Eaton Vance Senior Floating-Rate Trust (EFR) posts final tender results

Rhea-AI Filing Summary

Eaton Vance Senior Floating-Rate Trust filed Amendment No. 2 to its Schedule TO to report final results of its cash tender offer for up to 100% of its outstanding Auction Preferred Shares, Series A, B, C and D. The offer paid 98% of the $25,000 liquidation preference (or $24,500 per share) plus accrued unpaid dividends, and expired on May 29, 2026 at 5:00 p.m. New York City Time. The Fund issued a press release on June 1, 2026 announcing the final results; that press release is filed as Exhibit (a)(5)(iv).

Key Figures

Offer coverage: Up to 100% of outstanding preferred shares Liquidation preference: $25,000 Offer price (net to seller): $24,500 per share +2 more

5 metrics

Offer coverage Up to 100% of outstanding preferred shares Offer to purchase Series A, B, C, and D

Liquidation preference $25,000 per preferred share stated liquidation preference

Offer price (net to seller) $24,500 per share equals 98% of $25,000 plus accrued unpaid dividends

Offer expiration May 29, 2026 at 5:00 p.m. New York City Time expiration date/time of the Offer

Press release date June 1, 2026 date Fund issued press release with final results

Key Terms

Schedule TO, Offer to Purchase, Letter of Transmittal, Auction Preferred Shares

4 terms

Schedule TO regulatory

"Amendment No. 2 to the Tender Offer Statement on Schedule TO"

A phrase indicating that a company plans or intends to hold an event, publish information, or take an action at a specified future time, but that the timing is not guaranteed and may change. For investors it signals an expected milestone—like an earnings call, product launch, or filing—so think of it as a calendar note rather than a firm promise; timing shifts can affect trading, expectations, and planning.

Offer to Purchase financial

"terms set forth in the Fund’s Offer to Purchase dated April 30, 2026"

An offer to purchase is a formal proposal from one party to buy a specific amount of shares or assets from another party at a set price. It matters to investors because it signals interest in acquiring ownership and can influence the value or control of a company. Think of it as someone putting forward a clear, serious offer to buy something they find valuable.

Letter of Transmittal regulatory

"related Letter of Transmittal which, together with any amendments"

A letter of transmittal is a written form investors use when sending physical stock certificates or electronic ownership documents to a company or its agent to surrender shares, tender them in an offer, or claim payment or replacement securities. It acts like a packing slip that lists what is enclosed, gives instructions on how the transfer should be handled, and provides proof of the transaction—important for ensuring investors receive the correct payment or new securities without delay or dispute.

Auction Preferred Shares financial

"Auction Preferred Shares, Series A, B, C, and D"

Auction preferred shares are a type of preferred stock that pays regular income with the payment rate set periodically through a bidding process rather than fixed forever. Think of it like buying a concert seat where the ticket price (the income rate) is determined by an auction among buyers; the result decides what new investors will receive until the next auction. They matter to investors because they offer potentially higher income tied to market demand but also bring interest-rate, auction, and liquidity risks and sit ahead of common stock for dividend and liquidation priority.

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

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Accepted by SEC EDGAR 06/01/2026 - 04:47 PM Learn about SEC filing dates

FAQ

What did Eaton Vance (EFR) offer for its preferred shares?

The Fund offered 98% of the $25,000 liquidation preference, equal to $24,500 per preferred share, plus any unpaid dividends accrued prior to the Offer's expiration, payable in cash under the terms of the Offer to Purchase and Letter of Transmittal.

Which series of preferred shares were included in the tender offer?

The Offer covered Auction Preferred Shares Series A, B, C and D. The filing identifies the four series by CUSIP and designation and states the Offer applied to up to 100% of all outstanding preferred shares of those series.

When did the tender offer expire and when were results announced?

The Offer expired on May 29, 2026 at 5:00 p.m. New York City Time. The Fund issued a press release announcing the final results on June 1, 2026, filed as Exhibit (a)(5)(iv) to the Schedule TO.

How were unpaid dividends and taxes handled in the payment?

Payment per accepted share included unpaid dividends accrued before expiration, less applicable withholding taxes. The stated cash consideration per share was net to the seller after these adjustments under the Offer's terms.

