Abrdn Japan Equity Fund (JEQ) Director Tendered 2,183 Shares; 63.63% Proration

Rhea-AI Filing Summary

Reporting person: Maher Bill, a director of Abrdn Japan Equity Fund, Inc. (JEQ), reported a disposition of common stock on 09/03/2025 in connection with the Fund's tender offer.

The Form 4 shows 2,183 shares were tendered and reported as disposed at a price of $8.04 per share. The filing states a preliminary proration factor of 63.63%, and that the Fund will purchase a prorated portion of properly tendered shares; the reporting person's beneficial ownership following the reported transaction is listed as 1,348.4984 shares. The Form 4 was signed under power of attorney by Lucia Sitar on 09/05/2025.

Insights

Securities Analyst

TL;DR: Director sold 2,183 shares via the Fund's tender offer at $8.04 with a 63.63% preliminary proration.

The filing documents a routine disposition effected through the issuer's tender offer rather than an open-market sale. The reported price is $8.04 per share and the transaction date is 09/03/2025. The preliminary proration factor of 63.63% means the Fund expects to accept a prorated portion of shares tendered; the filer notes a potential amendment once final proration is determined. This is a mechanistic, non-discretionary outcome of the tender offer process and does not by itself indicate an information-based trading signal.

Corporate Governance Expert

TL;DR: Insider participation in issuer tender offer documented; signature by POA is properly disclosed.

The Form 4 identifies Maher Bill as a director and discloses disposition under the Fund's tender offer, with the Form executed via power of attorney by Lucia Sitar on 09/05/2025. The filing transparently states the reason for the disposal (tender offer) and flags that final share counts may change pending the final proration factor. From a governance perspective, the disclosure aligns with Section 16 reporting requirements and includes the required explanatory note about proration and potential amendment.

Insider Trade Summary

Net Seller: 2,183 shares

Net Sell 1 txn

Insider Maher Bill

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock	2,183	$8.04	$18K

Holdings After Transaction: Common Stock — 1,348.4984 shares (Direct)

Footnotes (1)

1. F1. The amount reported represents the estimated number of shares tendered to the Aberdeen Japan Equity Fund, Inc. (the "Fund") in connection with the issuer tender offer by the Fund pursuant to the Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission on August 1, 2025 (the "Tender Offer"). The Fund will purchase only a prorated portion of the shares properly tendered by each tendering stockholder. Based on a preliminary count reported by the Fund, the preliminary proration factor is 63.63%. If necessary, an amended Form 4 will be filed to report the number of shares actually disposed of by the reporting person in connection with the Tender Offer once the final proration factor is determined.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 09/05/2025 - 04:14 PM Learn about SEC filing dates

FAQ

What shares did Maher Bill report selling in the JEQ Form 4?

The Form 4 reports a disposition of 2,183 shares of JEQ common stock on 09/03/2025 at $8.04 per share.

Why were the shares disposed according to the Form 4?

The shares were tendered in the issuer's tender offer; the filing states the disposition was made in connection with that Tender Offer.

What is the preliminary proration factor reported in the filing?

The filing reports a preliminary proration factor of 63.63%, and notes an amended Form 4 may be filed after final proration is determined.

How many JEQ shares does the reporting person own after the transaction?

Beneficial ownership following the reported transaction is listed as 1,348.4984 shares.

Who signed the Form 4 and when?

The Form 4 was signed by Lucia Sitar, by power of attorney for the reporting person on 09/05/2025.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Maher Bill

(Last) (First) (Middle)

C/O ABRDN

1900 MARKET STREET, SUITE 200

(Street)

PHILADELPHIA PA 19103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ABRDN JAPAN EQUITY FUND, INC. [ JEQ ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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
Common Stock	09/03/2025		D		2,183(1)	D	$8.04	1,348.4984	D

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 amount reported represents the estimated number of shares tendered to the Aberdeen Japan Equity Fund, Inc. (the "Fund") in connection with the issuer tender offer by the Fund pursuant to the Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission on August 1, 2025 (the "Tender Offer"). The Fund will purchase only a prorated portion of the shares properly tendered by each tendering stockholder. Based on a preliminary count reported by the Fund, the preliminary proration factor is 63.63%. If necessary, an amended Form 4 will be filed to report the number of shares actually disposed of by the reporting person in connection with the Tender Offer once the final proration factor is determined.

	/s/ Lucia Sitar, by POA from Reporting Person	09/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.