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$100M at-the-market share program set by abrdn Global Dynamic (NYSE: AGD)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

abrdn Global Dynamic Dividend Fund entered into an amended and restated distribution agreement with ALPS Distributors, Inc., allowing the Fund to offer and sell up to $100,000,000 of common shares in an at-the-market offering through the distributor.

Sales of these common shares must be made at prices at or above the Fund’s current net asset value, excluding any distribution commissions or discounts. UBS Securities LLC will act as sub-placement agent under a separate amended and restated sub-placement agent agreement, and the offering is conducted under the Fund’s effective shelf registration statement on Form N-2.

Positive

  • None.

Negative

  • None.
Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
ATM program size $100,000,000 of Common Shares Maximum aggregate amount for at-the-market offering
Registration statement file number File No. 333-290833 Shelf registration statement on Form N-2
Principal office ZIP code 19103 Address of principal executive offices in Philadelphia, PA
Telephone number (800)-522-5465 Registrant’s telephone number
at the market financial
"transactions deemed to be “at the market” as defined in Rule 415"
“At the market” describes a method companies use to sell newly issued shares directly into the open market at whatever the current trading price is, usually through a broker who places shares in small amounts over time. Investors care because it can reduce each existing shareholder’s ownership percentage and increase the number of shares outstanding, while giving the company a flexible, quick way to raise cash — like adding single seats to a train instead of buying a whole new carriage.
Distribution Agreement financial
"entered into an amended and restated distribution agreement (the “Distribution Agreement”)"
A distribution agreement is a contract that lets one party sell, market or deliver another party’s products or services in specified places or channels, and spells out who handles pricing, inventory, delivery, payments and how long the arrangement lasts. For investors it matters because these deals determine how widely a product can reach customers, how quickly revenue can grow, what profit margin the company keeps, and what legal or operational risks the business assumes—think of it like a store deciding which wholesaler will stock and promote a product.
Sub-Placement Agent Agreement financial
"amended and restated sub-placement agent agreement, dated April 1, 2026 (the “Sub-Placement Agent Agreement”)"
shelf registration statement regulatory
"effective shelf registration statement on Form N-2 (File No. 333-290833)"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
Form N-2 regulatory
"effective shelf registration statement on Form N-2 (File No. 333-290833)"
Form N-2 is a U.S. Securities and Exchange Commission filing that investment companies use to register and describe closed-end funds and certain management companies for public investors. It lays out the fund’s purpose, fees, risks, portfolio policies and management team—like a detailed product label for a financial product—so investors can compare offerings, understand costs and risks, and make informed decisions before buying shares.
false 0001362481 0001362481 2026-04-01 2026-04-01 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) April 1, 2026 (April 1, 2026)

 

abrdn Global Dynamic Dividend Fund

(Exact name of registrant as specified in its charter)

 

Delaware   811-21901   20-4924557

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

   

1900 Market Street, Suite 200

Philadelphia, PA

  19103
(Address of principal executive offices)   (Zip Code)

 

Registrants telephone number, including area code (800)-522-5465

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which
registered
Common Shares of Beneficial Interest AGD New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

¨ Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement.

 

On April 1, 2026, abrdn Global Dynamic Dividend Fund (NYSE: AGD) (the “Fund”) entered into an amended and restated distribution agreement (the “Distribution Agreement”) with ALPS Distributors, Inc. (the “Distributor”), pursuant to which the Fund may offer and sell up to $100,000,000 of common shares of beneficial interest with no par value (“Common Shares”), from time to time through the Distributor, in transactions deemed to be “at the market” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Offering”). Under the Investment Company Act of 1940, as amended, the Fund may not sell any Common Shares at a price below the current net asset value of such common shares, exclusive of any distributing commission or discount.

 

Pursuant to the Distribution Agreement, the Distributor may enter into sub-placement agent agreements with one or more selected dealers. The Distributor has entered into an amended and restated sub-placement agent agreement, dated April 1, 2026 (the “Sub-Placement Agent Agreement”), with UBS Securities LLC (the “Sub-Placement Agent”) relating to the Common Shares to be offered under the Distribution Agreement.

 

The Offering is being made pursuant a prospectus supplement, dated April 1, 2026 and the accompanying prospectus, dated October 30, 2025, each of which constitute part of the Fund’s effective shelf registration statement on Form N-2 (File No. 333-290833) previously filed with the Securities and Exchange Commission (the “Registration Statement”).

 

The foregoing descriptions of the Distribution Agreement and the Sub-Placement Agent Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Distribution Agreement filed with this report as Exhibit 1.1 and incorporated herein by reference, and the full text of the Sub-Placement Agent Agreement filed with this report as Exhibit 1.2 and incorporated herein by reference.

 

Item 8.01. Other Events

 

On April 1, 2026, the Fund commenced the Offering pursuant to the Fund’s Registration Statement. A copy of the opinion of Dechert LLP relating to the legality of the Common Shares is filed as Exhibit 5.1 to this report.

 

The Fund incorporates by reference the exhibits filed herewith into the Registration Statement.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

  1.1 Amended and Restated Distribution Agreement between the Registrant and ALPS Distributors, Inc.
     
  1.2 Amended and Restated Sub-Placement Agent Agreement between ALPS Distributors, Inc. and UBS Securities LLC
     
  5.1 Opinion of Dechert LLP
     
  23.1 Consent of Dechert LLP (included in Exhibit 5.1)
     
  104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  abrdn Global Dynamic Dividend Fund
     
Date: April 1, 2026 By: /s/ Robert Hepp
  Name: Robert Hepp
  Title: Vice President

 

 

 

FAQ

What did abrdn Global Dynamic Dividend Fund (AGD) announce in this Form 8-K?

abrdn Global Dynamic Dividend Fund entered an amended and restated distribution agreement with ALPS Distributors, Inc. This allows the Fund to conduct an at-the-market offering of common shares under its existing shelf registration statement on Form N-2 with the Securities and Exchange Commission.

How large is the at-the-market offering for abrdn Global Dynamic Dividend Fund (AGD)?

The Fund may offer and sell up to $100,000,000 of common shares of beneficial interest through the distributor. These shares have no par value and are issued over time in transactions deemed to be at the market under Rule 415 of the Securities Act.

At what price can AGD shares be sold under this offering?

Under the Investment Company Act of 1940, the Fund may not sell any common shares at a price below the current net asset value of those shares. This price requirement applies exclusive of any distributing commission or discount associated with the at-the-market offering program.

Who are the distribution and sub-placement agents for AGD’s at-the-market program?

ALPS Distributors, Inc. serves as the distributor under the amended and restated distribution agreement. UBS Securities LLC acts as sub-placement agent under an amended and restated sub-placement agent agreement, handling the placement of common shares offered through the distribution arrangement.

Under what registration statement is AGD’s offering being made?

The offering is being made pursuant to a prospectus supplement dated April 1, 2026 and a prospectus dated October 30, 2025. Together they form part of the Fund’s effective shelf registration statement on Form N-2, File No. 333-290833, previously filed with the SEC.

When did abrdn Global Dynamic Dividend Fund commence this at-the-market offering?

The Fund commenced the at-the-market offering on April 1, 2026 pursuant to its effective registration statement. On the same date, it also executed the amended and restated distribution agreement and sub-placement agent agreement that govern sales of its common shares through the program.

Filing Exhibits & Attachments

6 documents
abrdn Global Dynamic Dividend

NYSE:AGD

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