1
|
NAME OF REPORTING PERSON
Karpus Investment Management
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
NEW YORK
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
1,056,527
|
|
8
|
SHARED VOTING POWER
-
|
||
9
|
SOLE DISPOSITIVE POWER
1,056,527
|
||
10
|
SHARED DISPOSITIVE POWER
-
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,056,527
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.36%
|
||
14
|
TYPE OF REPORTING PERSON
IA
|
1
|
NAME OF REPORTING PERSON
George W. Karpus
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) x
(b) o
|
|
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC, PF
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
¨
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
38,798*
|
|
8
|
SHARED VOTING POWER
21,353*
|
||
9
|
SOLE DISPOSITIVE POWER
38,798*
|
||
10
|
SHARED DISPOSITIVE POWER
21,353*
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
60,151*
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 1%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
Item 1.
|
Security and Issuer.
|
Item 2.
|
Identity and Background.
|
Item 3.
|
Source and Amount of Funds or Other Consideration.
|
Item 4.
|
Purpose of Transaction.
|
Item 5.
|
Interest in Securities of the Issuer.
|
A.
|
Karpus Investment Management
|
|
(a)
|
As of February 6, 2019, Karpus beneficially owned 1,056,527 Shares held in the Accounts.
|
|
(b)
|
1. Sole power to vote or direct vote:
1,056,527
|
|
2. Shared power to vote or direct vote:
0
|
|
3. Sole power to dispose or direct the disposition:
1,056,527
|
|
4. Shared power to dispose or direct the disposition:
0
|
|
(c)
|
The transactions in the Shares by Karpus over the last 60 days are set forth in Schedule B and incorporated herein by reference.
|
B.
|
George W. Karpus
|
|
(a)
|
As of February 6, 2019,
George W. Karpus beneficially owned 38,798 Shares. In addition, George W. Karpus may be deemed to beneficially own the 21,353 Shares held in the Karpus Entities.
|
|
(b)
|
1. Sole power to vote or direct vote:
38,798
|
|
2. Shared power to vote or direct vote:
21,353
|
|
3. Sole power to dispose or direct the disposition:
38,798
|
|
4. Shared power to dispose or direct the disposition:
21,353
|
|
(c)
|
Neither Mr. Karpus nor the Karpus Entities have had any transactions in the Shares for the past 60 days.
|
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
|
Item 7.
|
Material to be Filed as Exhibits.
|
|
99.1
|
Agreement, dated February 15, 2019.
|
|
99.2
|
Joint Filing Agreement By and Between Karpus Management, Inc. and George W. Karpus, dated February 15, 2019.
|
KARPUS MANAGEMENT, INC.
|
|||
By:
|
/s/ Daniel Lippincott
|
||
Name:
|
Daniel Lippincott, CFA
|
||
Title:
|
Director of Investment Personnel and Senior Tax-Sensitive Manager
|
/s/ George W. Karpus
|
|
GEORGE W. KARPUS
|
Name
|
Position & Present Principal Occupation
|
Business Address
|
Shares Owned
|
George W. Karpus
|
President, CEO, and Chairman of the Board
|
183 Sully’s Trail, Pittsford, New York 14534
|
See Above
|
Kathleen Finnerty Crane
|
Chief Financial Officer
|
183 Sully’s Trail, Pittsford, New York 14534
|
25
Shares
|
Dana R. Consler
|
Executive Vice President
|
183 Sully’s Trail, Pittsford, New York 14534
|
440
Shares
|
Thomas M. Duffy
|
Vice President
|
183 Sully’s Trail, Pittsford, New York 14534
|
0
Shares
|
Sharon L. Thornton
|
Chief Compliance Officer
|
183 Sully’s Trail, Pittsford, New York 14534
|
0
Shares
|
Daniel L. Lippincott, CFA
|
Director of Investment Personnel and Sr. Tax-Sensitive Manager
|
183 Sully’s Trail, Pittsford, New York 14534
|
0
Shares
|
Nature of the Transaction
|
Securities
Purchased/(Sold)
|
Price Per
Share($)
|
Date of
Purchase / Sale
|
Sale of Common Stock
|
(234)
|
$8.13
|
12/24/2018
|
Sale of Common Stock
|
(15,335)
|
$8.27
|
12/26/2018
|
Sale of Common Stock
|
(5,176)
|
$8.16
|
12/27/2018
|
Sale of Common Stock
|
(1,560)
|
$9.09
|
1/9/2019
|
Sale of Common Stock
|
(1,060)
|
$9.04
|
1/10/2019
|
Sale of Common Stock
|
(1,085)
|
$9.36
|
1/18/2019
|
Sale of Common Stock
|
(120)
|
$9.31
|
1/24/2019
|
Sale of Common Stock
|
(200)
|
$9.17
|
1/28/2019
|
Sale of Common Stock
|
(775)
|
$9.32
|
1/29/2019
|
|
|
|
|
|
|
|
|
17. Entire Agreement. This Agreement, together with any written agreement entered into by the Parties on or after the date of this Agreement, shall constitute the entire agreement among the Parties and shall supersede all previous agreements, promises, proposals, representations, understandings and negotiations, whether written or oral, among the Parties respecting the subject matter hereof.
KARPUS MANAGEMENT, INC.
|
|||
By:
|
/s/ Daniel Lippincott
|
||
Name:
|
Daniel Lippincott, CFA
|
||
Title:
|
Director of Investment Personnel and
Sr. Tax-Sensitive Portfolio Manager |
/s/ George W. Karpus
|
|
GEORGE W. KARPUS
|