

     2,440       2,597,888  

Delaware State Economic Development Authority
(Newark Charter School, Inc.)
Series 2012
5.00%, 9/01/42

     1,310       1,399,840  
    

 

 

 
       3,997,728  
    

 

 

 

District of Columbia – 0.2%

 

District of Columbia
(Center for Strategic International Studies, Inc.)
Series 2011
6.625%, 3/01/41

     100       108,395  

District of Columbia
(Friendship Public Charter School, Inc.)
Series 2012
5.00%, 6/01/42

     1,420       1,531,115  

Series 2016A
5.00%, 6/01/41-6/01/46

     1,400       1,510,670  

Metropolitan Washington Airports Authority
Series 2016A
5.00%, 10/01/35

     500       579,390  
    

 

 

 
       3,729,570  
    

 

 

 

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     17


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Florida – 5.0%

 

Alachua County Health Facilities Authority
(Bonita Springs Retirement Village, Inc.)
Series 2011A
8.125%, 11/15/46(a)

   $ 100     $ 113,359  

Alachua County Health Facilities Authority
(East Ridge Retirement Village, Inc.)
Series 2014
6.25%, 11/15/44

     1,100       1,217,073  

Alachua County Health Facilities Authority
(Oak Hammock at the University of Florida, Inc.)
Series 2012A
8.00%, 10/01/46(a)

     435       507,367  

Alachua County Health Facilities Authority
(Shands Teaching Hospital and Clinics Obligated Group)
Series 2014A
5.00%, 12/01/44

     1,000       1,098,750  

Bexley Community Development District
Series 2016
4.875%, 5/01/47(a)

     1,000       993,030  

Cape Coral Health Facilities Authority
(Gulf Care, Inc. Obligated Group)
Series 2015
5.875%, 7/01/40(a)(b)

     1,400       1,501,010  

6.00%, 7/01/45-7/01/50(a)(b)

     4,015       4,319,316  

Central Florida Expressway Authority
Series 2016B
5.00%, 7/01/34

     5,500       6,351,730  

City of Lakeland FL
(Florida Southern College)
Series 2012A
5.00%, 9/01/37-9/01/42

     2,350       2,507,723  

City of Lakeland FL
(Lakeland Regional Medical Center Obligated Group)
Series 2015
5.00%, 11/15/40

     5,610       6,246,454  

City of Tampa FL Solid Waste System Revenue
Series 2013
5.00%, 10/01/21

     3,000       3,359,970  

County of Miami-Dade FL Aviation Revenue
Series 2014A
5.00%, 10/01/33

     10,000       11,367,200  

 

18    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Series 2015A
5.00%, 10/01/31

   $ 1,100     $ 1,269,840  

Florida Development Finance Corp.
(Tuscan Isle ChampionsGate Obligated Group)
Series 2016A
6.375%, 6/01/46(a)(b)

     1,400       1,352,666  

Florida Development Finance Corp.
(Tuscan Isle Obligated Group)
Series 2015A
7.00%, 6/01/35-6/01/45(a)(b)

     4,900       3,968,348  

Greater Orlando Aviation Authority
Series 2017A
5.00%, 10/01/34-10/01/36

     9,650       11,233,403  

Manatee County School District
(Manatee County School District Sales Tax)
AGM Series 2017
5.00%, 10/01/28-10/01/30

     5,450       6,544,091  

Marshall Creek Community Development District
(Marshall Creek Community Development District 2015A)
Series 2015A
5.00%, 5/01/32(a)

     1,670       1,663,955  

Martin County Health Facilities Authority
(Martin Memorial Medical Center, Inc.)
Series 2012
5.50%, 11/15/32-11/15/42

     1,950       2,149,199  

Martin County Industrial Development Authority
(Indiantown Cogeneration LP)
Series 2013
4.20%, 12/15/25(b)

     1,150       1,178,348  

Miami Beach Health Facilities Authority
(Mount Sinai Medical Center of Florida, Inc.)
Series 2012
5.00%, 11/15/29

     2,885       3,144,361  

Series 2014
5.00%, 11/15/39

     2,000       2,162,320
 

Miami-Dade County Expressway Authority
Series 2014A
5.00%, 7/01/34

     4,000       4,554,880  

Series 2016A
5.00%, 7/01/32-7/01/33

     8,150       9,460,916  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     19


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Mid-Bay Bridge Authority
Series 2011A
7.25%, 10/01/40 (Pre-refunded/ETM)

   $ 80     $ 97,386  

Series 2015A
5.00%, 10/01/28-10/01/40

     3,600       4,075,776  

Series 2015C
5.00%, 10/01/35-10/01/40

     2,750       3,031,492  

Reedy Creek Improvement District
Series 2013A
5.00%, 6/01/24

     3,000       3,535,410  

Town of Davie FL
(Nova Southeastern University, Inc.)
Series 2013A
5.625%, 4/01/43

     3,765       4,235,361  

Volusia County School Board COP
Series 2014B
5.00%, 8/01/31

     1,625       1,877,915  
    

 

 

 
       105,118,649  
    

 

 

 

Georgia – 1.8%

 

Cedartown Polk County Hospital Authority
Series 2016
5.00%, 7/01/39

     4,000       4,391,600  

City of Atlanta Department of Aviation
(Hartsfield Jackson Atlanta Intl Airport)
Series 2012A
5.00%, 1/01/31

     1,390       1,561,095  

Series 2014A
5.00%, 1/01/33

     1,820       2,120,173  

Clarke County Hospital Authority
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 7/01/31

     2,500       2,931,575  

Fayette County Hospital Authority/GA
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 7/01/34-7/01/36

     10,710       12,235,206  

Fulton County Development Authority
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016A
5.00%, 7/01/32

     2,000       2,311,840  

Gwinnett County Development Authority
(Board of Regents of the University System of Georgia Lease)
Series 2017A
5.00%, 7/01/32-7/01/37

     10,855       12,622,621  
    

 

 

 
       38,174,110  
    

 

 

 

 

20    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Idaho – 0.0%

 

Idaho Housing & Finance Association
(Battelle Energy Alliance LLC)
Series 2010A
7.00%, 2/01/36

   $ 200     $ 225,092  
    

 

 

 

Illinois – 12.9%

 

Chicago Board of Education
Series 2011A
5.00%, 12/01/41

     1,170       1,155,434  

Series 2012A
5.00%, 12/01/42

     5,630       5,558,443  

Series 2015C
5.25%, 12/01/35-12/01/39

     10,315       10,169,661  

Series 2015E
5.125%, 12/01/32

     1,000       993,210  

Series 2016B
6.50%, 12/01/46

     1,900       2,156,348  

Chicago O’Hare International Airport
Series 2015C
5.00%, 1/01/34

     1,665       1,866,765  

Series 2016B
5.00%, 1/01/34

     5,000       5,762,150  

Series 2016C
5.00%, 1/01/35-1/01/38

     9,250       10,577,405  

Series 2017B
5.00%, 1/01/35-1/01/37

     33,445       38,752,937  

Chicago Transit Authority
(Chicago Transit Authority Sales Tax)
Series 2011
5.25%, 12/01/23

     4,285       4,810,127  

Chicago Transit Authority
(City of Chicago IL Fed Hwy Grant)
AGC Series 2008
5.00%, 6/01/18

     1,170       1,194,114  

City of Chicago IL
Series 2008A
5.00%, 1/01/19

     525       526,733  

Series 2015A
5.00%, 1/01/19

     300       308,472  

City of Chicago IL
(Goldblatts Supportive Living Project)
Series 2013
6.375%, 12/01/52(a)(f)

     1,050       916,682  

Illinois Finance Authority
(Ascension Health Credit Group)
Series 2012A
5.00%, 11/15/42

     3,600       3,944,592  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     21


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Illinois Finance Authority
(Greenfields of Geneva)
Series 2010A
8.125%, 2/15/40(a)(c)(d)(g)

   $ 3,000     $ 1,680,000  

Illinois Finance Authority
(Illinois Institute of Technology)
Series 2006A
5.00%, 4/01/19-4/01/36

     465       459,660  

Illinois Finance Authority
(Lake Forest College)
Series 2012A
6.00%, 10/01/48

     400       419,344  

Illinois Finance Authority
(Lutheran Home & Services Obligated Group)
Series 2012
5.75%, 5/15/46(a)

     2,495       2,637,340  

Illinois Finance Authority
(Mercy Health System Obligated Group)
Series 2016
5.00%, 12/01/40-12/01/46

     3,900       4,282,310  

Illinois Finance Authority
(Park Place of Elmhurst)
Series 2016A
6.20%, 5/15/30(a)

     1,079       1,073,345  

6.33%, 5/15/48(a)

     829       819,882  

6.44%, 5/15/55(a)

     1,998       1,981,300  

Series 2016C
2.00%, 5/15/55(a)(c)(d)(f)

     609       33,440  

Illinois Finance Authority
(Plymouth Place, Inc.)
Series 2013
6.00%, 5/15/43

     3,500       3,853,080  

Series 2015
5.25%, 5/15/50

     2,000       2,071,660  

Illinois Finance Authority
(Presence Health Network Obligated Group)
Series 2016C
5.00%, 2/15/31-2/15/41

     14,335       16,122,576  

Illinois Finance Authority
(Rosalind Franklin University of Medicine & Science)
Series 2017A
5.00%, 8/01/42-8/01/47

     3,000       3,286,030  

Series 2017C
5.00%, 8/01/46

     1,000       1,092,890  

 

22    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Illinois Finance Authority
(Silver Cross Hospital Obligated Group)
Series 2015C
5.00%, 8/15/35

   $ 4,750     $ 5,167,525  

Illinois Municipal Electric Agency
Series 2015A
5.00%, 2/01/22

     6,700       7,587,348  

Illinois State Toll Highway Authority
Series 2015A
5.00%, 1/01/31-1/01/32

     3,125       3,630,843  

Series 2015B
5.00%, 1/01/36-1/01/40

     5,250       5,980,940  

Series 2016A
5.00%, 12/01/32

     7,000       8,122,240  

Series 2016B
5.00%, 1/01/41

     3,450       3,930,516  

Metropolitan Pier & Exposition Authority
Series 2015B
5.00%, 12/15/45

     13,300       13,530,090  

State of Illinois
Series 2012
5.00%, 8/01/21-3/01/31

     7,445       7,901,916  

Series 2014
5.00%, 5/01/23-5/01/35

     16,170       17,332,849  

Series 2016
5.00%, 1/01/22-11/01/35

     43,960       47,521,473  

Series 2017D
5.00%, 11/01/28(h)

     10,000       10,919,400  

Village of Antioch IL
(Village of Antioch IL Spl Tax)
Series 2016A
4.50%, 3/01/33(a)

     4,264       4,094,719  

Series 2016B
7.00%, 3/01/33(a)

     1,869       1,805,846  

Village of Pingree Grove IL Special Service Area No 7
Series 2015A
4.50%, 3/01/25(a)

     1,074       1,109,055  

5.00%, 3/01/36(a)

     2,963       3,063,801  

Series 2015B
6.00%, 3/01/36(a)

     986       1,048,927  
    

 

 

 
       271,253,418  
    

 

 

 

Indiana – 0.6%

 

Indiana Finance Authority
(Bethany Circle of King’s Daughters’ of Madison Indiana, Inc. (The))
Series 2010
5.125%, 8/15/27

     1,000       1,061,030  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     23


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

5.50%, 8/15/40-8/15/45

   $ 3,020     $ 3,182,816  

Indiana Finance Authority
(Marquette Manor)
Series 2015A
5.00%, 3/01/30

     1,000       1,079,420  

Indiana Finance Authority
(WVB East End Partners LLC)
Series 2013A
5.00%, 7/01/40-7/01/48

     6,980       7,514,389  
    

 

 

 
       12,837,655  
    

 

 

 

Kentucky – 3.0%

 

Kentucky Economic Development Finance Authority
Series 2010A
6.00%, 6/01/30 (Pre-refunded/ETM)

     200       223,940  

6.375%, 6/01/40 (Pre-refunded/ETM)

     1,525       1,722,015  

6.50%, 3/01/45 (Pre-refunded/ETM)

     1,000       1,132,350  

Kentucky Economic Development Finance Authority
(Baptist Healthcare System Obligated Group)
Series 2017B
5.00%, 8/15/34-8/15/46

     15,780       17,310,069  

Kentucky Economic Development Finance Authority
(Masonic Homes of Kentucky, Inc. Obligated Group)
Series 2012
5.375%, 11/15/42(a)

     1,685       1,768,542  

5.50%, 11/15/45(a)

     1,000       1,053,340  

Kentucky Economic Development Finance Authority
(Next Generation Kentucky Information Highway)
Series 2015A
5.00%, 7/01/40-1/01/45

     10,335       11,180,653  

Kentucky Economic Development Finance Authority
(Owensboro Health, Inc. Obligated Group)
Series 2017A
5.00%, 6/01/37

     4,325       4,716,629  

5.25%, 6/01/41

     1,250       1,389,063  

Kentucky Economic Development Finance Authority
(Rosedale Green)
Series 2015
5.50%, 11/15/35(a)

     1,750       1,757,857  

 

24    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

5.75%, 11/15/45(a)

   $ 3,350     $ 3,397,201  

Louisville/Jefferson County Metropolitan Government
(Norton Healthcare Obligated Group)
Series 2016
5.00%, 10/01/30-10/01/33

     15,350       17,784,727  
    

 

 

 
       63,436,386  
    

 

 

 

Louisiana – 2.8%

 

Jefferson Parish Hospital Service District No 2
Series 2011
6.375%, 7/01/41

     2,130       2,192,303  

Jefferson Sales Tax District
AGM Series 2017B
5.00%, 12/01/34-12/01/36

     3,400       3,969,498  

Louisiana Local Government Environmental Facilities & Community Development Auth
Series 2010A
6.00%, 10/01/44 (Pre-refunded/ETM)

     400       453,580  

Louisiana Local Government Environmental Facilities & Community Development Auth
(St James Place of Baton Rouge)
Series 2015A
6.00%, 11/15/35(a)

     2,100       2,323,839  

Louisiana Local Government Environmental Facilities & Community Development Auth
(Woman’s Hospital Foundation)
Series 2017
5.00%, 10/01/34-10/01/44

     27,600       31,387,424  

Louisiana Public Facilities Authority
Series 2016
5.00%, 5/15/47 (Pre-refunded/ETM)(a)

     10       12,379  

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2013B
10.50%, 7/01/39(a)(d)(g)

     2,750       27,500  

Series 2014A
7.50%, 7/01/23(a)(d)(g)

     1,250       12,500  

Louisiana Public Facilities Authority
(Louisiana State University & Agricultural & Mechanical College Lease)
5.00%, 7/01/47

     5,000       5,592,800  

Series 2017
5.00%, 7/01/42-7/01/57

     7,350       8,149,855  

Louisiana Public Facilities Authority
(Ochsner Clinic Foundation)
Series 2016
5.00%, 5/15/47

     1,110       1,222,465  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     25


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New Orleans Aviation Board
Series 2017B
5.00%, 1/01/43

   $ 1,000     $ 1,135,990  

Port New Orleans Board of Commissioners
Series 2013B
5.00%, 4/01/29-4/01/31

     1,540       1,670,125  
    

 

 

 
       58,150,258  
    

 

 

 

Maine – 0.3%

 

Finance Authority of Maine
(Casella Waste Systems, Inc.)
Series 2017
5.25%, 1/01/25(b)

     4,630       4,981,186  

Maine Health & Higher Educational Facilities Authority
(MaineGeneral Health Obligated Group)
Series 2011
7.50%, 7/01/32

     1,000       1,137,470  
    

 

 

 
       6,118,656  
    

 

 

 

Maryland – 0.7%

 

City of Baltimore MD
(Baltimore Hotel Corp.)
Series 2017
5.00%, 9/01/33-9/01/36

     3,250       3,735,238  

City of Baltimore MD
(East Baltimore Research Park Project)
Series 2017A
5.00%, 9/01/38(a)

     1,000       1,073,840  

City of Rockville MD
(King Farm Presbyterian Retirement Community, Inc.)
Series 2017B
5.00%, 11/01/42-11/01/47(h)

     4,750       5,156,827  

County of Howard MD
(Downtown Columbia Project)
Series 2017A
4.375%, 2/15/39(a)(b)

     1,000       1,011,390  

4.50%, 2/15/47(a)(b)

     1,200       1,216,512  

Maryland Health & Higher Educational Facilities Authority
(Meritus Medical Center Obligated Group)
Series 2015
5.00%, 7/01/31

     3,245       3,632,031  
    

 

 

 
       15,825,838  
    

 

 

 

Massachusetts – 1.2%

 

Commonwealth of Massachusetts
Series 2016A
5.00%, 3/01/46

     2,000       2,289,740  

 

26    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

NATL Series 2000D
1.665%, 12/01/30(i)

   $ 2,525     $ 2,329,413  

NATL Series 2000G
1.635%, 12/01/30(i)

     5,000       4,611,450  

Massachusetts Development Finance Agency
(Lowell General Hospital)
Series 2013G
5.00%, 7/01/37

     2,550       2,746,222  

Massachusetts Development Finance Agency
(Merrimack College)
Series 2012A
5.25%, 7/01/42

     5,000       5,400,100  

Massachusetts Development Finance Agency
(South Shore Hospital, Inc.)
Series 2016I
5.00%, 7/01/31-7/01/41

     3,850       4,323,661  

Massachusetts Development Finance Agency
(UMass Memorial Health Care Obligated Group)
Series 2016
5.00%, 7/01/41-7/01/46

     3,980       4,377,698  
    

 

 

 
       26,078,284  
    

 

 

 

Michigan – 5.3%

 

City of Detroit MI Sewage Disposal System Revenue
(Great Lakes Water Authority Sewage Disposal System)
Series 2012A
5.00%, 7/01/32

     4,400       4,864,904
 

5.25%, 7/01/39

     4,825       5,349,429  

City of Detroit MI Water Supply System Revenue
(Great Lakes Water Authority Water Supply System)
Series 2011C
5.00%, 7/01/41

     1,060       1,125,052  

Detroit City School District
Series 2012A
5.00%, 5/01/31

     120       132,793  

Great Lakes Water Authority
(Great Lakes Water Authority Water Supply System)
Series 2016D
5.00%, 7/01/36

     25,210       28,113,688  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     27


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Kalamazoo Hospital Finance Authority
(Bronson Healthcare Group Obligated Group)
Series 2016
4.00%, 5/15/31-5/15/36

   $ 20,100     $ 20,919,101  

Michigan Finance Authority
(Great Lakes Water Authority Sewage Disposal System)
Series 2014C
5.00%, 7/01/18

     1,000       1,022,810  

Series 2014C-1
5.00%, 7/01/44

     1,750       1,903,598  

Michigan Finance Authority
(Great Lakes Water Authority Water Supply System)
Series 2014D4
5.00%, 7/01/29-7/01/34

     2,100       2,355,011  

Series 2015D-1
5.00%, 7/01/34

     2,000       2,251,560  

Series 2015D-2
5.00%, 7/01/34

     3,400       3,786,002  

Michigan Finance Authority
(Henry Ford Health System Obligated Group)
Series 2016
4.00%, 11/15/35-11/15/36

     5,000       5,177,460  

5.00%, 11/15/32

     3,850       4,407,018  

Michigan Finance Authority
(MidMichigan Obligated Group)
Series 2014
5.00%, 6/01/34

     2,000       2,267,080  

Michigan Finance Authority
(Public Lighting Authority)
Series 2014B
5.00%, 7/01/31-7/01/33

     7,950       8,762,918  

Michigan Strategic Fund
(Detroit Renewable Energy Obligated Group)
Series 2013
8.50%, 12/01/30(a)(b)

     2,240       2,484,384  

Series 2016
9.00%, 12/01/25(a)(b)(h)(j)

     8,970       8,608,240  

Michigan Strategic Fund
(Evangelical Homes of Michigan Obligated Group)
Series 2013
5.50%, 6/01/47

     2,000       2,085,240  

 

28    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Michigan Tobacco Settlement Finance Authority
Series 2007A
6.00%, 6/01/48

   $ 5,775     $ 5,726,663  
    

 

 

 
       111,342,951  
    

 

 

 

Minnesota – 0.2%

 

City of Minneapolis MN
(Fairview Health Services Obligated Group)
Series 2015A
5.00%, 11/15/33

     1,000       1,154,440  

Southern Minnesota Municipal Power Agency
Series 2017A
5.00%, 1/01/47

     1,780       2,066,117  

Western Minnesota Municipal Power Agency
Series 2015A
5.00%, 1/01/34

     1,030       1,192,689  
    

 

 

 
       4,413,246  
    

 

 

 

Mississippi – 0.5%

 

Mississippi Development Bank
(Mississippi Development Bank State Lease)
Series 2016C
5.00%, 8/01/27

     7,830       9,544,065  
    

 

 

 

Missouri – 1.4%

 

