JPMorgan exits BlackRock Municipal Income VRDP stake

JPMorgan Chase & Co. and DNT Asset Trust filed Amendment No. 1 to a Schedule 13D for BlackRock Municipal Income Trust’s Variable Rate Muni Term Preferred Shares.

Rhea-AI Filing Summary

JPMorgan Chase & Co. and DNT Asset Trust filed Amendment No. 1 to a Schedule 13D for BlackRock Municipal Income Trust’s Variable Rate Muni Term Preferred Shares. The filing reflects that, following a reorganization of the trust into BlackRock MuniHoldings Fund, Inc. on February 9, 2026, DNT Asset Trust exchanged its 1,541 VRDP Shares of the trust for an equal number of Variable Rate Muni Term Preferred Shares of BlackRock MuniHoldings Fund, Inc. As a result, the reporting parties now beneficially own 0 Preferred Shares of BlackRock Municipal Income Trust, representing 0% of that class, and all related voting and financing arrangements for those shares have been terminated.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does JPMorgan’s Amendment No. 1 Schedule 13D for BFK disclose?

The amendment states JPMorgan Chase & Co. and DNT Asset Trust no longer beneficially own any Variable Rate Muni Term Preferred Shares of BlackRock Municipal Income Trust after a February 9, 2026 reorganization into BlackRock MuniHoldings Fund, Inc.

Why did JPMorgan and DNT Asset Trust cease ownership of BFK preferred shares?

They ceased ownership because, in the reorganization of BlackRock Municipal Income Trust into BlackRock MuniHoldings Fund, Inc. on February 9, 2026, DNT Asset Trust exchanged 1,541 VRDP Shares of the trust for an equal number of preferred shares of BlackRock MuniHoldings Fund, Inc.

How many BFK preferred shares did DNT Asset Trust exchange in the reorganization?

DNT Asset Trust exchanged 1,541 Variable Rate Muni Term Preferred Shares of BlackRock Municipal Income Trust for 1,541 Variable Rate Muni Term Preferred Shares of BlackRock MuniHoldings Fund, Inc. as part of the February 9, 2026 fund reorganization transaction.

What is JPMorgan’s current beneficial ownership percentage in BFK’s preferred shares?

The amendment reports that JPMorgan Chase & Co. and DNT Asset Trust now beneficially own 0 Preferred Shares of BlackRock Municipal Income Trust, representing 0% of that preferred class following the share exchange completed in the February 9, 2026 reorganization.

Did JPMorgan terminate any arrangements related to BFK preferred shares?

Yes. The filing states that all voting and financing arrangements relating to BlackRock Municipal Income Trust’s Preferred Shares have been terminated as a result of exchanging those shares in the reorganization into BlackRock MuniHoldings Fund, Inc. completed on February 9, 2026.

When did JPMorgan and DNT Asset Trust cease being more than 5% holders of BFK preferred shares?

They ceased being beneficial owners of more than five percent of the preferred share class on February 9, 2026, the date the BlackRock Municipal Income Trust reorganized into BlackRock MuniHoldings Fund, Inc. and the 1,541 VRDP Shares were exchanged.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/26/2026 - 09:35 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

BLACKROCK MUNICIPAL INCOME TRUST

(Name of Issuer)

VARIABLE RATE MUNI TERM PREFERRED SHARES

(Title of Class of Securities)

09263Q204

(CUSIP Number)

Michael Lees
JPMorgan Chase & Co., 270 Park Avenue
New York, NY, 10017
(212) 270-6000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/09/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 09263Q204

