N-CSRS 1 d892622dncsrs.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, 2022

Date of reporting period: October 31, 2021

 

 

 


ITEM 1. REPORTS TO STOCKHOLDERS.


OCT    10.31.21

LOGO

SEMI-ANNUAL REPORT

AB CORPORATE INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT 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’re 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.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

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

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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SEMI-ANNUAL REPORT

 

December 8, 2021

This report provides management’s discussion of fund performance for AB Corporate Income Shares for the semi-annual reporting period ended October 31, 2021. 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, 2021 (unaudited)

 

     6 Months      12 Months  
AB CORPORATE INCOME SHARES      2.92%        3.20%  
Bloomberg US Credit Bond Index      2.43%        1.90%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg US Credit Bond Index, for the six- and 12-month periods ended October 31, 2021.

During the six-month period, the Fund outperformed the benchmark. Security selection contributed most, relative to the benchmark, as gains within energy, banking, consumer noncyclical and technology exceeded a loss in media. Industry allocation also contributed, the result of an underweight to sovereign bonds, no exposure to supranationals and an overweight to energy, while an overweight to banking, an underweight to energy and no exposure to US municipal bonds detracted. Yield-curve positioning was a minor detractor, as an overweight to the four- to six-year part of the curve detracted more than a beneficial overweight to the seven- to 10-year part of the curve.

During the 12-month period, the Fund outperformed the benchmark. Security selection was the largest contributor due to positive selections within energy, banking, consumer noncyclical and real estate investment trusts, which were only partially offset by losses among the basic, media and insurance sectors. Industry allocation also contributed due to no exposure to supranationals or sovereign bonds and an overweight to energy, while an overweight to banking and no exposure to US municipal bonds detracted. Yield-curve positioning detracted due to duration overweights to the seven- to 10-year and five- to six-year parts of the curve, while underweights on the long end of the curve, in maturities 10 years and longer, added to returns.

 

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The Fund utilized derivatives in the form of futures and interest rate swaps for hedging purposes, which detracted from absolute returns for both periods. Credit default swaps were used for investment purposes, which added to returns for both periods.

MARKET REVIEW AND INVESTMENT STRATEGY

Developed-market fixed-income market returns were mostly positive for the six-month period ended October 31, 2021. Longer-term government bond yields fell during most of the period on growth concerns from the coronavirus delta variant—until August when inflation reports and central bank tapering comments started to send yields higher. Global inflation-linked bonds outperformed US Treasuries. Low interest rates set the stage for the continued outperformance of risk assets for the majority of the period, led by developed- and-emerging-market investment-grade corporate bonds, particularly in the US. Emerging- and developed-market high-yield corporate bonds also outperformed global treasuries. Emerging-market sovereign bonds had strong relative returns, especially in the investment-grade component. Securitized asset returns were mixed. Emerging-market local-currency bonds trailed as the US dollar gained on most developed- and emerging-market currencies except the New Zealand dollar, Chinese renminbi and Russian ruble. Commodity prices were mixed, as Brent crude continued to rise on global production cuts, while copper retreated after a strong rebound.

The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities through top-down and bottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates, but has leeway to invest in below investment-grade bonds as well.

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 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.

 

(continued on next page)

 

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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.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg US Credit Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg 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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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 more difficult to trade due to adverse market, economic, political, regulatory or other factors.

 

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DISCLOSURES AND RISKS (continued)

 

Derivatives Risk: The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

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.

 

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HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

     NAV Returns  
1 Year      3.20%  
5 Years      5.39%  
10 Years      5.23%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2021 (unaudited)

 

     NAV Returns  
1 Year      2.85%  
5 Years      5.15%  
10 Years      5.30%  

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.

 

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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, 2021
    Ending
Account Value
October 31, 2021
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,029.20     $     – 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.

 

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PORTFOLIO SUMMARY

October 31, 2021 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $222.3

 

 

 

LOGO

 

1

All data are as of October 31, 2021. 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).

 

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PORTFOLIO OF INVESTMENTS

October 31, 2021 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - INVESTMENT
GRADE – 95.9%

    

Industrial – 49.6%

    

Basic – 4.0%

    

Alpek SAB de CV
3.25%, 02/25/2031(a)

   $ 214     $ 211,432  

Anglo American Capital PLC
2.25%, 03/17/2028(a)

     400       392,904  

5.625%, 04/01/2030(a)

     435       519,771  

ArcelorMittal SA
4.25%, 07/16/2029

     480       525,859  

Celanese US Holdings LLC
1.40%, 08/05/2026

     560       550,155  

Celulosa Arauco y Constitucion SA
4.25%, 04/30/2029(a)

     246       260,837  

4.50%, 08/01/2024

     200       212,788  

EI du Pont de Nemours and Co.
1.70%, 07/15/2025

     433       439,166  

Equate Petrochemical BV
2.625%, 04/28/2028(a)

     317       315,910  

Glencore Funding LLC
1.625%, 09/01/2025(a)

     531       527,979  

2.625%, 09/23/2031(a)

     335       325,794  

4.625%, 04/29/2024(a)

     175       188,920  

Huntsman International LLC
2.95%, 06/15/2031

     540       551,092  

Industrias Penoles SAB de CV
4.15%, 09/12/2029(a)

     300       324,646  

International Flavors & Fragrances, Inc.
1.832%, 10/15/2027(a)

     38       37,523  

2.30%, 11/01/2030(a)

     210       207,341  

International Paper Co.
7.30%, 11/15/2039

     140       215,765  

Inversiones CMPC SA
3.85%, 01/13/2030(a)

     210       216,956  

LyondellBasell Industries NV
4.625%, 02/26/2055

     102       126,162  

Mosaic Co. (The)
5.625%, 11/15/2043

     170       227,516  

Reliance Steel & Aluminum Co.
4.50%, 04/15/2023

     848       885,100  

Sealed Air Corp.
1.573%, 10/15/2026(a)

     555       545,765  

Sherwin-Williams Co. (The)
3.125%, 06/01/2024

     62       65,230  

Suzano Austria GmbH
3.75%, 01/15/2031

     92       91,770  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Westlake Chemical Corp.
3.375%, 08/15/2061

   $ 440     $ 425,031  

Yamana Gold, Inc.
2.63%, 08/15/2031(a)

     519       506,217  
    

 

 

 
       8,897,629  
    

 

 

 

Capital Goods – 0.9%

 

CNH Industrial Capital LLC
1.95%, 07/02/2023

     320       325,712  

Flowserve Corp.
2.80%, 01/15/2032

     464       455,560  

General Electric Co.
3.45%, 05/01/2027

     26       28,340  

Siemens Financieringsmaatschappij NV
2.875%, 03/11/2041(a)

     305       312,973  

Westinghouse Air Brake Technologies Corp. 4.40%, 03/15/2024

     39       41,668  

4.95%, 09/15/2028

     695       797,686  
    

 

 

 
       1,961,939  
    

 

 

 

Communications - Media – 5.3%

 

Charter Communications Operating LLC/Charter
Communications Operating Capital 2.30%, 02/01/2032

     455       431,135  

3.50%, 06/01/2041

     505       495,466  

3.70%, 04/01/2051

     225       220,547  

5.125%, 07/01/2049

     309       366,425  

5.375%, 05/01/2047

     519       628,239  

Comcast Corp.

    

2.887%, 11/01/2051(a)

     662       646,185  

2.937%, 11/01/2056(a)

     652       628,743  

3.25%, 11/01/2039

     568       598,689  

3.90%, 03/01/2038

     215       243,700  

Cox Communications, Inc.
2.60%, 06/15/2031(a)

     424       426,947  

Discovery Communications LLC
4.65%, 05/15/2050

     59       69,393  

5.20%, 09/20/2047

     188       235,072  

5.30%, 05/15/2049

     82       104,246  

Fox Corp.

    

3.05%, 04/07/2025

     23       24,282  

3.50%, 04/08/2030

     180       195,233  

4.709%, 01/25/2029

     455       525,662  

5.576%, 01/25/2049

     526       720,336  

Interpublic Group of Cos., Inc. (The)
4.65%, 10/01/2028

     93       108,167  

Netflix, Inc.
4.875%, 04/15/2028

     575       659,226  

Omnicom Group, Inc.
2.60%, 08/01/2031

     210       211,569  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

4.20%, 06/01/2030

   $ 629     $ 713,525  

Prosus NV
3.68%, 01/21/2030(a)

     210       213,911  

Tencent Holdings Ltd.
2.39%, 06/03/2030(a)

     397       386,400  

Thomson Reuters Corp.
5.65%, 11/23/2043

     280       387,635  

Time Warner Entertainment Co. LP
8.375%, 03/15/2023

     987       1,088,355  

ViacomCBS, Inc.

    

3.50%, 01/15/2025

     21       22,310  

4.20%, 05/19/2032

     225       255,341  

Walt Disney Co. (The)
3.00%, 09/15/2022

     265       270,910  

3.35%, 03/24/2025

     131       140,234  

4.00%, 10/01/2023

     40       42,512  

6.40%, 12/15/2035

     161       232,687  

8.875%, 04/26/2023

     125       140,018  

Weibo Corp.
3.50%, 07/05/2024

     373       386,092  
    

 

 

 
       11,819,192  
    

 

 

 

Communications - Telecommunications – 4.0%

    

AT&T, Inc.
2.55%, 12/01/2033

     380       368,535  

3.30%, 02/01/2052

     104       102,040  

3.50%, 09/15/2053

     840       852,273  

3.55%, 09/15/2055

     535       541,966  

3.65%, 06/01/2051

     300       312,087  

3.80%, 12/01/2057

     120       126,090  

4.30%, 02/15/2030-12/15/2042

     703       796,053  

4.35%, 03/01/2029

     370       420,068  

6.55%, 01/15/2028

     130       160,481  

Corning, Inc.
4.75%, 03/15/2042

     645       810,739  

Rogers Communications, Inc.
4.50%, 03/15/2043

     4       4,561  

T-Mobile USA, Inc.
3.40%, 10/15/2052(a)

     325       323,547  

3.875%, 04/15/2030

     999       1,092,866  

Verizon Communications, Inc. 2.355%, 03/15/2032(a)

     508       500,278  

2.55%, 03/21/2031

     201       202,688  

3.40%, 03/22/2041

     405       424,562  

4.272%, 01/15/2036

     586       683,059  

4.50%, 08/10/2033

     685       808,485  

4.862%, 08/21/2046

     276       361,930  
    

 

 

 
       8,892,308  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Cyclical - Automotive – 2.6%

    

BMW US Capital LLC
3.90%, 04/09/2025(a)

   $ 378     $ 410,432  

General Motors Co.
5.95%, 04/01/2049

     95       129,930  

General Motors Financial Co., Inc.
2.40%, 04/10/2028

     930       928,670  

3.50%, 11/07/2024

     513       543,175  

3.60%, 06/21/2030

     562       597,468  

4.15%, 06/19/2023

     116       121,820  

Harley-Davidson Financial Services, Inc.
3.35%, 06/08/2025(a)

     824       869,073  

Hyundai Capital America
5.875%, 04/07/2025(a)

     160       181,249  

Lear Corp.
3.50%, 05/30/2030

     40       42,609  

3.80%, 09/15/2027

     406       443,332  

Nissan Motor Acceptance Co. LLC
2.75%, 03/09/2028(a)

     205       204,791  

Nissan Motor Co., Ltd.
4.345%, 09/17/2027(a)

     285       308,980  

Toyota Motor Credit Corp.
1.15%, 05/26/2022

     573       575,624  

Volkswagen Group of America Finance LLC
3.35%, 05/13/2025(a)

     285       302,143  
    

 

 

 
       5,659,296  
    

 

 

 

Consumer Cyclical - Entertainment – 0.1%

    

Hasbro, Inc.
3.90%, 11/19/2029

     195       214,073  
    

 

 

 

Consumer Cyclical - Other – 2.2%

    

DR Horton, Inc.
2.50%, 10/15/2024

     420       437,186  

Las Vegas Sands Corp.
2.90%, 06/25/2025

     695       704,007  

3.90%, 08/08/2029

     390       395,312  

Lennar Corp.
4.50%, 04/30/2024

     405       434,861  

4.75%, 11/29/2027

     440       501,736  

Marriott International, Inc./MD
3.75%, 10/01/2025

     195       209,052  

Series EE
5.75%, 05/01/2025

     376       426,222  

Series II
2.75%, 10/15/2033

     440       429,752  

MDC Holdings, Inc.
2.50%, 01/15/2031

     425       411,447  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    13


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

6.00%, 01/15/2043

   $ 140     $ 177,314  

PulteGroup, Inc.
6.375%, 05/15/2033

     95       124,723  

7.875%, 06/15/2032

     215       309,927  

Toll Brothers Finance Corp.
3.80%, 11/01/2029

     380       406,619  
    

 

 

 
       4,968,158  
    

 

 

 

Consumer Cyclical - Restaurants – 0.1%

    

McDonald’s Corp.
4.70%, 12/09/2035

     230       282,484  
    

 

 

 

Consumer Cyclical - Retailers – 2.2%

    

Advance Auto Parts, Inc.
3.90%, 04/15/2030

     890       981,616  

Costco Wholesale Corp.
2.30%, 05/18/2022

     263       265,462  

Dollar General Corp.
3.25%, 04/15/2023

     61       62,906  

Home Depot, Inc. (The)
5.875%, 12/16/2036

     40       56,393  

PVH Corp.
4.625%, 07/10/2025

     505       553,551  

Ralph Lauren Corp.
2.95%, 06/15/2030

     995       1,041,655  

Ross Stores, Inc.

    

4.70%, 04/15/2027

     160       181,864  

4.80%, 04/15/2030

     115       132,249  

5.45%, 04/15/2050

     215       290,403  

Target Corp.
2.90%, 01/15/2022

     263       264,391  

VF Corp.
2.40%, 04/23/2025

     88       91,038  

2.95%, 04/23/2030

     489       510,765  

Walmart Inc.
2.55%, 04/11/2023

     472       484,296  
    

 

 

 
       4,916,589  
    

 

 

 

Consumer Non-Cyclical – 8.2%

    

AbbVie, Inc.
4.05%, 11/21/2039

     80       91,722  

4.40%, 11/06/2042

     360       431,773  

4.70%, 05/14/2045

     223       279,510  

4.75%, 03/15/2045

     118       148,500  

Altria Group, Inc.
3.40%, 05/06/2030

     180       188,172  

4.00%, 02/04/2061

     300       288,183  

4.80%, 02/14/2029

     821       935,800  

5.95%, 02/14/2049

     190       242,453  

 

14    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

AmerisourceBergen Corp.
0.737%, 03/15/2023

   $ 720     $ 720,382  

4.25%, 03/01/2045

     165       193,520  

Amgen, Inc.
4.663%, 06/15/2051

     162       208,836  

Anheuser-Busch InBev Finance, Inc.
4.70%, 02/01/2036

     448       541,686  

Anheuser-Busch InBev Worldwide, Inc.
4.60%, 04/15/2048-06/01/2060

     503       624,398  

4.95%, 01/15/2042

     490       617,959  

BAT Capital Corp.
2.259%, 03/25/2028

     317       310,781  

4.39%, 08/15/2037

     333       356,876  

4.906%, 04/02/2030

     764       866,109  

Biogen, Inc.
2.25%, 05/01/2030

     330       324,845  

3.15%, 05/01/2050

     535       526,242  

Bristol-Myers Squibb Co.
3.55%, 08/15/2022

     256       262,231  

Cardinal Health, Inc.
4.90%, 09/15/2045

     315       383,358  

Cigna Corp.
3.00%, 07/15/2023

     71       73,440  

4.80%, 08/15/2038

     720       886,298  

7.875%, 05/15/2027

     53       69,399  

CommonSpirit Health
4.35%, 11/01/2042

     44       50,416  

CVS Health Corp.
3.875%, 07/20/2025

     308       334,365  

4.78%, 03/25/2038

     811       993,280  

5.125%, 07/20/2045

     325       426,322  

Gilead Sciences, Inc.
0.75%, 09/29/2023

     271       270,672  

4.50%, 02/01/2045

     80       98,629  

4.80%, 04/01/2044

     385       485,943  

5.65%, 12/01/2041

     105       144,774  

Keurig Dr Pepper, Inc.
0.75%, 03/15/2024

     510       507,970  

Kimberly-Clark de Mexico SAB de CV
2.431%, 07/01/2031(a)

     320       316,400  

Kraft Heinz Foods Co.
4.25%, 03/01/2031

     370       417,168  

Mylan, Inc.
4.20%, 11/29/2023

     692       732,032  

Ochsner LSU Health System of North Louisiana
Series 2021
2.51%, 05/15/2031

     264       258,232  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    15


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Perrigo Finance Unlimited Co.
4.375%, 03/15/2026

   $ 420     $ 448,867  

Pfizer, Inc.
4.10%, 09/15/2038

     190       227,540  

4.125%, 12/15/2046

     112       139,405  

4.20%, 09/15/2048

     116       146,971  

Smithfield Foods, Inc.
2.625%, 09/13/2031(a)

     550       531,322  

Sysco Corp.
5.95%, 04/01/2030

     249       315,448  

6.60%, 04/01/2050

     227       364,782  

Thermo Fisher Scientific, Inc.
0.797%, 10/18/2023

     665       665,213  

2.00%, 10/15/2031

     325       317,850  

Wyeth LLC
5.95%, 04/01/2037

     264       373,750  
    

 

 

 
       18,139,824  
    

 

 

 

Energy – 8.1%

 

Boardwalk Pipelines LP
4.80%, 05/03/2029

     304       346,028  

BP Capital Markets America, Inc.
2.939%, 06/04/2051

     495       482,457  

3.00%, 02/24/2050

     670       663,823  

Cenovus Energy, Inc.
4.40%, 04/15/2029

     600       672,144  

5.375%, 07/15/2025

     78       87,638  

Devon Energy Corp.
5.60%, 07/15/2041

     445       562,467  

Ecopetrol SA
5.875%, 09/18/2023-05/28/2045

     89       93,841  

Enable Midstream Partners LP
4.40%, 03/15/2027

     366       400,130  

4.95%, 05/15/2028

     63       70,458  

5.00%, 05/15/2044

     41       44,544  

Enbridge Energy Partners LP
7.375%, 10/15/2045

     426       685,302  

Enbridge, Inc.
3.40%, 08/01/2051

     645       664,569  

Energy Transfer LP
3.90%, 07/15/2026

     450       486,491  

4.20%, 04/15/2027

     47       51,228  

5.35%, 05/15/2045

     145       171,732  

6.25%, 04/15/2049

     653       868,803  

Eni SpA
4.25%, 05/09/2029(a)

     247       279,811  

Enterprise Products Operating LLC
3.70%, 01/31/2051

     130       137,829  

 

16    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

4.20%, 01/31/2050

   $ 647     $ 738,266  

4.80%, 02/01/2049

     85       104,900  

4.90%, 05/15/2046

     45       55,121  

EOG Resources, Inc.
4.375%, 04/15/2030

     74       86,251  

Exxon Mobil Corp.
4.114%, 03/01/2046

     524       630,073  

4.327%, 03/19/2050

     220       277,022  

Flex Intermediate Holdco LLC
3.363%, 06/30/2031(a)

     215       218,156  

4.317%, 12/30/2039(a)

     215       225,032  

Kinder Morgan, Inc.
5.55%, 06/01/2045

     675       869,251  

Marathon Oil Corp.
6.60%, 10/01/2037

     315       424,066  

Marathon Petroleum Corp.
5.125%, 12/15/2026

     596       685,978  

6.50%, 03/01/2041

     165       229,320  

MPLX LP
5.20%, 03/01/2047-12/01/2047

     395       485,181  

ONEOK Partners LP
6.125%, 02/01/2041

     440       569,514  

ONEOK, Inc.
6.35%, 01/15/2031

     453       575,912  

Ovintiv Exploration Inc.
5.375%, 01/01/2026

     610       678,534  

Pioneer Natural Resources Co.
2.15%, 01/15/2031

     570       550,854  

Plains All American Pipeline LP/PAA Finance Corp.
3.55%, 12/15/2029

     51       53,210  

4.50%, 12/15/2026

     341       375,854  

Sabine Pass Liquefaction LLC
5.625%, 04/15/2023

     452       477,723  

Saudi Arabian Oil Co.
2.25%, 11/24/2030(a)

     350       338,472  

Shell International Finance BV
3.75%, 09/12/2046

     125       145,289  

Suncor Energy, Inc.
6.50%, 06/15/2038

     315       437,670  

6.85%, 06/01/2039

     215       311,520  

Tengizchevroil Finance Co. International Ltd.
3.25%, 08/15/2030(a)

     265       265,398  

TransCanada PipeLines Ltd.
4.75%, 05/15/2038

     50       59,971  

7.625%, 01/15/2039

     140       217,326  

Valero Energy Corp.
7.50%, 04/15/2032

     318       441,692  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Williams Cos., Inc. (The)
3.50%, 10/15/2051

   $ 550     $ 562,876  

6.30%, 04/15/2040

     130       176,992  
    

 

 

 
       18,036,719  
    

 

 

 

Other Industrial – 0.3%

 

Huntington Ingalls Industries, Inc.
2.043%, 08/16/2028(a)

     545       533,691  
    

 

 

 

Services – 2.9%

 

Alibaba Group Holding Ltd.
2.125%, 02/09/2031

     400       383,496  

2.70%, 02/09/2041

     300       278,106  

Amazon.com, Inc.
2.50%, 11/29/2022

     625       635,719  

4.25%, 08/22/2057

     107       139,345  

Block Financial LLC
2.50%, 07/15/2028

     440       438,385  

Booking Holdings, Inc.
4.625%, 04/13/2030

     810       954,958  

eBay, Inc.
2.60%, 05/10/2031

     875       885,168  

Expedia Group, Inc.
2.95%, 03/15/2031

     405       408,609  

4.625%, 08/01/2027

     229       256,507  

6.25%, 05/01/2025(a)

     33       37,695  

Global Payments, Inc.
3.20%, 08/15/2029

     375       392,224  

IHS Markit Ltd.
4.00%, 03/01/2026(a)

     76       82,823  

4.25%, 05/01/2029

     90       102,641  

4.75%, 08/01/2028

     20       23,367  

Moody’s Corp.
2.75%, 08/19/2041

     185       181,222  

3.25%, 05/20/2050

     177       188,059  

5.25%, 07/15/2044

     356       484,367  

Verisk Analytics, Inc.
5.50%, 06/15/2045

     486       660,911  
    

 

 

 
       6,533,602  
    

 

 

 

Technology – 7.9%

 

Analog Devices, Inc.
2.95%, 04/01/2025-10/01/2051

     157       163,788  

Apple, Inc.
2.50%, 02/09/2022

     264       265,135  

2.55%, 08/20/2060

     210       196,955  

2.65%, 05/11/2050

     170       167,746  

4.45%, 05/06/2044

     881       1,125,222  

 

18    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Baidu, Inc.
1.625%, 02/23/2027

   $ 435     $ 424,777  

3.075%, 04/07/2025

     265       275,171  

Broadcom, Inc.
3.137%, 11/15/2035(a)

     476       468,827  

3.187%, 11/15/2036(a)

     803       788,136  

3.419%, 04/15/2033(a)

     140       144,535  

4.11%, 09/15/2028

     462       509,226  

Broadridge Financial Solutions, Inc.
2.60%, 05/01/2031

     325       327,272  

Dell International LLC/EMC Corp.
4.90%, 10/01/2026

     546       622,516  

6.02%, 06/15/2026

     513       604,222  

8.35%, 07/15/2046

     140       233,353  

DXC Technology Co.
1.80%, 09/15/2026

     330       325,165  

2.375%, 09/15/2028

     330       320,572  

Fidelity National Information Services, Inc.
0.375%, 03/01/2023

     705       702,836  

Honeywell International, Inc.
0.483%, 08/19/2022

     54       54,003  

Infor, Inc.
1.75%, 07/15/2025(a)

     95       95,555  

Intel Corp.
4.75%, 03/25/2050

     464       616,721  

4.90%, 07/29/2045

     195       260,077  

Kyndryl Holdings, Inc.
2.05%, 10/15/2026(a)

     1,100       1,088,637  

Lam Research Corp.
3.75%, 03/15/2026

     142       155,712  

Leidos, Inc.
4.375%, 05/15/2030

     486       545,559  

Marvell Technology, Inc.
2.95%, 04/15/2031

     415       423,354  

Micron Technology, Inc.
4.663%, 02/15/2030

     455       520,584  

Microsoft Corp.
2.375%, 02/12/2022

     264       265,119  

NXP BV/NXP Funding LLC
5.55%, 12/01/2028(a)

     956       1,153,419  

NXP BV/NXP Funding LLC/NXP USA, Inc.
2.70%, 05/01/2025(a)

     24       24,912  

Oracle Corp.
2.50%, 05/15/2022-04/01/2025

     899       924,473  

2.875%, 03/25/2031

     210       215,113  

3.60%, 04/01/2050

     586       598,652  

3.85%, 04/01/2060

     94       98,121  

3.95%, 03/25/2051

     213       230,417  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

4.00%, 11/15/2047

   $ 547     $ 590,454  

6.125%, 07/08/2039

     254       344,599  

SK Hynix, Inc.
2.375%, 01/19/2031(a)

     390       374,790  

Skyworks Solutions, Inc.
3.00%, 06/01/2031

     259       261,701  

Texas Instruments, Inc.
1.85%, 05/15/2022

     265       266,892  

VeriSign, Inc.
2.70%, 06/15/2031

     144       145,369  

VMware, Inc.
3.90%, 08/21/2027

     591       648,232  
    

 

 

 
       17,567,919  
    

 

 

 

Transportation - Airlines – 0.4%

 

Delta Air Lines, Inc./SkyMiles IP Ltd.
4.50%, 10/20/2025(a)

     131       140,062  

Southwest Airlines Co.
5.25%, 05/04/2025

     685       767,899  
    

 

 

 
       907,961  
    

 

 

 

Transportation - Services – 0.4%

 

ENA Master Trust
4.00%, 05/19/2048(a)

     370       374,001  

ERAC USA Finance LLC
3.85%, 11/15/2024(a)

     145       155,386  

Penske Truck Leasing Co. Lp/PTL Finance Corp.
3.90%, 02/01/2024(a)

     300       317,862  

4.20%, 04/01/2027(a)

     117       130,148  
    

 

 

 
       977,397  
    

 

 

 
       110,308,781  
    

 

 

 

Financial Institutions – 40.5%

 

Banking – 24.5%

 

Ally Financial, Inc.
2.20%, 11/02/2028

     550       542,460  

American Express Co.
Series B
3.553% (LIBOR 3 Month + 3.43%), 11/15/2021(b)(c)

     26       26,000  

Banco de Credito del Peru
3.125%, 07/01/2030(a)

     304       300,671  

Banco Santander SA
1.722%, 09/14/2027

     800       787,096  

2.749%, 12/03/2030

     400       393,704  

5.179%, 11/19/2025

     600       673,398  

Bank of America Corp.
2.299%, 07/21/2032

     845       827,111  

2.592%, 04/29/2031

     605       611,219  

 

20    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

2.687%, 04/22/2032

   $ 630     $ 638,467  

2.831%, 10/24/2051

     300       294,999  

2.884%, 10/22/2030

     560       579,186  

3.97%, 03/05/2029

     620       686,495  

3.974%, 02/07/2030

     420       466,435  

4.078%, 04/23/2040

     510       590,131  

4.271%, 07/23/2029

     827       928,977  

Series X
6.25%, 09/05/2024(b)

     175       191,198  

Series Z
6.50%, 10/23/2024(b)

     53       58,799  

Bank of Ireland Group PLC
2.029%, 09/30/2027(a)

     560       553,095  

Bank of New York Mellon Corp. (The)
Series E
3.542% (LIBOR 3 Month + 3.42%), 12/20/2021(b)(c)

     294       294,841  

Series G
4.70%, 09/20/2025(b)

     148       161,102  

Barclays PLC
3.811%, 03/10/2042

     245       260,477  

5.20%, 05/12/2026

     435       492,464  

BBVA Bancomer SA/Texas
5.875%, 09/13/2034(a)

     330       358,834  

BNP Paribas SA
2.159%, 09/15/2029(a)

     815       799,597  

2.871%, 04/19/2032(a)

     520       528,460  

BPCE SA
2.045%, 10/19/2027(a)

     550       547,366  

5.15%, 07/21/2024(a)

     200       219,008  

Capital One Financial Corp.
2.359%, 07/29/2032

     450       433,485  

3.65%, 05/11/2027

     345       375,243  

Citigroup, Inc.
2.52%, 11/03/2032

     555       552,952  

2.561%, 05/01/2032

     485       486,329  

3.875%, 02/18/2026(b)

     204       206,417  

3.98%, 03/20/2030

     390       433,161  

4.075%, 04/23/2029

     578       643,360  

4.412%, 03/31/2031

     239       273,994  

4.45%, 09/29/2027

     932       1,043,961  

Series W
4.00%, 12/10/2025(b)

     228       232,439  

Series Y
4.15%, 11/15/2026(b)

     389       391,863  

Commonwealth Bank of Australia
3.305%, 03/11/2041(a)

     305       313,034  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Cooperatieve Rabobank UA
3.75%, 07/21/2026

   $ 525     $ 570,675  

Credit Suisse Group AG
1.305%, 02/02/2027(a)

     250       242,315  

3.091%, 05/14/2032(a)

     663       674,702  

4.194%, 04/01/2031(a)

     347       384,570  

4.55%, 04/17/2026

     285       316,738  

Danske Bank A/S
1.621%, 09/11/2026(a)

     556       551,813  

Deutsche Bank AG/New York NY
3.961%, 11/26/2025

     555       592,562  

Discover Bank
4.682%, 08/09/2028

     385       407,064  

Discover Financial Services
4.10%, 02/09/2027

     670       736,873  

DNB Bank ASA
6.50%, 03/26/2022(a)(b)

     200       203,998  

Goldman Sachs Group, Inc. (The)
1.948%, 10/21/2027

     440       440,801  

2.383%, 07/21/2032

     364       357,823  

2.615%, 04/22/2032

     520       521,477  

3.50%, 04/01/2025

     138       147,249  

3.75%, 05/22/2025

     225       241,628  

3.80%, 03/15/2030

     979       1,079,543  

4.223%, 05/01/2029

     482       539,903  

4.25%, 10/21/2025

     325       356,372  

4.411%, 04/23/2039

     148       177,591  

5.95%, 01/15/2027

     40       47,654  

Series V
4.125%, 11/10/2026(b)

     128       128,562  

HSBC Holdings PLC
2.013%, 09/22/2028

     285       280,540  

2.206%, 08/17/2029

     545       534,214  

3.973%, 05/22/2030

     342       373,915  

4.25%, 08/18/2025

     632       684,873  

4.583%, 06/19/2029

     970       1,095,819  

6.375%, 03/30/2025(b)

     405       441,199  

ING Groep NV
2.727%, 04/01/2032

     510       520,190  

6.875%, 04/16/2022(a)(b)

     200       204,752  

Intesa Sanpaolo SpA
Series XR
3.25%, 09/23/2024(a)

     911       955,794  

JPMorgan Chase & Co.
1.953%, 02/04/2032

     600       574,578  

2.58%, 04/22/2032

     415       417,980  

2.956%, 05/13/2031

     1,614       1,667,294  

 

22    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

3.625%, 12/01/2027

   $ 335     $ 361,408  

3.882%, 07/24/2038

     740       841,928  

8.00%, 04/29/2027

     530       692,911  

Series I
3.599% (LIBOR 3 Month + 3.47%), 01/30/2022(b)(c)

     127       127,456  

Series Q
5.15%, 05/01/2023(b)

     135       138,432  

Series V
3.451% (LIBOR 3 Month + 3.32%), 01/01/2022(b)(c)

     62       62,171  

Series Z
3.932% (LIBOR 3 Month + 3.80%), 02/01/2022(b)(c)

     107       107,662  

Lloyds Banking Group PLC
4.50%, 11/04/2024

     592       644,280  

M&T Bank Corp.
3.50%, 09/01/2026(b)

     194       191,230  

Macquarie Group Ltd.
1.34%, 01/12/2027(a)

     326       319,780  

2.691%, 06/23/2032(a)

     435       431,246  

Mitsubishi UFJ Financial Group, Inc.
2.309%, 07/20/2032

     270       265,518  

2.494%, 10/13/2032

     330       328,690  

Mizuho Financial Group Cayman 3 Ltd.
4.60%, 03/27/2024(a)

     1,295       1,389,923  

Mizuho Financial Group, Inc.
2.564%, 09/13/2031

     440       430,747  

Morgan Stanley
1.593%, 05/04/2027

     730       723,116  

2.188%, 04/28/2026

     143       146,378  

3.622%, 04/01/2031

     145       158,270  

3.95%, 04/23/2027

     345       378,700  

Series F
3.875%, 04/29/2024

     55       58,722  

Series G
4.431%, 01/23/2030

     540       617,782  

Series H
3.734% (LIBOR 3 Month + 3.61%), 01/15/2022(b)(c)

     145       145,674  

Natwest Group PLC
Series U
2.452% (LIBOR 3 Month + 2.32%), 09/30/2027(b)(c)

     300       298,473  

PNC Bank NA
2.028%, 12/09/2022

     390       390,616  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

PNC Financial Services Group, Inc. (The)
Series O
3.81% (LIBOR 3 Month + 3.68%), 02/01/2022(b)(c)

   $ 288     $ 288,996  

Santander Holdings USA, Inc.
4.40%, 07/13/2027

     1,467       1,632,434  

Societe Generale SA
1.792%, 06/09/2027(a)

     435       428,149  

4.25%, 04/14/2025(a)

     243       260,068  

4.75%, 11/24/2025(a)

     200       219,048  

Standard Chartered PLC
1.456%, 01/14/2027(a)

     345       336,278  

State Street Corp.
2.653%, 05/15/2023

     315       318,679  

Sumitomo Mitsui Financial Group, Inc.
2.142%, 09/23/2030

     491       471,679  

Truist Financial Corp.
Series P
4.95%, 09/01/2025(b)

     993       1,080,404  

Series Q
5.10%, 03/01/2030(b)

     197       221,946  

UniCredit SpA
3.127%, 06/03/2032(a)

     266       264,242  

Wells Fargo & Co.
4.15%, 01/24/2029

     567       637,920  

4.478%, 04/04/2031

     910       1,051,951  

5.606%, 01/15/2044

     560       766,198  

Series BB
3.90%, 03/15/2026(b)

     745       759,297  

Series G
4.30%, 07/22/2027

     691       771,978  

Western Union Co. (The)
2.75%, 03/15/2031

     500       498,945  

Westpac Banking Corp.
4.11%, 07/24/2034

     505       546,102  
    

 

 

 
       54,474,316  
    

 

 

 

Brokerage – 0.6%

 

Charles Schwab Corp. (The)
Series G
5.375%, 06/01/2025(b)

     221       243,277  

Series I
4.00%, 06/01/2026(b)

     605       623,150  

Jefferies Financial Group, Inc.
5.50%, 10/18/2023

     454       479,946  
    

 

 

 
       1,346,373  
    

 

 

 

 

24    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Finance – 3.4%

 

AerCap Ireland Capital DAC/AerCap Global Aviation Trust
3.00%, 10/29/2028

   $ 439     $ 445,633  

3.15%, 02/15/2024

     179       185,845  

3.30%, 01/30/2032

     660       672,811  

3.40%, 10/29/2033

     330       336,541  

3.875%, 01/23/2028

     515       552,147  

Air Lease Corp.
1.875%, 08/15/2026

     355       351,187  

2.10%, 09/01/2028

     371       360,093  

2.875%, 01/15/2026

     100       103,263  

3.25%, 03/01/2025

     89       93,195  

3.625%, 04/01/2027

     19       20,198  

4.625%, 10/01/2028

     351       393,741  

Aircastle Ltd.
2.85%, 01/26/2028(a)

     674       679,021  

4.25%, 06/15/2026

     21       22,763  

5.25%, 08/11/2025(a)

     210       232,638  

Aviation Capital Group LLC
1.95%, 01/30/2026-09/20/2026(a)

     704       692,773  

4.375%, 01/30/2024(a)

     230       244,133  

GE Capital Funding LLC
4.40%, 05/15/2030

     540       631,638  

GE Capital International Funding Co. Unlimited Co.
4.418%, 11/15/2035

     275       334,854  

Synchrony Financial
3.70%, 08/04/2026

     669       716,820  

4.25%, 08/15/2024

     58       62,235  

5.15%, 03/19/2029

     349       406,456  
    

 

 

 
       7,537,985  
    

 

 

 

Insurance – 4.9%

 

ACE Capital Trust II
9.70%, 04/01/2030

     355       530,356  

Alleghany Corp.
3.25%, 08/15/2051

     164       166,122  

3.625%, 05/15/2030

     885       966,925  

Allstate Corp. (The)
Series B
5.75%, 08/15/2053

     582       618,020  

American International Group, Inc.
3.75%, 07/10/2025

     392       422,654  

Berkshire Hathaway, Inc.
2.75%, 03/15/2023

     395       405,827  

Centene Corp.
2.45%, 07/15/2028

     244       243,395  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Guardian Life Insurance Co. of America (The)
3.70%, 01/22/2070(a)

   $ 210     $ 228,617  

Hartford Financial Services Group, Inc. (The)
Series ICON
2.25% (LIBOR 3 Month + 2.13%), 02/12/2047(a)(c)

     435       419,327  

Massachusetts Mutual Life Insurance Co.
5.077%, 02/15/2069(a)

     170       214,634  

MassMutual Global Funding II
0.60%, 04/12/2024(a)

     420       417,257  

0.85%, 06/09/2023(a)

     270       271,301  

Met Tower Global Funding
0.70%, 04/05/2024(a)

     715       712,190  

MetLife Capital Trust IV
7.875%, 12/15/2037(a)

     150       208,673  

MetLife, Inc.
Series D
5.875%, 03/15/2028(b)

     170       196,899  

Nationwide Mutual Insurance Co.
9.375%, 08/15/2039(a)

     120       208,232  

New York Life Insurance Co.
4.45%, 05/15/2069(a)

     180       230,693  

Nippon Life Insurance Co.
2.75%, 01/21/2051(a)

     490       477,108  

Peachtree Corners Funding Trust
3.976%, 02/15/2025(a)

     110       118,373  

Prudential Financial, Inc.
5.20%, 03/15/2044

     737       785,546  

5.375%, 05/15/2045

     260       283,041  

5.625%, 06/15/2043

     699       735,481  

Reinsurance Group of America, Inc.
3.15%, 06/15/2030

     393       414,646  

Swiss Re Finance Luxembourg SA
5.00%, 04/02/2049(a)

     600       680,550  

Voya Financial, Inc.
5.65%, 05/15/2053

     880       924,062  
    

 

 

 
       10,879,929  
    

 

 

 

REITs – 7.1%

 

American Homes 4 Rent LP
3.375%, 07/15/2051

     206       211,754  

4.25%, 02/15/2028

     5       5,616  

American Tower Corp.
2.30%, 09/15/2031

     445       435,010  

3.125%, 01/15/2027

     275       290,147  

5.00%, 02/15/2024

     525       571,924  

Boston Properties LP
2.55%, 04/01/2032

     821       816,805  

 

26    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Brixmor Operating Partnership LP
2.25%, 04/01/2028

   $ 610     $ 609,390  

Essential Properties LP
2.95%, 07/15/2031

     464       462,970  

GLP Capital LP/GLP Financing II, Inc.
5.25%, 06/01/2025

     323       358,675  

5.375%, 04/15/2026

     114       128,672  

Highwoods Realty LP
4.125%, 03/15/2028

     580       643,208  

Host Hotels & Resorts LP
Series E
4.00%, 06/15/2025

     263       280,366  

Series I
3.50%, 09/15/2030

     491       506,879  

Kilroy Realty LP
3.45%, 12/15/2024

     40       42,391  

Kimco Realty Corp.
2.80%, 10/01/2026

     95       99,768  

National Retail Properties, Inc.
3.00%, 04/15/2052

     135       132,378  

Office Properties Income Trust
2.65%, 06/15/2026

     246       246,125  

3.45%, 10/15/2031

     670       654,255  

4.50%, 02/01/2025

     350       372,305  

Omega Healthcare Investors, Inc.
4.50%, 01/15/2025

     108       116,748  

5.25%, 01/15/2026

     808       907,820  

Public Storage
0.52% (SOFR + 0.47%), 04/23/2024(c)

