Guggenheim Active Allocation Fund (NYSE: GUG) shifts key fund service providers

Rhea-AI Filing Summary

Guggenheim Active Allocation Fund reported that on December 15, 2025 it entered into a new Fund Administration and Accounting Agreement with The Bank of New York Mellon. BNY will handle administrative, bookkeeping, accounting and pricing services for the fund, earning a fee accrued daily and paid monthly based on the fund’s average daily net assets, plus reimbursement of certain out-of-pocket expenses.

On the same date, the fund also entered into a new Custody Agreement and Foreign Custody Manager Agreement with BNY, under which BNY will hold the fund’s securities and cash and act as foreign custody manager in line with the Investment Company Act of 1940, for a monthly fee tied in part to average daily net assets and securities transactions. In connection with these new contracts, the fund terminated its prior administration and accounting agreement with MUFG Investor Services (US) LLC and its prior custody and foreign custody agreements with BNY, and no termination or other fees are payable beyond ordinary course payments through the termination date.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 15, 2025

Guggenheim Active Allocation Fund

(Exact name of Registrant as Specified in Its Charter)

Delaware		811-23702				87-2512331
(State or other jurisdiction		(Commission File Number)				(I.R.S. Employer
of incorporation)						Identification No.)
227 West Monroe Street
Chicago, Illinois				60606
(Address of principal executive offices)				(Zip Code)
Registrant’s telephone number, including area code: (312) 827-0100
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares of Beneficial Interest, $0.01 par value		GUG		New York Stock Exchange

Item 1.01. Entry into a Material Definitive Agreement.

Entry into Fund Administration and Accounting Agreement with BNY

On December 15, 2025, Guggenheim Active Allocation Fund (NYSE: GOF) (the “Fund”) entered into a Fund Administration and Accounting Agreement (the “FAA Agreement”) with The Bank of New York Mellon (“BNY”). Pursuant to the FAA Agreement, BNY performs administrative functions and bookkeeping, accounting and pricing functions for the Fund. For these services, BNY receives a fee, accrued daily and paid monthly, based on average daily net assets of the Fund, subject to a minimum fee per year. The Fund also reimburses BNY for certain out-of-pocket expenses.

The foregoing description of the FAA Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the FAA Agreement, which is filed with this report as Exhibit 1.1 and incorporated herein by reference.

Entry into Custody Agreement with BNY

On December 15, 2025, the Fund entered into a Custody Agreement (the “Custody Agreement”) and Foreign Custody Manager Agreement (“Foreign Custody Agreement”) with BNY amending and replacing the prior agreements with BNY dated July 26, 2007. Pursuant to the Custody Agreement, BNY serves as the Fund’s custodian and holds securities and cash on behalf of the Fund in accordance with the Investment Company Act of 1940, as amended (the “1940 Act”). Pursuant to the Foreign Custody Agreement, BNY provides services as foreign custody manager for the Fund in connection with its services under the Custody Agreement. For its services, BNY receives a monthly fee based upon, among other things, the average daily net assets of the Fund, plus certain charges for securities transactions.

The foregoing description of the Custody Agreement and Foreign Custody Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Custody Agreement and Foreign Custody Agreement, which are filed with this report as Exhibits 1.2 and 1.3, respectively, and incorporated herein by reference.

Item 1.02. Termination of a Material Definitive Agreement.

Termination of Fund Administration and Accounting Agreement with MUFG

On December 15, 2025, in conjunction with entering into the FAA Agreement, the Fund terminated its existing administration and accounting agreement with MUFG Investor Services (US) LLC (“MUFG”) (the “Prior FAA Agreement”), subject to the provision of certain ongoing transition services. Other than ordinary course payments under the Prior FAA Agreement through the effective date of termination, no termination or other fees are payable by the Fund in connection with the termination of the Prior FAA Agreement.

Termination of Prior Custody Agreement and Foreign Custody Agreement with BNY

On December 15, 2025, in conjunction with entering into the Custody Agreement and Foreign Custody Agreement, the Fund terminated its existing custody agreement and foreign custody manager agreement with BNY (collectively, the “Prior Custody Agreements”). Other than ordinary course payments under the Prior Custody Agreements through the effective date of termination, no termination or other fees are payable by the Fund in connection with the termination of the Prior Custody Agreements.

Item 9.01. Financial Statements and Exhibits.

(d)       Exhibits

1.1 1.2 1.3 Fund Administration and Accounting Agreement between the Fund and The Bank of New York Mellon. Custody Agreement between the Fund and The Bank of New York Mellon Foreign Custody Manager Agreement between the Fund and The Bank of New York Mellon

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GUGGENHEIM ACTIVE ALLOCATION FUND

	Date: December 15, 2025	By: /s/ Amy J. Lee_____
		Name: Amy J. Lee
		Title: Chief Legal Officer and Vice President

FAQ

What new agreements did Guggenheim Active Allocation Fund (GUG) sign with BNY Mellon?

The fund entered into a new Fund Administration and Accounting Agreement with The Bank of New York Mellon, as well as a new Custody Agreement and a Foreign Custody Manager Agreement on December 15, 2025.

What services will BNY provide to Guggenheim Active Allocation Fund (GUG) under the new administration agreement?

Under the Fund Administration and Accounting Agreement, BNY provides administrative, bookkeeping, accounting and pricing functions for the fund, for a fee based on average daily net assets plus reimbursement of certain out-of-pocket expenses.

What did Guggenheim Active Allocation Fund (GUG) change regarding custody arrangements on December 15, 2025?

The fund entered into a new Custody Agreement and Foreign Custody Manager Agreement with BNY, under which BNY serves as custodian holding the fund’s securities and cash and acts as foreign custody manager, receiving a monthly fee tied in part to average daily net assets and securities transactions.

Which prior agreements did Guggenheim Active Allocation Fund (GUG) terminate in this 8-K?

The fund terminated its existing administration and accounting agreement with MUFG Investor Services (US) LLC and its prior custody and foreign custody manager agreements with BNY that were dated July 26, 2007.

Were any termination fees owed for ending the MUFG and prior BNY custody agreements?

No. Other than ordinary course payments under the prior agreements through the effective date of termination, no termination or other fees are payable by the fund in connection with ending those agreements.

What securities of Guggenheim Active Allocation Fund (GUG) are listed on the NYSE?

The fund has Common Shares of Beneficial Interest with a par value of $0.01 per share listed on the New York Stock Exchange under the trading symbol GUG.