Fund share swap for BlackRock MuniVest II (NYSE: MVT) director

Rhea-AI Filing Summary

BLACKROCK MUNIVEST FUND II, INC. reported an other transaction by director Stayce D. Harris related to a fund reorganization into BlackRock MuniYield Quality Fund III, Inc.

In the reorganization, she exchanged 10.7937 common shares of the Target Fund for 10 common shares of the Acquiring Fund, plus cash for any fractional share. The exchange was based on net asset values as of February 20, 2026, when the Target Fund’s NAV per share was $11.7926 and the Acquiring Fund’s NAV per share was $12.0089, using a conversion ratio of 0.98198836.

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^*

Harris Stayce D.

(Last) (First) (Middle)

50 HUDSON YARDS

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKROCK MUNIVEST FUND II, INC. [ MVT ]

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

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

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
Common Stock	02/23/2026		J(1)		10.7937	D	$11.7926	0	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

Explanation of Responses:

1. Effective as of February 23, 2026, BlackRock MuniVest Fund II, Inc. (the "Target Fund") was reorganized into BlackRock MuniYield Quality Fund III, Inc. (the "Acquiring Fund"). In the reorganization, common shareholders of the Target Fund received common shares of the Acquiring Fund having a value equal to the aggregate NAV of the Target Fund common shares surrendered as determined at the close of business on February 20, 2026, less the costs of the reorganization. As of February 20, 2026, the Target Fund reported a NAV per share of $11.7926 and the Acquiring Fund reported a NAV per share of $12.0089. The conversion ratio for the Target Fund's common shares was 0.98198836. In the reorganization, Stayce D. Harris received 10 common shares (and cash for fractional shares, if any) of the Acquiring Fund in exchange for her 10.7937 common shares of the Target Fund.

	/s/ Gladys Chang as Attorney-in-Fact	02/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did BLACKROCK MUNIVEST FUND II, INC. (MVT) report?

The company reported an other transaction for director Stayce D. Harris. Her shares in BlackRock MuniVest Fund II were exchanged for shares in BlackRock MuniYield Quality Fund III as part of a reorganization, rather than a traditional open-market buy or sell.

How many MVT shares did director Stayce D. Harris exchange in the reorganization?

She exchanged 10.7937 common shares of BlackRock MuniVest Fund II. In return, she received 10 common shares of BlackRock MuniYield Quality Fund III and cash for any fractional share, reflecting the calculated conversion ratio between the two closed-end funds.

What conversion ratio was used in the MVT fund reorganization?

The conversion ratio for BlackRock MuniVest Fund II common shares was 0.98198836. This ratio determined how many BlackRock MuniYield Quality Fund III shares each shareholder received when their MVT shares were converted during the reorganization transaction.

What net asset values were used to convert MVT shares in the reorganization?

As of February 20, 2026, MVT reported a NAV per share of $11.7926 and the acquiring fund reported $12.0089. These net asset values were used to calculate the share conversion ratio that determined each investor’s new holdings in the acquiring fund.

Did director Stayce D. Harris retain any BLACKROCK MUNIVEST FUND II (MVT) shares after the transaction?

No MVT shares remained directly owned after the transaction. Her 10.7937 BlackRock MuniVest Fund II shares were fully exchanged into 10 common shares of BlackRock MuniYield Quality Fund III, plus cash for any fractional entitlement from the calculated conversion ratio.

Was the reported MVT insider transaction a purchase or a sale?

The transaction was classified as an “other” acquisition or disposition, not a standard purchase or sale. It resulted from a fund reorganization in which existing MVT shares were converted into shares of BlackRock MuniYield Quality Fund III under a specified exchange formula.