Phantom share units shifted in BlackRock MQT (NYSE: MQT) reorganization

Rhea-AI Filing Summary

BLACKROCK MUNIYIELD QUALITY FUND II, INC. portfolio manager Walter O'Connor reported an administrative change involving 604.86 phantom shares valued at $10.30 per unit. Phantom shares are economically equivalent to common stock and, once vested, are paid in cash.

On February 23, 2026, the fund was reorganized into BlackRock MuniYield Quality Fund, Inc. In connection with this reorganization, O'Connor’s previously awarded phantom stock units in the target fund were reallocated to the acquiring fund and converted using the reorganization exchange ratio, leaving no phantom shares reported in the target fund after the transaction.

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

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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^*

OCONNOR WALTER

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKROCK MUNIYIELD QUALITY FUND II, INC. [ MQT ]

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)
02/23/2026

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)	02/23/2026		J(2)			604.86	(1)(2)	(1)(2)	Common Stock	604.86	$10.3(2)	0	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. Effective as of February 23, 2026, BlackRock MuniYield Quality Fund II, Inc. (the "Target Fund") was reorganized into BlackRock MuniYield Quality Fund, Inc. (the "Acquiring Fund"). In connection with this reorganization, phantom stock units previously awarded to Walter O'Connor in the Target Fund were reallocated to the Acquiring Fund, converted at the exchange ratio used in the reorganization.

	/s/ Gladys Chang as Attorney-in-Fact	02/25/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Walter O'Connor report for BLACKROCK MuniYield Quality Fund II (MQT)?

Walter O'Connor reported an administrative transaction involving 604.86 phantom shares at $10.30 each. These phantom stock units were reallocated and converted in connection with the fund’s reorganization into BlackRock MuniYield Quality Fund, Inc.

Were the MQT phantom shares bought or sold in Walter O'Connor’s Form 4 filing?

The Form 4 shows an “other” transaction, not a buy or sell. Phantom stock units were reallocated and converted as part of a reorganization, rather than being purchased or sold in an open-market or discretionary trade.

What are phantom shares in the BLACKROCK MuniYield Quality Fund II (MQT) filing?

Phantom shares are the economic equivalent of one common share and, after meeting vesting requirements, become payable in cash. They track the value of the underlying stock but do not represent actual shares outstanding.

How did the February 23, 2026 reorganization affect Walter O'Connor’s MQT phantom shares?

Effective February 23, 2026, MQT was reorganized into BlackRock MuniYield Quality Fund, Inc. O'Connor’s phantom stock units in the target fund were reallocated to the acquiring fund and converted using the same exchange ratio applied in the reorganization.

Why does the Form 4 show zero phantom shares after the MQT transaction?

After the February 23, 2026 reorganization, the phantom stock units previously awarded in the target fund were moved to the acquiring fund and converted. As a result, the Form 4 lists zero phantom shares remaining in the target fund account.