Eaton Vance Senior Floating-Rate Trust (EFR) offers $24,500 to repurchase preferreds

Rhea-AI Filing Summary

Eaton Vance Senior Floating-Rate Trust launched an issuer tender offer to purchase up to 100% of its outstanding Auction Preferred Shares, Series A, B, C and D. The Fund will pay 98% of the $25,000 liquidation preference per share ($24,500) plus unpaid dividends accrued through May 29, 2026, subject to withholding and the Offer's conditions. As of March 31, 2026, 3,032 Preferred Shares were issued and outstanding. The Offer materials (Offer to Purchase and Letter of Transmittal) are attached as exhibits.

Insights

Closed-End Fund Strategist

Tender offers for preferred shares reduce outstanding preferred obligations if fully accepted.

The Fund is offering cash to repurchase up to 100% of its Auction Preferred Shares at $24,500 per share (98% of the $25,000 liquidation preference) plus accrued dividends through May 29, 2026. This is a balance-sheet transaction funded per the Offer's source-of-funds section.

Acceptance levels and any conditional proration will determine the final reduction in preferred outstanding; subsequent filings will show acceptance and payment amounts.

Corporate Finance Analyst

The Offer centralizes control over preferred liabilities but exact cash impact depends on acceptance.

The Offer permits repurchase of up to all issued preferreds (3,032 shares as of March 31, 2026) at a fixed per-share cash amount plus accrued dividends. The Offer references a specified funding source in Section 9 of the Offer to Purchase.

Final financial effect depends on tender participation and any withholding; follow-up filings will report acceptance, total cash paid, and accounting treatment.

Key Figures

Offer price per preferred share: $24,500 Liquidation preference: $25,000 per share Shares outstanding: 3,032 shares +2 more

5 metrics

Offer price per preferred share $24,500 98% of $25,000 liquidation preference

Liquidation preference $25,000 per share designated Auction Preferred Shares

Shares outstanding 3,032 shares as of March 31, 2026

Accrued dividends cutoff May 29, 2026 dividends accrued through this date included in payment

Offer date April 30, 2026 Offer to Purchase dated April 30, 2026

Key Terms

Tender Offer, liquidation preference, Letter of Transmittal, Notice of Guaranteed Delivery, +1 more

5 terms

Tender Offer regulatory

"This Issuer Tender Offer Statement on Schedule TO relates to an offer by Eaton Vance Senior Floating-Rate Trust"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

liquidation preference financial

"liquidation preference of $25,000 per share"

A liquidation preference is a rule that determines who gets paid first and how much they receive when a company is sold, goes bankrupt, or distributes its assets. It gives certain investors a priority claim—often returning their original investment plus any agreed multiple—before other owners receive money, which shapes how much common shareholders and founders ultimately get; think of it as a front-of-the-line pass that affects payout order and investor returns.

Letter of Transmittal regulatory

"the related Letter of Transmittal (the “Letter of Transmittal")"

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.

Notice of Guaranteed Delivery regulatory

"Exhibit (a)(1)(iii) | Notice of Guaranteed Delivery"

A notice of guaranteed delivery is a short, written promise used when investors want to sell shares in a tender offer but cannot deliver the physical or electronic share certificates by the offer deadline. It acts like a post-dated IOU: the seller guarantees they will provide the required documents within a short, specified window while still qualifying for the offer’s price and terms. For investors this preserves their right to participate in a deal while giving extra time to complete paperwork, but it also creates a reliance on timely follow-through to receive payment.

Schedule TO regulatory

"Issuer 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.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 04/30/2026 - 05:17 PM Learn about SEC filing dates

FAQ

What price is Eaton Vance Senior Floating-Rate Trust (EFR) offering for the Preferred Shares?

The Offer price is $24,500 per share. This equals 98% of the $25,000 liquidation preference, plus unpaid dividends through May 29, 2026, less applicable withholding taxes.

How many Preferred Shares does EFR seek to repurchase in the tender offer?

The Fund seeks to purchase up to 100% of its outstanding Preferred Shares. There were 3,032 Preferred Shares issued and outstanding as of March 31, 2026, per the filing.

When does dividend accrual stop for calculating the tender payment?

Accrued dividends are calculated through May 29, 2026. The Offer states payment includes unpaid dividends accrued through that date or any later date the Offer is extended.

Where can I find the Offer documents and how to tender my shares?

The Offer to Purchase and Letter of Transmittal are attached as exhibits. Tender procedures, guaranteed delivery and withdrawal forms are included among the exhibits listed in Item 12.

Are the Preferred Shares listed on an exchange?

No. The filing states the Preferred Shares are not listed and do not trade on any securities exchange, and references Section 7 for secondary market information.

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 30, 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

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)

April 30, 2026

(Date Tender Offer First Published, Sent or Given to Security Holders)

☐ 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. ☐

This Issuer Tender Offer Statement on Schedule TO relates to an offer by Eaton Vance Senior Floating-Rate Trust, a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a closed-end management investment company (the “Fund”), 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 are attached hereto 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 through May 29, 2026, or such later date to which the Offer is extended, 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.

Item 1. Summary Term Sheet.

The information set forth under “Summary Term Sheet” in the Offer to Purchase is incorporated herein by reference.

Item 2. Subject Company Information.

