07/01/2026 | Press release | Distributed by Public on 07/01/2026 12:58
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21269
Allspring Income Opportunities Fund
(Exact name of registrant as specified in charter)
1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203
(Address of principal executive offices) (Zip code)
Matthew Prasse
Allspring Funds Management, LLC
1415 Vantage Park Drive, 3rd Floor, Charlotte, NC 28203
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-222-8222
Date of fiscal year end: April 30
Date of reporting period: April 30, 2026
ITEM 1. REPORT TO STOCKHOLDERS
|
Notice to Shareholders
|
|
• On November 13, 2025, the Fund announced a renewal of its open-market share repurchase program (the "Buyback
Program"). Under the renewed Buyback Program, the Fund may repurchase up to 5% of its outstanding shares in open
market transactions during the period beginning on January 1, 2026 and ending on December 31, 2026. The Fund's Board
of Trustees has delegated to Allspring Funds Management, LLC, the Fund's adviser, discretion to administer the Buyback
Program, including the determination of the amount and timing of repurchases in accordance with the best interests of
the Fund and subject to applicable legal limitations.
|
|
• The Fund's managed distribution plan provides for the declaration of monthly distributions to common shareholders of the
Fund at an annual minimum fixed rate of 8.75% based on the Fund's average monthly net asset value per share over the
prior 12 months. Under the managed distribution plan, monthly distributions may be sourced from income, paid-in capital,
and/or capital gains, if any. To the extent that sufficient investment income is not available on a monthly basis, the Fund
may distribute long-term capital gains and/or return of capital to its shareholders in order to maintain its managed
distribution level. You should not draw any conclusions about the Fund's investment performance from the amount of the
Fund's distributions or from the terms of the managed distribution plan. Shareholders may elect to reinvest distributions
received pursuant to the managed distribution plan in the Fund under the existing dividend reinvestment plan, which is
described later in this report.
|
|
Performance highlights
|
2
|
|
Objective, strategies and risks
|
7
|
|
Portfolio of investments
|
13
|
|
Financial statements
|
|
|
Statement of assets and liabilities
|
26
|
|
Statement of operations
|
27
|
|
Statement of changes in net assets
|
28
|
|
Statement of cash flows
|
29
|
|
Financial highlights
|
30
|
|
Notes to financial statements
|
31
|
|
Report of independent registered public accounting firm
|
36
|
|
Other information
|
37
|
|
Automatic dividend reinvestment plan
|
42
|
|
Investment objective
|
The Fund seeks a high level of current income. Capital appreciation is a secondary objective.
|
|
Strategy summary
|
Under normal market conditions, the Fund invests at least 80% of its total assets in below-investment-
grade (high yield) debt securities, loans and preferred stocks. These securities are rated Ba or lower by
Moody's or BB or lower by S&P, or are unrated securities of comparable quality as determined by the
subadviser.
|
|
Adviser
|
Allspring Funds Management, LLC
|
|
Subadviser
|
Allspring Global Investments, LLC
|
|
Portfolio managers
|
Brian Keller, CFA#, Michael J. Schueller, CFA
|
|
Average annual total returns (%) as of April 30, 20261
|
|||
|
1 year
|
5 year
|
10 year
|
|
|
Based on market value
|
8.78
|
4.08
|
7.75
|
|
Based on net asset value (NAV)
|
10.37
|
4.45
|
7.51
|
|
ICE BofA U.S. High Yield Constrained Index2
|
8.71
|
4.32
|
5.80
|
|
Bloomberg U.S. Universal Bond Index3
|
4.59
|
0.54
|
2.07
|
|
1
|
Total returns based on market value are calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Total returns
based on NAV are calculated based on the NAV at the beginning of the period and at the end of the period. Dividends and distributions, if any, are assumed for the purposes
of these calculations to be reinvested at prices obtained under the Fund's Automatic Dividend Reinvestment Plan.
|
|
2
|
The ICE BofA U.S. High Yield Constrained Index is a market-value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and
payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3 but are not in default. The ICE
BofA U.S. High Yield Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure. Returns shown are net of transaction costs beginning on
July 1, 2022. You cannot invest directly in an index. Copyright 2026. ICE Data Indices, LLC. All rights reserved.
|
|
3
|
The Bloomberg U.S. Universal Bond Index is an unmanaged market-value-weighted performance benchmark for the U.S.-dollar-denominated bond market, which includes
investment-grade, high-yield, and emerging markets debt securities with maturities of one year or more. You cannot invest directly in an index.
|
|
#
|
Mr. Keller became a portfolio manager of the Fund on October 8, 2025.
|
|
CFA® and Chartered Financial Analyst® are trademarks owned by CFA Institute.
|
|
|
Growth of $10,000 investment as of April 30, 20261
|
|
1
|
The chart compares the performance of the Fund for the most recent ten years with the ICE BofA U.S. High Yield Constrained Index and Bloomberg U.S. Universal Bond
Index. The chart assumes a hypothetical investment of $10,000 investment and reflects all operating expenses of the Fund.
|
|
Comparison of NAV vs. market value1
|
|
1
|
This chart does not reflect any brokerage commissions charged on the purchase and sale of the Fund's common shares. Dividends and distributions paid by the Fund are
included in the Fund's average annual total returns but have the effect of reducing the Fund's NAV.
|
|
Ten largest holdings (%) as of April 30, 20261
|
|
|
EchoStar Corp. (PIK at 6.75%), 6.75%, 11-30-2030
|
1.62
|
|
TransDigm, Inc., 6.63%, 3-1-2032
|
1.53
|
|
Citigroup, Inc., 6.63%, 2-15-2031
|
1.40
|
|
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer,
7.38%, 10-1-2032
|
1.39
|
|
CCO Holdings LLC/CCO Holdings Capital Corp., 4.50%,
8-15-2030
|
1.33
|
|
DaVita, Inc., 6.88%, 9-1-2032
|
1.29
|
|
Rogers Communications, Inc., 7.13%, 4-15-2055
|
1.13
|
|
1261229 BC Ltd., 10.00%, 4-15-2032
|
1.10
|
|
Carvana Co., 9.00%, 6-1-2030
|
1.07
|
|
Tenet Healthcare Corp., 6.75%, 5-15-2031
|
1.06
|
|
1
|
Figures represent the percentage of the Fund's net assets. Holdings are
subject to change and may have changed since the date specified.
|
|
Credit quality as of April 30, 20261
|
|
1
|
The credit quality distribution of portfolio holdings reflected in the chart is
based on ratings from Standard & Poor's, Moody's Investors Service,
and/or Fitch Ratings Ltd. Credit quality ratings apply to the underlying
holdings of the Fund and not to the Fund itself. The percentages of the
portfolio with the ratings depicted in the chart are calculated based on the
market value of fixed income securities held by the Fund. If a security was
rated by all three rating agencies, the middle rating was utilized. If rated by
two of the three rating agencies, the lower rating was utilized, and if rated
by one of the rating agencies, that rating was utilized. Standard & Poor's
rates the creditworthiness of bonds, ranging from AAA (highest) to D
(lowest). Ratings from A to CCC may be modified by the addition of a plus
(+) or minus (-) sign to show relative standing within the rating categories.
Standard & Poor's rates the creditworthiness of short-term notes from
SP-1 (highest) to SP-3 (lowest). Moody's rates the creditworthiness of
bonds, ranging from Aaa (highest) to C (lowest). Ratings Aa to B may be
modified by the addition of a number 1 (highest) to 3 (lowest) to show
relative standing within the ratings categories. Moody's rates the
creditworthiness of short-term U.S. tax-exempt municipal securities from
MIG 1/VMIG 1 (highest) to SG (lowest). Fitch rates the creditworthiness of
bonds, ranging from AAA (highest) to D (lowest). Credit quality distribution
is subject to change and may have changed since the date specified.
|
|
Effective maturity distribution as of April 30, 20261
|
|
1
|
Figures represent the percentage of the Fund's fixed-income securities.
Allocations are subject to change and may have changed since the date
specified.
