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[8-K] abrdn National Municipal Income Fund Reports Material Event

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

abrdn National Municipal Income Fund is significantly expanding its ability to invest in riskier municipal bonds. Effective June 1, 2026, the fund’s non-fundamental policy will change from allowing up to 20% of net assets in below-investment-grade municipal obligations to permitting up to 100% of assets in such securities.

The Board expects to raise actual high-yield exposure in stages, initially to about 30% of the portfolio and then to roughly 30%–50% over time, depending on market conditions. This shift raises credit and volatility risk but is intended to broaden diversification and may support greater earnings, distributions, and long-term risk-adjusted returns for shareholders.

Positive

  • None.

Negative

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Insights

VFL is increasing its capacity to use high-yield munis, trading more income potential for higher credit risk.

abrdn National Municipal Income Fund is removing its prior cap that limited below-investment-grade municipal holdings to 20% of net assets. The policy will allow up to 100% of assets in high-yield or unrated municipals judged comparable by the manager starting on June 1, 2026.

The Board expects exposure to move to about 30% initially and then to roughly 30%–50% over time, so the portfolio will not immediately become all high-yield. The fund highlights that high-yield municipal bonds are speculative, more volatile, and less liquid, increasing loss and pricing risk.

The Board considered these higher risks against possible benefits like expanded diversification, greater earnings, higher distributions, and improved long-term risk-adjusted returns, and concluded a broader mandate better serves shareholders. Actual impact will depend on how quickly exposure scales within the stated ranges and on market conditions for high-yield municipals.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported):  April 15, 2026

 

ABRDN NATIONAL MUNICIPAL INCOME FUND

(Exact name of Registrant as specified in its charter)

 

Massachusetts   811-07410   41-173716
(State or other jurisdiction of incorporation
or organization)
  (Commission File
Number)
  (I.R.S. Employer
Identification No.)

 

1900 Market Street, Suite 200    
Philadelphia, PA   19103

(Address of Principal Executive Offices)

  (Zip Code)

 

(800) 522-5465

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading
Symbol(s)
Name of each exchange on which
registered
Common Shares of Beneficial Interest VFL New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

 

 

 

Item 8.01.Other Events

 

On April 15, 2026, the Board of Trustees (the “Board”) of abrdn National Municipal Income Fund (the “Fund”) approved a change in the Fund’s non-fundamental investment policy relating to investments in below-investment grade municipal obligations as set forth below. This change will be effective on June 1, 2026.

 

Current New
“The Fund may invest up to 20% of its net assets in Municipal Obligations that are rated below investment grade or that are unrated but judged by the Investment Manager to be of comparable quality.” “The Fund may invest up to 100% of its assets in Municipal Obligations that are rated below investment grade or that are unrated but judged by the Investment Manager to be of comparable quality.”

 

All other investment limitations remain unchanged.

 

Exposure to Below Investment Grade Quality Municipal Obligations

 

Removing this non-fundamental investment limitation may result in larger credit exposure and greater investment risk from below investment grade quality Municipal Obligations. In particular, the Fund’s anticipated larger allocation (initially 30% and between approximately 30% and 50% over time) to below investment grade quality Municipal Obligations increases the risk from investment in high-yield bonds. The risk for investments in high-yield bonds and other lower-rated securities is as follows: Investments in high-yield bonds (commonly referred to as “junk bonds”) and other lower-rated securities will subject the Fund to substantial risk of loss. Investments in high-yield bonds are speculative and issuers of these securities are generally considered to be less financially secure and less able to repay interest and principal than issuers of investment-grade securities. Prices of high-yield bonds tend to be very volatile. These securities are less liquid than investment-grade debt securities and may be difficult to price or sell, particularly in times of negative sentiment toward high-yield securities.

 

A copy of the press release relating to the changes described above is attached hereto as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)Exhibits

 

99.1Press Release
   
 104Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

  abrdn National Municipal Income Fund
   
Date: April 15, 2026 /s/ Robert Hepp
  Name: Robert Hepp
  Title: Vice President

 

 

 

Exhibit 99.1

 

 

abrdn National Municipal Income Fund (VFL) Announces Removal of Non-Fundamental Investment Policy Restricting Investments in High-Yield Municipal Securities

 

(Philadelphia, April 15, 2026) – abrdn National Municipal Income Fund (NYSE: VFL) announces that the Board of Trustees has approved the removal of a non-fundamental investment policy that restricted VFL from investing more than 20% of its portfolio in high-yield municipal securities. This change is effective June 1, 2026.

 

In reaching this decision, the Board considered, among other things, that removing this non-fundamental investment policy would likely result in higher credit exposure. The Board weighed the modest increase in credit risk against potential benefits, including expanded diversification, greater earnings, higher distributions, and improved long-term, risk-adjusted returns. The Board concluded that the broader investment mandate would better position VFL to serve shareholders. Additional details can be found on VFL's website at the following link: www.aberdeenvfl.com.

 

Following the effective date of June 1, 2026, while the VFL may invest in below investment grade securities without limitation, it is expected that VFL will increase its exposure to high-yield securities in stages, moving to approximately 30% of the portfolio initially, and approximately 30% to 50%, depending on market conditions, over time.

 

Important Information

 

Closed-end funds are traded on the secondary market through one of the stock exchanges. A fund’s investment return and principal value will fluctuate so that an investor’s shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the net asset value (NAV) of the fund’s portfolio. There is no assurance that a fund will achieve its investment objective. Past performance does not guarantee future results.

 

The value at which a closed-end fund stock trades on a stock exchange is a function of external market factors that are not under the control of the Fund’s Board or Investment Advisor. Closed-end fund shares may therefore trade at a premium or a discount to net asset value at any given time. Shareholders should be aware that a fund trading at a premium to net asset value may not be sustainable, and a fund’s discount to net asset value can widen as well as narrow. Shareholders of a fund trading at a premium who participate in that fund’s dividend reinvestment plan should note the reinvestment of distributions may occur at a premium to net asset value.

 

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 one of the world’s largest asset management firms with extensive experience in managing closed-end funds dating back to the 1980s. As of December 31, 2025, Aberdeen Investments had approximately $525 billion in assets under management.

 

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

 

 

Filing Exhibits & Attachments

4 documents