     415       415,320  

Regency Centers LP
3.70%, 06/15/2030

     230       251,774  

3.75%, 06/15/2024

     33       34,888  

4.125%, 03/15/2028

     373       417,447  

Rexford Industrial Realty LP
2.15%, 09/01/2031

     146       139,630  

Sabra Health Care LP
3.20%, 12/01/2031

     670       655,582  

3.90%, 10/15/2029

     630       658,791  

SITE Centers Corp.
4.25%, 02/01/2026

     148       159,075  

4.70%, 06/01/2027

     365       407,508  

Spirit Realty LP
3.20%, 02/15/2031

     385       398,575  

4.00%, 07/15/2029

     132       145,245  

4.45%, 09/15/2026

     238       263,357  

Sun Communities Operating LP
2.30%, 11/01/2028

     543       538,965  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    27


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Ventas Realty LP
3.50%, 02/01/2025

   $ 161     $ 170,971  

3.85%, 04/01/2027

     120       131,422  

4.125%, 01/15/2026

     23       25,177  

VEREIT Operating Partnership LP
2.85%, 12/15/2032

     367       380,095  

4.60%, 02/06/2024

     1,036       1,110,178  

Vornado Realty LP
2.15%, 06/01/2026

     425       428,128  

3.40%, 06/01/2031

     535       548,712  

WP Carey, Inc.
2.45%, 02/01/2032

     550       543,427  

4.60%, 04/01/2024

     44       47,297  
    

 

 

 
       15,764,770  
    

 

 

 
       90,003,373  
    

 

 

 

Utility – 5.8%

 

Electric – 5.2%

 

Abu Dhabi National Energy Co. PJSC
4.375%, 04/23/2025(a)

     215       236,675  

AES Panama Generation Holdings SRL
4.375%, 05/31/2030(a)

     200       205,413  

Alfa Desarrollo SpA
4.55%, 09/27/2051(a)

     220       214,137  

Berkshire Hathaway Energy Co.
4.25%, 10/15/2050

     361       446,037  

6.125%, 04/01/2036

     100       137,362  

CenterPoint Energy, Inc.
0.699% (SOFR + 0.65%), 05/13/2024(c)

     320       320,208  

2.65%, 06/01/2031

     535       543,801  

Consolidated Edison Co. of New York, Inc.
4.45%, 03/15/2044

     15       17,926  

Series A
4.125%, 05/15/2049

     290       342,954  

Dominion Energy, Inc.
3.90%, 10/01/2025

     110       119,614  

Duke Energy Carolinas LLC
3.45%, 04/15/2051

     410       454,132  

Duke Energy Corp.
3.30%, 06/15/2041

     325       333,024  

4.20%, 06/15/2049

     423       494,500  

Empresas Publicas de Medellin ESP
4.25%, 07/18/2029(a)

     200       194,350  

Enel Americas SA
4.00%, 10/25/2026

     53       56,462  

Enel Chile SA
4.875%, 06/12/2028

     62       69,688  

 

28    |    AB CORPORATE INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Enel Finance International NV
2.25%, 07/12/2031(a)

   $ 555     $ 543,323  

Engie Energia Chile SA
3.40%, 01/28/2030(a)

     425       424,681  

Entergy Corp.
2.80%, 06/15/2030

     210       214,906  

Entergy Louisiana LLC
0.62%, 11/17/2023

     493       492,152  

Exelon Corp.
3.497%, 06/01/2022

     94       95,361  

Florida Power & Light Co.
0.299% (SOFR + 0.25%), 05/10/2023(c)

     170       169,988  

3.95%, 03/01/2048

     642       787,644  

Georgia Power Co.
4.30%, 03/15/2042

     340       393,587  

Kentucky Utilities Co.
3.30%, 06/01/2050

     52       56,156  

National Rural Utilities Cooperative Finance Corp.
0.35%, 02/08/2024

     600       593,520  

3.40%, 11/15/2023

     275       288,453  

NextEra Energy Capital Holdings, Inc.
0.401% (LIBOR 3 Month + 0.27%), 02/22/2023(c)

     505       505,030  

2.75%, 05/01/2025

     75       78,664  

5.65%, 05/01/2079

     194       225,040  

Public Service Enterprise Group, Inc.
Series WI
8.625%, 04/15/2031

     388       567,334  

Southern California Edison Co.
0.70%, 04/03/2023

     500       499,995  

Southern Co. (The)
2.95%, 07/01/2023

     422       435,762  

Series A
3.70%, 04/30/2030

     440       478,170  

Southern Power Co.
Series F
4.95%, 12/15/2046

     77       95,340  

Virginia Electric & Power Co.
8.875%, 11/15/2038

     273       483,685  
    

 

 

 
       11,615,074  
    

 

 

 

Natural Gas – 0.6%

 

GNL Quintero SA
4.634%, 07/31/2029(a)

     188       201,558  

NiSource, Inc.
5.65%, 02/01/2045

     60       83,710  

ONE Gas, Inc.
0.85%, 03/11/2023

     605       604,976  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    29


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

4.658%, 02/01/2044

   $ 280     $ 347,082  
    

 

 

 
       1,237,326  
    

 

 

 
       12,852,400  
    

 

 

 

Total Corporates - Investment Grade
(cost $208,614,275)

       213,164,554  
    

 

 

 
    

QUASI-SOVEREIGNS – 1.4%

 

Quasi-Sovereign Bonds – 1.4%

 

Chile – 0.4%

 

Empresa de Transporte de Pasajeros Metro SA 3.65%, 05/07/2030(a)

     350       372,268  

4.70%, 05/07/2050(a)

     295       343,454  

Empresa Nacional del Petroleo
3.75%, 08/05/2026(a)

     200       205,370  
    

 

 

 
       921,092  
    

 

 

 

Malaysia – 0.1%

 

Petronas Capital Ltd.
4.55%, 04/21/2050(a)

     225       281,269  
    

 

 

 

Mexico – 0.4%

 

Comision Federal de Electricidad
3.348%, 02/09/2031(a)

     321       310,327  

Petroleos Mexicanos
6.50%, 01/23/2029

     240       249,306  

6.75%, 09/21/2047

     140       123,375  

6.95%, 01/28/2060

     169       149,396  

7.69%, 01/23/2050

     80       76,400  
    

 

 

 
       908,804  
    

 

 

 

Panama – 0.1%

 

Empresa de Transmision Electrica SA
5.125%, 05/02/2049(a)

     246       277,365  
    

 

 

 

Peru – 0.3%

 

Corp. Financiera de Desarrollo SA
2.40%, 09/28/2027(a)

     560       547,575  
    

 

 

 

Qatar – 0.1%

 

Qatar Petroleum
3.125%, 07/12/2041(a)

     277       279,770  
    

 

 

 

Total Quasi-Sovereigns
(cost $3,120,939)

       3,215,875  
    

 

 

 
    

 

30    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

GOVERNMENTS - SOVEREIGN
BONDS – 0.7%

 

Colombia – 0.3%

 

Colombia Government International Bond 3.125%, 04/15/2031

   $ 562     $ 527,331  

5.20%, 05/15/2049

     200       201,225  
    

 

 

 
       728,556  
    

 

 

 

Mexico – 0.2%

 

Mexico Government International Bond
4.60%, 01/23/2046

     200       212,975  

4.75%, 03/08/2044

     150       164,419  
    

 

 

 
       377,394  
    

 

 

 

Peru – 0.0%

 

Peruvian Government International Bond
2.392%, 01/23/2026

     53       53,954  
    

 

 

 

Qatar – 0.2%

 

Qatar Government International Bond
4.817%, 03/14/2049(a)

     228       292,809  
    

 

 

 

Uruguay – 0.0%

 

Uruguay Government International Bond
4.375%, 01/23/2031

     54       62,159  
    

 

 

 

Total Governments - Sovereign Bonds
(cost $1,435,417)

       1,514,872  
    

 

 

 
    

CORPORATES - NON-INVESTMENT
GRADE – 0.6%

 

Industrial – 0.4%

 

Consumer Cyclical - Automotive – 0.1%

 

Ford Motor Credit Co. LLC
3.81%, 01/09/2024

     395       408,004  
    

 

 

 

Consumer Non-Cyclical – 0.1%

 

Newell Brands, Inc.
4.35%, 04/01/2023

     191       199,037  
    

 

 

 

Energy – 0.2%

 

EQM Midstream Partners LP
4.75%, 07/15/2023

     100       105,280  

Occidental Petroleum Corp.
3.50%, 08/15/2029

     55       55,816  

Western Midstream Operating LP
4.65%, 07/01/2026

     81       87,745  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

5.45%, 04/01/2044

   $ 149     $ 174,984  
    

 

 

 
       423,825  
    

 

 

 
       1,030,866  
    

 

 

 

Financial Institutions – 0.2%

    

REITs – 0.2%

    

Diversified Healthcare Trust
4.75%, 02/15/2028

     407       405,791  
    

 

 

 

Total Corporates - Non-Investment Grade
(cost $1,330,337)

       1,436,657  
    

 

 

 

Total Investments – 98.6%
(cost $214,500,968)

       219,331,958  

Other assets less liabilities – 1.4%

       3,003,427  
    

 

 

 

Net Assets – 100.0%

     $ 222,335,385  
    

 

 

 

FUTURES (see Note C)

 

Description   Number of
Contracts
    Expiration
Month
    Current
Notional
    Value and
Unrealized
Appreciation/
(Depreciation)
 

Purchased Contracts

 

U.S. T-Note 5 Yr (CBT) Futures

    42       December 2021     $ 5,113,500     $ (49,351

U.S. Ultra Bond (CBT) Futures

    69       December 2021           13,552,032       41,819  

Sold Contracts

 

U.S. 10 Yr Ultra Futures

    96       December 2021       13,923,000       172,203  

U.S. T-Note 2 Yr (CBT) Futures

    6       December 2021       1,315,500       6,368  

U.S. T-Note 10 Yr (CBT) Futures

    4       December 2021       522,813       2,869  
       

 

 

 
        $     173,908  
       

 

 

 

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note C)

 

Description   Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
October 31,
2021
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Sale Contracts

               

CDX-NAIG Series 37, 5 Year Index, 12/20/2026*

    1.00     Quarterly       0.52     USD         3,280     $   81,366     $   80,431     $   935  

 

*

Termination date

 

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PORTFOLIO OF INVESTMENTS (continued)

 

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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     1,070       03/27/2022       2.058%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
  $ (10,216   $ – 0  –    $ (10,216
USD     60       11/04/2044      
3 Month
LIBOR
 
 
    3.049%     Quarterly/Semi-Annual     15,942       – 0  –      15,942  
USD     60       05/05/2045      
3 Month
LIBOR
 
 
    2.562%     Quarterly/Semi-Annual     10,230       – 0  –      10,230  
USD     60       06/02/2046      
3 Month
LIBOR
 
 
    2.186%     Quarterly/Semi-Annual     5,723       – 0  –      5,723  
USD     690       07/15/2046      
3 Month
LIBOR
 
 
    1.783%     Quarterly/Semi-Annual     5,675       – 0  –      5,675  
USD     270       09/02/2046      
3 Month
LIBOR
 
 
    1.736%     Quarterly/Semi-Annual     (1,103     – 0  –      (1,103
USD     50       11/02/2046      
3 Month
LIBOR
 
 
    2.086%     Quarterly/Semi-Annual     3,846       – 0  –      3,846  
           

 

 

   

 

 

   

 

 

 
            $     30,097     $     – 0  –    $     30,097  
           

 

 

   

 

 

   

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At October 31, 2021, the aggregate market value of these securities amounted to $39,835,324 or 17.9% 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/ceiling rate was in effect at October 31, 2021.

Glossary:

CBT – Chicago Board of Trade

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

LIBOR – London Interbank Offered Rate

PJSC – Public Joint Stock Company

REIT – Real Estate Investment Trust

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

October 31, 2021 (unaudited)

 

Assets

 

Investments in securities, at value (cost $214,500,968)

   $ 219,331,958  

Cash

     2,141,964  

Cash collateral due from broker

     535,063  

Interest receivable

     1,794,980  

Receivable for shares of beneficial interest sold

     500,636  

Receivable for investment securities sold

     34,509  

Receivable for variation margin on futures

     26,506  

Receivable for variation margin on centrally cleared swaps

     2,300  

Other assets

     10,315  
  

 

 

 

Total assets

     224,378,231  
  

 

 

 
Liabilities

 

Payable for investment securities purchased

     1,308,211  

Dividends payable

     573,516  

Payable for shares of beneficial interest redeemed

     156,018  

Foreign capital gains tax payable

     5,101  
  

 

 

 

Total liabilities

     2,042,846  
  

 

 

 

Net Assets

   $ 222,335,385  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 185  

Additional paid-in capital

     214,946,432  

Distributable earnings

     7,388,768  
  

 

 

 

Net Assets

   $     222,335,385  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 18,549,464 common shares outstanding)

   $ 11.99  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Six Months Ended October 31, 2021 (unaudited)

 

Investment Income

 

Interest

   $     3,053,463     

Other income

     474     
  

 

 

    

Total investment income

      $ 3,053,937  
  

 

 

 
Realized and Unrealized Gain on Investment Transactions      

Net realized gain on:

     

Investment transactions(a)

        1,643,840  

Futures

        276,462  

Swaps

        21,772  

Net change in unrealized appreciation/depreciation of:

     

Investments(b)

        874,274  

Futures

        240,716  

Swaps

        73,479  
  

 

 

 

Net gain on investment transactions

        3,130,543  
  

 

 

 

Net Increase in Net Assets from Operations

      $     6,184,480  
  

 

 

 

 

(a)

Net of foreign realized capital gains taxes of $38,151.

 

(b)

Net of decrease in accrued foreign capital gains taxes on unrealized gains of $2,555.

See notes to financial statements.

 

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AB CORPORATE INCOME SHARES    |    35


 

STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
 
Increase in Net Assets from Operations     

Net investment income

   $ 3,053,937     $ 5,028,258  

Net realized gain on investment transactions

     1,942,074       3,114,500  

Net change in unrealized appreciation/depreciation of investments

     1,188,469       744,800  
  

 

 

   

 

 

 

Net increase in net assets from operations

     6,184,480       8,887,558  

Distribution to Shareholders

     (3,183,296     (9,415,691
Transactions in Shares of Beneficial Interest     

Net increase

     10,588,728       94,818,239  
  

 

 

   

 

 

 

Total increase

     13,589,912       94,290,106  
Net Assets

 

Beginning of period

     208,745,473       114,455,367  
  

 

 

   

 

 

 

End of period

   $     222,335,385     $     208,745,473  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

October 31, 2021 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return 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 the counter (“OTC”) market put or call options are valued at the mid level

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. 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.

 

38    |    AB CORPORATE INCOME SHARES

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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.

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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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, 2021:

 

Investments in
Securities:

   Level 1     Level 2     Level 3     Total  

Assets:

 

Corporates – Investment Grade

   $ – 0  –    $ 213,164,554     $ – 0  –    $ 213,164,554  

Quasi-Sovereigns

     – 0  –      3,215,875       – 0  –      3,215,875  

Governments – Sovereign Bonds

     – 0  –      1,514,872       – 0  –      1,514,872  

Corporates – Non-Investment Grade

     – 0  –      1,436,657       – 0  –      1,436,657  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

     – 0  –      219,331,958       – 0  –      219,331,958  

Other Financial Instruments(a):

        

Assets:

        

Futures

     223,259       – 0  –      – 0  –      223,259 (b) 

Centrally Cleared Credit Default Swaps

     – 0  –      81,366       – 0  –      81,366 (b) 

Centrally Cleared Interest Rate Swaps

     – 0  –      41,416       – 0  –      41,416 (b) 

Liabilities:

        

Futures

     (49,351     – 0  –      – 0  –      (49,351 )(b) 

Centrally Cleared Interest Rate Swaps

     – 0  –      (11,319     – 0  –      (11,319 )(b) 
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $   173,908     $   219,443,421     $   – 0  –    $   219,617,329  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(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 written 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) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

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.

 

40    |    AB CORPORATE INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly 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.

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    41


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

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, 2021 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)

   $     59,364,779      $     42,623,332  

U.S. government securities

     75,393        76,900  

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

   $ 6,610,707  

Gross unrealized depreciation

         (1,574,777
  

 

 

 

Net unrealized appreciation

   $ 5,035,930  
  

 

 

 

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 bears 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.

At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by

 

42    |    AB CORPORATE INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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.

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, 2021, 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

 

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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 for swaps 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 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

 

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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, 2021, 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

 

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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.

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, 2021, the Fund held credit default swaps for non-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

 

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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. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended October 31, 2021, 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
   
$

223,259

 
Receivable/Payable for variation margin on futures
   
$

49,351

Credit contracts

  Receivable/Payable for variation margin on centrally cleared swaps     935    

Interest rate contracts

 
Receivable/Payable for variation margin on centrally cleared swaps
   

41,416

 
Receivable/Payable for variation margin on centrally cleared swaps
   

11,319

   

 

 

     

 

 

 

Total

    $     265,610       $     60,670  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

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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   $ 276,462     $ 240,716  

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     (5,471     87,505  

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     27,243       (14,026
   

 

 

   

 

 

 

Total

    $     298,234     $     314,195  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2021:

 

Futures:

  

Average notional amount of buy contracts

   $     15,591,075  

Average notional amount of sale contracts

   $ 9,496,737  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 3,095,714  

Centrally Cleared Credit Default Swaps:

  

Average notional amount of sale contracts

   $ 3,280,000  

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

            
     Shares           Amount        
     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
          Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     2,734,828       9,909,588       $ 32,825,368     $ 120,804,388    

 

   

Shares redeemed

     (1,843,039     (2,149,225       (22,236,640     (25,986,149  

 

   

Net increase

     891,789       7,760,363       $ 10,588,728     $ 94,818,239    

 

   

NOTE E

Risks Involved in Investing in the Fund

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, including public health crises (including the occurrence of a contagious disease or illness), that affect large portions of the market.

 

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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 and any accrued interest. 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. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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.) 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 more difficult to trade 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 difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or

 

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“reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

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.

 

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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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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, 2021.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2022 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2021 and April 30, 2020 were as follows:

 

     2021      2020  

Distributions paid from:

     

Ordinary income

   $ 7,513,033      $ 5,640,743  

Net long-term capital gains

     1,902,658        – 0  – 
  

 

 

    

 

 

 

Total distributions paid

   $     9,415,691      $     5,640,743  
  

 

 

    

 

 

 

As of April 30, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income

   $ 770,109  

Undistributed capital gains

     405,746  

Unrealized appreciation/(depreciation)

     3,748,351 (a) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     4,924,206 (b) 
  

 

 

 

 

(a)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the recognition for tax purposes of unrealized gains/losses on certain derivative instruments, the tax treatment of callable bonds, the tax treatment of swaps, and the tax deferral of losses on wash sales.

 

(b)

The differences between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to dividends payable and the accrual of foreign capital gains tax.

 

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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, 2021, the Fund did not have any capital loss carryforwards.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

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.

 

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FINANCIAL HIGHLIGHTS

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

 

   

Six Months
Ended
October 31,
2021

(unaudited)

    Year Ended April 30,  
    2021     2020     2019     2018     2017  
 

 

 

 

Net asset value, beginning of period

    $  11.82       $  11.56       $  11.11       $  10.81       $  11.14       $  11.19  
 

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .17       .37       .44       .44       .39       .38  

Net realized and unrealized gain (loss) on investment transactions

    .17       .55       .51       .30       (.33     (.04
 

 

 

 

Net increase in net asset value from operations

    .34       .92       .95       .74       .06       .34  
 

 

 

 

Less: Dividends and Distributions

           

Dividends from net investment income

    (.17     (.38     (.45     (.44     (.39     (.39

Distributions from net realized gain on investment transactions

    – 0  –      (.28     (.05     – 0  –      – 0  –      – 0  – 
 

 

 

 

Total dividends and distributions

    (.17     (.66     (.50     (.44     (.39     (.39
 

 

 

 

Net asset value, end of period

    $  11.99       $  11.82       $  11.56       $  11.11       $  10.81       $  11.14  
 

 

 

 

Total Return

           

Total investment return based on net asset value(b)*

    2.92  %      7.90  %      8.65  %      7.03  %      .50  %      3.08  % 

Ratios/Supplemental Data

           

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

    $222,335       $208,745       $114,455       $98,680       $84,740       $74,191  

Ratio to average net assets of:

           

Net investment income

    2.76  %^      3.02  %      3.83  %      4.06  %      3.47  %      3.43  % 

Portfolio turnover rate

    20  %      43  %      87  %      140  %      73  %      79  % 

 

(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 year ended April 30, 2017 by .01%.

 

^

Annualized.

See notes to financial statements.

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),

Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and

Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)*

OFFICERS

Russell Wald(2), Vice President

Tiffanie Wong(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Analyst

  

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.
501 Commerce Street
Nashville, TN 37203

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

 

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West

New York, NY 10001

Transfer Agent

AllianceBernstein Investor Services,

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

 

1

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

 

2

The day-to-day management of, and investment decisions for, the Fund’s Portfolio are made by the Adviser’s Corporate Income Shares Investment Team. Mr. Wald and Ms. Wong are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

*

Mr. Weiner is expected to retire on or about December 31, 2021.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

 

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the Fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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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 by video conference on November 3-5, 2020 (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 additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

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 review extensive materials and information from the Adviser, including information on the investment performance of the Fund.

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

 

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the 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 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. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. 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 2018 and 2019 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

 

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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 performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, 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-, 5- and 10-year periods ended July 31, 2020 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 payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable 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 payable 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

 

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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 directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors recognized that such information was of limited utility in light of the Fund’s unusual fee arrangement. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements. The directors previously discussed these matters with an independent fee consultant.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

 

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Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because 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. 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.

 

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

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China 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 Opportunities 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

Global Bond Fund

High Income Fund

High Yield Portfolio1

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

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 December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy. Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

 

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NOTES

 

 

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NOTES

 

 

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LOGO

AB CORPORATE INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

CIS-0152-1021                 LOGO


OCT    10.31.21

LOGO

SEMI-ANNUAL REPORT

AB IMPACT MUNICIPAL INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT 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’re pleased to provide this report for AB Impact 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.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

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

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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SEMI-ANNUAL REPORT

 

December 10, 2021

This report provides management’s discussion of fund performance for AB Impact Municipal Income Shares for the semi-annual reporting period ended October 31, 2021. 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, 2021 (unaudited)

 

     6 Months      12 Months  
AB IMPACT MUNICIPAL INCOME SHARES      1.04%        6.46%  
Bloomberg Municipal Bond Index      0.01%        2.64%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Municipal Bond Index, for the six- and 12-month periods ended October 31, 2021.

The Fund outperformed its benchmark during both periods. During the six-month period, the Fund’s overweight to municipal credit contributed, relative to the benchmark. Security selection within the not-for-profit health-care sector contributed, while selection in toll roads/transit detracted. Yield-curve positioning, specifically overweights to the long part of the curve, detracted.

For the 12-month period, the Fund’s overweight to municipal credit contributed. Security selection in not-for-profit health care contributed. An overweight to taxable municipals detracted. Yield-curve positioning, specifically overweights to the long part of the curve, detracted.

The Fund utilized derivatives for hedging purposes in the form of interest rate swaps and Consumer Price Index swaps, which had no material impact on performance for either period.

MARKET REVIEW AND INVESTMENT STRATEGY

Yields have risen so far in 2021, particularly late in the reporting period, as investors have begun to digest the implications of the US Federal Reserve (the “Fed”) tapering of its asset purchase program and the likelihood of short-term interest-rate hikes next year. Even with the expected change in

 

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policy from the Fed, municipals continued to perform well over both the six- and 12-month time periods ended October 31, 2021. Heavy investor demand was a key driver of relative outperformance versus other investment-grade fixed-income sectors. Industry-wide flows into municipal bond funds were positive in 76 of the last 77 weeks of the period. Through October, investors added $92 billion into muni funds this year, just a few billion shy of the calendar-year record set back in 2019.

Additionally, strengthening credit fundamentals and attractive credit spreads caused excess demand for municipal credit. BBB and high-yield rated municipal indices outperformed higher-rated bonds significantly as credit spreads compressed. Toward the end of the period, the market began to experience some modest spread widening in certain idiosyncratic issuers and sectors. The Fund’s Senior Investment Management Team (the “Team”) views this spread widening as a reflection of spreads being too tight in certain sectors and not reflective of weakening fundamentals—which continue to be strong across the asset class.

The underlying goals of the Fund are to make environmentally, socially and financially productive investments in historically marginalized and underserved communities to reduce gaps that exist in such areas as academic achievement, economic development or the provision of health care. Essentially, the Team is looking to create a better tomorrow. Inherent in these goals is to make investments toward improving the quality of life for all by enhancing and promoting civic engagement, an informed citizenry, culture, and the physical and natural sciences.

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 bond 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 decline. As of October 31, 2021, 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 14.64% and 0.00%, respectively.

 

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INVESTMENT POLICIES

The Fund pursues its objective by investing principally in high-yielding municipal securities of any credit quality that (i) score highly on the Adviser’s environmental, social and corporate governance (“ESG”) criteria and (ii) are deemed by the Adviser to have an environmental or social impact in underserved or low socio-economic communities. 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 evaluates each security in which the Fund invests using both a traditional municipal bond credit analysis and a consideration of the security’s overall ESG score under the Adviser’s ESG evaluation criteria. Under this ESG evaluation, to arrive at an overall ESG score, each security is scored on environmental, social and governance factors, and the scores are weighted based on the Adviser’s assessment of the relevance of each factor within a given sector (e.g., education, health care, renewable energy and mass transit). For example, social factors are weighted more heavily in the overall ESG score for a security of an issuer in the education sector than they are for a security of an issuer in the mass transit sector, where environmental factors predominate. The Adviser regularly reviews the overall ESG scores assigned to securities under consideration for purposes of determining the securities in which to invest for the Fund.

The Adviser’s ESG evaluation is conducted on an industry sector basis and includes the use of key performance indicators that vary in materiality by sector. The Adviser’s environmental evaluation covers issues such as clean and renewable energy, climate change and water conservation. The Adviser’s social evaluation covers issues such as economic impact, high quality safety-net health care and overall community health needs, and the reduction of achievement gaps between wealthy and poor school districts. The Adviser’s governance evaluation covers issues such as stewardship of debt and capital, board governance and transparency.

The Adviser also assesses a security’s risk and return characteristics as well as a security’s 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, maturity, sensitivity to interest rates and the expected after-tax returns of the security under consideration and of the Fund’s other holdings.

 

(continued on next page)

 

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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.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg 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, including public health crises (including the occurrence of a contagious disease or illness), that affect large portions of the market.

ESG Risk: Applying 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 selected based on ESG factors 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. Furthermore, “sustainability” is not a uniformly defined characteristic, and the Fund’s sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the investment adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

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 and any accrued interest. 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.

 

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DISCLOSURES AND RISKS (continued)

 

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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Tax Risk: There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the

 

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DISCLOSURES AND RISKS (continued)

 

redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

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 may be more difficult to trade than other types of securities.

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. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of investments.

Derivatives Risk: The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be

 

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DISCLOSURES AND RISKS (continued)

 

unable or unwilling to honor its contractual obligations to the Fund. 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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

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  

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HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

    NAV Returns  
1 Year     6.46%  
Since Inception1     5.16%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2021 (unaudited)

 

    NAV Returns  
1 Year     6.19%  
Since Inception1     5.24%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.01% 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: 9/12/2017.

 

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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
May 1, 2021
    Ending
Account Value
October 31, 2021
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,010.40     $     – 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.

 

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PORTFOLIO SUMMARY

October 31, 2021 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $509.8

 

 

 

LOGO

 

1

All data are as of October 31, 2021. 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 quality ratings are determined by using the S&P 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.

 

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PORTFOLIO OF INVESTMENTS

October 31, 2021 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 94.7%

    

Long-Term Municipal Bonds – 94.7%

    

Alabama – 2.1%

    

Alabama Community College System ACCS Enhancements Fee Revenue
AGM Series 2021
4.00%, 09/01/2046-09/01/2051

   $ 9,400     $ 10,881,255  
    

 

 

 

American Samoa – 0.2%

    

American Samoa Economic Development Authority
(Territory of American Samoa)
Series 2018
6.00%, 09/01/2023(a)

     815       851,836  
    

 

 

 

Arizona – 4.5%

    

Arizona Industrial Development Authority
Series 2021-A
4.00%, 07/01/2051

     3,750       4,079,707  

Arizona Industrial Development Authority (Phoenix Children’s Hospital Obligated Group)
Series 2020
4.00%, 02/01/2050

     4,500       5,165,798  

5.00%, 02/01/2034-02/01/2035

     2,400       3,061,215  

Industrial Development Authority of the County of Pima/The
(TMC HealthCare Obligated Group)
Series 2021
4.00%, 04/01/2046

     3,500       4,015,748  

Maricopa County Industrial Development Authority
(Arizona Autism Charter Schools Obligated Group)
Series 2020
5.00%, 07/01/2040-07/01/2054(a)

     2,315       2,675,553  

Series 2021
4.00%, 07/01/2041-07/01/2061(a)

     3,655       3,896,437  
    

 

 

 
    22,894,458  
 

 

 

 

California – 13.3%

    

Alameda Corridor Transportation Authority
Series 2016-A
5.00%, 10/01/2022

     725       754,387  

Series 2016-B
5.00%, 10/01/2035-10/01/2036

     2,095       2,447,649  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Educational Facilities Authority
(Mount St.Mary’s University, Inc.)
Series 2018-A
5.00%, 10/01/2036-10/01/2046

   $ 3,155     $ 3,789,229  

California Health Facilities Financing Authority (On Lok Senior Health Services Obligated
Group)
Series 2020
5.00%, 08/01/2050-08/01/2055

     2,200       2,650,624  

California Infrastructure & Economic Development Bank
(California Academy of Sciences)
Series 2021
0.40% (SIFMA Municipal Swap Index + 0.33%), 08/01/2047(b)

     8,000       8,027,690  

California Infrastructure & Economic Development Bank
(California Science Center Foundation)
Series 2021
4.00%, 05/01/2046-05/01/2055

     15,000       17,171,051  

California Municipal Finance Authority
(Community Health Centers of The Central Coast, Inc.)
Series 2021-A
5.00%, 12/01/2036-12/01/2054(a)

     2,840       3,293,126  

California Municipal Finance Authority
(Healthright 360)
Series 2019-A
5.00%, 11/01/2039-11/01/2049(a)

     5,275       5,755,050  

California Municipal Finance Authority
(La Maestra Family Clinic, Inc.)
Series 2021
4.00%, 09/01/2046-09/01/2051

     5,705       6,520,583  

California Municipal Finance Authority
(Valley Health Team, Inc.)
Series 2021
4.00%, 07/01/2037-07/01/2051

     5,235       5,990,635  

California School Finance Authority
(Bright Star Schools Obligated Group)
Series 2017
5.00%, 06/01/2037-06/01/2054(a)

     850       954,410  

California School Finance Authority
(Downtown College Prep Obligated Group)
Series 2016
5.00%, 06/01/2051(a)

     250       268,474  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California School Finance Authority
(Ednovate Obligated Group)
Series 2018
5.00%, 06/01/2048-06/01/2056(a)

   $ 2,085     $ 2,292,323  

California School Finance Authority
(Equitas Academy Obligated Group)
Series 2018-A
5.00%, 06/01/2048(a)

     3,750       4,098,386  

California School Finance Authority
(Girls Athletic Leadership Schools Los Angeles)
Series 2021
4.00%, 06/01/2041-06/01/2051(a)

     1,955       1,982,713  

California School Finance Authority
(Green DOT Public Schools Obligated Group)
Series 2018
5.00%, 08/01/2038(a)

     1,000       1,177,455  

Coalinga-Huron Joint Unified School District
BAM Series 2018-B
5.00%, 08/01/2048

     500       606,211  
    

 

 

 
    67,779,996  
 

 

 

 

Colorado – 0.6%

    

Denver Health & Hospital Authority
Series 2019-A
4.00%, 12/01/2038-12/01/2040

     2,770       3,166,785  
    

 

 

 

Connecticut – 1.3%

    

City of Bridgeport CT
Series 2017-A
5.00%, 11/01/2025

     525       612,645  

Series 2021-A
4.00%, 08/01/2037-08/01/2040

     2,100       2,453,297  

BAM Series 2018-C
5.00%, 07/15/2036-07/15/2038

     1,620       1,972,300  

BAM Series 2019-A
5.00%, 02/01/2035

     1,500       1,849,109  
    

 

 

 
    6,887,351  
 

 

 

 

District of Columbia – 1.5%

    

District of Columbia
(Gallaudet University)
Series 2021
5.00%, 04/01/2046-04/01/2051

     2,965       3,697,202  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

District of Columbia
(KIPP DC Obligated Group)
Series 2017-A
5.00%, 07/01/2042

   $ 785     $ 911,704  

Series 2017-B
5.00%, 07/01/2037

     625       732,816  

District of Columbia
(KIPP DC Public Charter Schools)
Series 2019
4.00%, 07/01/2039

     1,000       1,124,766  

District of Columbia Water & Sewer Authority
Series 2016-A
5.00%, 10/01/2035

     820       964,829  
    

 

 

 
    7,431,317  
 

 

 

 

Florida – 2.2%

    

Florida Development Finance Corp.
(United Cerebral Palsy of Central Florida, Inc.)
Series 2020
5.00%, 06/01/2040-06/01/2050

     2,610       2,799,669  

Pinellas County School Board
(Pinellas County School Board COP)
Series 2021-A
5.00%, 07/01/2027-07/01/2030

     3,295       4,161,409  

School District of Broward County/FL
(Broward County School Board/FL COP)
Series 2017-B
5.00%, 07/01/2032

     500       603,883  

Series 2019-B
5.00%, 07/01/2029

     2,750       3,494,244  
    

 

 

 
    11,059,205  
 

 

 

 

Georgia – 0.0%

 

Atlanta Development Authority (The)
(Atlanta Development Authority Lease)
Series 2017
2.061%, 12/01/2021

     230       230,343  
    

 

 

 

Illinois – 7.5%

 

Chicago Transit Authority
(Chicago Transit Authority Sales Tax)
Series 2017
5.00%, 12/01/2051

     5,085       5,938,362  

Chicago Transit Authority Sales Tax Receipts Fund
Series 2014
5.25%, 12/01/2049

     5,000       5,671,739  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2020-A
5.00%, 12/01/2045-12/01/2055

   $ 12,510     $ 15,211,034  

Cook County Community College District No. 508
Series 2013
5.25%, 12/01/2043

     605       644,864  

BAM Series 2017
5.00%, 12/01/2047

     620       714,940  

Illinois Finance Authority
(Lawndale Educational & Regional Network Charter School Obligated Group)
Series 2021
4.00%, 11/01/2041-11/01/2056

     2,500       2,821,017  

Illinois Finance Authority
(University of Illinois)
Series 2020
4.00%, 10/01/2040-10/01/2050

     6,250       6,985,482  
    

 

 

 
    37,987,438  
 

 

 

 

Indiana – 0.7%

    

Muncie Sanitary District
AGM Series 2021-A
5.00%, 01/01/2029-07/01/2030

     2,705       3,409,804  
    

 

 

 

Kansas – 0.1%

    

Seward County Unified School District No. 480 Liberal
Series 2017-B
5.00%, 09/01/2028 (Pre-refunded/ETM)

     555       649,437  
    

 

 

 

Louisiana – 0.7%

    

Tangipahoa Parish Hospital Service District No 1
Series 2021
4.00%, 02/01/2041-02/01/2042

     3,000       3,436,470  
    

 

 

 

Maryland – 0.8%

    

Maryland Economic Development Corp.
(Bowie State University)
Series 2020
4.00%, 07/01/2050

     1,200       1,318,192  

Maryland Economic Development Corp.
(Morgan State University)
Series 2020
5.00%, 07/01/2050

     2,500       2,977,637  
    

 

 

 
       4,295,829  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Massachusetts – 3.7%

    

Massachusetts Development Finance Agency
(Boston Medical Center Corp. Obligated Group)
Series 2015-D
5.00%, 07/01/2044

   $ 7,415     $ 8,355,734  

Series 2016-E
5.00%, 07/01/2037

     765       878,089  

Series 2017-F
5.00%, 07/01/2030

     1,475       1,757,311  

Massachusetts Development Finance Agency
(Wellforce Obligated Group)
AGM Series 2019-A
5.00%, 07/01/2036-07/01/2044

     4,895       5,897,721  

AGM Series 2020-C
4.00%, 10/01/2045

     1,090       1,253,096  

Massachusetts Development Finance Agency
(WGBH Educational Foundation)
Series 2017-A
4.00%, 01/01/2032

     825       951,396  
    

 

 

 
       19,093,347  
    

 

 

 

Michigan – 11.0%

    

Center Line Public Schools
Series 2018
5.00%, 05/01/2038

     895       1,084,589  

City of Detroit MI
Series 2018
5.00%, 04/01/2026-04/01/2037

     6,090       7,090,939  

Series 2021-A
4.00%, 04/01/2040

     1,050       1,170,477  

5.00%, 04/01/2033-04/01/2050

     7,150       8,662,145  

Detroit City School District
Series 2020-A
5.00%, 05/01/2036-05/01/2040

     4,940       6,242,956  

AGM Series 2005-A
5.25%, 05/01/2030

     4,260       5,605,670  

Downriver Utility Wastewater Authority
AGM Series 2018
5.00%, 04/01/2043

     1,515       1,815,216  

Ferris State University
Series 2019-A
5.00%, 10/01/2024-10/01/2026

     6,185       7,199,859  

Flint Hospital Building Authority
(Hurley Medical Center)
Series 2020
4.00%, 07/01/2041

     3,500       3,944,246  

5.00%, 07/01/2031

     2,405       2,988,517  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Flint Public Library
AGM Series 2020
3.00%, 05/01/2029-05/01/2030

   $ 2,260     $ 2,491,499  

Grand Rapids Public Schools
AGM Series 2017
5.00%, 05/01/2027

     200       242,966  

AGM Series 2019
5.00%, 11/01/2040

     1,800       2,214,082  

Great Lakes Water Authority Water Supply System Revenue
Series 2016-B
5.00%, 07/01/2046

     1,225       1,431,136  

Series 2016-C
5.00%, 07/01/2026

     695       830,050  

Series 2020-B
5.00%, 07/01/2045-07/01/2049

     2,650       3,272,884  
    

 

 

 
       56,287,231  
    

 

 

 

Minnesota – 0.8%

    

City of Minneapolis MN
(Hennepin Schools)
Series 2021
4.00%, 07/01/2056

     3,000       3,157,209  

Housing & Redevelopment Authority of The City of St.Paul Minnesota
(Metro Deaf School)
Series 2018-A
5.00%, 06/15/2048(a)

     1,000       1,063,839  
    

 

 

 
       4,221,048  
    

 

 

 

Missouri – 0.0%

    

St. Louis Community College District
Series 2017
4.00%, 04/01/2035

     200       227,128  
    

 

 

 

New Jersey – 5.5%

    

Essex County Improvement Authority
(North Star Academy Charter School of Newark, Inc.)
Series 2020
4.00%, 07/15/2040-07/15/2050(a)

     4,860       5,348,181  

New Jersey Economic Development Authority
(Foundation Academy Charter School A NJ Nonprofit Corp.)
Series 2018-A
5.00%, 07/01/2050

     1,000       1,136,981  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey Economic Development Authority
(New Jersey Transit Corp. State Lease)
Series 2020
4.00%, 11/01/2044

   $ 5,500     $ 6,156,872  

5.00%, 11/01/2044

     6,925       8,358,798  

New Jersey Economic Development Authority
(North Star Academy Charter School of Newark, Inc.)
Series 2017
5.00%, 07/15/2047

     1,170       1,325,335  

New Jersey Economic Development Authority
(Seeing Eye, Inc. (The))
Series 2015
5.00%, 03/01/2025

     3,205       3,671,062  

New Jersey Economic Development Authority
(State of New Jersey Division of Property Management & Construction Lease)
Series 2018-C
5.00%, 06/15/2027-06/15/2042

     1,645       1,965,702  
    

 

 

 
       27,962,931  
    

 

 

 

New York – 14.5%

    

Buffalo Sewer Authority
BAM Series 2021
1.75%, 06/15/2049

     2,000       1,977,644  

Build NYC Resource Corp.
(Academic Leadership Charter School)
Series 2021
4.00%, 06/15/2031-06/15/2036

     585       658,146  

Build NYC Resource Corp.
(Children’s Aid Society (The))
Series 2019
4.00%, 07/01/2044-07/01/2049

