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BlackRock muni CEF shake-up: fund mergers and discount program for BNY (NYSE: BNY)

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
425

Rhea-AI Filing Summary

BlackRock has combined seven municipal closed-end funds into three survivor funds, exchanging investors’ holdings based on each fund’s net asset value as of the close on February 6, 2026. Common shareholders of each acquired fund received survivor fund shares equal in aggregate NAV to their prior holdings, with cash paid instead of fractional shares.

Preferred shareholders received survivor fund preferred shares on a one-for-one basis, matched to their prior liquidation preference, and the reorganizations are expected to be non-taxable. Each survivor fund has also adopted a 2026 Discount Management Program. If its shares trade at an average discount to NAV of more than 10% between January 1 and September 30, 2026, the fund intends to run a tender offer to repurchase at least 5% of its outstanding common shares at 98% of NAV.

Positive

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Insights

BlackRock consolidates muni CEFs and adds a conditional buyback tool.

The reorganizations fold seven municipal closed-end funds into three survivor funds using NAV-based share exchange ratios set on February 6, 2026. This keeps investors’ economic exposure aligned while simplifying the product lineup and preserving preferred shareholders’ liquidation preference.

The new Discount Management Programs add a mechanism that may address persistent discounts. If a fund’s average market discount exceeds 10% from January 1, 2026 to September 30, 2026, it intends to tender for at least 5% of outstanding common shares at 98% of NAV. Actual impact will depend on future discounts and tender participation.

Filed by BlackRock MuniYield New York Quality Fund, Inc.

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-6

under the Securities Exchange Act of 1934

Subject Company: BlackRock New York Municipal Income Trust

File No: 811-10337

Date: February 9, 2026

 

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BlackRock Announces Completion of Certain Municipal CEF Reorganizations and Adoption of Discount Management Program

New York, February 9, 2026 – BlackRock Advisors, LLC announced today each of the closed-end funds named below (each, a “Fund” and collectively, the “Funds”) have completed their reorganizations or mergers, as applicable (each, a “Reorganization” and collectively, the “Reorganizations”). Additionally, each of the Survivor Funds, as identified below, adopted a Discount Management Program that seeks to enhance long-term shareholder value via periodic liquidity events if certain conditions are met (see below for details).

 

 

Reorganization of BlackRock California Municipal Income Trust (BFZ) with and into BlackRock MuniHoldings California Quality Fund, Inc. (MUC)

 

 

Reorganizations of BlackRock New York Municipal Income Trust (BNY) and BlackRock MuniHoldings New York Quality Fund, Inc. (MHN) with and into BlackRock MuniYield New York Quality Fund, Inc. (MYN)

 

 

Reorganizations of BlackRock MuniHoldings Quality Fund II, Inc. (MUE), BlackRock Municipal Income Trust (BFK), BlackRock Municipal Income Quality Trust (BYM) and BlackRock Municipal Income Trust II (BLE) with and into BlackRock MuniHoldings Fund, Inc. (MHD)

Seven Muni CEFs have been reorganized into three acquiring funds:

 

 

BlackRock Municipal CEF Reorganizations Summary

 

 

 

Survivor Funds

 

  

 

Acquired Funds

 

       
MUC    BFZ         
         
MYN    BNY    MHN      
         
MHD    MUE    BFK    BYM    BLE

 

 

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Fund    Ticker   

Net Asset Value

/ Share ($)

   Share Conversion Ratio
     
BlackRock California Municipal Income Trust    BFZ    12.0395    1.02530147
     
BlackRock MuniHoldings California Quality Fund, Inc    MUC    11.7424    -

 

Fund    Ticker   

Net Asset Value

/ Share ($)

   Share Conversion Ratio
     
BlackRock New York Municipal Income Trust    BNY    11.1056    1.02143002
     
BlackRock MuniHoldings New York Quality Fund, Inc.    MHN    11.2087    1.03091257
     
BlackRock MuniYield New York Quality Fund, Inc.    MYN    10.8726    -

 