(a) The name of the issuer is Eaton Vance Senior Floating-Rate Trust, a Massachusetts business trust registered under the 1940 Act as a closed-end management investment company. The principal executive offices of the Fund are located at One Post Office Square, Boston, MA, 02109. The telephone number of the Fund is (617) 482-8260.

(b) The securities being sought in the Offer are the Preferred Shares. As of March 31, 2026, there were 3,032 Preferred Shares issued and outstanding.

(c) The Preferred Shares are not listed and do not trade on any securities exchange. For information on the secondary market activity for the Preferred Shares and payment of dividends, see “Section 7, Price Range of Preferred Shares; Dividends,” which is incorporated herein by reference.

Item 3. Identity and Background of Filing Person.

(a) The Fund is the filing person. The information set forth in the Offer to Purchase under “Section 8. Certain Information Concerning the Funds” is incorporated herein by reference.

Item 4. Terms of the Transaction.

(a)(1) The following sections of the Offer to Purchase contain a description of the material terms of the transaction and are incorporated herein by reference:

Summary Term Sheet

Section 1. Terms of the Offers; Expiration Date

Section 2. Extension of Tender Period; Termination; Amendment

Section 3. Acceptance for Payment and Payment

Section 4. Procedure for Tendering Preferred Shares

Section 5. Withdrawal Rights

Section 6. Certain U.S. Federal Income Tax Consequences

Section 8. Certain Information Concerning the Funds

Section 9. Source and Amount of Funds

Section 10. Interest of Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares

Section 11. Certain Effects of the Offers

Section 12. Purpose of the Offers

Section 13. Conditions to the Offers

Section 15. Fees and Expenses

(a)(2) Not applicable.

(b) The information set forth in the Offer to Purchase under “Section 10. Interests of the Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares” is incorporated herein by reference.

Item 5. Past Contracts, Transactions, Negotiations and Agreements.

(e) The information set forth in the Offer to Purchase under “Section 12. Purpose of the Offers” and “Section 10. Interests of the Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares” are incorporated herein by reference.

Item 6. Purposes of the Transaction and Plans or Proposals.

(a) The information set forth in the Offer to Purchase under “Section 12. Purpose of the Offers” is incorporated herein by reference.

(b) The information set forth in the Offer to Purchase under “Section 12. Purpose of the Offers” is incorporated herein by reference.

(c) The information set forth in the Offer to Purchase under “Section 12. Purpose of the Offers” is incorporated herein by reference.

Item 7. Source and Amount of Funds or Other Considerations.

(a) The information set forth in the Offer to Purchase under “Section 9. Source and Amount of Funds” and “Section 11. Certain Effects of the Offers” are incorporated herein by reference.

(b) The information set forth in the Offer to Purchase under “Section 9. Source and Amount of Funds” and “Section 11. Certain Effects of the Offers” are incorporated herein by reference.

(d) The information set forth in the Offer to Purchase under “Section 9. Source and Amount of Funds” and “Section 11. Certain Effects of the Offers” are incorporated herein by reference.

Item 8. Interests in Securities of the Subject Company.

(a) The information set forth in the Offer to Purchase under “Section 10. Interests of the Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares” is incorporated herein by reference.

(b) The information set forth in the Offer to Purchase under “Section 10. Interests of the Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares” is incorporated herein by reference.

Item 9. Persons/Assets Retained, Employed, Compensated or Used.

(a) No persons have been directly or indirectly employed, retained, or are to be compensated by or on behalf of the Fund to make solicitations or recommendations in connection with the Offer to Purchase.

Item 10. Financial Statements.

Not applicable.

Item 11. Additional Information.

(a)(1) The information set forth in the Offer to Purchase under “Section 10. Interests of the Trustees and Officers; Transactions and Arrangements Concerning the Preferred Shares” is incorporated herein by reference.

(a)(2) None.

(a)(3) Not applicable.

(a)(4) Not applicable.

(a)(5) None.

(c) Not applicable.

Item 12. Exhibits.

Exhibit No.	Document
(a)(1)(i)	Offer to Purchase dated April 30, 2026.
(a)(1)(ii)	Letter of Transmittal.
(a)(1)(iii)	Notice of Guaranteed Delivery.
(a)(1)(iv)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
(a)(1)(v)	Letter to Clients for us by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
(a)(1)(vi)	Form of Notice of Withdrawal.
(a)(2)-(4)	Not applicable.
(a)(5)(i)	Press Release issued on April 17, 2026.(1)
(a)(5)(ii)	Press Release issued on April 30, 2026.
(g)	Not applicable.
(h)	Not applicable.
107	Filing Fees – Calculation of Filing Fee Table.

⁽¹⁾ Incorporated by reference to the Registrant’s Schedule TO-C, as filed with the Securities and Exchange Commission on April 17, 2026.

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 April 30, 2026

Exhibit Index

Exhibit	Description
(a)(1)(i)	Offer to Purchase dated April 30, 2026.
(a)(1)(ii)	Letter of Transmittal.
(a)(1)(iii)	Notice of Guaranteed Delivery.
(a)(1)(iv)	Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
(a)(1)(v)	Letter to Clients for us by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.
(a)(1)(vi)	Form of Notice of Withdrawal.
(a)(5)(ii)	Press Release issued on April 30, 2026.
107	Filing Fees – Calculation of Filing Fee Table.