Cape Girardeau County Industrial Development Authority
(SoutheastHEALTH Obligated Group)
Series 2017A
5.00%, 3/01/36

     2,925       3,208,052  

Health & Educational Facilities Authority of the State of Missouri
(Lutheran Senior Services Obligated Group)
Series 2010
5.50%, 2/01/42

     100       105,099  

Kansas City Industrial Development Authority
(Kingswood Senior Living Community)
Series 2016
5.75%, 11/15/36(a)(b)

     1,780       1,743,688  

6.00%, 11/15/46(a)(b)

     4,400       4,322,736  

Lees Summit Industrial Development Authority
(John Knox Village Obligated Group)
5.25%, 8/15/39

     620       658,428  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     29


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Series 2016A
5.00%, 8/15/36-8/15/46

   $ 4,060     $ 4,254,123  

Missouri Joint Municipal Electric Utility Commission
Series 2014
5.00%, 1/01/31

     3,240       3,686,148  

Missouri State Environmental Improvement & Energy Resources Authority
(Union Electric Co.)
NATL
1.92%, 9/01/33(i)

     1,025       919,835  

NATL Series 1992
1.645%, 12/01/22(i)

     550       525,377  

NATL Series 1998A
1.90%, 9/01/33(i)

     3,000       2,692,170  

NATL Series 1998B
1.86%, 9/01/33(i)

     1,150       1,031,849  

St Louis County Industrial Development Authority
(St Andrews Resources for Seniors)
Series 2015A
5.00%, 12/01/35(a)

     2,000       2,108,600  

5.125%, 12/01/45(a)

     4,500       4,735,305  
    

 

 

 
       29,991,410  
    

 

 

 

Montana – 0.1%

 

Montana Facility Finance Authority
(Benefis Health System Obligated Group)
Series 2016
5.00%, 2/15/34

     1,085       1,241,924  
    

 

 

 

Nebraska – 0.2%

 

Central Plains Energy Project
(Goldman Sachs Group, Inc. (The))
Series 2012
5.00%, 9/01/32-9/01/42

     2,975       3,267,911  
    

 

 

 

Nevada – 0.9%

 

Las Vegas Redevelopment Agency
Series 2016
5.00%, 6/15/40

     1,800       2,002,176  

Las Vegas Valley Water District
Series 2016A
5.00%, 6/01/46

     14,000       16,230,340  
    

 

 

 
       18,232,516  
    

 

 

 

 

30    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New Hampshire – 0.2%

 

New Hampshire Health and Education Facilities Authority Act
(Southern New Hampshire University)
Series 2012
5.00%, 1/01/42

   $ 2,940     $ 3,164,851  

Series 2016
5.00%, 1/01/41

     1,435       1,641,396  
    

 

 

 
       4,806,247  
    

 

 

 

New Jersey – 9.3%

 

City of Bayonne NJ
BAM Series 2016
5.00%, 7/01/39

     1,075       1,208,246  

Hudson County Improvement Authority
(County of Hudson NJ)
Series 2016
5.00%, 5/01/32

     3,645       4,271,721  

New Jersey Economic Development Authority
(New Jersey Economic Development Authority State Lease)
Series 2013
5.00%, 3/01/30

     3,455       3,718,789  

Series 2014P
5.00%, 6/15/29

     5,000       5,439,550  

Series 2014U
5.00%, 6/15/21

     3,500       3,826,305  

Series 2015X
5.00%, 6/15/21

     15,920       17,404,222  

Series 2017A
5.00%, 7/01/33

     1,640       1,796,456  

Series 2017B
5.00%, 11/01/20

     7,505       8,120,410  

Series 2017D
5.00%, 6/15/33-6/15/42

     5,370       5,829,380  

New Jersey Economic Development Authority
(UMM Energy Partners LLC)
Series 2012A
5.125%, 6/15/43

     735       766,061  

New Jersey Economic Development Authority
(United Airlines, Inc.)
Series 1999
5.25%, 9/15/29

     2,850       3,120,380  

Series 2000B
5.625%, 11/15/30

     1,475       1,676,264  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     31


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New Jersey Health Care Facilities Financing Authority
(Hackensack Meridian Health Obligated Group)
Series 2017A
5.00%, 7/01/35-7/01/37

   $ 4,300     $ 5,013,219  

New Jersey Health Care Facilities Financing Authority
(Holy Name Medical Center, Inc.)
Series 2010
5.00%, 7/01/25

     100       107,176  

New Jersey Health Care Facilities Financing Authority
(Inspira Health Obligated Group)
Series 2017A
5.00%, 7/01/36-7/01/42

     8,645       9,789,956  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Fed Hwy Grant)
Series 2016
5.00%, 6/15/27-6/15/30

     33,625       37,826,785  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Trust Fund Authority State Lease)
Series 2014A
5.00%, 6/15/38

     1,000       1,070,210  

Series 2015A
5.00%, 6/15/45

     8,450       9,011,333  

New Jersey Turnpike Authority
Series 2013A
5.00%, 1/01/27 (Pre-refunded/ETM)(a)

     170       197,035  

5.00%, 1/01/27-1/01/32

     3,330       3,795,328  

Series 2015E
5.00%, 1/01/33-1/01/45

     15,400       17,603,362  

Series 2016A
5.00%, 1/01/33

     6,500       7,521,540  

Series 2017A
5.00%, 1/01/33-1/01/34

     15,000       17,557,950  

Series 2017B
5.00%, 1/01/32-1/01/33

     13,540       16,235,340  

Tobacco Settlement Financing Corp./NJ
Series 20071A
5.00%, 6/01/41

     13,470       12,912,342  
    

 

 

 
       195,819,360  
    

 

 

 

 

32    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New Mexico – 0.1%

 

New Mexico Hospital Equipment Loan Council
(Gerald Champion Regional Medical Center)
Series 2012
5.50%, 7/01/42

   $ 1,060     $ 1,146,125  
    

 

 

 

New York – 6.4%

 

Build NYC Resource Corp.
(Metropolitan College of New York)
Series 2014
5.25%, 11/01/34

     2,000       2,105,080  

City of Newburgh NY
Series 2012A
5.625%, 6/15/34

     245       270,206  

Dutchess County Local Development Corp.
(Health QuestSystems Obligated Group)
Series 2016B
5.00%, 7/01/46

     9,020       10,174,199  

Hudson Yards Infrastructure Corp.
Series 2017A
5.00%, 2/15/34-2/15/36

     28,140       33,232,081  

Metropolitan Transportation Authority
Series 2013E
5.00%, 11/15/32

     4,425       5,151,629  

Series 2016A
5.00%, 11/15/32

     3,440       4,036,702  

Nassau County Industrial Development Agency
(Amsterdam House Continuing Care Retirement Community, Inc.)
Series 2014A
6.50%, 1/01/32(a)

     75       76,416  

6.70%, 1/01/49(a)

     454       459,880  

Series 2014B
5.50%, 7/01/20(a)

     287       291,835  

Series 2014C
2.00%, 1/01/49(a)(c)(d)(f)

     514       87,341  

New York City Municipal Water Finance Authority
Series 2017E
5.00%, 6/15/36

     7,305       8,706,172  

New York Liberty Development Corp.
(7 World Trade Center II LLC)
Series 2012
5.00%, 3/15/44

     100       108,130  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     33


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New York Liberty Development Corp.
(Goldman Sachs Headquarters LLC)
Series 2005
5.25%, 10/01/35

   $ 1,325     $ 1,693,138  

New York NY GO
Series 2013A-1
5.00%, 10/01/28(e)

     500       575,935  

New York State Dormitory Authority
(Orange Regional Medical Center Obligated Group)
Series 2017
5.00%, 12/01/30-12/01/34(b)

     4,200       4,638,402  

New York State Dormitory Authority
(State of New York Pers Income Tax)
Series 2015A
5.00%, 3/15/35

     2,250       2,642,918  

New York State Energy Research & Development Authority
(Consolidated Edison Co. of New York, Inc.)
AMBAC Series 2001B
1.645%, 10/01/36(i)

     3,200       2,999,840  

XLCA Series 2004A
1.61%, 1/01/39(i)

     4,100       3,837,764  

New York State Thruway Authority
(New York State Thruway Authority Gen Toll Road)
Series 2012I
5.00%, 1/01/37

     2,000       2,254,740  

Series 2016A
5.00%, 1/01/41

     3,800       4,328,846  

New York Transportation Development Corp.
(Laguardia Gateway Partners LLC)
Series 2016A
5.00%, 7/01/41-7/01/46

     13,185       14,437,995  

Orange County Funding Corp.
(The Hamlet at Wallkill)
Series 2013
6.50%, 1/01/46(a)

     1,125       1,146,555  

Port Authority of New York & New Jersey
Series 2012
5.00%, 10/01/34

     3,900       4,344,678  

Series 2013178
5.00%, 12/01/33

     5,000       5,688,850  

Triborough Bridge & Tunnel Authority
Series 2012B
5.00%, 11/15/28-11/15/29(e)

     1,950       2,271,487  

 

34    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Series 2017B
5.00%, 11/15/35

   $ 6,170     $ 7,419,240  

Ulster County Capital Resource Corp.
(Kingston Regional Senior Living Corp.)
Series 2014A
7.50%, 9/15/44(a)(b)(j)

     360       328,939  

Series 2014B
7.00%, 9/15/44(a)(b)

     410       426,921  

Ulster County Industrial Development Agency
(Kingston Regional Senior Living Corp.)
Series 2007A
6.00%, 9/15/27-9/15/37(a)

     2,160       2,160,666  

Westchester County Local Development Corp.
(Kendal on Hudson)
Series 2013
5.00%, 1/01/34

     3,840       4,145,549  

Westchester County Local Development Corp.
(Westchester County Healthcare Corp./NY)
Series 2016
5.00%, 11/01/46

     4,230       4,582,401  
    

 

 

 
       134,624,535  
    

 

 

 

North Carolina – 1.3%

 

County of New Hanover NC
(New Hanover Regional Medical Center)
Series 2017
5.00%, 10/01/42

     4,750       5,410,677  

North Carolina Medical Care Commission
(Aldersgate United Methodist Retirement Community, Inc.)
Series 2015
4.875%, 7/01/40(a)

     5,000       5,255,750  

5.00%, 7/01/45(a)

     1,000       1,059,300  

North Carolina Medical Care Commission
(Mission Health System, Inc./NC)
Series 2017
5.00%, 10/01/30-10/01/36

     10,025       11,922,632  

North Carolina Medical Care Commission
(Pennybyrn at Maryfield)
Series 2015
5.00%, 10/01/30(a)

     2,250       2,404,283  

North Carolina Medical Care Commission
(United Church Homes & Services Obligated Group)
Series 2015A
5.00%, 9/01/37(a)

     1,735       1,796,766  
    

 

 

 
       27,849,408  
    

 

 

 

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     35


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Ohio – 3.4%

 

American Municipal Power, Inc.
Series 2016A
5.00%, 2/15/37-2/15/41

   $ 10,200     $ 11,550,072  

Buckeye Tobacco Settlement Financing Authority
Series 2007A-2
5.875%, 6/01/47

     15,375       14,394,229  

Butler County Port Authority
(StoryPoint Obligated Group)
Series 2017A-1
6.375%, 1/15/43(a)(b)

     675       696,479  

City of Chillicothe OH
(Adena Health System Obligated Group)
Series 2017
5.00%, 12/01/37

     7,500       8,531,700  

County of Cuyahoga OH
(MetroHealth System (The))
Series 2017
5.00%, 2/15/42

     6,490       6,936,966  

5.25%, 2/15/47

     12,860       13,929,823  

County of Franklin OH
(First Community Village Obligated Group)
Series 2013
5.625%, 7/01/47(a)

     2,300       2,318,078  

County of Hamilton OH
(Life Enriching Communities Obligated Group)
Series 2012
5.00%, 1/01/42

     1,030       1,091,872  

Dayton-Montgomery County Port Authority
(StoryPoint Troy Project)
Series 20151
7.00%, 1/15/40(a)

     2,500       2,546,225  

Ohio Air Quality Development Authority
(FirstEnergy Generation LLC)
Series 2009D
4.25%, 8/01/29

     4,840       4,784,921  

Ohio Air Quality Development Authority
(FirstEnergy Nuclear Generation LLC)
Series 2009A
4.375%, 6/01/33

     3,820       3,775,688  

Toledo-Lucas County Port Authority
(StoryPoint Obligated Group)
Series 2016
6.375%, 1/15/51(a)(b)

     1,000       1,040,450  
    

 

 

 
       71,596,503  
    

 

 

 

 

36    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Oklahoma – 0.1%

 

Tulsa Airports Improvement Trust
(American Airlines, Inc.)
Series 2013A
5.50%, 6/01/35(a)

   $ 1,125     $ 1,219,736  
    

 

 

 

Oregon – 0.3%

 

Hospital Facilities Authority of Multnomah County Oregon
(Mirabella at South Waterfront)
Series 2014A
5.00%, 10/01/19(a)

     280       290,996  

State of Oregon
Series 2017L
5.00%, 8/01/34

     4,170       5,042,614  
    

 

 

 
       5,333,610  
    

 

 

 

Pennsylvania – 8.5%

 

Allentown Neighborhood Improvement Zone Development Authority
Series 2017
5.00%, 5/01/42(b)

     2,270       2,433,077  

Bensalem Township School District
Series 2013
5.00%, 6/01/29

     8,570       10,094,089  

Cheltenham Township School District
Series 2016B
5.00%, 2/15/39

     1,780       2,045,327  

City of Philadelphia PA
Series 2013A
5.00%, 7/15/21

     1,200       1,343,796  

Series 2017
5.00%, 8/01/29-8/01/31

     12,110       14,390,661  

AGM Series 2017A
5.00%, 8/01/33-8/01/34

     13,000       15,163,410  

City of Philadelphia PA Water & Wastewater Revenue
Series 2017A
5.00%, 10/01/35-10/01/36

     5,105       5,973,518  

County of Lehigh PA
(Lehigh Valley Health Network Obligated Group)
Series 2016A
4.00%, 7/01/35

     18,200       18,875,220  

Crawford County Hospital Authority
(Meadville Medical Center Obligated Group)
Series 2016A
6.00%, 6/01/51(a)

     2,200       2,280,410  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     37


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Cumberland County Municipal Authority
(Asbury Pennsylvania Obligated Group)
Series 2010
6.125%, 1/01/45(a)

   $ 180     $ 188,642  

Series 2012
5.25%, 1/01/41(a)

     1,000       1,032,730  

Delaware River Joint Toll Bridge Commission
Series 2017
5.00%, 7/01/34-7/01/37

     14,500       16,967,560  

Montgomery County Higher Education & Health Authority
(Philadelphia Presbyterian Homes Obligated Group)
Series 2017
4.00%, 12/01/48

     1,225       1,193,040  

5.00%, 12/01/47

     1,500       1,646,235  

Montgomery County Industrial Development Authority/PA
Series 2010
6.50%, 12/01/25 (Pre-refunded/ETM)

     200       239,962  

Montgomery County Industrial Development Authority/PA
(Whitemarsh Continuing Care Retirement Community)
Series 2015
5.00%, 1/01/30(a)

     1,040       1,053,042  

5.25%, 1/01/40(a)

     4,740       4,762,136  

Moon Industrial Development Authority
(Baptist Home Society Obligated Group)
Series 2015
5.75%, 7/01/35(a)

     5,135       5,543,386  

Northeastern Pennsylvania Hospital & Education Authority
(Wilkes University)
Series 2012A
5.25%, 3/01/42

     265       284,684  

Series 2016A
5.00%, 3/01/37

     1,400       1,558,032  

Pennsylvania Economic Development Financing Authority
(National Railroad Passenger Corp. (The))
Series 2012A
5.00%, 11/01/41

     1,620       1,745,923  

Pennsylvania Economic Development Financing Authority
(PA Bridges Finco LP)
Series 2015
5.00%, 12/31/34

     2,830       3,203,418  

 

38    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Pennsylvania Higher Educational Facilities Authority
(Drexel University)
Series 2016
5.00%, 5/01/32

   $ 1,000     $ 1,156,340  

Pennsylvania Turnpike Commission
Series 2016
5.00%, 6/01/37

     4,000       4,472,760  

Series 2017B
5.00%, 6/01/35-6/01/36

     12,850       14,704,673  

Philadelphia Authority for Industrial Development
(Evangelical Services for the Aging Obligated Group)
Series 2017A
5.00%, 7/01/42

     2,000       2,109,640  

Philadelphia Gas Works Co.
Series 2016
5.00%, 10/01/31-10/01/34

     5,300       6,168,824  

School District of Philadelphia (The)
Series 2015A
5.00%, 9/01/34-9/01/35

     2,615       2,872,282  

Series 2016F
5.00%, 9/01/33-9/01/36

     4,000       4,427,460  

Scranton-Lackawanna Health & Welfare Authority
(Scranton Parking System Concession Project)
Series 2016A
5.00%, 1/01/51-1/01/57(b)

     12,110       12,238,694  

Series 2016B
6.08%, 1/01/26(b)

     1,070       1,043,721  

Series 2016C
Zero Coupon, 1/01/36(b)

     2,945       1,053,574  

Series 2016D
Zero Coupon, 1/01/57(b)

     61,525       4,157,244  

State Public School Building Authority
(Harrisburg School District)
AGM Series 2016A
5.00%, 12/01/29-12/01/30

     9,880       11,613,017  
    

 

 

 
       178,036,527  
    

 

 

 

Puerto Rico – 0.3%

 

Puerto Rico Industrial Tourist Educational Medical & Envirml Ctl Facs Fing Auth
(AES Puerto Rico LP)
Series 2000
6.625%, 6/01/26(g)

     7,195       5,791,975  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     39


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Puerto Rico Industrial Tourist Educational Medical & Envirml Ctl Facs Fing Auth
(Sistema Universitario Ana G Mendez Incorporado)
Series 2012
5.375%, 4/01/42

   $ 335     $ 304,672  
    

 

 

 
       6,096,647  
    

 

 

 

Rhode Island – 0.3%

 

Rhode Island Health & Educational Building Corp.
Series 2011
8.375%, 1/01/46 (Pre-refunded/ETM)

     3,150       3,841,835  

Rhode Island Health & Educational Building Corp.
(City of Woonsocket RI)
AGM Series 2017A
5.00%, 5/15/28-5/15/29

     2,000       2,352,270  
    

 

 

 
       6,194,105  
    

 

 

 

South Carolina – 0.5%

 

South Carolina Jobs-Economic Development Authority
(Lutheran Homes of South Carolina Obligated Group)
Series 2013
5.00%, 5/01/43(a)

     1,000       1,022,640  

5.125%, 5/01/48(a)

     1,000       1,026,220  

South Carolina Public Service Authority
Series 2013A
5.00%, 12/01/38

     575       633,765  

Series 2013B
5.00%, 12/01/38

     810       892,782  

Series 2014B
5.00%, 12/01/38

     1,160       1,282,264  

Series 2014C
5.00%, 12/01/36

     495       552,702  

Series 2016A
5.00%, 12/01/34-12/01/36

     4,565       5,197,761  
    

 

 

 
       10,608,134  
    

 

 

 

South Dakota – 1.8%

 

South Dakota Health & Educational Facilities Authority
(Avera Health Obligated Group)
Series 2017
5.00%, 7/01/46

     15,000       17,017,500  

 

40    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

South Dakota Health & Educational Facilities Authority
(Regional Health System Obligated Group)
Series 2017
5.00%, 9/01/33-9/01/40

   $ 18,295     $ 20,910,726  
    

 

 

 
       37,928,226  
    

 

 

 

Tennessee – 1.0%

 

Bristol Industrial Development Board
(Bristol Industrial Development Board Sales Tax)
Series 2016A
5.00%, 12/01/35(a)(b)

     8,135       7,982,794  

Johnson City Health & Educational Facilities Board
(Mountain States Health Alliance Obligated Group)
Series 2012
5.00%, 8/15/42

     4,890       5,199,341  

Metropolitan Government Nashville & Davidson County Health & Educational Facs Bd
(Vanderbilt University Medical Center)
Series 2016
5.00%, 7/01/40

     2,435       2,736,818  

Series 2017A
5.00%, 7/01/48

     2,335       2,612,772  

Shelby County Health Educational & Housing Facilities Board
(Village at Germantown, Inc.)
Series 2012
5.25%, 12/01/42(a)

     1,000       1,036,440  

5.375%, 12/01/47(a)

     800       831,816  
    

 

 

 
       20,399,981  
    

 

 

 

Texas – 7.3%

 

Arlington Higher Education Finance Corp.
(Harmony Public Schools)
Series 2016A
5.00%, 2/15/41-2/15/46

     6,060       6,898,114  

Arlington Higher Education Finance Corp.
(Wayside Schools)
Series 2016A
4.625%, 8/15/46

     2,450       2,465,068  

Central Texas Regional Mobility Authority
Series 2011
6.00%, 1/01/41 (Pre-refunded/ETM)