Fund    Ticker   

Net Asset Value

/ Share ($)

   Share Conversion Ratio
     
BlackRock MuniHoldings Quality Fund II, Inc.    MUE    10.9625    0.85365094
     
BlackRock Municipal Income Trust    BFK    10.8945    0.84835577
     
BlackRock Municipal Income Quality Trust    BYM    12.0152    0.93562479
     
BlackRock Municipal Income Trust II    BLE    11.4106    0.88854453
     
BlackRock MuniHoldings Fund, Inc.    MHD    12.8419    -

The Reorganizations were based on the relative net asset values of each Fund’s common shares at the time of the applicable Reorganization.

In the Reorganizations, common shareholders of each Acquired Fund received an amount of its respective Survivor Fund’s common shares equal to the aggregate NAV of their holdings of the Acquired Fund’s common shares as determined at the close of business on February 6, 2026. Fractional shares of each Survivor Fund’s common shares were not issued in the Reorganizations and consequently cash will be distributed for any such fractional shares.

 

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In addition, each Acquired Fund’s preferred shareholders received on a one-for-one basis Survivor Fund preferred shares in an amount equal to the aggregate preferred share liquidation preference held by the Acquired Fund’s preferred shareholders immediately prior to the Reorganizations.

The Reorganizations are expected to be non-taxable events.

Discount Management Program (DMP)

Each of the Survivor Funds will participate in a DMP for 2026. Under the terms of each Fund’s DMP, each Fund intends to offer to repurchase a portion of its outstanding common shares via tender offer if certain conditions are met during the specified time period, as detailed below.

If a Fund’s common shares trade at an average daily discount to net asset value (“NAV”) of greater than 10.00% during the 9-month measurement period (the “Measurement Period”), the Fund intends to offer to repurchase, as soon as practicable following the Measurement Period end date, a minimum of 5% of its outstanding common shares at a price equal to 98% of the Fund’s NAV, as determined on the trading day after the tender offer expires.

Each DMP will be comprised of one Measurement Period, as detailed below, unless continued by a Fund’s Board of Directors/Trustees (each a “Board”). The Measurement Period start and end dates are currently expected to be as indicated below.

 

         

Measurement

Period Start

  

Measurement Period

End

  

Discount to NAV

Trigger

   Repurchase Amount    Price
         
January 1, 2026    September 30, 2026   

More than

-10.00%

   Minimum of 5% of outstanding shares    98% of NAV

Each DMP is intended to enhance long-term shareholder value. However, even if a tender offer is triggered under a DMP, there is no guarantee that shareholders will be able to sell all of the shares that they desire to sell in any particular tender offer and there can be no assurances as to the effect that a DMP will have on the market for a Fund’s shares or the discount at which a Fund’s shares may trade relative to its NAV.

This communication is not intended to, and shall not, constitute an offer to purchase or sell shares of any of the Funds, including each Survivor Fund. Investors should consider a Survivor Fund’s investment objective, risks, charges and expenses carefully and consider in its entirety the applicable Joint Proxy Statement/Prospectus relating to a Reorganization, which contains important information regarding the investment objectives and policies, risks, charges, expenses and other important information about the applicable Survivor Fund.

About BlackRock

BlackRock’s purpose is to help more and more people experience financial well-being. As a fiduciary to investors and a leading provider of financial technology, we help millions of people build savings

 

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that serve them throughout their lives by making investing easier and more affordable. For additional information on BlackRock, please visit www.blackrock.com/corporate.

Availability of Fund Updates

BlackRock will update performance and certain other data for the Funds on a monthly basis on its website in the “Closed-end Funds” section of www.blackrock.com as well as certain other material information as necessary from time to time. Investors and others are advised to check the website for updated performance information and the release of other material information about the Funds. This reference to BlackRock’s website is intended to allow investors public access to information regarding the Funds and does not, and is not intended to, incorporate BlackRock’s website in this release.

