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Barings (MCI) insider sale of 20,000 shares; thrift-plan adds 5,842 notional shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Barings Corporate Investors (MCI) Form 4 shows insider activity by director and chairman of the fund, Noreen Clifford M. On 08/29/2025 Ms. Clifford disposed of 20,000 common shares. The filing also reports participation in the Barings Non-Qualified Thrift Plan on 08/29/2025 with a deemed transaction code J(2) adding 5,842.5705 notional shares at an indicated price of $21.84. After these reported transactions Ms. Clifford beneficially owned 324,846.9407 common shares directly. The thrift-plan holdings are exercisable only upon termination, retirement, or other plan-permitted events and are described as notional (no actual underlying securities).

Positive

  • None.

Negative

  • None.

Insights

TL;DR Insider sale of 20,000 shares offset by notional thrift-plan additions; overall disclosure is routine and not clearly material.

The transaction mix—an open-market or other disposition of 20,000 common shares and a plan-related allocation of 5,842.5705 notional shares—does not by itself indicate a change in corporate strategy or financial condition. The filing documents compliance with Section 16 reporting for a director/officer who remains a large holder with 324,846.9407 shares. The thrift-plan amount is notional and exercisable only upon termination or similar events, limiting immediate liquidity or voting implications.

TL;DR Disclosure is clear and timely; the mix of a sale and plan allocation is typical for executives and directors.

The Form 4 identifies the reporting person as both a director and chairman of the fund and provides required detail on ownership changes. The explanation clarifies that the thrift-plan holdings are notional and subject to plan rules, and that some shares were acquired via dividend reinvestment previously unreported. From a governance perspective the filing reflects routine insider activity and adherence to Section 16 filing obligations.

Insider NOREEN CLIFFORD M
Role Chairman of Fund
Type Security Shares Price Value
Other Barings Non-Qualified Thrift Plan 5,842.571 $21.84 $128K
holding Common Shares ("Shares of Beneficial Interest") -- -- --
Holdings After Transaction: Barings Non-Qualified Thrift Plan — 324,846.941 shares (Direct); Common Shares ("Shares of Beneficial Interest") — 20,000 shares (Direct)
Footnotes (1)
  1. Exercisable only upon termination, retirement, or other plan permitted event. Plan holdings may be "liquidated" and reallocated into other plan investment options by the plan participant. The derivative has no actual securities underlying the plan agreement, which is entirely notional. Amount includes shares acquired through a dividend reinvestment plan not previously reported since prior filing pursuant to Rule 16a-11 under the Securities Exchange Act of 1934, as amended.
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*
NOREEN CLIFFORD M

(Last) (First) (Middle)
C/O BARINGS LLC
300 SOUTH TRYON STREET, SUITE 2500

(Street)
CHARLOTTE NC 28202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
BARINGS CORPORATE INVESTORS [ MCI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman of Fund
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
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 Shares ("Shares of Beneficial Interest") 20,000 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
Barings Non-Qualified Thrift Plan (1) 08/29/2025 J(2) V 5,842.5705 (1) (1) Common Shares ("Shares of Beneficial Interest") 5,842.5705 $21.84 324,846.9407 D
Explanation of Responses:
1. Exercisable only upon termination, retirement, or other plan permitted event. Plan holdings may be "liquidated" and reallocated into other plan investment options by the plan participant. The derivative has no actual securities underlying the plan agreement, which is entirely notional.
2. Amount includes shares acquired through a dividend reinvestment plan not previously reported since prior filing pursuant to Rule 16a-11 under the Securities Exchange Act of 1934, as amended.
Stacy Standridge, as Attorney-in-fact 09/03/2025
** 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.

FAQ

What insider transactions did Noreen Clifford report on Form 4 for MCI?

She disposed of 20,000 common shares on 08/29/2025 and had a plan-related allocation of 5,842.5705 notional shares reported the same date.

How many MCI shares does Noreen Clifford beneficially own after the transactions?

324,846.9407 common shares beneficially owned following the reported transactions.

What is the nature of the Barings Non-Qualified Thrift Plan reported?

The plan holding is notional, exercisable only upon termination, retirement, or other plan-permitted events; it has no actual underlying securities.

Was any price reported for the thrift-plan allocation?

Yes, the filing lists an indicative price of $21.84 for the thrift-plan entry of 5,842.5705 notional shares.

When was the Form 4 signed and filed?

Signed by attorney-in-fact Stacy Standridge on 09/03/2025 reflecting the 08/29/2025 transaction date.
Barings Corporate Investors

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