     1,150       1,306,654  

Build NYC Resource Corp.
(Inwood Academy for Leadership Charter School)
Series 2018-A
5.50%, 05/01/2048(a)

     500       572,024  

Build NYC Resource Corp.
(Metropolitan Lighthouse Charter School)
Series 2017
5.00%, 06/01/2052(a)

     2,260       2,485,460  

Series 2017-A
5.00%, 06/01/2047(a)

     725       798,642  

City of Buffalo NY
Series 2021-B
5.00%, 04/01/2026

     2,025       2,406,835  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Metropolitan Transportation Authority
Series 2014-D
5.00%, 11/15/2039

   $ 4,000     $ 4,430,336  

Series 2017-C
5.00%, 11/15/2026-11/15/2033

     7,875       9,404,847  

Series 2018-B
5.00%, 11/15/2026

     2,160       2,576,641  

Series 2020-A
5.00%, 11/15/2045

     2,500       3,156,634  

Series 2020-C
4.75%, 11/15/2045

     7,085       8,285,439  

Series 2020-E
5.00%, 11/15/2030-11/15/2032

     9,500       11,954,672  

Series 2021-A
4.00%, 11/15/2042

     7,500       8,432,263  

Series 2021-D
0.363% (SOFR + 0.35%), 11/01/2035(b)

     1,900       1,894,864  

Monroe County Industrial Development Corp./NY
(Rochester Regional Health Obligated Group)
Series 2020
4.00%, 12/01/2046

     6,945       7,850,454  

Monroe County Industrial Development Corp./NY
(True North Rochester Prep Charter School)
Series 2020
5.00%, 06/01/2040(a)

     1,265       1,478,613  

New York City Health and Hospitals Corp.
(New York City Health & Hospital Corp. Lease)
Series 2021-A
5.00%, 02/15/2030

     1,500       1,934,642  

New York City Housing Development Corp.
Series 2017-E
1.50%, 05/01/2022

     230       231,416  

New York State Dormitory Authority
(Montefiore Obligated Group)
Series 2018
5.00%, 08/01/2032-08/01/2034

     1,125       1,358,991  

Series 2020
4.00%, 09/01/2045

     500       562,618  
    

 

 

 
       73,757,835  
    

 

 

 

North Carolina – 1.1%

    

North Carolina Central University
Series 2019
4.00%, 04/01/2049

     2,270       2,529,892  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

5.00%, 04/01/2044

   $ 2,500     $ 2,983,438  
    

 

 

 
       5,513,330  
    

 

 

 

Ohio – 2.3%

    

American Municipal Power, Inc.
Series 2019
5.00%, 02/15/2044

     2,150       2,602,635  

Cleveland-Cuyahoga County Port Authority
(Cleveland Museum of Natural History (The))
Series 2021
4.00%, 07/01/2051

     1,100       1,263,051  

County of Cuyahoga OH
(MetroHealth System (The))
Series 2017
5.00%, 02/15/2042

     4,365       5,081,473  

5.25%, 02/15/2047

     1,500       1,766,605  

County of Darke OH
(Wayne Hospital Co. Obligated Group)
Series 2019-A
5.00%, 09/01/2049

     690       784,067  
    

 

 

 
       11,497,831  
    

 

 

 

Oklahoma – 1.1%

    

Oklahoma County Finance Authority
(Oklahoma County Independent School District No. 52 Midwest City-Del City)
Series 2018
5.00%, 10/01/2024

     1,120       1,260,667  

Oklahoma Development Finance Authority
(OU Medicine Obligated Group)
Series 2018-B
5.50%, 08/15/2057

     3,365       4,108,350  
    

 

 

 
       5,369,017  
    

 

 

 

Oregon – 0.4%

    

Oregon Health & Science University
(Oregon Health & Science University Obligated Group)
Series 2019-A
5.00%, 07/01/2028

     605       758,312  

Tri-County Metropolitan Transportation District of Oregon
Series 2017-A
5.00%, 10/01/2026

     865       1,035,756  

Series 2018-A
5.00%, 10/01/2029

     250       305,859  
    

 

 

 
       2,099,927  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Pennsylvania – 8.2%

 

Capital Region Water Water Revenue
Series 2018
5.00%, 07/15/2025-07/15/2026

   $ 1,510     $ 1,760,175  

City of Philadelphia PA Water & Wastewater Revenue
Series 2018-A
5.00%, 10/01/2048

     3,050       3,720,013  

Series 2019-B
5.00%, 11/01/2049

     3,095       3,821,673  

Series 2020-A
5.00%, 11/01/2045

     5,000       6,292,087  

Delaware County Authority
(Elwyn Obligated Group)
Series 2017
5.00%, 06/01/2037

     825       890,737  

Hospitals & Higher Education Facilities Authority of Philadelphia (The)
(Temple University Health System Obligated Group)
Series 2017
5.00%, 07/01/2032-07/01/2034

     1,115       1,294,009  

Philadelphia Authority for Industrial Development
(City of Philadelphia PA)
Series 2018
5.00%, 05/01/2036-05/01/2038

     4,010       4,869,768  

AGM Series 2017
5.00%, 12/01/2035

     200       240,021  

Philadelphia Authority for Industrial Development
(Russell Byers Charter School)
Series 2020
5.00%, 05/01/2040

     1,050       1,188,266  

Pittsburgh Water & Sewer Authority
AGM Series 2019-A
5.00%, 09/01/2044

     2,000       2,474,877  

AGM Series 2020-B
4.00%, 09/01/2045-09/01/2050

     4,750       5,544,450  

School District of the City of Erie (The)
AGM Series 2019-A
5.00%, 04/01/2031

     405       507,653  

AGM Series 2019-C
5.00%, 04/01/2028-04/01/2029

     2,850       3,520,434  

Southeastern Pennsylvania Transportation Authority
Series 2020
5.00%, 06/01/2029

     3,120       3,968,593  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wilkes-Barre Area School District/PA
BAM Series 2019
5.00%, 04/15/2059

   $ 1,620     $ 1,967,205  
    

 

 

 
       42,059,961  
    

 

 

 

Rhode Island – 2.0%

    

Providence Public Building Authority
(City of Providence RI Lease)
AGM Series 2020-A
5.00%, 09/15/2030-09/15/2031

     8,000       9,961,208  
    

 

 

 

Texas – 0.7%

    

City of Mission TX
BAM Series 2021
5.00%, 02/15/2028-02/15/2029

     2,000       2,477,231  

El Paso County Hospital District
Series 2017
5.00%, 08/15/2037

     370       434,999  

Newark Higher Education Finance Corp.
(Austin Achieve Public Schools, Inc.)
Series 2018
5.00%, 06/15/2048

     735       746,752  
    

 

 

 
       3,658,982  
    

 

 

 

Utah – 0.8%

    

Ogden City School District Municipal Building Authority
(Ogden City School District)
Series 2018
5.00%, 01/15/2038

     3,490       4,140,549  
    

 

 

 

Washington – 0.8%

    

Pend Oreille County Public Utility District No. 1 Box Canyon
Series 2018
5.00%, 01/01/2044

     3,600       4,132,614  
    

 

 

 

West Virginia – 1.6%

    

Morgantown Utility Board, Inc.
BAM Series 2018-B
5.00%, 12/01/2043

     2,555       3,082,561  

West Virginia Hospital Finance Authority
(West Virginia United Health System Obligated Group)
Series 2016-A
4.00%, 06/01/2031

     2,800       3,136,575  

Series 2017-A
5.00%, 06/01/2047

     1,775       2,086,840  
    

 

 

 
       8,305,976  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin – 4.7%

    

City of Milwaukee WI Sewerage System Revenue
Series 2021-S
5.00%, 06/01/2030-06/01/2031

   $ 2,000     $ 2,622,576  

Milwaukee Redevelopment Authority
(Milwaukee Public Schools Lease)
Series 2017
5.00%, 11/15/2025

     200       233,138  

Wisconsin Health & Educational Facilities Authority
(Hmong American Peace Academy Ltd.)
Series 2020
5.00%, 03/15/2050

     1,175       1,387,655  

Wisconsin Public Finance Authority
(Bancroft Neurohealth Obligated Group)
Series 2016
5.125%, 06/01/2048(a)

     4,430       4,829,980  

Wisconsin Public Finance Authority
(NC A&T Real Estate Foundation LLC)
Series 2019
5.00%, 06/01/2044

     4,450       5,223,889  

Wisconsin Public Finance Authority
(Scotland Health Care System Obligated Group)
Series 2021-A
4.00%, 10/01/2047

     8,255       9,478,589  
    

 

 

 
       23,775,827  
    

 

 

 

Total Municipal Obligations
(cost $462,798,638)

       483,026,266  
    

 

 

 
    

CORPORATES - INVESTMENT GRADE – 2.8%

    

Industrial – 1.6%

    

Consumer Cyclical - Other – 0.7%

    

Conservation Fund A Nonprofit Corp. (The)
Series 2019
3.474%, 12/15/2029

     3,267       3,441,053  
    

 

 

 

Consumer Non-Cyclical – 0.1%

    

YMCA of Greater New York
Series 2018
3.985%, 08/01/2022

     500       501,381  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Other Industrial – 0.6%

    

Howard University
Series 2020
1.991%, 10/01/2025

   $ 1,000     $ 1,009,460  

2.291%, 10/01/2026

     1,000       1,019,220  

2.516%, 10/01/2025

     1,000       1,026,780  
    

 

 

 
       3,055,460  
    

 

 

 

Services – 0.2%

    

Bush Foundation
2.754%, 10/01/2050

     1,000       1,007,855  
    

 

 

 
       8,005,749  
    

 

 

 

Financial Institutions – 1.2%

    

Finance – 1.2%

    

BlueHub Loan Fund, Inc.
Series 2020
3.099%, 01/01/2030

     1,000       1,031,894  

Low Income Investment Fund
Series 2019
3.711%, 07/01/2029

     5,000       5,349,534  
    

 

 

 
       6,381,428  
    

 

 

 

Total Corporates - Investment Grade
(cost $13,767,000)

       14,387,177  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 1.1%

    

Investment Companies – 1.1%

    

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB,
0.01%(c)(d)(e)
(cost $5,353,878)

     5,353,878       5,353,878  
    

 

 

 

Total Investments – 98.6%
(cost $481,919,516)

       502,767,321  

Other assets less liabilities – 1.4%

       7,045,704  
    

 

 

 

Net Assets – 100.0%

     $ 509,813,025  
    

 

 

 

 

 

26    |    AB IMPACT MUNICIPAL  INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

CENTRALLY CLEARED INFLATION (CPI) 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

  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
    USD       10,750       01/15/2027     CPI#   3.466%   Maturity   $ 15,534     $ (15,238   $ 30,772  
    USD       17,000       01/15/2030     2.650%   CPI#   Maturity        843,822       – 0  –      843,822  
    USD       7,500       01/15/2031     2.782%   CPI#   Maturity     237,465       – 0  –         237,465  
    USD       9,500       04/15/2032     CPI#   2.971%   Maturity     15,397       – 0  –      15,397  
    USD       4,400       04/15/2032     CPI#   2.690%   Maturity     (148,781     – 0  –      (148,781
             

 

 

   

 

 

   

 

 

 
    $ 963,437     $   (15,238   $ 978,675  
             

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

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

  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
    USD       16,500       05/15/2026     0.903%   3 Month
LIBOR
  Semi-Annual/
Quarterly
  $ 146,339     $         – 0  –    $ 146,339  
    USD       24,000       01/15/2028     1.087%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    321,085       – 0  –      321,085  
    USD       20,000       01/15/2028     1.028%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    362,254       – 0  –      362,254  
    USD       14,000       01/15/2028     1.061%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    209,901       – 0  –      209,901  
    USD       14,000       01/15/2031     3 Month
LIBOR
  1.635%   Quarterly/
Semi-Annual
    107,673       – 0  –      107,673  
    USD       10,000       01/15/2031     3 Month
LIBOR
  1.548%   Quarterly/
Semi-Annual
    23,047       – 0  –      23,047  
    USD       5,000       02/15/2041     1.760%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    (19,461     – 0  –      (19,461
    USD       1,500       02/15/2046     3 Month
LIBOR
  1.864%   Quarterly/
Semi-Annual
    31,441       – 0  –      31,441  
             

 

 

   

 

 

   

 

 

 
    $   1,182,279     $ – 0  –    $   1,182,279  
             

 

 

   

 

 

   

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At October 31, 2021, the aggregate market value of these securities amounted to $43,822,502 or 8.6% of net assets.

 

(b)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2021.

 

(c)

Affiliated investments.

 

(d)

The rate shown represents the 7-day yield as of period end.

 

(e)

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, 2021, 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 14.6% and 0.0%, respectively.

 

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PORTFOLIO OF INVESTMENTS (continued)

 

Glossary:

AGM – Assured Guaranty Municipal

BAM – Build American Mutual

COP – Certificate of Participation

DOT – Department of Transportation

LIBOR – London Interbank Offered Rates

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

October 31, 2021 (unaudited)

 

Assets

 

Investments in securities, at value

  

Unaffiliated issuers (cost $476,565,638)

   $ 497,413,443  

Affiliated issuers (cost $5,353,878)

     5,353,878  

Cash collateral due from broker

     1,482,156  

Interest receivable

     5,741,890  

Receivable for shares of beneficial interest sold

     1,338,471  

Receivable for investment securities sold

     100,000  

Receivable for variation margin on centrally cleared swaps

     3,002  

Receivable due from Adviser

     686  

Affiliated dividends receivable

     64  

Other assets

     19,936  
  

 

 

 

Total assets

     511,453,526  
  

 

 

 
Liabilities

 

Dividends payable

     1,052,550  

Payable for shares of beneficial interest redeemed

     587,951  
  

 

 

 

Total liabilities

     1,640,501  
  

 

 

 

Net Assets

   $ 509,813,025  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 468  

Additional paid-in capital

     487,540,406  

Distributable earnings

     22,272,151  
  

 

 

 

Net Assets

   $     509,813,025  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 46,832,066 common shares outstanding)

   $ 10.89  
  

 

 

 

See notes to financial statements.

 

abfunds.com  

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STATEMENT OF OPERATIONS

Six Months Ended October 31, 2021 (unaudited)

 

Investment Income      

Interest

   $     6,207,590     

Dividends—Affiliated issuers

     546     

Other income(a)

     2,523     
  

 

 

    

Total investment income

      $ 6,210,659  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        252,323  

Swaps

        (75,687

Net change in unrealized appreciation/depreciation of:

     

Investments

        (3,921,731

Swaps

        2,160,954  
     

 

 

 

Net gain (loss) on investment transactions

            (1,584,141
     

 

 

 

Net Increase in Net Assets from Operations

      $     4,626,518  
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 6,210,659     $ 10,276,212  

Net realized gain (loss) on investment transactions

     176,636       (701,257

Net change in unrealized appreciation/depreciation of investments

     (1,760,777     30,359,376  

Contributions from Affiliates (see Note B)

     – 0  –      830  
  

 

 

   

 

 

 

Net increase in net assets from operations

     4,626,518       39,935,161  

Distribution to Shareholders

     (5,954,078     (10,276,212
Transactions in Shares of Beneficial Interest     

Net increase

     52,959,475       183,225,502  
  

 

 

   

 

 

 

Total increase

     51,631,915       212,884,451  
Net Assets

 

Beginning of period

     458,181,110       245,296,659  
  

 

 

   

 

 

 

End of period

   $     509,813,025     $     458,181,110  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

October 31, 2021 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio 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”).

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

 

32    |    AB IMPACT MUNICIPAL  INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. 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.

 

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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.

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

 

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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, 2021:

 

Investments in
Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

 

Long-Term Municipal Bonds

  $ – 0  –    $ 483,026,266     $ – 0  –    $ 483,026,266  

Corporates – Investment Grade

    – 0  –      14,387,177       – 0  –      14,387,177  

Short-Term Investments

    5,353,878       – 0  –      – 0  –      5,353,878  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    5,353,878       497,413,443       – 0  –      502,767,321  

Other Financial Instruments(a):

       

Assets:

 

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      1,112,218       – 0  –      1,112,218 (b) 

Centrally Cleared Interest Rate Swaps

    – 0  –      1,201,740       – 0  –      1,201,740 (b) 

Liabilities:

 

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      (148,781     – 0  –      (148,781 )(b) 

Centrally Cleared Interest Rate Swaps

    – 0  –      (19,461     – 0  –      (19,461 )(b) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   5,353,878     $   499,559,159     $   – 0  –    $   504,913,037  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(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 written 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) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

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 tax year) and has concluded that no provision for income tax is required in the Fund’s financial statements.

 

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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. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly 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.

 

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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. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee 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, 2021, such reimbursement amounted to $2,523.

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2021 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
10/31/21
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     20,193     $     95,865     $     110,704     $     5,354     $     1  

During the year ended April 30, 2021, the Adviser reimbursed the Fund $830 for trading losses incurred due to a trade entry error.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2021 were as follows:

 

     Purchases     Sales  

Investment securities (excluding U.S. government securities)

   $     115,300,079     $     46,805,808  

U.S. government securities

     – 0  –      – 0  – 

 

 

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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

   $     25,485,101  

Gross unrealized depreciation

     (2,476,342
  

 

 

 

Net unrealized appreciation

   $ 23,008,759  
  

 

 

 

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, equity markets or currencies. 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

 

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of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps 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 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

 

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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, 2021, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

During the six months ended October 31, 2021, the Fund held inflation (CPI) 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 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

 

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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. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended October 31, 2021, 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 centrally cleared swaps
   
$

2,329,196

 
Receivable/Payable for variation margin on centrally cleared swaps
   
$

168,242

    

 

 

     

 

 

 

Total

     $     2,329,196       $     168,242  
    

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps 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   $ (75,687   $ 2,160,954  
   

 

 

   

 

 

 

Total

    $     (75,687   $     2,160,954  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2021:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 69,666,667  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $     25,075,000  

 

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NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Six Months Ended
October 31, 2021
(unaudited)
     Year Ended
April 30,
2021
          Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     7,193,865        19,750,896       $ 78,987,238     $ 210,006,439    

 

   

Shares redeemed

     (2,374,756      (2,499,247       (26,027,763     (26,780,937  

 

   

Net increase

     4,819,109        17,251,649       $ 52,959,475     $ 183,225,502    

 

   

NOTE E

Risks Involved in Investing in the Fund

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, including public health crises (including the occurrence of a contagious disease or illness), that affect large portions of the market.

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 selected based on ESG factors 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. Furthermore, “sustainability” is not a uniformly defined characteristic, and the Fund’s sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the investment adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

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 and accrued interest. 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.

 

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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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the

 

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redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

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 may be more difficult to trade than other types of securities.

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. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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—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.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of investments.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 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. The Fund did not utilize the Facility during the six months ended October 31, 2021.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2022 will be determined at the end of the current fiscal year.

The tax character of distributions paid during the fiscal years ended April 30, 2021 and April 30, 2020 were as follows:

 

     2021      2020  

Distributions paid from:

     

Ordinary income

   $     485,107      $     169,666  
  

 

 

    

 

 

 

Total taxable distributions

     485,107        169,666  

Tax exempt distributions

     9,791,105        5,673,713  
  

 

 

    

 

 

 

Total distributions paid

   $     10,276,212      $     5,843,379  
  

 

 

    

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

As of April 30, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed tax-exempt income

   $ 972,529  

Accumulated capital and other losses

     (1,169,824 )(a) 

Unrealized appreciation/(depreciation)

     24,769,536  
  

 

 

 

Total accumulated earnings/(deficit)

   $     24,572,241 (b) 
  

 

 

 

 

(a)

As of April 30, 2021, the Fund had a net capital loss carryforward of $1,169,824.

 

(b)

The difference between book-basis and tax-basis components of accumulated earnings/(deficit) are 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, 2021, the Fund had a net short-term capital loss carryforward of $1,169,824, which may be carried forward for an indefinite period.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848)—Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

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.

 

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FINANCIAL HIGHLIGHTS

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

 

   

Six Months
Ended
October 31,
2021

(unaudited)

    Year Ended April 30,     September 12,
2017(a) to
April 30,
2018
 
    2021     2020     2019  
 

 

 

 

Net asset value, beginning of period

    $  10.91       $  9.91       $  10.19       $  9.79       $  10.00  
 

 

 

 

Income From Investment Operations

         

Net investment income(b)

    .14       .31       .33       .33       .18  

Net realized and unrealized gain (loss) on investment transactions

    (.03     1.00       (.27     .40       (.22

Contributions from Affiliates

    – 0  –      .00 (c)      – 0  –      – 0  –      – 0  – 
 

 

 

 

Net increase (decrease) in net asset value from operations

    .11       1.31       .06       .73       (.04
 

 

 

 

Less: Dividends

         

Dividends from net investment income

    (.13     (.31     (.34     (.33     (.17
 

 

 

 

Net asset value, end of period

    $  10.89       $  10.91       $  9.91       $  10.19       $  9.79  
 

 

 

 

Total Return

         

Total investment return based on net asset value(d)

    1.04  %      13.32  %      .40  %      7.56  %      (.44 )% 

Ratios/Supplemental Data

         

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

    $509,813       $458,181       $245,297       $132,964       $37,341  

Ratio to average net assets of:

         

Net investment income

    2.52  %^      2.88  %      3.18  %      3.35  %      2.89  %^ 

Portfolio turnover rate

    10  %      14  %      2  %      23  %      8  % 

 

(a)

Commencement of operations.

 

(b)

Based on average shares outstanding.

 

(c)

Amount is less than $.005.

 

(d)

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.

See notes to financial statements.

 

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BOARD OF TRUSTEES

 

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

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)*

OFFICERS

Marc Uy(2), Vice President

Matthew J. Norton(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Analyst

  

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.
501 Commerce Street

Nashville, TN 37203

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West
New York, NY 10001

Transfer Agent

AllianceBernstein Investor Services, Inc.

P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

       

 

1

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

 

2

The day-to-day management of, and investment decisions for, the Fund’s Portfolio are made by the Adviser’s Municipal Impact Investment Team. Messrs. Norton and Uy are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

*

Mr. Weiner is expected to retire on or about December 31, 2021.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

 

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the Fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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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 Impact Municipal Income Shares (the “Fund”) at a meeting held by video conference on November 3-5, 2020 (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 additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

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 review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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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 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 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. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. 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 2018 and 2019 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 and distribution expenses. The directors noted that the Fund was not profitable

 

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to the Adviser in 2018. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in 2019 was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests. 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 performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-year period ended July 31, 2020 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 payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable 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 payable 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

 

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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 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 the Adviser that utilize investment strategies similar to those of the Fund.

The directors noted that the Fund may invest in shares of exchange-traded funds (“ETFs”), subject to the restrictions and limitations of the Investment Company Act of 1940 as these may be varied as a result of exemptive orders issued by the SEC. The directors also noted that ETFs pay advisory fees pursuant to their advisory contracts. The directors concluded, based on the Adviser’s explanation of how it uses ETFs when they are the most cost-effective way to obtain desired exposures, in some cases pending purchases of underlying securities, that the advisory fee for the Fund would be for services in addition to, rather than duplicative of, the services provided under the advisory contracts of the ETFs.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because 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. 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.

 

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

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China 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 Opportunities 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

Global Bond Fund

High Income Fund

High Yield Portfolio1

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

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 December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy. Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

 

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LOGO

AB IMPACT MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

IMISH-0152-1021                 LOGO


OCT    10.31.21

LOGO

SEMI-ANNUAL REPORT

AB MUNICIPAL INCOME SHARES

 

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT 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’re pleased to provide this report for the 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.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

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

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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SEMI-ANNUAL REPORT

 

December 8, 2021

This report provides management’s discussion of fund performance for AB Municipal Income Shares for the semi-annual reporting period ended October 31, 2021. 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, 2021 (unaudited)

 

     6 Months      12 Months  
AB MUNICIPAL INCOME SHARES      1.92%        11.17%  
Bloomberg Municipal Bond Index      0.01%        2.64%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Municipal Bond Index, for the six- and 12-month periods ended October 31, 2021.

The Fund outperformed the benchmark for both periods. The Fund is generally used to provide exposure to lower-rated municipal bonds and longer-duration bonds within separately managed account strategies. The Fund was overweight lower-rated (noninvestment-grade) bonds, relative to the benchmark, which is fully composed of investment-grade bonds. This overweight was beneficial over both periods. The Fund was overweight long-duration bonds, which contributed over both periods.

During the six-month period, the Fund’s overweight to municipal credit contributed. Security selection within the not-for-profit health-care sector contributed, while security selection in multi-family housing detracted. An overweight to the long-end of the yield curve detracted.

For the 12-month period, the Fund’s overweight to municipal credit contributed. Security selection in the state general obligation sector contributed, while security selection in multi-family housing detracted. An overweight to the long-end of the yield curve detracted.

Additionally, the Fund’s inflation hedges in tax-efficient Consumer Price Index (“CPI”) swaps were additive to relative performance as the market priced in potentially higher inflation. Five-year inflation break-even rates

 

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increased 29 basis points during the six-month period and 129 basis points during the 12-month period, and were marked at 2.89% at month-end.

The Fund utilized derivatives for hedging purposes in the form of CPI swaps, which added to absolute performance for both periods, as well as interest rate swaps, which detracted for the six-month period but had no material impact for the 12-month period, and credit default swaps, which had no material impact for either period.

MARKET REVIEW AND INVESTMENT STRATEGY

Yields have risen so far in 2021, particularly late in the reporting period, as investors have begun to digest the implications of the US Federal Reserve (the “Fed”) tapering of its asset purchase program and the likelihood of short-term interest-rate hikes next year. Even with the expected change in policy from the Fed, municipals continued to perform well over both the six- and 12-month time periods ended October 31, 2021. Heavy investor demand was a key driver of relative outperformance versus other investment-grade fixed-income sectors. Industry-wide flows into municipal bond funds were positive in 76 of the last 77 weeks of the period. Through October, investors added $92 billion into muni funds this year, just a few billion shy of the calendar-year record set back in 2019.

Additionally, strengthening credit fundamentals and attractive credit spreads caused excess demand for municipal credit. BBB and high-yield rated municipal indices outperformed more highly rated bonds significantly as credit spreads compressed. Toward the end of the period, the market began to experience some modest spread widening in certain idiosyncratic issuers and sectors. The Fund’s Senior Investment Management Team (the “Team”) views this spread widening as a reflection of spreads being too tight in certain sectors and not reflective of weakening fundamentals.

The Team relies on an investment process that combines quantitative and fundamental research to build effective municipal bond portfolios.

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 bond 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 decline. As of October 31, 2021, the Fund’s percentages of investments in

 

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municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity were 2.51% and 0.03%, respectively.

INVESTMENT POLICIES

The Fund pursues its objective by investing principally in high-yielding municipal securities that may be noninvestment 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.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg 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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on

 

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DISCLOSURES AND RISKS (continued)

 

state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Tax Risk: There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

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 and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

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. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

 

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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.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of investments.

Derivatives Risk: The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

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

 

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DISCLOSURES AND RISKS (continued)

 

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.

 

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HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

     NAV Returns  
1 Year      11.17%  
5 Years      5.75%  
10 Years      7.02%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2021 (unaudited)

 

     NAV Returns  
1 Year      11.28%  
5 Years      5.43%  
10 Years      7.03%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.07% 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.

 

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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, 2021
    Ending
Account Value
October 31, 2021
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,019.20     $     0.31       0.06

Hypothetical**

  $ 1,000     $ 1,024.90     $ 0.31       0.06

 

*

Expenses are 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.

 

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PORTFOLIO SUMMARY

October 31, 2021 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $7,120.6

 

 

 

LOGO

 

1

All data are as of October 31, 2021. 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 S&P 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.

 

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PORTFOLIO OF INVESTMENTS

October 31, 2021 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 105.1%

 

Long-Term Municipal Bonds – 105.1%

 

Alabama – 2.1%

 

County of Jefferson AL Sewer Revenue
Series 2013-D
6.00%, 10/01/2042

   $ 11,645     $ 13,300,984  

Infirmary Health System Special Care Facilities Financing Authority of Mobile
(Infirmary Health System Obligated Group)
Series 2016
5.00%, 02/01/2036

     5,000       5,712,034  

Series 2016-A
5.00%, 02/01/2041

     5,000       5,688,518  

Series 2021
4.00%, 02/01/2041-02/01/2046

     13,010       14,984,418  

Jefferson County Board of Education/AL
Series 2018
5.00%, 02/01/2039-02/01/2046

     28,280       34,186,182  

Southeast Alabama Gas Supply District (The)
(Goldman Sachs Group, Inc. (The))
Series 2018-A
4.00%, 04/01/2049

     13,350       14,348,794  

Special Care Facilities Financing Authority of the City of Pell City Alabama
(Noland Health Services, Inc.)
Series 2012
5.00%, 12/01/2031

     3,000       3,011,587  

Special Care Facilities Financing Authority of the City of Pell City Alabama
(Noland Obligated Group)
Series 2016-A
5.00%, 12/01/2031

     10,000       10,038,623  

Tuscaloosa County Industrial Development Authority
(Hunt Refining Co.)
Series 2019-A
5.25%, 05/01/2044(a)

     41,175       47,323,947  
    

 

 

 
       148,595,087  
    

 

 

 

Alaska – 0.2%

 

State of Alaska International Airports System
Series 2016-B
5.00%, 10/01/2033-10/01/2034

     9,000       10,467,577  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

American Samoa – 0.2%

 

American Samoa Economic Development Authority
(Territory of American Samoa)
Series 2015-A
6.625%, 09/01/2035

   $ 3,235     $ 3,757,232  

Series 2018
7.125%, 09/01/2038(a)

     8,315       10,740,394  
    

 

 

 
       14,497,626  
    

 

 

 

Arizona – 2.4%

 

Arizona Industrial Development Authority
(Arizona Industrial Development Authority)
Series 2019-2
3.625%, 05/20/2033

     15,287       16,964,446  

Arizona Industrial Development Authority
(Equitable School Revolving Fund LLC Obligated Group)
Series 2021
4.00%, 11/01/2051(a)

     11,325       12,542,650  

Arizona Industrial Development Authority
(Kipp New York, Inc. Jerome Facility)
Series 2021-B
4.00%, 07/01/2051

     1,000       1,052,013  

Arizona Industrial Development Authority
(Legacy Cares, Inc.)
Series 2020
7.75%, 07/01/2050(a)

     16,870       19,938,839  

Arizona Industrial Development Authority
(North Carolina Central University Project)
BAM Series 2019
5.00%, 06/01/2049-06/01/2054

     4,285       5,124,239  

Arizona Industrial Development Authority
(Pinecrest Academy of Nevada)
Series 2020-A
4.00%, 07/15/2030(a)

     1,250       1,363,809  

Arizona Industrial Development Authority
(Provident Group – EMU Properties LLC)
Series 2018
5.00%, 05/01/2051

     1,100       1,140,604  

Arizona Sports & Tourism Authority
Series 2012-A
5.00%, 07/01/2029

     3,670       3,765,901  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Glendale AZ
(City of Glendale AZ COP)
Series 2021
2.442%, 01/07/2032(b)

   $ 5,000     $ 4,980,371  

2.542%, 01/07/2033(b)

     5,000       4,992,943  

2.642%, 01/07/2034(b)

     6,795       6,804,090  

2.742%, 01/07/2035(b)

     10,000       10,042,051  

2.842%, 01/07/2036(b)

     13,000       13,087,520  

City of Tempe AZ
2.321%, 01/07/2034(b)

     10,500       10,335,080  

2.421%, 01/07/2035(b)

     10,325       10,157,820  

Glendale Industrial Development Authority
(Beatitudes Campus Obligated Group (The))
Series 2017
5.00%, 11/15/2036

     1,000       1,070,138  

Glendale Industrial Development Authority
(Royal Oaks Life Care Community)
Series 2016
5.00%, 05/15/2039

     2,700       2,917,004  

Industrial Development Authority of the City of Phoenix (The)
(GreatHearts Arizona Obligated Group)
Series 2014
5.00%, 07/01/2044

     3,875       4,154,881  

Industrial Development Authority of the County of Pima (The)
(Edkey, Inc. Obligated Group)
Series 2020
5.00%, 07/01/2049-07/01/2055(a)

     10,590       11,434,619  

Maricopa County Industrial Development Authority
(Benjamin Franklin Charter School Ltd.)
Series 2018-A
6.00%, 07/01/2052(a)

     19,500       22,944,332  

Quechan Indian Tribe of Fort Yuma
Series 2012-A
9.75%, 05/01/2025

     50       50,996  

Salt Verde Financial Corp.
(Citigroup, Inc.)
Series 2007
5.00%, 12/01/2032

     4,805       6,265,086  

Tempe Industrial Development Authority
(Friendship Village of Tempe)
Series 2019
5.00%, 12/01/2054

     1,185       1,313,325  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Tempe Industrial Development Authority
(Mirabella at ASU, Inc.)
Series 2017-A
6.125%, 10/01/2047(a)

   $ 1,065     $ 1,161,413  
    

 

 

 
       173,604,170  
    

 

 

 

Arkansas – 0.2%

 

Arkansas Development Finance Authority
(Baptist Memorial Health Care Obligated Group)
Series 2020
5.00%, 09/01/2044

     12,500       15,258,041  
    

 

 

 

California – 10.9%

 

Alameda Corridor Transportation Authority
Series 2016-B
5.00%, 10/01/2034-10/01/2037

     26,130       30,536,416  

Anaheim Public Financing Authority
(City of Anaheim CA Lease)
Series 2014-A
5.00%, 05/01/2031

     1,460       1,593,652  

Bay Area Toll Authority
Series 2013-S
5.00%, 04/01/2027
(Pre-refunded/ETM)

     1,000       1,067,855  

California Community Housing Agency
(California Community Housing Agency Aster Apartments)
Series 2021-A
4.00%, 02/01/2056(a)

     8,200       8,639,782  

California Community Housing Agency
(California Community Housing Agency Brio Apartments & Next on Lex Apartments)
Series 2021
4.00%, 02/01/2056(a)

     39,600       41,791,329  

California Community Housing Agency
(California Community Housing Agency Fountains at Emerald Park)
Series 2021
3.00%, 08/01/2056(a)

     6,400       5,935,600  

California Educational Facilities Authority
(Chapman University)
Series 2015
5.00%, 04/01/2033-04/01/2034

     8,210       9,323,011  

California Educational Facilities Authority
(Loma Linda University)
Series 2017-A
5.00%, 04/01/2031-04/01/2042

     2,000       2,353,903  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Educational Facilities Authority
(University of the Pacific)
Series 2012-A
5.00%, 11/01/2042

   $ 100     $ 100,000  

California Health Facilities Financing Authority
(Children’s Hospital Los Angeles)
Series 2017-A
5.00%, 08/15/2037

     1,700       2,019,212  

California Health Facilities Financing Authority
(CommonSpirit Health)
Series 2020-A
4.00%, 04/01/2044

     12,500       14,309,622  

California Health Facilities Financing Authority
(Lucile Salter Packard Children’s Hospital at Stanford Obligated Group)
Series 2022-A
4.00%, 05/15/2051(c)

     15,000       16,962,151  

California Housing Finance
Series 2019-2
4.00%, 03/20/2033

     14,921       17,469,743  

Series 2021-1, Class A
3.50%, 11/20/2035

     9,436       10,874,443  

Series 2021-2
0.823%, 03/25/2035

     23,000       1,542,824  

3.75%, 03/25/2035

     35,413       41,897,091  

California Infrastructure & Economic Development Bank
(Equitable School Revolving Fund LLC Obligated Group)
Series 2020-B
4.00%, 11/01/2045-11/01/2050

     1,710       1,953,407  

California Municipal Finance Authority
(CHF-Riverside II LLC)
Series 2019
5.00%, 05/15/2039-05/15/2040

     3,030       3,659,309  

California Municipal Finance Authority
(Goodwill Industries of Sacramento Valley and Northern Nevada, Inc.)
Series 2012-A
6.625%, 01/01/2032(a)

     1,000       1,002,701  

Series 2014
5.00%, 01/01/2035

     1,085       1,079,386  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Municipal Finance Authority
(LAX Integrated Express Solutions LLC)
Series 2018
5.00%, 12/31/2043

   $ 3,625     $ 4,326,647  

California Municipal Finance Authority
(Partnerships to Uplift Communities Lakeview Terrace and Los Angeles Project)
Series 2012-A
5.30%, 08/01/2047

     1,025       1,041,859  

California Municipal Finance Authority
(Rocketship Education Obligated Group)
Series 2014-A
7.00%, 06/01/2034

     1,200       1,259,821  

7.25%, 06/01/2043

     2,075       2,178,040  

California Municipal Finance Authority
(Rocketship Seven-Alma Academy)
Series 2012-A
6.25%, 06/01/2043

     695       705,303  

California Pollution Control Financing Authority
(Poseidon Resources Channelside LP)
Series 2012
5.00%, 11/21/2045(a)

     4,675       4,867,820  

California Pollution Control Financing Authority
(Rialto Bioenergy Facility LLC)
Series 2019
7.50%, 12/01/2040(a)

     785       643,053  

California Public Finance Authority
(Enso Village)
Series 2021
2.125%, 11/15/2027(a)

     2,500       2,515,656  

2.375%, 11/15/2028(a)

     3,000       3,024,644  

California School Finance Authority
(Equitas Academy Obligated Group)
Series 2018-A
5.00%, 06/01/2056(a)

     8,850       9,624,982  

California School Finance Authority
(Partnerships to Uplift Communities Valley Project)
Series 2014-A
6.40%, 08/01/2034(a)

     3,000       3,266,371  

California State University
2.719%, 01/11/2052(b)

     5,000       5,005,294  

Series 2021-B
2.374%, 01/11/2035(b)

     10,000       9,923,892  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Statewide Communities Development Authority
Series 2012-A
6.00%, 10/01/2047
(Pre-refunded/ETM)

   $ 250     $ 263,066  

California Statewide Communities Development Authority
(CHF-Irvine LLC)
BAM Series 2021
3.00%, 05/15/2051

     13,000       13,336,900  

California Statewide Communities Development Authority
(Eskaton Properties, Inc. Obligated Group)
Series 2012
5.25%, 11/15/2034

     530       547,350  

California Statewide Communities Development Authority
(Loma Linda University Medical Center)
Series 2016-A
5.00%, 12/01/2041(a)

     6,160       7,025,672  

5.25%, 12/01/2056(a)

     12,590       14,400,822  

Series 2018
5.25%, 12/01/2038-12/01/2048(a)

     7,440       8,951,284  

Series 2018-A
5.00%, 12/01/2033(a)

     1,350       1,630,291  

5.50%, 12/01/2058(a)

     17,615       21,372,001  

California Statewide Communities Development Authority
(Moldaw Residences)
Series 2014-A
5.25%, 11/01/2044(a)

     1,200       1,276,134  

California Statewide Communities Development Authority
(NCCD-Hooper Street LLC)
Series 2019
5.25%, 07/01/2049(a)

     1,125       1,205,464  

California Statewide Communities Development Authority
(Rocketship Four-Mosaic Elementary)
Series 2011-A
8.50%, 12/01/2041

     100       100,660  

City of Los Angeles Department of Airports
5.00%, 05/15/2036-05/15/2044(b)

     25,415       31,230,810  

City of Roseville CA
(HP Campus Oaks Community Facilities District No. 1)
Series 2016
5.50%, 09/01/2046

     950       1,090,835  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of San Buenaventura CA
Series 2011
7.50%, 12/01/2041
(Pre-refunded/ETM)

   $ 100     $ 100,582  

CMFA Special Finance Agency VIII Elan Huntington Beach
Series 2021
3.00%, 08/01/2056(a)

     7,000       6,431,428  

4.00%, 08/01/2047(a)

     4,000       4,133,703  

CSCDA Community Improvement Authority
Series 2021
4.00%, 05/01/2057(a)(c)

     5,400       5,506,788  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority 1818 Platinum
Triangle-Anaheim)
Series 2021
3.25%, 04/01/2057(a)

     3,890       3,685,801  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Acacia on Santa Rosa Creek)
Series 2021
4.00%, 10/01/2056(a)

     14,000       14,725,705  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Altana Apartments)
Series 2021
4.00%, 10/01/2056(a)

     15,200       15,632,446  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Jefferson Platinum Triangle Apartments)
Series 2021-A2
3.125%, 08/01/2056(a)

     6,500       5,959,851  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Oceanaire Apartments)
Series 2021
4.00%, 09/01/2056(a)