     120       137,545  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     41


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Series 2013
5.00%, 1/01/42

   $ 3,500     $ 3,813,180  

Series 2016
5.00%, 1/01/33-1/01/40

     6,855       7,757,026  

Central Texas Turnpike System
Series 2015C
5.00%, 8/15/37

     6,800       7,598,116  

City of Houston TX
(City of Houston TX Hotel Occupancy Tax)
Series 2015
5.00%, 9/01/30

     1,965       2,247,764  

City of Houston TX Airport System Revenue
(United Airlines, Inc.)
Series 2014
5.00%, 7/01/29

     3,155       3,457,533  

Series 2015B
5.00%, 7/15/30-7/15/35

     2,960       3,234,953  

City of San Antonio TX Electric & Gas Systems Revenue
Series 2017
5.00%, 2/01/33-2/01/35

     9,295       11,047,872  

Clifton Higher Education Finance Corp.
(IDEA Public Schools)
Series 2012
5.00%, 8/15/42

     530       558,747  

Series 2013
6.00%, 8/15/43

     1,000       1,159,650  

Series 2016A
5.00%, 8/15/34-8/15/36

     4,180       4,894,019  

Dallas County Flood Control District No 1
Series 2015
5.00%, 4/01/28(a)(b)

     1,150       1,209,444  

Dallas/Fort Worth International Airport
Series 2012E
5.00%, 11/01/35

     1,500       1,631,655  

Decatur Hospital Authority
(Wise Regional Health System)
Series 2014A
5.25%, 9/01/44

     3,150       3,348,292  

Mission Economic Development Corp.
(Natgasoline LLC)
Series 2016B
5.75%, 10/01/31(b)

     5,225       5,488,810  

New Hope Cultural Education Facilities Finance Corp.
(Wesleyan Homes, Inc.)
Series 2014
5.50%, 1/01/49(a)

     1,700       1,768,170  

 

42    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

New Hope Cultural Education Facilities Finance Corp.
(Westminster Manor)
Series 2016
4.00%, 11/01/36

   $ 1,475     $ 1,484,986  

North East Texas Regional Mobility Authority
Series 2016
5.00%, 1/01/46

     4,940       5,465,715  

North Texas Education Finance Corp.
(Uplift Education)
Series 2012A
5.125%, 12/01/42

     280       297,755  

North Texas Tollway Authority
Series 2014B
5.00%, 1/01/31

     8,975       10,287,683  

Series 2015A
5.00%, 1/01/35

     7,000       7,983,360  

Series 2015B
5.00%, 1/01/34

     3,500       4,006,310  

Series 2016A
5.00%, 1/01/39

     4,000       4,572,200  

Series 2017B
5.00%, 1/01/33-1/01/43(h)

     7,400       8,464,882  

Red River Health Facilities Development Corp.
Series 2011A
8.00%, 11/15/46 (Pre-refunded/ETM)(a)

     1,790       2,245,609  

Red River Health Facilities Development Corp.
(MRC Crossings Proj)
Series 2014A
7.75%, 11/15/44(a)

     1,315       1,524,716  

Red River Health Facilities Development Corp.
(Wichita Falls Retirement Foundation)
Series 2012
5.50%, 1/01/32

     1,740       1,838,414  

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012B
8.00%, 7/01/38(a)(c)(d)(g)

     2,180       501,400  

Tarrant County Cultural Education Facilities Finance Corp.
(Buckingham Senior Living Community, Inc.)
Series 2007
5.50%, 11/15/22

     200       200,158  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     43


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Tarrant County Cultural Education Facilities Finance Corp.
(Buckner Senior Living, Inc.)
Series 2017A
6.625%, 11/15/37(a)

   $ 2,500     $ 2,720,025  

Series 2017B-3
3.875%, 11/15/22(a)

     1,200       1,201,140  

Tarrant County Cultural Education Facilities Finance Corp.
(CC Young Memorial Home Obligated Group)
Series 2017A
6.375%, 2/15/41-2/15/48(a)

     6,875       7,347,251  

Tarrant County Cultural Education Facilities Finance Corp.
(Edgemere Retirement Senior Quality Lifestyles Corp.)
Series 2015B
5.00%, 11/15/30

     4,000       4,272,520  

Tarrant County Cultural Education Facilities Finance Corp.
(Stayton at Museum Way)
Series 2009A
8.25%, 11/15/39-11/15/44(a)

     5,025       5,345,606  

Series 2009B
5.25%, 11/15/45(a)(k)

     1,075       1,075,118  

Tarrant County Cultural Education Facilities Finance Corp.
(Trinity Terrace Project)
Series 2014A-1
5.00%, 10/01/44-10/01/49

     2,065       2,209,931  

Texas Municipal Gas Acquisition & Supply Corp. I
(Bank of America Corp.)
Series 2008D
6.25%, 12/15/26

     1,000       1,223,580  

Texas Private Activity Bond Surface Transportation Corp.
(Blueridge Transportation Group LLC)
Series 2016
5.00%, 12/31/40

     1,255       1,384,805  

Texas Private Activity Bond Surface Transportation Corp.
(LBJ Infrastructure Group LLC)
Series 2010
7.00%, 6/30/40

     660       744,896  

 

44    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners LLC)
Series 2009
6.875%, 12/31/39

   $ 200     $ 221,800  

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners Segments 3 LLC)
Series 2013
6.75%, 6/30/43

     3,600       4,168,836  

Travis County Health Facilities Development Corp.
(Longhorn Village)
Series 2012A
7.00%, 1/01/32(a)

     1,200       1,306,644  

7.125%, 1/01/46(a)

     2,430       2,635,335  

Uptown Development Authority
Series 2017A
5.00%, 9/01/35

     1,015       1,145,377  

Viridian Municipal Management District
Series 2011
9.00%, 12/01/37 (Pre-refunded/ETM)(a)

     75       96,528  
    

 

 

 
       154,688,538  
    

 

 

 

Utah – 0.0%

 

Timber Lakes Water Special Service District
Series 2011
8.125%, 6/15/31(a)

     85       93,334  

Utah Charter School Finance Authority
Series 2010
8.25%, 7/15/46 (Pre-refunded/ETM)(a)

     100       106,929  

Utah Charter School Finance Authority
(North Star Academy)
Series 2010A
7.00%, 7/15/45

     100       107,791  
    

 

 

 
       308,054  
    

 

 

 

Vermont – 0.2%

 

Vermont Economic Development Authority
(Wake Robin Corp.)
Series 2012
5.40%, 5/01/33(a)

     200       212,012  

Vermont Educational & Health Buildings Financing Agency
(University of Vermont Health Network Obligated Group)
Series 2016A
5.00%, 12/01/34

     1,500       1,708,395  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     45


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Series 2016B
5.00%, 12/01/37

   $ 1,270     $ 1,433,195  
    

 

 

 
       3,353,602  
    

 

 

 

Virginia – 0.8%

 

Cherry Hill Community Development Authority
(Potomac Shores Project)
Series 2015
5.15%, 3/01/35(a)(b)

     1,000       1,028,820  

Chesapeake Bay Bridge & Tunnel District
Series 2016
5.00%, 7/01/46

     1,000       1,120,750  

Chesterfield County Economic Development Authority
(Brandermill Woods)
Series 2012
5.125%, 1/01/43(a)

     1,030       1,066,390  

City of Chesapeake VA Chesapeake Expressway Toll Road Revenue
Series 2012A
5.00%, 7/15/47

     300       325,437  

Fairfax County Economic Development Authority
(Vinson Hall LLC)
Series 2013A
5.00%, 12/01/47(a)

     1,955       2,042,369  

Tobacco Settlement Financing Corp./VA
Series 2007B-1
5.00%, 6/01/47

     6,790       6,526,344  

Virginia College Bldg Auth
(Virginia Lease 21st Century College Prog)
Series 2013A
5.00%, 2/01/28(e)

     550       637,433  

Virginia College Building Authority
(Marymount University)
Series 2015B
5.25%, 7/01/35(b)

     1,000       1,093,440  

Virginia Small Business Financing Authority
(Elizabeth River Crossings OpCo LLC)
Series 2012
5.50%, 1/01/42

     3,580       3,960,089  
    

 

 

 
       17,801,072  
    

 

 

 

Washington – 1.6%

 

King County Public Hospital District No 4
Series 2015A
5.00%, 12/01/30(a)

     2,235       2,269,039  

 

46    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Port of Seattle WA
Series 2015C
5.00%, 4/01/33

   $ 5,035     $ 5,689,600  

Washington Health Care Facilities Authority
(Virginia Mason Medical Center Obligated Group)
Series 2017
5.00%, 8/15/33-8/15/37

     12,990       14,652,422  

Washington State Housing Finance Commission
(Mirabella)
Series 2012A
6.75%, 10/01/47(a)(b)

     3,550       3,896,800  

Washington State Housing Finance Commission
(Presbyterian Retirement Communities Northwest Obligated Group)
Series 2016A
5.00%, 1/01/31-1/01/46(b)

     2,790       2,985,917  

Washington State Housing Finance Commission
(Rockwood Retirement Communities)
Series 2014A
7.375%, 1/01/44(a)(b)

     3,215       3,752,645  
    

 

 

 
       33,246,423  
    

 

 

 

West Virginia – 0.1%

 

West Virginia Hospital Finance Authority
(West Virginia University Health System Obligated Group)
AGM Series 2004B
1.663%, 2/15/34(i)

     850       779,612  

West Virginia Hospital Finance Authority
(West Virginia University Health System, Inc.)
Series 2013A
5.50%, 6/01/44

     2,100       2,354,688  
    

 

 

 
       3,134,300  
    

 

 

 

Wisconsin – 3.0%

 

University of Wisconsin Hospitals & Clinics
Series 2013A
5.00%, 4/01/38

     4,155       4,590,236  

Wisconsin Health & Educational Facilities Authority
(Aspirus, Inc. Obligated Group)
5.00%, 8/15/52(h)

     20,345       22,764,834  

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     47


 

PORTFOLIO OF INVESTMENTS (continued)

 

    

Principal

Amount

(000)

    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
(American Dream at Meadowlands Project)
Series 2017
7.00%, 12/01/50(a)(b)

   $ 4,985     $ 5,749,549  

Wisconsin Public Finance Authority
(Bancroft Neurohealth/Bancroft Rehabilitation Services Obligated Group)
Series 2016
5.125%, 6/01/48(a)(b)

     3,335       3,356,711  

Wisconsin Public Finance Authority
(Celanese US Holdings LLC)
Series 2016C
4.30%, 11/01/30

     2,060       2,111,624  

Series 2016D
4.05%, 11/01/30

     720       738,230  

Wisconsin Public Finance Authority
(Gannon University)
Series 2017
5.00%, 5/01/42

     1,000       1,084,130  

Wisconsin Public Finance Authority
(Mary’s Woods at Marylhurst, Inc.)
Series 2017A
5.25%, 5/15/37-5/15/47(b)

     3,225       3,466,545  

Wisconsin Public Finance Authority
(Million Air Two LLC Obligated Group)
Series 2017B
7.125%, 6/01/41(a)(b)

     7,885       7,780,051  

Wisconsin Public Finance Authority
(Natgasoline LLC)
Series 2016
10.00%, 6/30/21(a)(b)

     7,718       7,726,761  

Wisconsin Public Finance Authority
(Pine Lake Preparatory, Inc.)
Series 2015
5.25%, 3/01/35(b)

     1,550       1,611,008  

Wisconsin Public Finance Authority
(Rose Villa)
Series 2014A
5.75%, 11/15/44(a)

     1,000       1,079,030  

Wisconsin Public Finance Authority
(Seabury Retirement Community)
Series 2015A
5.00%, 9/01/30(b)

     545       572,611  
    

 

 

 
       62,631,320  
    

 

 

 

Total Municipal Obligations
(cost $2,048,410,595)

       2,100,261,311  
    

 

 

 

 

48    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

Company   

Shares

    U.S. $ Value  

 

 

SHORT-TERM INVESTMENTS – 0.6%

    

Investment Companies – 0.5%

    

AB Fixed Income Shares, Inc. –
Government Money Market Portfolio – Class AB, 0.85%(l)(m)(n)
(cost $11,257,852)

     11,257,852     $ 11,257,852  
    

 

 

 

Corporates - Investment Grade – 0.1%

    

Texas Pellets, Inc./German Pellets Texas LLC
8.00%, 11/15/17(a)(o)(p)
(cost $2,210,000)

     2,210       2,210,000  
    

 

 

 

Total Short-Term Investments
(cost $13,467,852)

       13,467,852  
    

 

 

 

Total Investments – 100.5%
(cost $2,061,878,447)

       2,113,729,163  

Other assets less liabilities – (0.5)%

       (10,156,701
    

 

 

 

Net Assets – 100.0%

     $ 2,103,572,462  
    

 

 

 

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

              Rate Type             

Notional
Amount
(000)

     Termination
Date
     Payments
made by the
Fund
     Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
   Unrealized
Appreciation/
(Depreciation)
 
USD     13,500        8/25/37        3 Month LIBOR        2.564   Quarterly/ Semi-Annual    $ (163,542
USD 15,500        11/05/37        3 Month LIBOR        2.626   Quarterly/ Semi-Annual      (66,378
             

 

 

 
              $     (229,920
             

 

 

 

 

(a) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

 

(b) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2017, the aggregate market value of these securities amounted to $138,209,415 or 6.6% of net assets.

 

(c) Non-income producing security.

 

(d) Defaulted.

 

(e) Security represents the underlying municipal obligation of an inverse floating rate obligation held by the Fund (see Note H).

 

(f) Illiquid security.

 

(g) Restricted and illiquid security.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     49


 

PORTFOLIO OF INVESTMENTS (continued)

 

Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Illinois Finance Authority
(Greenfields of Geneva)
Series 2010A
8.125%, 02/15/40

    12/18/13     $     2,886,677     $     1,680,000       0.08

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2013B
10.50%, 07/01/39

    12/09/13       1,973,785       27,500       0.00

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2014A
7.50%, 07/01/23

    7/31/14       868,862       12,500       0.00

Puerto Rico Industrial Tourist Educational Medical & Envirml Ctl Facs Fing Auth
(AES Puerto Rico LP)
Series 2000
6.625%, 06/01/26

    6/26/14       6,847,637       5,791,975       0.28

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012B
8.00%, 07/01/38

    5/01/13       2,245,809       501,400       0.02

 

(h) When-Issued or delayed delivery security.

 

(i) An auction rate security whose interest rate resets at each auction date. Auctions are typically held every week or month. The rate shown is as of October 31, 2017 and the aggregate market value of these securities amounted to $19,727,310 or 0.94% of net assets.

 

(j) Indicates a security that has a zero coupon that remains in effect until a predetermined date at which time the stated coupon rate becomes effective until final maturity.

 

(k) Variable rate coupon, rate shown as of October 31, 2017.

 

(l) Affiliated investments.

 

(m) The rate shown represents the 7-day yield as of period end.

 

(n) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

 

(o) Fair valued by the Adviser.

 

(p) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 0.10% of net assets as of October 31, 2017, are considered illiquid and restricted. Additional information regarding such securities follows:

 

144A/Restricted & Illiquid
Securities
   Acquisition
Date
     Cost      Market
Value
     Percentage of
Net Assets
 

Texas Pellets, Inc./German
Pellets Texas LLC
8.00%, 11/15/17

     4/27/17      $   900,000      $   900,000        0.04

Texas Pellets, Inc./German
Pellets Texas LLC
8.00%, 11/15/17

     6/15/16        865,000        865,000        0.04

Texas Pellets, Inc./German
Pellets Texas LLC
8.00%, 11/15/17

     9/10/17        445,000        445,000        0.02

As of October 31, 2017, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity are 3.1% and 0.0%, respectively.

 

50    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

Glossary:

AGC – Assured Guaranty Corporation

AGM – Assured Guaranty Municipal

AMBAC – Ambac Assurance Corporation

BAM – Build American Mutual

COP – Certificate of Participation

ETM – Escrowed to Maturity

GO – General Obligation

LIBOR – London Interbank Offered Rates

NATL – National Interstate Corporation

XLCA – XL Capital Assurance Inc.

See notes to financial statements.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     51


 

STATEMENT OF ASSETS & LIABILITIES

October 31, 2017 (unaudited)

 

Assets   

Investments in securities, at value

  

Unaffiliated issuers (cost $2,050,620,595)

   $ 2,102,471,311  

Affiliated issuers (cost $11,257,852)

     11,257,852  

Cash

     262,796  

Cash collateral due from broker

     1,825,345  

Interest receivable

     27,472,895  

Receivable for investment securities sold

     12,671,096  

Receivable for shares of beneficial interest sold

     6,157,004  

Receivable due from Adviser

     62,230  

Receivable for variation margin on exchange traded swaps

     27,619  

Affiliated dividends receivable

     3,336  
  

 

 

 

Total assets

     2,162,211,484  
  

 

 

 
Liabilities   

Payable for investment securities purchased

     47,430,722  

Dividends payable

     6,512,166  

Payable for floating rate notes issued*

     3,510,000  

Payable for shares of beneficial interest redeemed

     1,173,306  

Other liabilities

     12,828  
  

 

 

 

Total liabilities

     58,639,022  
  

 

 

 

Net Assets

   $     2,103,572,462  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 1,824  

Additional paid-in capital

     2,051,452,954  

Undistributed net investment income

     1,069,495  

Accumulated net realized loss on investment transactions

     (572,607

Net unrealized appreciation on investments

     51,620,796  
  

 

 

 
   $ 2,103,572,462  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 182,361,039 common shares outstanding)

   $ 11.54  
  

 

 

 

 

* Represents short-term floating rate certificates issued by tender option bond trusts (see Note H).

See notes to financial statements.

 

52    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

STATEMENT OF OPERATIONS

Six Months Ended October 31, 2017 (unaudited)

 

Investment Income      

Interest

   $     36,809,948     

Dividends—Affiliated issuers

     57,473     

Other income(a)

     15,514      $ 36,882,935  
  

 

 

    
Expenses      

Interest expense

     33,464     
  

 

 

    

Total expenses

        33,464  
     

 

 

 

Net investment income

        36,849,471  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain on:

     

Investment transactions

        1,086,097  

Swaps

        256,924  

Net change in unrealized appreciation/depreciation of:

     

Investments

        43,965,457  

Swaps

        (229,920
     

 

 

 

Net gain on investment transactions

        45,078,558  
     

 

 

 

Net Increase in Net Assets from Operations

      $     81,928,029  
     

 

 

 

 

(a) Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     53


 

STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2017
(unaudited)
    Year Ended
April 30,
2017
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 36,849,471     $ 54,201,791  

Net realized gain on investment transactions

     1,343,021       5,613,449  

Net change in unrealized appreciation/depreciation of investments

     43,735,537       (53,008,165
  

 

 

   

 

 

 

Net increase in net assets from operations

     81,928,029       6,807,075  
Dividends to Shareholders from     

Net investment income

     (36,853,251     (54,115,439
Transactions in Shares of Beneficial Interest     

Net increase

     391,372,152       601,893,684  
  

 

 

   

 

 

 

Total increase

     436,446,930       554,585,320  
Net Assets     

Beginning of period

     1,667,125,532       1,112,540,212  
  

 

 

   

 

 

 

End of period (including undistributed net investment income of $1,069,495 and $1,073,275, respectively)

   $     2,103,572,462     $     1,667,125,532  
  

 

 

   

 

 

 

See notes to financial statements.

 

54    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

STATEMENT OF CASH FLOWS

For the Six Months Ended October 31, 2017 (unaudited)

 

Net increase in net assets from operations

     $ 81,928,029  
Reconciliation of net increase in net assets from operations to net decrease in cash from operating activities:     

Purchases of long-term investments

   $ (681,804,893  

Purchases of short-term investments

     (323,892,962  

Proceeds from disposition of long-term investments

     189,606,968    

Proceeds from disposition of short-term investments

     362,311,292    

Net realized gain on investment transactions

     (1,343,021  

Net change in unrealized appreciation/depreciation on investment transactions

     (43,735,537  

Net accretion of bond discount and amortization of bond premium

     6,463,343    

Decrease in receivable for investments sold

     42,933,343    

Increase in interest receivable

     (5,528,210  

Decrease in affiliated dividends receivable

     16,546    

Increase in receivable due from Adviser

     (55,318  

Increase in cash collateral due from broker

     (1,825,345  

Increase in payable for investments purchased

     14,169,666    

Decrease in other liabilities

     (1,584  

Payments for exchange-traded derivatives settlements

     (615  
  

 

 

   

Total adjustments

       (442,686,327
    

 

 

 

Net decrease in cash from operating activities

     $ (360,758,298
    

 

 

 
Cash flows from financing activities     

Redemptions in shares of beneficial interest, net

         396,709,746    

Cash dividends paid

     (35,249,033  

Repayment of floating rate notes issued

     (440,000  
  

 

 

   

Net increase in cash from financing activities

           361,020,713  
    

 

 

 

Net increase in cash

       262,415  

Net change in cash

    

Cash at beginning of period

       381  
    

 

 

 

Cash at end of period

     $ 262,796  
    

 

 

 

Supplemental disclosure of cash flow information:

    

Interest expense paid during the period

   $ 33,464    

In accordance with U.S. GAAP, the Fund has included a Statement of Cash Flows as a result of its significant investments in Level 3 securities throughout the period.