Forward-Looking Statements

This press release, and other statements that BlackRock or the Funds may make, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act, with respect to the Funds or BlackRock’s future financial or business performance, strategies or expectations. Forward-looking statements are typically identified by words or phrases such as “trend,” “potential,” “opportunity,” “pipeline,” “believe,” “comfortable,” “expect,” “anticipate,” “current,” “intention,” “estimate,” “position,” “assume,” “outlook,” “continue,” “remain,” “maintain,” “sustain,” “seek,” “achieve,” and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may” or similar expressions.

BlackRock cautions that forward-looking statements are subject to numerous assumptions, risks and uncertainties, which change over time. Forward-looking statements speak only as of the date they are made, and BlackRock assumes no duty to and does not undertake to update forward-looking statements. Actual results could differ materially from those anticipated in forward-looking statements and future results could differ materially from historical performance.

With respect to the Funds, the following factors, among others, could cause actual events to differ materially from forward-looking statements or historical performance: (1) changes and volatility in political, economic or industry conditions, the interest rate environment, foreign exchange rates or financial and capital markets, which could result in changes in demand for the Funds or a Fund’s net asset value; (2) the relative and absolute investment performance of the Funds and its investments; (3) the impact of increased competition; (4) the unfavorable resolution of any legal proceedings; (5) the extent and timing of any distributions or share repurchases; (6) the impact, extent and timing of technological changes; (7) the impact of legislative and regulatory actions and reforms, and regulatory, supervisory or enforcement actions of government agencies relating to the Funds or BlackRock, as applicable; (8) terrorist activities, international hostilities, health epidemics and/or pandemics and natural disasters, which may adversely affect the general economy, domestic and local financial and capital markets, specific industries or BlackRock; (9) BlackRock’s ability to attract and retain highly talented professionals; (10) the impact of BlackRock electing to provide support to its products from time to time; and (11) the impact of problems at other financial institutions or the failure or negative performance of products at other financial institutions.

 

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Annual and Semi-Annual Reports and other regulatory filings of the Funds with the SEC are accessible on the SEC’s website at www.sec.gov and on BlackRock’s website at www.blackrock.com, and may discuss these or other factors that affect the Funds. The information contained on BlackRock’s website is not a part of this press release.

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FAQ

What restructuring did BlackRock’s municipal closed-end funds, including BNY, complete?

BlackRock completed reorganizations combining seven municipal closed-end funds into three survivor funds. Shareholders of each acquired fund received shares of the applicable survivor fund based on relative net asset values, with cash paid for any fractional shares created by the exchange ratios.

How were share exchange ratios determined in the BlackRock muni CEF reorganizations?

Share exchange ratios were based on each fund’s net asset value per share at the time of the reorganizations. Common shareholders received survivor fund shares equal in aggregate NAV to their prior holdings, calculated using closing NAVs on February 6, 2026, with no fractional shares issued.

What is the Discount Management Program for BlackRock muni funds like BNY?

Each survivor fund will run a 2026 Discount Management Program. If its common shares trade at an average daily discount to NAV greater than 10% during a January 1–September 30, 2026 measurement period, it intends to offer to repurchase at least 5% of outstanding common shares at 98% of NAV.

Are the BlackRock municipal fund reorganizations expected to be taxable for shareholders?

The reorganizations are expected to be non-taxable events. Common shareholders exchanged acquired fund shares for survivor fund shares based on NAV, and preferred shareholders received survivor fund preferred shares matching their prior liquidation preference. Investors should review the Joint Proxy Statement/Prospectus for full tax-related details.

How will preferred shareholders be treated in the BlackRock muni CEF reorganizations?

Preferred shareholders of each acquired fund received survivor fund preferred shares on a one-for-one basis. The number of survivor fund preferred shares matched the aggregate preferred share liquidation preference held immediately before the reorganizations, maintaining their senior claim structure within the new combined funds.

What are the key terms of the potential tender offers under the Discount Management Program?

If triggered by a sustained discount greater than 10% during the 2026 measurement period, a fund intends to conduct a tender offer. It would seek to repurchase at least 5% of its outstanding common shares at a price equal to 98% of the fund’s net asset value.
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