     5,000       5,231,683  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Pasadena Portfolio)
Series 2021
3.00%, 12/01/2056(a)

     6,500       6,007,210  

4.00%, 12/01/2056(a)

     2,400       2,476,398  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Union South Bay)
Series 2021-A2
4.00%, 07/01/2056(a)

   $ 25,950     $ 26,789,880  

Golden State Tobacco Securitization Corp.
2.746%, 01/06/2034(b)

     13,150       13,253,301  

3.293%, 01/06/2042(b)

     6,850       6,942,107  

Series 2018-A
5.00%, 06/01/2047

     82,290       84,261,081  

5.25%, 06/01/2047

     2,400       2,461,695  

Hastings Campus Housing Finance Authority
Series 2020-A
5.00%, 07/01/2061

     24,625       28,195,310  

Los Angeles County Public Works Financing Authority
(County of Los Angeles CA Lease)
Series 2022-G
5.00%, 12/01/2036-12/01/2039(c)

     13,750       17,339,708  

Los Angeles Department of Water & Power Water System Revenue
Series 2021-C
5.00%, 07/01/2040

     10,530       13,506,966  

M-S-R Energy Authority
(Citigroup, Inc.)
Series 2009-B
6.50%, 11/01/2039

     17,685       27,614,659  

Oakland Unified School District/Alameda County
Series 2015-A
5.00%, 08/01/2030-08/01/2040

     6,215       7,234,015  

Palomar Health
(Palomar Health Obligated Group)
Series 2016
5.00%, 11/01/2039

     3,990       4,607,851  

Series 2017
5.00%, 11/01/2042

     3,375       3,966,174  

Riverside County Transportation Commission
Series 2021
4.00%, 06/01/2040

     3,875       4,526,715  

Sacramento County Water Financing Authority
NATL Series 2007-B
0.65% (LIBOR 3 Month + 0.57%),
06/01/2039(d)

     33,680       33,474,158  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

San Diego Unified School District/CA
Series 2021-N
4.00%, 07/01/2046

   $ 5,000     $ 5,863,250  

San Francisco City & County Airport Comm
Series 2020-E
5.00%, 05/01/2038(b)

     11,000       13,655,275  

San Francisco City & County Redevelopment Agency Successor Agency
(Mission Bay South Public Imp)
2013-A
5.00%, 08/01/2031

     1,000       1,025,677  

San Francisco Intl Airport
Series 2020-E
5.00%, 05/01/2037(b)

     8,525       10,604,872  

San Joaquin Hills Transportation Corridor Agency
Series 2014-A
5.00%, 01/15/2044

     1,450       1,614,706  

Series 2014-B
5.25%, 01/15/2044

     1,000       1,109,427  

Southern California Logistics Airport Authority
XLCA Series 2006
5.00%, 12/01/2036-12/01/2043

     1,685       1,731,668  

State of California
Series 2021
4.00%, 10/01/2035-10/01/2036

     19,375       23,414,521  

Tobacco Securitization Authority of Northern California
(Sacramento County Tobacco Securitization Corp.)
Series 2021
Zero Coupon, 06/01/2060

     3,000       662,087  

Tobacco Securitization Authority of Southern California
Series 2019
Zero Coupon, 06/01/2054

     10,480       1,961,097  

5.00%, 06/01/2039

     1,555       1,927,970  
    

 

 

 
       772,561,873  
    

 

 

 

Colorado – 2.7%

 

Centerra Metropolitan District No. 1
Series 2017
5.00%, 12/01/2037(a)

     5,000       5,248,452  

City & County of Denver Co.
(United Airlines, Inc.)
Series 2017
5.00%, 10/01/2032

     645       680,581  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City & County of Denver Co. Airport System Revenue
(Denver Intl Airport)
Series 2018-A
5.00%, 12/01/2031

   $ 7,180     $ 8,811,206  

Colorado Educational & Cultural Facilities Authority
(Vega Collegiate Academy)
Series 2021
5.00%, 02/01/2051-02/01/2061(a)

     2,435       2,648,373  

Colorado Health Facilities Authority
(CommonSpirit Health)
2019-A
4.00%, 08/01/2037

     1,695       1,947,641  

Series 2019-A
4.00%, 08/01/2038

     6,600       7,568,822  

5.00%, 08/01/2044(b)

     74,345       89,255,834  

Colorado Health Facilities Authority
(Parkview Medical Center, Inc. Obligated Group)
Series 2015-B
5.00%, 09/01/2030

     1,150       1,304,694  

Colorado Health Facilities Authority
(Sanford Obligated Group)
Series 2019-A
5.00%, 11/01/2049

     7,050       8,687,575  

Copper Ridge Metropolitan District
Series 2019
5.00%, 12/01/2039-12/01/2043

     3,660       3,904,100  

Douglas County Housing Partnership
(Bridgewater Castle Rock ALF LLC)
Series 2021
5.375%, 01/01/2041(a)

     19,590       19,415,051  

Plaza Metropolitan District No. 1
Series 2013
5.00%, 12/01/2040(a)

     1,500       1,529,873  

Pueblo Urban Renewal Authority
Series 2021
4.75%, 12/01/2045(a)

     8,010       8,934,685  

Regional Transportation District
(Denver Transit Partners LLC)
Series 2020
4.00%, 07/15/2034-07/15/2035

     2,180       2,574,341  

5.00%, 01/15/2032

     2,300       2,937,612  

Regional Transportation District Sales Tax Revenue
Series 2021
4.00%, 11/01/2039

     15,000       17,768,004  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

STC Metropolitan District No. 2
Series 2019-A
5.00%, 12/01/2038-12/01/2049

   $ 1,940     $ 2,103,189  

Sterling Ranch Community Authority Board
(Sterling Ranch Colorado Metropolitan District No. 2)
Series 2020-A
4.25%, 12/01/2050

     2,250       2,476,719  

Sterling Ranch Community Authority Board
(Sterling Ranch Metropolitan District No. 3)
Series 2017-A
5.00%, 12/01/2038-12/01/2047

     2,000       2,098,727  

Vauxmont Metropolitan District
AGM Series 2019
3.25%, 12/15/2050

     805       865,969  

AGM Series 2020
5.00%, 12/01/2033-12/01/2050

     805       1,002,044  
    

 

 

 
       191,763,492  
    

 

 

 

Connecticut – 2.4%

 

City of New Haven CT
AGM Series 2019-A
5.00%, 08/01/2039

     1,650       2,034,167  

Connecticut State Health & Educational Facilities Authority
(Hartford HealthCare Obligated Group)
Series 2020-A
4.00%, 07/01/2036-07/01/2038

     3,850       4,452,901  

Connecticut State Health & Educational Facilities Authority
(Quinnipiac University)
Series 2015-L
5.00%, 07/01/2045

     5,750       6,400,191  

Connecticut State Health & Educational Facilities Authority
(Sacred Heart University, Inc.)
Series 2017-I1
5.00%, 07/01/2035-07/01/2037

     2,095       2,477,440  

Connecticut State Health & Educational Facilities Authority
(Seabury Retirement Community)
Series 2016-A
5.00%, 09/01/2046-09/01/2053(a)

     2,475       2,714,431  

Connecticut State Health & Educational Facilities Authority
(University of Hartford (The))
Series 2019
4.00%, 07/01/2044-07/01/2049

     18,035       19,647,515  

5.00%, 07/01/2033-07/01/2034

     765       918,162  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Connecticut State Health & Educational Facilities Authority
(University of New Haven, Inc.)
Series 2018
5.00%, 07/01/2034

   $ 1,000     $ 1,180,140  

Series 2018-K1
5.00%, 07/01/2028-07/01/2038

     7,090       8,354,105  

State of Connecticut
Series 2013-E
5.00%, 08/15/2031(b)

     1,000       1,077,300  

Series 2015-F
5.00%, 11/15/2032

     2,875       3,342,669  

Series 2016-A
5.00%, 03/15/2032

     8,165       9,605,927  

Series 2016-E
5.00%, 10/15/2028-10/15/2034(b)

     12,845       15,410,991  

Series 2016-F
5.00%, 10/15/2031(b)

     10,205       12,227,964  

Series 2017-A
5.00%, 04/15/2029-04/15/2034(b)

     27,825       33,498,461  

Series 2018-A
5.00%, 04/15/2034-04/15/2037

     7,930       9,759,082  

Series 2018-C
5.00%, 06/15/2031-06/15/2038

     7,490       9,277,572  

Series 2018-E
5.00%, 09/15/2037

     1,035       1,284,337  

Series 2020-A
5.00%, 01/15/2040

     8,300       10,412,668  

Series 2020-C
4.00%, 06/01/2035-06/01/2038

     3,775       4,458,831  

State of Connecticut Special Tax Revenue
Series 2012-A
5.00%, 01/01/2031

     5,000       5,263,551  

Series 2020
5.00%, 05/01/2038-05/01/2040

     4,530       5,736,250  
    

 

 

 
       169,534,655  
    

 

 

 

Delaware – 0.1%

 

Delaware State Economic Development Authority
Series 2014
5.00%, 09/01/2044
(Pre-refunded/ETM)

     1,125       1,265,975  

5.00%, 09/01/2049
(Pre-refunded/ETM)

     1,315       1,479,784  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Delaware State Economic Development Authority
(Newark Charter School, Inc.)
Series 2012
5.00%, 09/01/2042

   $ 1,310     $ 1,324,340  

Series 2020
5.00%, 09/01/2050

     1,125       1,354,362  
    

 

 

 
       5,424,461  
    

 

 

 

District of Columbia – 0.7%

 

District of Columbia
Series 2012
5.00%, 06/01/2042
(Pre-refunded/ETM)

     1,420       1,492,364  

District of Columbia
(Friendship Public Charter School, Inc.)
Series 2016-A
5.00%, 06/01/2041-06/01/2046

     1,900       2,119,507  

District of Columbia
(KIPP DC Obligated Group)
Series 2017-A
5.00%, 07/01/2042-07/01/2048

     8,580       9,911,150  

Series 2017-B
5.00%, 07/01/2037

     1,465       1,717,721  

District of Columbia
(Rocketship DC Obligated Group)
Series 2021
5.00%, 06/01/2051-06/01/2061(a)

     2,000       2,295,645  

District of Columbia Tobacco Settlement Financing Corp.
Series 2006
Zero Coupon, 06/15/2055

     182,000       17,048,525  

Metropolitan Washington Airports Authority Aviation Revenue
Series 2018-A
5.00%, 10/01/2048

     7,400       8,950,257  

Series 2020-A
4.00%, 10/01/2035-10/01/2039

     3,750       4,349,891  
    

 

 

 
       47,885,060  
    

 

 

 

Florida – 5.9%

 

Alachua County Health Facilities Authority
(Oak Hammock at the University of Florida, Inc.)
Series 2012-A
8.00%, 10/01/2046

     435       467,426  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Alachua County Health Facilities Authority
(Shands Teaching Hospital & Clinics Obligated Group)
Series 2014-A
5.00%, 12/01/2044

   $ 1,000     $ 1,120,582  

Bexley Community Development District
Series 2016
4.875%, 05/01/2047

     1,000       1,065,757  

Cape Coral Health Facilities Authority
(Gulf Care, Inc. Obligated Group)
Series 2015
5.875%, 07/01/2040(a)

     1,400       1,485,611  

6.00%, 07/01/2045-07/01/2050(a)

     4,110       4,356,359  

Capital Projects Finance Authority/FL
(CAPFA Capital Corp. 2000F)
Series 2020-A
5.00%, 10/01/2026-10/01/2033

     5,700       6,823,320  

Capital Trust Agency, Inc.
(Aviva Senior Life)
Series 2017
5.00%, 07/01/2046(a)

     1,300       1,354,528  

Capital Trust Agency, Inc.
(Educational Growth Fund LLC)
Series 2021
5.00%, 07/01/2056(a)

     6,650       7,479,019  

Capital Trust Agency, Inc.
(Team Success A School of Excellence, Inc.)
Series 2020
5.00%, 06/01/2045-06/01/2055(a)

     3,865       4,200,064  

City of Jacksonville FL
(Genesis Health, Inc. Obligated Group)
Series 2020
4.00%, 11/01/2039-11/01/2045

     11,325       12,836,097  

5.00%, 11/01/2050

     8,230       9,903,858  

City of Lakeland FL
(Florida Southern College)
Series 2012-A
5.00%, 09/01/2037-09/01/2042

     2,350       2,410,675  

City of Lakeland FL
(Lakeland Regional Health Systems Obligated Group)
Series 2015
5.00%, 11/15/2040

     5,610       6,305,020  

City of South Miami Health Facilities Authority, Inc.
(Baptist Health South Florida Obligated Group)
Series 2017
5.00%, 08/15/2037-08/15/2047(b)

     14,530       17,586,670  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Tallahassee FL
(Tallahassee Memorial HealthCare, Inc.)
Series 2015-A
5.00%, 12/01/2044

   $ 1,200     $ 1,332,884  

Series 2016
5.00%, 12/01/2055

     3,535       3,949,715  

City of Tampa FL
(State of Florida Cigarette Tax Revenue)
Series 2020-A
Zero Coupon, 09/01/2036-09/01/2049

     6,580       3,215,945  

County of Broward FL Airport System Revenue
Series 2019-A
4.00%, 10/01/2044

     2,170       2,448,435  

5.00%, 10/01/2038-10/01/2044

     6,095       7,452,507  

County of Broward FL Airport System Revenue
(Fort Lauderdale Hollywood Intl Airport)
Series 2017
5.00%, 10/01/2042-10/01/2047

     7,880       9,395,545  

County of Lake FL
(Waterman Communities, Inc.)
Series 2020
5.75%, 08/15/2050-08/15/2055

     8,105       9,092,237  

County of Miami-Dade FL Aviation Revenue
Series 2014-A
5.00%, 10/01/2033(b)

     10,000       11,194,235  

Series 2015-A
5.00%, 10/01/2031

     1,100       1,263,928  

Series 2017-B
5.00%, 10/01/2040

     9,025       10,684,450  

County of Miami-Dade Seaport Department
Series 2021-B
4.00%, 10/01/2046-10/01/2050

     20,000       22,885,081  

County of Osceola FL Transportation Revenue
Series 2020-A
Zero Coupon, 10/01/2035-10/01/2039

     6,045       3,765,912  

County of Palm Beach FL
(Provident Group-PBAU Properties LLC)
Series 2019
5.00%, 04/01/2039-04/01/2051(a)

     4,030       4,530,046  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Florida Development Finance Corp.
(Brightline Trains Florida LLC)
Series 2020
7.375%, 01/01/2049(a)

   $ 4,000     $ 4,311,240  

Florida Development Finance Corp.
(Mater Academy, Inc.)
Series 2020-A
5.00%, 06/15/2040-06/15/2055(a)

     8,150       9,245,726  

Florida Development Finance Corp.
(Mayflower Retirement Center, Inc. Obligated Group)
Series 2020
5.25%, 06/01/2050-06/01/2055(a)

     10,500       12,145,755  

Florida Higher Educational Facilities Financial Authority
(Florida Institute of Technology, Inc.)
Series 2019
4.00%, 10/01/2037

     1,000       1,103,303  

Florida Higher Educational Facilities Financial Authority
(Ringling College of Art and Design, Inc.)
Series 2019
5.00%, 03/01/2044-03/01/2049

     7,965       9,338,215  

Florida Municipal Power Agency
(Florida Municipal Power Agency All-Requirements Power Supply Project Revenue)
Series 2021
1.425%, 10/01/2026

     2,700       2,696,484  

Greater Orlando Aviation Authority
5.00%, 10/01/2034-10/01/2044(b)

     15,000       18,284,431  

Series 2017-A
5.00%, 10/01/2031-10/01/2036(b)

     15,500       18,685,671  

Series 2019-A
5.00%, 10/01/2049-10/01/2054(b)

     8,500       10,239,994  

Series 2019A
5.00%, 10/01/2036(b)

     5,000       6,177,652  

Highlands County Health Facilities Authority
(Trousdale Foundation Obligated Group)
Series 2018
6.00%, 04/01/2038

     1,530       762,230  

6.25%, 04/01/2049

     1,820       905,664  

Lakewood Ranch Stewardship District
Series 2018
5.30%, 05/01/2039

     1,000       1,141,860  

5.45%, 05/01/2048

     1,525       1,727,215  

 

28    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Manatee County School District
(Manatee County School District Sales Tax)
AGM Series 2017
5.00%, 10/01/2030

   $ 2,700     $ 3,261,416  

Marshall Creek Community Development District
(Marshall Creek Community Development District 2015A)
Series 2015-A
5.00%, 05/01/2032

     1,560       1,646,021  

Martin County Health Facilities Authority
Series 2012
5.50%, 11/15/2042
(Pre-refunded/ETM)

     1,350       1,352,581  

Miami Beach Health Facilities Authority
Series 2012
5.00%, 11/15/2029
(Pre-refunded/ETM)

     2,885       3,027,938  

Miami Beach Health Facilities Authority
(Mount Sinai Medical Center of Florida, Inc.)
Series 2014
5.00%, 11/15/2039

     2,000       2,201,335  

Miami-Dade County Expressway Authority
Series 2014-A
5.00%, 07/01/2034

     4,000       4,451,055  

Mid-Bay Bridge Authority
Series 2015-A
5.00%, 10/01/2028-10/01/2040

     3,600       4,064,573  

Series 2015-C
5.00%, 10/01/2035-10/01/2040

     2,750       3,068,937  

North Broward Hospital District
Series 2017-B
5.00%, 01/01/2037-01/01/2048

     21,590       25,015,035  

Palm Beach County Educational Facilities Authority
(Palm Beach Atlantic University Obligated Group)
Series 2021
4.00%, 10/01/2041-10/01/2051

     5,885       6,531,594  

Palm Beach County Health Facilities Authority
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020-B
5.00%, 11/15/2042

     1,000       1,202,117  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Palm Beach County Health Facilities Authority
(Federation CCRC Operations Corp. Obligated Group)
Series 2020
2.625%, 06/01/2025

   $ 2,045     $ 2,078,284  

5.00%, 06/01/2055

     2,880       3,089,260  

Pinellas County Industrial Development Authority
Series 2019
5.00%, 07/01/2039

     1,955       2,208,001  

Polk County Industrial Development Authority
(Mineral Development LLC)
Series 2020
5.875%, 01/01/2033(a)

     4,000       4,966,734  

St. Johns County Industrial Development Authority
(Presbyterian Retirement Communities, Inc. Obligated Group)
Series 2020
4.00%, 08/01/2055

     5,300       5,935,082  

Tampa Florida Hospitals
5.00%, 07/01/2050(b)

     18,325       22,463,161  

Town of Davie FL
Series 2013-A
5.625%, 04/01/2043
(Pre-refunded/ETM)

     3,765       4,049,212  

Town of Davie FL
(Nova Southeastern University, Inc.)
Series 2018
5.00%, 04/01/2048

     24,650       29,231,212  

Village Community Development District No. 13
Series 2019
3.00%, 05/01/2029

     980       1,030,998  

3.375%, 05/01/2034

     1,470       1,565,974  

3.55%, 05/01/2039

     2,560       2,713,403  

3.70%, 05/01/2050

     9,775       10,268,006  

Series 2020
3.50%, 05/01/2051(a)

     4,995       5,141,303  

Volusia County School Board
(Volusia County School Board COP)
Series 2014-B
5.00%, 08/01/2031

     1,625       1,817,320  
    

 

 

 
       417,751,898  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Georgia – 1.5%

 

Cedartown Polk County Hospital Authority
Series 2016
5.00%, 07/01/2039
(Pre-refunded/ETM)

   $ 4,000     $ 4,778,282  

City of Atlanta GA Department of Aviation
Series 2012-A
5.00%, 01/01/2031

     1,390       1,400,914  

Series 2014-A
5.00%, 01/01/2033

     1,820       1,994,766  

Series 2021-C
4.00%, 07/01/2040

     2,305       2,691,296  

Clarke County Hospital Authority
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 07/01/2031(b)

     2,500       2,935,403  

Development Authority for Fulton County
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016-A
5.00%, 07/01/2032(b)

     2,000       2,344,184  

Development Authority of Gwinnett County
(Board of Regents of the University System of Georgia Lease)
Series 2017-A
5.00%, 07/01/2032-07/01/2037(b)

     10,855       13,007,848  

Fayette County Hospital Authority/GA
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 07/01/2034-07/01/2036(b)

     10,710       12,503,791  

George L Smith II Congress Center Authority
(Signia Hotel Management LLC)
Series 2021
4.00%, 01/01/2054

     1,485       1,660,983  

Glynn-Brunswick Memorial Hospital Authority
(Southeast Georgia Health System Obligated Group)
Series 2017
5.00%, 08/01/2043-08/01/2047

     12,680       14,852,833  

Main Street Natural Gas, Inc.
(Royal Bank of Canada)
Series 2018-A
4.00%, 04/01/2048

     12,175       12,911,273  

Series 2018-C
4.00%, 08/01/2048

     12,245       13,081,049  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Municipal Electric Authority of Georgia
Series 2019
5.00%, 01/01/2038-01/01/2059

   $ 16,960     $ 20,312,219  

Private Colleges & Universities Authority
(Corp. of Mercer University (The))
Series 2021
4.00%, 10/01/2050

     2,700       3,081,309  
    

 

 

 
       107,556,150  
    

 

 

 

Guam – 0.8%

    

Guam Government Waterworks Authority
Series 2020-A
5.00%, 01/01/2050

     3,925       4,721,835  

Territory of Guam
Series 2019
5.00%, 11/15/2031

     2,015       2,312,444  

Territory of Guam
(Guam Section 30 Income Tax)
Series 2016-A
5.00%, 12/01/2029-12/01/2032

     9,015       10,474,761  

Territory of Guam
(Territory of Guam Business Privilege Tax)
Series 2011-A
5.125%, 01/01/2042

     6,420       6,471,184  

Series 2015-D
5.00%, 11/15/2032-11/15/2035

     25,505       28,815,781  
    

 

 

 
       52,796,005  
    

 

 

 

Hawaii – 0.1%

    

City & County of Honolulu HI
Series 2022-A
5.00%, 11/01/2027-11/01/2028(c)

     6,500       7,746,352  
    

 

 

 

Idaho – 0.0%

    

Idaho Housing & Finance Association
(Battelle Energy Alliance LLC)
Series 2010-A
7.00%, 02/01/2036

     200       200,622  
    

 

 

 

Illinois – 9.7%

    

Chicago Board of Education
Series 2012-A
5.00%, 12/01/2042

     5,630       5,841,591  

Series 2015-C
5.25%, 12/01/2035-12/01/2039

     10,315       11,376,376  

Series 2015-E
5.125%, 12/01/2032

     1,000       1,106,001  

Series 2016-A
7.00%, 12/01/2044

     1,400       1,675,135  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2016-B
6.50%, 12/01/2046

   $ 1,900     $ 2,309,410  

Series 2017-G
5.00%, 12/01/2034

     4,150       4,904,028  

Series 2017-H 5.00%, 12/01/2036-12/01/2046

     5,795       6,753,686  

Series 2018-A
5.00%, 12/01/2026-12/01/2028

     17,705       21,330,831  

Series 2019-A
5.00%, 12/01/2029-12/01/2030

     6,070       7,506,005  

Series 2019-B
5.00%, 12/01/2030-12/01/2033

     3,100       3,808,152  

Series 2021-A
5.00%, 12/01/2036-12/01/2040

     7,490       9,143,882  

Chicago O’Hare International Airport
Series 2015-C
5.00%, 01/01/2034

     1,665       1,869,248  

Series 2016-B
5.00%, 01/01/2034(b)

     5,000       5,822,550  

Series 2016-C
5.00%, 01/01/2035-01/01/2038(b)

     9,250       10,739,617  

Series 2017-B
5.00%, 01/01/2035-01/01/2037(b)

     33,445       39,770,649  

Series 2018-B
5.00%, 01/01/2053

     6,000       7,217,037  

Chicago O’Hare International Airport
(TrIPs Obligated Group)
Series 2018
5.00%, 07/01/2033-07/01/2048

     7,145       8,383,626  

Chicago Transit Authority
Series 2011
5.25%, 12/01/2023 (Pre-refunded/ETM)

     4,285       4,302,589  

Chicago Transit Authority
(Chicago Transit Authority Sales Tax)
Series 2020-A
4.00%, 12/01/2050(b)

     12,340       14,033,433  

Chicago Transit Authority Sales Tax Receipts Fund
Series 2020-A
5.00%, 12/01/2045-12/01/2055(b)

     11,000       13,370,161  

City of Chicago IL
(Goldblatts Supportive Living Project)
Series 2013
6.375%, 12/01/2052

     1,050       808,219  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Illinois Finance Authority
Series 2015
5.25%, 05/15/2050 (Pre-refunded/ETM)

   $ 2,000     $ 2,325,548  

Illinois Finance Authority
(Acero Charter Schools, Inc. Obligated Group)
Series 2021
4.00%, 10/01/2042(a)

     1,250       1,362,083  

Illinois Finance Authority
(Ascension Health Credit Group)
Series 2016-C
5.00%, 02/15/2041

     2,835       3,365,872  

Illinois Finance Authority
(Illinois Institute of Technology)
Series 2019
4.00%, 09/01/2035-09/01/2041

     4,280       4,811,658  

5.00%, 09/01/2036-09/01/2040

     3,495       4,237,595  

Illinois Finance Authority
(Park Place of Elmhurst Obligated Group)
Series 2021
5.125%, 05/15/2060

     3,515       3,409,688  

Illinois Finance Authority
(Rosalind Franklin University of Medicine and Science)
Series 2017-A
5.00%, 08/01/2042-08/01/2047

     3,000       3,441,676  

Series 2017-C
5.00%, 08/01/2046

     1,000       1,145,483  

Illinois Finance Authority
(Silver Cross Hospital Obligated Group)
Series 2015-C
5.00%, 08/15/2035

     4,750       5,446,728  

Illinois Finance Authority
(State of Illinois Water Revolving Fund – Clean Water Program)
Series 2020
5.00%, 07/01/2036

     13,015       16,844,508  

Illinois State Toll Highway Authority
Series 2015-A
5.00%, 01/01/2031-01/01/2032

     3,125       3,607,868  

Series 2015-B
5.00%, 01/01/2036

     2,850       3,313,140  

Series 2016-A
5.00%, 12/01/2032

     7,000       8,162,468  

Series 2016-B
5.00%, 01/01/2041

     3,450       4,044,219  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Metropolitan Pier & Exposition Authority
Series 2012
Zero Coupon, 12/15/2041-12/15/2051

   $ 20,785     $ 9,810,657  

Series 2015-B
5.00%, 12/15/2045

     13,300       14,950,255  

Series 2017-B
Zero Coupon, 12/15/2054

     9,850       3,496,416  

Series 2020
5.00%, 06/15/2050

     47,895       56,527,542  

State of Illinois
Series 2010
7.35%, 07/01/2035

     12,865       16,342,382  

Series 2012
5.00%, 08/01/2025

     1,300       1,343,496  

Series 2014
5.00%, 05/01/2023-05/01/2031

     14,800       16,041,024  

Series 2016
5.00%, 02/01/2024-11/01/2035

     40,840       47,812,053  

Series 2017-A
5.00%, 12/01/2025-12/01/2034

     14,795       17,393,629  

Series 2017-C
5.00%, 11/01/2029

     29,335       34,748,836  

Series 2017-D
5.00%, 11/01/2024-11/01/2028

     73,540       86,053,745  

Series 2018-A
5.00%, 10/01/2027-05/01/2030

     24,750       29,743,578  

Series 2018-B
5.00%, 10/01/2026

     5,000       5,885,651  

Series 2019-B
4.00%, 11/01/2033-11/01/2037

     42,795       48,156,586  

5.00%, 11/01/2030

     8,225       10,149,672  

Series 2020
5.50%, 05/01/2030

     2,750       3,516,004  

5.75%, 05/01/2045

     2,500       3,103,751  

Series 2020-B
5.00%, 10/01/2030-10/01/2031

     4,100       5,094,486  

Series 2021-A
5.00%, 03/01/2035-03/01/2046

     18,700       22,711,248  

Village of Antioch IL Special Service Areas No. 1 & 2
Series 2016-A
4.50%, 03/01/2033

     3,578       3,672,265  

Series 2016-B
7.00%, 03/01/2033

     1,631       1,673,468  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Village of Pingree Grove IL Special Service Area No. 7
Series 2015
4.50%, 03/01/2025

   $ 620     $ 642,323  

5.00%, 03/01/2036

     2,957       3,085,698  

Series 2015-B
6.00%, 03/01/2036

     888       940,408  
    

 

 

 
       690,485,933  
    

 

 

 

Indiana – 1.1%

    

Indiana Finance Authority
Series 2013-A
5.00%, 07/01/2040 (Pre-refunded/ETM)

     2,400       2,579,125  

5.00%, 07/01/2044 (Pre-refunded/ETM)

     6,070       6,523,036  

5.00%, 07/01/2048 (Pre-refunded/ETM)

     2,500       2,686,588  

Indiana Finance Authority
(Baptist Healthcare System Obligated Group)
Series 2017
5.00%, 08/15/2051

     3,905       4,602,305  

Indiana Finance Authority
(Bethany Circle of King’s Daughters’ of Madison Indiana, Inc. (The))
Series 2010
5.125%, 08/15/2027

     880       882,839  

5.50%, 08/15/2045

     2,225       2,232,214  

Indiana Finance Authority
(Good Samaritan Hospital Obligated Group)
Series 2022-A
4.00%, 04/01/2037-04/01/2042(c)

     8,955       10,031,961  

Indiana Finance Authority
(Marquette Manor)
Series 2015-A
5.00%, 03/01/2030

     1,000       1,101,948  

Indiana Finance Authority
(Ohio Valley Electric Corp.)
Series 2020
3.00%, 11/01/2030

     11,725       12,235,326  

Series 2020-A
3.00%, 11/01/2030

     7,290       7,607,294  

Series 2021-B
2.50%, 11/01/2030

     5,065       5,074,006  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Indiana Finance Authority
(RES Polyflow Indiana LLC)
Series 2019
7.00%, 03/01/2039(a)

   $ 25,795     $ 24,079,292  
    

 

 

 
       79,635,934  
    

 

 

 

Iowa – 0.5%

    

Iowa Finance Authority
(Iowa Fertilizer Co. LLC)
Series 2018-B
5.25%, 12/01/2050

     6,405       6,967,674  

Iowa Finance Authority
(Lifespace Communities, Inc. Obligated Group)
Series 2018-A
5.00%, 05/15/2043-05/15/2048

     11,000       12,468,237  

Iowa Higher Education Loan Authority
(Simpson College)
Series 2020
5.50%, 11/01/2051

     7,160       7,909,225  

Iowa Tobacco Settlement Authority
Series 2021-A
4.00%, 06/01/2049

     4,000       4,443,458  
    

 

 

 
       31,788,594  
    

 

 

 

Kansas – 0.3%

    

Kansas Development Finance Authority
(State of Kansas Department of Administration Lease)
BAM Series 2021-K
2.39%, 05/01/2036

     8,000       7,654,398  

Overland Park Development Corp.
(City of Overland Park KS)
Series 2019
5.00%, 03/01/2035-03/01/2049

     13,035       13,793,022  

Wyandotte County-Kansas City Unified Government
(Wyandotte County-Kansas City Unified Government Sales Tax)
Series 2018
4.50%, 06/01/2040

     1,650       1,717,567  
    

 

 

 
       23,164,987  
    

 

 

 

Kentucky – 1.9%

    

City of Ashland KY
(Ashland Hospital Corp. Obligated Group)
Series 2019
4.00%, 02/01/2035

     930       1,055,060  

 

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AB MUNICIPAL INCOME SHARES    |    37


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

County of Trimble KY
(Louisville Gas and Electric Co.)
Series 2020
1.30%, 09/01/2044

   $ 8,500     $ 8,479,671  

Kentucky Economic Development Finance Authority
(Baptist Healthcare System Obligated Group)
Series 2017-B
5.00%, 08/15/2034-08/15/2046(b)

     15,780       18,715,694  

Kentucky Economic Development Finance Authority
(CommonSpirit Health)
Series 2019-A
4.00%, 08/01/2038-08/01/2039

     2,135       2,445,660  

5.00%, 08/01/2044-08/01/2049(b)

     13,765       16,472,792  

Kentucky Economic Development Finance Authority
(Masonic Homes of Kentucky, Inc. Obligated Group)
Series 2012
5.375%, 11/15/2042

     1,685       1,698,881  

5.50%, 11/15/2045

     1,000       1,008,581  

Series 2016-A
5.00%, 05/15/2046-05/15/2051

     3,100       3,237,558  

Kentucky Economic Development Finance Authority
(Owensboro Health, Inc. Obligated Group)
Series 2015
5.25%, 06/01/2050

     21,590       24,049,015  

Series 2017-A
5.00%, 06/01/2031-06/01/2045

     21,375       24,878,897  

5.25%, 06/01/2041

     6,750       7,902,660  

Series 2017-B
5.00%, 06/01/2040

     5,000       5,815,012  

Kentucky Economic Development Finance Authority
(Rosedale Green)
Series 2015
5.50%, 11/15/2035

     1,750       1,792,494  

5.75%, 11/15/2045

     3,350       3,416,225  

Louisville/Jefferson County Metropolitan Government
(Norton Healthcare Obligated Group)
Series 2016
5.00%, 10/01/2033

     8,205       9,716,144  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2020
5.00%, 10/01/2047

   $ 1,965     $ 2,502,872  

Series 2020-A
5.00%, 10/01/2038

     965       1,196,705  
    

 

 

 
       134,383,921  
    

 

 

 

Louisiana – 1.4%

    

Jefferson Sales Tax District
AGM Series 2017-B
5.00%, 12/01/2034-12/01/2036

     3,400       4,166,336  

Louisiana Local Government Environmental Facilities & Community Development Auth
(St. James Place of Baton Rouge)
Series 2015-A
6.00%, 11/15/2035

     2,100       2,281,153  

Louisiana Local Government Environmental Facilities & Community Development Auth
(Woman’s Hospital Foundation)
Series 2017
5.00%, 10/01/2034-10/01/2044(b)

     27,600       32,942,708  

Louisiana Public Facilities Authority
Series 2016
5.00%, 05/15/2047 (Pre-refunded/ETM)

     10       11,848  

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2013-B
10.50%, 07/01/2039(e)(f)

     2,750       27  

Series 2014-A
7.50%, 07/01/2023(e)(f)

     1,250       13  

Louisiana Public Facilities Authority
(Louisiana State University & Agricultural & Mechanical College Auxiliary Revenue)
Series 2019
5.00%, 07/01/2059

     10,270       12,191,995  

Louisiana Public Facilities Authority
(Louisiana State University & Agricultural & Mechanical College Lease)
Series 2017
5.00%, 07/01/2042-07/01/2057

     17,565       20,111,533  

New Orleans Aviation Board
Series 2017-B
5.00%, 01/01/2043

     1,000       1,174,735  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Parish of St. James LA
(NuStar Logistics LP)
Series 2020-2
6.35%, 07/01/2040-10/01/2040(a)

   $ 7,375     $ 9,661,823  

Parish of St. John the Baptist LA
(Marathon Oil Corp.)
Series 2019
2.00%, 06/01/2037

     4,855       4,937,422  

2.10%, 06/01/2037

     2,465       2,538,062  

2.20%, 06/01/2037

     3,700       3,848,484  

Port New Orleans Board of Commissioners
Series 2013-B
5.00%, 04/01/2029 (Pre-refunded/ETM)

     540       574,018  

5.00%, 04/01/2031 (Pre-refunded/ETM)

     1,000       1,062,996  
    

 

 

 
       95,503,153  
    

 

 

 

Maine – 0.3%

    

Finance Authority of Maine
(Casella Waste Systems, Inc.)
2018-R2
4.375%, 08/01/2035(a)

     1,700       1,864,375  

Series 2017
5.25%, 01/01/2025(a)

     4,630       5,149,244  

Maine Health & Higher Educational Facilities Authority
(Maine Medical Center)
Series 2018-A
5.00%, 07/01/2043-07/01/2048

     9,620       11,517,535  
    

 

 

 
       18,531,154  
    

 

 

 

Maryland – 1.6%

    

City of Baltimore MD
(East Baltimore Research Park Project)
Series 2017-A
5.00%, 09/01/2038

     1,000       1,119,839  

City of Baltimore MD
(Harbor Point Special Taxing District)
Series 2019
3.625%, 06/01/2046(a)

     1,750       1,800,868  

Series 2019-B
3.875%, 06/01/2046(a)

     300       302,214  

County of Frederick MD
(County of Frederick MD Urbana Community Development Authority)
Series 2020-C
4.00%, 07/01/2050

     2,615       2,903,720  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Maryland Economic Development Corp.
Series 2020
4.00%, 09/01/2040-09/01/2050

   $ 4,750     $ 5,317,912  

Maryland Health & Higher Educational Facilities Authority
(Meritus Medical Center Obligated Group)
Series 2015
5.00%, 07/01/2031

     3,245       3,672,764  

Maryland Health & Higher Educational Facilities Authority
(TidalHealth Obligated Group)
Series 2020
4.00%, 07/01/2036-07/01/2040

     9,880       11,436,494  

5.00%, 07/01/2046

     22,040       27,129,741  

Maryland Health & Higher Educational Facilities Authority
(UPMC Obligated Group)
Series 2020-B
4.00%, 04/15/2036-04/15/2040(b)

     16,530       19,286,878  

Maryland Stadium Authority
(Baltimore City Public School Construction Financing Fund)
Series 2020
5.00%, 05/01/2050

     1,750       2,532,632  

State of Maryland
Series 2021-A
5.00%, 08/01/2034

     10,000       13,341,272  

State of Maryland Department of Transportation
Series 2022-2
5.00%, 12/01/2024-12/01/2029(c)

     23,280       27,333,975  
    

 

 

 
       116,178,309  
    

 

 

 

Massachusetts – 1.0%

    

Massachusetts Clean Water Trust (The)
(Massachusetts Water Pollution Abatement Trust (The) SRF)
Series 2021-2
5.00%, 02/01/2039-02/01/2040

     22,800       29,579,042  

Massachusetts Development Finance Agency
Series 2012-A
5.25%, 07/01/2042 (Pre-refunded/ETM)

     5,000       5,166,806  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Massachusetts Development Finance Agency
(Emerson College)
Series 2016-A
5.00%, 01/01/2047

   $ 2,220     $ 2,526,707  

Series 2017-A
5.00%, 01/01/2040

     670       787,412  

Massachusetts Development Finance Agency
(Emmanuel College/MA)
Series 2016-A
5.00%, 10/01/2043

     1,760       2,025,221  

Massachusetts Development Finance Agency
(Lasell University)
Series 2021
4.00%, 07/01/2027-07/01/2029

     915       1,042,268  

Massachusetts Development Finance Agency
(Simmons University)
Series 2018-L
5.00%, 10/01/2034-10/01/2035

     2,360       2,839,003  

Massachusetts Development Finance Agency
(South Shore Hospital, Inc. Obligated Group)
Series 2016-I
5.00%, 07/01/2031-07/01/2041

     3,850       4,462,708  

Massachusetts Development Finance Agency
(UMass Memorial Health Care Obligated Group)
Series 2016
5.00%, 07/01/2041-07/01/2046

     3,980       4,634,881  

Massachusetts Development Finance Agency
(Wellforce Obligated Group)
Series 2013-G
5.00%, 07/01/2037

     2,550       2,729,288  

AGM Series 2019-A
5.00%, 07/01/2036

     1,000       1,216,100  

Massachusetts Development Finance Agency
(Zero Waste Solutions LLC)
Series 2017
8.00%, 12/01/2022(g)

     10,525       10,235,638  

Series 2017-A
7.75%, 12/01/2044(g)

     4,425       4,263,634  
    

 

 

 
       71,508,708  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Michigan – 2.4%

    

City of Detroit MI
Series 2014-B
4.00%, 04/01/2044

   $ 10,000     $ 9,537,138  

Series 2018
5.00%, 04/01/2033-04/01/2038

     4,385       5,101,360  

Series 2020
5.50%, 04/01/2045-04/01/2050

     3,860       4,729,450  

Series 2021-A
5.00%, 04/01/2038-04/01/2046

     3,130       3,785,492  

City of Detroit MI Sewage Disposal System Revenue
Series 2012-A
5.00%, 07/01/2032 (Pre-refunded/ETM)

     4,400       4,541,481  

5.25%, 07/01/2039 (Pre-refunded/ETM)

