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Sit entities (NYSE: MGF) disclose 32.7% beneficial stake in MFS Government Markets Income Trust

(High)
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Sit Investment Associates Inc. and Sit Fixed Income Advisors II LLC/ADV report beneficial ownership of 10,641,285 shares of MFS Government Markets Income Trust common stock, representing 32.7% of the outstanding shares based on 32,590,193 shares outstanding as of November 30, 2025.

The Sit entities report zero sole voting or dispositive power and shared voting and dispositive power over all 10,641,285 shares. The filing notes that none of their individual client accounts owns more than 5% of the fund’s outstanding shares and that no directors or executive officers of the Sit entities own shares directly.

Positive

  • None.

Negative

  • None.

Insights

Sit entities disclose a sizable but client-dispersed 32.7% stake in MGF.

The filing shows Sit Investment Associates and Sit Fixed Income Advisors II collectively beneficially owning 10,641,285 MGF shares, or 32.7% of the fund, with shared voting and dispositive power and no sole control over any shares.

Because no single client account exceeds 5% of outstanding shares and insiders hold no shares directly, influence is spread across many underlying investors. The amendment mainly refreshes ownership data and recent trading activity, with overall impact depending on how these clients choose to vote or redeem over time.

Beneficial ownership 10,641,285 shares Shares of MGF common stock beneficially owned by each reporting person
Ownership percentage 32.7% Percent of MGF common stock class represented by 10,641,285 shares
Shares outstanding 32,590,193 shares MGF shares outstanding as of November 30, 2025, per Form N-CSR
Sole voting power 0 shares Sole voting power reported by each Sit entity over MGF shares
Shared voting power 10,641,285 shares Shared voting power reported by each Sit entity over MGF shares
Sole dispositive power 0 shares Sole dispositive power reported by each Sit entity over MGF shares
Shared dispositive power 10,641,285 shares Shared dispositive power reported by each Sit entity over MGF shares
beneficially owned financial
"for the aggregate number of Shares and percentages of the Shares beneficially owned by each of the Reporting Persons."
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
shared voting power financial
"Shared Voting Power 10,641,285.00"
Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.
shared dispositive power financial
"Shared Dispositive Power 10,641,285.00"
Schedule 13D regulatory
"has previously filed a statement on Schedule 13G to report the acquisition"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
Form N-CSR regulatory
"as reported in the Issuer's Form N-CSR."
Form N-CSR is a regulatory filing that U.S.-registered investment funds use to deliver certified shareholder reports to regulators and the public, including audited financial statements, a snapshot of portfolio holdings, fee and performance information, and governance disclosures. For investors it acts like a fund’s report card and safety check—providing verified details needed to assess a fund’s financial health, costs, holdings and compliance so you can compare funds, monitor risks and spot red flags.
aggregate amount beneficially owned financial
"Aggregate amount beneficially owned by each reporting person 10,641,285.00"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What ownership stake do the Sit entities report in MFS Government Markets Income Trust (MGF)?

The Sit entities report beneficial ownership of 10,641,285 MGF common shares, representing 32.7% of the outstanding shares. This percentage is based on 32,590,193 shares outstanding as of November 30, 2025, as disclosed in the issuer’s Form N-CSR.

Who are the reporting persons in this MGF Schedule 13D/A amendment?

The reporting persons are Sit Investment Associates Inc. and Sit Fixed Income Advisors II LLC/ADV. Both entities report shared voting and dispositive power over the same 10,641,285 MGF shares, with no sole voting or dispositive authority reported for either firm.

How much voting and dispositive power do the Sit entities have over MGF shares?

Each Sit entity reports zero sole voting and sole dispositive power and 10,641,285 shares of shared voting and shared dispositive power. This means decisions to vote or sell these shares are exercised on a shared basis rather than individually by either reporting person.

Do any Sit client accounts individually hold more than 5% of MFS Government Markets Income Trust?

No individual client account exceeds 5% of MGF’s outstanding shares. The filing states that none of Sit Investment Associates’ or Sit Fixed Income Advisors’ client accounts owns more than 5% of the shares, indicating the 32.7% position is spread across many accounts.

Do directors or executive officers of the Sit entities directly own MGF shares?

The filing states that none of the directors or executive officers of Sit Investment Associates or Sit Fixed Income Advisors directly owns MGF shares. Beneficial ownership is attributed to client accounts over which the Sit entities have investment authority, not personal insider holdings.

What is the reference share count used to calculate the Sit entities’ 32.7% ownership of MGF?

The 32.7% ownership figure is calculated using 32,590,193 MGF shares outstanding as of November 30, 2025. This outstanding share count comes from the issuer’s Form N-CSR, as cited in the ownership disclosure section of the amendment.





552939100

(CUSIP Number)
Paul E. Rasmussen
80 South Eighth Street, Suite 3300
Minneapolis, MN, 55402
612-332-3223

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
06/12/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


SIT INVESTMENT ASSOCIATES INC
Signature:/s/ Roger J. Sit
Name/Title:Roger J. Sit, Chairman & CEO
Date:06/15/2026
SIT FIXED INCOME ADVISORS II LLC /ADV
Signature:/s/ Roger J. Sit
Name/Title:Roger J. Sit, Chairman & CEO
Date:06/15/2026