|
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Asset-backed securities: 0.37%
|
||||||
|
Uniti Fiber ABS Issuer LLC Series 2025-1A Class B144A
|
6.37
%
|
4-20-2055
|
$
|
1,540,000
|
$1,563,105
|
|
|
Total asset-backed securities (Cost $1,540,000)
|
1,563,105
|
|||||
|
Shares
|
||||||
|
Common stocks: 1.07%
|
||||||
|
Energy: 0.80%
|
||||||
|
Oil, gas & consumable fuels: 0.80%
|
||||||
|
Enviva, Inc. (Acquired 12-06-2024, cost $970,164)†˃
|
177,795
|
3,422,553
|
||||
|
Health care: 0.27%
|
||||||
|
Health care providers & services: 0.27%
|
||||||
|
Modivcare Topco LLC†
|
206,395
|
1,160,972
|
||||
|
Total common stocks (Cost $1,656,902)
|
4,583,525
|
|||||
|
Principal
|
||||||
|
Corporate bonds and notes: 110.89%
|
||||||
|
Basic materials: 3.47%
|
||||||
|
Chemicals: 2.52%
|
||||||
|
Celanese U.S. Holdings LLC
|
6.50
|
4-15-2030
|
$
|
2,785,000
|
2,848,843
|
|
|
Celanese U.S. Holdings LLC
|
7.38
|
7-15-2032
|
1,190,000
|
1,261,140
|
||
|
Chemours Co.144A
|
7.88
|
3-15-2034
|
1,295,000
|
1,324,292
|
||
|
Chemours Co.144A
|
8.00
|
1-15-2033
|
2,665,000
|
2,746,789
|
||
|
SCIH Salt Holdings, Inc.144A
|
6.63
|
5-1-2029
|
2,595,000
|
2,575,823
|
||
|
10,756,887
|
||||||
|
Iron/steel: 0.95%
|
||||||
|
Cleveland-Cliffs, Inc.144A
|
7.00
|
3-15-2032
|
4,035,000
|
4,032,485
|
||
|
Communications: 18.04%
|
||||||
|
Advertising: 1.85%
|
||||||
|
Clear Channel Outdoor Holdings, Inc.144A
|
7.13
|
2-15-2031
|
3,670,000
|
3,815,376
|
||
|
Outfront Media Capital LLC/Outfront Media Capital Corp.144A
|
4.63
|
3-15-2030
|
1,765,000
|
1,717,372
|
||
|
Outfront Media Capital LLC/Outfront Media Capital Corp.144A
|
7.38
|
2-15-2031
|
2,260,000
|
2,363,689
|
||
|
7,896,437
|
||||||
|
Internet: 2.34%
|
||||||
|
Arches Buyer, Inc.144A
|
4.25
|
6-1-2028
|
1,050,000
|
1,027,590
|
||
|
Arches Buyer, Inc.144A
|
6.13
|
12-1-2028
|
2,905,000
|
2,824,364
|
||
|
Match Group Holdings II LLC144A
|
5.63
|
2-15-2029
|
1,575,000
|
1,579,605
|
||
|
Match Group Holdings II LLC144A
|
6.13
|
9-15-2033
|
1,650,000
|
1,630,278
|
||
|
Wayfair LLC144A
|
6.75
|
11-15-2032
|
2,880,000
|
2,911,700
|
||
|
9,973,537
|
||||||
|
Media: 9.05%
|
||||||
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A
|
4.25
|
1-15-2034
|
4,765,000
|
3,996,670
|
||
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A
|
4.50
|
8-15-2030
|
6,100,000
|
5,689,867
|
||
|
CCO Holdings LLC/CCO Holdings Capital Corp.
|
4.50
|
5-1-2032
|
1,180,000
|
1,036,226
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Media(continued)
|
||||||
|
CCO Holdings LLC/CCO Holdings Capital Corp.144A
|
5.38
%
|
6-1-2029
|
$
|
1,415,000
|
$1,392,162
|
|
|
CSC Holdings LLC144A
|
3.38
|
2-15-2031
|
2,270,000
|
1,319,430
|
||
|
CSC Holdings LLC144A
|
5.50
|
4-15-2027
|
2,560,000
|
2,159,474
|
||
|
CSC Holdings LLC144A
|
5.75
|
1-15-2030
|
1,270,000
|
450,931
|
||
|
CSC Holdings LLC144A
|
11.25
|
5-15-2028
|
1,780,000
|
1,447,656
|
||
|
DIRECTV Financing LLC/DIRECTV Financing Co-Obligor, Inc.144A
|
5.88
|
8-15-2027
|
540,000
|
540,401
|
||
|
DISH DBS Corp.144A
|
5.75
|
12-1-2028
|
1,255,000
|
1,233,025
|
||
|
DISH Network Corp.144A
|
11.75
|
11-15-2027
|
4,260,000
|
4,397,598
|
||
|
EchoStar Corp. (PIK at 6.75%)¥
|
6.75
|
11-30-2030
|
6,819,096
|
6,918,771
|
||
|
Gray Media, Inc.144A
|
9.63
|
7-15-2032
|
1,800,000
|
1,830,087
|
||
|
Paramount Global
|
4.20
|
5-19-2032
|
1,675,000
|
1,463,777
|
||
|
Paramount Global (U.S. SOFR 3 Month+3.90%)±
|
6.25
|
2-28-2057
|
2,025,000
|
1,446,705
|
||
|
Sirius XM Radio LLC144A
|
4.13
|
7-1-2030
|
3,475,000
|
3,233,450
|
||
|
38,556,230
|
||||||
|
Telecommunications: 4.80%
|
||||||
|
APLD ComputeCo 2 LLC144A
|
6.75
|
3-15-2031
|
1,500,000
|
1,485,083
|
||
|
Black Pearl Compute LLC144A
|
6.13
|
2-15-2031
|
1,475,000
|
1,496,517
|
||
|
Core Scientific Finance I LLC144A%%
|
7.75
|
5-15-2031
|
1,520,000
|
1,516,206
|
||
|
Edged Compute LLC144A
|
7.50
|
4-30-2031
|
1,540,000
|
1,509,992
|
||
|
Level 3 Financing, Inc.144A
|
3.63
|
1-15-2029
|
1,815,000
|
1,724,250
|
||
|
Level 3 Financing, Inc.144A
|
6.88
|
6-30-2033
|
1,970,000
|
2,033,103
|
||
|
Level 3 Financing, Inc.144A
|
8.50
|
1-15-2036
|
2,180,000
|
2,334,804
|
||
|
PR RNO Property Owner 1 LLC144A%%
|
6.50
|
5-1-2031
|
2,125,000
|
2,106,329
|
||
|
SV RNO Property Owner 1 LLC144A
|
5.88
|
3-1-2031
|
1,780,000
|
1,746,444
|
||
|
Uniti Group LP/Uniti Group Finance 2019, Inc./CSL Capital LLC144A
|
8.63
|
6-15-2032
|
845,000
|
884,381
|
||
|
Windstream Services LLC/Windstream Escrow Finance Corp.144A
|
8.25
|
10-1-2031
|
2,315,000
|
2,448,571
|
||
|
WULF Compute LLC144A
|
7.75
|
10-15-2030
|
1,095,000
|
1,150,840
|
||
|
20,436,520
|
||||||
|
Consumer, cyclical: 19.65%
|
||||||
|
Apparel: 0.95%
|
||||||
|
Beach Acquisition Bidco LLC (PIK at 10.75%)144A¥
|
10.00
|
7-15-2033
|
3,679,044
|
4,046,982
|
||
|
Auto manufacturers: 0.13%
|
||||||
|
Nissan Motor Acceptance Co. LLC144A
|
7.05
|
9-15-2028
|
530,000
|
543,526
|
||
|
Auto parts & equipment: 1.92%
|
||||||
|
Adient Global Holdings Ltd.144A
|
7.50
|
2-15-2033
|
2,440,000
|
2,495,983
|
||
|
Adient Global Holdings Ltd.144A
|
8.25
|
4-15-2031
|
435,000
|
453,764
|
||
|
American Axle & Manufacturing, Inc.
|
5.00
|
10-1-2029
|
1,555,000
|
1,510,980
|
||
|
American Axle & Manufacturing, Inc.144A
|
7.75
|
10-15-2033
|
1,075,000
|
1,049,552
|
||
|
ZF North America Capital, Inc.144A
|
6.88
|
4-23-2032
|
1,555,000
|
1,521,667
|
||
|
ZF North America Capital, Inc.144A
|
7.50
|
3-24-2031
|
1,160,000
|
1,161,494
|
||
|
8,193,440
|
||||||
|
Distribution/wholesale: 0.14%
|
||||||
|
RB Global Holdings, Inc.144A
|
7.75
|
3-15-2031
|
570,000
|
591,819
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Entertainment: 3.71%
|
||||||
|
Churchill Downs, Inc.144A
|
6.75
%
|
5-1-2031
|
$
|
2,400,000
|
$2,454,761
|
|
|
Cinemark USA, Inc.144A
|
7.00
|
8-1-2032
|
4,250,000
|
4,392,247
|
||
|
Discovery Global Holdings, Inc.
|
4.05
|
3-15-2029
|
1,925,000
|
1,873,468
|
||
|
Discovery Global Holdings, Inc.
|
4.28
|
3-15-2032
|
1,120,000
|
1,014,418
|
||
|
Discovery Global Holdings, Inc.
|
5.05
|
3-15-2042
|
1,555,000
|
1,109,539
|
||
|
Six Flags Entertainment Corp.144A
|
7.25
|
5-15-2031
|
600,000
|
591,602
|
||
|
Six Flags Entertainment Corp./Canada's Wonderland Co./Millennium
Operations LLC144A
|
8.63
|
1-15-2032
|
1,280,000
|
1,301,313
|
||
|
Six Flags Entertainment Corp./Six Flags Theme Parks, Inc./Canada's
Wonderland Co.144A
|
6.63
|
5-1-2032
|
3,000,000
|
3,053,364
|
||
|
15,790,712
|
||||||
|
Home builders: 1.94%
|
||||||
|
Ashton Woods USA LLC/Ashton Woods Finance Co.144A
|
6.88
|
8-1-2033
|
2,665,000
|
2,614,852
|
||
|
Century Communities, Inc.144A
|
6.63
|
9-15-2033
|
1,500,000
|
1,492,468
|
||
|
K Hovnanian Enterprises, Inc.144A
|
8.38
|
10-1-2033
|
2,090,000
|
2,099,689
|
||
|
LGI Homes, Inc.144A
|
8.75
|
12-15-2028
|
2,015,000
|
2,074,822
|
||
|
8,281,831
|
||||||
|
Home furnishings: 0.41%
|
||||||
|
Whirlpool Corp.
|
6.13
|
6-15-2030
|
1,775,000
|
1,740,625
|
||
|
Housewares: 1.15%
|
||||||
|
Central Garden & Pet Co.