     4,825       4,988,147  

Detroit City School District
Series 2012-A
5.00%, 05/01/2031

     120       122,824  

Grand Rapids Economic Development Corp.
(Beacon Hill at Eastgate)
Series 2017-A
5.00%, 11/01/2032-11/01/2037

     1,655       1,813,537  

Great Lakes Water Authority Water Supply System Revenue
Series 2016-A
5.00%, 07/01/2046

     1,025       1,193,436  

Series 2016-D
5.00%, 07/01/2036

     25,210       29,803,610  

Kalamazoo Economic Development Corp.
(Heritage Community of Kalamazoo Obligated Group)
Series 2019
5.00%, 05/15/2037

     1,100       1,230,488  

Series 2020
5.00%, 05/15/2055

     6,860       7,632,135  

Kalamazoo Hospital Finance Authority
(Bronson Healthcare Group Obligated Group)
Series 2016
4.00%, 05/15/2031-05/15/2036(b)

     20,100       22,152,350  

Michigan Finance Authority
Series 2014
5.00%, 06/01/2034 (Pre-refunded/ETM)

     2,000       2,240,327  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Michigan Finance Authority
(Great Lakes Water Authority Water Supply System Revenue)
Series 2014-D4
5.00%, 07/01/2029-07/01/2034

   $ 2,100     $ 2,343,427  

Series 2015-D1
5.00%, 07/01/2034

     2,000       2,294,969  

Series 2015-D2
5.00%, 07/01/2034

     3,400       3,901,447  

Michigan Finance Authority
(Henry Ford Health System Obligated Group)
Series 2016
5.00%, 11/15/2032

     3,850       4,589,137  

Series 2019-A
5.00%, 11/15/2048

     6,635       8,095,711  

Michigan Finance Authority
(Michigan Finance Authority Tobacco Settlement Revenue)
Series 2020-A
4.00%, 06/01/2049

     5,000       5,537,254  

Series 2020-B
Zero Coupon, 06/01/2065

     27,415       3,483,268  

Michigan Finance Authority
(Public Lighting Authority)
Series 2014-B
5.00%, 07/01/2031-07/01/2033

     7,950       8,507,482  

Michigan Strategic Fund
(Michigan Strategic Fund – I 75 Improvement Project)
Series 2018
5.00%, 06/30/2048

     8,600       10,139,338  

Michigan Tobacco Settlement Finance Authority
(Tobacco Settlement Financing Corp./MI)
Series 2008-C
Zero Coupon, 06/01/2058

     116,850       5,937,639  

State of Michigan Trunk Line Revenue
Series 2021
5.00%, 11/15/2034

     10,000       13,245,874  

Wayne State University
Series 2018-A
5.00%, 11/15/2043

     4,000       4,815,073  
    

 

 

 
       171,762,394  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Minnesota – 0.1%

    

City of Wayzata MN
(Wayzata Bay Senior Housing, Inc.)
Series 2019
5.00%, 08/01/2054

   $ 1,000     $ 1,064,713  

Duluth Economic Development Authority
(Essentia Health Obligated Group)
Series 2018-A
5.00%, 02/15/2043-02/15/2048

     2,925       3,454,445  

Housing & Redevelopment Authority of The City of St. Paul Minnesota
(Hmong College Prep Academy)
Series 2020
5.00%, 09/01/2040

     1,390       1,621,808  

Minnesota Higher Education Facilities Authority
(St. Catherine University)
Series 2018-A
5.00%, 10/01/2045

     1,900       2,242,582  
    

 

 

 
       8,383,548  
    

 

 

 

Mississippi – 0.5%

    

Mississippi Development Bank
(Magnolia Regional Health Center)
Series 2021
4.00%, 10/01/2041(a)

     2,500       2,644,627  

5.00%, 10/01/2024-10/01/2033(a)

     7,650       8,770,913  

Mississippi Hospital Equipment & Facilities Authority
(Baptist Memorial Health Care Obligated Group)
Series 2016-A
5.00%, 09/01/2036-09/01/2046

     19,910       23,119,121  

Mississippi Hospital Equipment & Facilities Authority
(Forrest General Hospital, Inc.)
Series 2019
4.00%, 01/01/2037

     720       818,080  

5.00%, 01/01/2035

     1,230       1,513,322  
    

 

 

 
       36,866,063  
    

 

 

 

Missouri – 1.2%

    

Cape Girardeau County Industrial Development Authority
(SoutheastHEALTH Obligated Group)
Series 2017-A
5.00%, 03/01/2036

     2,925       3,380,283  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Health & Educational Facilities Authority of the State of Missouri
(Lutheran Senior Services Obligated Group)
Series 2016-A
5.00%, 02/01/2046

   $ 1,000     $ 1,108,195  

Series 2019
4.00%, 02/01/2042-02/01/2048

     37,870       42,036,067  

5.00%, 02/01/2042-02/01/2048

     3,220       3,838,530  

Kansas City Industrial Development Authority
Series 2019
5.00%, 07/01/2040(a)

     3,125       3,184,047  

Kansas City Industrial Development Authority
(Kingswood Senior Living Community)
Series 2016
5.75%, 11/15/2036(g)

     1,460       759,200  

6.00%, 11/15/2046-11/15/2051(g)

     8,365       4,349,800  

Lee’s Summit Industrial Development Authority
(John Knox Village Obligated Group)
Series 2014-A
5.25%, 08/15/2039

     620       662,305  

Series 2016-A
5.00%, 08/15/2036-08/15/2046

     3,060       3,295,547  

Series 2018
5.00%, 08/15/2042

     6,940       7,650,717  

Series 2021-A
5.00%, 08/15/2056

     5,420       6,231,592  

Missouri Joint Municipal Electric Utility Commission
Series 2014
5.00%, 01/01/2031

     3,240       3,648,349  

St. Louis County Industrial Development Authority
(St. Andrews Resources for Seniors Obligated Group)
Series 2015-A
5.00%, 12/01/2035

     2,000       2,183,034  

5.125%, 12/01/2045

     4,500       4,878,989  
    

 

 

 
       87,206,655  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Montana – 0.0%

    

Montana Facility Finance Authority
(Benefis Health System Obligated Group)
Series 2016
5.00%, 02/15/2034

   $ 1,085     $ 1,282,423  
    

 

 

 

Nebraska – 0.4%

    

Central Plains Energy Project
(Goldman Sachs Group, Inc. (The))
Series 2012
5.00%, 09/01/2032-09/01/2042

     2,975       3,089,489  

Series 2017-A
5.00%, 09/01/2034-09/01/2037

     19,955       27,423,073  
    

 

 

 
       30,512,562  
    

 

 

 

Nevada – 0.7%

    

City of Carson City NV
(Carson Tahoe Regional Healthcare)
Series 2017
5.00%, 09/01/2037-09/01/2047

     3,935       4,651,244  

City of Reno NV
(County of Washoe NV Sales Tax Revenue)
Series 2018-C
Zero Coupon, 07/01/2058(a)

     24,000       4,073,270  

City of Sparks NV
(City of Sparks NV Sales Tax)
Series 2019-A
2.75%, 06/15/2028(a)

     3,540       3,636,193  

Clark County School District
Series 2017-C
5.00%, 06/15/2033-06/15/2035(b)

     13,410       16,172,000  

5.00%, 06/15/2036

     3,700       3,883,458  

AGM Series 2019-B
3.00%, 06/15/2037

     5,185       5,538,357  

Las Vegas Redevelopment Agency
Series 2016
5.00%, 06/15/2040

     1,800       2,042,488  

State of Nevada Department of Business & Industry
(Fulcrum Sierra Biofuels LLC)
Series 2018
6.95%, 02/15/2038(a)

     1,890       2,017,918  

Tahoe-Douglas Visitors Authority
Series 2020
5.00%, 07/01/2040-07/01/2051

     8,050       9,191,284  
    

 

 

 
       51,206,212  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Hampshire – 0.8%

    

New Hampshire Business Finance Authority
Series 2020-1
4.125%, 01/20/2034

   $ 21,337     $ 25,204,014  

New Hampshire Business Finance Authority
(Covanta Holding Corp.)
Series 2020-A
3.625%, 07/01/2043(a)

     1,960       2,049,302  

Series 2020-B
3.75%, 07/01/2045(a)

     3,525       3,699,728  

New Hampshire Health and Education Facilities Authority Act
Series 2012
5.00%, 01/01/2042 (Pre-refunded/ETM)

     2,940       2,963,208  

New Hampshire Health and Education Facilities Authority Act
(Dartmouth-Hitchcock Obligated Group)
Series 2020-A
5.00%, 08/01/2059

     15,080       23,248,649  
    

 

 

 
       57,164,901  
    

 

 

 

New Jersey – 8.0%

    

New Jersey Economic Development Authority
(New Jersey Economic Development Authority State Lease)
Series 2013
5.00%, 03/01/2030

     3,455       3,653,644  

Series 2014-P
5.00%, 06/15/2029

     5,000       5,545,562  

Series 2017-D
5.00%, 06/15/2033-06/15/2042

     7,520       8,852,594  

Series 2018-A
5.00%, 06/15/2042-06/15/2047

     5,885       6,952,519  

Series 2021-Q
4.00%, 06/15/2038-06/15/2050

     8,300       9,435,068  

New Jersey Economic Development Authority
(New Jersey Transit Corp. State Lease)
Series 2020
4.00%, 11/01/2044

     3,450       3,862,038  

5.00%, 11/01/2033

     3,770       4,683,020  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey Economic Development Authority
(Port Newark Container Terminal LLC)
Series 2017
5.00%, 10/01/2037-10/01/2047

   $ 10,660     $ 12,251,990  

New Jersey Economic Development Authority
(State of New Jersey Department of the Treasury Lease)
Series 2019
5.00%, 06/15/2030-06/15/2037

     7,740       9,640,783  

New Jersey Economic Development Authority
(State of New Jersey Division of Property Management & Construction Lease)
Series 2018-C
5.00%, 06/15/2042

     7,085       8,384,179  

New Jersey Economic Development Authority
(State of New Jersey Motor Vehicle Surcharge Revenue Lease)
Series 2017-A
5.00%, 07/01/2033

     1,640       1,931,971  

New Jersey Economic Development Authority
(UMM Energy Partners LLC)
Series 2012-A
5.125%, 06/15/2043

     735       750,142  

New Jersey Economic Development Authority
(United Airlines, Inc.)
Series 2012
5.25%, 09/15/2029

     8,270       8,589,086  

Series 2014-B
5.625%, 11/15/2030

     1,475       1,619,155  

New Jersey Educational Facilities Authority
(Stevens Institute of Technology)
Series 2020-A
4.00%, 07/01/2050

     1,805       2,027,957  

5.00%, 07/01/2045

     4,460       5,417,888  

New Jersey Health Care Facilities Financing Authority
(Hackensack Meridian Health Obligated Group)
Series 2017-A
5.00%, 07/01/2035

     1,300       1,559,067  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey Health Care Facilities Financing Authority
(Inspira Health Obligated Group)
Series 2017-A
5.00%, 07/01/2036-07/01/2042

   $ 8,645     $ 10,322,940  

New Jersey Health Care Facilities Financing Authority
(New Jersey Health Care Facilities Financing Authority State Lease)
Series 2017
5.00%, 10/01/2035

     1,070       1,275,497  

New Jersey Health Care Facilities Financing Authority
(RWJ Barnabas Health Obligated Group)
Series 2014
5.00%, 07/01/2044

     2,040       2,271,760  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Fed Hwy Grant)
Series 2016
5.00%, 06/15/2024-06/15/2030

     45,225       52,939,948  

Series 2018-A
5.00%, 06/15/2029-06/15/2031

     38,885       45,467,295  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Trust Fund Authority State Lease)
Series 2014-A
5.00%, 06/15/2038

     1,000       1,099,573  

Series 2015-A
5.00%, 06/15/2045

     8,450       9,526,692  

Series 2018-A
5.00%, 12/15/2030-12/15/2036

     54,405       66,463,287  

Series 2019
5.00%, 06/15/2034-06/15/2046

     8,495       10,287,962  

Series 2019-B
4.00%, 06/15/2036-06/15/2037

     2,715       3,065,500  

5.00%, 06/15/2032

     3,480       4,269,820  

Series 2020-A
4.00%, 06/15/2050

     10,000       11,211,008  

Series 2022-A
4.00%, 06/15/2042(c)

     3,000       3,393,771  

5.00%, 06/15/2030-06/15/2033(c)

     25,250       32,065,265  

New Jersey Turnpike Authority
Series 2013-A
5.00%, 01/01/2027 (Pre-refunded/ETM)

     2,500       2,580,386  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2015-E
5.00%, 01/01/2033-01/01/2045(b)

   $ 15,400     $ 17,448,926  

Series 2016-A
5.00%, 01/01/2033

     6,500       7,593,947  

Series 2017-A
5.00%, 01/01/2033-01/01/2034(b)

     15,000       17,970,064  

Series 2017-B
5.00%, 01/01/2032-01/01/2033

     13,540       16,640,161  

Series 2019-A
5.00%, 01/01/2048(b)

     11,320       13,771,846  

State of New Jersey
Series 2020
4.00%, 06/01/2031

     31,040       37,697,198  

Tobacco Settlement Financing Corp./NJ
Series 2018-A
5.00%, 06/01/2031

     1,425       1,725,055  

Series 2018-B
5.00%, 06/01/2046

     91,835       105,654,349  
    

 

 

 
       569,898,913  
    

 

 

 

New Mexico – 0.2%

    

City of Santa Fe NM
(El Castillo Retirement Residences Obligated Group)
Series 2019
5.00%, 05/15/2039-05/15/2049

     2,180       2,431,107  

New Mexico Hospital Equipment Loan Council
(Gerald Champion Regional Medical Center)
Series 2012
5.50%, 07/01/2042

     1,060       1,088,969  

New Mexico Hospital Equipment Loan Council
(Haverland Carter Lifestyle Obligated Group)
Series 2019
5.00%, 07/01/2039-07/01/2049

     6,615       7,210,602  
    

 

 

 
       10,730,678  
    

 

 

 

New York – 8.9%

    

Build NYC Resource Corp.
(Albert Einstein College of Medicine, Inc.)
Series 2016
5.50%, 09/01/2045(a)

     34,020       38,161,401  

Build NYC Resource Corp.
(Integration Charter Schools)
Series 2021
4.00%, 06/01/2025(a)

     355       356,031  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Build NYC Resource Corp.
(Metropolitan College of New York)
Series 2014
5.25%, 11/01/2034

   $ 2,240     $ 2,454,191  

City of New York NY
Series 2018-E
5.00%, 03/01/2037-03/01/2038(b)

     17,500       21,229,981  

Series 2020-A
5.00%, 08/01/2030-08/01/2033(b)

     42,875       55,555,305  

Dutchess County Local Development Corp.
(Bard College)
Series 2020-A
5.00%, 07/01/2045-07/01/2051(a)

     20,500       23,950,922  

Dutchess County Local Development Corp.
(Health QuestSystems Obligated Group)
Series 2016-B
5.00%, 07/01/2046

     13,520       15,727,225  

Metropolitan Transportation Authority
Series 2012-F
5.00%, 11/15/2030

     2,540       2,651,517  

Series 2013-D
5.00%, 11/15/2043

     2,000       2,143,746  

Series 2013-E
5.00%, 11/15/2032

     4,425       4,767,766  

Series 2015-B
5.00%, 11/15/2032

     3,715       4,180,149  

Series 2015-C
5.00%, 11/15/2027

     1,110       1,287,555  

5.25%, 11/15/2030

     4,000       4,623,899  

Series 2015-D
5.00%, 11/15/2031-11/15/2034

     11,915       13,586,937  

Series 2016-A
5.00%, 11/15/2026-11/15/2032

     5,590       6,521,258  

Series 2016-C
4.00%, 11/15/2026

     1,705       1,950,472  

Series 2016-D
5.00%, 11/15/2027-11/15/2029

     7,445       8,825,667  

Series 2017-A
5.00%, 11/15/2026

     1,525       1,819,157  

Series 2017-B
5.00%, 11/15/2027

     1,185       1,440,646  

Series 2017-C
5.00%, 11/15/2025-11/15/2033

     35,175       42,403,745  

Series 2018-B
5.00%, 11/15/2028

     1,340       1,646,589  

Series 2019-A
5.00%, 11/15/2048

     3,075       3,460,628  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019-C
5.00%, 11/15/2038

   $ 380     $ 457,173  

Series 2020-A
5.00%, 11/15/2045-11/15/2047

     5,595       7,003,291  

Series 2020-C
4.75%, 11/15/2045

     3,000       3,508,302  

5.00%, 11/15/2050

     7,000       8,318,339  

5.25%, 11/15/2055

     2,000       2,405,064  

Series 2020-D
5.00%, 11/15/2043

     5,000       6,048,707  

Series 2020-E
4.00%, 11/15/2045

     3,000       3,338,723  

5.00%, 11/15/2029-11/15/2033

     6,895       8,649,638  

Series 2021-A
4.00%, 11/15/2050

     28,500       31,647,021  

Monroe County Industrial Development Corp./NY
(St. Ann’s of Greater Rochester Obligated Group)
Series 2019
5.00%, 01/01/2050

     6,520       7,237,596  

Monroe County Industrial Development Corp./NY
(True North Rochester Prep Charter School)
Series 2020
5.00%, 06/01/2059(a)

     1,080       1,239,917  

Nassau County Industrial Development Agency
(Amsterdam House Continuing Care Retirement Community, Inc.)
Series 2021
5.00%, 01/01/2058

     525       494,956  

9.00%, 01/01/2041(a)

     270       266,182  

New York City Housing Development Corp.
Series 2020-A
2.55%, 08/01/2040

     3,645       3,683,511  

New York Counties Tobacco Trust V
Series 2005
Zero Coupon, 06/01/2050

     30,000       4,972,497  

New York Liberty Development Corp.
(7 World Trade Center II LLC)
Series 2012
5.00%, 03/15/2044

     100       101,623  

New York Liberty Development Corp.
(Goldman Sachs Headquarters LLC)
Series 2005
5.25%, 10/01/2035

     5,765       8,014,299  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New York Liberty Development Corp.
(One Bryant Park LLC)
Series 2019
2.80%, 09/15/2069

   $ 2,620     $ 2,658,553  

New York State Dormitory Authority
(Garnet Health Medical Center Obligated Group)
Series 2017
5.00%, 12/01/2030-12/01/2034(a)

     4,200       5,001,972  

New York State Dormitory Authority
(State of New York Pers Income Tax)
Series 2021
2.202%, 03/15/2034

     13,000       12,957,286  

2.252%, 03/15/2032(b)

     13,000       12,958,672  

New York State Thruway Authority
AGM Series 2012-I
5.00%, 01/01/2037 (Pre-refunded/ETM)

     2,000       2,015,989  

New York State Thruway Authority
(New York State Thruway Authority Gen Toll Road)
Series 2016-A
5.00%, 01/01/2041

     3,800       4,411,527  

New York Transportation Development Corp.
(Delta Air Lines, Inc.)
Series 2018
5.00%, 01/01/2027-01/01/2029

     51,325       61,644,403  

Series 2020
4.00%, 10/01/2030

     23,150       26,831,431  

4.375%, 10/01/2045

     35,385       40,525,666  

New York Transportation Development Corp.
(Empire State Thruway Partners LLC)
Series 2021
4.00%, 04/30/2053

     2,670       2,986,778  

New York Transportation Development Corp.
(Laguardia Gateway Partners LLC)
Series 2016-A
5.00%, 07/01/2041-07/01/2046

     33,055       36,630,084  

5.25%, 01/01/2050

     13,885       15,455,056  

Niagara Area Development Corp.
(Covanta Holding Corp.)
Series 2018-A
4.75%, 11/01/2042(a)

     6,045       6,285,236  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Orange County Funding Corp.
(The Hamlet at Wallkill)
Series 2013
6.50%, 01/01/2046

   $ 1,055     $ 1,060,969  

Port Authority of New York & New Jersey
Series 2012
5.00%, 10/01/2034

     3,900       3,974,671  

Series 2013-178
5.00%, 12/01/2033

     5,000       5,446,252  

Triborough Bridge & Tunnel Authority
Series 2020-A
5.00%, 11/15/2054

     3,000       3,754,154  

Triborough Bridge & Tunnel Authority
(Metropolitan Transportation Authority Payroll Mobility Tax Revenue)
Series 2021-A
2.591%, 05/15/2036(b)

     4,000       4,015,300  

2.917%, 05/15/2040(b)

     10,000       10,041,099  

TSASC, Inc./NY
Series 2017-A
5.00%, 06/01/2041

     1,560       1,794,373  

Ulster County Capital Resource Corp.
(Woodland Pond at New Paltz)
Series 2017
5.00%, 09/15/2037

     860       855,292  

5.25%, 09/15/2042-09/15/2053

     2,330       2,292,691  

Westchester County Local Development Corp.
(Kendal on Hudson)
Series 2013
5.00%, 01/01/2034

     3,840       3,992,144  

Westchester County Local Development Corp.
(Westchester County Health Care Corp. Obligated Group)
Series 2016
5.00%, 11/01/2046

     4,230       4,821,068  

Western Regional Off-Track Betting Corp.
Series 2021
3.00%, 12/01/2026(a)

     1,300       1,288,478  
    

 

 

 
       629,830,770  
    

 

 

 

North Carolina – 0.5%

 

County of New Hanover NC
Series 2017
5.00%, 10/01/2042 (Pre-refunded/ETM)

     4,750       5,837,418  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

5.00%, 10/01/2047 (Pre-refunded/ETM)

   $ 1,080     $ 1,327,244  

Fayetteville State University
Series 2023
5.00%, 04/01/2027-04/01/2042(a)(c)

     7,740       9,226,033  

North Carolina Medical Care Commission
Series 2015-A
5.00%, 09/01/2037 (Pre-refunded/ETM)

     1,735       1,954,456  

Series 2017
5.00%, 09/01/2046 (Pre-refunded/ETM)

     1,000       1,113,543  

North Carolina Medical Care Commission
(Aldersgate United Methodist Retirement Community, Inc.)
Series 2015
4.875%, 07/01/2040

     5,000       5,321,010  

5.00%, 07/01/2045

     1,000       1,064,930  

North Carolina Medical Care Commission
(Pennybyrn at Maryfield)
Series 2015
5.00%, 10/01/2030

     2,250       2,395,330  

North Carolina Turnpike Authority
Series 2018
5.00%, 01/01/2040

     5,000       5,986,520  
    

 

 

 
       34,226,484  
    

 

 

 

North Dakota – 0.4%

 

City of Grand Forks ND
(Altru Health System Obligated Group)
Series 2021
4.00%, 12/01/2038-12/01/2041

     5,040       5,775,514  

5.00%, 12/01/2034

     2,295       2,926,899  

County of Grand Forks ND
(Red River Biorefinery LLC)
Series 2021
6.625%, 12/15/2031(a)

     5,195       5,211,407  

7.00%, 12/15/2043(a)

     5,390       5,390,665  

County of Ward ND
(Trinity Health Obligated Group)
Series 2017-C
5.00%, 06/01/2048-06/01/2053

     10,230       11,765,706  
    

 

 

 
       31,070,191  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Ohio – 5.1%

 

Akron Bath Copley Joint Township Hospital District
(Summa Health System Obligated Group)
Series 2020
3.00%, 11/15/2040

   $ 4,500     $ 4,616,039  

4.00%, 11/15/2036-11/15/2038

     2,550       2,945,107  

American Municipal Power, Inc.
Series 2016-A
5.00%, 02/15/2041-02/15/2046

     10,000       11,563,649  

Buckeye Tobacco Settlement Financing Authority
Series 2020-A
4.00%, 06/01/2048

     2,000       2,212,446  

Series 2020-B
5.00%, 06/01/2055

     178,935       200,789,978  

City of Chillicothe OH
(Adena Health System Obligated Group)
Series 2017
5.00%, 12/01/2037-12/01/2047

     7,500       8,910,218  

County of Allen OH Hospital Facilities Revenue
(Bon Secours Mercy Health, Inc.)
Series 2020
4.00%, 12/01/2040

     10,390       11,988,290  

County of Cuyahoga OH
(MetroHealth System (The))
Series 2017
5.00%, 02/15/2042-02/15/2052

     12,170       14,140,925  

5.25%, 02/15/2047

     12,860       15,145,696  

County of Franklin OH
(First Community Village Obligated Group)
Series 2013
5.625%, 07/01/2047

     2,300       2,302,872  

Series 2019
5.00%, 07/01/2049

     3,940       3,950,441  

County of Hamilton OH
(UC Health Obligated Group)
Series 2020
5.00%, 09/15/2050

     18,425       22,472,359  

County of Hardin OH
(Ohio Northern University)
Series 2020
5.25%, 05/01/2040

     500       535,717  

5.50%, 05/01/2050

     1,000       1,069,968  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

County of Marion OH
(United Church Homes, Inc. Obligated Group)
Series 2019
5.125%, 12/01/2049

   $ 2,210     $ 2,390,241  

County of Montgomery OH
(Trousdale Foundation Obligated Group)
Series 2018
6.00%, 04/01/2038(a)

     2,000       996,380  

Series 2018-A
6.25%, 04/01/2049(a)

     10,105       5,028,424  

County of Ross OH
(Adena Health System Obligated Group)
Series 2019
5.00%, 12/01/2049

     6,000       7,266,764  

Ohio Air Quality Development Authority
(Energy Harbor Nuclear Generation LLC)
Series 2009-A
4.375%, 06/01/2033

     7,480       7,593,923  

Ohio Air Quality Development Authority
(Ohio Valley Electric Corp.)
Series 2019
3.25%, 09/01/2029

     1,780       1,897,718  

Ohio Higher Educational Facility Commission
(Kenyon College)
Series 2020
5.00%, 07/01/2038-07/01/2042

     9,690       11,942,923  

Ohio Water Development Authority Water Pollution Control Loan Fund
(Energy Harbor Nuclear Generation LLC)
Series 2016-A
4.375%, 06/01/2033

     9,565       9,710,679  

Toledo-Lucas County Port Authority
(ParkUToledo, Inc.)
Series 2021
4.00%, 01/01/2041-01/01/2051

     14,500       15,696,868  
    

 

 

 
       365,167,625  
    

 

 

 

Oklahoma – 0.5%

 

Comanche County Memorial Hospital
Series 2015
5.00%, 07/01/2022

     780       800,224  

Oklahoma Development Finance Authority
(Oklahoma City University Obligated Group)
Series 2019
5.00%, 08/01/2044-08/01/2049

     15,630       18,225,336  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Oklahoma Development Finance Authority
(OU Medicine Obligated Group)
Series 2018-B
5.50%, 08/15/2057

   $ 14,170     $ 17,300,244  
    

 

 

 
       36,325,804  
    

 

 

 

Oregon – 0.5%

 

Clackamas County Hospital Facility Authority
(Rose Villa, Inc. Obligated Group)
Series 2020
2.75%, 11/15/2025

     1,000       1,000,634  

Series 2020-A
5.125%, 11/15/2040

     750       821,945  

5.375%, 11/15/2055

     1,300       1,426,517  

Medford Hospital Facilities Authority
(Asante Health System Obligated Group)
Series 2020-A
5.00%, 08/15/2045-08/15/2050

     10,000       12,422,233  

Oregon State Facilities Authority
(Samaritan Health Services, Inc. Obligated Group)
Series 2020
5.00%, 10/01/2040

     1,750       2,149,913  

Tri-County Metropolitan Transportation District of Oregon
Series 2021-A
4.00%, 09/01/2040-09/01/2041

     6,000       7,224,130  

5.00%, 09/01/2032-09/01/2035

     4,150       5,525,678  

Yamhill County Hospital Authority
(Friendsview Manor Obligated Group)
Series 2021-B
1.75%, 11/15/2026

     1,400       1,400,592  
    

 

 

 
       31,971,642  
    

 

 

 

Pennsylvania – 5.8%

 

Allegheny County Airport Authority
Series 2021-A
4.00%, 01/01/2039

     2,000       2,300,787  

Allegheny County Hospital Development Authority
(Allegheny Health Network Obligated Group)
Series 2018-A
5.00%, 04/01/2034-04/01/2036

     33,535       40,605,930  

Allentown Neighborhood Improvement Zone Development Authority
Series 2017
5.00%, 05/01/2042(a)

     2,270       2,572,259  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Beaver County Industrial Development Authority
(Energy Harbor Nuclear Generation LLC)
Series 2016-A
4.375%, 01/01/2035

   $ 1,455     $ 1,478,618  

Bensalem Township School District
Series 2013
5.00%, 06/01/2029
(Pre-refunded/ETM)

     8,570       9,409,919  

Berks County Industrial Development Authority
(Highlands at Wyomissing (The))
Series 2018
5.00%, 05/15/2048

     1,000       1,103,133  

Bucks County Industrial Development Authority
(Grand View Hospital/Sellersville PA Obligated Group)
Series 2021
4.00%, 07/01/2051

     5,000       5,521,796  

5.00%, 07/01/2031-07/01/2054

     6,150       7,465,517  

Chambersburg Area Municipal Authority
(Wilson College)
Series 2018
5.75%, 10/01/2043

     1,350       1,477,312  

6.00%, 10/01/2048

     9,000       9,887,700  

Chester County Industrial Development Authority
(Woodlands at Greystone Neighborhood Improvement District)
Series 2018
5.125%, 03/01/2048(a)

     1,031       1,159,630  

City of Philadelphia PA
Series 2017
5.00%, 08/01/2029-08/01/2031

     12,110       14,695,561  

Series 2019-B
5.00%, 02/01/2035-02/01/2038

     11,300       14,015,372  

AGM Series 2017-A
5.00%, 08/01/2033-08/01/2034

     13,000       15,629,958  

City of Philadelphia PA Water & Wastewater Revenue
2.189%, 01/07/2032(b)

     3,725       3,716,165  

2.289%, 01/07/2033(b)

     3,060       3,068,709  

Series 2017-A
5.00%, 10/01/2035-10/01/2036

     5,105       6,251,537  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Commonwealth of Pennsylvania
(Commonwealth of Pennsylvania COP)
Series 2018-A
5.00%, 07/01/2038

   $ 1,120     $ 1,340,330  

County of Lehigh PA
(Lehigh Valley Health Network Obligated Group)
Series 2016-A
4.00%, 07/01/2035

     10,000       11,110,074  

Series 2019
5.00%, 07/01/2044

     6,885       8,498,351  

Crawford County Hospital Authority
(Meadville Medical Center Obligated Group)
Series 2016-A
6.00%, 06/01/2046-06/01/2051

     3,375       3,746,978  

Cumberland County Municipal Authority
Series 2012
5.25%, 01/01/2041
(Pre-refunded/ETM)

     180       181,472  

Cumberland County Municipal Authority
(Asbury Pennsylvania Obligated Group)
Series 2012
5.25%, 01/01/2041

     820       826,705  

Series 2019
5.00%, 01/01/2045

     1,815       1,978,147  

Geisinger Pennsylvania Authority Health System
5.00%, 04/01/2050(b)

     10,000       12,216,015  

Lancaster County Hospital Authority/PA
(St. Anne’s Retirement Community Obligated Group)
Series 2020
5.00%, 03/01/2040-03/01/2050

     900       1,009,042  

Montgomery County Higher Education and Health Authority
(HumanGood Pennsylvania Obligated Group)
Series 2017
5.00%, 12/01/2047

     1,500       1,657,401  

Montgomery County Higher Education and Health Authority
(Thomas Jefferson University Obligated Group)
Series 2018
5.00%, 09/01/2035

     3,600       4,410,389  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019
4.00%, 09/01/2049

   $ 5,900     $ 6,650,639  

5.00%, 09/01/2051

     2,300       2,780,742  

Montgomery County Industrial Development Authority/PA
Series 2010
6.50%, 12/01/2025
(Pre-refunded/ETM)

     200       201,004  

Montgomery County Industrial Development Authority/PA
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020
4.00%, 11/15/2043

     500       570,202  

5.00%, 11/15/2045

     1,560       1,866,350  

Montgomery County Industrial Development Authority/PA
(Whitemarsh Continuing Care Retirement Community)
Series 2015
5.00%, 01/01/2030

     1,040       1,106,428  

5.25%, 01/01/2040

     4,740       5,036,907  

Moon Industrial Development Authority
(Baptist Homes Society)
Series 2015
5.75%, 07/01/2035

     5,135       5,463,331  

6.00%, 07/01/2045

     2,000       2,122,338  

Northeastern Pennsylvania Hospital and Education Authority
(Wilkes University)
Series 2012-A
5.25%, 03/01/2042

     265       268,154  

Series 2016-A
5.00%, 03/01/2037

     2,925       3,262,744  

Series 2016-B
5.25%, 03/01/2031-03/01/2037

     2,310       2,646,648  

Pennsylvania Economic Development Financing Authority
(Covanta Holding Corp.)
Series 2019
3.25%, 08/01/2039(a)

     2,330       2,382,294  

Pennsylvania Economic Development Financing Authority
(National Railroad Passenger Corp.)
Series 2012-A
5.00%, 11/01/2041

     1,620       1,683,126  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Pennsylvania Economic Development Financing Authority
(PA Bridges Finco LP)
Series 2015
5.00%, 12/31/2034

   $ 2,830     $ 3,312,423  

Pennsylvania Economic Development Financing Authority
(Pennsylvania Economic Development Finance Authority Sewage)
Series 2020
3.00%, 01/01/2022-01/01/2023

     1,115       1,136,417  

4.00%, 01/01/2027-01/01/2032

     3,180       3,633,736  

Pennsylvania Economic Development Financing Authority
(UPMC Obligated Group)
Series 2020-A
4.00%, 04/15/2036-04/15/2040(b)

     24,530       28,589,691  

Pennsylvania Higher Educational Facilities Authority
(Drexel University)
Series 2016
5.00%, 05/01/2032

     1,000       1,177,455  

Pennsylvania Higher Educational Facilities Authority
(University of Pennsylvania Health System Obligated Group (The))
Series 2022
4.00%, 08/15/2042(c)

     2,050       2,348,961  

Pennsylvania Turnpike Commission
Series 2016
5.00%, 06/01/2037

     4,000       4,629,475  

Series 2017-B
5.00%, 06/01/2035-06/01/2036

     12,850       15,328,448  

Series 2018-A
5.00%, 12/01/2043

     10,000       12,272,575  

Series 2019-A
5.00%, 12/01/2038-12/01/2044

     9,180       11,303,920  

Series 2021-A
4.00%, 12/01/2042

     4,000       4,642,746  

Series 2021-B
4.00%, 12/01/2043

     1,725       1,997,844  

Philadelphia Authority for Industrial Development
(City of Philadelphia PA)
Series 2018
5.00%, 05/01/2035

     1,000       1,219,239  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Philadelphia Authority for Industrial Development
(MaST Community Charter School II)
Series 2020
5.00%, 08/01/2040-08/01/2050

   $ 2,025     $ 2,398,220  

Philadelphia Authority for Industrial Development
(MaST Community Charter School III)
Series 2021
5.00%, 08/01/2050-08/01/2054

     8,560       10,082,757  

Philadelphia Authority for Industrial Development
(Philadelphia Performing Arts Charter School)
Series 2020
5.00%, 06/15/2050(a)

     1,700       1,941,231  

Philadelphia Gas Works Co.
Series 2017
5.00%, 08/01/2042

     5,000       5,924,883  

School District of Philadelphia (The)
Series 2015-A
5.00%, 09/01/2034-09/01/2035

     2,615       3,016,600  

Series 2016-F
5.00%, 09/01/2033-09/01/2036

     4,000       4,730,979  

Series 2018-A
5.00%, 09/01/2034-09/01/2038

     4,000       4,891,897  

Series 2018-B
5.00%, 09/01/2043

     3,000       3,626,568  

Series 2019-A
4.00%, 09/01/2037-09/01/2039

     5,530       6,390,153  

5.00%, 09/01/2044(b)

     17,900       22,061,736  

Scranton-Lackawanna Health and Welfare Authority
(Scranton Parking System Concession Project)
Series 2016-A
5.00%, 01/01/2051-01/01/2057(a)

     12,110       9,674,478  

Series 2016-B
6.08%, 01/01/2026(a)

     725       711,683  

Series 2016-C
Zero Coupon, 01/01/2036(a)

     2,945       1,128,230  

Series 2016-D
Zero Coupon, 01/01/2057(g)

     58,055       3,483,300  

State Public School Building Authority
AGM Series 2016
5.00%, 12/01/2029
(Pre-refunded/ETM)

     220       266,691  

5.00%, 12/01/2029-12/01/2030

     8,525       10,212,920  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Union County Hospital Authority
(Evangelical Community Hospital Obligated Group)
Series 2018
5.00%, 08/01/2038-08/01/2043

   $ 8,435     $ 9,753,163  
    

 

 

 
       415,264,133  
    

 

 

 

Puerto Rico – 4.4%

 

Children’s Trust Fund
Series 2005-A
Zero Coupon, 05/15/2050

     8,370       1,350,431  

Series 2008-A
Zero Coupon, 05/15/2057

     251,000       17,720,600  

Commonwealth of Puerto Rico
Series 2006-A
5.25%, 07/01/2023(f)(h)

     2,510       2,481,763  

Series 2011-A
5.75%, 07/01/2041(f)(h)

     2,810       2,729,213  

Series 2012-A
5.50%, 07/01/2039(f)(h)

     3,490       3,254,425  

5.75%, 07/01/2028(f)(h)

     1,350       1,263,938  

AGC Series 2001-A
5.50%, 07/01/2029

     670       734,709  

GDB Debt Recovery Authority of Puerto Rico
Series 2018
7.50%, 08/20/2040

     7,501       7,022,802  

Puerto Rico Commonwealth Aqueduct & Sewer Authority
Series 2008-A
6.125%, 07/01/2024

     5,235       5,700,072  

Series 2012-A
4.25%, 07/01/2025

     8,140       8,348,749  

5.00%, 07/01/2022-07/01/2033

     9,700       9,996,939  

5.125%, 07/01/2037

     1,155       1,191,313  

5.25%, 07/01/2029-07/01/2042

     12,060       12,449,153  

5.50%, 07/01/2028

     4,090       4,228,749  

5.75%, 07/01/2037

     2,985       3,091,206  

6.00%, 07/01/2047

     2,845       2,950,350  

Puerto Rico Electric Power Authority
Series 2007-T
5.00%, 07/01/2032-07/01/2037(f)(h)

     22,285       21,783,587  

Series 2008-W
5.25%, 07/01/2033(f)(h)

     1,000       981,250  

5.50%, 07/01/2038(f)(h)

     10,490       10,319,537  

Series 2010-A
5.25%, 07/01/2029-07/01/2030(f)(h)

     3,990       3,915,187  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2010-C
5.00%, 07/01/2021(h)(i)

   $ 1,735     $ 1,695,963  

Series 2010-D
5.00%, 07/01/2021-07/01/2022(f)(h)

     2,000       1,957,625  

Series 2010-X
5.25%, 07/01/2040(f)(h)

     12,605       12,368,656  

5.75%, 07/01/2036(f)(h)

     7,375       7,282,812  

Series 2010-Z
5.25%, 07/01/2024-07/01/2025(f)(h)

     3,185       3,125,281  

Series 2012-A
5.00%, 07/01/2029-07/01/2042(f)(h)

     4,250       4,154,375  

AGM Series 2007-U
5.00%, 07/01/2023

     1,050       1,057,307  

AGM Series 2007-V
5.25%, 07/01/2031

     25,380       28,012,137  

NATL Series 2007-V
5.25%, 07/01/2029

     5,965       6,459,246  

Puerto Rico Highway & Transportation Authority
AGC Series 2005-L
5.25%, 07/01/2041

     8,600       9,358,495  

AGC Series 2007-C
5.50%, 07/01/2031

     1,235       1,387,718  

AGC Series 2007-N
5.25%, 07/01/2036

     825       888,760  

AGM Series 2007-C
5.25%, 07/01/2036

     1,800       1,939,287  

NATL Series 2007
5.50%, 07/01/2028

     1,000       1,098,369  

Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth
(AES Puerto Rico LP)
Series 2000
6.625%, 06/01/2026

     23,735       24,506,387  

Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth
(Sistema Universitario Ana G Mendez Incorporado)
Series 2012
5.375%, 04/01/2042

     335       340,025  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue
Series 2018-A
Zero Coupon, 07/01/2024-07/01/2046

     16,536       6,117,750  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019-A
4.329%, 07/01/2040

   $ 15,975     $ 17,532,130  

4.55%, 07/01/2040

     1,198       1,330,852  

5.00%, 07/01/2058

     54,251       61,246,536  
    

 

