Gabelli Dividend & Income Trust (NYSE: GDV) insider reports major preferred share buys

Rhea-AI Filing Summary

Mario J. Gabelli, a director, 10% owner and control person of the adviser to Gabelli Dividend & Income Trust, reported multiple indirect purchases of the Trust’s Series M Cumulative Preferred Shares.

On 12/26/2025, entities he controls bought shares at $10 per share, including 400,000 shares through Associated Capital Group, Inc. (bringing its holdings to 3,500,000 shares), 3,000,000 shares through GAMCO Investors, Inc. (3,600,000 shares after the transactions), 200,000 shares through GGCP, Inc. (1,700,000 shares afterward), and 2,218,500 shares reflected in a position of 5,350,000 shares.

The filing notes that Mr. Gabelli has less than a 100% interest in these entities and disclaims beneficial ownership of any shares held in excess of his indirect pecuniary interest.

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

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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^*

GABELLI MARIO J

(Last) (First) (Middle)

C/O GAMCO INVESTORS, INC.

ONE CORPORATE CENTER

(Street)

RYE NY 10580

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GABELLI DIVIDEND & INCOME TRUST [ GDV.M ]

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

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Control Person of Adviser

3. Date of Earliest Transaction (Month/Day/Year)
12/26/2025

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

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

X	Form filed by One Reporting Person
	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 M Cumulative Preferred Shares	12/26/2025		P		400,000	A	$10	3,500,000	I	Associated Capital Group, Inc.(1)
Series M Cumulative Preferred Shares	12/26/2025		P		3,000,000	A	$10	3,600,000	I	GAMCO Investors, Inc.(2)
Series M Cumulative Preferred Shares	12/26/2025		P		200,000	A	$10	1,700,000	I	GGCP, Inc.(3)
Series M Cumulative Preferred Shares	12/26/2025		P		2,218,500	A	$10	5,350,000	D
Series M Cumulative Preferred Shares								80,000	I	GPJ Retirement Partners(4)

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

Explanation of Responses:

1. The shares reported reflect the total shares owned by Associated Capital Group, Inc. (ACG). Mario J. Gabelli is the Executive Chair and controlling shareholder of ACG. Mr. Gabelli has less than a 100% interest in ACG and disclaims beneficial ownership of the shares held by it which are in excess of his indirect pecuniary interest.

2. The shares reported reflect the total shares owned by GAMCO Investors, Inc. (GAMCO). Mario J. Gabelli is the Chairman, Chief Executive Officer, and controlling shareholder of GAMCO. Mr. Gabelli has less than a 100% interest in GAMCO and disclaims beneficial ownership of the shares held by it which are in excess of his indirect pecuniary interest.

3. The shares reported reflect the total shares owned by GGCP, Inc. (GGCP). Mario J. Gabelli is the Chief Executive Officer, a director, and the controlling shareholder of GGCP. Mr. Gabelli has less than a 100% interest in GGCP and disclaims beneficial ownership of the shares held by it which are in excess of his indirect pecuniary interest.

4. The shares reported reflect the total shares owned by GPJ Retirement Partners, LLC, a limited liability company. Mr. Gabelli has less than a 100% interest in the entity and disclaims beneficial ownership of the shares held by this entity which are in excess of his indirect pecuniary interest.

	Douglas R. Jamieson as Attorney-in-Fact for Mario J. Gabelli	12/31/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did the latest filing report for GDV?

The filing reports that Mario J. Gabelli indirectly acquired additional Series M Cumulative Preferred Shares of Gabelli Dividend & Income Trust (GDV) through several controlled entities on 12/26/2025 at $10 per share.

What securities did Mario J. Gabelli report buying in Gabelli Dividend & Income Trust (GDV)?

He reported transactions in Series M Cumulative Preferred Shares of Gabelli Dividend & Income Trust, all listed in Table I as indirect holdings through affiliated entities.

How many GDV preferred shares were bought by GAMCO and Associated Capital in this Form 4?

On 12/26/2025, Associated Capital Group, Inc. purchased 400,000 Series M Cumulative Preferred Shares and GAMCO Investors, Inc. purchased 3,000,000 shares, each at $10 per share.

What are the resulting GDV preferred share holdings for each Gabelli-affiliated entity?

Following the reported transactions, the filing shows 3,500,000 Series M Preferred Shares for Associated Capital Group, 3,600,000 for GAMCO Investors, 1,700,000 for GGCP, Inc., and a position of 5,350,000 shares associated with another entry, plus 80,000 shares held by GPJ Retirement Partners, LLC.

What is Mario J. Gabelli’s relationship to Gabelli Dividend & Income Trust (GDV)?

He is reported as a Director, a 10% Owner, and a Control Person of the adviser to Gabelli Dividend & Income Trust.

Why does Mario J. Gabelli disclaim beneficial ownership of some GDV shares?

The notes explain that he has less than a 100% interest in Associated Capital Group, GAMCO Investors, GGCP, Inc., and GPJ Retirement Partners, and he disclaims beneficial ownership of shares held by those entities that exceed his indirect pecuniary interest.

Who signed the GDV insider trading report on behalf of Mario J. Gabelli?

The form was signed by Douglas R. Jamieson as Attorney-in-Fact for Mario J. Gabelli on 12/31/2025.