VFL shareholders approve reorganization into MFM

abrdn National Municipal Income Fund (VFL) announced shareholder approval to reorganize VFL into the Aberdeen Municipal Income Fund (MFM).

Rhea-AI Filing Summary

abrdn National Municipal Income Fund (VFL) announced shareholder approval to reorganize VFL into the Aberdeen Municipal Income Fund (MFM). As of the record date, 12,278,003 shares were outstanding and 64.0% of shares were voted. Subject to closing conditions, shareholders of record at market close on July 10, 2026 will receive newly issued MFM common shares with aggregate net asset value equal to the NAV of their VFL shares and will be deemed MFM shareholders at market open on July 13, 2026.

The Fund intends to redeem its outstanding Muni-MultiMode Preferred Shares, Series 2049, at the $100,000 liquidation preference per share plus accrued dividends, financing redemptions with cash on hand and portfolio sales. The excerpt lists anticipated preferred redemptions of 240 and 750 shares for two series with redemption dates of June 16, 2026. Pricing and transaction mechanics will be announced later; timing and final pricing details are to be posted on MFM’s website.

Insights

Closed-End Funds Analyst

Reorganization approved; preferred shares to be redeemed ahead of conversion.

The shareholder vote approved the reorganization of VFL into MFM, with record-date and post-closing mechanics specified: shares of record on July 10, 2026 will receive MFM shares and be deemed MFM shareholders on July 13, 2026.

The filing states the Fund will redeem outstanding preferred shares at a $100,000 liquidation preference per share plus accrued dividends, financed by cash and portfolio sales. The concrete redemption dates shown are June 16, 2026 for the listed series; final pricing and transaction mechanics are to be announced.

Fund Operations Specialist

Operational steps are precise; market and timing details remain to be posted.

The reorganization is conditional on closing requirements; the proxy/prospectus dated January 29, 2026 is referenced for prior disclosures. The communication ties record and deemed-holder dates to trading-day events, which is typical for closed-end fund reorganizations.

Investors should review subsequent notices on MFM’s website for final pricing and the mechanics of preferred redemptions; cash‑flow treatment for redemptions is described as funded by cash on hand and portfolio sales in the excerpt.

Key Figures

Shares outstanding: 12,278,003 shares Shareholder turnout: 64.0% Votes For: 6,152,391 votes +3 more

6 metrics

Shares outstanding 12,278,003 shares as of <date> December 11, 2025

Shareholder turnout 64.0% of shares voted at the Special Meeting

Votes For 6,152,391 votes Special Meeting tally for the reorganization proposal

Record-to-deemed dates July 10, 2026 → July 13, 2026 record date for receiving MFM shares and deemed MFM shareholder date

Preferred liquidation preference $100,000 per share redemption price per preferred share plus accumulated dividends

Firm AUM $506 billion Aberdeen AUM as of <date> March 31, 2026

Key Terms

Reorganization, Liquidation preference, Preferred shares, Net asset value (NAV)

4 terms

Reorganization financial

"approve the reorganization of VFL into the Aberdeen Municipal Income Fund"

Liquidation preference financial

"the $100,000 liquidation preference per share, plus an additional amount representing the final accumulated dividend"

A liquidation preference is a rule that determines who gets paid first and how much they receive when a company is sold, goes bankrupt, or distributes its assets. It gives certain investors a priority claim—often returning their original investment plus any agreed multiple—before other owners receive money, which shapes how much common shareholders and founders ultimately get; think of it as a front-of-the-line pass that affects payout order and investor returns.

Preferred shares financial

"outstanding Muni-MultiMode Preferred Shares, Series 2049, (“preferred shares”) are being liquidated"

Preferred shares are a type of investment that gives investors priority over common shareholders when it comes to receiving dividends and getting their money back if a company is sold or liquidated. Think of them as a safer, more predictable way to earn income from a company's profits, similar to a fixed-return investment, but without voting rights. This makes preferred shares appealing to those seeking stable income with a higher claim on assets than regular stockholders.

Net asset value (NAV) financial

"receive newly issued common shares of MFM with an aggregate net asset value equal to the net asset value of their Fund shares"

Net asset value (NAV) is the per-share value of an investment fund calculated by totaling the fund’s assets, subtracting its liabilities, and dividing the remainder by the number of outstanding shares. Think of it like a price tag on each share of a collective piggy bank: investors use NAV to see what each share is worth, to compare funds, and, for many funds, it’s the price at which shares are bought or redeemed.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did VFL shareholders vote to approve?

Shareholders approved the reorganization of VFL into Aberdeen Municipal Income Fund (MFM). The vote passed at a Special Meeting where 64.0% of shares voted and votes for totaled 6,152,391.

Who will receive MFM shares and when will they be deemed MFM shareholders?

Shareholders of record at market close on July 10, 2026 will receive newly issued MFM common shares with aggregate NAV equal to their VFL shares and will be deemed MFM shareholders at market open on July 13, 2026.

What will happen to the Fund’s preferred shares in connection with the reorganization?

The Fund intends to redeem its outstanding Muni-MultiMode Preferred Shares, Series 2049, at the $100,000 liquidation preference per share plus final accumulated dividends, financing redemptions with cash on hand and portfolio sales.