|
4.13
|
10-15-2030
|
1,025,000
|
968,031
|
||
|
Newell Brands, Inc.
|
6.38
|
5-15-2030
|
1,850,000
|
1,811,901
|
||
|
Newell Brands, Inc.144A
|
8.50
|
6-1-2028
|
2,005,000
|
2,095,155
|
||
|
4,875,087
|
||||||
|
Leisure time: 1.76%
|
||||||
|
NCL Corp. Ltd.144A
|
6.25
|
9-15-2033
|
3,315,000
|
3,208,361
|
||
|
NCL Corp. Ltd.144A
|
6.75
|
2-1-2032
|
1,155,000
|
1,149,333
|
||
|
NCL Corp. Ltd.144A
|
7.75
|
2-15-2029
|
860,000
|
897,773
|
||
|
Viking Cruises Ltd.144A
|
5.88
|
10-15-2033
|
705,000
|
706,791
|
||
|
Viking Cruises Ltd.144A
|
7.00
|
2-15-2029
|
1,550,000
|
1,554,161
|
||
|
7,516,419
|
||||||
|
Lodging: 0.50%
|
||||||
|
Genting New York LLC/GENNY Capital, Inc.144A
|
7.25
|
10-1-2029
|
2,100,000
|
2,132,537
|
||
|
Retail: 7.04%
|
||||||
|
Advance Auto Parts, Inc.144A
|
7.38
|
8-1-2033
|
2,720,000
|
2,806,578
|
||
|
Carvana Co.144A
|
9.00
|
6-1-2030
|
4,365,000
|
4,540,708
|
||
|
Carvana Co.144A
|
9.00
|
6-1-2031
|
1,500,000
|
1,659,370
|
||
|
FirstCash, Inc.144A
|
6.88
|
3-1-2032
|
3,230,000
|
3,310,365
|
||
|
Lithia Motors, Inc.144A
|
4.38
|
1-15-2031
|
2,010,000
|
1,909,085
|
||
|
Macy's Retail Holdings LLC144A
|
6.13
|
3-15-2032
|
1,845,000
|
1,845,889
|
||
|
Michaels Cos., Inc.144A
|
8.50
|
3-15-2033
|
1,495,000
|
1,476,387
|
||
|
Michaels Cos., Inc.144A
|
11.00
|
3-15-2034
|
3,195,000
|
3,083,187
|
||
|
PetSmart LLC/PetSmart Finance Corp.144A
|
7.50
|
9-15-2032
|
2,495,000
|
2,526,434
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Retail(continued)
|
||||||
|
PetSmart LLC/PetSmart Finance Corp.144A
|
10.00
%
|
9-15-2033
|
$
|
1,700,000
|
$1,717,129
|
|
|
QXO Building Products, Inc.144A
|
6.75
|
4-30-2032
|
1,840,000
|
1,876,874
|
||
|
Sally Holdings LLC/Sally Capital, Inc.
|
6.75
|
4-1-2032
|
1,215,000
|
1,252,304
|
||
|
Sonic Automotive, Inc.144A
|
4.88
|
11-15-2031
|
2,065,000
|
1,985,437
|
||
|
29,989,747
|
||||||
|
Consumer, non-cyclical: 17.36%
|
||||||
|
Commercial services: 6.26%
|
||||||
|
ADT Security Corp.144A
|
5.88
|
10-15-2033
|
1,030,000
|
1,014,702
|
||
|
Allied Universal Holdco LLC144A
|
7.88
|
2-15-2031
|
1,885,000
|
1,977,124
|
||
|
Block, Inc.
|
6.50
|
5-15-2032
|
2,680,000
|
2,731,064
|
||
|
CoreCivic, Inc.
|
8.25
|
4-15-2029
|
2,825,000
|
2,942,935
|
||
|
GEO Group, Inc.
|
8.63
|
4-15-2029
|
1,235,000
|
1,284,921
|
||
|
GEO Group, Inc.
|
10.25
|
4-15-2031
|
2,610,000
|
2,801,192
|
||
|
Herc Holdings, Inc.144A
|
7.00
|
6-15-2030
|
2,650,000
|
2,756,988
|
||
|
Herc Holdings, Inc.144A
|
7.25
|
6-15-2033
|
2,310,000
|
2,419,099
|
||
|
Service Corp. International
|
5.75
|
10-15-2032
|
3,150,000
|
3,177,773
|
||
|
Sotheby's/BidFair Holdings, Inc.144A
|
5.88
|
6-1-2029
|
3,600,000
|
3,417,772
|
||
|
Veritiv Operating Co.144A
|
10.50
|
11-30-2030
|
2,030,000
|
2,139,163
|
||
|
26,662,733
|
||||||
|
Food: 1.46%
|
||||||
|
Industrial F&B Investments III, Inc.144A
|
7.75
|
2-11-2033
|
1,745,000
|
1,763,333
|
||
|
Lamb Weston Holdings, Inc.144A
|
4.38
|
1-31-2032
|
1,705,000
|
1,605,853
|
||
|
Performance Food Group, Inc.144A
|
6.13
|
9-15-2032
|
1,480,000
|
1,500,232
|
||
|
U.S. Foods, Inc.144A
|
5.75
|
4-15-2033
|
1,350,000
|
1,354,955
|
||
|
6,224,373
|
||||||
|
Healthcare-services: 8.29%
|
||||||
|
CHS/Community Health Systems, Inc.144A
|
5.25
|
5-15-2030
|
1,420,000
|
1,340,815
|
||
|
CHS/Community Health Systems, Inc.144A
|
6.00
|
1-15-2029
|
1,745,000
|
1,731,180
|
||
|
CHS/Community Health Systems, Inc.144A
|
6.88
|
4-15-2029
|
1,600,000
|
1,574,155
|
||
|
CHS/Community Health Systems, Inc.144A
|
10.88
|
1-15-2032
|
940,000
|
1,009,550
|
||
|
Concentra Health Services, Inc.144A
|
6.88
|
7-15-2032
|
3,310,000
|
3,430,123
|
||
|
DaVita, Inc.144A
|
6.88
|
9-1-2032
|
5,310,000
|
5,480,934
|
||
|
IQVIA, Inc.144A
|
6.25
|
6-1-2032
|
860,000
|
875,821
|
||
|
LifePoint Health, Inc.144A
|
7.00
|
5-1-2034
|
880,000
|
858,059
|
||
|
Molina Healthcare, Inc.144A
|
6.25
|
1-15-2033
|
2,410,000
|
2,407,465
|
||
|
MPH Acquisition Holdings LLC144A
|
5.75
|
12-31-2030
|
1,020,092
|
845,794
|
||
|
MPH Acquisition Holdings LLC (PIK at 0.75%)144A¥
|
6.75
|
3-31-2031
|
1,108,177
|
745,298
|
||
|
MPH Acquisition Holdings LLC (PIK at 5.00%)144A¥
|
11.50
|
12-31-2030
|
1,164,810
|
1,086,927
|
||
|
Pediatrix Medical Group, Inc.144A
|
5.38
|
2-15-2030
|
1,940,000
|
1,928,977
|
||
|
Radiology Partners, Inc.144A
|
8.50
|
7-15-2032
|
2,100,000
|
2,087,988
|
||
|
Star Parent, Inc.144A
|
9.00
|
10-1-2030
|
3,480,000
|
3,645,488
|
||
|
Surgery Center Holdings, Inc.144A
|
7.25
|
4-15-2032
|
1,800,000
|
1,795,195
|
||
|
Tenet Healthcare Corp.
