1,741 BLE preferred shares swapped in BlackRock (NYSE: BLE) fund reorganization

Rhea-AI Filing Summary

BLACKROCK MUNICIPAL INCOME TRUST II reported an internal reorganization-related transaction involving its preferred shares. In connection with the trust’s reorganization into BlackRock MuniHoldings Fund, Inc. ("MHD"), 1,741 Series W-7 Variable Rate Muni Term Preferred Shares were exchanged in a cashless transaction.

These 1,741 preferred shares were beneficially owned by DNT Asset Trust and were exchanged for an equal number of similar preferred shares of MHD. JPMorgan Chase & Co. reports only an indirect interest in these securities through its indirect ownership of DNT Asset Trust and includes a disclaimer that the joint filing does not constitute an admission of group status for ownership or control purposes.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

JPMORGAN CHASE & CO

(Last) (First) (Middle)

270 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKROCK MUNICIPAL INCOME TRUST II [ BLE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Series W-7 Variable Rate Muni Term Preferred Shares	02/09/2026		J(1)(2)		1,741	D(1)	(1)	0	I(2)	By Subsidiary(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

JPMORGAN CHASE & CO

(Last) (First) (Middle)

270 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

DNT Asset Trust

(Last) (First) (Middle)

270 PARK AVENUE

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. In connection with the reorganization of the Issuer into BlackRock MuniHoldings Fund, Inc. ("MHD"), 1,741 Series W-7 Variable Rate Muni Term Preferred Shares ("VMTP Shares") of the Issuer beneficially owned by DNT Asset Trust ("DNT Trust") were exchanged for an equal number of VMTP Shares of MHD in a cashless transaction. The 1,741 shares reported as disposed of in Table I represent shares that were beneficially owned by DNT Trust.

2. This statement is jointly filed by JPMorgan Chase & Co. and DNT Trust. JPMorgan Chase & Co. holds an indirect interest in the securities listed in Table I by virtue of its indirect ownership of its subsidiary DNT Trust.

3. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.

Remarks:

Exhibits Index Exhibit 99.1 - Joint Filing Agreement Exhibit 99.2 - Joint Filer Information

	JPMORGAN CHASE & CO., by: /s/ Michael Lees	02/26/2026
	DNT ASSET TRUST, by: /s/ Tim A. Self	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did BLACKROCK MUNICIPAL INCOME TRUST II (BLE) report in this Form 4?

The filing reports a reorganization-related exchange of 1,741 Series W-7 Variable Rate Muni Term Preferred Shares. These were swapped for an equal number of similar preferred shares of BlackRock MuniHoldings Fund, Inc. (MHD) in a cashless transaction tied to a fund reorganization.

Who owned the 1,741 preferred shares involved in the BLE transaction?

The 1,741 Series W-7 Variable Rate Muni Term Preferred Shares were beneficially owned by DNT Asset Trust. The filing explains that these shares were reported as disposed of because they were exchanged for an equal number of similar preferred shares of BlackRock MuniHoldings Fund, Inc.

How is JPMorgan Chase & Co. related to the BLE preferred share transaction?

JPMorgan Chase & Co. reports an indirect interest in the securities through its indirect ownership of its subsidiary, DNT Asset Trust. The statement is jointly filed by JPMorgan Chase & Co. and DNT Asset Trust, reflecting this indirect economic interest in the reported preferred shares.

Was cash paid in the exchange of BLE’s Series W-7 preferred shares?

No cash changed hands in this transaction. The 1,741 Series W-7 Variable Rate Muni Term Preferred Shares of BLACKROCK MUNICIPAL INCOME TRUST II were exchanged for an equal number of similar preferred shares of BlackRock MuniHoldings Fund, Inc. in a cashless reorganization-related exchange.

Does the BLE filing say JPMorgan and DNT Asset Trust form an investor group?

The reporting persons expressly disclaim being part of any group for ownership purposes. They state that the joint filing should not be construed as an admission of acting together as a partnership, syndicate, or group with respect to the issuer or its securities under Section 13(d).

What happened to the reported 1,741 BLE preferred shares after the transaction?

The 1,741 Series W-7 Variable Rate Muni Term Preferred Shares of BLACKROCK MUNICIPAL INCOME TRUST II were exchanged for an equal number of similar preferred shares of BlackRock MuniHoldings Fund, Inc., reflecting the issuer’s reorganization into MHD rather than an outright sale for cash.