See notes to financial statements.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     55


 

NOTES TO FINANCIAL STATEMENTS

October 31, 2017 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income. Each Fund is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Municipal Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask

 

56    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     57


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, 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)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3. In addition, non-agency rated investments are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

 

58    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2017:

 

Investments in
Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

       

Long-Term Municipal Bonds:

       

Alaska

  $ – 0  –    $ 10,468,270     $ 112,131     $ 10,580,401  

Arizona

    – 0  –      33,521,143       5,204,907       38,726,050  

California

    – 0  –      101,939,231       16,810,103       118,749,334  

Colorado

    – 0  –      12,134,481       11,202,317       23,336,798  

Florida

    – 0  –      90,699,598       14,419,051       105,118,649  

Illinois

    – 0  –      250,989,081       20,264,337       271,253,418  

Kentucky

    – 0  –      55,459,446       7,976,940       63,436,386  

Louisiana

    – 0  –      55,774,040       2,376,218       58,150,258  

Maryland

    – 0  –      12,524,096       3,301,742       15,825,838  

Michigan

    – 0  –      100,250,327       11,092,624       111,342,951  

Missouri

    – 0  –      17,081,081       12,910,329       29,991,410  

New Jersey

    – 0  –      195,622,325       197,035       195,819,360  

New York

    – 0  –      129,645,982       4,978,553       134,624,535  

North Carolina

    – 0  –      17,333,309       10,516,099       27,849,408  

Ohio

    – 0  –      64,995,271       6,601,232       71,596,503  

Oklahoma

    – 0  –      – 0  –      1,219,736       1,219,736  

Oregon

    – 0  –      5,042,614       290,996       5,333,610  

Pennsylvania

    – 0  –      163,176,181       14,860,346       178,036,527  

South Carolina

    – 0  –      8,559,274       2,048,860       10,608,134  

Tennessee

    – 0  –      10,548,931       9,851,050       20,399,981  

Texas

    – 0  –      125,711,552       28,976,986       154,688,538  

Utah

    – 0  –      107,791       200,263       308,054  

Vermont

    – 0  –      3,141,590       212,012       3,353,602  

Virginia

    – 0  –      13,663,493       4,137,579       17,801,072  

Washington

    – 0  –      23,327,939       9,918,484       33,246,423  

Wisconsin

    – 0  –      36,939,218       25,692,102       62,631,320  

Other

    – 0  –      336,233,015       – 0  –      336,233,015  

Short-Term Investments:

       

Investment Companies

    11,257,852       – 0  –      – 0  –      11,257,852  

Corporates—Investment Grade

    – 0  –      – 0  –      2,210,000       2,210,000  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    11,257,852       1,874,889,279       227,582,032       2,113,729,163  

Other Financial Instruments(a):

       

Assets

       

Liabilities:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      (229,920     – 0  –      (229,920 )(b) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total(b)

  $   11,257,852     $   1,874,659,359     $   227,582,032     $   2,113,499,243  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions which are valued at market value.

 

(b) There were no transfers between any levels during the reporting period.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     59


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The Portfolio recognizes all transfers between levels of the fair value hierarchy assuming the financial instruments were transferred at the beginning of the reporting period.

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value.

 

     Long-Term
Municipal
Bonds
    Corporates -
Investment
Grade
    Total  

Balance as of 4/30/17

  $   200,397,233     $   1,765,000     $   202,162,233  

Accrued discounts/(premiums)

    225,915       – 0  –      225,915  

Realized gain (loss)

    432,278       – 0  –      432,278  

Change in unrealized appreciation/depreciation

    4,525,288       – 0  –      4,525,288  

Purchases

    31,968,527       445,000       32,413,527  

Sales

    (12,177,209     – 0  –      (12,177,209

Transfers in to Level 3

    – 0  –      – 0  –      – 0  – 

Transfers out of Level 3

    – 0  –      – 0  –      – 0  – 
 

 

 

   

 

 

   

 

 

 

Balance as of 10/30/17

  $   225,372,032     $   2,210,000     $   227,582,032  
 

 

 

   

 

 

   

 

 

 

Net change in unrealized appreciation/depreciation from investments held as of 10/30/17(b)

  $ 4,811,515     $ – 0  –    $ 4,811,515  
 

 

 

   

 

 

   

 

 

 

As of October 31, 2017, all Level 3 securities were priced by third party vendors.

The Adviser established the Committee to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”) and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight

 

60    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments and processes at vendors, 2) daily comparison of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     61


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. In connection with the investment by the Fund in the Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended October 31, 2017, such reimbursement amounted to $15,514.

 

62    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2017 is as follows:

 

Fund   

Market

Value

4/30/17

(000)

    

Purchases

at Cost

(000)

    

Sales

Proceeds

(000)

    

Market

Value

10/31/17

(000)

    

Dividend

Income

(000)

 

Government Money Market Portfolio

   $     14,753      $     308,448      $     311,943      $     11,258      $     57  

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2017 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)...................

   $     614,855,620      $     122,207,207  

U.S. government securities......................

     66,949,273        66,610,042  

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

 

Gross unrealized appreciation

   $ 68,032,417  

Gross unrealized depreciation

     (16,411,621
  

 

 

 

Net unrealized appreciation

   $     51,620,796  
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     63


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal

 

64    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the six months ended October 31, 2017, the Fund held interest rate swaps for hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     65


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. For additional details, please refer to netting arrangements by the OTC counterparty tables below.

During the six months ended October 31, 2017, the Fund had entered into the following derivatives:

 

     

Asset Derivatives

    

Liability Derivatives

 

Derivative Type

  

Statement of
Assets and
Liabilities
Location

   Fair Value     

Statement of
Assets and
Liabilities
Location

   Fair Value  

Interest rate contracts

         Receivable/Payable for variation margin on exchange traded swaps    $ 229,920
           

 

 

 

Total

            $   229,920  
           

 

 

 

 

* Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative appreciation/(depreciation) of exchange-traded derivatives as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain

or (Loss) on
Derivatives

Within Statement

of Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ 256,924     $ (229,920
   

 

 

   

 

 

 

Total

    $   256,924     $   (229,920
   

 

 

   

 

 

 

 

66    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2017:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 79,125,000 (a) 

 

(a) Positions were open for four months during the period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

Exchange-traded derivatives are not subject to netting arrangements. The Fund did not engage in OTC derivatives transactions for the six months ended October 31, 2017.

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Six Months Ended
October 31, 2017
(unaudited)
    

Year Ended
April 30,

2017

          Six Months Ended
October 31, 2017
(unaudited)
   

Year Ended
April 30,

2017

       
  

 

 

   

Shares sold

     44,226,320        78,438,285       $ 506,841,760     $ 897,745,615    

 

   

Shares redeemed

     (10,079,937      (26,222,837       (115,469,608     (295,851,931  

 

   

Net increase

     34,146,383        52,215,448       $ 391,372,152     $ 601,893,684    

 

   

NOTE E

Risks Involved in Investing in the Fund

Interest Rate Risk and Credit Risk—Interest rate risk is the risk that changes in interest rates will affect the6 value of the Fund’s investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund’s investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit rating. Credit risk is greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as “junk bonds”) have speculative elements or are predominantly speculative risks.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     67


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

securities. These factors include economic conditions, political or legislative changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

The Portfolio may invest in the municipal securities of Puerto Rico and other U.S. territories and their governmental agencies and municipalities, which are exempt from federal, state, and, where applicable, local income taxes. These municipal securities may have more risks than those of other U.S. issuers of municipal securities. Puerto Rico experienced a significant downturn during the recession. Puerto Rico’s downturn was particularly severe, and Puerto Rico continues to face a very challenging economic and fiscal environment. Municipal securities issued by Puerto Rico issuers have extremely low ratings by the credit rating organizations. More recently Puerto Rico has defaulted on its debt payments, and if the general economic situation in Puerto Rico persists, the volatility and credit quality of Puerto Rican municipal securities will continue to be adversely affected, and the market for such securities may experience continued volatility. In addition, Puerto Rico’s difficulties have resulted in increased volatility in portions of the broader municipal securities market from time to time, and this may recur in the future.

Tax Risk—There is no guarantee that the income on the Fund’s municipal securities will be exempt from regular federal income and state income taxes. Unfavorable legislation, adverse interpretations by federal or state authorities, litigation or noncompliant conduct by the issuer of a municipal security could affect the tax-exempt status of municipal securities. If the Internal Revenue Service or a state authority determines that an issuer of a municipal security has not complied with applicable requirements, interest from the security could become subject to regular federal income tax and/or state personal income tax, possibly retroactively to the date the security was issued, the value of the security could decline significantly, and a portion of the distributions to Fund shareholders could be recharacterized as taxable. Recent federal legislation included reductions in tax rates for individuals, with relatively larger reductions in tax rates for corporations. These tax rate reductions may reduce

 

68    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

the demand for municipal bonds which could reduce the value of municipal bonds held by the Fund.

Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.

Financing and Related Transactions; Leverage and Other Risks—The Fund may utilize financial leverage, including tender option bond transactions, to seek to enhance the yield and net asset value. These objectives may not be achieved in all interest rate environments. Leverage creates certain risks for shareholders, including the likelihood of greater volatility of the net asset value. If income from the securities purchased from the funds made available by leverage is not sufficient to cover the cost of leverage, the Fund’s return will be less than if leverage had not been used. As a result, the amounts available for distribution as dividends and other distributions will be reduced. During periods of rising short-term interest rates, the interest paid on the floaters in tender option bond transactions would increase, which may adversely affect the Fund’s income and distribution to shareholders. A decline in distributions would adversely affect the Fund’s yield. If rising short-term rates coincide with a period of rising long-term rates, the value of the long-term municipal bonds purchased with the proceeds of leverage would decline, adversely affecting the net asset value.

In a tender option bond transaction, the Fund may transfer a highly rated fixed-rate municipal security to a broker, which, in turn, deposits the bond into a special purpose vehicle (typically, a trust) usually sponsored by the

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     69


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

broker. The Fund receives cash and a residual interest security (sometimes referred to as an “inverse floater”) issued by the trust in return. The trust simultaneously issues securities, which pay an interest rate that is reset each week based on an index of high-grade short-term seven-day demand notes. These securities, sometimes referred to as “floaters”, are bought by third parties, including tax-exempt money market funds, and can be tendered by these holders to a liquidity provider at par, unless certain events occur. The Fund continues to earn all the interest from the transferred bond less the amount of interest paid on the floaters and the expenses of the trust, which include payments to the trustee and the liquidity provider and organizational costs. The Fund also uses the cash received from the transaction for investment purposes or to retire other forms of leverage. Under certain circumstances, the trust may be terminated and collapsed, either by the Fund or upon the occurrence of certain events, such as a downgrade in the credit quality of the underlying bond, or in the event holders of the floaters tender their securities to the liquidity provider. See Note I to the Financial Statements “Floating Rate Notes in Connection with Securities Held” for more information about tender option bond transactions.

The Fund may also purchase inverse floaters from a tender option bond trust in a secondary market transaction without first owning the underlying bond. The income received from an inverse floater varies inversely with the short-term interest rate paid on the floaters issued by the trust. The prices of inverse floaters are subject to greater volatility than the prices of fixed-income securities that are not inverse floaters. Investments in inverse floaters may amplify the risks of leverage. If short-term interest rates rise, the interest payable on the floaters would increase and income from the inverse floaters decrease.

Liquidity Risk—Liquidity risk exists when particular investments, such as lower-rated securities, are difficult to purchase or sell, possibly preventing the Fund from selling out of these illiquid securities at an advantageous price. The Fund is subject to liquidity risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater liquidity risk.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

 

70    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $280 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser on behalf of the Fund. The Fund did not utilize the Facility during the six months ended October 31, 2017.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2018 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2017 and April 30, 2016 were as follows:

 

     2017      2016  

Distributions paid from:

     

Ordinary income

   $ 640,741      $ 2,224,599  
  

 

 

    

 

 

 

Total taxable distributions

   $ 640,741      $ 2,224,599  
  

 

 

    

 

 

 

Tax-exempt distributions

     53,474,698        32,851,908  
  

 

 

    

 

 

 

Total distributions paid

   $     54,115,439      $     35,076,507  
  

 

 

    

 

 

 

As of April 30, 2017, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed tax-exempt income

   $ 6,664,973  

Accumulated capital and other losses

     (1,898,466 )(a) 

Unrealized appreciation/(depreciation)

     7,868,097 (b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $   12,634,604 (c) 
  

 

 

 

 

(a) As of April 30, 2017, the Fund had a net capital loss carryforward of $1,898,466. During the fiscal year, the Fund utilized $4,694,188 of capital loss carryforwards to offset current year net realized gains.

 

(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of tender option bonds.

 

(c) The difference between book-basis and tax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable and the tax treatment of defaulted securities.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2017, the Fund had a net short-term capital loss carryforward of $1,898,466 which may be carried forward for an indefinite period.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     71


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE H

Floating Rate Notes Issued in Connection with Securities Held

The Fund may engage in tender option bond (“TOB”) transactions in which the Fund transfers a fixed rate bond (“Fixed Rate Bond”) into a Special Purpose Vehicle (the “SPV”, which is generally organized as a trust). The Fund buys a residual interest in the assets and cash flows of the SPV, often referred to as an inverse floating rate obligation (“Inverse Floater”). The SPV also issues floating rate notes (“Floating Rate Notes”) which are sold to third parties. The Floating Rate Notes pay interest at rates that generally reset weekly and their holders have the option to tender their notes to a liquidity provider for redemption at par. The Inverse Floater held by the Fund gives the Fund the right (1) to cause the holders of the Floating Rate Notes to tender their notes at par, and (2) to have the trustee transfer the Fixed Rate Bond held by the SPV to the Fund, thereby collapsing the SPV. The SPV may also be collapsed in certain other circumstances. In accordance with U.S. GAAP requirements regarding accounting for transfers and servicing of financial assets and extinguishments of liabilities, the Fund accounts for the transaction described above as a secured borrowing by including the Fixed Rate Bond in its portfolio of investments and the Floating Rate Notes as a liability under the caption “Payable for floating rate notes issued” in its statement of assets and liabilities. Interest expense related to the Fund’s liability with respect to Floating Rate Notes is recorded as incurred. The interest expense is also included in the Fund’s expense ratio. At October 31, 2017, the amount of the Fund’s Floating Rate Notes outstanding was $3,510,000 and the related interest rate was 0.93% to 0.98%. For the six months ended October 31, 2017, the average amount of Floating Rate Notes outstanding and the daily weighted average interest rate were $3,921,304 and 1.63%, respectively.

The Fund may also purchase Inverse Floaters in the secondary market without first owning the underlying bond. Such an Inverse Floater is included in the Fund’s portfolio of investments but is not required to be treated as a secured borrowing and reflected in the Fund’s financial statements as a secured borrowing.

The final rules implementing section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Volcker Rule”) were issued on December 10, 2013. The Volcker Rule precludes banking entities and their affiliates from (i) sponsoring residual interest bond programs, such as the Fund’s TOB transactions (as such programs were then previously or are presently structured), and (ii) continuing certain relationships with or certain services for residual interest bond programs. As a result, such residual interest bond trusts need to be restructured or unwound. The effects of the Volcker Rule may make it more difficult for the Fund to maintain current

 

72    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

or desired levels of leverage and may cause the Fund to incur additional expenses to maintain its leverage. Banking entities subject to the Volcker Rule were required to comply by July 21, 2015 for TOBs established after December 31, 2013, and by July 21, 2017 for TOBs established prior to December 31, 2013.

As of May 31, 2017, the Fund’s investments in residual interest bonds that were required to be compliant with the Volcker Rule by July 21, 2017 were restructured by the required compliance date. These restructurings did not have a material impact on the Fund’s financial position or results of operations.

NOTE I

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (the “ASU”) which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. At this time, management is evaluating the implications of these changes on the financial statements.

NOTE J

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     73


 

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

   

Six Months
Ended
October 31,

2017

(unaudited)

    Year Ended April 30,  
      2017     2016     2015     2014     2013  
 

 

 

 

Net asset value, beginning of period

    $  11.25       $  11.59       $  11.14       $  10.64       $  11.22       $  10.50  
 

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .22       .44       .48       .51       .52       .47  

Net realized and unrealized gain (loss) on investment transactions

    .29       (.34     .46       .51       (.59     .77  
 

 

 

 

Net increase (decrease) in net asset value from operations

    .51       .10       .94       1.02       (.07     1.24  
 

 

 

 

Less: Dividends and Distributions

           

Dividends from net investment income

    (.22     (.44     (.49     (.52     (.51     (.52

Distributions from net realized gain on investment transactions

    – 0  –     – 0  –     – 0  –     – 0  –     (.00 )(b)      – 0  –
 

 

 

 

Total dividends and distributions

    (.22     (.44     (.49     (.52     (.51     (.52
 

 

 

 

Net asset value, end of period

    $  11.54       $  11.25       $  11.59       $  11.14       $  10.64       $  11.22  
 

 

 

 

Total Return

           

Total investment return based on net asset value(c)

    4.57  %      .87  %      8.69  %      9.73  %      (.28 )%      11.98  % 

Ratios/Supplemental Data

           

Net assets, end of period (000’s omitted)

    $2,103,572       $1,667,126       $1,112,540       $634,667       $381,668       $205,258  

Ratio to average net assets of:

           

Expenses(d)

    .00  %(e)^      .00  %(e)      .01  %      .01  %      .01  %      .03  % 

Net investment income

    3.82  %^      3.85  %      4.25  %      4.62  %      5.03  %      4.41  % 

Portfolio turnover rate

    10  %      23  %      8  %      10  %      29  %      7  % 

See footnote summary on page 75.

 

74    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

FINANCIAL HIGHLIGHTS (continued)

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

(a) Based on average shares outstanding.

 

(b) Amount is less than $.005.

 

(c) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

(d) The expense ratios, excluding interest expense are .00%, .00%, .00%, .00%, .00% and .00%, respectively.

 

(e) Amount is less than .005%.

 

Due to timing of sales and repurchase of capital shares, the net realized and unrealized gain (loss) per share is not in accord with the Fund’s change in net realized and unrealized gain (loss) on investment transactions for the period.

 

^ Annualized.

See notes to financial statements.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     75


 

BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1), Chairman

John H. Dobkin(1)(2)

Michael J. Downey(1)

William H. Foulk, Jr.(1)

D. James Guzy(1)(2)

  

Nancy P. Jacklin(1)

Robert M. Keith, President and Chief Executive Officer

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)

  
  
  
  

OFFICERS

Philip L. Kirstein(3),

Senior Vice President and Independent Compliance Officer

Robert “Guy” B. Davidson III(4), Vice President

Terrance T. Hults(4), Vice President

Matthew J. Norton(4), Vice President

  

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
1345 Avenue of the Americas
New York, NY 10105

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-Free (800) 221-5672

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

5 Times Square

New York, NY 10036

 

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

2 Messrs. Dobkin and Guzy are expected to retire on or about December 31, 2017.

 

3 Mr. Kirstein is expected to retire on or about December 31, 2017.

 

4 The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Municipal Bond Investment Team. Messrs. Robert “Guy” B. Davidson III, Terrance T. Hults and Matthew J. Norton are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio.

 

76    |    AB MUNICIPAL INCOME SHARES   abfunds.com


Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Municipal Income Shares (the “Fund”) at a meeting held on November 1-3, 2016 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed an independent evaluation prepared by the Company’s Senior Officer (who is also the Company’s Independent Compliance Officer) of the reasonableness of the advisory fee, in which the Senior Officer concluded that the contractual fee (zero) for the Fund was reasonable. The directors also discussed the proposed continuance in private sessions with counsel and the Company’s Senior Officer.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they receive presentations from the Adviser on the investment results of the Fund and review extensive materials and information presented by the Adviser.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     77


The directors also considered all other factors they believed relevant, including the specific matters discussed below. In their deliberations, the directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2014 and 2015 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Company’s Senior Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser

 

78    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed information prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an analytical service that is not affiliated with the Adviser, showing the performance of the Fund against a peer universe selected by Broadridge, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended July 31, 2016 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate paid by the Fund to the Adviser (zero) and information provided by Broadridge showing the fees paid by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     79


is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by it that have a substantially similar investment style.

Since the Fund does not bear ordinary expenses, the directors did not consider comparative expense information.