|
6.75
|
5-15-2031
|
4,375,000
|
4,495,601
|
||
|
35,339,370
|
||||||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Pharmaceuticals: 1.35%
|
||||||
|
AdaptHealth LLC144A
|
5.13
%
|
3-1-2030
|
$
|
2,325,000
|
$2,261,065
|
|
|
Endo Finance Holdings LP144A
|
8.50
|
4-15-2031
|
3,300,000
|
3,498,165
|
||
|
5,759,230
|
||||||
|
Energy: 10.82%
|
||||||
|
Energy-alternate sources: 0.00%
|
||||||
|
Enviva Partners LP/Enviva Partners Finance Corp.144A♦†
|
6.50
|
1-15-2026
|
8,490,000
|
0
|
||
|
Oil & gas: 2.85%
|
||||||
|
Aethon United BR LP/Aethon United Finance Corp.144A
|
7.50
|
10-1-2029
|
1,280,000
|
1,337,212
|
||
|
California Resources Corp.144A
|
7.00
|
1-15-2034
|
1,755,000
|
1,790,857
|
||
|
California Resources Corp.144A
|
8.25
|
6-15-2029
|
1,619,000
|
1,688,196
|
||
|
Caturus Energy LLC144A
|
8.50
|
2-15-2030
|
605,000
|
632,572
|
||
|
Hilcorp Energy I LP/Hilcorp Finance Co.144A
|
6.00
|
2-1-2031
|
2,975,000
|
2,940,185
|
||
|
Nabors Industries, Inc.144A
|
9.13
|
1-31-2030
|
2,070,000
|
2,173,970
|
||
|
SM Energy Co.144A
|
9.63
|
6-15-2033
|
1,440,000
|
1,604,563
|
||
|
12,167,555
|
||||||
|
Oil & gas services: 1.68%
|
||||||
|
Archrock Partners LP/Archrock Partners Finance Corp.144A
|
6.63
|
9-1-2032
|
2,140,000
|
2,201,968
|
||
|
Bristow Group, Inc.144A
|
6.75
|
2-1-2033
|
2,430,000
|
2,472,740
|
||
|
SESI LLC144A
|
7.88
|
9-30-2030
|
1,985,000
|
2,049,796
|
||
|
USA Compression Partners LP/USA Compression Finance Corp.144A
|
6.25
|
10-1-2033
|
425,000
|
428,872
|
||
|
7,153,376
|
||||||
|
Pipelines: 6.29%
|
||||||
|
Antero Midstream Partners LP/Antero Midstream Finance Corp.144A
|
5.75
|
10-15-2033
|
1,240,000
|
1,237,548
|
||
|
CQP Holdco LP/BIP-V Chinook Holdco LLC144A
|
5.50
|
6-15-2031
|
800,000
|
790,249
|
||
|
CQP Holdco LP/BIP-V Chinook Holdco LLC144A
|
7.50
|
12-15-2033
|
3,415,000
|
3,630,948
|
||
|
Excelerate Energy LP144A
|
8.00
|
5-15-2030
|
2,285,000
|
2,423,217
|
||
|
Harvest Midstream I LP144A
|
7.50
|
9-1-2028
|
1,640,000
|
1,650,806
|
||
|
Harvest Midstream I LP144A
|
7.50
|
5-15-2032
|
870,000
|
905,801
|
||
|
Prairie Acquiror LP144A
|
9.00
|
8-1-2029
|
2,000,000
|
2,088,544
|
||
|
Rockies Express Pipeline LLC144A
|
6.75
|
3-15-2033
|
950,000
|
990,494
|
||
|
Tallgrass Energy Partners LP/Tallgrass Energy Finance Corp.144A
|
6.00
|
12-31-2030
|
3,075,000
|
3,091,310
|
||
|
Venture Global LNG, Inc.144A
|
8.38
|
6-1-2031
|
1,860,000
|
1,939,299
|
||
|
Venture Global LNG, Inc.144A
|
9.88
|
2-1-2032
|
1,930,000
|
2,070,610
|
||
|
Venture Global LNG, Inc. (5 Year Treasury Constant
Maturity+5.44%)144Aʊ±
|
9.00
|
9-30-2029
|
2,515,000
|
2,487,442
|
||
|
Venture Global Plaquemines LNG LLC144A
|
7.50
|
5-1-2033
|
3,150,000
|
3,493,234
|
||
|
26,799,502
|
||||||
|
Financial: 21.11%
|
||||||
|
Banks: 2.80%
|
||||||
|
Citigroup, Inc. Series HH (5 Year Treasury Constant
Maturity+3.00%)ʊ±
|
6.63
|
2-15-2031
|
5,895,000
|
5,967,254
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Banks(continued)
|
||||||
|
PNC Financial Services Group, Inc. Series U (5 Year Treasury Constant
Maturity+3.00%)ʊ±
|
6.00
%
|
5-15-2027
|
$
|
2,965,000
|
$2,965,460
|
|
|
Wells Fargo & Co. (5 Year Treasury Constant Maturity+2.77%)ʊ±
|
6.85
|
9-15-2029
|
2,870,000
|
2,985,368
|
||
|
11,918,082
|
||||||
|
Diversified financial services: 6.96%
|
||||||
|
Azorra Finance Ltd.144A
|
7.25
|
1-15-2031
|
770,000
|
788,738
|
||
|
Encore Capital Group, Inc.144A
|
9.25
|
4-1-2029
|
2,100,000
|
2,194,500
|
||
|
EZCORP, Inc.144A
|
7.38
|
4-1-2032
|
1,565,000
|
1,654,455
|
||
|
Jane Street Group/JSG Finance, Inc.144A
|
6.13
|
11-1-2032
|
1,315,000
|
1,321,914
|
||
|
Jane Street Group/JSG Finance, Inc.144A
|
6.75
|
5-1-2033
|
1,630,000
|
1,674,517
|
||
|
Jane Street Group/JSG Finance, Inc.144A
|
7.13
|
4-30-2031
|
2,335,000
|
2,420,860
|
||
|
Jefferson Capital Holdings LLC144A
|
8.25
|
5-15-2030
|
920,000
|
962,841
|
||
|
Jefferson Capital Holdings LLC144A
|
9.50
|
2-15-2029
|
1,475,000
|
1,552,070
|
||
|
OneMain Finance Corp.
|
7.13
|
9-15-2032
|
3,050,000
|
3,092,874
|
||
|
OneMain Finance Corp.
|
7.88
|
3-15-2030
|
2,855,000
|
2,976,298
|
||
|
PRA Group, Inc.144A
|
5.00
|
10-1-2029
|
1,635,000
|
1,552,242
|
||
|
Provident Funding Associates LP/PFG Finance Corp.144A
|
9.75
|
9-15-2029
|
1,960,000
|
2,041,124
|
||
|
Rocket Cos., Inc.144A
|
6.13
|
8-1-2030
|
1,030,000
|
1,045,280
|
||
|
Rocket Cos., Inc.144A
|
7.13
|
2-1-2032
|
2,150,000
|
2,222,294
|
||
|
United Wholesale Mortgage LLC144A
|
5.50
|
4-15-2029
|
3,500,000
|
3,339,542
|
||
|
United Wholesale Mortgage LLC144A
|
6.25
|
3-15-2031
|
890,000
|
825,343
|
||
|
29,664,892
|
||||||
|
Insurance: 4.97%
|
||||||
|
Alliant Holdings Intermediate LLC/Alliant Holdings Co-Issuer144A
|
7.38
|
10-1-2032
|
6,025,000
|
5,920,099
|
||
|
AmWINS Group, Inc.144A
|
6.38
|
2-15-2029
|
1,590,000
|
1,608,527
|
||
|
Asurion LLC/Asurion Co-Issuer, Inc.144A
|
8.00
|
12-31-2032
|
860,000
|
898,346
|
||
|
Asurion LLC/Asurion Co-Issuer, Inc.144A
|
8.38
|
2-1-2034
|
2,375,000
|
2,343,194
|
||
|
Athene Holding Ltd. (5 Year Treasury Constant Maturity+2.58%)±
|
6.88
|
6-28-2055
|
1,505,000
|
1,460,473
|
||
|
Baldwin Insurance Group Holdings LLC/Baldwin Insurance Group
Holdings Finance144A
|
7.13
|
5-15-2031
|
1,430,000
|
1,447,849
|
||
|
Broadstreet Partners Group LLC144A
|
5.88
|
4-15-2029
|
3,020,000
|
2,973,782
|
||
|
Global Atlantic Fin Co. (5 Year Treasury Constant
Maturity+3.55%)144A±
|
7.25
|
3-1-2056
|
1,480,000
|
1,458,781
|
||
|
HUB International Ltd.144A
|
7.38
|
1-31-2032
|
2,980,000
|
3,052,625
|
||
|
21,163,676
|
||||||
|
Investment Companies: 0.36%
|
||||||
|
HA Sustainable Infrastructure Capital, Inc. (5 Year Treasury Constant
Maturity+4.30%)±
|
8.00
|
6-1-2056
|
1,430,000
|
1,517,945
|
||
|
REITs: 6.02%
|
||||||
|
Blackstone Mortgage Trust, Inc.144A
|
7.75
|
12-1-2029
|
1,720,000
|
1,824,471
|
||
|
Brandywine Operating Partnership LP
|
6.13
|
1-15-2031
|
1,040,000
|
967,913
|
||
|
Brandywine Operating Partnership LP
|
8.88
|
4-12-2029
|
1,365,000
|
1,428,601
|
||
|
Iron Mountain, Inc.144A
|
4.50
|
2-15-2031
|
2,870,000
|
2,757,999
|
||
|
Iron Mountain, Inc.144A
|
5.25
|
7-15-2030
|
4,035,000
|
3,993,245
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
REITs(continued)
|
||||||
|
Ladder Capital Finance Holdings LLLP/Ladder Capital Finance
Corp.144A
|
7.00
%
|
7-15-2031
|
$
|
3,055,000
|
$3,168,426
|
|
|
Park Intermediate Holdings LLC/PK Domestic Property LLC/PK
Finance Co-Issuer144A
|
7.00
|
2-1-2030
|
2,005,000
|
2,046,971
|
||
|
RHP Hotel Properties LP/RHP Finance Corp.144A
|
5.75
|
3-15-2034
|
2,180,000
|
2,166,937
|
||
|
RHP Hotel Properties LP/RHP Finance Corp.144A