1

Name of reporting person

JPMorgan Chase & Co.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13D

CUSIP No. 09263Q204

1

Name of reporting person

DNT Asset Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

0.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: VARIABLE RATE MUNI TERM PREFERRED SHARES
(b)	Name of Issuer: BLACKROCK MUNICIPAL INCOME TRUST
(c)	Address of Issuer's Principal Executive Offices: 100 Bellevue Parkway, Wilmington, DELAWARE , 19809.
Item 1 Comment: This Amendment No. 1 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated December 20, 2023 and filed with the SEC on January 2, 2024 (the "Original Schedule 13D"), for JPMorgan Chase & Co. ("JPMC") and DNT Asset Trust ("DNT Trust") (collectively, the "Reporting Persons") with respect to certain Variable Rate Muni Term Preferred Shares ("Preferred Shares") of BLACKROCK MUNICIPAL INCOME TRUST (the "Issuer"). This Amendment is being filed as a result of the reorganization of the Issuer into BlackRock MuniHoldings Fund, Inc. ("MHD") on February 9, 2026 (the "Reorganization") pursuant to which DNT Trust exchanged its 1,541 VRDP Shares of the Issuer (CUSIP No. 09263Q204) for an equal number of Variable Rate Muni Term Preferred Shares of MHD (CUSIP No. 09253N609).
Item 2.	Identity and Background
(a)	This information is not changed by this Amendment.
(b)	This information is not changed by this Amendment.
(c)	Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule A and Schedule B referenced therein and replacing them with Schedule A and Schedule B included with this Amendment and attached as an Exhibit hereto.
(d)	Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule A and Schedule B referenced therein and replacing them with Schedule A and Schedule B included with this Amendment and attached as an Exhibit hereto.
(e)	Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule A and Schedule B referenced therein and replacing them with Schedule A and Schedule B included with this Amendment and attached as an Exhibit hereto.
(f)	Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule A and Schedule B referenced therein and replacing them with Schedule A and Schedule B included with this Amendment and attached as an Exhibit hereto.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof: "In connection with the Reorganization of the Issuer into MHD, DNT Trust exchanged its 1,541 VRDP Shares of the Issuer (CUSIP No. 09263Q204) for an equal number of Variable Rate Muni Term Preferred Shares of MHD (CUSIP No. 09253N609). As a result of the Reorganization, the Reporting Persons no longer own any VRDP Shares of the Issuer."
Item 4.	Purpose of Transaction
	Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof: "As a result of the Reorganization, the Reporting Persons no longer own any Preferred Shares of the Issuer."
Item 5.	Interest in Securities of the Issuer
(a)	This information is not changed by this Amendment.
(b)	This information is not changed by this Amendment.
(c)	This information is not changed by this Amendment.
(d)	Item 5(d) of the Original Schedule 13D is hereby amended by deleting paragraph (d) therein and replacing it in its entirety with the following: "(d) Not applicable."
(e)	Item 5(e) of the Original Schedule 13D is hereby amended by deleting paragraph (e) therein and replacing it in its entirety with the following: "(e) On February 9, 2026, as a result of the Reorganization, the Reporting Persons ceased to be the beneficial owner of more than five percent of the class of securities."
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Original Schedule 13D is hereby deleted and replaced in its entirety with the following: "The responses of the Reporting Persons under Item 3 and Item 4 hereof are incorporated herein by reference. All voting arrangements and financing arrangements relating to the Issuer's Preferred Shares have been terminated as a result of the exchange of the Preferred Shares."
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 thereto and inserting the following exhibits in its place: "Exhibit Description of Exhibit 99.1 Joint Filing Agreement" Item 7 of the Original Schedule 13D is hereby further amended by adding the following Exhibit to the listings of exhibits to be attached to this Schedule 13D: "Exhibit Description of Exhibit 99.5 Amended and Restated Schedule A and Schedule B"

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

JPMorgan Chase & Co.

Signature:	/s/ Michael Lees
Name/Title:	Michael Lees, Executive Director
Date:	02/26/2026

DNT Asset Trust

Signature:	/s/ Tim A. Self
Name/Title:	Tim A. Self, Authorized Officer
Date:	02/26/2026

Comments accompanying signature:

Please note that Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule A and Schedule B referenced therein and replacing them with the amended and restated Schedule A and Schedule B attached to this Amendment.