Which preferred share series and redemption dates are listed?

The excerpt lists anticipated redemptions for two series: 240 shares (CUSIP 24610T702) and 750 shares (CUSIP 24610T801), both with anticipated redemption on June 16, 2026.

How many VFL shares were outstanding as of the record date?

As of the record date, December 11, 2025, VFL had 12,278,003 shares of common stock outstanding, as stated in the excerpt.

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

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Accepted by SEC EDGAR 06/12/2026 - 08:49 AM Learn about SEC filing dates

Filed by Aberdeen Municipal Income Fund

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-6

under the Securities Exchange Act of 1934

Subject Companies:

abrdn National Municipal Income Fund 

File No.: 811-07410

Date: June 11, 2026

 

abrdn National Municipal Income Fund (VFL) Announces Shareholder Approval Relating to Proposed Reorganization and Details about Its Reorganization into Aberdeen Municipal Income Fund (MFM)

(Philadelphia, June 10, 2026) –The abrdn National Municipal Income Fund (NYSE American: VFL) ("The Fund") announces that, at the Special Meeting of Shareholders held today, its shareholders voted to approve the reorganization of VFL into the Aberdeen Municipal Income Fund (NYSE: MFM) ("MFM").

As of the record date, December 11, 2025, VFL had 12,278,003 shares of common stock outstanding, of which 64.0% were voted at the Special Meeting, representing a quorum. Shareholders of the Fund voted on the proposal set forth below:

Proposal:

Approve an Agreement and Plan of Reorganization between the abrdn National Municipal Income Fund (NYSE American: VFL) and Aberdeen Municipal Income Fund (NYSE: MFM), formerly the MFS Municipal Income Trust.

Votes For	Votes Against/Withheld	Votes Abstained
6,152,391	1,092,996	612,714

Details of Closing

Subject to the satisfaction of certain closing conditions, shareholders of the Fund as of the close of market on July 10, 2026, will receive newly issued common shares of MFM with an aggregate net asset value equal to the net asset value of their Fund shares. Upon the opening of market trading on Monday, July 13, 2026, such shareholders will be deemed shareholders of the Aberdeen Municipal Income Fund (MFM). Pricing and transaction details will be announced in due course and will be made available on MFM’s website.

As previously described in the proxy statement/prospectus dated January 29, 2026, ahead of the reorganization the Fund’s outstanding Muni-MultiMode Preferred Shares, Series 2049, (“preferred shares”) are being liquidated in connection with the reorganization. The Fund has filed with the Securities and Exchange Commission a notice of intention to redeem all of the preferred shares. The preferred share redemption price will be the $100,000 liquidation preference per share, plus an additional amount representing the final accumulated dividend amounts owed. The Fund expects to finance the preferred share redemptions with cash on hand and portfolio sales.

The number of preferred shares for each series expected to be redeemed are as follows and represents all

of the Fund’s outstanding preferred shares:

Series	Share Amount	Preferred Share CUSIP	Anticipated Redemption
2	240	24610T702	June 16, 2026
3	750	24610T801	June 16, 2026

The preferred shares intended for redemption have not been registered under the Securities Act of 1933 or any state securities laws, and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act of 1933 and applicable state securities laws.

Important Information

Shares of closed-end funds are listed for trading on national securities exchanges and are bought and sold in the secondary market. The market price of a fund’s shares is determined by supply and demand and may be greater than (a "premium") or less than (a "discount") the fund’s net asset value (NAV). A fund’s investment return and principal value will fluctuate, and investors may receive more or less than their original investment upon the sale of shares. There is no assurance that a fund will achieve its investment objective. Past performance is not indicative of future results.

The trading price of a closed-end fund’s shares may be influenced by various factors, including market conditions, investor sentiment, and other external forces, and is not directly controlled by the fund, its Board of Directors, or its investment adviser. As a result, shares may trade at a premium to or discount from NAV at any given time. A premium to NAV may not be sustained, and a discount to NAV may increase or decrease over time. Investors should consider these risks when purchasing or selling closed-end fund shares.

Shareholders whose fund shares trade at a premium to NAV and who participate in the fund’s dividend reinvestment plan should be aware that distributions may be reinvested at prices above NAV, which may adversely affect investment results.

About Aberdeen Investments

Aberdeen Investments Global is the trade name of Aberdeen's investments business, herein referred to as “Aberdeen Investments” or “Aberdeen”. In the United States, Aberdeen Investments refers to the following affiliated, registered investment advisers: abrdn Inc., abrdn Investments Limited, and abrdn Asia Limited.

Aberdeen Investments is among the world’s largest asset managers, with decades of experience overseeing closed-end funds dating back to the 1980s. Closed-end funds represent a core component of Aberdeen Investments’ client franchise in both the U.S. and global markets. As of March 31, 2026, the firm had approximately $506 billion in assets under management, and Aberdeen and its affiliates managed 27 closed-end funds – 15 available in the U.S. and 12 outside the U.S. – totaling $25.6 billion in assets.

For More Information Contact:

Aberdeen Investments U.S. Closed-End Funds Investor Relations

1-800-522-5465

investor.relations@aberdeenplc.com

abrdn National Municipal Income Fund | Aberdeen