|
6.50
|
6-15-2033
|
2,100,000
|
2,163,027
|
||
|
Starwood Property Trust, Inc.144A
|
6.50
|
7-1-2030
|
2,700,000
|
2,766,274
|
||
|
Uniti Group LP/Uniti Fiber Holdings, Inc./CSL Capital LLC144A
|
6.00
|
1-15-2030
|
810,000
|
782,663
|
||
|
Vornado Realty LP
|
5.75
|
2-1-2033
|
1,590,000
|
1,592,696
|
||
|
25,659,223
|
||||||
|
Industrial: 8.70%
|
||||||
|
Aerospace/defense: 1.53%
|
||||||
|
TransDigm, Inc.144A
|
6.63
|
3-1-2032
|
6,335,000
|
6,510,435
|
||
|
Building materials: 1.64%
|
||||||
|
EMRLD Borrower LP/Emerald Co-Issuer, Inc.144A
|
6.63
|
12-15-2030
|
3,290,000
|
3,368,233
|
||
|
Quikrete Holdings, Inc.144A
|
6.38
|
3-1-2032
|
745,000
|
756,755
|
||
|
Quikrete Holdings, Inc.144A
|
6.75
|
3-1-2033
|
1,610,000
|
1,632,644
|
||
|
Standard Building Solutions, Inc.144A
|
6.25
|
8-1-2033
|
1,245,000
|
1,244,202
|
||
|
7,001,834
|
||||||
|
Electrical components & equipment: 1.28%
|
||||||
|
Energizer Holdings, Inc.144A
|
4.38
|
3-31-2029
|
2,385,000
|
2,294,301
|
||
|
WESCO Distribution, Inc.144A
|
6.63
|
3-15-2032
|
3,045,000
|
3,153,600
|
||
|
5,447,901
|
||||||
|
Electronics: 0.17%
|
||||||
|
Sensata Technologies, Inc.144A
|
6.63
|
7-15-2032
|
695,000
|
717,088
|
||
|
Environmental control: 0.44%
|
||||||
|
Clean Harbors, Inc.144A
|
6.38
|
2-1-2031
|
1,840,000
|
1,872,638
|
||
|
Machinery-diversified: 0.40%
|
||||||
|
Chart Industries, Inc.144A
|
9.50
|
1-1-2031
|
1,615,000
|
1,697,569
|
||
|
Packaging & containers: 1.71%
|
||||||
|
Ardagh Metal Packaging Finance USA LLC/Ardagh Metal Packaging
Finance PLC144A
|
4.00
|
9-1-2029
|
2,260,000
|
2,115,166
|
||
|
Clydesdale Acquisition Holdings, Inc.144A
|
8.75
|
4-15-2030
|
2,805,000
|
2,545,050
|
||
|
Sword Purchaser LLC144A
|
8.25
|
4-15-2033
|
2,585,000
|
2,644,864
|
||
|
7,305,080
|
||||||
|
Transportation: 0.59%
|
||||||
|
Genesee & Wyoming, Inc.144A
|
6.25
|
4-15-2032
|
2,445,000
|
2,502,440
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Trucking & leasing: 0.94%
|
||||||
|
FTAI Aviation Investors LLC144A
|
7.00
%
|
5-1-2031
|
$
|
2,775,000
|
$2,871,909
|
|
|
FTAI Aviation Investors LLC144A
|
7.00
|
6-15-2032
|
1,095,000
|
1,130,299
|
||
|
4,002,208
|
||||||
|
Technology: 6.93%
|
||||||
|
Computers: 0.58%
|
||||||
|
Diebold Nixdorf, Inc.144A
|
7.75
|
3-31-2030
|
2,355,000
|
2,473,846
|
||
|
Office/business equipment: 0.56%
|
||||||
|
Zebra Technologies Corp.144A
|
6.50
|
6-1-2032
|
2,320,000
|
2,365,130
|
||
|
Semiconductors: 0.36%
|
||||||
|
Entegris, Inc.144A
|
5.95
|
6-15-2030
|
1,530,000
|
1,548,819
|
||
|
Software: 5.43%
|
||||||
|
AthenaHealth Group, Inc.144A
|
6.50
|
2-15-2030
|
4,595,000
|
4,379,712
|
||
|
Cloud Software Group, Inc.144A
|
8.25
|
6-30-2032
|
3,200,000
|
3,040,121
|
||
|
Cloud Software Group, Inc.144A
|
9.00
|
9-30-2029
|
2,745,000
|
2,695,275
|
||
|
CoreWeave, Inc.144A
|
9.00
|
2-1-2031
|
2,590,000
|
2,573,578
|
||
|
CoreWeave, Inc.144A
|
9.75
|
10-1-2031
|
1,100,000
|
1,106,370
|
||
|
Ellucian Holdings, Inc.144A
|
6.50
|
12-1-2029
|
1,200,000
|
1,180,287
|
||
|
Oak-Eagle AcquireCo, Inc.144A
|
7.25
|
7-1-2033
|
1,210,000
|
1,246,803
|
||
|
Oak-Eagle AcquireCo, Inc.144A
|
8.75
|
7-1-2034
|
1,300,000
|
1,352,815
|
||
|
Rocket Software, Inc.144A
|
6.50
|
2-15-2029
|
615,000
|
549,133
|
||
|
Rocket Software, Inc.144A
|
9.00
|
11-28-2028
|
2,400,000
|
2,388,123
|
||
|
SS&C Technologies, Inc.144A
|
6.50
|
6-1-2032
|
2,600,000
|
2,630,765
|
||
|
23,142,982
|
||||||
|
Utilities: 4.81%
|
||||||
|
Electric: 4.81%
|
||||||
|
AES Corp. (5 Year Treasury Constant Maturity+2.89%)±
|
6.95
|
7-15-2055
|
1,270,000
|
1,238,946
|
||
|
AES Corp. (5 Year Treasury Constant Maturity+3.20%)±
|
7.60
|
1-15-2055
|
1,670,000
|
1,701,281
|
||
|
Duke Energy Corp. (5 Year Treasury Constant Maturity+2.59%)±
|
6.45
|
9-1-2054
|
2,805,000
|
2,930,527
|
||
|
Edison International (5 Year Treasury Constant Maturity+3.86%)±
|
8.13
|
6-15-2053
|
1,755,000
|
1,800,512
|
||
|
EUSHI Finance, Inc. (5 Year Treasury Constant Maturity+3.14%)±
|
7.63
|
12-15-2054
|
2,830,000
|
2,929,903
|
||
|
PacifiCorp (5 Year Treasury Constant Maturity+3.29%)±
|
7.13
|
8-15-2056
|
2,395,000
|
2,387,186
|
||
|
PG&E Corp. (5 Year Treasury Constant Maturity+3.88%)±
|
7.38
|
3-15-2055
|
2,720,000
|
2,797,675
|
||
|
Sempra (5 Year Treasury Constant Maturity+2.87%)±
|
4.13
|
4-1-2052
|
1,625,000
|
1,601,466
|
||
|
Vistra Corp. (5 Year Treasury Constant Maturity+5.74%)144Aʊ±
|
7.00
|
12-15-2026
|
1,510,000
|
1,514,411
|
||
|
Vistra Corp. Series C (5 Year Treasury Constant
Maturity+5.05%)144Aʊ±
|
8.88
|
1-15-2029
|
1,485,000
|
1,596,369
|
||
|
20,498,276
|
||||||
|
Total corporate bonds and notes (Cost $465,304,636)
|
472,471,024
|
|||||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Loans: 5.71%
|
||||||
|
Communications: 0.98%
|
||||||
|
Media: 0.63%
|
||||||
|
DIRECTV Financing LLC (U.S. SOFR 3 Month+5.25%)±
|
9.18
%
|
8-2-2029
|
$
|
1,963,077
|
$1,966,453
|
|
|
EW Scripps Co. (U.S. SOFR 1 Month+5.75%)±
|
9.53
|
6-30-2028
|
706,950
|
709,750
|
||
|
2,676,203
|
||||||
|
Telecommunications: 0.35%
|
||||||
|
Connect Finco Sarl (U.S. SOFR 1 Month+4.50%)±
|
8.15
|
9-27-2029
|
1,498,532
|
1,501,619
|
||
|
Consumer, cyclical: 1.63%
|
||||||
|
Airlines: 0.38%
|
||||||
|
Vista Management Holding, Inc. (U.S. SOFR 3 Month+3.75%)±
|
7.44
|
4-1-2031
|
1,660,200
|
1,643,897
|
||
|
Housewares: 0.51%
|
||||||
|
American Greetings Corp. (U.S. SOFR 1 Month+5.75%)±
|
9.40
|
10-30-2029
|
2,169,363
|
2,161,228
|
||
|
Retail: 0.74%
|
||||||
|
Petco Health & Wellness Co., Inc. (U.S. SOFR 3 Month+4.25%)±
|
7.95
|
2-3-2031
|
1,660,000
|
1,647,135
|
||
|
Tory Burch LLC (U.S. SOFR 1 Month+4.00%)±
|
7.65
|
4-30-2031
|
1,520,000
|
1,506,700
|
||
|
3,153,835
|
||||||
|
Consumer, non-cyclical: 0.65%
|
||||||
|
Healthcare-products: 0.27%
|
||||||
|
Bausch & Lomb Corp. (U.S. SOFR 1 Month+3.75%)±
|
7.40
|
1-15-2031
|
1,134,300
|
1,139,620
|
||
|
Healthcare-services: 0.38%
|
||||||
|
Modivcare Buyer LLC (U.S. SOFR 3 Month+5.00%)±
|
8.70
|
12-30-2032
|
1,536,667
|
1,359,950
|
||
|
MPH Acquisition Holdings LLC (U.S. SOFR 3 Month+3.75%)±
|
7.41
|
12-31-2030
|
243,845
|
243,357
|
||
|
1,603,307
|
||||||
|
Energy: 0.57%
|
||||||
|
Pipelines: 0.57%
|
||||||
|
Crescent Midstream Intermediate Holdings LLC (U.S. SOFR 3
Month+3.75%)±
|
7.42
|
2-18-2033
|
1,480,000
|
1,486,172
|
||
|
Prairie Acquiror LP (U.S. SOFR 1 Month+3.25%)±
|
6.90
|
8-1-2029
|
936,037
|
939,547
|
||
|
2,425,719
|
||||||
|
Financial: 0.22%
|
||||||
|
Insurance: 0.22%
|
||||||
|
Asurion LLC (U.S. SOFR 1 Month+4.25%)±
|
7.90
|
9-19-2030
|
950,319
|
950,319
|
||
|
Industrial: 1.20%
|
||||||
|
Machinery-diversified: 0.49%