 

 
       313,373,684  
    

 

 

 

Rhode Island – 0.0%

 

Rhode Island Health and Educational Building Corp.
(City of Woonsocket RI Lease)
AGM Series 2017-A
5.00%, 05/15/2028-05/15/2029

     2,000       2,420,618  
    

 

 

 

South Carolina – 1.4%

 

South Carolina Jobs-Economic Development Authority
(Bon Secours Mercy Health, Inc.)
Series 2020
5.00%, 12/01/2046

     9,595       11,816,848  

South Carolina Jobs-Economic Development Authority
(Last Step Recycling LLC)
Series 2021
6.25%, 06/01/2040(a)

     5,000       5,131,531  

6.50%, 06/01/2051(a)

     3,500       3,590,012  

South Carolina Jobs-Economic Development Authority
(Lutheran Homes of South Carolina Obligated Group)
Series 2013
5.00%, 05/01/2043

     1,000       1,010,189  

5.125%, 05/01/2048

     1,000       1,010,682  

South Carolina Public Service Authority
Series 2013-A
5.00%, 12/01/2038

     575       625,364  

Series 2013-B
5.00%, 12/01/2038

     810       880,947  

Series 2014-A
5.00%, 12/01/2049

     11,820       13,075,572  

Series 2014-B
5.00%, 12/01/2038

     1,160       1,283,583  

Series 2014-C
5.00%, 12/01/2036-12/01/2046

     3,495       3,931,374  

Series 2015-A
5.00%, 12/01/2050

     5,000       5,684,395  

Series 2016-A
5.00%, 12/01/2034-12/01/2036

     4,815       5,644,403  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2016-B
5.00%, 12/01/2037-12/01/2056

   $ 38,780     $ 45,760,903  
    

 

 

 
       99,445,803  
    

 

 

 

South Dakota – 0.4%

 

County of Lincoln SD
(Augustana College Association (The))
Series 2021
4.00%, 08/01/2056-08/01/2061

     5,375       5,799,356  

South Dakota Health & Educational Facilities Authority
Series 2017
5.00%, 09/01/2040(b)

     15,035       17,780,661  

South Dakota Health & Educational Facilities Authority
(Regional Health System Obligated Group/SD)
Series 2017
5.00%, 09/01/2033(b)

     3,260       3,860,892  
    

 

 

 
       27,440,909  
    

 

 

 

Tennessee – 1.3%

 

Bristol Industrial Development Board
(Bristol Industrial Development Board Sales Tax)
Series 2016-A
5.00%, 12/01/2035(a)

     9,080       8,811,701  

5.125%, 12/01/2042(a)

     19,270       18,209,425  

Chattanooga Health Educational & Housing Facility Board
(CommonSpirit Health)
Series 2019-A
4.00%, 08/01/2038

     1,000       1,146,791  

5.00%, 08/01/2044-08/01/2049

     11,260       13,482,941  

Johnson City Health & Educational Facilities Board
(Mountain States Health Alliance Obligated Group)
Series 2012
5.00%, 08/15/2042

     5,250       5,417,188  

Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board
(Trousdale Foundation Obligated Group)
Series 2018-A
6.25%, 04/01/2049(a)

     5,040       2,507,992  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board
(Vanderbilt University Medical Center Obligated Group)
Series 2016
5.00%, 07/01/2040

   $ 2,435     $ 2,861,089  

Series 2017-A
5.00%, 07/01/2048

     2,335       2,778,883  

Metropolitan Government of Nashville & Davidson County TN Water & Sewer Revenue
Series 2021-A
4.00%, 07/01/2035-07/01/2046

     17,100       20,478,045  

Shelby County Health Educational & Housing Facilities Board
Series 2012
5.25%, 12/01/2042
(Pre-refunded/ETM)

     1,000       1,053,656  

5.375%, 12/01/2047
(Pre-refunded/ETM)

     800       844,003  

Tennergy Corp./TN
(Morgan Stanley)
Series 2021-A
4.00%, 12/01/2051

     15,000       17,529,878  
    

 

 

 
       95,121,592  
    

 

 

 

Texas – 5.7%

 

Abilene Convention Center Hotel Development Corp.
(City of Abilene TX Abilene Convention Center Revenue)
Series 2021-B
5.00%, 10/01/2050(a)

     3,300       3,457,225  

Arlington Higher Education Finance Corp.
(Wayside Schools)
Series 2021-A
4.00%, 08/15/2036-08/15/2046

     1,195       1,279,447  

Baytown Municipal Development District
(Baytown Municipal Development District Baytown Convention Center Hotel Revenue)
Series 2021
4.00%, 10/01/2045-10/01/2050

     8,815       10,052,472  

Central Texas Regional Mobility Authority
Series 2013
5.00%, 01/01/2042 (Pre-refunded/ETM)

     3,500       3,688,706  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2015-A
5.00%, 01/01/2045 (Pre-refunded/ETM)

   $ 4,905     $ 5,695,873  

Series 2016
5.00%, 01/01/2033-01/01/2046

     9,690       11,691,198  

Series 2020-A
5.00%, 01/01/2044-01/01/2049

     6,170       7,492,854  

Series 2021-C
5.00%, 01/01/2027

     7,000       8,144,200  

Central Texas Turnpike System
Series 2015-C
5.00%, 08/15/2037

     6,800       7,595,297  

City of Austin TX Airport System Revenue
Series 2019-B
5.00%, 11/15/2039

     1,000       1,230,832  

City of Houston TX
Series 2021-B
2.047%, 03/01/2033

     2,495       2,458,303  

2.147%, 03/01/2034

     7,405       7,290,266  

City of Houston TX
(City of Houston TX Hotel Occupancy Tax)
Series 2015
5.00%, 09/01/2030

     1,965       2,172,633  

City of Houston TX Airport System Revenue
(United Airlines, Inc.)
Series 2014
5.00%, 07/01/2029

     16,960       18,373,122  

Series 2015-B
5.00%, 07/15/2030-07/15/2035

     2,960       3,259,543  

Series 2018
5.00%, 07/15/2028

     22,875       26,947,784  

Series 2020
5.00%, 07/01/2027-07/15/2027

     4,250       4,933,593  

City of San Antonio TX Electric & Gas Systems Revenue
Series 2021-A
5.00%, 02/01/2046

     5,000       6,253,873  

Clifton Higher Education Finance Corp.
(IDEA Public Schools)
Series 2012
5.00%, 08/15/2042

     530       543,560  

Series 2013
6.00%, 08/15/2043

     1,000       1,078,379  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Conroe Local Government Corp.
(Conroe Local Government Corp. Conroe Convention Center Hotel)
Series 2021
4.00%, 10/01/2050

   $ 2,525     $ 2,792,555  

Dallas County Flood Control District No. 1
Series 2015
5.00%, 04/01/2028(a)

     1,650       1,695,453  

Decatur Hospital Authority
(Wise Regional Health System)
Series 2014-A
5.25%, 09/01/2044

     3,150       3,459,267  

Grand Parkway Transportation Corp.
Series 2018
5.00%, 02/01/2023

     5,340       5,642,526  

Irving Hospital Authority
(Baylor Medical Center at Irving)
Series 2017-A
5.00%, 10/15/2044

     7,305       8,425,832  

Mission Economic Development Corp.
(Natgasoline LLC)
Series 2018
4.625%, 10/01/2031(a)

     25,410       26,721,583  

New Hope Cultural Education Facilities Finance Corp.
Series 2017-A
5.00%, 04/01/2037 (Pre-refunded/ETM)

     2,050       2,498,913  

New Hope Cultural Education Facilities Finance Corp.
(BSPV – Plano LLC)
Series 2019
7.25%, 12/01/2053

     7,820       5,428,848  

New Hope Cultural Education Facilities Finance Corp.
(Legacy at Midtown Park, Inc. Obligated Group)
Series 2018-A
5.50%, 07/01/2054

     4,500       4,713,374  

New Hope Cultural Education Facilities Finance Corp.
(Morningside Ministries Obligated Group)
Series 2020
5.00%, 01/01/2040-01/01/2055

     3,800       4,169,885  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

North East Texas Regional Mobility Authority
Series 2016
5.00%, 01/01/2046

   $ 4,940     $ 5,581,106  

North Texas Education Finance Corp.
Series 2012-A
5.125%, 12/01/2042
(Pre-refunded/ETM)

     280       287,909  

North Texas Tollway Authority
(North Texas Tollway System)
Series 2014-B
5.00%, 01/01/2031

     8,975       9,826,611  

Series 2015-A
5.00%, 01/01/2035

     7,000       7,914,850  

Series 2017-B
5.00%, 01/01/2033-01/01/2043

     7,400       8,770,855  

Series 2020
3.079%, 01/01/2042

     4,990       5,073,201  

Series 2021
3.011%, 01/01/2043(b)

     7,500       7,675,967  

Port Beaumont Navigation District
(Jefferson Railport Terminal II LLC)
Series 2020
4.00%, 01/01/2050(a)

     3,315       3,411,209  

Series 2021
2.125%, 01/01/2028(a)

     540       537,362  

2.25%, 01/01/2029(a)

     800       795,265  

2.50%, 01/01/2030(a)

     905       899,025  

2.625%, 01/01/2031(a)

     500       496,562  

Red River Health Facilities Development Corp.
Series 2011-A
8.00%, 11/15/2046 (Pre-refunded/ETM)

     1,790       1,794,956  

Red River Health Facilities Development Corp.
(MRC Crossings Proj)
Series 2014-A
7.75%, 11/15/2044

     1,315       1,438,502  

Red River Health Facilities Development Corp.
(Wichita Falls Retirement Foundation)
Series 2012
5.50%, 01/01/2032

     1,740       1,755,087  

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012-B
8.00%, 07/01/2038(e)(f)(h)

     2,180       545,000  

 

72    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Tarrant County Cultural Education Facilities Finance Corp.
(Buckingham Senior Living Community, Inc.)
Series 2007
5.50%, 11/15/2022(f)(h)

   $ 200     $ 114,000  

Tarrant County Cultural Education Facilities Finance Corp.
(Edgemere Retirement Senior Quality Lifestyles Corp.)
Series 2015-A
5.00%, 11/15/2045

     3,540       2,832,000  

Series 2015-B
5.00%, 11/15/2030

     4,000       3,200,000  

Series 2017
5.25%, 11/15/2047

     1,115       892,000  

Tarrant County Cultural Education Facilities Finance Corp.
(Stayton at Museum Way)
Series 2020-A
5.75%, 12/01/2054

     6,475       6,896,640  

Tarrant County Cultural Education Facilities Finance Corp.
(Trinity Terrace Project)
Series 2014-A1
5.00%, 10/01/2044-10/01/2049

     5,350       5,802,651  

Texas Municipal Gas Acquisition and Supply Corp. I
(Bank of America Corp.)
Series 2008-D
6.25%, 12/15/2026

     8,735       10,102,334  

Texas Private Activity Bond Surface Transportation Corp.
(Blueridge Transportation Group LLC)
Series 2016
5.00%, 12/31/2040

     1,255       1,404,309  

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners LLC)
Series 2019
4.00%, 12/31/2037-12/31/2039

     9,100       10,397,811  

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners Segments 3 LLC)
Series 2013
6.75%, 06/30/2043

     3,600       3,991,218  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    73


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019
5.00%, 06/30/2058

   $ 59,005     $ 70,089,490  

Texas Transportation Commission
Series 2019
5.00%, 08/01/2057

     7,500       8,621,936  

Texas Water Development Board
(State Water Implementation Revenue Fund for Texas)
Series 2021
4.00%, 10/15/2036-10/15/2056

     20,245       24,039,953  

Uptown Development Authority
Series 2017-A
5.00%, 09/01/2035

     1,015       1,151,622  
    

 

 

 
       405,526,827  
    

 

 

 

Utah – 0.5%

 

City of Salt Lake City UT Airport Revenue
Series 2018-A
5.00%, 07/01/2048(b)

     7,245       8,620,686  

Series 2021-A
5.00%, 07/01/2037-07/01/2046

     20,000       25,096,252  

Military Installation Development Authority
Series 2021-A
4.00%, 06/01/2052

     5,000       4,785,883  
    

 

 

 
       38,502,821  
    

 

 

 

Vermont – 0.0%

 

Vermont Economic Development Authority
(Casella Waste Systems, Inc.)
Series 2018
4.625%, 04/01/2036(a)

     1,100       1,273,128  

Vermont Economic Development Authority
(Wake Robin Corp.)
Series 2012
5.40%, 05/01/2033

     200       205,044  
    

 

 

 
       1,478,172  
    

 

 

 

Virginia – 0.9%

 

Arlington County Industrial Development Authority
(Virginia Hospital Center Arlington Health System/VA)
Series 2020
4.00%, 07/01/2038-07/01/2045

     4,620       5,377,449  

5.00%, 07/01/2036

     850       1,080,239  

Cherry Hill Community Development Authority
(Potomac Shores Project)
Series 2015
5.15%, 03/01/2035(a)

     1,000       1,050,114  

 

74    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Chesapeake Bay Bridge & Tunnel District
Series 2016
5.00%, 07/01/2046

   $ 1,000     $ 1,170,167  

Chesterfield County Economic Development Authority
(Brandermill Woods)
Series 2012
5.125%, 01/01/2043

     1,030       1,038,298  

Fairfax County Economic Development Authority
Series 2013-A
5.00%, 12/01/2047 (Pre-refunded/ETM)

     1,955       2,142,994  

Tobacco Settlement Financing Corp./VA
Series 2007-B1
5.00%, 06/01/2047

     7,490       7,531,660  

Virginia College Building Authority
(Marymount University)
Series 2015
5.25%, 07/01/2035(a)

     1,000       1,069,584  

Series 2015-A
5.00%, 07/01/2045(a)

     1,110       1,164,010  

Virginia Small Business Financing Authority
(Elizabeth River Crossings OpCo LLC)
Series 2012
5.25%, 01/01/2032

     16,405       16,888,332  

5.50%, 01/01/2042

     3,580       3,690,414  

Virginia Small Business Financing Authority
(I-66 Express Mobility Partners LLC)
Series 2017
5.00%, 12/31/2052

     2,250       2,646,407  

Virginia Small Business Financing Authority
(National Senior Campuses, Inc. Obligated Group)
Series 2020
4.00%, 01/01/2051

     18,500       20,762,724  
    

 

 

 
       65,612,392  
    

 

 

 

Washington – 3.1%

 

Energy Northwest
(Bonneville Power Administration)
Series 2021
5.00%, 07/01/2040

     20,000       25,927,166  

Kalispel Tribe of Indians
Series 2018-A
5.25%, 01/01/2038(a)

     750       884,315  

King County Public Hospital District No. 4
Series 2015-A
5.00%, 12/01/2030

     2,235       2,379,567  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Pend Oreille County Public Utility District No. 1 Box Canyon
Series 2018
5.00%, 01/01/2048

   $ 9,000     $ 10,290,085  

Port of Seattle WA
Series 2015-C
5.00%, 04/01/2033

     5,035       5,616,209  

Series 2019
5.00%, 04/01/2044

     3,380       4,051,531  

State of Washington
Series 2020-A
5.00%, 08/01/2038

     15,000       19,275,558  

Series 2021-A
5.00%, 08/01/2040

     12,000       15,647,326  

Series 2021-F
5.00%, 06/01/2039

     5,000       6,509,408  

Washington Health Care Facilities Authority
(CommonSpirit Health)
Series 2019-A
5.00%, 08/01/2037-08/01/2044

     19,885       24,029,655  

Washington Health Care Facilities Authority
(Overlake Hospital Medical Center Obligated Group)
Series 2017-A
5.00%, 07/01/2035

     2,350       2,842,514  

Series 2017-B
5.00%, 07/01/2034

     1,855       2,246,836  

Washington Health Care Facilities Authority
(Seattle Cancer Care Alliance Obligated Group)
Series 2020
4.00%, 09/01/2045-09/01/2050

     5,490       6,215,041  

5.00%, 09/01/2039-09/01/2050

     5,725       7,156,372  

Washington Health Care Facilities Authority
(Virginia Mason Medical Center Obligated Group)
Series 2017
5.00%, 08/15/2033-08/15/2037

     18,005       20,967,974  

Washington State Convention Center Public Facilities District
(Washington State Convention Center Public Facilities District Hotel Occupancy Tax)
Series 2021
4.00%, 07/01/2031

     19,340       22,060,003  

 

76    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Washington State Housing Finance Commission
Series 2012-A
6.75%, 10/01/2047
(Pre-refunded/ETM)(a)

   $ 3,550     $ 3,752,680  

Series 2021-1, Class A
3.50%, 12/20/2035

     19,516       22,380,580  

Washington State Housing Finance Commission
Series 2021-1, Class X
0.725%, 12/20/2035(j)

     14,913       905,148  

Washington State Housing Finance Commission
(Presbyterian Retirement Communities Northwest Obligated Group)
Series 2016
5.00%, 01/01/2031-01/01/2046(a)

     2,790       3,048,112  

Series 2019-A
5.00%, 01/01/2044-01/01/2055(a)

     11,855       13,159,457  

Washington State Housing Finance Commission
(Rockwood Retirement Communities)
Series 2014-A
7.375%, 01/01/2044(a)

     3,215       3,535,827  
    

 

 

 
       222,881,364  
    

 

 

 

West Virginia – 0.1%

 

Tobacco Settlement Finance Authority/WV
Series 2020
4.875%, 06/01/2049

     3,000       3,130,185  

West Virginia Economic Development Authority
(Arch Resources, Inc.)
Series 2021
4.125%, 07/01/2045

     4,035       4,243,220  

West Virginia Hospital Finance Authority
Series 2013-A
5.50%, 06/01/2044 (Pre-refunded/ETM)

     2,100       2,272,609  
    

 

 

 
       9,646,014  
    

 

 

 

Wisconsin – 3.3%

 

St. Croix Chippewa Indians of Wisconsin
Series 2021
5.00%, 09/30/2041(a)

     8,850       8,525,422  

UMA Education, Inc.
Series 2019
5.00%, 10/01/2034-10/01/2039(a)

     21,005       24,968,699  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    77


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Health & Educational Facilities Authority
(Aspirus, Inc. Obligated Group)
Series 2017
5.00%, 08/15/2052(b)

   $ 20,345     $ 24,039,392  

Wisconsin Health & Educational Facilities Authority
(Marshfield Clinic Health System Obligated Group)
AGM Series 2020
3.00%, 02/15/2038

     1,035       1,102,314  

4.00%, 02/15/2036-02/15/2037

     2,650       3,088,378  

5.00%, 02/15/2028-02/15/2031

     3,500       4,412,899  

Wisconsin Health & Educational Facilities Authority
(Rogers Memorial Hospital, Inc. Obligated Group)
Series 2019
5.00%, 07/01/2044

     1,000       1,157,915  

Wisconsin Health & Educational Facilities Authority
(St. Camillus Health System Obligated Group)
Series 2019
5.00%, 11/01/2039-11/01/2054

     3,690       4,083,738  

Wisconsin Health & Educational Facilities Authority
(Thedacare, Inc. Obligated Group)
Series 2019
4.00%, 12/15/2035-12/15/2038

     7,405       8,671,477  

Wisconsin Public Finance Authority
(21st Century Public Academy)
Series 2020
5.00%, 06/01/2049(a)

     1,340       1,426,455  

Wisconsin Public Finance Authority
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020
4.00%, 11/15/2037

     600       692,083  

5.00%, 11/15/2041

     1,500       1,806,055  

Wisconsin Public Finance Authority
(Appalachian Regional Healthcare System Obligated Group)
Series 2021
4.00%, 07/01/2046-07/01/2051

     2,775       3,140,933  

 

78    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
(Bancroft Neurohealth Obligated Group)
Series 2016
5.125%, 06/01/2048(a)

   $ 3,335     $ 3,636,113  

Wisconsin Public Finance Authority
(Blue Ridge Healthcare Obligated Group)
Series 2020
4.00%, 01/01/2045

     1,500       1,696,348  

5.00%, 01/01/2038-01/01/2040

     1,750       2,162,336  

Wisconsin Public Finance Authority
(Carmelite System, Inc. Obligated Group (The))
Series 2020
5.00%, 01/01/2045

     2,030       2,390,054  

Wisconsin Public Finance Authority
(Catholic Bishop of Chicago(The))
Series 2021
5.75%, 07/25/2041(a)

     57,000       60,354,860  

Wisconsin Public Finance Authority
(Celanese US Holdings LLC)
Series 2016-C
4.30%, 11/01/2030

     2,060       2,283,405  

Series 2016-D
4.05%, 11/01/2030

     720       790,337  

Wisconsin Public Finance Authority
(Gannon University)
Series 2017
5.00%, 05/01/2042-05/01/2047

     2,650       3,040,826  

Wisconsin Public Finance Authority
(Mary’s Woods at Marylhurst, Inc.)
Series 2017-A
5.25%, 05/15/2037-05/15/2047(a)

     3,225       3,508,290  

Wisconsin Public Finance Authority
(McLemore Resort Manager LLC)
Series 2021
4.50%, 06/01/2056(a)

     6,000       5,956,215  

Wisconsin Public Finance Authority
(Pine Lake Preparatory, Inc.)
Series 2015
5.25%, 03/01/2035(a)

     1,550       1,706,285  

Wisconsin Public Finance Authority
(Rose Villa, Inc./OR)
Series 2014-A
5.75%, 11/15/2044(a)

     1,000       1,074,707  

 

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AB MUNICIPAL INCOME SHARES    |    79


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
(Roseman University of Health Sciences)
Series 2020
5.00%, 04/01/2040-04/01/2050(a)

   $ 4,650     $ 5,431,220  

Wisconsin Public Finance Authority
(Samaritan Housing Foundation Obligated Group)
Series 2021-A
4.00%, 06/01/2056(c)

     29,090       27,879,943  

Series 2022
4.00%, 06/01/2049(c)

     3,900       3,665,358  

Wisconsin Public Finance Authority
(Seabury Retirement Community)
Series 2015-A
5.00%, 09/01/2030(a)

     545       587,729  

Wisconsin Public Finance Authority
(Sky Harbour Capital LLC Obligated Group)
Series 2021
4.25%, 07/01/2054

     3,500       3,600,009  

Wisconsin Public Finance Authority
(Southeastern Regional Medical Center Obligated Group)
Series 2021
4.00%, 02/01/2046-02/01/2051

     13,500       15,205,571  
    

 

 

 
       232,085,366  
    

 

 

 

Total Municipal Obligations
(cost $7,055,325,497)

       7,479,230,322  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 3.3%

 

Investment Companies – 3.3%

 

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.01%(k)(l)(m)
(cost $237,164,210)

     237,164,210       237,164,210  
    

 

 

 

Total Investments – 108.4%
(cost $7,292,489,707)

       7,716,394,532  

Other assets less liabilities – (8.4)%

       (595,814,520
 

 

 

 

Net Assets – 100.0%

     $ 7,120,580,012  
    

 

 

 

 

80    |    AB MUNICIPAL INCOME SHARES

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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,
2021
    Notional
Amount
(000)
    Market
Value
   

Upfront
Premiums

Paid/

(Received)

    Unrealized
Appreciation/
(Depreciation)
 

Buy Contracts

 

CDX-NAHY Series 37, 5 Year Index, 12/20/2026*

    (5.00 )%      Quarterly       3.05   USD  80,000     $   (7,553,377   $   (7,610,005   $   56,628  

 

*

Termination date

CENTRALLY CLEARED INFLATION (CPI) 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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     90,795       01/15/2025     2.565%   CPI#   Maturity   $ 4,879,595     $ – 0  –    $ 4,879,595  
USD     45,398       01/15/2025     2.613%   CPI#   Maturity     2,349,058       – 0  –      2,349,058  
USD     45,397       01/15/2025     2.585%   CPI#   Maturity     2,401,569       – 0  –      2,401,569  
USD       158,000       01/15/2027     CPI#   3.320%   Maturity     (1,321,201     – 0  –      (1,321,201
USD     156,000       01/15/2027     CPI#   3.466%   Maturity     225,425       (221,151     446,576  
USD     371,020       01/15/2028     0.735%   CPI#   Maturity     73,054,098       – 0  –      73,054,098  
USD     219,860       01/15/2028     1.230%   CPI#   Maturity     34,597,856       – 0  –      34,597,856  
USD     67,450       01/15/2030     1.572%   CPI#   Maturity     10,174,169       – 0  –      10,174,169  
USD     67,450       01/15/2030     1.587%   CPI#   Maturity     10,069,060       – 0  –      10,069,060  
USD     93,000       01/15/2031     2.782%   CPI#   Maturity     2,944,572       – 0  –      2,944,572  
USD     85,000       01/15/2031     2.680%   CPI#   Maturity     3,671,584       – 0  –      3,671,584  
USD     76,500       04/15/2032     CPI#   2.909%   Maturity     (476,695     – 0  –      (476,695
USD     67,600       04/15/2032     CPI#   2.748%   Maturity     (1,795,859     – 0  –      (1,795,859
USD     35,750       04/15/2032     CPI#   2.722%   Maturity     (1,068,301     – 0  –      (1,068,301
USD     29,490       02/15/2041     CPI#   2.553%   Maturity     (985,753     – 0  –      (985,753
USD     22,051       02/15/2041     CPI#   2.500%   Maturity     (1,018,534     – 0  –      (1,018,534
USD     21,699       02/15/2041     CPI#   2.505%   Maturity     (976,264     – 0  –      (976,264
USD     57,880       02/15/2046     CPI#   2.391%   Maturity     (4,008,995     – 0  –      (4,008,995
           

 

 

   

 

 

   

 

 

 
  $   132,715,384     $   (221,151   $   132,936,535  
 

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD       250,000       10/15/2024     3 Month
LIBOR
  1.582%   Quarterly/
Semi-Annual
  $     4,788,902     $   – 0  –    $     4,788,902  
USD     46,600       01/15/2025     3 Month
LIBOR
  1.566%   Quarterly/
Semi-Annual
    1,046,480       – 0  –      1,046,480  
USD     146,650       01/16/2025     3 Month
LIBOR
  1.623%   Quarterly/
Semi-Annual
    3,585,647       – 0  –      3,585,647  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

                Rate Type                        
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD       250,000       01/15/2028       1.068%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
  $ 3,430,556     $ – 0  –    $ 3,430,556  
USD     200,000       01/15/2028       1.092%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    2,612,399       – 0  –      2,612,399  
USD     200,000       01/15/2031       1.537%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    (190,140     – 0  –      (190,140
USD     125,000       02/15/2031       1.537%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    (153,755     – 0  –      (153,755
USD     68,000       04/14/2034       1.080%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    4,534,706       – 0  –      4,534,706  
USD     63,810       04/14/2034       1.022%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    4,684,090       – 0  –      4,684,090  
USD     160,000       02/15/2036       1.469%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    4,427,498       – 0  –      4,427,498  
USD     50,000       04/15/2044       1.816%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    (723,029     – 0  –      (723,029
USD     40,000       04/15/2044       0.768%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    7,715,898       – 0  –      7,715,898  
USD     40,000       04/15/2044       1.281%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    3,759,209       – 0  –      3,759,209  
USD     30,000       04/15/2044       1.858%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    (680,117     – 0  –      (680,117
USD     25,000       04/15/2044       0.755%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    4,887,577       – 0  –      4,887,577  
USD     25,000       04/15/2044       0.931%      
3 Month
LIBOR
 
 
  Semi-Annual/
Quarterly
    4,038,336       – 0  –      4,038,336  
USD     115,000       02/15/2046      
3 Month
LIBOR
 
 
    1.707%     Quarterly/
Semi-Annual
    (1,309,573     – 0  –      (1,309,573
USD     87,000       02/15/2046      
3 Month
LIBOR
 
 
    1.791%     Quarterly/
Semi-Annual
    508,937       – 0  –      508,937  
USD     77,000       02/15/2046      
3 Month
LIBOR
 
 
    2.210%     Quarterly/
Semi-Annual
    7,304,549       – 0  –      7,304,549  
USD     57,000       02/15/2046      
3 Month
LIBOR
 
 
    1.893%     Quarterly/
Semi-Annual
    1,789,827       – 0  –      1,789,827  
USD     33,000       02/15/2046      
3 Month
LIBOR
 
 
    2.112%     Quarterly/
Semi-Annual
    2,456,254       – 0  –      2,456,254  
           

 

 

   

 

 

   

 

 

 
          $   58,514,251     $     – 0  –    $   58,514,251  
           

 

 

   

 

 

   

 

 

 

INTEREST RATE SWAPS (see Note C)

 

                Rate Type                          
Swap
Counterparty
  Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid
Received
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
Citibank, NA     USD    52,610       10/09/2029       1.120%       SIFMA*       Quarterly     $ (8,949   $ – 0  –    $ (8,949
Citibank, NA     USD    52,610       10/09/2029       1.125%       SIFMA*       Quarterly       (31,202     – 0  –      (31,202
           

 

 

   

 

 

   

 

 

 
            $     (40,151   $     – 0  –    $     (40,151
           

 

 

   

 

 

   

 

 

 

 

*

Variable interest rate based on the Securities Industry & Financial Markets Association (SIFMA) Municipal Swap Index.

 

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PORTFOLIO OF INVESTMENTS (continued)

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At October 31, 2021, the aggregate market value of these securities amounted to $881,853,714 or 12.4% of net assets.

 

(b)

Security represents the underlying municipal obligation of an inverse floating rate obligation held by the Fund (see Note H).

 

(c)

When-Issued or delayed delivery security.

 

(d)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2021.

 

(e)

Restricted and illiquid security.

 

Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2013-B
10.50%, 07/01/2039

    11/22/2013     $     1,973,785     $ 27       0.00

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2014-A
7.50%, 07/01/2023

    07/31/2014       868,863       13       0.00

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012-B
8.00%, 07/01/2038

    08/31/2012       2,190,695         545,000       0.01

 

(f)

Defaulted.

 

(g)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities, which represent 0.32% of net assets as of October 31, 2021, are considered illiquid and restricted. Additional information regarding such securities follows:

 

144A/Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Kansas City Industrial Development Authority
(Kingswood Senior Living Community)
Series 2016
5.75%, 11/15/2036

    12/18/2015     $ 525,470     $ 759,200       0.01

Kansas City Industrial Development Authority
(Kingswood Senior Living Community)
Series 2016
6.00%, 11/15/2046-11/15/2051

    12/18/2015       4,844,959       4,349,800       0.06

Massachusetts Development Finance Agency
(Zero Waste Solutions LLC)
Series 2017
8.00%, 12/01/2022

    12/07/2017           10,034,794         10,235,638       0.14

Massachusetts Development Finance Agency
(Zero Waste Solutions LLC)
Series 2017-A
7.75%, 12/01/2044

    12/07/2017       4,425,000       4,263,634       0.06

 

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PORTFOLIO OF INVESTMENTS (continued)

 

144A/Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Scranton-Lackawanna Health and Welfare Authority
(Scranton Parking System Concession Project)
Series 2016-D
Zero Coupon, 01/01/2057

    11/29/2017     $     6,124,834     $     3,483,300       0.05

 

(h)

Non-income producing security.

 

(i)

Defaulted matured security.

 

(j)

IO – Interest Only.

 

(k)

Affiliated investments.

 

(l)

The rate shown represents the 7-day yield as of period end.

 

(m)

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, 2021, 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 2.5% and 0.0%, respectively.

Glossary:

AGC – Assured Guaranty Corporation

AGM – Assured Guaranty Municipal

BAM – Build American Mutual

CCRC – Congregate Care Retirement Center

CDX-NAHY – North American High Yield Credit Default Swap Index

COP – Certificate of Participation

CPI – Consumer Price Index

ETM – Escrowed to Maturity

LIBOR – London Interbank Offered Rate

NATL – National Interstate Corporation

SD – School District

SRF – State Revolving Fund

UPMC – University of Pittsburgh Medical Center

XLCA – XL Capital Assurance Inc.

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

October 31, 2021 (unaudited)

 

Assets

 

Investments in securities, at value

 

Unaffiliated issuers (cost $7,055,325,497)

   $ 7,479,230,322  

Affiliated issuers (cost $237,164,210)

     237,164,210  

Cash collateral due from broker

     33,515,312  

Interest receivable

     90,846,410  

Receivable for shares of beneficial interest sold

     20,345,841  

Receivable for investment securities sold

     15,167,379  

Receivable for variation margin on centrally cleared swaps

     132,140  

Receivable due from Adviser

     29,554  

Affiliated dividends receivable

     2,249  

Other assets

     583,229  
  

 

 

 

Total assets

     7,877,016,646  
  

 

 

 
Liabilities

 

Payable for floating rate notes issued*

     569,660,000  

Payable for investment securities purchased

     164,193,973  

Dividends payable

     19,842,854  

Payable for shares of beneficial interest redeemed

     2,669,656  

Unrealized depreciation on interest rate swaps

     40,151  

Cash collateral due to broker

     30,000  
  

 

 

 

Total liabilities

     756,436,634  
  

 

 

 

Net Assets

   $ 7,120,580,012  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 5,594  

Additional paid-in capital

     6,544,887,064  

Distributable earnings

     575,687,354  
  

 

 

 

Net Assets

   $     7,120,580,012  
  

 

 

 

Net Asset Value Per Shareunlimited shares of beneficial interest authorized, $.00001 par value (based on 559,448,534 common shares outstanding)

   $ 12.73  
  

 

 

 

 

*

Represents short-term floating rate certificates issued by tender option bond trusts (see Note H).

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Six Months Ended October 31, 2021 (unaudited)

 

Investment Income      

Interest

   $     116,554,237     

Dividends—Affiliated issuers

     15,523     

Other income(a)

     78,539      $     116,648,299  
  

 

 

    
Expenses      

Interest expense

     2,139,127     
  

 

 

    

Total expenses

        2,139,127  
     

 

 

 

Net investment income

        114,509,172  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        4,263,359  

Swaps

        (5,225,047

Net change in unrealized appreciation/depreciation of:

     

Investments

        (32,030,762

Swaps

        36,074,347  
     

 

 

 

Net gain on investment transactions

        3,081,897  
     

 

 

 

Net Increase in Net Assets from Operations

      $ 117,591,069  
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 114,509,172     $ 200,425,996  

Net realized gain (loss) on investment transactions

     (961,688     24,695,064  

Net change in unrealized appreciation/depreciation of investments

     4,043,585       837,739,530  
  

 

 

   

 

 

 

Net increase in net assets from operations

     117,591,069       1,062,860,590  

Distribution to Shareholders

     (112,485,960     (205,021,107
Transactions in Shares of Beneficial Interest     

Net increase

     765,759,012       805,965,637  
  

 

 

   

 

 

 

Total increase

     770,864,121       1,663,805,120  
Net Assets     

Beginning of period

     6,349,715,891       4,685,910,771  
  

 

 

   

 

 

 

End of period

   $     7,120,580,012     $     6,349,715,891  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

October 31, 2021 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio 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

 

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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. 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.

 

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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.

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

 

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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, 2021:

 

    Level 1     Level 2     Level 3     Total  

Assets:

       

Long-Term Municipal Bonds

  $ – 0  –    $ 7,479,230,322     $ – 0  –    $ 7,479,230,322  

Short-Term Investments

    237,164,210       – 0  –      – 0  –      237,164,210  

Liabilities:

       

Floating Rate Notes(a)

    (569,660,000     – 0  –      – 0  –      (569,660,000
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    (332,495,790     7,479,230,322       – 0  –      7,146,734,532  

Other Financial Instruments(b):

       

Assets:

       

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      144,366,986       – 0  –      144,366,986 (c) 

Centrally Cleared Interest Rate Swaps

    – 0  –      61,570,865       – 0  –      61,570,865 (c) 

Liabilities:

       

Centrally Cleared Credit Default Swaps

    – 0  –      (7,553,377     – 0  –      (7,553,377 )(c) 

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      (11,651,602     – 0  –      (11,651,602 )(c) 

Centrally Cleared Interest Rate Swaps

    – 0  –      (3,056,614     – 0  –      (3,056,614 )(c) 

Interest Rate Swaps

    – 0  –      (40,151     – 0  –      (40,151
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   (332,495,790   $   7,662,866,429     $   – 0  –    $   7,330,370,639  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

The Fund may hold liabilities in which the fair value approximates the carrying amount for financial statement purposes.

 

(b)

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 written which are valued at market value.

 

(c)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party

 

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investment adviser, in which case the participant would pay a fee directly 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. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee 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, 2021, such reimbursement amounted to $78,539.

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2021 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
10/31/21
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     203,340     $     814,208     $     780,384     $     237,164     $     16  

 

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NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2021 were as follows:

 

     Purchases     Sales  

Investment securities (excluding
U.S. government securities)

   $     1,163,906,656     $     205,568,786  

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

   $     662,618,145  

Gross unrealized depreciation

     (47,246,057
  

 

 

 

Net unrealized appreciation

   $ 615,372,088  
  

 

 

 

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 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.

 

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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 for swaps 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 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.

 

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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, 2021, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

During the six months ended October 31, 2021, the Fund held inflation (CPI) 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

 

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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.

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, 2021, the Fund held credit default swaps for hedging purposes.

 

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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. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended October 31, 2021, 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

  Receivable/Payable for variation margin on centrally cleared swaps   $ 56,628    

Interest rate contracts

 

Receivable/Payable for variation margin on centrally cleared swaps

 

 

206,159,002

 

Receivable/Payable for variation margin on centrally cleared swaps

 

 

14,708,216

Interest rate contracts

     

Unrealized depreciation on interest rate swaps

 

 

40,151

 

   

 

 

     

 

 

 

Total

    $   206,215,630       $   14,748,367  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

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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   $ (4,328,234   $ 36,017,719  

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     (896,813     56,628  
   

 

 

   

 

 

 

Total

    $     (5,225,047   $     36,074,347  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2021:

 

Interest Rate Swaps:

  

Average notional amount

   $ 105,220,000  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $     1,589,115,714  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $ 1,187,698,571  

Centrally Cleared Credit Default Swaps:

  

Average notional amount of buy contracts

   $ 86,666,667 (a) 

 

(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.

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 (“MA”) and net of the related collateral received/pledged by the Fund as of October 31, 2021. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

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

Citibank, NA

   $ 40,151      $ – 0  –    $ – 0  –    $ – 0  –    $ 40,151  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $     40,151      $     – 0  –    $     – 0  –    $     – 0  –    $     40,151 ^ 
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

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*

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.

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
    

Six Months Ended
October 31, 2021

(unaudited)

     Year Ended
April 30,
2021
         

Six Months Ended
October 31, 2021

(unaudited)

    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     95,084,172        146,960,472       $ 1,221,907,137     $ 1,782,285,111    

 

   

Shares redeemed

     (35,509,140      (80,876,327       (456,148,125     (976,319,474  

 

   

Net increase

     59,575,032        66,084,145       $ 765,759,012     $ 805,965,637    

 

   

NOTE E

Risks Involved in Investing in the Fund

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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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, public health crises, 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

 

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economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (“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 may be more difficult to trade than other types of securities.

 

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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. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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—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.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of investments.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

 

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LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

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

 

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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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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, 2021.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2022 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2021 and April 30, 2020 were as follows:

 

     2021      2020  

Distributions paid from:

     

Ordinary income

   $ 9,503,344      $ 3,709,081  
  

 

 

    

 

 

 

Total taxable distributions

     9,503,344        3,709,081  

Tax-exempt distributions

     195,517,763        150,805,847  
  

 

 

    

 

 

 

Total distributions paid

   $     205,021,107      $     154,514,928  
  

 

 

    

 

 

 

As of April 30, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed tax-exempt income

   $ 18,030,916  

Accumulated capital and other losses

     (14,193,774 )(a) 

Unrealized appreciation/(depreciation)

     585,026,172 (b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     588,863,314 (c) 
  

 

 

 

 

(a)

As of April 30, 2021, the Fund had a net capital loss carryforward of $14,193,774. During the fiscal year, the Fund utilized $39,661,297 of capital loss carry forwards to offset current year net realized gains.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

(b)

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

 

(c)

The differences between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to the tax treatment of defaulted securities and 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, 2021, the Fund had a net short-term capital loss carryforward of $14,193,774, which may be carried forward for an indefinite period.

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, 2021, the amount of the Fund’s Floating Rate Notes outstanding was $569,660,000 and the related interest rate was 0.08% to 0.21%. For the six months ended October 31, 2021, the average amount of Floating Rate Notes outstanding and the daily weighted average interest rate were $528,953,315 and 0.79%, 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.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE I

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848)—Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

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.