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 1, 2026

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

SCHEDULE TO

Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the
Securities Exchange Act of 1934

(Amendment No. 2)

Eaton Vance Senior Floating-Rate Trust
(Name of Subject Company (Issuer))

Eaton Vance Senior Floating-Rate Trust
(Name of Filing Person (Issuer))

Auction Preferred Shares Series A, B, C, and D Par Value $.01 Per Share
(Title of Class of Securities)

Series A - 27828Q204
Series B - 27828Q303
Series C - 27828Q402
Series D - 27828Q501
(CUSIP Number of Class of Securities)

Deidre E. Walsh

Eaton Vance Management

One Post Office Square

Boston, Massachusetts 02109

(617) 672-8305
(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications on Behalf of the Person(s) Filing Statement)

☐ Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which the statement relates:

☐	third party tender offer subject to Rule 14d-1.
☒	issuer tender offer subject to Rule 13e-4.
☐	going-private transaction subject to Rule 13e-3.
☐	amendment to Schedule 13D under Rule 13d-2.

Check the following box if the filing is a final amendment reporting the results of the tender offer. ☒

Items 1 through 9 and Item 11.

This Amendment No. 2 further amends and supplements the Tender Offer Statement on Schedule TO (the “Schedule TO”) filed by Eaton Vance Senior Floating-Rate Trust, a Massachusetts business trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company (the “Fund”). Schedule TO relates to the Fund’s offer to purchase for cash up to 100% of all of its outstanding preferred shares of beneficial interest, par value $0.01 per share and a liquidation preference of $25,000 per share, designated Auction Preferred Shares, Series A, B, C, and D (the “Preferred Shares”), upon the terms and subject to the conditions set forth in the Fund’s Offer to Purchase dated April 30, 2026 (the “Offer to Purchase”) and the related Letter of Transmittal (the “Letter of Transmittal” which, together with any amendments or supplements thereto, collectively constitute the “Offer”), copies of which were previously filed as Exhibits (a)(1)(i) and (a)(1)(ii), respectively.

The price to be paid for the Preferred Shares is an amount per share, net to the seller in cash, equal to 98% of the liquidation preference of $25,000 per share (or $24,500 per share), plus any unpaid dividends accrued prior to the expiration date of the Offer, less any applicable withholding taxes and without interest. The information set forth in the Offer is incorporated herein by reference with respect to Items 1 through 9 and Item 11 of this Schedule TO.

This Amendment No. 2 is being filed to report the final results of the Offer and is intended to satisfy the reporting requirements of Rule 13e-4(c)(4) promulgated under the Securities Exchange Act of 1934, as amended. Only those items amended are reported in this Amendment No. 2. The information set forth in Schedule TO is incorporated herein by reference, except that such information is hereby amended and supplemented to the extent amended and supplemented by the information provided herein and the exhibit filed herewith.

You should read this Amendment No. 2 together with Schedule TO, and all exhibits attached thereto, including the Offer to Purchase and the Letter of Transmittal, as each may have been amended or supplemented from time to time.

Item 11.

Item 11 is hereby amended and supplemented by adding at the end thereof the following text: “On June 1, 2026, the Fund issued a press release announcing the final results of the Offer, which expired on May 29, 2026 at 5:00 p.m. New York City Time. A copy of the press release is filed as Exhibit (a)(5)(iv) to this Schedule TO and is incorporated herein by reference.”

Item 12. Exhibits.

Item 12 of Schedule TO is hereby amended and supplemented to add the following exhibit:

(a)(5)(iv)	Press Release issued on June 1, 2026.
107	Filing Fees – Calculation of Filing Fee Table.

Item 13. Information Required by Schedule 13e-3.

Not applicable.

Signature

After due 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.

	Eaton Vance Senior Floating-Rate Trust
	By:	/s/ Kenneth A. Topping
	Name:	Kenneth A. Topping
	Title:	President
		Dated as of June 1, 2026

Exhibit Index

Exhibit No.	Document
(a)(5)(iv)	Press Release issued on June 1, 2026.
107	Filing Fees – Calculation of Filing Fee Table.