|
||||||
|
TK Elevator Midco GmbH (U.S. SOFR 3 Month+2.75%)±
|
6.44
|
4-30-2030
|
2,065,000
|
2,080,487
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Packaging & containers: 0.71%
|
||||||
|
Mauser Packaging Solutions Holding Co. (U.S. SOFR 3
Month+3.50%)±
|
7.16
%
|
4-15-2030
|
$
|
1,525,000
|
$1,496,086
|
|
|
Owens-Illinois, Inc. (U.S. SOFR 1 Month+3.00%)±
|
6.65
|
9-30-2032
|
1,571,062
|
1,547,497
|
||
|
3,043,583
|
||||||
|
Technology: 0.46%
|
||||||
|
Computers: 0.32%
|
||||||
|
McAfee Corp. (U.S. SOFR 1 Month+3.00%)±
|
6.65
|
3-1-2029
|
1,525,688
|
1,340,698
|
||
|
Software: 0.14%
|
||||||
|
Rocket Software, Inc. (U.S. SOFR 1 Month+3.75%)±
|
7.40
|
11-28-2028
|
646,870
|
616,092
|
||
|
Total loans (Cost $24,690,925)
|
24,336,607
|
|||||
|
Yankee corporate bonds and notes: 20.83%
|
||||||
|
Communications: 4.78%
|
||||||
|
Internet: 0.90%
|
||||||
|
Rakuten Group, Inc.144A
|
9.75
|
4-15-2029
|
3,505,000
|
3,845,025
|
||
|
Media: 1.49%
|
||||||
|
Virgin Media Finance PLC144A
|
5.00
|
7-15-2030
|
1,285,000
|
1,083,160
|
||
|
Virgin Media Secured Finance PLC144A
|
4.50
|
8-15-2030
|
3,565,000
|
3,155,411
|
||
|
VZ Secured Financing BV144A
|
5.00
|
1-15-2032
|
2,395,000
|
2,098,671
|
||
|
6,337,242
|
||||||
|
Telecommunications: 2.39%
|
||||||
|
Rogers Communications, Inc. (5 Year Treasury Constant
Maturity+2.62%)±
|
7.13
|
4-15-2055
|
4,675,000
|
4,822,779
|
||
|
Telecom Italia Capital SA
|
7.20
|
7-18-2036
|
2,095,000
|
2,286,802
|
||
|
TELUS Corp. (5 Year Treasury Constant Maturity+2.52%)±
|
6.63
|
6-9-2056
|
560,000
|
556,918
|
||
|
TELUS Corp. (5 Year Treasury Constant Maturity+2.77%)±
|
6.63
|
10-15-2055
|
2,480,000
|
2,507,704
|
||
|
10,174,203
|
||||||
|
Consumer, cyclical: 2.70%
|
||||||
|
Airlines: 0.58%
|
||||||
|
Air Canada Pass-Through Trust Series 2020-1 Class C144A
|
10.50
|
7-15-2026
|
1,000,000
|
1,011,207
|
||
|
VistaJet Malta Finance PLC/Vista Management Holding, Inc.144A
|
6.38
|
2-1-2030
|
1,560,000
|
1,460,885
|
||
|
2,472,092
|
||||||
|
Auto manufacturers: 0.50%
|
||||||
|
Nissan Motor Co. Ltd.144A
|
8.13
|
7-17-2035
|
2,005,000
|
2,115,419
|
||
|
Entertainment: 0.32%
|
||||||
|
Banijay Entertainment SASU144A
|
8.13
|
5-1-2029
|
1,315,000
|
1,357,305
|
||
|
Leisure time: 1.30%
|
||||||
|
Carnival Corp.144A
|
5.75
|
8-1-2032
|
2,790,000
|
2,804,028
|
||
|
Carnival Corp.144A
|
6.13
|
2-15-2033
|
2,700,000
|
2,739,581
|
||
|
5,543,609
|
||||||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Consumer, non-cyclical: 4.13%
|
||||||
|
Cosmetics/Personal Care: 1.49%
|
||||||
|
Opal Bidco SAS144A
|
6.50
%
|
3-31-2032
|
$
|
2,730,000
|
$2,779,364
|
|
|
Perrigo Finance Unlimited Co.
|
6.13
|
9-30-2032
|
3,800,000
|
3,575,678
|
||
|
6,355,042
|
||||||
|
Food: 0.75%
|
||||||
|
Froneri Lux Finco Sarl144A
|
6.00
|
8-1-2032
|
3,250,000
|
3,214,349
|
||
|
Healthcare-products: 0.60%
|
||||||
|
Bausch & Lomb Corp.144A
|
8.38
|
10-1-2028
|
2,460,000
|
2,539,950
|
||
|
Pharmaceuticals: 1.29%
|
||||||
|
1261229 BC Ltd.144A
|
10.00
|
4-15-2032
|
4,540,000
|
4,688,812
|
||
|
Bausch Health Cos., Inc.144A
|
6.25
|
2-15-2029
|
1,080,000
|
794,475
|
||
|
5,483,287
|
||||||
|
Energy: 1.23%
|
||||||
|
Oil & gas: 0.43%
|
||||||
|
Borr IHC Ltd./Borr Finance LLC144A
|
10.00
|
11-15-2028
|
892,073
|
931,948
|
||
|
Saturn Oil & Gas, Inc.144A
|
9.63
|
6-15-2029
|
846,000
|
887,138
|
||
|
1,819,086
|
||||||
|
Pipelines: 0.80%
|
||||||
|
Enbridge, Inc. (5 Year Treasury Constant Maturity+3.71%)±
|
7.38
|
1-15-2083
|
3,325,000
|
3,406,270
|
||
|
Financial: 4.38%
|
||||||
|
Banks: 2.33%
|
||||||
|
BNP Paribas SA (5 Year Treasury Constant Maturity+2.85%)144Aʊ±
|
6.88
|
12-15-2033
|
2,000,000
|
1,986,449
|
||
|
BNP Paribas SA (5 Year Treasury Constant Maturity+3.73%)144Aʊ±
|
8.00
|
8-22-2031
|
2,270,000
|
2,429,118
|
||
|
UBS Group AG (5 Year Treasury Constant Maturity+3.40%)144Aʊ±
|
4.88
|
2-12-2027
|
1,570,000
|
1,569,489
|
||
|
UBS Group AG (USD SOFR ICE Swap Rate 11:00am NY 5
Year+3.24%)144Aʊ±
|
6.63
|
1-8-2031
|
3,005,000
|
3,025,915
|
||
|
UBS Group AG (USD SOFR ICE Swap Rate 11:00am NY 5
Year+4.16%)144Aʊ±
|
7.75
|
4-12-2031
|
865,000
|
922,744
|
||
|
9,933,715
|
||||||
|
Diversified financial services: 2.05%
|
||||||
|
GGAM Finance Ltd.144A
|
5.88
|
3-15-2030
|
3,195,000
|
3,218,547
|
||
|
Global Aircraft Leasing Co. Ltd.144A
|
8.75
|
9-1-2027
|
2,895,000
|
2,936,431
|
||
|
goeasy Ltd.144A
|
7.63
|
7-1-2029
|
2,890,000
|
2,589,927
|
||
|
8,744,905
|
||||||
|
Industrial: 1.81%
|
||||||
|
Electronics: 0.66%
|
||||||
|
Sensata Technologies BV144A
|
5.88
|
9-1-2030
|
2,800,000
|
2,821,300
|
||
|
Packaging & containers: 1.15%
|
||||||
|
Ardagh Group SA (PIK at 6.50%)144A¥
|
12.00
|
12-1-2030
|
1,000,000
|
897,400
|
||
|
Interest
rate
|
Maturity
date
|
Principal
|
Value
|
|||
|
Packaging & containers(continued)
|
||||||
|
Trivium Packaging Finance BV144A
|
8.25
%
|
7-15-2030
|
$
|
1,619,000
|
$1,688,113
|
|
|
Trivium Packaging Finance BV144A
|
12.25
|
1-15-2031
|
2,115,000
|
2,305,940
|
||
|
4,891,453
|
||||||
|
Technology: 1.06%
|
||||||
|
Computers: 0.70%
|
||||||
|
Seagate Data Storage Technology Pte. Ltd.144A
|
8.50
|
7-15-2031
|
2,840,000
|
2,974,837
|
||
|
Semiconductors: 0.36%
|
||||||
|
Kioxia Holdings Corp.144A
|
6.63
|
7-24-2033
|
1,460,000
|
1,526,228
|
||
|
Utilities: 0.74%
|
||||||
|
Electric: 0.74%
|
||||||
|
Algonquin Power & Utilities Corp. (5 Year Treasury Constant
Maturity+3.25%)±
|
4.75
|
1-18-2082
|
3,220,000
|
3,179,194
|
||
|
Total yankee corporate bonds and notes (Cost $88,501,224)
|
88,734,511
|
|||||
|
Yield
|
Shares
|
|||||
|
Short-term investments: 2.94%
|
||||||
|
Investment companies: 2.94%
|
||||||
|
Allspring Government Money Market Fund Select Class♠∞##
|
3.60
|
12,500,352
|
12,500,352
|
|||
|
Total short-term investments (Cost $12,500,352)
|
12,500,352
|
|||||
|
Total investments in securities (Cost $594,194,039)
|
141.81
%
|
604,189,124
|
||||
|
Other assets and liabilities, net
|
(41.81
)
|
(178,119,338
)
|
||||
|
Total net assets
|
100.00
%
|
$426,069,786
|
||||
|
144A
|
The security may be resold in transactions exempt from registration, normally to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of
1933.
|
|
†
|
Non-income-earning security
|
|
˃
|
Restricted security as to resale, excluding Rule 144A securities. The Fund held a restricted security with current value of $3,422,553 (original cost of $970,164),
representing 0.80% of its net assets as of period end.
|
|
¥
|
A payment-in-kind (PIK) security is a security in which the issuer may make interest or dividend payments in cash or additional securities or a combination of both.
