BlackRock MuniHoldings (MHD) portfolio manager receives 174.8 phantom shares

Rhea-AI Filing Summary

BlackRock MuniHoldings Fund, Inc. reported an insider equity-based compensation event. Portfolio manager Michael Kalinoski was granted 174.8325 phantom shares on January 30, 2026 at $11.94 per phantom share. Each phantom share is economically equivalent to one share of common stock and becomes payable in cash after vesting.

The phantom shares vest in three equal installments on each of the first three anniversaries of the award, and Kalinoski now directly holds 174.8325 phantom shares following this grant.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KALINOSKI MICHAEL

Role Insider

Type	Security	Shares	Price	Value
Grant/Award	Phantom Shares	174.833	$11.94	$2K

Holdings After Transaction: Phantom Shares — 174.833 shares (Direct)

Footnotes (1)

1. A phantom share is the economic equivalent of one share of common stock and, subject to the applicable vesting requirements, becomes payable in cash. These phantom shares vest in equal installments on each of the first three anniversaries of the award.

Form 4 Insider Transactions: What Each Field Means →

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^*

KALINOSKI MICHAEL

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKROCK MUNIHOLDINGS FUND, INC. [ MHD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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

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
Phantom Shares	(1)(2)	01/30/2026		A		174.8325		(1)(2)	(1)(2)	Common Stock	174.8325	$11.94	174.8325	D

Explanation of Responses:

1. A phantom share is the economic equivalent of one share of common stock and, subject to the applicable vesting requirements, becomes payable in cash.

2. These phantom shares vest in equal installments on each of the first three anniversaries of the award.

	/s/ Gladys Chang as Attorney-in-Fact	02/03/2026
	** 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 transaction did BlackRock MuniHoldings (MHD) report for Michael Kalinoski?

BlackRock MuniHoldings reported a grant of 174.8325 phantom shares to portfolio manager Michael Kalinoski. The award was made on January 30, 2026 at $11.94 per phantom share and is structured as cash-settled, equity-linked compensation subject to vesting.

Who is the reporting person in this BlackRock MuniHoldings (MHD) Form 4 filing?

The reporting person is Michael Kalinoski, identified as a portfolio manager of BlackRock MuniHoldings Fund, Inc. The Form 4 is filed as a single reporting person filing, and the reported holdings are classified as directly owned by him rather than through an intermediary entity.

What are phantom shares in the BlackRock MuniHoldings (MHD) Form 4?

In this filing, a phantom share is the economic equivalent of one share of common stock. According to the disclosure, these phantom shares do not deliver stock but become payable in cash, subject to applicable vesting requirements described in the footnotes to the transaction table.

What is the vesting schedule for Michael Kalinoski’s phantom shares at BlackRock MuniHoldings (MHD)?

The phantom shares vest in three equal installments over three years. Specifically, they vest on each of the first three anniversaries of the award date, meaning one-third of the 174.8325 phantom shares becomes vested on each anniversary, assuming applicable vesting conditions are satisfied.

How many phantom shares does Michael Kalinoski own after this BlackRock MuniHoldings (MHD) transaction?

Following the reported transaction, Michael Kalinoski beneficially owns 174.8325 phantom shares. The Form 4 indicates these are held as direct ownership. This total matches the number of phantom shares granted in the award reported for the January 30, 2026 transaction date.

Is the BlackRock MuniHoldings (MHD) phantom share award settled in stock or cash?

The phantom share award is payable in cash rather than stock. The filing explains that each phantom share is economically equivalent to one share of common stock but, after satisfying vesting requirements, it becomes payable in cash instead of delivering actual common shares.