Economies of Scale

Since the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero, the directors did not consider the extent to which fee levels in the Advisory Agreement reflect economies of scale. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

80    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

US CORE

Core Opportunities Fund

FlexFee US Thematic Portfolio

Select US Equity Portfolio

US GROWTH

Concentrated Growth Fund

Discovery Growth Fund

FlexFee Large Cap Growth Portfolio

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

US VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund1

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

INTERNATIONAL/ GLOBAL CORE

Global Core Equity Portfolio

International Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund1

Tax-Managed International Portfolio

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

INTERNATIONAL/ GLOBAL GROWTH

Concentrated International Growth Portfolio

International Growth Fund

INTERNATIONAL/ GLOBAL EQUITY (continued)

INTERNATIONAL/ GLOBAL VALUE

Asia ex-Japan Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

FlexFee International Bond Portfolio

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Bond Portfolio

Limited Duration High Income Portfolio

Short Duration Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Credit Long/Short Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

Unconstrained Bond Fund

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio1

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio1

TARGET-DATE

Multi-Manager Select Retirement Allocation Fund

Multi-Manager Select 2010 Fund

Multi-Manager Select 2015 Fund

Multi-Manager Select 2020 Fund

Multi-Manager Select 2025 Fund

Multi-Manager Select 2030 Fund

Multi-Manager Select 2035 Fund

Multi-Manager Select 2040 Fund

Multi-Manager Select 2045 Fund

Multi-Manager Select 2050 Fund

Multi-Manager Select 2055 Fund

CLOSED-END FUNDS

Alliance California Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio1, which serves as the money market fund exchange vehicle for the AB mutual funds. An investment in Government Money Market Portfolio is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1 Prior to January 9, 2017, Relative Value Fund was named Growth & Income Fund; prior to April 17, 2017, Tax-Managed All Market Income Portfolio was named Tax-Managed Balanced Wealth Strategy; prior to April 24, 2017, All Market Total Return Portfolio was named Balanced Wealth Strategy; prior to November 10, 2017, Government Money Market Portfolio was named Government Exchange Reserves.

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     81


 

NOTES

 

 

82    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB MUNICIPAL INCOME SHARES    |     83


 

NOTES

 

 

84    |    AB MUNICIPAL INCOME  SHARES   abfunds.com


LOGO

AB MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

MIS-0152-1017                 LOGO


OCT    10.31.17

LOGO

 

SEMI-ANNUAL REPORT

AB TAXABLE MULTI-SECTOR INCOME SHARES

 

 

 

LOGO

 

LOGO


 

 

 
Investment Products Offered  

 Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We are pleased to provide this report for AB Taxable Multi-Sector Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

As always, AB strives to keep clients ahead of what’s next by:

 

+   

Transforming uncommon insights into uncommon knowledge with a global research scope

 

+   

Navigating markets with seasoned investment experience and sophisticated solutions

 

+   

Providing thoughtful investment insights and actionable ideas

Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.

AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.

For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in the AB Mutual Funds.

Sincerely,

 

LOGO

Robert M. Keith

President and Chief Executive Officer, AB Mutual Funds

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    1


 

SEMI-ANNUAL REPORT

 

December 18, 2017

This report provides management’s discussion of fund performance for AB Taxable Multi-Sector Income Shares for the semi-annual reporting period ended October 31, 2017. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The Fund’s investment objective is to generate income and price appreciation.

NAV RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

     6 Months      12 Months  
AB TAXABLE MULTI-SECTOR INCOME SHARES      0.88%        1.54%  
Bloomberg Barclays US Aggregate ex-Government Bond Index      2.11%        1.87%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Barclays US Aggregate ex-Government Bond Index, for the six- and 12-month periods ended October 31, 2017.

During the six-month period, the Fund underperformed the benchmark. Security selection detracted from relative performance, primarily because of selections within the banking, consumer non-cyclicals and financials sectors. Yield-curve positioning was also negative, though the Fund’s shorter-than-benchmark duration offset most of those losses, as shorter and intermediate rates rose in the period. Industry allocation did not have a material impact on performance, as gains from the Fund’s lack of exposure to agency mortgage-backed securities (“MBS”) offset negative returns from an exposure to US Treasuries and an overweight in non-agency mortgages.

For the 12-month period, the Fund underperformed the benchmark. Security decisions detracted relative to the benchmark, specifically within the banking, energy and consumer non-cyclicals sectors. Yield-curve positioning contributed to performance, helped by the Fund’s shorter-than-benchmark duration, as rates rose. Industry allocation was also positive, as gains from the Fund’s lack of exposure to agency MBS more than offset losses from an overweight position in non-agency mortgages.

The Fund utilized derivatives in the form of interest rate swaps for hedging purposes and credit default swaps for investment purposes, which had an immaterial impact on absolute returns during both periods.

 

2    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


MARKET REVIEW AND INVESTMENT STRATEGY

Political events and central bank action had a significant impact on bond markets in the six- and 12-month periods ended October 31, 2017. Donald Trump’s US election victory and the promise of fiscal stimulus, a retreat from globalization and relaxed regulation were treated as positive developments by financial markets. However, uncertainty regarding the Trump administration’s ability to implement meaningful change increased through the 12-month period. UK prime minister Theresa May surprised investors when she called for a snap parliamentary election in an effort to firm up the UK’s mandate going into Brexit negotiations. However, the results of the vote increased political uncertainty when May’s Conservative Party failed to secure a majority position. Investors were relieved when centrist, pro-EU candidate Emmanuel Macron was elected president of France, as his reformist agenda was seen as more business friendly than the protectionist policies espoused by his opponent. In June, the US Federal Reserve (the “Fed”) raised interest rates for the third consecutive quarter, hikes that were well-telegraphed and universally anticipated by markets. Late in the period, the Fed formally confirmed that its balance sheet reduction program would start in October, while the European Central Bank announced that it would start to taper the pace of its monthly asset purchases in January 2018.

Emerging-market debt rallied over both periods, helped by a positive global growth story and increasing oil prices. Outside of Europe, developed-market treasury yields generally rose; in the eurozone and UK, yields moved in different directions. Emerging-market local-currency government bonds, developed-market treasuries and investment-grade credit securities all rose in both periods, yet trailed the rally in global high yield. Within high yield, performance was almost uniformly positive, led by the transportation and basic industries sectors, while consumer sectors tended to lag the rising market.

INVESTMENT POLICIES

The Fund invests, under normal circumstances, at least 80% of its net assets in fixed-income securities. The Fund may invest in a broad range of securities in both developed and emerging markets. The Fund may invest across all fixed-income sectors, including corporate and US and non-US government securities. The Fund may invest up to 50% of its assets in below investment-grade bonds (“junk bonds”). The Fund expects to invest in readily marketable fixed-income securities with a range of maturities from short- to long-term.

The Fund may invest without limit in US dollar-denominated foreign fixed-income securities and may invest up to 50% of its assets in non-US dollar-denominated foreign fixed-income securities. These investments may include, in each case, developed- and emerging-market debt securities.

 

(continued on next page)

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    3


The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.

The Fund may also invest in mortgage-related and other asset-backed securities, loan participations, inflation-indexed securities, structured securities, variable, floating, and inverse floating-rate instruments and preferred stock, and may use other investment techniques. The Fund may use leverage for investment purposes. The Fund intends, among other things, to enter into transactions such as reverse repurchase agreements, forward contracts and dollar rolls. The Fund may invest, without limit, in derivatives, such as options, futures contracts, forwards or swap agreements.

Currencies can have a dramatic effect on returns of non-US dollar-denominated fixed-income securities, significantly adding to returns in some years and greatly diminishing them in others. The Adviser evaluates currency and fixed-income positions separately and may seek to hedge the currency exposure resulting from the Fund’s fixed-income securities positions when it finds the currency exposure unattractive. To hedge a portion of its currency risk, the Fund may from time to time invest in currency-related derivatives, including forward currency exchange contracts, futures contracts, options on futures contracts, swaps and options. The Adviser may also seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives.

 

4    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Barclays US Aggregate ex-Government Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Barclays US Aggregate ex-Government Bond Index represents the performance of securities within the US investment-grade fixed-rate bond market, with index components for corporate securities, mortgage pass-through securities, asset-backed securities and commercial mortgage-backed securities. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Interest Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. The Fund may be subject to heightened interest rate risk due to rising interest rates as the current period of historically low interest rates may be ending. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.

Below Investment Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    5


 

DISCLOSURES AND RISKS (continued)

 

money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.

Emerging Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk: Fluctuations in currency exchange risk may negatively affect the value of the Fund’s investments or reduce its returns.

Prepayment Risk: The value of mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early payments of principal on some mortgage-related securities may occur during periods of falling mortgage interest rates and expose the Fund to a lower rate of return upon reinvestment of principal. Early payments associated with mortgage-related securities cause these securities to experience significantly greater price and yield volatility than is experienced by traditional fixed-income securities. During periods of rising interest rates, a reduction in prepayments may increase the effective life of mortgage-related securities, subjecting them to greater risk of decline in market value in response to rising interest rates. If the life of a mortgage-related security is inaccurately predicted, the Fund may not be able to realize the rate of return it expected.

Derivatives Risk: Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.

Leverage Risk: To the extent the Fund uses leveraging techniques, its net asset value (“NAV”) may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.

 

6    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

DISCLOSURES AND RISKS (continued)

 

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    7


 

HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2017 (unaudited)

 

    NAV Returns  
1 Year     1.54%  
5 Years     1.27%  
Since Inception1     2.22%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2017 (unaudited)

 

    NAV Returns  
1 Year     1.54%  
5 Years     1.29%  
Since Inception1     2.25%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

1 Inception date: 9/15/2010.

 

8    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
May 1, 2017
    Ending
Account Value
October 31, 2017
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $ 1,000     $ 1,008.80     $      – 0  –      0.00

Hypothetical**

  $     1,000     $     1,025.21     $  – 0  –      0.00

 

* Expenses equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

** Assumes 5% annual return before expenses.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    9


 

PORTFOLIO SUMMARY

October 31, 2017 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $140.2

 

 

 

LOGO

 

1 All data are as of October 31, 2017. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details).

 

10    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS

October 31, 2017 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES – INVESTMENT GRADE – 55.0%

    

Industrial – 32.7%

    

Basic – 0.9%

    

Barrick North America Finance LLC
4.40%, 5/30/21

   $ 2     $ 2,141  

Dow Chemical Co. (The)
4.25%, 11/15/20

     7       7,376  

8.55%, 5/15/19

     475       521,080  

Glencore Finance Canada Ltd.
4.95%, 11/15/21(a)

     505       545,329  

Glencore Funding LLC
3.00%, 10/27/22(a)

     225       225,097  
    

 

 

 
       1,301,023  
    

 

 

 

Capital Goods – 4.3%

    

Boeing Co. (The)
1.65%, 10/30/20

     500       496,105  

Caterpillar Financial Services Corp.
1.90%, 3/22/19

     115       115,186  

2.10%, 1/10/20

     435       436,462  

Series G
1.85%, 9/04/20

     315       313,164  

Emerson Electric Co.
5.00%, 4/15/19

     504       525,359  

General Electric Co. Series G
6.00%, 8/07/19

     470       503,868  

John Deere Capital Corp.
1.25%, 10/09/19

     435       429,741  

1.463% (LIBOR 3 Month + 0.12%), 7/05/19(b)

     465       464,991  

1.95%, 6/22/20

     100       99,905  

Northrop Grumman Corp.
2.08%, 10/15/20

     1,000       1,000,080  

Rockwell Collins, Inc.
1.95%, 7/15/19

     830       830,216  

United Technologies Corp.
1.50%, 11/01/19

     525       521,062  

4.50%, 4/15/20

     300       317,634  
    

 

 

 
       6,053,773  
    

 

 

 

Communications - Media – 0.6%

    

21st Century Fox America, Inc.
4.50%, 2/15/21

     105       112,006  

Comcast Corp.
5.15%, 3/01/20

     78       83,716  

5.70%, 7/01/19

     502       533,646  

RELX Capital, Inc.
8.625%, 1/15/19

     25       26,848  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    11


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Time Warner Cable LLC
4.00%, 9/01/21

   $ 5     $ 5,186  

8.75%, 2/14/19

     40       43,265  
    

 

 

 
       804,667  
    

 

 

 

Communications - Telecommunications – 1.1%

    

AT&T, Inc.

    

2.45%, 6/30/20

     290       292,935  

5.80%, 2/15/19

     515       539,782  

Deutsche Telekom International Finance BV
1.50%, 9/19/19(a)

     560       553,627  

Telefonica Emisiones SAU
5.462%, 2/16/21

     45       49,159  

Verizon Communications, Inc.
3.50%, 11/01/21

     95       98,733  
    

 

 

 
       1,534,236  
    

 

 

 

Consumer Cyclical - Automotive – 3.6%

    

American Honda Finance Corp.
1.20%, 7/12/19

     410       405,535  

7.625%, 10/01/18(a)

     150       158,097  

BMW US Capital LLC
1.45%, 9/13/19(a)

     190       188,594  

1.50%, 4/11/19(a)

     375       373,432  

Ford Motor Credit Co. LLC
2.425%, 6/12/20

     400       401,236  

3.336%, 3/18/21

     325       333,252  

5.875%, 8/02/21

     210       234,053  

General Motors Co.
2.112% (LIBOR 3 Month + 0.80%),
8/07/20(b)

     125       125,474  

General Motors Financial Co., Inc.
2.40%, 5/09/19

     315       316,332  

3.10%, 1/15/19

     270       273,356  

3.15%, 1/15/20

     100       101,849  

3.25%, 5/15/18

     8       8,063  

Harley-Davidson Financial Services, Inc.
2.15%, 2/26/20(a)

     435       432,312  

2.25%, 1/15/19(a)

     155       155,223  

Nissan Motor Acceptance Corp.
1.55%, 9/13/19(a)

     560       554,736  

2.15%, 9/28/20(a)

     455       453,831  

Toyota Motor Credit Corp.
1.70%, 1/09/19

     550       549,725  
    

 

 

 
       5,065,100  
    

 

 

 

Consumer Cyclical - Entertainment – 0.6%

    

Mattel, Inc.
2.35%, 5/06/19

     795       781,533  
    

 

 

 

 

12    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Cyclical - Other – 0.4%

    

Marriott International, Inc./MD
6.75%, 5/15/18

   $ 515     $ 528,570  
    

 

 

 

Consumer Cyclical - Restaurants – 0.2%

    

McDonald’s Corp.
2.10%, 12/07/18

     285       286,094  
    

 

 

 

Consumer Cyclical - Retailers – 1.3%

    

CVS Health Corp.
2.25%, 12/05/18

     825       827,747  

Wal-Mart Stores, Inc.
1.75%, 10/09/19

     1,000       999,780  
    

 

 

 
       1,827,527  
    

 

 

 

Consumer Non-Cyclical – 9.7%

    

AbbVie, Inc.
2.00%, 11/06/18

     830       831,801  

2.50%, 5/14/20

     17       17,139  

Allergan Funding SCS
2.45%, 6/15/19

     210       211,376  

3.00%, 3/12/20

     610       619,553  

Altria Group, Inc.
2.625%, 1/14/20

     120       121,517  

Amgen, Inc.
5.70%, 2/01/19

     790       826,482  

Anheuser-Busch InBev Finance, Inc.
2.65%, 2/01/21

     579       586,376  

Baxalta, Inc.
3.60%, 6/23/22

     75       77,661  

Becton Dickinson and Co.
2.133%, 6/06/19

     100       99,980  

2.675%, 12/15/19

     783       791,034  

Biogen, Inc.
3.625%, 9/15/22

     54       56,532  

Bunge Ltd. Finance Corp.
8.50%, 6/15/19

     1       1,098  

Coca-Cola Co. (The)
1.375%, 5/30/19

     565       562,531  

Conagra Brands, Inc.
1.857% (LIBOR 3 Month + 0.50%), 10/09/20(b)

     1,000       1,001,850  

Gilead Sciences, Inc.
1.85%, 9/20/19

     1,000       999,140  

Kraft Heinz Foods Co.
2.80%, 7/02/20

     95       96,207  

Kroger Co. (The)
2.00%, 1/15/19

     385       385,146  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    13


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

6.15%, 1/15/20

   $ 150     $ 162,366  

Laboratory Corp. of America Holdings
2.625%, 2/01/20

     430       434,072  

Medtronic, Inc.
3.15%, 3/15/22

     100       103,086  

Molson Coors Brewing Co.
1.45%, 7/15/19

     456       451,176  

2.25%, 3/15/20(a)

     375       375,169  

Mylan NV
2.50%, 6/07/19

     665       667,607  

Mylan, Inc.
2.60%, 6/24/18

     26       26,103  

PepsiCo, Inc.
2.00%, 4/15/21

     1,000       997,500  

Procter & Gamble Co. (The)
1.90%, 10/23/20

     1,035       1,034,224  

Reynolds American, Inc.
4.00%, 6/12/22

     100       105,352  

Stryker Corp.
2.00%, 3/08/19

     560       561,198  

Thermo Fisher Scientific, Inc.
2.15%, 12/14/18

     575       576,443  

Tyson Foods, Inc.
1.868% (LIBOR 3 Month + 0.55%), 6/02/20(b)

     475       477,408  

2.25%, 8/23/21

     210       208,543  

2.65%, 8/15/19

     158       159,632  

4.50%, 6/15/22

     30       32,453  
    

 

 

 
       13,657,755  
    

 

 

 

Energy – 4.2%

    

BP Capital Markets PLC
1.676%, 5/03/19

     565       563,892  

1.768%, 9/19/19

     350       349,464  

Canadian Natural Resources Ltd.
5.90%, 2/01/18

     3       3,031  

Chevron Corp.
1.561%, 5/16/19

     565       563,452  

Energy Transfer LP
4.65%, 6/01/21

     10       10,617  

6.70%, 7/01/18

     65       66,977  

Enterprise Products Operating LLC
2.85%, 4/15/21

     410       417,031  

5.20%, 9/01/20

     55       59,479  

Exxon Mobil Corp.
1.708%, 3/01/19

     560       560,409  

Kinder Morgan Energy Partners LP
2.65%, 2/01/19

     385       387,807  

 

14    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

3.95%, 9/01/22

   $ 99     $ 103,438  

4.15%, 3/01/22

     37       38,913  

5.30%, 9/15/20

     5       5,390  

Kinder Morgan, Inc./DE
3.05%, 12/01/19

     435       442,591  

Marathon Petroleum Corp.
5.125%, 3/01/21

     48       51,998  

ONEOK, Inc.
4.25%, 2/01/22

     92       95,987  

Phillips 66
4.30%, 4/01/22

     90       96,448  

Schlumberger Holdings Corp.
2.35%, 12/21/18(a)

     830       833,826  

3.00%, 12/21/20(a)

     85       86,796  

Shell International Finance BV
1.375%, 9/12/19

     560       555,750  

Williams Partners LP
4.125%, 11/15/20

     574       600,140  
    

 

 

 
       5,893,436  
    

 

 

 

Services – 0.6%

    

eBay, Inc.
2.15%, 6/05/20

     830       830,623  
    

 

 

 

Technology – 4.8%

    

Apple, Inc.
1.70%, 2/22/19

     515       515,263  

Baidu, Inc.
2.875%, 7/06/22

     375       376,144  

Broadcom Corp. / Broadcom Cayman
Finance Ltd.
2.20%, 1/15/21(a)

     200       199,076  

Broadcom Corp./Broadcom Cayman
Finance Ltd.
2.375%, 1/15/20(a)

     795       799,683  

Cisco Systems, Inc.
1.60%, 2/28/19

     450       449,446  

Hewlett Packard Enterprise Co.
2.10%, 10/04/19(a)

     605       604,383  

3.60%, 10/15/20(c)

     75       77,501  

Honeywell International, Inc.
1.418% (LIBOR 3 Month + 0.04%), 10/30/19(b)

     1,035       1,034,752  

HP, Inc.
3.75%, 12/01/20

     8       8,328  

4.65%, 12/09/21

     23       24,810  

IBM Credit LLC
1.625%, 9/06/19

     350       348,869  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    15


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

International Business Machines Corp.
1.80%, 5/17/19

   $ 100     $ 100,100  

1.95%, 2/12/19

     420       421,327  

Lam Research Corp.
2.80%, 6/15/21

     483       489,487  

Oracle Corp.
2.25%, 10/08/19

     545       550,346  

VMware, Inc.
2.30%, 8/21/20

     800       798,160  
    

 

 

 
       6,797,675  
    

 

 

 

Transportation - Services – 0.4%

    

Ryder System, Inc.
3.45%, 11/15/21

     500       516,760  
    

 

 

 
       45,878,772  
    

 

 

 

Financial Institutions – 20.1%

    

Banking – 15.4%

    

ABN AMRO Bank NV
1.80%, 9/20/19(a)