The rate shown is the rate in effect at period end.
|
|
±
|
Variable rate investment. The rate shown is the rate in effect at period end.
|
|
%%
|
The security is purchased on a when-issued basis.
|
|
♦
|
The security is fair valued in accordance with procedures approved by Allspring Funds Management, LLC.
|
|
ʊ
|
Security is perpetual in nature and has no stated maturity date. The date shown reflects the next call date.
|
|
♠
|
The issuer of the security is an affiliated person of the Fund as defined in the Investment Company Act of 1940.
|
|
∞
|
The rate represents the 7-day annualized yield at period end.
|
|
##
|
All or a portion of this security is segregated as collateral for when-issued securities.
|
|
Abbreviations:
|
|
|
REIT
|
Real estate investment trust
|
|
SOFR
|
Secured Overnight Financing Rate
|
|
Value,
beginning of
period
|
Purchases
|
Sales
proceeds
|
Net
realized
gains
(losses)
|
Net
change in
unrealized
gains
(losses)
|
Value,
end of
period
|
Shares,
end
of period
|
Income
from
affiliated
securities
|
|
|
Short-term investments
|
||||||||
|
Allspring Government Money Market Fund
Select Class
|
$22,146,929
|
$181,961,371
|
$(191,607,948
)
|
$0
|
$0
|
$12,500,352
|
12,500,352
|
$403,802
|
|
Assets
|
|
|
Investments in unaffiliated securities, at value (cost $581,693,687)
|
$591,688,772
|
|
Investments in affiliated securities, at value (cost $12,500,352)
|
12,500,352
|
|
Cash
|
568
|
|
Receivable for interest
|
9,579,498
|
|
Receivable for investments sold
|
750,858
|
|
Prepaid expenses and other assets
|
4,862
|
|
Total assets
|
614,524,910
|
|
Liabilities
|
|
|
Secured borrowing payable
|
179,000,000
|
|
Payable for investments purchased
|
5,661,272
|
|
Dividends payable
|
3,161,529
|
|
Advisory fee payable
|
303,300
|
|
Administration fee payable
|
25,275
|
|
Accrued expenses and other liabilities
|
303,748
|
|
Total liabilities
|
188,455,124
|
|
Total net assets
|
$426,069,786
|
|
Net assets consist of
|
|
|
Paid-in capital
|
$540,598,257
|
|
Total distributable loss
|
(114,528,471
)
|
|
Total net assets
|
$426,069,786
|
|
Net asset value per share
|
|
|
Based on $426,069,786 divided by 59,092,336 shares issued and outstanding (100,000,000 shares authorized)
|
$7.21
|
|
Investment income
|
|
|
Interest
|
$42,975,812
|
|
Income from affiliated securities
|
403,802
|
|
Dividends
|
7,073
|
|
Total investment income
|
43,386,687
|
|
Expenses
|
|
|
Advisory fee
|
3,729,479
|
|
Administration fee
|
310,790
|
|
Custody and accounting fees
|
23,797
|
|
Professional fees
|
177,314
|
|
Registration fees
|
164
|
|
Shareholder report expenses
|
100,469
|
|
Trustees' fees and expenses
|
16,703
|
|
Transfer agent fees
|
33,439
|
|
Interest expense
|
8,360,273
|
|
Other fees and expenses
|
25,007
|
|
Total expenses
|
12,777,435
|
|
Net investment income
|
30,609,252
|
|
Realized and unrealized gains (losses) on investments
|
|
|
Net realized gains on investments
|
719,155
|
|
Net change in unrealized gains (losses) on investments
|
9,277,343
|
|
Net realized and unrealized gains (losses) on investments
|
9,996,498
|
|
Net increase in net assets resulting from operations
|
$40,605,750
|
|
Year ended
April 30, 2026
|
Year ended
April 30, 2025
|
|||
|
Operations
|
||||
|
Net investment income
|
$30,609,252
|
$32,755,627
|
||
|
Net realized gains (losses) on investments
|
719,155
|
(8,987,044
)
|
||
|
Net change in unrealized gains (losses) on investments
|
9,277,343
|
11,708,098
|
||
|
Net increase in net assets resulting from operations
|
40,605,750
|
35,476,681
|
||
|
Distributions to shareholders from
|
||||
|
Net investment income and net realized gains
|
(31,796,604
)
|
(32,965,065
)
|
||
|
Tax basis return of capital
|
(6,153,085
)
|
(4,409,065
)
|
||
|
Total distributions to shareholders
|
(37,949,689
)
|
(37,374,130
)
|
||
|
Total increase (decrease) in net assets
|
2,656,061
|
(1,897,449
)
|
||
|
Net assets
|
||||
|
Beginning of period
|
423,413,725
|
425,311,174
|
||
|
End of period
|
$426,069,786
|
$423,413,725
|
||
|
Cash flows from operating activities
|
|
|
Net increase in net assets resulting from operations
|
$40,605,750
|
|
Adjustments to reconcile net increase in net assets from operations to net cash provided by operating
activities
|
|
|
Purchases of long-term securities
|
(281,584,319
)
|
|
Proceeds from the sales of long-term securities
|
282,665,833
|
|
Amortization, net
|
(1,250,022
)
|
|
Purchases and sales of short-term securities, net
|
9,117,196
|
|
Decrease in receivable for investments sold
|
9,391,762
|
|
Decrease in receivable for interest
|
561,809
|
|
Decrease in prepaid expenses and other assets
|
2,571
|
|
Decrease in payable for investments purchased
|
(2,153,741
)
|
|
Decrease in trustees' fees and expenses payable
|
(1,802
)
|
|
Increase in advisory fee payable
|
3,365
|
|
Increase in administration fee payable
|
280
|
|
Increase in accrued expenses and other liabilities
|
169,028
|
|
Net realized gains on unaffiliated securities
|
(719,155
)
|
|
Net change in unrealized (gains) losses on unaffiliated securities
|
(9,277,343
)
|
|
Net cash provided by operating activities
|
47,531,212
|
|
Cash flows from financing activities
|
|
|
Decrease in secured borrowing payable
|
(10,000,000
)
|
|
Cash distributions paid
|
(37,959,143
)
|
|
Net cash used in financing activities
|
(47,959,143
)
|
|
Net decrease in cash
|
(427,931
)
|
|
Cash
|
|
|
Beginning of period
|
428,499
|
|
End of period
|
$568
|
|
Supplemental cash disclosure
|
|
|
Cash paid for interest
|
$8,256,466
|
|
Year ended April 30
|
|||||
|
2026
|
2025
|
2024
|
2023
|
2022
|
|
|
Net asset value, beginning of period
|
$7.17
|
$7.20
|
$7.14
|
$7.96
|
$9.16
|
|
Net investment income
|
0.52
1
|
0.55
1
|
0.50
1
|
0.50
1
|
0.55
1
|
|
Net realized and unrealized gains (losses) on investments
|
0.16
|
0.05
|
0.14
|
(0.67
)
|
(1.04
)
|
|
Total from investment operations
|
0.68
|
0.60
|
0.64
|
(0.17
)
|
(0.49
)
|
|
Distributions to shareholders from
|
|||||
|
Net investment income
|
(0.54
)
|
(0.56
)
|
(0.54
)
|
(0.52
)
|
(0.61
)
|
|
Tax basis return of capital
|
(0.10
)
|
(0.07
)
|
(0.05
)
|
(0.14
)
|
(0.11
)
|
|
Total distributions to shareholders
|
(0.64
)
|
(0.63
)
|
(0.59
)
|
(0.66
)
|
(0.72
)
|
|
Anti-dilutive effect of shares repurchased
|
0.00
|
0.00
|
0.01
|
0.01
|
0.01
|
|
Net asset value, end of period
|
$7.21
|
$7.17
|
$7.20
|
$7.14
|
$7.96
|
|
Market value, end of period
|
$6.68
|
$6.74
|
$6.45
|
$6.38
|
$7.54
|
|
Total return based on market value2
|
8.78
%
|
14.45
%
|
10.87
%
|
(6.70
)%
|
(5.19
)%
|
|
Ratios to average net assets (annualized)
|
|||||
|
Gross expenses*
|
2.95
%
|
3.50
%
|
3.74
%
|
2.74
%
|
1.26
%
|
|
Net expenses*
|
2.95
%
|
3.50
%
|
3.74
%
|
2.74
%
|
1.26
%
|
|
Net investment income*
|
7.08
%
|
7.56
%
|
7.08
%
|
6.85
%
|
6.14
%
|
|
Supplemental data
|
|||||
|
Portfolio turnover rate
|
44
%
|
69
%
|
50
%
|
52
%
|
54
%
|
|
Net assets, end of period (000s omitted)
|
$426,070
|
$423,414
|
$425,311
|
$425,867
|
$479,457
|
|
Borrowings outstanding, end of period (000s omitted)
|
$179,000
|
$189,000
|
$189,000
|
$189,000
|
$194,000
|
|
Asset coverage per $1,000 of borrowing, end of period
|
$3,380
|
$3,240
|
$3,250
|
$3,253
|
$3,471
|
|
*
|
Ratios include interest expense relating to interest associated with borrowings and/or leverage transactions as follows:
|
|
Year ended April 30, 2026
|
1.93%
|
|
Year ended April 30, 2025
|
2.47%
|
|
Year ended April 30, 2024
|
2.73%
|
|
Year ended April 30, 2023
|
1.70%
|
|
Year ended April 30, 2022
|
0.30%
|
|
1
|
Calculated based upon average shares outstanding
|
|
2
|
Total return is calculated assuming a purchase of common stock on the first day and a sale on the last day of the period reported. Dividends and distributions, if any, are
assumed for purposes of these calculations to be reinvested at prices obtained under the Fund's Automatic Dividend Reinvestment Plan. Total return does not reflect
brokerage commissions that a shareholder would pay on the purchase and sale of shares.
