Total Return Securities Fund (SWZ) CEO exercises rights for 35,064 shares

Rhea-AI Filing Summary

Total Return Securities Fund insider Andrew Dakos, who serves as Director and President and CEO, reported a purchase of fund shares through a rights offering. On 12/11/2025, he acquired 35,064 shares of common stock, coded as an exercise of rights (transaction code M), at a price of $6.07 per share. This transaction arose from non-transferable rights granted to shareholders on the record date of November 14, 2025, allowing one new share to be purchased for each share owned, with an option to oversubscribe.

Following this transaction, Dakos directly holds 35,128 shares of common stock and has an additional 3,000 shares held indirectly through a limited partnership in which he has a beneficial interest. He disclaims beneficial ownership of the partnership-held shares beyond any pecuniary interest.

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

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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^*

Dakos Andrew

(Last) (First) (Middle)

250 PEHLE AVE.

SUITE 708

(Street)

SADDLE BROOK NJ 07663

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Total Return Securities Fund [ SWZ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025

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 Stock								3,000	I	Limited Partnership(2)
Common Stock	12/11/2025		M(1)		35,064	A	$6.07	35,128	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. Non-transferable rights were issued to holders of record of shares of common stock of the Issuer as of November 14, 2025 in connection with a rights offering by the Issuer at the rate of one right for each share of common stock owned. Every right received by the holder entitled such holder to purchase one share of common stock and holders were entitled to oversubscribe for additional shares if available. Purchases made pursuant to the rights offering are reflected in this filing.

2. Shares are held by a limited partnership in which Mr. Dakos has a beneficial interest. Mr. Dakos disclaims beneficial interest in such shares except to the extent of any pecuniary interest therein.

	/s/ Stephanie Darling, Power of Attorney for Andrew Dakos	12/12/2025
	** 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.
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FAQ

What insider transaction did SWZ's Andrew Dakos report?

Andrew Dakos reported acquiring 35,064 shares of common stock of Total Return Securities Fund on 12/11/2025 through the exercise of rights in a rights offering at $6.07 per share.

How many Total Return Securities Fund (SWZ) shares does Andrew Dakos own after the transaction?

After the reported transaction, Andrew Dakos directly owns 35,128 shares of Total Return Securities Fund common stock and has 3,000 shares held indirectly through a limited partnership.

What is the role of Andrew Dakos at Total Return Securities Fund (SWZ)?

Andrew Dakos is a Director and an Officer of Total Return Securities Fund, serving as President and CEO.

How did the SWZ rights offering work for shareholders?

Non-transferable rights were issued to shareholders of record as of November 14, 2025 at a rate of one right for each share of common stock owned. Each right allowed the purchase of one new share, and holders could oversubscribe for additional shares if available.

How are Andrew Dakos's indirect SWZ holdings structured?

The 3,000 indirectly held shares are owned by a limited partnership in which Dakos has a beneficial interest. He disclaims beneficial ownership of those shares except to the extent of any pecuniary interest.

What transaction code was used for Andrew Dakos’s SWZ share acquisition?

The transaction used code M, indicating an exercise or conversion of derivative or similar rights, here tied to the rights offering for common stock.