     495       492,867  

American Express Co.
2.20%, 10/30/20

     200       199,722  

American Express Credit Corp.
Series G
2.25%, 8/15/19

     830       834,748  

Bank of America Corp.
5.00%, 5/13/21

     30       32,566  

5.625%, 7/01/20

     100       108,571  

5.875%, 1/05/21

     40       44,198  

7.625%, 6/01/19

     190       206,118  

Series G
2.369%, 7/21/21

     500       499,495  

Bank of America NA
2.05%, 12/07/18

     250       250,603  

BB&T Corp.
2.15%, 2/01/21

     200       199,684  

5.25%, 11/01/19

     770       817,055  

Canadian Imperial Bank of Commerce
2.10%, 10/05/20

     1,000       997,140  

Capital One Financial Corp.
2.40%, 10/30/20

     220       220,158  

2.45%, 4/24/19

     140       140,872  

2.50%, 5/12/20

     230       230,948  

4.75%, 7/15/21

     20       21,545  

Capital One NA/Mclean VA
1.85%, 9/13/19

     425       422,378  

Citibank NA
2.10%, 6/12/20

     665       664,175  

2.125%, 10/20/20

     300       298,980  

 

16    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Citigroup, Inc.
2.50%, 7/29/19

   $ 390     $ 392,652  

Discover Bank
2.00%, 2/21/18

     370       370,326  

3.10%, 6/04/20

     255       260,095  

Fifth Third Bancorp
3.50%, 3/15/22

     53       54,853  

Fifth Third Bank/Cincinnati OH
2.20%, 10/30/20

     550       550,137  

2.30%, 3/15/19

     425       427,329  

Goldman Sachs Group, Inc. (The)
2.35%, 11/15/21

     48       47,481  

2.60%, 4/23/20

     200       201,452  

2.625%, 1/31/19

     465       468,567  

5.75%, 1/24/22

     195       218,267  

Series D
6.00%, 6/15/20

     40       43,690  

Series G
7.50%, 2/15/19

     350       373,999  

HSBC Holdings PLC
4.00%, 3/30/22

     150       158,465  

5.10%, 4/05/21

     65       70,646  

JPMorgan Chase & Co.
2.20%, 10/22/19

     250       251,147  

4.40%, 7/22/20

     365       386,418  

4.50%, 1/24/22

     95       102,509  

6.30%, 4/23/19

     535       568,341  

KeyBank NA/Cleveland OH
1.60%, 8/22/19

     370       367,584  

2.35%, 3/08/19

     500       503,195  

Lloyds Banking Group PLC
3.10%, 7/06/21

     585       595,799  

Manufacturers & Traders Trust Co.
2.05%, 8/17/20

     355       354,290  

2.30%, 1/30/19

     475       476,971  

Mitsubishi UFJ Financial Group, Inc.
2.95%, 3/01/21

     215       218,421  

Mizuho Financial Group, Inc.
2.632%, 4/12/21(a)

     220       219,941  

Morgan Stanley
5.625%, 9/23/19

     350       372,214  

Series G
2.45%, 2/01/19

     900       904,959  

5.50%, 7/28/21

     102       112,663  

PNC Bank NA
1.95%, 3/04/19

     580       580,586  

2.30%, 6/01/20

     250       251,370  

2.45%, 11/05/20

     250       252,012  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

PNC Financial Services Group, Inc. (The)
5.125%, 2/08/20

   $ 30     $ 32,025  

Royal Bank of Canada
2.15%, 10/26/20

     1,025       1,024,785  

Santander Holdings USA, Inc.
2.70%, 5/24/19

     560       563,651  

Toronto-Dominion Bank (The)
1.90%, 10/24/19

     1,030       1,029,227  

US Bank NA/Cincinnati OH
1.40%, 4/26/19

     585       581,630  

2.05%, 10/23/20

     440       439,833  

Wells Fargo & Co.
2.125%, 4/22/19

     355       356,299  

2.15%, 1/15/19

     110       110,360  

Wells Fargo Bank NA
1.75%, 5/24/19

     600       598,680  
    

 

 

 
       21,574,692  
    

 

 

 

Finance – 1.0%

    

AIG Global Funding
2.15%, 7/02/20(a)

     560       559,530  

Synchrony Financial
2.60%, 1/15/19

     795       799,579  
    

 

 

 
       1,359,109  
    

 

 

 

Insurance – 2.9%

    

Berkshire Hathaway Finance Corp.
1.70%, 3/15/19

     360       360,058  

Hartford Financial Services Group, Inc. (The)
5.50%, 3/30/20

     3       3,229  

Humana, Inc.
7.20%, 6/15/18

     65       67,112  

Metropolitan Life Global Funding I
1.75%, 9/19/19(a)

     365       363,485  

2.05%, 6/12/20(a)

     520       519,002  

New York Life Global Funding
1.95%, 9/28/20(a)

     1,000       996,640  

Pricoa Global Funding I
1.45%, 9/13/19(a)

     560       553,941  

Prudential Financial, Inc.
4.50%, 11/15/20

     85       90,624  

Reliance Standard Life Global Funding II
2.50%, 4/24/19(a)

     105       105,870  

UnitedHealth Group, Inc.
1.70%, 2/15/19

     560       559,468  

1.95%, 10/15/20

     465       464,037  

XLIT Ltd.
5.75%, 10/01/21

     20       22,241  
    

 

 

 
       4,105,707  
    

 

 

 

 

18    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

REITS – 0.8%

    

American Tower Corp.
2.80%, 6/01/20

   $ 440     $ 446,129  

Healthcare Trust of America Holdings LP
2.95%, 7/01/22

     110       110,672  

Simon Property Group LP
2.50%, 9/01/20

     560       565,371  
    

 

 

 
       1,122,172  
    

 

 

 
       28,161,680  
    

 

 

 

Utility – 2.2%

    

Electric – 2.2%

    

Dominion Energy, Inc.
Series A
1.875%, 1/15/19

     105       104,727  

Series B
1.60%, 8/15/19

     565       561,553  

Edison International
2.125%, 4/15/20

     555       554,733  

Entergy Corp.
4.00%, 7/15/22

     78       82,529  

Exelon Corp.
2.45%, 4/15/21

     548       548,088  

2.85%, 6/15/20

     145       147,565  

National Rural Utilities Cooperative Finance Corp.
1.65%, 2/08/19

     560       558,432  

Southern Co. (The)
1.85%, 7/01/19

     520       519,199  

TECO Finance, Inc.
5.15%, 3/15/20

     10       10,615  
    

 

 

 
       3,087,441  
    

 

 

 

Total Corporates – Investment Grade
(cost $77,114,250)

       77,127,893  
    

 

 

 
    

ASSET-BACKED SECURITIES – 19.4%

    

Autos - Fixed Rate – 12.1%

    

Ally Auto Receivables Trust
Series 2015-2, Class A3
1.49%, 11/15/19

     91       90,659  

Series 2016-2, Class A4
1.60%, 1/15/21

     1,000       997,035  

Ally Master Owner Trust
Series 2015-3, Class A
1.63%, 5/15/20

     297       296,929  

AmeriCredit Automobile Receivables Trust
Series 2016-4, Class A2A
1.34%, 4/08/20

     78       77,706  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2017-3, Class A2A
1.69%, 12/18/20

   $ 1,045     $ 1,043,542  

Avis Budget Rental Car Funding AESOP LLC
Series 2013-2A, Class A
2.97%, 2/20/20(a)

     185       186,205  

Bank of The West Auto Trust
Series 2015-1, Class A3
1.31%, 10/15/19(a)

     44       44,305  

California Republic Auto Receivables Trust
Series 2015-2, Class A3
1.31%, 8/15/19

     13       12,970  

CarMax Auto Owner Trust 2017-4
Series 2017-4, Class A3
2.11%, 10/17/22

     1,350       1,349,504  

Chrysler Capital Auto Receivables Trust
Series 2015-BA, Class A3
1.91%, 3/16/20(a)

     106       105,654  

CPS Auto Receivables Trust
Series 2013-B, Class A
1.82%, 9/15/20(a)

     10       10,378  

Drive Auto Receivables Trust
Series 2016-CA, Class A3
1.67%, 11/15/19(a)

     754       754,478  

Series 2017-3, Class A3
1.85%, 4/15/20

     1,250       1,249,912  

DT Auto Owner Trust
Series 2017-3A, Class A
1.73%, 8/17/20(a)

     39       39,005  

Enterprise Fleet Financing LLC
Series 2015-1, Class A2
1.30%, 9/20/20(a)

     21       21,155  

Exeter Automobile Receivables Trust
Series 2016-3A, Class A
1.84%, 11/16/20(a)

     12       12,429  

Series 2017-2A, Class A
2.11%, 6/15/21(a)

     40       39,719  

Fifth Third Auto Trust
Series 2014-3, Class A4
1.47%, 5/17/21

     1,064       1,063,526  

Fifth Third Auto Trust 2017-1
Series 2017-1, Class A2A
1.59%, 4/15/20

     400       399,548  

Flagship Credit Auto Trust
Series 2016-3, Class A1
1.61%, 12/15/19(a)

     29       29,071  

Series 2016-4, Class A2
1.96%, 2/16/21(a)

     105       104,618  

 

20    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Ford Credit Auto Owner Trust
Series 2014-2, Class A
2.31%, 4/15/26(a)

   $ 268     $ 269,911  

Ford Credit Floorplan Master Owner Trust
Series 2015-2, Class A1
1.98%, 1/15/22

     94       93,803  

Series 2017-1, Class A1
2.07%, 5/15/22

     175       174,980  

Ford Credit Floorplan Master Owner Trust A
Series 2017-2, Class A1
2.16%, 9/15/22

     1,000       1,001,626  

GM Financial Automobile Leasing Trust
Series 2015-2, Class A3
1.68%, 12/20/18

     141       141,526  

GM Financial Automobile Leasing Trust 2017-3
Series 2017-3, Class A3
2.01%, 11/20/20

     1,000       995,846  

GM Financial Consumer Automobile Receivables Trust 2017-3
Series 2017-3A, Class A3
1.97%, 5/16/22(a)

     1,350       1,347,577  

GMF Floorplan Owner Revolving Trust
Series 2015-1, Class A1
1.65%, 5/15/20(a)

     759       758,945  

Series 2016-1, Class A1
1.96%, 5/17/21(a)

     100       100,065  

Harley-Davidson Motorcycle Trust
Series 2015-1, Class A3
1.41%, 6/15/20

     54       54,189  

Hertz Vehicle Financing II LP
Series 2016-1A, Class A
2.32%, 3/25/20(a)

     1,100       1,098,751  

Hertz Vehicle Financing LLC
Series 2013-1A, Class A2
1.83%, 8/25/19(a)

     160       159,881  

Honda Auto Receivables 2017-3 Owner Trust
Series 2017-3, Class A4
1.98%, 11/20/23

     400       399,907  

Hyundai Auto Lease Securitization Trust
Series 2015-B, Class A3
1.40%, 11/15/18(a)

     30       29,658  

Mercedes Benz Auto Lease Trust
Series 2015-B, Class A3
1.34%, 7/16/18

     32       32,471  

Nissan Auto Lease Trust 2017-B
Series 2017-B, Class A2A
1.83%, 12/16/19

     1,350       1,349,767  

Santander Drive Auto Receivables Trust
Series 2016-3, Class A2
1.34%, 11/15/19

     22       22,109  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

USAA Auto Owner Trust 2017-1
Series 2017-1, Class A4
1.88%, 9/15/22

   $ 1,000     $ 996,602  

Westlake Automobile Receivables Trust
Series 2016-2A, Class A2
1.57%, 6/17/19(a)

     15       15,171  
    

 

 

 
       16,971,133  
    

 

 

 

Other ABS - Fixed Rate – 2.8%

    

Ascentium Equipment Receivables Trust
Series 2016-1A, Class A2
1.75%, 11/13/18(a)

     6       5,668  

CNH Equipment Trust
Series 2014-B, Class A4
1.61%, 5/17/21

     37       37,181  

Series 2015-A, Class A4
1.85%, 4/15/21

     619       618,881  

SBA Tower Trust
3.156%, 10/08/20(a)(d)

     67       67,838  

SoFi Consumer Loan Program LLC
Series 2016-3, Class A
3.05%, 12/26/25(a)(d)

     153       153,856  

Series 2017-2, Class A
3.28%, 2/25/26(a)(d)

     732       741,099  

Series 2017-5, Class A2
2.78%, 9/25/26(a)(d)

     1,000       994,373  

Verizon Owner Trust 2017-3
Series 2017-3A, Class A1A
2.06%, 4/20/22(a)(d)

     1,260       1,260,208  
    

 

 

 
       3,879,104  
    

 

 

 

Credit Cards - Fixed Rate – 2.6%

    

Barclays Dryrock Issuance Trust
Series 2015-2, Class A
1.56%, 3/15/21

     100       100,001  

Cabela’s Credit Card Master Note Trust
Series 2013-1A, Class A
2.71%, 2/17/26(a)

     120       121,204  

Chase Issuance Trust
Series 2014-A2, Class A2
2.77%, 3/15/23

     105       107,180  

Synchrony Credit Card Master Note Trust
Series 2012-2, Class A
2.22%, 1/15/22

     120       120,569  

Series 2016-1, Class A
2.04%, 3/15/22

     2,084       2,089,695  

World Financial Network Credit Card Master Trust
Series 2013-A, Class A
1.61%, 12/15/21

     185       185,031  

 

22    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2017-B, Class A
1.98%, 6/15/23

   $ 1,000     $ 999,331  
    

 

 

 
       3,723,011  
    

 

 

 

Credit Cards - Floating Rate – 1.0%

    

American Express Issuance Trust II
Series 2013-1, Class A
1.519% (LIBOR 1 Month + 0.28%), 2/15/19(b)

     1,200       1,201,151  

World Financial Network Credit Card Master Trust
Series 2015-A, Class A
1.719% (LIBOR 1 Month + 0.48%), 2/15/22(b)

     167       167,282  
    

 

 

 
       1,368,433  
    

 

 

 

Autos - Floating Rate – 0.9%

    

BMW Floorplan Master Owner Trust
Series 2015-1A, Class A
1.739% (LIBOR 1 Month + 0.50%), 7/15/20(a)(b)

     142       142,364  

Wells Fargo Dealer Floorplan Master Note Trust
Series 2015-1, Class A
1.739% (LIBOR 1 Month + 0.50%), 1/20/20(b)

     1,151       1,151,206  
    

 

 

 
       1,293,570  
    

 

 

 

Total Asset-Backed Securities
(cost $27,236,291)

       27,235,251  
    

 

 

 
    

GOVERNMENTS – TREASURIES – 16.8%

    

United States – 16.8%

    

U.S. Treasury Notes
1.50%, 5/15/20-7/15/20
(cost $23,686,131)

     23,680       23,562,445  
    

 

 

 
    

COMMERCIAL MORTGAGE-BACKED SECURITIES – 4.8%

    

Non-Agency Fixed Rate CMBS – 2.8%

    

Citigroup Commercial Mortgage Trust
Series 2013-GC17, Class A2
2.962%, 11/10/46

     435       438,865  

Series 2015-GC29, Class A2
2.674%, 4/10/48

     1,000       1,009,612  

Commercial Mortgage Trust
Series 2013-CR6, Class A2
2.122%, 3/10/46

     104       103,989  

Series 2014-LC15, Class A2
2.84%, 4/10/47

     440       444,595  

GS Mortgage Securities Trust
Series 2013-G1, Class A1
2.059%, 4/10/31(a)

     639       621,496  

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    23


PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

JP Morgan Chase Commercial
Mortgage Securities Trust
Series 2013-C13, Class A2
2.665%, 1/15/46

   $ 425     $ 427,803  

Series 2013-C16, Class A2
3.07%, 12/15/46

     289       291,155  

LSTAR Commercial Mortgage Trust
Series 2016-4, Class A2
2.579%, 3/10/49(a)

     100       98,734  

WF-RBS Commercial Mortgage Trust
Series 2013-C16, Class A2
3.223%, 9/15/46

     430       434,028  
    

 

 

 
       3,870,277  
    

 

 

 

Non-Agency Floating Rate CMBS – 1.8%

    

BX Trust SLCT
Series 2017-IMC, Class A
2.30% (LIBOR 1 Month + 1.05%), 10/15/32(a)(b)

     1,000       1,002,208  

JP Morgan Chase Commercial
Mortgage Securities Trust
Series 2015-SGP, Class A
2.939% (LIBOR 1 Month + 1.70%), 7/15/36(a)(b)

     353       354,527  

Starwood Retail Property Trust
Series 2014-STAR, Class A
2.459% (LIBOR 1 Month + 1.22%), 11/15/27(a)(b)

     1,100       1,100,075  

Waldorf Astoria Boca Raton Trust
Series 2016-BOCA, Class A
2.589% (LIBOR 1 Month + 1.35%), 6/15/29(a)(b)

     128       128,203  
    

 

 

 
       2,585,013  
    

 

 

 

Agency CMBS – 0.2%

    

Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates
Series K011, Class A1
2.917%, 8/25/20

     45       45,148  

Series K021, Class A1
1.603%, 1/25/22

     120       118,432  

Series K025, Class A1
1.875%, 4/25/22

     180       179,219  
    

 

 

 
       342,799  
    

 

 

 

Total Commercial Mortgage-Backed Securities
(cost $6,861,897)

       6,798,089  
    

 

 

 

 

24    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

COLLATERALIZED MORTGAGE OBLIGATIONS – 2.0%

    

Risk Share Floating Rate – 1.5%

    

Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes
Series 2016-DNA2, Class M1
2.488% (LIBOR 1 Month + 1.25%), 10/25/28(b)

   $ 28     $ 27,865  

Series 2016-HQA1, Class M1
2.988% (LIBOR 1 Month + 1.75%), 9/25/28(b)

     333       334,127  

Series 2016-HQA2, Class M1
2.438% (LIBOR 1 Month + 1.20%), 11/25/28(b)

     251       251,054  

Federal National Mortgage Association
Series 2014-C02, Class 2M1
2.188% (LIBOR 1 Month + 0.95%), 5/25/24(b)

     115       115,100  

Federal National Mortgage Association Connecticut Avenue Securities
Series 2016-C02, Class 1M1
3.388% (LIBOR 1 Month + 2.15%), 9/25/28(b)

     901       911,270  

Series 2016-C03, Class 1M1

    

3.238% (LIBOR 1 Month + 2.00%), 10/25/28(b)

     492       500,187  
    

 

 

 
       2,139,603  
    

 

 

 

Agency Fixed Rate – 0.5%

    

Federal Home Loan Mortgage Corp. REMICs

    

Series 4029, Class LD
1.75%, 1/15/27

     442       434,848  

Series 4459, Class CA
5.00%, 12/15/34

     169       178,744  
    

 

 

 
       613,592  
    

 

 

 

Total Collateralized Mortgage Obligations
(cost $2,741,408)

       2,753,195  
    

 

 

 
    

CORPORATES –
NON-INVESTMENT GRADE – 0.8%

    

Industrial – 0.8%

    

Consumer Non-Cyclical – 0.8%

    

Constellation Brands, Inc.
2.00%, 11/07/19
(cost $1,053,523)

     1,055       1,053,523  
    

 

 

 

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    25


PORTFOLIO OF INVESTMENTS (continued)

 

 

         
    
Shares
    U.S. $ Value  

 

 

SHORT-TERM INVESTMENTS – 1.1%

    

Investment Companies – 1.1%

    

AB Fixed Income Shares, Inc. – Government
Money Market Portfolio – Class AB,
0.85%(e)(f)(g) (cost $1,525,234)

     1,525,234     $ 1,525,234  
    

 

 

 

Total Investments – 99.9%
(cost $140,218,734)

       140,055,630  

Other assets less liabilities – 0.1%

       117,975  
    

 

 

 

Net Assets – 100.0%

     $ 140,173,605  
    

 

 

 

CREDIT DEFAULT SWAPS (see Note C)

 

Swap
Counterparty &
Referenced
Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
October 31,
2017
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Sale Contracts

             

Deutsche Bank AG CDX-CMBX.NA.A Series 6, 5/11/63*

    2.00     Monthly       3.31     USD 1,500     $ (88,967   $ (84,514   $ (4,453

 

* Termination date

 

(a) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2017, the aggregate market value of these securities amounted to $22,269,316 or 15.9% of net assets.

 

(b) Floating Rate Security. Stated interest/floor rate was in effect at October 31, 2017.

 

(c) Variable rate coupon, rate shown as of October 31, 2017.

 

(d) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

 

(e) Affiliated investments.

 

(f) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

 

(g) The rate shown represents the 7-day yield as of period end.

Currency Abbreviations:

USD – United States Dollar

Glossary:

ABS – Asset-Backed Securities

CDX-CMBX.NA – North American Commercial Mortgage-Backed Index

CMBS – Commercial Mortgage-Backed Securities

REIT – Real Estate Investment Trust

REMICs – Real Estate Mortgage Investment Conduits

See notes to financial statements.

