KTF Schedule 13D/A: Sit Entities Report 9.4 M Share Position
Rhea-AI Filing Summary
Schedule 13D/A Amendment No. 10 filed on 06/30/2025 discloses that Sit Investment Associates, Inc. (SIA) and its affiliate Sit Fixed Income Advisors II, LLC (SFI) jointly report beneficial ownership of 9,442,267 common shares of DWS Municipal Income Trust (NYSE: KTF). The filing date of the reportable event is 06/27/2025.
Based on the issuer’s 39,172,838 shares outstanding as of 11/30/2024, the Sit entities’ position represents 24.1 % of the fund’s outstanding shares. Both entities disclose shared voting and dispositive power over the entire stake; no sole voting or dispositive power is reported. Shares are held in client accounts, and neither SIA nor SFI’s directors or officers hold KTF shares directly.
The amendment updates the original Schedule 13D first filed on 10/06/2023 and subsequently amended nine times. Other than the current ownership figures and confirmation of shared control, no further changes to the previously filed disclosure items are noted. A schedule of transactions executed in the last 60 days is provided in Exhibit A (details not included in the excerpt).
- Reporting Persons: Sit Investment Associates, Inc.; Sit Fixed Income Advisors II, LLC
- Stake: 9,442,267 shares; 24.1 % of class
- Voting/Dispositive Power: Shared for entire stake; none held solely
- Source of Funds: “OO” (other) – client accounts
- Filings Referenced: Original 13D plus Amendments 1-9 filed between 11/06/2023 and 01/14/2025
No legal proceedings, additional agreements, or going-forward plans are described in the excerpt. Certification is signed by Roger J. Sit, Chairman & CEO of both reporting entities.
Positive
- Large institutional stake: Sit entities disclose ownership of 24.1 % of KTF’s outstanding shares, indicating strong institutional interest and potential voting support.
Negative
- None.
Insights
TL;DR: Sit entities now control 24.1 % of KTF, reinforcing concentrated institutional ownership and potential voting influence.
The amendment confirms that Sit Investment Associates and its fixed-income affiliate collectively hold nearly a quarter of KTF’s shares, all under shared voting and dispositive power. While no new strategic intentions are stated, the magnitude of the stake is material: a single asset-manager group can significantly affect proxy outcomes, liquidity, and market perception. The absence of sole control language suggests actions will be executed for client benefit rather than proprietary activism. For investors, concentrated ownership may provide price support but also raises attention to any future filings that signal intentions under Item 4. Overall, the disclosure is impactful because it quantifies a large, potentially influential block.
TL;DR: 24 % block gives Sit entities substantial governance leverage; no plans disclosed yet.
With shared voting rights over 9.4 million shares, Sit can materially sway shareholder votes in matters such as board elections or proposed fund reorganizations. The filing does not activate the group provisions (§240.13d-1(e-g)), implying no formal coordinating group beyond the affiliated Sit entities. While no change-of-control intent is declared, fund boards typically monitor any holder exceeding 20 % because it can veto certain closed-end fund actions under the Investment Company Act. Investors should track subsequent amendments for any Item 4 disclosures that could foreshadow activism or governance proposals.
FAQ
How many KTF shares do Sit Investment Associates control?
Does the Schedule 13D/A show sole or shared voting power?
What is the reference date for KTF shares outstanding?
Who signed the Schedule 13D Amendment for Sit entities?
Is there any indication of planned activism by Sit entities?