 

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FINANCIAL HIGHLIGHTS

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

 

   

Six Months
Ended
October 31,
2021

(unaudited)

    Year Ended April 30,  
  2021     2020     2019     2018     2017  
 

 

 

 

Net asset value, beginning of period

    $  12.70       $  10.80       $  11.70       $  11.32       $  11.25       $  11.59  
 

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .22       .44       .44       .45       .44       .44  

Net realized and unrealized gain (loss) on investment transactions

    .02       1.91       (.90     .38       .07       (.34
 

 

 

 

Net increase (decrease) in net asset value from operations

    .24       2.35       (.46     .83       .51       .10  
 

 

 

 

Less: Dividends

           

Dividends from net investment income

    (.21     (.45     (.44     (.45     (.44     (.44
 

 

 

 

Net asset value, end of period

    $  12.73       $  12.70       $  10.80       $  11.70       $  11.32       $  11.25  
 

 

 

 

Total Return

           

Total investment return based on net asset value(b)

    1.92  %      22.01  %      (4.23 )%      7.53  %      4.55  %      .87  % 

Ratios/Supplemental Data

           

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

    $7,120,580       $6,349,716       $4,685,911       $3,509,575       $2,760,892       $1,667,126  

Ratio to average net assets of:

           

Expenses(c)

    .06  %^      .07  %      .01  %      .01  %      .01  %      .00  %(d) 

Net investment income

    3.35  %^      3.62  %      3.67  %      3.91  %      3.82  %      3.85  % 

Portfolio turnover rate

    3  %      10  %      12  %      14  %      19  %      23  % 

 

(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.

 

(c)

The expense ratios, excluding interest expense are .00%, .00%, .00%, .00%, .00% and .00%, respectively.

 

(d)

Amount is less than .005%.

 

^

Annualized.

See notes to financial statements.

 

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BOARD OF TRUSTEES

 

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

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)*

OFFICERS

Terrance T. Hults(2), Vice President

Matthew J. Norton(2), Vice President

Andrew Potter(2), Vice President

Emilie D. Wrapp, Secretary

  

Michael B. Reyes, Senior Analyst

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.
501 Commerce Street
Nashville, TN 37203

 

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
One Manhattan West
New York, NY 10001

 

1

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

 

2

The day-to-day management of, and investment decisions for, the Fund’s Portfolio are made by the Adviser’s Municipal Bond Investment Team. Messrs. Hults, Norton and Potter are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

*

Mr. Weiner is expected to retire on or about December 31, 2021.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions

 

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have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the Fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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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 by video conference on November 3-5, 2020 (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 additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

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 review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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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 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 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. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. 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 2018 and 2019 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in the periods reviewed was not unreasonable.

 

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Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the underlying fund advised by the Adviser in which the Fund invests. 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 performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, 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, 2020 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 payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable 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 payable 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

 

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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 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 the Adviser that utilize investment strategies similar to those of the Fund.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because 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. 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.

 

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

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China 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 Opportunities 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

Global Bond Fund

High Income Fund

High Yield Portfolio1

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

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 December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy. Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

 

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NOTES

 

 

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LOGO

AB MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

MIS-0152-1021                 LOGO


OCT    10.31.21

LOGO

SEMI-ANNUAL REPORT

AB TAXABLE MULTI-SECTOR INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT 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’re 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.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

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

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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SEMI-ANNUAL REPORT

 

December 8, 2021

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, 2021. 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, 2021 (unaudited)

 

     6 Months      12 Months  
AB TAXABLE MULTI-SECTOR INCOME SHARES      -0.02%        0.80%  
Bloomberg US Aggregate ex Government Bond Index      1.12%        0.74%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg US Aggregate ex Government Bond Index, for the six- and 12-month periods ended October 31, 2021.

During the six-month period, the Fund underperformed the benchmark. Security selection was the primary detractor, relative to the benchmark, due to losses among US municipal bonds and commercial mortgage-backed securities that were greater than gains in the banking and technology sectors. Industry allocation contributed due to an overweight to US municipal bonds that added more than a loss from off-benchmark exposure to credit risk-transfer securities. Yield-curve positioning from an underweight to the two-year part of the curve also contributed.

During the 12-month period, the Fund outperformed the benchmark. Security selection was the largest contributor, as gains within banking, energy, telecommunications and asset-backed securities exceeded losses within commercial mortgage-backed securities and US municipal bonds. Industry allocation also contributed due to overweights to US municipal bonds and conventional mortgage-backed securities, while off-benchmark exposures to credit risk-transfer securities and investment-grade credit default swaps detracted. Yield-curve positioning had no material impact on returns.

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

 

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MARKET REVIEW AND INVESTMENT STRATEGY

Developed-market fixed-income market returns were mostly positive for the six-month period ended October 31, 2021. Longer-term government bond yields fell during most of the period on growth concerns from the coronavirus delta variant—until August when inflation reports and central bank tapering comments started to send yields higher. Global inflation-linked bonds outperformed US Treasuries. Low interest rates set the stage for the continued outperformance of risk assets for the majority of the period, led by developed- and-emerging-market investment-grade corporate bonds, particularly in the US. Emerging- and developed-market high-yield corporate bonds also outperformed global treasuries. Emerging-market sovereign bonds had strong relative returns, especially in the investment-grade component. Securitized asset returns were mixed. Emerging-market local-currency bonds trailed as the US dollar gained on most developed- and emerging-market currencies except the New Zealand dollar, Chinese renminbi and Russian ruble. Commodity prices were mixed, as Brent crude continued to rise on global production cuts, while copper retreated after a strong rebound.

The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities through top-down and bottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates but has leeway to invest in below investment-grade bonds as well.

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.

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

 

(continued on next page)

 

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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.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg 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 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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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 may be more difficult to trade than other types of securities.

 

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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.

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 more difficult to trade 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.

Mortgage-Related and/or Other Asset-Backed Securities Risk: Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by nongovernmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of

 

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DISCLOSURES AND RISKS (continued)

 

municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Derivatives Risk: The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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: 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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

 

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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.

 

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HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

     NAV Returns  
1 Year      0.80%  
5 Years      2.34%  
10 Years      2.18%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2021 (unaudited)

 

     NAV Returns  
1 Year      1.22%  
5 Years      2.39%  
10 Years      2.32%  

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.

 

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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, 2021
    Ending
Account Value
October 31, 2021
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $   1,000     $ 999.80     $   – 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.

 

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PORTFOLIO SUMMARY

October 31, 2021 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $308.0

 

 

 

LOGO

 

1

All data are as of October 31, 2021. 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).

 

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PORTFOLIO OF INVESTMENTS

October 31, 2021 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - INVESTMENT GRADE – 68.7%

    

Industrial – 47.5%

 

Basic – 3.2%

 

Air Products and Chemicals, Inc.
1.50%, 10/15/2025

   $ 1,600     $ 1,616,896  

Eastman Chemical Co.
3.80%, 03/15/2025

     2,000       2,146,500  

EI du Pont de Nemours and Co.
1.70%, 07/15/2025

     1,265       1,283,014  

Georgia-Pacific LLC
0.625%, 05/15/2024(a)

     1,750       1,737,697  

Glencore Finance Canada Ltd.
4.95%, 11/15/2021(a)

     505       505,793  

Glencore Funding LLC
3.00%, 10/27/2022(a)

     225       229,626  

LyondellBasell Industries NV
5.75%, 04/15/2024

     2,000       2,205,020  
    

 

 

 
       9,724,546  
    

 

 

 

Capital Goods – 4.7%

 

3M Co.
2.00%, 02/14/2025

     1,735       1,783,302  

Caterpillar Financial Services Corp.
0.319% (SOFR + 0.27%), 09/13/2024(b)

     1,000       1,000,960  

Eaton Corp.
2.75%, 11/02/2022

     1,265       1,293,197  

General Dynamics Corp.
3.25%, 04/01/2025

     1,665       1,772,809  

Illinois Tool Works, Inc.
3.50%, 03/01/2024

     1,550       1,637,296  

John Deere Capital Corp.
0.169% (SOFR + 0.12%), 07/10/2023(b)

     1,000       1,000,120  

Parker-Hannifin Corp.
2.70%, 06/14/2024

     1,000       1,042,990  

Republic Services, Inc.
2.50%, 08/15/2024

     1,000       1,039,200  

Trane Technologies Luxembourg Finance SA
3.55%, 11/01/2024

     2,000       2,134,520  

Waste Management, Inc.
2.40%, 05/15/2023

     1,630       1,670,603  
    

 

 

 
       14,374,997  
    

 

 

 

Communications - Media – 2.7%

 

Fox Corp.
3.666%, 01/25/2022

     1,350       1,360,354  

4.03%, 01/25/2024

     435       463,053  

Omnicom Group, Inc./Omnicom Capital, Inc.
3.65%, 11/01/2024

     2,000       2,135,200  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

TWDC Enterprises 18 Corp.
2.35%, 12/01/2022

   $ 250     $ 254,788  

ViacomCBS, Inc.
3.70%, 08/15/2024

     2,100       2,237,193  

Walt Disney Co. (The)
1.65%, 09/01/2022

     500       505,170  

3.00%, 09/15/2022

     1,500       1,533,450  
    

 

 

 
       8,489,208  
    

 

 

 

Communications - Telecommunications – 1.8%

    

Rogers Communications, Inc.
3.00%, 03/15/2023

     2,000       2,050,160  

T-Mobile USA, Inc.
2.625%, 04/15/2026

     1,402       1,424,601  

Verizon Communications, Inc.
2.355%, 03/15/2032(a)

     2,169       2,136,031  
    

 

 

 
       5,610,792  
    

 

 

 

Consumer Cyclical - Automotive – 0.9%

    

BMW Finance NV
2.25%, 08/12/2022(a)

     675       684,511  

Toyota Motor Credit Corp.
1.35%, 08/25/2023

     2,160       2,188,447  
    

 

 

 
       2,872,958  
    

 

 

 

Consumer Cyclical - Entertainment – 0.6%

    

YMCA of Greater New York
2.303%, 08/01/2026

     1,765       1,783,091  
    

 

 

 

Consumer Cyclical - Other – 3.6%

 

DR Horton, Inc.
2.50%, 10/15/2024

     2,875       2,992,645  

Las Vegas Sands Corp.
3.20%, 08/08/2024

     2,885       2,949,451  

Lennar Corp.
4.50%, 04/30/2024

     2,725       2,925,914  

Marriott International, Inc./MD
3.75%, 03/15/2025

     1,075       1,143,080  

PulteGroup, Inc.
5.50%, 03/01/2026

     1,000       1,149,350  
    

 

 

 
       11,160,440  
    

 

 

 

Consumer Cyclical - Restaurants – 0.6%

 

Starbucks Corp.
1.30%, 05/07/2022

     2,000       2,009,940  
    

 

 

 

Consumer Cyclical - Retailers – 3.8%

 

AutoZone, Inc.
3.25%, 04/15/2025

     2,000       2,117,480  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Costco Wholesale Corp.
2.75%, 05/18/2024

   $ 1,000     $ 1,046,750  

Dollar Tree, Inc.
3.70%, 05/15/2023

     2,000       2,084,920  

NIKE, Inc.
2.40%, 03/27/2025

     2,250       2,343,668  

Target Corp.
2.25%, 04/15/2025

     1,665       1,727,621  

VF Corp.
2.40%, 04/23/2025

     1,670       1,727,648  

Walmart, Inc.
3.30%, 04/22/2024

     500       528,595  
    

 

 

 
       11,576,682  
    

 

 

 

Consumer Non-Cyclical – 11.4%

 

Abbott Laboratories
2.95%, 03/15/2025

     1,300       1,376,414  

AbbVie, Inc.
2.30%, 11/21/2022

     1,325       1,349,420  

2.90%, 11/06/2022

     1,000       1,023,390  

AmerisourceBergen Corp.
0.737%, 03/15/2023

     1,585       1,585,840  

3.25%, 03/01/2025

     1,350       1,428,772  

Amgen, Inc.
2.65%, 05/11/2022

     1,600       1,616,448  

3.625%, 05/22/2024

     1,000       1,061,360  

Baxalta, Inc.
3.60%, 06/23/2022

     23       23,319  

Baylor Scott & White Holdings
Series 2021
0.827%, 11/15/2025

     2,275       2,206,204  

Biogen, Inc.
3.625%, 09/15/2022

     1,479       1,519,672  

Bristol-Myers Squibb Co.
2.60%, 05/16/2022

     1,025       1,037,997  

Cardinal Health, Inc.
3.20%, 03/15/2023

     1,000       1,033,720  

CommonSpirit Health
2.76%, 10/01/2024

     1,000       1,043,250  

CVS Health Corp.
2.75%, 12/01/2022

     2,175       2,214,607  

DH Europe Finance II Sarl
2.05%, 11/15/2022

     1,850       1,879,341  

Gilead Sciences, Inc.
1.95%, 03/01/2022

     565       567,316  

3.70%, 04/01/2024

     1,300       1,377,467  

Hershey Co. (The)
0.90%, 06/01/2025

     1,300       1,290,965  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Johnson & Johnson
2.25%, 03/03/2022

   $ 1,335     $ 1,341,702  

Merck & Co., Inc.
2.75%, 02/10/2025

     2,100       2,202,858  

PepsiCo, Inc.
0.75%, 05/01/2023

     750       754,080  

Philip Morris International, Inc.
3.375%, 08/11/2025

     2,000       2,142,620  

Shire Acquisitions Investments Ireland DAC
2.875%, 09/23/2023

     1,600       1,657,728  

UPMC
Series D-1
3.60%, 04/03/2025

     2,250       2,407,545  

Zoetis, Inc.
3.25%, 02/01/2023

     1,000       1,026,530  
    

 

 

 
       35,168,565  
    

 

 

 

Energy – 2.5%

 

Chevron Corp.
1.141%, 05/11/2023

     1,665       1,680,634  

Exxon Mobil Corp.
1.571%, 04/15/2023

     1,655       1,680,603  

2.992%, 03/19/2025

     1,000       1,057,250  

Husky Energy, Inc.
4.00%, 04/15/2024

     1,200       1,270,248  

Phillips 66
0.90%, 02/15/2024

     1,900       1,893,502  
    

 

 

 
       7,582,237  
    

 

 

 

Services – 4.8%

 

Amazon.com, Inc.
2.40%, 02/22/2023

     875       895,702  

2.50%, 11/29/2022

     1,305       1,327,381  

Booking Holdings, Inc.
3.65%, 03/15/2025

     1,000       1,076,400  

eBay, Inc.
2.75%, 01/30/2023

     1,500       1,537,305  

3.80%, 03/09/2022

     1,000       1,009,200  

Enterprise Community Loan Fund, Inc.
Series 2018
3.685%, 11/01/2023

     1,180       1,230,115  

Mastercard, Inc.
2.00%, 03/03/2025

     2,250       2,316,915  

Moody’s Corp.
2.625%, 01/15/2023

     750       766,837  

4.50%, 09/01/2022

     1,300       1,329,289  

4.875%, 02/15/2024

     500       539,865  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

PayPal Holdings, Inc.
2.20%, 09/26/2022

   $ 2,700     $ 2,744,496  
    

 

 

 
       14,773,505  
    

 

 

 

Technology – 6.6%

 

Alphabet, Inc.
3.375%, 02/25/2024

     1,500       1,590,135  

Apple, Inc.
2.40%, 05/03/2023

     1,250       1,284,913  

2.85%, 05/11/2024

     250       261,945  

3.00%, 02/09/2024

     1,400       1,466,304  

Autodesk, Inc.
4.375%, 06/15/2025

     800       877,464  

Baidu, Inc.
2.875%, 07/06/2022

     375       380,227  

Fidelity National Information Services, Inc.
0.375%, 03/01/2023

     2,250       2,243,092  

Fiserv, Inc.
2.75%, 07/01/2024

     1,000       1,043,340  

Hewlett Packard Enterprise Co.
1.45%, 04/01/2024

     1,715       1,732,716  

2.25%, 04/01/2023

     500       510,080  

International Business Machines Corp.
2.85%, 05/13/2022

     1,000       1,013,700  

Kyndryl Holdings, Inc.
2.05%, 10/15/2026(a)

     1,751       1,732,912  

Microsoft Corp.
2.375%, 02/12/2022

     1,300       1,305,512  

Oracle Corp.
2.50%, 04/01/2025

     1,600       1,659,568  

3.625%, 07/15/2023

     500       524,805  

QUALCOMM, Inc.
3.45%, 05/20/2025

     1,800       1,932,480  

salesforce.com, Inc.
3.25%, 04/11/2023

     625       648,519  
    

 

 

 
       20,207,712  
    

 

 

 

Transportation - Airlines – 0.3%

 

Southwest Airlines Co.
4.75%, 05/04/2023

     1,000       1,057,730  
    

 

 

 
       146,392,403  
    

 

 

 

Financial Institutions – 17.6%

 

Banking – 14.0%

 

American Express Co.
3.40%, 02/27/2023

     1,300       1,345,929  

Bank of America Corp.
0.529% (BSBY 1 Month + 0.43%), 05/28/2024(b)

     1,000       1,002,230  

 

16    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

3.004%, 12/20/2023

   $ 615     $ 630,806  

3.093%, 10/01/2025

     1,250       1,313,925  

3.458%, 03/15/2025

     500       526,895  

Bank of New York Mellon Corp. (The)
2.661%, 05/16/2023

     1,000       1,011,640  

Capital One Bank USA NA
2.014%, 01/27/2023

     1,600       1,605,632  

Capital One Financial Corp.
3.90%, 01/29/2024

     500       530,850  

Citigroup, Inc.
1.678%, 05/15/2024

     1,000       1,014,600  

2.876%, 07/24/2023

     1,800       1,829,034  

Danske Bank A/S
1.174% (LIBOR 3 Month + 1.06%), 09/12/2023(a)(b)

     2,250       2,272,612  

Goldman Sachs Group, Inc. (The)
2.905%, 07/24/2023

     1,500       1,524,090  

2.908%, 06/05/2023

     1,300       1,317,056  

HSBC Holdings PLC
1.645%, 04/18/2026

     2,210       2,203,569  

ING Groep NV
1.059% (SOFR + 1.01%), 04/01/2027(b)

     1,350       1,363,972  

JPMorgan Chase & Co.
0.584% (SOFR + 0.54%), 06/01/2025(b)

     1,300       1,304,095  

1.514%, 06/01/2024

     1,800       1,821,834  

3.797%, 07/23/2024

     725       761,772  

Series Z
3.932% (LIBOR 3 Month + 3.80%), 02/01/2022(b)(c)

     63       63,390  

Lloyds Banking Group PLC
1.326%, 06/15/2023

     1,350       1,355,981  

Mitsubishi UFJ Financial Group, Inc.
1.412%, 07/17/2025

     1,300       1,297,270  

Mizuho Financial Group, Inc.
1.241%, 07/10/2024

     2,000       2,013,760  

Morgan Stanley
2.72%, 07/22/2025

     1,000       1,037,870  

3.737%, 04/24/2024

     2,000       2,085,860  

Nationwide Building Society
4.363%, 08/01/2024(a)

     200       211,492  

Natwest Group PLC
4.269%, 03/22/2025

     2,000       2,140,540  

PNC Bank NA
2.028%, 12/09/2022

     1,475       1,477,330  

State Street Corp.
2.825%, 03/30/2023

     1,000       1,009,630  

Sumitomo Mitsui Financial Group, Inc.
2.784%, 07/12/2022

     2,000       2,033,820  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Toronto-Dominion Bank (The)
0.399% (SOFR + 0.35%), 09/10/2024(b)

   $ 2,000     $ 2,000,600  

Wells Fargo & Co.
2.188%, 04/30/2026

     1,850       1,891,107  

2.406%, 10/30/2025

     1,150       1,187,490  
    

 

 

 
       43,186,681  
    

 

 

 

Brokerage – 1.0%

 

Charles Schwab Corp. (The)
0.549% (SOFR + 0.50%), 03/18/2024(b)

     3,000       3,012,120  
    

 

 

 

Finance – 1.1%

 

AerCap Ireland Capital DAC / AerCap Global Aviation Trust
2.45%, 10/29/2026

     1,000       1,009,750  

AerCap Ireland Capital DAC/AerCap Global Aviation Trust
1.65%, 10/29/2024

     1,000       1,002,290  

Air Lease Corp.
2.30%, 02/01/2025

     1,000       1,019,340  

3.875%, 07/03/2023

     300       313,968  
    

 

 

 
       3,345,348  
    

 

 

 

REITs – 1.5%

 

American Tower Corp.
3.375%, 05/15/2024

     2,100       2,217,831  

Host Hotels & Resorts LP
Series D
3.75%, 10/15/2023

     1,275       1,329,443  

Series E
4.00%, 06/15/2025

     1,002       1,068,162  
    

 

 

 
       4,615,436  
    

 

 

 
       54,159,585  
    

 

 

 

Utility – 3.6%

 

Electric – 1.9%

 

Duke Energy Progress LLC
Series A
0.305% (LIBOR 3 Month + 0.18%), 02/18/2022(b)

     1,000       999,840  

National Rural Utilities Cooperative Finance Corp.
3.05%, 02/15/2022

     300       300,303  

NextEra Energy Capital Holdings, Inc.
2.75%, 05/01/2025

     1,630       1,709,626  

Sempra Energy
3.55%, 06/15/2024

     1,000       1,056,720  

 

18    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Southern California Edison Co.
Series C
3.50%, 10/01/2023

   $ 1,775     $ 1,855,407  
    

 

 

 
       5,921,896  
    

 

 

 

Natural Gas – 0.7%

 

Southern Co. Gas Capital Corp.
2.45%, 10/01/2023

     2,200       2,264,086  
    

 

 

 

Other Utility – 1.0%

 

American Water Capital Corp.
3.40%, 03/01/2025

     1,135       1,214,484  

3.85%, 03/01/2024

     1,650       1,752,993  
    

 

 

 
       2,967,477  
    

 

 

 
       11,153,459  
    

 

 

 

Total Corporates – Investment Grade
(cost $211,890,614)

       211,705,447  
    

 

 

 
    

LOCAL GOVERNMENTS - US MUNICIPAL BONDS – 16.5%

    

United States – 16.5%

 

Antonio B Won Pat International Airport Authority
Series 2021-A
2.499%, 10/01/2025

     740       741,616  

California State University
Series 2021-B
0.862%, 11/01/2025

     2,000       1,978,464  

Central Texas Turnpike System
Series 2020-B
1.98%, 08/15/2042

     1,000       1,011,014  

Chicago Board of Education
Series 2018-C
5.00%, 12/01/2021

     1,000       1,003,724  

Chicago Housing Authority
Series 2018-B
3.324%, 01/01/2022

     1,000       1,004,635  

Chicago O’Hare International Airport
Series 2020-D
1.168%, 01/01/2024

     2,000       2,016,044  

City & County of Denver CO Airport System Revenue
Series 2020-C
1.115%, 11/15/2024

     750       754,420  

City of Glendale AZ
(City of Glendale AZ COP)
Series 2021
0.897%, 07/01/2024

     3,000       2,992,408  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Houston TX Airport System Revenue
Series 2020-C
1.272%, 07/01/2024

   $ 1,000     $ 1,009,149  

City of Jacksonville FL
(City of Jacksonville FL Lease)
Series 2020-C
0.594%, 10/01/2023

     1,500       1,500,670  

City of New York NY
Series 2021-D
0.59%, 08/01/2023

     1,625       1,619,925  

0.982%, 08/01/2025

     1,065       1,049,457  

City of San Francisco CA Public Utilities Commission Water Revenue
Series 2020-A
1.864%, 11/01/2021

     500       500,000  

Colorado Health Facilities Authority
(Sanford Obligated Group)
Series 2019-B
2.185%, 11/01/2021

     800       800,000  

2.237%, 11/01/2022

     100       101,822  

2.396%, 11/01/2023

     1,050       1,083,149  

County of Broward FL Airport System Revenue
Series 2019-C
2.384%, 10/01/2026

     1,000       1,039,187  

County of Riverside CA
Series 2020
2.363%, 02/15/2023

     200       204,917  

Florida Municipal Power Agency
(Florida Municipal Power Agency All-Requirements Power Supply Project Revenue)
Series 2021
1.425%, 10/01/2026

     1,000       998,698  

Golden State Tobacco Securitization Corp.
Series 2021
0.502%, 06/01/2022

     1,000       1,000,996  

Inland Empire Tobacco Securitization Corp.
Series 2019
3.678%, 06/01/2038

     900       938,692  

Kansas Development Finance Authority
(State of Kansas Department of Administration Lease)
BAM Series 2021-K
0.407%, 05/01/2023

     1,415       1,412,908  

 

20    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Massachusetts Development Finance Agency
(Berklee College of Music, Inc.)
Series 2020
1.494%, 10/01/2023

   $ 385     $ 389,252  

Metropolitan Pier & Exposition Authority
Series 2022
3.00%, 06/15/2024(d)

     1,000       1,040,080  

Metropolitan Transportation Authority
Series 2019-A
5.00%, 11/15/2048

     2,000       2,250,815  

Michigan Finance Authority
(Michigan Finance Authority School Loan Revolving Fund)
Series 2019
2.366%, 09/01/2049

     1,000       1,021,905  

2.862%, 09/01/2049

     2,000       2,017,121  

Municipal Electric Authority of Georgia
Series 2021
1.897%, 01/01/2027

     385       383,658  

New Jersey Economic Development Authority
(New Jersey Economic Development Authority State Lease)
Series 2019-H
5.25%, 09/01/2022(a)

     1,000       1,040,898  

Series 2021-G
5.25%, 09/01/2023(a)

     1,440       1,565,791  

New Jersey Turnpike Authority
Series 2021-B
0.638%, 01/01/2024

     1,000       996,888  

0.897%, 01/01/2025

     2,000       1,988,754  

New York State Urban Development Corp.
(State of New York Pers Income Tax)
Series 2020-F
0.87%, 03/15/2025

     1,400       1,387,251  

Ohio Turnpike & Infrastructure Commission
Series 2020
1.746%, 02/15/2023

     700       708,871  

Pennsylvania Turnpike Commission
Series 2019-E
2.556%, 12/01/2025

     760       799,177  

Port of Portland OR Airport Revenue
Series 2020-T
0.80%, 07/01/2022

     600       600,519  

1.00%, 07/01/2023

     1,200       1,197,459  

Reedy Creek Improvement District
Series 2020-A
1.549%, 06/01/2023

     700       711,458  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

State Board of Administration Finance Corp.
Series 2020-A
1.258%, 07/01/2025

   $ 1,010     $ 1,010,148  

State of Connecticut
Series 2021-A
0.309%, 06/01/2023

     150       149,507  

0.508%, 06/01/2024

     1,000       990,227  

State of Hawaii Airports System Revenue
Series 2020-E
1.392%, 07/01/2025

     1,000       997,443  

Tobacco Settlement Finance Authority/WV
Series 2020
3.00%, 06/01/2035

     1,988       2,038,639  

University of California
Series 2022-S
5.00%, 05/15/2024(d)

     2,500       2,751,001  
    

 

 

 

Total Local Governments – US Municipal Bonds
(cost $50,764,579)

       50,798,757  
    

 

 

 
    

ASSET-BACKED SECURITIES – 4.2%

 

Autos - Fixed Rate – 3.3%

 

Carmax Auto Owner Trust
Series 2021-1, Class C
0.94%, 12/15/2026

     500       493,947  

Carvana Auto Receivables Trust
Series 2021-N1, Class C
1.30%, 01/10/2028

     1,283       1,284,609  

CPS Auto Receivables Trust
Series 2021-A, Class C
0.83%, 09/15/2026(a)

     500       497,607  

Series 2021-B, Class C
1.23%, 03/15/2027(a)

     1,000       995,118  

DT Auto Owner Trust
Series 2021-1A, Class C
0.84%, 10/15/2026(a)

     500       497,773  

Exeter Automobile Receivables Trust
Series 2021-1A, Class C
0.74%, 01/15/2026

     2,000       2,000,153  

Foursight Capital Automobile Receivables Trust
Series 2021-1, Class C
1.02%, 09/15/2026(a)

     850       836,666  

JPMorgan Chase Bank NA – CACLN
Series 2021-1, Class B
0.875%, 09/25/2028(a)

     1,631       1,629,705  

 

22    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Westlake Automobile Receivables Trust
Series 2021-1A, Class C
0.95%, 03/16/2026(a)

   $ 2,000     $ 1,996,834  
    

 

 

 
       10,232,412  
    

 

 

 

Other ABS - Fixed Rate – 0.9%

 

Affirm Asset Securitization Trust
Series 2021-A, Class A
0.88%, 08/15/2025(a)

     800       800,799  

Series 2021-Z1, Class A
1.07%, 08/15/2025(a)

     772       772,332  

Domino’s Pizza Master Issuer LLC
Series 2021-1A, Class A2I
2.662%, 04/25/2051(a)

     796       813,803  

Upstart Securitization Trust
Series 2021-1, Class A
0.87%, 03/20/2031(a)

     400       400,250  
    

 

 

 
       2,787,184  
    

 

 

 

Total Asset-Backed Securities
(cost $13,031,379)

       13,019,596  
    

 

 

 
    

GOVERNMENTS - TREASURIES – 3.9%

 

United States – 3.9%

 

U.S. Treasury Notes
0.125%, 12/31/2022-05/31/2023
(cost $11,996,229)

     12,000       11,966,406  
    

 

 

 
    

COMMERCIAL MORTGAGE-BACKED SECURITIES – 1.3%

    

Non-Agency Floating Rate CMBS – 1.0%

 

BAMLL Commercial Mortgage Securities Trust
Series 2017-SCH, Class AF
1.091% (LIBOR 1 Month + 1.00%), 11/15/2033(a)(b)

     1,000       998,145  

DBWF Mortgage Trust
Series 2018-GLKS, Class A
1.11% (LIBOR 1 Month + 1.03%), 12/19/2030(a)(b)

     1,000       998,781  

Invitation Homes Trust
Series 2018-SFR4, Class A
1.186% (LIBOR 1 Month + 1.10%), 01/17/2038(a)(b)

     321       321,219  

Starwood Retail Property Trust
Series 2014-STAR, Class A
1.56% (LIBOR 1 Month + 1.47%), 11/15/2027(a)(b)

     975       594,735  
    

 

 

 
       2,912,880  
    

 

 

 

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Non-Agency Fixed Rate CMBS – 0.3%

 

GS Mortgage Securities Trust
Series 2013-G1, Class A1
2.059%, 04/10/2031(a)

   $ 146     $ 147,068  

JPMorgan Chase Commercial Mortgage Securities Trust
Series 2012-LC9, Class AS
3.353%, 12/15/2047(a)

     750       762,997  

LSTAR Commercial Mortgage Trust
Series 2016-4, Class A2
2.579%, 03/10/2049(a)

     86       87,162  
    

 

 

 
       997,227  
    

 

 

 

Agency CMBS – 0.0%

 

Federal Home Loan Mortgage Corp. Multifamily Structured Pass Through Certificates
Series K025, Class A1
1.875%, 04/25/2022

     1       922  
    

 

 

 

Total Commercial Mortgage-Backed Securities
(cost $4,256,049)

       3,911,029  
    

 

 

 
    

COLLATERALIZED MORTGAGE OBLIGATIONS – 1.1%

    

Risk Share Floating Rate – 1.1%

 

Bellemeade Re Ltd.
Series 2019-3A, Class M1B
1.689% (LIBOR 1 Month + 1.60%), 07/25/2029(a)(b)

     383       383,788  

Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes
Series 2014-DN3, Class M3
4.089% (LIBOR 1 Month + 4.00%), 08/25/2024(b)

     55       56,654  

Series 2015-DNA1, Class M3
3.389% (LIBOR 1 Month + 3.30%), 10/25/2027(b)

     100       101,924  

Series 2016-DNA1, Class M3
5.636% (LIBOR 1 Month + 5.55%), 07/25/2028(b)

     243       254,607  

Series 2016-DNA4, Class M3
3.889% (LIBOR 1 Month + 3.80%), 03/25/2029(b)

     208       215,251  

Series 2017-DNA3, Class M2
2.589% (LIBOR 1 Month + 2.50%), 03/25/2030(b)

     250       255,340  

 

24    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019-DNA3, Class M2
2.139% (LIBOR 1 Month + 2.05%), 07/25/2049(a)(b)

   $ 54     $ 54,818  

Federal National Mortgage Association Connecticut Avenue Securities
Series 2014-C01, Class M2
4.489% (LIBOR 1 Month + 4.40%), 01/25/2024(b)

     169       174,342  

Series 2014-C03, Class 2M2
2.989% (LIBOR 1 Month + 2.90%), 07/25/2024(b)

     95       96,879  

Series 2016-C01, Class 1M2
6.839% (LIBOR 1 Month + 6.75%), 08/25/2028(b)

     367       387,246  

Series 2016-C02, Class 1M2
6.089% (LIBOR 1 Month + 6.00%), 09/25/2028(b)

     389       406,809  

Series 2016-C03, Class 1M2
5.389% (LIBOR 1 Month + 5.30%), 10/25/2028(b)

     184       193,589  

Series 2016-C06, Class 1M2
4.339% (LIBOR 1 Month + 4.25%), 04/25/2029(b)

     152       158,319  

Series 2016-C07, Class 2M2
4.439% (LIBOR 1 Month + 4.35%), 05/25/2029(b)

     135       140,346  

Series 2017-C02, Class 2M2
3.739% (LIBOR 1 Month + 3.65%), 09/25/2029(b)

     292       302,743  

Series 2017-C06, Class 2M2
2.889% (LIBOR 1 Month + 2.80%), 02/25/2030(b)

     151       154,325  
    

 

 

 
       3,336,980  
    

 

 

 

Agency Fixed Rate – 0.0%

 

Federal Home Loan Mortgage Corp. REMICs
Series 4029, Class LD
1.75%, 01/15/2027

     117       119,472  

Series 4459, Class CA
5.00%, 12/15/2034

     28       30,875  
    

 

 

 
       150,347  
    

 

 

 

Total Collateralized Mortgage Obligations
(cost $3,438,374)

       3,487,327  
    

 

 

 

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

Company    Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - NON-INVESTMENT GRADE – 0.3%

    

Industrial – 0.3%

 

Consumer Non-Cyclical – 0.3%

 

Newell Brands, Inc.
4.70%, 04/01/2026

   $ 613     $ 671,486  

4.875%, 06/01/2025

     183       200,365  
    

 

 

 

Total Corporates - Non-Investment Grade
(cost $866,053)

       871,851  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 5.5%

 

Investment Companies – 5.1%

 

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.01%(e)(f)(g)
(cost $15,612,206)

     15,612,206       15,612,206  
    

 

 

 
     Principal
Amount
(000)
       

Short-Term Municipal Notes – 0.4%

 

New York – 0.4%

 

New York Transportation Development Corp.
Series 2020
1.36%, 12/01/2021
(cost $1,300,000)

   $ 1,300       1,300,899  
    

 

 

 

Total Short-Term Investments
(cost $16,912,206)

       16,913,105  
    

 

 

 

Total Investments – 101.5%
(cost $313,155,483)

       312,673,518  

Other assets less liabilities – (1.5)%

       (4,681,722
    

 

 

 

Net Assets – 100.0%

     $ 307,991,796  
    

 

 

 

 

26    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD      25,950       04/30/2023     3 Month
LIBOR
  0.279%   Quarterly/Semi-Annual   $ (91,675   $ – 0  –    $ (91,675
USD     4,820       08/19/2025     0.338%   3 Month LIBOR   Semi-Annual/ Quarterly     135,538       – 0  –      135,538  
USD     5,700       09/23/2025     0.340%   3 Month LIBOR   Semi-Annual/ Quarterly     167,854       – 0  –      167,854  
USD     13,140       03/16/2026     0.458%   3 Month LIBOR   Semi-Annual/ Quarterly     396,706       – 0  –      396,706  
           

 

 

   

 

 

   

 

 

 
    $   608,423     $     – 0  –    $   608,423  
           

 

 

   

 

 

   

 

 

 

CREDIT DEFAULT SWAPS (see Note C)

 

Swap Counterparty &
Referenced Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
October 31,
2021
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Buy Contracts

 

Citigroup Global Markets, Inc.

 

CDX-CMBX.NA.BBB- Series 9, 09/17/2058*

    (3.00 )%      Monthly       5.42     USD       105     $ 8,800     $ 3,435     $ 5,365  

JPMorgan Securities, LLC

 

CDX-CMBX.NA.BBB- Series 9, 09/17/2058*

    (3.00     Monthly       5.42       USD       1,560       130,754       133,032       (2,278

Sale Contracts

 

Citigroup Global Markets, Inc.

 

CDX-CMBX.NA.A Series 6, 05/11/2063*

    2.00       Monthly       10.00       USD       2,500       (250,528     22,768       (273,296

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       32       (8,878     (3,058     (5,820

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       59       (16,368     (7,741     (8,627

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       180       (49,935     (16,936     (32,999

Credit Suisse International

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       18       (4,994     (1,736     (3,258

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       224       (62,141     (21,627     (40,514

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       335       (92,935     (31,513     (61,422

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    27


 

PORTFOLIO OF INVESTMENTS (continued)

 

Swap Counterparty &
Referenced Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
October 31,
2021
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Goldman Sachs International

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00 %       Monthly       10.00 %       USD       291     $ (80,728   $ (26,570   $ (54,158

JPMorgan Securities, LLC

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       10.00       USD       1,066       (295,726     (155,294     (140,432
           

 

 

   

 

 

   

 

 

 
            $   (722,679   $   (105,240   $   (617,439
           

 

 

   

 

 

   

 

 

 

 

*

Termination date

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At October 31, 2021, the aggregate market value of these securities amounted to $25,706,963 or 8.3% of net assets.

 

(b)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at October 31, 2021.

 

(c)

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

 

(d)

When-Issued or delayed delivery security.

 

(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.

Glossary:

ABS – Asset-Backed Securities

BAM – Build American Mutual

BSBY – Bloomberg Short Term Bank Yield Index

CDX-CMBX.NA – North American Commercial Mortgage-Backed Index

CMBS – Commercial Mortgage-Backed Securities

COP – Certificate of Participation

LIBOR – London Interbank Offered Rate

REIT – Real Estate Investment Trust

REMICs – Real Estate Mortgage Investment Conduits

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

28    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

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STATEMENT OF ASSETS & LIABILITIES

October 31, 2021 (unaudited)

 

Assets

 

Investments in securities, at value

  

Unaffiliated issuers (cost $297,543,277)

   $ 297,061,312  

Affiliated issuers (cost $15,612,206)

     15,612,206  

Cash collateral due from broker

     603,105  

Interest receivable

     1,556,970  

Receivable for shares of beneficial interest sold

     583,812  

Market value on credit default swaps (net premiums paid $159,235)

     139,554  

Receivable due from Adviser

     1,170  

Affiliated dividends receivable

     163  

Other assets

     13,502  
  

 

 

 

Total assets

     315,571,794  
  

 

 

 
Liabilities   

Payable for investment securities purchased

     6,162,331  

Market value on credit default swaps (net premiums received $264,475)

     862,233  

Dividends payable

     286,516  

Payable for shares of beneficial interest redeemed

     264,314  

Payable for variation margin on centrally cleared swaps

     4,604  
  

 

 

 

Total liabilities

     7,579,998  
  

 

 

 

Net Assets

   $ 307,991,796  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 308  

Additional paid-in capital

     306,967,712  

Distributable earnings

     1,023,776  
  

 

 

 

Net Assets

   $     307,991,796  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 30,846,950 common shares outstanding)

   $ 9.98  
  

 

 

 

See notes to financial statements.

 

abfunds.com  

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STATEMENT OF OPERATIONS

Six Months Ended October 31, 2021 (unaudited)

 

Investment Income      

Interest

   $     1,510,221     

Dividends—Affiliated issuers

     410     

Other income(a)

     2,067     
  

 

 

    

Total investment income

      $ 1,512,698  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain on:

     

Investment transactions

        758,702  

Swaps

        29,889  

Net change in unrealized appreciation/depreciation of:

     

Investments

        (2,219,634

Swaps

        45,215  
     

 

 

 

Net loss on investment transactions

            (1,385,828
     

 

 

 

Net Increase in Net Assets from Operations

      $ 126,870  
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 1,512,698     $ 3,616,796  

Net realized gain on investment transactions

     788,591       1,469,672  

Net change in unrealized appreciation/depreciation of investments

     (2,174,419     2,003,959  
  

 

 

   

 

 

 

Net increase in net assets from operations

     126,870       7,090,427  

Distribution to Shareholders

     (1,754,164     (3,803,987
Transactions in Shares of Beneficial Interest     

Net increase

     3,746,790       124,077,921  
  

 

 

   

 

 

 

Total increase

     2,119,496       127,364,361  
Net Assets     

Beginning of period

     305,872,300       178,507,939  
  

 

 

   

 

 

 

End of period

   $     307,991,796     $     305,872,300  
  

 

 

   

 

 

 

See notes to financial statements.