 

26    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

STATEMENT OF ASSETS & LIABILITIES

October 31, 2017 (unaudited)

 

Assets   

Investments in securities, at value

  

Unaffiliated issuers (cost $138,693,500)

   $ 138,530,396  

Affiliated issuers (cost $1,525,234)

     1,525,234  

Receivable for shares of beneficial interest sold

     1,408,736  

Unaffiliated interest and dividends receivable

     644,790  

Receivable due from Adviser

     2,641  

Affiliated dividends receivable

     2,341  
  

 

 

 

Total assets

     142,114,138  
  

 

 

 
Liabilities   

Payable for investment securities purchased

     1,053,484  

Payable for shares of beneficial interest redeemed

     581,135  

Dividends payable

     216,756  

Upfront premiums received on credit default swaps

     84,514  

Unrealized depreciation on credit default swaps

     4,453  

Payable for terminated interest rate swaps

     191  
  

 

 

 

Total liabilities

     1,940,533  
  

 

 

 

Net Assets

   $ 140,173,605  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 143  

Additional paid-in capital

     140,969,686  

Distributions in excess of net investment income

     (138,499

Accumulated net realized loss on investment transactions

     (490,168

Net unrealized depreciation on investments

     (167,557
  

 

 

 
   $     140,173,605  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 14,253,281 common shares outstanding)

   $ 9.83  
  

 

 

 

See notes to financial statements.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    27


 

STATEMENT OF OPERATIONS

Six Months Ended October 31, 2017 (unaudited)

 

Investment Income      

Interest

   $     943,030     

Dividends—Affiliated issuers

     12,726     

Other income(a)

     3,244     
  

 

 

    

Total investment income

      $ 959,000  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        (3,430

Swaps

        22,913  

Net change in unrealized appreciation/depreciation of:

     

Investments

        (221,930

Swaps

        (32,777
     

 

 

 

Net loss on investment transactions

        (235,224
     

 

 

 

Net Increase in Net Assets from Operations

      $     723,776  
     

 

 

 

 

(a) Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

28    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2017

(unaudited)
    Year Ended
April 30,

2017
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 959,000     $ 2,930,964  

Net realized gain on investment transactions

     19,483       1,139,697  

Net change in unrealized appreciation/depreciation of investments

     (254,707     (1,233,583
  

 

 

   

 

 

 

Net increase in net assets from operations

     723,776       2,837,078  
Dividends to Shareholders from     

Net investment income

     (946,661     (3,408,557
Transactions in Shares of Beneficial Interest     

Net increase (decrease)

     66,069,083           (232,334,424
  

 

 

   

 

 

 

Total increase (decrease)

     65,846,198       (232,905,903
Net Assets     

Beginning of period

     74,327,407       307,233,310  
  

 

 

   

 

 

 

End of period (including distributions in excess of net investment income of ($138,499) and ($150,838), respectively)

   $     140,173,605     $ 74,327,407  
  

 

 

   

 

 

 

See notes to financial statements.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    29


 

NOTES TO FINANCIAL STATEMENTS

October 31, 2017 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each Fund is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Taxable Multi-Sector Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are

 

30    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    31


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, 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)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3. In addition, non-agency rated investments are classified as Level 3.

Valuations of mortgage-backed or other asset-backed securities, by pricing vendors, are based on both proprietary and industry recognized models and discounted cash flow techniques. Significant inputs to the valuation

 

32    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

of these instruments are value of the collateral, the rates and timing of delinquencies, the rates and timing of prepayments, and default and loss expectations, which are driven in part by housing prices for residential mortgages. Significant inputs are determined based on relative value analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices. Mortgage and asset-backed securities for which management has collected current observable data through pricing services are generally categorized within Level 2. Those investments for which current observable data has not been provided are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2017:

 

Investments in
Securities:

   Level 1     Level 2     Level 3     Total  

Assets:

        

Corporates – Investment Grade

   $ – 0  –    $ 77,127,893       – 0  –    $ 77,127,893  

Asset-Backed Securities

     – 0  –      24,017,877       3,217,374       27,235,251  

Governments – Treasuries

     – 0  –      23,562,445       – 0  –      23,562,445  

Commercial Mortgage-Backed Securities

     – 0  –      6,798,089       – 0  –      6,798,089  

Collateralized Mortgage Obligations

     – 0  –      2,753,195       – 0  –      2,753,195  

Corporates – Non-Investment Grade

     – 0  –      1,053,523       – 0  –      1,053,523  

Short-Term Investments

     1,525,234       – 0  –      – 0  –      1,525,234  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

     1,525,234       135,313,022       3,217,374       140,055,630  

Other Financial Instruments(a):

        

Assets

     – 0  –      – 0  –      – 0  –      – 0  – 

Liabilities:

        

Credit Default Swaps

     – 0  –      (88,967     – 0  –      (88,967
  

 

 

   

 

 

   

 

 

   

 

 

 

Total(b)

   $ 1,525,234     $ 135,224,055     $ 3,217,374     $ 139,966,663  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions which are valued at market value.

 

(b) There were no transfers between any levels during the reporting period.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    33


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The Fund recognizes all transfers between levels of the fair value hierarchy assuming the financial instruments were transferred at the beginning of the reporting period.

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value.

 

      Asset-
Backed
Securities
    Commercial
Mortgage-
Backed
Securities
    Total  

Balance as of 4/30/17

   $ 1,143,675     $   5,289     $ 1,148,964  

Accrued discounts/(premiums)

     71       – 0  –      71  

Realized gain (loss)

     331       (137     194  

Change in unrealized appreciation/depreciation

     (396     142       (254

Purchases

     2,327,128       – 0  –      2,327,128  

Sales

     (253,435     (5,294     (258,729

Transfers in to Level 3

     – 0  –      – 0  –      – 0  – 

Transfers out of Level 3

     – 0  –      – 0  –      – 0  – 
  

 

 

   

 

 

   

 

 

 

Balance as of 10/31/17

   $   3,217,374     $ – 0  –    $   3,217,374  
  

 

 

   

 

 

   

 

 

 

Net change in unrealized appreciation/depreciation from investments held as of 10/31/17(a)

   $ (396   $ – 0  –    $ (396
  

 

 

   

 

 

   

 

 

 

 

(a) The unrealized appreciation/(depreciation) is included in net change in unrealized appreciation/(depreciation) on investments and other financial instruments in the accompanying statement of operations.

As of October 31, 2017, all Level 3 securities were priced by third party vendors.

The Adviser established the Committee to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”)

 

34    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments and processes at vendors, 2) daily comparison of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    35


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the Advisory Agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The Advisory Agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. In connection with the investment by the Fund in the Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the six months ended October 31, 2017, such reimbursement amounted to $3,244.

 

36    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2017 is as follows:

 

Fund  

Market
Value

4/30/17

(000)

   

Purchases

at Cost

(000)

   

Sales

Proceeds

(000)

   

Market
Value

10/31/17

(000)

   

Dividend

Income

(000)

 

Government Money Market Portfolio

  $     2,612     $     75,102     $     76,189     $     1,525     $     13  

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2017 were as follows:

 

     Purchases      Sales  

Investment securities (excluding
U.S. government securities)

   $     49,586,118      $     11,416,347  

U.S. government securities

     38,404,574        14,667,543  

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

 

Gross unrealized appreciation

   $ 217,821  

Gross unrealized depreciation

     (385,378
  

 

 

 

Net unrealized depreciation

   $     (167,557
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining market exposures, making direct investments in foreign currencies, as described below under “Currency Transactions.” A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    37


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund

 

38    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the six months ended October 31, 2017, the Fund held interest rate swaps for hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    39


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation.

In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty. As of October 31, 2017, the Fund did not have Buy Contracts outstanding with respect to the same referenced obligations and same counterparty for its Sale Contracts outstanding.

Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the six months ended October 31, 2017, the Fund held credit default swaps for non-hedging purposes.

 

40    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. For additional details, please refer to netting arrangements by the OTC counterparty tables below.

During the six months ended October 31, 2017, the Fund had entered into the following derivatives:

 

      Asset Derivatives     

Liability Derivatives

 

Derivative Type

   Statement of
Assets and
Liabilities
Location
   Fair Value     

Statement of
Assets and
Liabilities
Location

   Fair Value  

Credit contracts

         Unrealized depreciation on credit default swaps    $ 4,453  
  

 

  

 

 

       

 

 

 

Total

            $     4,453  
  

 

  

 

 

       

 

 

 

 

Derivative Type

 

Location of Gain
or (Loss) on
Derivatives Within
Statement of
Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ 22,986     $ (28,324

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     (73     (4,453
   

 

 

   

 

 

 

Total

    $     22,913     $     (32,777
   

 

 

   

 

 

 

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    41


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2017:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $     13,162,500 (a) 

Credit Default Swaps:

  

Average notional amount of sale contracts

   $ 1,500,000 (b) 

 

(a) Positions were open for three months during the period.
(b) Positions were open for one month during the period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements and net of the related collateral received/pledged by the Fund as of October 31, 2017. Exchange-traded derivatives are not subject to netting arrangements and as such are excluded from the table. At October 31, 2017, all derivatives were subjected to netting arrangements.

 

Counterparty

  Derivative
Liabilities
Subject to a
MA
    Derivative
Available for
Offset
    Cash
Collateral
Pledged*
    Security
Collateral
Pledged*
    Net Amount
of Derivatives
Liabilities
 

OTC Derivatives:

         

Deutsche Bank AG

  $ 88,967     $ – 0  –    $ – 0  –    $ – 0  –    $ 88,967  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $     88,967     $     – 0  –    $     – 0  –    $     – 0  –    $     88,967
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

* The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

 

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also

 

42    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

     Shares           Amount        
     Six Months Ended
October 31, 2017
(unaudited)
     Year Ended
April 30,
2017
          Six Months Ended
October 31, 2017
(unaudited)
    Year Ended
April 30,
2017
       
  

 

 

   

Shares sold

     9,073,735        18,115,283       $ 89,432,269     $ 179,252,094    

 

   

Shares redeemed

     (2,371,702      (41,561,169       (23,363,186     (411,586,518  

 

   

Net increase (decrease)

     6,702,033        (23,445,886     $ 66,069,083     $ (232,334,424  

 

   

NOTE E

Risks Involved in Investing in the Fund

Interest Rate Risk and Credit Risk—Interest rate risk is the risk that changes in interest rates will affect the value of the Fund’s investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund’s investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit rating. Credit risk is greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as “junk bonds”) have speculative elements or are predominantly speculative risks.

Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    43


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.

Emerging Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Prepayment Risk—The value of mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early payments of principal on some mortgage-related securities may occur during periods of falling mortgage interest rates and expose the Fund to a lower rate of return upon reinvestment of principal. Early payments associated with mortgage-related securities cause these securities to experience significantly greater price and yield volatility than is experienced by traditional fixed-income securities. During periods of rising interest rates, a reduction in prepayments may increase the effective life of mortgage-related securities, subjecting them to greater risk of decline in market value in response to rising interest rates. If the life of a mortgage-related security is inaccurately predicted, the Fund may not be able to realize the rate of return it expected.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

 

44    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $280 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the six months ended October 31, 2017.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2018 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2017 and April 30, 2016 were as follows:

 

     2017      2016  

Distributions paid from:

     

Ordinary income

   $ 3,408,557      $ 1,951,877  
  

 

 

    

 

 

 

Total distributions paid

   $     3,408,557      $     1,951,877  
  

 

 

    

 

 

 

As of April 30, 2017, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Accumulated capital and other losses

   $ (509,651 )(a) 

Unrealized appreciation/(depreciation)

     73,034 (b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     (436,617 )(c) 
  

 

 

 

 

(a) As of April 30, 2017, the Fund had a net capital loss carryforward of $509,651. During the fiscal year, the Fund utilized $611,596 of capital loss carryforwards to offset current year net realized gains.

 

(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of swaps.

 

(c) The difference between book-basis and tax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2017, the

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    45


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Fund had a net short-term capital loss carryforward of $509,651 which may be carried forward for an indefinite period.

NOTE H

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (the “ASU”) which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. At this time, management is evaluating the implications of these changes on the financial statements.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

46    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Six Months
Ended
October 31,
2017
(unaudited)
    Year Ended April 30,  
      2017     2016     2015     2014     2013  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net asset value, beginning of period

    $  9.84       $  9.91       $  9.97       $  9.97       $  9.97       $  10.17  
 

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .10       .17       .14       .09       .10       .10  

Net realized and unrealized gain (loss) on investment transactions

    (.01     (.01     (.02 )      .03       .02       .15  
 

 

 

 

Net increase in net asset value from operations

    .09       .16       .12       .12       .12       .25  
 

 

 

 

Less: Dividends and Distributions

           

Dividends from net investment income

    (.10     (.23     (.18     (.12     (.12     (.14

Distributions from net realized gain on investment transactions

    – 0  –      – 0  –      – 0  –      – 0  –      – 0  –      (.31
 

 

 

 

Total dividends and distributions

    (.10     (.23     (.18     (.12     (.12     (.45
 

 

 

 

Net asset value, end of period

    $  9.83       $  9.84       $  9.91       $  9.97       $  9.97       $  9.97  
 

 

 

 

Total Return

           

Total investment return based on net asset value(b)

    .88  %      1.48  %      1.26  %      1.16  %      1.22  %      2.47  % 

Ratios/Supplemental Data

           

Net assets, end of period (000’s omitted)

    $140,174       $74,327       $307,233       $117,588       $105,158       $67,791  

Ratio to average net assets of:

           

Net investment income

    1.95  %^      1.67  %      1.44  %      .89  %      1.04  %      1.05  % 

Portfolio turnover rate

    27  %      85  %      109  %      109  %      150  %      66  % 

 

(a) Based on average shares outstanding.

 

(b) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

Due to timing of sales and repurchase of capital shares, the net realized and unrealized gain (loss) per share is not in accord with the Fund’s change in net realized and unrealized gain (loss) on investment transactions for the period.

 

^ Annualized.

See notes to financial statements.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    47


 

BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1) Chairman

John H. Dobkin(1)(2)

Michael J. Downey(1)

William H. Foulk, Jr.(1)

D. James Guzy(1)(2)

Nancy P. Jacklin(1)

  

Robert M. Keith, President and Chief Executive Officer

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)

OFFICERS

Philip L. Kirstein(3),
Senior Vice President and Independent Compliance Officer

Douglas J. Peebles(4) ,
Senior Vice President

Paul J. DeNoon(4), Vice President

Scott A. DiMaggio(4), Vice President

Shawn E. Keegan(4), Vice President

  

Greg J. Wilensky(4), Vice President

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
1345 Avenue of the Americas
New York, NY 10105

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-Free (800) 221-5672

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

5 Times Square

New York, NY 10036

 

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

2 Messrs. Dobkin and Guzy are expected to retire on or about December 31, 2017.

 

3 Mr. Kirtstein is expected to retire on or about December 31, 2017.

 

4 The day-to-day management of, and investment decisions for, the Trust’s portfolio are made by the Adviser’s Core Fixed-Income Team. Messrs. Paul J. DeNoon, Scott A. DiMaggio, Shawn E. Keegan, Douglas J. Peebles and Greg J. Wilensky are the investment professionals primarily responsible for the day-to-day management of the Trust’s portfolio.

 

48    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Taxable Multi-Sector Income Shares (the “Fund”) at a meeting held on November 1-3, 2016 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed an independent evaluation prepared by the Company’s Senior Officer (who is also the Company’s Independent Compliance Officer) of the reasonableness of the advisory fee, in which the Senior Officer concluded that the contractual fee (zero) for the Fund was reasonable. The directors also discussed the proposed continuance in private sessions with counsel and the Company’s Senior Officer.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they receive presentations from the Adviser on the investment results of the Fund and review extensive materials and information presented by the Adviser.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    49


The directors also considered all other factors they believed relevant, including the specific matters discussed below. In their deliberations, the directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2014 and 2015 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Company’s Senior Officer. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser

 

50    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed information prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an analytical service that is not affiliated with the Adviser, showing the performance of the Fund against a peer universe selected by Broadridge, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3- and 5-year periods ended July 31, 2016 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate paid by the Fund to the Adviser (zero) and information provided by Broadridge showing the fees paid by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    51


is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The directors also considered the Adviser’s fee schedule for institutional clients pursuing a similar investment style. For this purpose, the directors reviewed the relevant advisory fee information from the Adviser’s Form ADV and the evaluation from the Fund’s Senior Officer and noted the differences between the Fund’s fee schedule, on the one hand, and the institutional fee schedule and the schedule of fees charged to any offshore funds and any sub-advised funds, on the other. The directors recognized that this information was of limited utility in light of the Fund’s unusual fee arrangement.

Since the Fund does not bear ordinary expenses, the directors did not consider comparative expense information.

Economies of Scale

Since the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero, the directors did not consider the extent to which fee levels in the Advisory Agreement reflect economies of scale. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

52    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

US CORE

Core Opportunities Fund

FlexFee US Thematic Portfolio

Select US Equity Portfolio

US GROWTH

Concentrated Growth Fund

Discovery Growth Fund

FlexFee Large Cap Growth Portfolio

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

US VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund1

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

INTERNATIONAL/ GLOBAL CORE

Global Core Equity Portfolio

International Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund1

Tax-Managed International Portfolio

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

INTERNATIONAL/ GLOBAL GROWTH

Concentrated International Growth Portfolio

International Growth Fund

INTERNATIONAL/ GLOBAL EQUITY (continued)

INTERNATIONAL/ GLOBAL VALUE

Asia ex-Japan Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

FlexFee International Bond Portfolio

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Bond Portfolio

Limited Duration High Income Portfolio

Short Duration Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Credit Long/Short Portfolio

  Global Real Estate Investment Fund

Select US Long/Short Portfolio

Unconstrained Bond Fund

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio1

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio1

TARGET-DATE

Multi-Manager Select Retirement Allocation Fund

Multi-Manager Select 2010 Fund

Multi-Manager Select 2015 Fund

Multi-Manager Select 2020 Fund

Multi-Manager Select 2025 Fund

Multi-Manager Select 2030 Fund

Multi-Manager Select 2035 Fund

Multi-Manager Select 2040 Fund

Multi-Manager Select 2045 Fund

Multi-Manager Select 2050 Fund

Multi-Manager Select 2055 Fund

CLOSED-END FUNDS

Alliance California Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio1, which serves as the money market fund exchange vehicle for the AB mutual funds. An investment in Government Money Market Portfolio is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1 Prior to January 9, 2017, Relative Value Fund was named Growth & Income Fund; prior to April 17, 2017, Tax-Managed All Market Income Portfolio was named Tax-Managed Balanced Wealth Strategy; prior to April 24, 2017, All Market Total Return Portfolio was named Balanced Wealth Strategy; prior to November 10, 2017, Government Money Market Portfolio was named Government Exchange Reserves.

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES    |    53


 

NOTES

 

 

54    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    55


 

NOTES

 

 

56    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    57


 

NOTES

 

 

58    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB TAXABLE MULTI-SECTOR INCOME SHARES     |    59


 

NOTES

 

 

60    |    AB TAXABLE MULTI-SECTOR INCOME SHARES   abfunds.com


LOGO

AB TAXABLE MULTI-SECTOR INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

TMSIS-0152-1017                 LOGO


OCT    10.31.17

LOGO

 

SEMI-ANNUAL REPORT

AB IMPACT MUNICIPAL INCOME SHARES

 

 

 

LOGO

 

LOGO


 

A discussion of the Fund’s investment performance is not included in this report. AllianceBernstein L.P. would like to thank you for your interest in the Fund.

 

 
Investment Products Offered  

 Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC 0330. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
September 12, 2017
    Ending
Account Value
October 31, 2017
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,003.00     $     0       0.00

Hypothetical**

  $ 1,000     $ 1,006.85     $ 0       0.00

 

* Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 50/365 (to reflect the since inception period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

** Assumes 5% annual return before expenses.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    1


 

PORTFOLIO SUMMARY

October 31, 2017 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $8.5

 

 

 

LOGO

 

1 All data are as of October 31, 2017. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). The quality ratings are determined by using the Standard & Poor’s Global Ratings Services (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, the Pre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment grade by the Adviser. If applicable, Not Applicable (N/A) includes non-creditworthy investments, such as, equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness of non-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment.

 

2    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS

October 31, 2017 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 77.9%

    

Long-Term Municipal Bonds – 77.9%

    

California – 16.7%

    

Alameda Corridor Transportation Authority

    

Series 2016B
5.00%, 10/01/35-10/01/36

   $ 380     $ 432,441  

California Health Facilities Financing Authority (Children’s Hospital Los Angeles)

    

Series 2017A
5.00%, 8/15/42

     235       264,608  

California School Finance Authority (Downtown College Prep Obligated Group)

    

Series 2016
5.00%, 6/01/51(a)

     250       254,882  

Los Angeles Department of Water & Power WTR

    

Series 2016A
5.00%, 7/01/41

     200       232,540  

Oakland Unified School District/Alameda County

    

Series 2017C
5.00%, 8/01/33

     200       240,324  
    

 

 

 
       1,424,795  
    

 

 

 

Georgia – 2.7%

    

Atlanta Development Authority

    

Series 2017
2.061%, 12/01/21

     230       228,953  
    

 

 

 

Massachusetts – 9.5%

    

Massachusetts Bay Transportation Authority (Massachusetts Bay Transportation Authority Sales Tax)

    

Series 2017A
5.00%, 7/01/31

     205       249,536  

Massachusetts Development Finance Agency (Boston Medical Center Corp.)

    

Series 2015D
5.00%, 7/01/44

     135       148,122  

Series 2016E
5.00%, 7/01/37

     365       408,202  
    

 

 

 
       805,860  
    

 

 

 

Michigan – 2.9%

    

Grand Rapids Public Schools

    

AGM Series 2017
5.00%, 5/01/27

     200       244,308  
    

 

 

 

Missouri – 2.5%

    

St. Louis Community College District

    

Series 2017
4.00%, 4/01/35

     200       212,744  
    

 

 

 

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    3


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey – 4.4%

    

New Jersey Economic Development Authority (North Star Academy Charter School of Newark, Inc.)
5.00%, 7/15/47

   $ 250     $ 268,470  

New Jersey Health Care Facilities Financing Authority (St. Joseph’s Healthcare System Obligated Group)

    

Series 2016
5.00%, 7/01/41

     100       109,324  
    

 

 

 
       377,794  
    

 

 

 

New York – 6.9%

    

Housing Development Corp./NY

    

Series 2017E
1.50%, 5/01/22

     230       229,326  

Metropolitan Transportation Authority

    

Series 2016B
5.00%, 11/15/37

     205       238,120  

New York City Municipal Water Finance Authority

    

Series 2017B
5.00%, 6/15/31

     100       121,542  
    

 

 

 
       588,988  
    

 

 

 

Ohio – 9.0%

    

Cleveland Department of Public Utilities Division of Water

    

Series 2017B
5.00%, 1/01/26

     200       244,476  

County of Cuyahoga/OH (MetroHealth System (The))

    

Series 2017
5.00%, 2/15/42

     280       299,284  

Northeast Ohio Regional Sewer District

    

Series 2017
5.00%, 11/15/27

     175       219,985  
    

 

 

 
       763,745  
    

 

 

 

Oregon – 2.6%

    

Tri-County Metropolitan Transportation District of Oregon

    

Series 2017
5.00%, 10/01/27

     180       221,605  
    

 

 

 

Pennsylvania – 8.5%

    

Hospitals & Higher Education Facilities Authority of Philadelphia (The) (Temple University Health System Obligated Group)
5.00%, 7/01/34(b)

     230       255,081  

Philadelphia Authority for Industrial Development

    

AGM Series 2017
5.00%, 12/01/35

     200       229,320  

 

4    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Southeastern Pennsylvania Transportation Authority

    

Series 2017
5.00%, 3/01/27

   $ 195     $ 240,638  
    

 

 

 
       725,039  
    

 

 

 

Tennessee – 2.6%

    

City of Memphis TN Electric System Revenue

    

Series 2017
5.00%, 12/01/30

     180       220,955  
    

 

 

 

Texas – 5.6%

    

Alamo Community College District

    

Series 2017
5.00%, 8/15/27

     190       236,793  

El Paso County Hospital District

    

Series 2013
5.00%, 8/15/21

     220       244,711  
    

 

 

 
       481,504  
    

 

 

 

Wisconsin – 4.0%

    

Milwaukee Redevelopment Authority

    

Series 2017
5.00%, 11/15/25

     200       240,388  

Wisconsin Public Finance Authority (Bancroft Neurohealth/Bancroft Rehabilitation Services Obligated Group)

    

Series 2016
5.125%, 6/01/48(a)(c)

     100       100,651  
    

 

 

 
       341,039  
    

 

 

 

Total Long-Term Municipal Bonds
(cost $6,663,560)

       6,637,329  
    

 

 

 

Total Municipal Obligations (cost $6,663,560)

       6,637,329  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 24.6%

    

Investment Companies – 24.6%

    

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.85%(d)(e)(f)
(cost $2,099,271)

     2,099,271       2,099,271  
    

 

 

 

Total Investments – 102.5%
(cost $8,762,831)

       8,736,600  

Other assets less liabilities – (2.5)%

       (209,385
    

 

 

 

Net Assets – 100.0%

     $ 8,527,215  
    

 

 

 

 

(a) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At October 31, 2017, the aggregate market value of these securities amounted to $355,533 or 4.2% of net assets.

 

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    5


 

PORTFOLIO OF INVESTMENTS (continued)

 

(b) When-Issued or delayed delivery security.

 

(c) Security in which significant unobservable inputs (Level 3) were used in determining fair value.

 

(d) Affiliated investments.

 

(e) The rate shown represents the 7-day yield as of period end.

 

(f) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

As of October 31, 2017, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity are 7.1% and 0.0%, respectively.

Glossary:

AGM – Assured Guaranty Municipal

See notes to financial statements.

 

6    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

STATEMENT OF ASSETS & LIABILITIES

October 31, 2017 (unaudited)

 

Assets   

Investments in securities, at value

  

Unaffiliated issuers (cost $6,663,560)

   $ 6,637,329  

Affiliated issuers (cost $2,099,271)

     2,099,271  

Interest receivable

     56,085  

Affiliated dividends receivable

     1,073  

Receivable due from Adviser

     269  
  

 

 

 

Total assets

     8,794,027  
  

 

 

 
Liabilities   

Payable for investment securities purchased

     253,899  

Dividends payable

     12,913  
  

 

 

 

Total liabilities

     266,812  
  

 

 

 

Net Assets

   $ 8,527,215  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 9  

Additional paid-in capital

     8,553,437  

Net unrealized depreciation on investments

     (26,231
  

 

 

 
   $     8,527,215  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 856,425 common shares outstanding)

   $ 9.96  
  

 

 

 

See notes to financial statements.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    7


 

STATEMENT OF OPERATIONS

For the period of September 12, 2017(a) to October 31, 2017 (unaudited)

 

Investment Income      

Interest

   $     14,482     

Dividends—Affiliated issuers

     1,274     

Other income(b)

     269     
  

 

 

    

Total investment income

      $ 16,025  
     

 

 

 
Unrealized Loss on Investment Transactions      

Net change in unrealized appreciation/depreciation of investments

        (26,231
     

 

 

 

Net Decrease in Net Assets from Operations

      $     (10,206
     

 

 

 

 

(a) Commencement of operations.

 

(b) Other income includes a reimbursement for investments in affiliated issuer (see Note B).

See notes to financial statements.

 

8    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

STATEMENT OF CHANGES IN NET ASSETS

 

     September 12,
2017(a)  to
October 31, 2017
(unaudited)
 
Increase (Decrease) in Net Assets from Operations   

Net investment income

   $ 16,025  

Net change in unrealized appreciation/depreciation of investments

     (26,231
  

 

 

 

Net decrease in net assets from operations

     (10,206
Dividends to Shareholders from   

Net investment income

     (16,025
Transactions in Shares of Beneficial Interest   

Net increase

     8,553,446  
  

 

 

 

Total increase

     8,527,215  
  

 

 

 
Net Assets   

Beginning of period

     – 0  – 
  

 

 

 

End of period (including undistributed net investment income
of $0)

   $     8,527,215  
  

 

 

 

 

(a) Commencement of operations.

See notes to financial statements.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    9


 

NOTES TO FINANCIAL STATEMENTS

October 31, 2017 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) was organized as a Massachusetts business trust under the laws of The Commonwealth of Massachusetts by an Agreement and Declaration of Trust dated January 26, 2004. The Trust is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust operates as a “series” company currently offering four separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares and AB Impact Municipal Income Shares. Each Fund is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Impact Municipal Income Shares (the “Fund”). The Fund commenced operations on September 12, 2017.

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in

 

10    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    11


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, 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)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3. In addition, non-agency rated investments are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate

 

12    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2017:

 

Investments in Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

       

Long-Term Municipal Bonds

  $ – 0  –    $ 6,281,796     $ 355,533     $ 6,637,329  

Short-Term Investments

    2,099,271       – 0  –      – 0  –      2,099,271  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    2,099,271       6,281,796       355,533       8,736,600  
 

 

 

   

 

 

   

 

 

   

 

 

 

Other Financial Instruments(a)

    – 0  –      – 0  –      – 0  –      – 0  – 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total(b)

  $   2,099,271     $ 6,281,796     $ 355,533     $ 8,736,600  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions which are valued at market value.

 

(b) There were no transfers between any levels during the reporting period.

The Fund recognizes all transfers between levels of the fair value hierarchy assuming the financial instruments were transferred at the beginning of the reporting period.

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value.

 

     Long-Term Municipal
Bonds
    Total  

Balance as of 9/12/17^

   $ – 0  –    $ – 0  – 

Accrued discounts/(premiums)

     (26     (26

Realized gain (loss)

     – 0  –      – 0  – 

Change in unrealized appreciation/depreciation

     (1,608     (1,608

Purchases

       357,167       357,167  

Sales

     – 0  –      – 0  – 

Transfers in to Level 3

     – 0  –      – 0  – 

Transfers out of Level 3

     – 0  –      – 0  – 
  

 

 

   

 

 

 

Balance as of 10/31/17

   $ 355,533     $   355,533  
  

 

 

   

 

 

 

Net change in unrealized appreciation/depreciation from investments held as of 10/31/17(a)

   $ (1,608   $ (1,608
  

 

 

   

 

 

 

 

^ Commencement of operations.

 

(a) The unrealized appreciation/(depreciation) is included in net change in unrealized appreciation/(depreciation) on investments and other financial instruments in the accompanying statement of operations.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    13


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

As of October 31, 2017, all Level 3 securities were priced by third party vendors.

The Adviser established the Committee to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”) and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments and processes at vendors, 2) daily comparison of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax

 

14    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

positions taken or expected to be taken on federal and state income tax returns for the current tax year and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    15


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. In connection with the investment by the Fund in the Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the period ended October 31, 2017, such reimbursement amounted to $269.

A summary of the Fund’s transactions in AB mutual funds for the period ended October 31, 2017 is as follows:

 

Fund   

Market Value

9/12/17(a)

(000)

   

Purchases

at Cost

(000)

    

Sales

Proceeds

(000)

    

Market Value

10/31/17

(000)

    

Dividend

Income

(000)

 

Government Money Market Portfolio

   $   – 0  –    $   5,535      $   3,436      $   2,099      $   1  

 

(a) Commencement of operations.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the period ended October 31, 2017 were as follows:

 

     Purchases     Sales  

Investment securities (excluding
U.S. government securities)

   $     6,670,015     $     – 0  – 

U.S. government securities

     – 0  –      – 0  – 

The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation are as follows:

 

Gross unrealized appreciation

   $ 29,634  

Gross unrealized depreciation

     (3,403
  

 

 

 

Net unrealized appreciation

   $ 26,231  
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

 

16    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

The Fund did not engage in derivatives transactions for the period ended October 31, 2017.

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

       
    Shares           Amount        
    September 12,
2017(a) to
October 31,  2017
(unaudited)
          September 12,
2017(a) to
October 31,  2017
(unaudited)
       
 

 

 

   

 

 

   

 

 

   

Shares sold

    856,425       $     8,553,446    

 

 

 

 

   

 

 

   

 

 

   

Net increase

    856,425       $ 8,553,446    

 

 

 

 

   

 

 

   

 

 

   

 

(a) Commencement of operations.

NOTE E

Risks Involved in Investing in the Fund

ESG Risk—Applying environmental, social and corporate governance (“ESG”) and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and therefore the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities of companies with ESG practices may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria.

Interest Rate Risk and Credit Risk—Interest rate risk is the risk that changes in interest rates will affect the value of the Fund’s investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund’s investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit rating. Credit risk is greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as “junk bonds”) have speculative elements or are predominantly speculative risks.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    17


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

changes, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism and catastrophic natural disasters, such as hurricanes or earthquakes. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Tax Risk—There is no guarantee that the income on the Fund’s municipal securities will be exempt from regular federal income and state income taxes. Unfavorable legislation, adverse interpretations by federal or state authorities, litigation or noncompliant conduct by the issuer of a municipal security could affect the tax-exempt status of municipal securities. If the Internal Revenue Service or a state authority determines that an issuer of a municipal security has not complied with applicable requirements, interest from the security could become subject to regular federal income tax and/or state personal income tax, possibly retroactively to the date the security was issued, the value of the security could decline significantly, and a portion of the distributions to Fund shareholders could be recharacterized as taxable. Recent federal legislation included reductions in tax rates for individuals, with relatively larger reductions in tax rates for corporations. These tax rate reductions may reduce the demand for municipal bonds which could reduce the value of municipal bonds held by the Fund.

Below Investment Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater if the Fund invests a significant portion of its assets in fixed-income securities with longer maturities.

 

18    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

Leverage Risk—To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Liquidity Risk—Liquidity risk exists when particular investments, such as lower-rated securities, are difficult to purchase or sell, possibly preventing the Fund from selling out of these illiquid securities at an advantageous price. The Fund is subject to liquidity risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater liquidity risk.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected on the statement of assets and liabilities.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

NOTE F

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2018 will be determined at the end of the current fiscal year.

For tax purposes, net capital losses may be carried over to offset future capital gains, if any. Under the Regulated Investment Company Modernization Act of 2010, funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an indefinite period. These capital loss carryforwards will retain their character as either short-term or long-term capital losses.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    19


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE G

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2017-08, Receivables —Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (the “ASU”) which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. At this time, management is evaluating the implications of these changes on the financial statements.

NOTE H

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

20    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

   

September 12,
2017(a) to
October 31,

2017
(unaudited)

 
 

 

 

 

Net asset value, beginning of period

    $  10.00  
 

 

 

 

Income From Investment Operations

 

Net investment income(b)

    .03  

Net realized and unrealized loss on investment transactions

    (.04
 

 

 

 

Net decrease in net asset value from operations

    (.01

Less: Dividends

 

Dividends from net investment income

    (.03
 

 

 

 

Net asset value, end of period

    $  9.96  
 

 

 

 

Total Return

 

Total investment return based on net asset value(c)

    .30

Ratios/Supplemental Data

 

Net assets, end of period (000’s omitted)

    $  8,527  

Ratio to average net assets of:

 

Net investment income^

    1.95

Portfolio turnover rate

    0

 

(a) Commencement of operations.

 

(b) Based on average shares outstanding.

 

(c) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

^ Annualized.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    21


 

BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1) , Chairman

John H. Dobkin(1)(2)

Michael J. Downey(1)

William H. Foulk, Jr.(1)

D. James Guzy(1)(2)

Nancy P. Jacklin(1)

  

Robert M. Keith, President and Chief Executive Officer

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)

OFFICERS

Philip L. Kirstein(3) ,

Senior Vice President and Independent Compliance Officer

Robert “Guy” B. Davidson III(4), Senior Vice President

Eric A. Glass(4), Vice President

Matthew J. Norton(4), Vice President

  

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
1345 Avenue of the Americas
New York, NY 10105

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

 

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

5 Times Square

New York, NY 10036

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-Free (800) 221-5672

 

1 Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

2 Messrs. Dobkin and Guzy are expected to retire on or about December 31, 2017.

 

3 Mr. Kirstein is expected to retire on or about December 31, 2017.

 

4 The day-to-day management of, and investment decisions for, the Trust’s Portfolio are made by the Corporate Income Shares Investment Team. Messrs. Robert “Guy” B. Davidson III, Eric A. Glass and Matthew J. Norton are the investment professionals primarily responsible for the day-to-day management of the Trust’s Portfolio.

 

22    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the Company’s Advisory Agreement with the Adviser in respect of AB Impact Municipal Income Shares (the “Fund”) for an initial two-year period at a meeting held on August 1-2, 2017 (the “Meeting”).

Prior to approval of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed an independent evaluation prepared by the Company’s Senior Officer (who is also the Company’s Independent Compliance Officer), who acted as their independent fee consultant, of the reasonableness of the proposed advisory fee, in which the Senior Officer concluded that the proposed contractual fee (zero) for the Fund was reasonable. The directors also discussed the proposed approval in private sessions with counsel and the Company’s Senior Officer.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser would receive payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services to be provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    23


each of which they review extensive materials and information from the Adviser, including information on the investment performance of the AB Funds.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the proposed advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services to be performed, expenses to be incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services To Be Provided

The directors considered the scope and quality of services to be provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the AB Funds. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services to be provided to the Fund under the Advisory Agreement.

Costs of Services To Be Provided and Profitability

Because the Fund had not yet commenced operations, the directors were unable to consider historical information about the profitability of the Fund. However, the Adviser agreed to provide the directors with profitability information in connection with future proposed continuances of the Advisory Agreement. They also considered the costs to be borne by the Adviser in providing services to the Fund and that the Fund was unlikely to be profitable to the Adviser unless it achieves a material level of net assets.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser would be compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

 

24    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


Investment Results

Since the Fund had not yet commenced operations, no performance or other historical information for the Fund was available. Based on the Adviser’s written and oral presentations regarding the proposed management of the Fund and their general knowledge and confidence in the Adviser’s expertise in managing mutual funds, the directors concluded that they were satisfied that the Adviser was capable of providing high quality Fund management services to the Fund.

Advisory Fees

The directors considered the proposed advisory fee rate payable by the Fund to the Adviser (zero) and reviewed information prepared by an analytical service that is not affiliated with the Adviser showing the fees paid by other fund families used in wrap fee programs similar to that of the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser would be indirectly compensated by the Sponsors for its services to the Fund. While the Adviser’s fee arrangements with the Sponsors would vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund to be paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it would provide to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors would pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level would be the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by it that have a substantially similar investment style.

Since the Fund would not bear ordinary expenses, the directors did not consider comparative expense information.

Economies of Scale

Since the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio would be zero, the directors did not consider the extent to which fee levels in the Advisory Agreement reflect economies of scale.

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    25


This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

US CORE

Core Opportunities Fund

FlexFee US Thematic Portfolio

Select US Equity Portfolio

US GROWTH

Concentrated Growth Fund

Discovery Growth Fund

FlexFee Large Cap Growth Portfolio

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

US VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund1

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

INTERNATIONAL/ GLOBAL CORE

Global Core Equity Portfolio

International Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund1

Tax-Managed International Portfolio

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

INTERNATIONAL/ GLOBAL GROWTH

Concentrated International Growth Portfolio

International Growth Fund

INTERNATIONAL/ GLOBAL EQUITY (continued)

INTERNATIONAL/ GLOBAL VALUE

Asia ex-Japan Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

FlexFee International Bond Portfolio

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Bond Portfolio

Limited Duration High Income Portfolio

Short Duration Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Credit Long/Short Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

Unconstrained Bond Fund

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio1

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio1

TARGET-DATE

Multi-Manager Select Retirement Allocation Fund

Multi-Manager Select 2010 Fund

Multi-Manager Select 2015 Fund

Multi-Manager Select 2020 Fund

Multi-Manager Select 2025 Fund

Multi-Manager Select 2030 Fund

Multi-Manager Select 2035 Fund

Multi-Manager Select 2040 Fund

Multi-Manager Select 2045 Fund

Multi-Manager Select 2050 Fund

Multi-Manager Select 2055 Fund

CLOSED-END FUNDS

Alliance California Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio1, which serves as the money market fund exchange vehicle for the AB mutual funds. An investment in Government Money Market Portfolio is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1 Prior to January 9, 2017, Relative Value Fund was named Growth & Income Fund; prior to April 17, 2017, Tax-Managed All Market Income Portfolio was named Tax-Managed Balanced Wealth Strategy; prior to April 24, 2017, All Market Total Return Portfolio was named Balanced Wealth Strategy; prior to November 10, 2017, Government Money Market Portfolio was named Government Exchange Reserves.

 

26    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


 

NOTES

 

 

abfunds.com   AB IMPACT MUNICIPAL INCOME SHARES    |    27


 

NOTES

 

 

28    |    AB IMPACT MUNICIPAL INCOME SHARES   abfunds.com


LOGO

AB IMPACT MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

IMISH-0152-1017                 LOGO


ITEM 2. CODE OF ETHICS.

Not applicable when filing a semi-annual report to shareholders.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable when filing a semi-annual report to shareholders.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable when filing a semi-annual report to shareholders.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the registrant.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this Form N-CSR.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the registrant.

 

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 Fund’s Board of Directors since the Fund last provided disclosure in response to this item.


ITEM 11. CONTROLS AND PROCEDURES.

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 12. EXHIBITS.

The following exhibits are attached to this Form N-CSR:

 

EXHIBIT

NO.

 

DESCRIPTION OF EXHIBIT

12 (b) (1)   Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (b) (2)   Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (c)   Certification of Principal Executive Officer and Principal Financial Officer 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.

(Registrant): AB Corporate Shares

 

By:  

/s/ Robert M. Keith

  Robert M. Keith
  President
Date:   December 27, 2017

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 dates indicated.

 

By:  

/s/ Robert M. Keith

  Robert M. Keith
  President
Date:   December 27, 2017
By:  

/s/ Joseph J. Mantineo

  Joseph J. Mantineo
  Treasurer and Chief Financial Officer
Date:   December 27, 2017