 

abfunds.com  

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NOTES TO FINANCIAL STATEMENTS

October 31, 2021 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio 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 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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. 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  

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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.

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 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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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, 2021:

 

Investments in
Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

       

Corporates—Investment Grade

  $ – 0  –    $ 211,705,447     $ – 0  –    $ 211,705,447  

Local Governments—US Municipal Bonds

    – 0  –      50,798,757       – 0  –      50,798,757  

Asset-Backed Securities

    – 0  –      13,019,596       – 0  –      13,019,596  

Governments—Treasuries

    – 0  –      11,966,406       – 0  –      11,966,406  

Commercial Mortgage-Backed Securities

    – 0  –      3,911,029       – 0  –      3,911,029  

Collateralized Mortgage Obligations

    – 0  –      3,487,327       – 0  –      3,487,327  

Corporates—Non-Investment Grade

    – 0  –      871,851       – 0  –      871,851  

Short-Term Investments:

     

Investment Companies

    15,612,206       – 0  –      – 0  –      15,612,206  

Short-Term Municipal Notes

    – 0  –      1,300,899       – 0  –      1,300,899  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    15,612,206       297,061,312       – 0  –      312,673,518  

Other Financial Instruments(a):

     

Assets:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      700,098       – 0  –      700,098 (b) 

Credit Default Swaps

    – 0  –      139,554       – 0  –      139,554  

Liabilities:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      (91,675     – 0  –      (91,675 )(b) 

Credit Default Swaps

    – 0  –      (862,233     – 0  –      (862,233
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   15,612,206     $   296,947,056     $   – 0  –    $   312,559,262  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(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 written which are valued at market value.

 

abfunds.com  

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NOTES TO FINANCIAL STATEMENTS (continued)

 

(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) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

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. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly 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. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in 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 fee 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, 2021, such reimbursement amounted to $2,067.

 

abfunds.com  

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NOTES TO FINANCIAL STATEMENTS (continued)

 

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2021 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
10/31/21
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     2,862     $     79,790     $     67,040     $     15,612     $     0

 

*

Amount is less than $500.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2021 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)

   $     57,422,856      $     67,340,216  

U.S. government securities

     9,995,703        3,469,895  

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

   $     1,672,524  

Gross unrealized depreciation

     (2,163,505
  

 

 

 

Net unrealized depreciation

   $ (490,981
  

 

 

 

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.

 

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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 for swaps 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.

 

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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 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, 2021, 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

 

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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.

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.

 

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During the six months ended October 31, 2021, the Fund held credit default swaps for hedging and non-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 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. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended October 31, 2021, 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 centrally cleared swaps
   
$

700,098

 
Receivable/Payable for variation margin on centrally cleared swaps
   
$

91,675

Credit contracts

  Market value on credit default swaps     139,554     Market value on credit default swaps     862,233  
   

 

 

     

 

 

 

Total

    $   839,652       $   953,908  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

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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   $ (4,614   $   101,389  

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     34,503       (56,174
   

 

 

   

 

 

 

Total

    $   29,889     $   45,215  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the six months ended October 31, 2021:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $   49,610,000  

Credit Default Swaps:

  

Average notional amount of buy contracts

   $ 1,665,000  

Average notional amount of sale contracts

   $ 4,705,000  

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 (“MA”) and net of the related collateral received/pledged by the Fund as of October 31, 2021. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

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

Citigroup Global Markets, Inc.

  $ 8,800     $ (8,800   $ – 0  –    $ – 0  –    $ – 0  – 

JPMorgan Securities, LLC

    130,754       (130,754     – 0  –      – 0  –      – 0  – 
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ 139,554     $ (139,554   $ – 0  –    $ – 0  –    $ – 0  – 
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

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Counterparty

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

Citigroup Global Markets, Inc.

  $ 325,709     $ (8,800   $ (316,909   $ – 0  –    $ – 0  – 

Credit Suisse International

    160,070       – 0  –      – 0  –      – 0  –      160,070  

Goldman Sachs International

    80,728       – 0  –      – 0  –      – 0  –      80,728  

JPMorgan Securities, LLC

    295,726       (130,754     – 0  –      – 0  –      164,972  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   862,233     $   (139,554   $   (316,909   $   – 0  –    $   405,770
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

*

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 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, 2021
(unaudited)
     Year Ended
April 30,
2021
          Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     5,522,808        18,280,760       $ 55,370,036     $ 182,765,155    

 

   

Shares redeemed

     (5,146,193      (5,854,027       (51,623,246     (58,687,234  

 

   

Net increase

     376,615        12,426,733       $ 3,746,790     $ 124,077,921    

 

   

 

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NOTE E

Risks Involved in Investing in the Fund

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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (“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 may be more difficult to trade than other types of securities.

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.) 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 more difficult to trade due to adverse market, economic, political, regulatory or other factors.

 

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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.

Mortgage-Related and/or Other Asset-Backed Securities Risk—Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by non-governmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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

 

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business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However,

 

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banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

 

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NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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, 2021.

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2022 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2021 and April 30, 2020 were as follows:

 

     2021      2020  

Distributions paid from:

  

Ordinary income

   $ 3,756,471      $ 5,605,173  

Net long-term capital gains

     47,516        – 0  – 
  

 

 

    

 

 

 

Total distributions paid

   $ 3,803,987      $ 5,605,173  
  

 

 

    

 

 

 

As of April 30, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed capital gains

   $ 1,211,745 (a) 

Other losses

     (235,086 )(b) 

Unrealized appreciation/(depreciation)

     2,013,611 (c) 
  

 

 

 

Total accumulated earnings/(deficit)

   $ 2,990,270 (d) 
  

 

 

 

 

(a)

During the fiscal year, the Fund utilized $231,628 of capital loss carry forwards to offset current year net realized gains.

 

(b)

As of April 30, 2021, the Fund had a qualified late-year ordinary loss deferral of $235,086.

 

(c)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of swaps and the tax treatment of callable bonds.

 

(d)

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, 2021, the Fund did not have any capital loss carryforwards.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

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.

 

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FINANCIAL HIGHLIGHTS

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

 

   

Six Months
Ended
October 31,
2021

(unaudited)

    Year Ended April 30,  
    2021     2020     2019     2018     2017  
 

 

 

 

Net asset value, beginning of period

    $  10.04       $  9.89       $  9.82       $  9.70       $  9.84       $  9.91  
 

 

 

 

Income From Investment Operations

           

Net investment income(a)

    .05       .14       .24       .25       .20       .17  

Net realized and unrealized gain (loss) on investment transactions

    (.05     .16       .09       .13       (.14     (.01
 

 

 

 

Net increase in net asset value from operations

    – 0  –      .30       .33       .38       .06       .16  
 

 

 

 

Less: Dividends

           

Dividends from net investment income

    (.06     (.15     (.26     (.26     (.20     (.23
 

 

 

 

Net asset value, end of period

    $  9.98       $  10.04       $  9.89       $  9.82       $  9.70       $  9.84  
 

 

 

 

Total Return

           

Total investment return based on net asset value(b)

    (.02 )%      3.02  %      3.43  %      4.00  %      .65  %      1.48  % 

Ratios/Supplemental Data

           

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

    $307,992       $305,872       $178,508       $154,300       $129,628       $74,327  

Ratio to average net assets of:

           

Expenses

    0  %      0  %      .01  %(c)      0  %      0  %      0  % 

Net investment income

    .99  %^      1.36  %      2.47  %      2.62  %      2.05  %      1.67  % 

Portfolio turnover rate

    23  %      74  %      124  %      45  %      81  %      85  % 

 

(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.

 

(c)

The expense ratio, excluding bank overdraft expense, is .00%.

 

^

Annualized.

 

See

notes to financial statements.

 

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BOARD OF TRUSTEES

 

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

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and

Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)*

OFFICERS

Scott A. DiMaggio(2), Vice President

Janaki Rao(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Analyst

  

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.
501 Commerce Street

Nashville, TN 37203

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
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

One Manhattan West

New York, NY 10001

 

1

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

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Core Fixed-Income Team. Messrs. DiMaggio and Rao are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

 

*

Mr. Weiner is expected to retire on or about December 31, 2021.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended,

 

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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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 by video conference on November 3-5, 2020 (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 additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

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 review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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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 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 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. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. 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 2018 and 2019 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. 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 and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the periods reviewed.

 

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Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests. 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 performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, 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, 2020 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 payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider showing the fees payable 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 payable 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

 

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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 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 other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule and the schedule of fees charged by the Adviser to any offshore funds and for services to any sub-advised funds utilizing investment strategies similar to those of the Fund, on the other. The directors recognized that such information was of limited utility in light of the Fund’s unusual fee arrangement. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements. The directors previously discussed these matters with an independent fee consultant. The directors also compared the advisory fee rate for the Fund with that for another fund advised by the Adviser utilizing similar investment strategies.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional, offshore fund and sub-advised fund clients. In this regard, the Adviser noted, among other things, that, compared to institutional and offshore or sub-advisory accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional, offshore fund and sub-advised fund clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

 

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The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because 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. 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.

 

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

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China 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 Opportunities 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

Global Bond Fund

High Income Fund

High Yield Portfolio1

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

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 December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy. Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

 

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LOGO

AB TAXABLE MULTI-SECTOR INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

TMSIS-0152-1021                 LOGO


OCT    10.31.21

LOGO

SEMI-ANNUAL REPORT

AB TAX-AWARE REAL RETURN INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
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 as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-PORT 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’re pleased to provide this report for AB Tax-Aware Real Return Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

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

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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SEMI-ANNUAL REPORT

 

December 10, 2021

This report provides management’s discussion of fund performance for AB Tax-Aware Real Return Income Shares for the semi-annual reporting period ended October 31, 2021. 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 commenced investment operations on May 2, 2011, and continued operations through March 20, 2014, the date on which all shares of the Fund were redeemed. Between March 20, 2014, and November 12, 2019, the Fund did not conduct investment operations. The Fund resumed investment operations on November 13, 2019. The performance information shown is only for the current activation period. Because the Fund has had periods in which it was not conducting investment operations, its performance is not comparable to the performance of other mutual funds.

The investment objective of the Fund is to maximize real after-tax return for investors subject to federal income taxation.

NAV RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

     6 Months      12 Months  
AB TAX-AWARE REAL RETURN INCOME SHARES      8.65%        22.39%  
Bloomberg 1-10 Year TIPS Index      3.55%        7.05%  

Please keep in mind that high, double-digit returns are highly unusual and cannot be sustained. Investors should also be aware that these returns were primarily achieved during favorable market conditions.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg 1-10 Year Treasury Inflation Protected Securities (“TIPS”) Index, for the six- and 12-month periods ended October 31, 2021.

The Fund outperformed the benchmark for both periods. The Fund is generally used to provide inflation protection within separately managed account strategies and as such maintains a higher level of protection than would relate to the bonds in the Fund itself. The Fund’s inflation hedges in tax-efficient Consumer Price Index (“CPI”) swaps and total return swaps based on the Bloomberg 1-10 Year TIPS Index were the main contributors to relative performance, as inflation expectations increased.

During the six-month period, the Fund’s overweight to municipal credit contributed. Yield-curve positioning as an overweight to the intermediate end of the curve detracted.

 

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For the 12-month period, the Fund’s overweight to municipal credit contributed. Yield-curve positioning as an overweight to the long end of the curve detracted.

The Fund utilized derivatives for hedging purposes in the form of interest rate swaps, which had no material impact on absolute performance for the six-month period but added to performance for the 12-month period; total return swaps had no material impact on performance for either period; CPI swaps added to performance for the six-month period but had no material impact on performance for the 12-month period.

MARKET REVIEW AND INVESTMENT STRATEGY

Yields have risen so far in 2021, particularly late in the reporting period, as investors have begun to digest the implications of the US Federal Reserve (the “Fed”) tapering of its asset purchase program and the likelihood of short-term interest-rate hikes next year. Even with the expected change in policy from the Fed, municipals continued to perform well over both the six- and 12-month time periods ended October 31, 2021. Heavy investor demand was a key driver of relative outperformance versus other investment-grade fixed-income sectors. Industry-wide flows into municipal bond funds were positive in 76 of the last 77 weeks of the period. Through October, investors added $92 billion into muni funds this year, just a few billion shy of the calendar-year record set back in 2019.

Additionally, strengthening credit fundamentals and attractive credit spreads caused excess demand for municipal credit. BBB and high-yield rated municipal indices outperformed more highly rated bonds significantly as credit spreads compressed. Toward the end of the period, the market began to experience some modest spread widening in certain idiosyncratic issuers and sectors. The Fund’s Senior Investment Management Team (the “Team”) views this spread widening as a reflection of spreads being too tight in certain sectors and not reflective of weakening fundamentals.

The Team continues to focus on real after-tax return by investing in municipal bonds that generate income exempt from federal income taxes. In seeking to manage volatility and interest-rate risk, the Team focuses on intermediate-term bonds and seeks to provide inflation protection by entering inflation swap agreements or investing in other inflation-protected instruments.

INVESTMENT POLICIES

The Fund seeks real after-tax return for investors who are subject to federal income taxes. Real return is the rate of return after adjusting for inflation. The Fund pursues its objective by investing primarily in municipal securities that pay interest exempt from federal taxation and

 

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(continued on next page)


by using inflation protection derivatives instruments. Municipal securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.

The Fund may invest in fixed-income securities with any maturity or duration. The Fund may also invest without limit in fixed-income securities that are rated below investment grade (commonly known as “junk bonds”).

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 make significant use of derivatives, including swaps, futures, options and forwards. To provide inflation protection, the Fund will enter into various kinds of inflation swap agreements. The Fund may use other inflation-protected instruments. Payments to the Fund pursuant to swaps will result in taxable income, either ordinary income or capital gains, rather than income exempt from federal taxation. The Fund may at times seek a substantial amount of inflation protection and, consequently, may generate substantial taxable income. It is expected that the Fund’s primary use of derivatives will be for the purposes of inflation protection.

The Fund may also invest in forward commitments; zero-coupon municipal securities and variable-, floating- and inverse-floating-rate municipal securities; and certain types of mortgage-related securities.

The Fund may utilize leverage for investment purposes through the use of tender option bond transactions (“TOBs”). The Adviser will consider the impact of TOBs, swaps and other derivatives in making its assessments of the Fund’s risks. The resulting exposures to markets, sectors, issuers or specific securities will be continuously monitored by the Adviser.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg 1-10 Year TIPS Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg 1-10 Year TIPS Index represents the performance of US Treasury inflation-indexed securities with maturities between one and ten years. 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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

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 and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

 

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DISCLOSURES AND RISKS (continued)

 

Duration Risk: Duration is a measure that relates the expected price volatility of a fixed-income security to changes in interest rates. The duration of a fixed-income security may be shorter than or equal to full maturity of a fixed-income security. Fixed-income securities with longer durations have more risk and will decrease in price as interest rates rise.

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, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

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 difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are

 

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DISCLOSURES AND RISKS (continued)

 

also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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: To the extent the Fund uses leveraging techniques, such as TOBs, 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.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of 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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

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. The Fund has been in operation only for a short period of time, and therefore has a very limited historical performance period. This limited performance period is unlikely to be representative of the performance the Fund will achieve over a longer period.

 

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DISCLOSURES AND RISKS (continued)

 

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.

 

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HISTORICAL PERFORMANCE

 

AVERAGE ANNUAL RETURNS AS OF OCTOBER 31, 2021 (unaudited)

 

    NAV Returns  
1 Year     22.39%  
Since Inception1     12.82%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

SEPTEMBER 30, 2021 (unaudited)

 

    NAV Returns  
1 Year     19.20%  
Since Inception1     11.80%  

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 Current activation date: 11/12/2019.

 

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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
May 1, 2021
    Ending
Account Value
October 31, 2021
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,086.50     $ – 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.

 

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PORTFOLIO SUMMARY

October 31, 2021 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $22.6

 

 

 

LOGO

 

1

All data are as of October 31, 2021. 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 quality ratings are determined by using the S&P 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.

 

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PORTFOLIO OF INVESTMENTS

October 31, 2021 (unaudited)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 88.2%

    

Long-Term Municipal Bonds – 81.3%

    

Alabama – 2.9%

    

Lower Alabama Gas District (The)
(Goldman Sachs Group, Inc. (The))
Series 2020
4.00%, 12/01/2050

   $ 580     $ 650,514  
    

 

 

 

Alaska – 2.3%

    

Alaska Industrial Development & Export Authority
(Greater Fairbanks Community Hospital Foundation Obligated Group)
Series 2019
4.00%, 04/01/2033

     445       511,064  
    

 

 

 

Arizona – 1.5%

    

City of Phoenix Civic Improvement Corp.
(Phoenix Sky Harbor International Airport)
Series 2019-B
5.00%, 07/01/2033

     275       341,185  
    

 

 

 

Colorado – 2.9%

    

Weld County School District No. RE-2 Eaton
Series 2019
5.00%, 12/01/2026-12/01/2027

     530       651,793  
    

 

 

 

Connecticut – 9.2%

    

City of New Haven CT
Series 2017-A
5.25%, 08/01/2026

     70       84,035  

Connecticut State Health & Educational Facilities Authority
(Hartford HealthCare Obligated Group)
Series 2020-A
5.00%, 07/01/2034

     515       649,411  

Connecticut State Health & Educational Facilities Authority
(Yale University)
Series 2019-U
2.00%, 07/01/2033

     1,055       1,060,121  

State of Connecticut
Series 2020-A
5.00%, 01/15/2031

     215       276,144  
    

 

 

 
       2,069,711  
    

 

 

 

Delaware – 3.8%

    

State of Delaware
Series 2014
3.00%, 03/01/2028

     850       857,913  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

District of Columbia – 2.8%

    

District of Columbia
(District of Columbia Fed Hwy Grant)
Series 2020
5.00%, 12/01/2031

   $ 490     $ 623,726  
    

 

 

 

Florida – 4.6%

    

Capital Projects Finance Authority/FL
(CAPFA Capital Corp. 2000F)
Series 2020-A
5.00%, 10/01/2033

     250       304,117  

Greater Orlando Aviation Authority
Series 2019-A
5.00%, 10/01/2027

     95       115,772  

Hillsborough County Aviation Authority
Series 2013-A
5.00%, 10/01/2026

     580       628,737  
    

 

 

 
       1,048,626  
    

 

 

 

Illinois – 5.8%

    

Illinois Finance Authority
(Illinois Institute of Technology)
Series 2019
5.00%, 09/01/2032

     100       123,026  

Sales Tax Securitization Corp.
Series 2020-A
5.00%, 01/01/2026

     270       315,441  

State of Illinois
Series 2017-D
5.00%, 11/01/2027

     175       209,826  

Series 2018-A
5.00%, 10/01/2025

     295       340,033  

Series 2019-A
5.00%, 11/01/2025

     290       334,905  
    

 

 

 
       1,323,231  
    

 

 

 

Kentucky – 10.9%

    

City of Ashland KY
(Ashland Hospital Corp. Obligated Group)
Series 2019
5.00%, 02/01/2027

     100       119,735  

Kentucky Public Energy Authority
(Morgan Stanley)
Series 2019-C
4.00%, 02/01/2050

     570       662,031  

Louisville and Jefferson County Metropolitan Government
(Norton Healthcare Obligated Group)
Series 2020-A
4.00%, 10/01/2040

     575       655,312  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Louisville and Jefferson County Metropolitan Sewer District
Series 2021
3.00%, 10/14/2022

   $ 1,000     $ 1,026,561  
    

 

 

 
       2,463,639  
    

 

 

 

Louisiana – 2.0%

    

Louisiana Local Government Environmental Facilities & Community Development Auth
(Louisiana Community & Technical College System)
Series 2019
5.00%, 10/01/2023

     320       348,367  

Parish of St. James LA
(NuStar Logistics LP)
Series 2020
5.85%, 08/01/2041(a)

     100       112,905  
    

 

 

 
       461,272  
    

 

 

 

Michigan – 1.4%

    

Michigan Finance Authority
(City of Detroit MI Income Tax)
Series 2015
4.50%, 10/01/2029

     100       106,073  

Michigan State University
Series 2019-C
5.00%, 08/15/2032

     160       203,030  
    

 

 

 
       309,103  
    

 

 

 

Missouri – 1.0%

    

Missouri Highway & Transportation Commission
Series 2019-B
5.00%, 11/01/2021

     225       225,000  
    

 

 

 

New Jersey – 1.8%

    

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Trust Fund Authority State Lease)
Series 2019
5.00%, 12/15/2031

     330       413,850  
    

 

 

 

New York – 5.2%

    

Metropolitan Transportation Authority
Series 2012-C
5.00%, 11/15/2030

     260       271,415  

Series 2012-F
5.00%, 11/15/2030

     265       276,635  

New York City Transitional Finance Authority Future Tax Secured Revenue
Series 2019-B
5.00%, 11/01/2035

     200       254,625  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New York Liberty Development Corp.
(One Bryant Park LLC)
Series 2019
2.80%, 09/15/2069

   $ 210     $ 213,090  

New York Transportation Development Corp.
(Delta Air Lines, Inc.)
Series 2020
4.375%, 10/01/2045

     150       171,792  
    

 

 

 
       1,187,557  
    

 

 

 

North Carolina – 1.8%

    

Raleigh Durham Airport Authority
Series 2020-A
5.00%, 05/01/2027

     340       410,612  
    

 

 

 

Ohio – 5.5%

    

Buckeye Tobacco Settlement Financing Authority
Series 2020-A
5.00%, 06/01/2033-06/01/2035

     495       617,537  

State of Ohio
(State of Ohio Department of Transportation)
Series 2019-2
5.00%, 12/15/2024

     545       622,811  
    

 

 

 
       1,240,348  
    

 

 

 

Other – 0.5%

    

Federal Home Loan Mortgage Corp. Multifamily
VRD Certificates
2.65%, 06/15/2036(a)

     100       105,479  
    

 

 

 

Pennsylvania – 7.4%

    

City of Philadelphia PA
Series 2019-B
5.00%, 02/01/2030

     155       196,539  

Commonwealth Financing Authority
(Commonwealth Financing Authority State Lease)
Series 2018
5.00%, 06/01/2025

     120       138,283  

Lower Merion School District
Series 2019-B
5.00%, 04/01/2023

     710       758,072  

Pennsylvania Turnpike Commission
Series 2019
5.00%, 12/01/2021

     575       577,230  
    

 

 

 
       1,670,124  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Texas – 0.9%

    

City of Houston TX Airport System Revenue
(United Airlines, Inc.)
Series 2014
5.00%, 07/01/2029

   $ 100     $ 108,332  

Port Beaumont Navigation District
(Jefferson Railport Terminal II LLC)
Series 2020
3.625%, 01/01/2035(a)

     100       102,801  
    

 

 

 
       211,133  
    

 

 

 

Virginia – 3.2%

    

County of Loudoun VA
Series 2020-A
5.00%, 12/01/2021

     500       501,960  

Virginia College Building Authority
(Virginia College Building Authority State Lease)
Series 2019
5.00%, 02/01/2026

     190       225,127  
    

 

 

 
       727,087  
    

 

 

 

Washington – 0.8%

    

City of Seattle WA Municipal Light & Power Revenue
Series 2014
5.00%, 09/01/2023

     165       179,265  
    

 

 

 

West Virginia – 2.8%

    

State of West Virginia
Series 2019
5.00%, 06/01/2027

     515       633,769  
    

 

 

 

Wisconsin – 0.3%

    

UMA Education, Inc.
Series 2019
5.00%, 10/01/2034(a)

     50       59,596  
    

 

 

 

Total Long-Term Municipal Bonds
(cost $18,002,695)

       18,375,597  
    

 

 

 

Short-Term Municipal Notes – 6.9%

    

Maryland – 1.7%

    

Maryland Health & Higher Educational Facilities Authority
Series 2014-B
0.05%, 04/01/2035(b)

     400       400,000  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Hampshire – 2.7%

    

County of Merrimack NH
Series 2021
2.00%, 12/30/2021

   $ 605     $ 606,785  
    

 

 

 

South Carolina – 2.5%

    

County Square Redevelopment Corp.
(County of Greenville SC Lease)
Series 2021
2.00%, 03/03/2022

     555       558,519  
    

 

 

 

Total Short-Term Municipal Notes
(cost $1,565,257)

       1,565,304  
    

 

 

 

Total Municipal Obligations
(cost $19,567,952)

       19,940,901  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 7.7%

    

Investment Companies – 7.7%

    

AB Fixed Income Shares, Inc. – Government
Money Market Portfolio – Class AB,
0.01%(c)(d)(e)
(cost $1,737,489)

     1,737,489       1,737,489  
    

 

 

 

Total Investments – 95.9%
(cost $21,305,441)

       21,678,390  

Other assets less liabilities – 4.1%

       924,486  
    

 

 

 

Net Assets – 100.0%

     $ 22,602,876  
 

 

 

 

CENTRALLY CLEARED INFLATION (CPI) 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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     4,000       12/24/2021     1.753%   CPI#   Maturity   $ 143,607     $ – 0  –    $ 143,607  
USD     3,000       02/10/2023     1.558%   CPI#   Maturity     180,899       – 0  –      180,899  
USD     2,500       12/24/2024     1.846%   CPI#   Maturity     195,387       – 0  –      195,387  
USD     2,000       02/10/2027     1.755%   CPI#   Maturity     208,423       – 0  –      208,423  
USD     2,600       12/24/2029     1.978%   CPI#   Maturity     282,980       – 0  –      282,980  
USD     1,000       02/10/2035     1.914%   CPI#   Maturity     141,749       – 0  –      141,749  
           

 

 

   

 

 

   

 

 

 
  $   1,153,045     $   – 0  –    $   1,153,045  
 

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

 

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PORTFOLIO OF INVESTMENTS (continued)

 

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
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     5,800       11/25/2021       1.585%      
3 Month
LIBOR
 
 
  Semi-Annual/ Quarterly   $ (44,475   $ – 0  –    $ (44,475
USD     5,300       01/23/2023       1.672%      
3 Month
LIBOR
 
 
  Semi-Annual/ Quarterly     (107,250     – 0  –      (107,250
USD     14,400       11/29/2024       1.538%      
3 Month
LIBOR
 
 
  Semi-Annual/ Quarterly     (336,593     – 0  –      (336,593
USD     4,700       11/25/2026       1.581%      
3 Month
LIBOR
 
 
  Semi-Annual/ Quarterly     (111,107     – 0  –      (111,107
USD     3,500       01/23/2031       1.890%      
3 Month
LIBOR
 
 
  Semi-Annual/ Quarterly     (129,281     – 0  –      (129,281
           

 

 

   

 

 

   

 

 

 
            $   (728,706   $   – 0  –    $   (728,706
           

 

 

   

 

 

   

 

 

 

INFLATION (CPI) SWAPS (see Note C)

 

      Rate Type                      

Swap

Counterparty

  Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

JPMorgan Chase Bank, NA

  USD     1,000       04/29/2036     2.498%   CPI#   Maturity   $   50,576     $   – 0  –    $   50,576  

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

TOTAL RETURN SWAPS (see Note C)

 

Counterparty &
Referenced Obligation
  Rate
Paid/
Received
    Payment
Frequency
    Current
Notional
(000)
    Maturity
Date
    Unrealized
Appreciation/
(Depreciation)
 

Receive Total Return on Reference Obligation

 

Barclays Bank PLC

 

 

Barclays Capital US Inflation Linked Bonds 1 to 10 Year

   
LIBOR Plus
0.25%
 
 
    Maturity       USD       8,736       01/25/2022     $ 407,603  

Barclays Capital US Inflation Linked Bonds 1 to 10 Year

   
LIBOR Plus
0.25%
 
 
    Maturity       USD       14,305       01/29/2022       654,672  

Barclays Capital US Inflation Linked Bonds 1 to 10 Year

   
LIBOR Plus
0.25%
 
 
    Maturity       USD       8,774       02/23/2022       349,118  
           

 

 

 
            $     1,411,393  
           

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At October 31, 2021, the aggregate market value of these securities amounted to $380,781 or 1.7% of net assets.

 

(b)

Variable Rate Demand Notes are instruments whose interest rates change on a specific date (such as coupon date or interest payment date) or whose interest rates vary with changes in a designated base rate (such as the prime interest rate). This instrument is payable on demand and is secured by letters of credit or other credit support agreements from major banks.

 

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PORTFOLIO OF INVESTMENTS (continued)

 

(c)

Affiliated investments.

 

(d)

The rate shown represents the 7-day yield as of period end.

 

(e)

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, 2021, 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 0.0% and 0.0%, respectively.

Glossary:

CPI – Consumer Price Index

LIBOR – London Interbank Offered Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

October 31, 2021 (unaudited)

 

Assets

 

Investments in securities, at value

  

Unaffiliated issuers (cost $19,567,952)

   $ 19,940,901  

Affiliated issuers (cost $1,737,489)

     1,737,489  

Cash collateral due from broker

     761,322  

Unrealized appreciation on total return swaps

     1,411,393  

Interest receivable

     221,222  

Unrealized appreciation on inflation swaps

     50,576  

Receivable due from Adviser

     197  

Affiliated dividends receivable

     16  
  

 

 

 

Total assets

     24,123,116  
  

 

 

 
Liabilities

 

Cash collateral due to broker

     1,480,000  

Payable for variation margin on centrally cleared swaps

     27,795  

Payable for shares of beneficial interest redeemed

     12,445  
  

 

 

 

Total liabilities

     1,520,240  
  

 

 

 

Net Assets

   $     22,602,876  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 18  

Additional paid-in capital

     18,015,538  

Distributable earnings

     4,587,320  
  

 

 

 

Net Assets

   $ 22,602,876  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 1,797,752 common shares outstanding)

   $ 12.57  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Six Months Ended October 31, 2021 (unaudited)

 

Investment Income      

Interest

   $     153,116     

Dividends—Affiliated issuers

     131     

Other income(a)

     646     
  

 

 

    

Total investment income

      $ 153,893  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        1,052  

Swaps

        (241,424

Net change in unrealized appreciation/depreciation of:

     

Investments

        (99,478

Swaps

        2,036,976  
     

 

 

 

Net gain on investment transactions

        1,697,126  
     

 

 

 

Net Increase in Net Assets from Operations

      $     1,851,019  
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Six Months Ended
October 31, 2021
(unaudited)
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 153,893     $ 308,797  

Net realized gain (loss) on investment transactions

     (240,372     1,922,040  

Net change in unrealized appreciation/depreciation of investments

     1,937,498       3,050,697  
  

 

 

   

 

 

 

Net increase in net assets from operations

     1,851,019       5,281,534  

Distribution to Shareholders

     (2,568     (168,798
Transactions in Shares of Beneficial Interest     

Net increase (decrease)

     121,744       (3,240,241
  

 

 

   

 

 

 

Total increase

     1,970,195       1,872,495  
Net Assets     

Beginning of period

     20,632,681       18,760,186  
  

 

 

   

 

 

 

End of period

   $     22,602,876     $     20,632,681  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

October 31, 2021 (unaudited)

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Tax-Aware Real Return 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

 

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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. 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.

 

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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.

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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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, 2021:

 

Investments in
Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

 

Long-Term Municipal Bonds

  $ – 0  –    $ 18,375,597     $ – 0  –    $ 18,375,597  

Short-Term Municipal Notes

    – 0  –      1,565,304       – 0  –      1,565,304  

Short-Term Investments

    1,737,489       – 0  –      – 0  –      1,737,489  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    1,737,489       19,940,901       – 0  –      21,678,390  

Other Financial Instruments(a):

     

Assets:

       

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      1,153,045       – 0  –      1,153,045 (b) 

Inflation (CPI) Swaps

    – 0  –      50,576       – 0  –      50,576  

Total Return Swaps

    – 0  –      1,411,393       – 0  –      1,411,393  

Liabilities:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      (728,706     – 0  –      (728,706 )(b) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   1,737,489     $   21,827,209     $   – 0  –    $   23,564,698  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(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 written 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) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

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 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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

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. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly 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

 

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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. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in 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 fee 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, 2021, such reimbursement amounted to $646.

A summary of the Fund’s transactions in AB mutual funds for the six months ended October 31, 2021 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
10/31/21
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     1,570     $     5,488     $     5,321     $     1,737     $     0

 

*

Amount is less than $500.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended October 31, 2021 were as follows:

 

     Purchases     Sales  

Investment securities (excluding U.S. government securities)

   $     2,019,218     $     169,400  

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

   $     3,011,579  

Gross unrealized depreciation

     (752,322
  

 

 

 

Net unrealized appreciation

   $ 2,259,257  
  

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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, equity markets or currencies. 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 for swaps 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.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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 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

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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, 2021, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

During the six months ended October 31, 2021, the Fund held inflation (CPI) swaps for hedging purposes.

Total Return Swaps:

The Fund may enter into total return swaps in order to take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

During the six months ended October 31, 2021, the Fund held total return 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 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,

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the six months ended October 31, 2021, 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 centrally cleared swaps

   

$

    

1,153,045

 

 

    

Receivable/Payable for variation margin on centrally cleared swaps

   

$

    

728,706

 

Interest rate contracts

 

    

Unrealized appreciation on inflation swaps

   

    

50,576

 

 

   

Interest rate contracts

 

    

Unrealized appreciation on total return swaps

   

    

1,411,393

 

 

   
   

 

 

     

 

 

 

Total

    $   2,615,014       $   728,706  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities.

This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps 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   $ (241,424   $ 2,036,976  
   

 

 

   

 

 

 

Total

    $     (241,424   $     2,036,976  
   

 

 

   

 

 

 

 

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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, 2021:

 

Inflation Swaps:

  

Average notional amount

   $ 1,000,000  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 33,700,000  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $ 15,100,000  

Total Return Swaps:

  

Average notional amount

   $     30,300,000  

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 (“MA”) and net of the related collateral received/pledged by the Fund as of October 31, 2021. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

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

Barclays Bank PLC

  $ 1,411,393     $ – 0  –    $ (1,411,393   $     – 0  –    $ – 0  – 

JPMorgan Chase Bank, NA

    50,576       – 0  –      – 0  –      – 0  –      50,576  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $     1,461,969     $     – 0  –    $     (1,411,393   $ – 0  –    $     50,576
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

*

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.

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Six Months Ended
October 31, 2021
(unaudited)
    

Year Ended
April 30,

2021

          Six Months Ended
October 31, 2021
(unaudited)
   

Year Ended
April 30,

2021

       
  

 

 

   

Shares sold

     141,763        176,855       $ 1,663,202     $ 1,801,006    

 

   

Shares redeemed

     (126,705      (489,390       (1,541,458     (5,041,247  

 

   

Net increase (decrease)

     15,058        (312,535     $ 121,744     $ (3,240,241  

 

   

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE E

Risks Involved in Investing in the Fund

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, including public health crises (including the occurrence of a contagious disease or illness), 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 and any accrued interest. 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. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to 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 may be more difficult to trade than other types of securities.

Duration Risk—Duration is a measure that relates the expected price volatility of a fixed-income security to changes in interest rates. The duration of a fixed-income security may be shorter than or equal to full maturity of a fixed-income security. Fixed-income securities with longer durations have more risk and will decrease in price as interest rates rise.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, 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, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. 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.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

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 difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund. 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.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments 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 illiquid investments risk than most other types of investments.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

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.

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. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. 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, 2021.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE G

Distributions to Shareholders

The tax character of distributions to be paid for the year ending April 30, 2022 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended April 30, 2021 and April 30, 2020 were as follows:

 

     2021      2020  

Distributions paid from:

     

Ordinary income

   $ 74,184      $ – 0  – 

Net long-term capital gains

     2,884        – 0  – 
  

 

 

    

 

 

 

Total taxable distributions paid

     77,068        – 0  – 

Tax-exempt income

     91,730        7,743  
  

 

 

    

 

 

 

Total distributions paid

   $     168,798      $     7,743  
  

 

 

    

 

 

 

As of April 30, 2021, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed capital gains

   $     2,218,536 (a) 

Unrealized appreciation/(depreciation)

     520,333 (b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $ 2,738,869  
  

 

 

 

 

(a)

During the fiscal year, the Fund utilized $50,198 of capital loss carry forwards to offset current year net realized gains.

 

(b)

The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax treatment of swaps.

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, 2021, the Fund did not have any capital loss carryforwards.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

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.

 

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FINANCIAL HIGHLIGHTS

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

 

    Six Months
Ended
October 31,
2021
    Year Ended
April 30,
2021
   

November 12,
2019(a) to
April 30,

2021

 
 

 

 

 

Net asset value, beginning of period

    $  11.57       $  8.95       $  10.00  
 

 

 

 

Income From Investment Operations

     

Net investment income(b)

    .08       .16       .07  

Net realized and unrealized gain (loss) on investment transactions

    .92       2.55       (1.11
 

 

 

 

Net increase (decrease) in net asset value from operations

    1.00       2.71       (1.04
 

 

 

 

Less: Dividends

     

Dividends from net investment income

    (.00 )(c)      (.09     (.01
 

 

 

 

Net asset value, end of period

    $  12.57       $  11.57       $  8.95  
 

 

 

 

Total Return

     

Total investment return based on net asset value(d)

    8.65  %      30.32  %      (10.43 )% 

Ratios/Supplemental Data

     

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

    $22,603       $20,633       $18,760  

Ratio to average net assets of:

     

Expenses

    0  %^      0  %      .01  %(e)^ 

Net investment income

    1.36  %^      1.53  %      1.55  %^ 

Portfolio turnover rate

    1  %      5  %      10  % 

 

(a)

Commencement of operations.

 

(b)

Based on average shares outstanding.

 

(c)

Amount is less than $.005.

 

(d)

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.

 

(e)

The expense ratio, excluding bank overdraft expense, is .00%.

 

^

Annualized.

See notes to financial statements.

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),

Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President
and Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

Earl D. Weiner(1)*

OFFICERS

Terrance T. Hults(2), Vice President

Matthew J. Norton(2), Vice President

Andrew D. Potter(2), Vice President

Emilie D. Wrapp, Secretary

  

Michael B. Reyes, Senior Analyst

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.
501 Commerce Street
Nashville, TN 37203

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
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

One Manhattan West

New York, NY 10001

 

1

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

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Municipal Bond Investment Team. Messrs. Hults, Norton and Potter are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

 

*

Mr. Weiner is expected to retire on or about December 31, 2021.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the Fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2021, which covered the period January 1, 2020 through December 31, 2020 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Fund’s LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions

 

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have been noted since the implementation of the LRMP. During the Program Reporting Period, beginning in March 2020, all financial markets experienced extreme levels of price volatility and relative illiquidity resulting from the COVID-19 impacts on the global economy. This extreme relative illiquidity resulted in significantly wider bid-ask spreads to transact in securities, including many of those securities held by the Fund, and in a diminished depth of liquidity in most markets, to varying degrees. Nonetheless, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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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 Tax-Aware Real Return Income Shares (the “Fund”) at a meeting held by video conference on November 3-5, 2020 (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 additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

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 to the Adviser, 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 to the Fund 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 review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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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 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 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 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 provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

Because the Fund commenced operations on November 12, 2019, the directors were unable to consider historical information about the profitability of the Fund for the fiscal period ended December 2019. 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 and the money market fund advised by the Adviser in which the Fund invests. 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.

 

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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 performance information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, for the period ended July 31, 2020 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 payable by the Fund to the Adviser (zero) and information provided by an independent service provider showing the fees payable 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. 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 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 utilize investment strategies similar to those of the Fund.

 

 

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The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because 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. 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.

 

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

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

Sustainable International Thematic Fund

VALUE

All China 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 Opportunities 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

Global Bond Fund

High Income Fund

High Yield Portfolio1

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

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 December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy. Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to April 30, 2021, High Yield Portfolio was named FlexFee High Yield Portfolio.

 

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LOGO

AB TAX-AWARE REAL RETURN INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

TARRIS-0152-1021                 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. 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. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 13. 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/ Onur Erzan

  Onur Erzan
  President
Date:   December 27, 2021

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:  

/s/ Onur Erzan

  Onur Erzan
  President
Date:   December 27, 2021
By:  

/s/ Joseph J. Mantineo

  Joseph J. Mantineo
  Treasurer and Chief Financial Officer
Date:   December 27, 2021