|
|
Gross unrealized gains
|
$16,362,997
|
|
Gross unrealized losses
|
(8,799,529
)
|
|
Net unrealized gains
|
$7,563,468
|
|
Quoted prices
(Level 1)
|
Other significant
observable inputs
(Level 2)
|
Significant
unobservable inputs
(Level 3)
|
Total
|
|
|
Assets
|
||||
|
Investments in:
|
||||
|
Asset-backed securities
|
$0
|
$1,563,105
|
$0
|
$1,563,105
|
|
Common stocks
|
||||
|
Energy
|
0
|
3,422,553
|
0
|
3,422,553
|
|
Health care
|
0
|
1,160,972
|
0
|
1,160,972
|
|
Corporate bonds and notes
|
0
|
472,471,024
|
0
|
472,471,024
|
|
Loans
|
0
|
24,336,607
|
0
|
24,336,607
|
|
Yankee corporate bonds and notes
|
0
|
88,734,511
|
0
|
88,734,511
|
|
Short-term investments
|
||||
|
Investment companies
|
12,500,352
|
0
|
0
|
12,500,352
|
|
Total assets
|
$12,500,352
|
$591,688,772
|
$0
|
$604,189,124
|
|
Year ended April 30
|
||
|
2026
|
2025
|
|
|
Ordinary income
|
$31,796,604
|
$32,965,065
|
|
Tax basis return of capital
|
6,153,085
|
4,409,065
|
|
Total
|
$37,949,689
|
$37,374,130
|
|
Unrealized
gains
|
Capital loss
carryforward
|
Total
|
|
$7,563,468
|
$(118,900,810
)
|
$(111,337,342
)
|
|
Declaration date
|
Record date
|
Payable date
|
Per share amount
|
|
April
24,2026
|
May
11,2026
|
June
1,2026
|
$0.05330
|
|
May
19,2026
|
June
11,2026
|
July
1,2026
|
0.05337
|
|
Name and
year of birth
|
Position held and
length of service*
|
Principal occupations during past five years or longer
|
Current other
public company
or
investment
company
directorships
|
|
Class I - Independent Trustees to serve until 2026 Annual Meeting of Shareholders
|
|||
|
Isaiah
Harris, Jr.
(Born 1952)
|
Trustee of ETF Trust,
since 2024
Trustee of all other
Trusts,
since 2009
|
Retired. Member of the Advisory Board of CEF of East Central Florida. Chairman of the Board of
CIGNA Corporation from 2009 to 2021, and Director from 2005 to 2008. From 2003 to 2011,
Director of Deluxe Corporation. Prior thereto, President and CEO of BellSouth Advertising and
Publishing Corp. from 2005 to 2007, President and CEO of BellSouth Enterprises from 2004 to
2005 and President of BellSouth Consumer Services from 2000 to 2003. Emeritus member of the
Iowa State University Foundation Board of Governors. Emeritus Member of the Advisory board of
Iowa State University School of Business. Advisory Board Member, Palm Harbor Academy (private
school). Advisory Board Member, Fellowship of Christian Athletes. Mr. Harris is a certified public
accountant (inactive status).
|
N/A
|
|
Cindy J.
Miller
(Born 1960)
|
Trustee of all Trusts,
since 2026
|
Retired. Director, President and CEO (from 2019 to 2024) and President and COO (from 2018 to
2019) of Stericycle, Inc. President of Global Freight Forwarding (from 2016 to 2018) and
President of the firm's European region (from 2013 to 2016) for United Parcel Service (UPS).
Director, UGI Corporation (from 2021 to 2024).
|
Board Member, W.
W. Grainger, Inc.
Board Member
FedEx Freight
Holding Company,
Inc.
|
|
Olivia S.
Mitchell
(Born 1953)
|
Trustee of ETF Trust,
since 2024
Trustee of all other
Trusts,
since 2006
|
International Foundation of Employee Benefit Plans Professor since 1993, Wharton School of the
University of Pennsylvania. Director of Wharton's Pension Research Council and Boettner Center
on Pensions & Retirement Research, and Research Associate at the National Bureau of Economic
Research. Previously taught at Cornell University from 1978 to 1993.
|
N/A
|
|
Name and
year of birth
|
Position held and
length of service*
|
Principal occupations during past five years or longer
|
Current other
public company
or
investment
company
directorships
|
|
Class II - Independent Trustees to serve until 2027 Annual Meeting of Shareholders
|
|||
|
William R.
Ebsworth
(Born 1957)
|
Trustee of ETF Trust,
since 2024
Trustee of all other
Trusts,
since 2015
|
Retired. From 1984 to 2013, equities analyst, portfolio manager, research director and chief
investment officer at Fidelity Management and Research Company in Boston, Tokyo, and Hong
Kong, and retired in 2013 as Chief Investment Officer of Fidelity Strategic Advisers, Inc. where he
led a team of investment professionals managing client assets. Prior thereto, Board member of
Hong Kong Securities Clearing Co., Hong Kong Options Clearing Corp., the Thailand International
Fund, Ltd., Fidelity Investments Life Insurance Company, and Empire Fidelity Investments Life
Insurance Company. Serves on the Investment Company Institute's Board of Governors since
2022 and Executive Committee since 2023; and Chair of the Governing Council of the
Independent Directors Council since 2024 and Vice Chair from 2023 to 2024. Audit Committee
Chair and Investment Committee Chair of the Vincent Memorial Hospital Foundation (non-profit
organization). Mr. Ebsworth is a CFA charterholder.
|
N/A
|
|
Jane A.
Freeman
(Born 1953)
|
Trustee of ETF Trust,
since 2024; Audit
Committee Chair of
ETF Trust,
since 2025
Trustee of all other
Trusts,
since 2015; Audit
Committee Chair,
since 2025
|
Retired. From 2012 to 2014 and 1999 to 2008, Chief Financial Officer of Scientific Learning
Corporation. From 2008 to 2012, Ms. Freeman provided consulting services related to strategic
business projects. Prior to 1999, Portfolio Manager at Rockefeller & Co. and Scudder, Stevens &
Clark. Board member of the Harding Loevner Funds from 1996 to 2014, serving as both Lead
Independent Director and chair of the Audit Committee. Board member of the Russell Exchange
Traded Funds Trust from 2011 to 2012 and the chair of the Audit Committee. Ms. Freeman is also
an inactive Chartered Financial Analyst.
|
N/A
|
|
Brian S.
Shlissel
(Born 1964)
|
Trustee of all Trusts,
since 2026
|
Retired. Previously, President and Principal Executive Officer (from 2016 to 2025) of the J.P.
Morgan Funds (a registered investment company complex), and Managing Director and Chief
Administrative Officer of Pooled Vehicles (from 2014 to 2025) at J.P. Morgan Asset Management.
Prior thereto, President and Chief Executive Officer (from 2001 to 2014) and Treasurer and Chief
Financial Officer (from 1999 to 2001) for the Allianz Global Investors Fund Complex (a registered
investment company complex) and the PIMCO Closed-End Funds (a group of registered
investment companies), and Managing Director and Head of Mutual Fund Services (from 1999 to
2014) at Allianz Global Investors. Director (from 2017 to 2023) and Chair of the Governance
Committee of the Expect Miracles Foundation, a not-for-profit foundation focused on cancer
research. Director (from 2023 to 2025) of NICSA, a not-for-profit asset and wealth management
trade association.
|
N/A
|
|
Name and
year of birth
|
Position held and
length of service*
|
Principal occupations during past five years or longer
|
Current other
public company
or
investment
company
directorships
|
|
Class III - Independent Trustees to serve until 2028 Annual Meeting of Shareholders
|
|||
|
Timothy J.
Penny
(Born 1951)
|
Trustee and Chair of
ETF Trust,
since 2024
Trustee of all other
Trusts,
since 1996;
Chair,
since 2018
|
Chair of the Economic Club of Minnesota, since 2026. Vice Chair of the Economic Club of
Minnesota, from 2007-2025. President and Chief Executive Officer of Southern Minnesota
Initiative Foundation, a non-profit organization, from 2007-2025. Co-Chair of the Committee for a
Responsible Federal Budget, since 1995. Member of the Board of Trustees of NorthStar
Education Finance, Inc., a non-profit organization, from 2007-2022. Senior Fellow of the
University of Minnesota Humphrey Institute from 1995 to 2017.
|
N/A
|
|
James G.
Polisson
(Born 1959)
|
Trustee and
Nominating and
Governance
Committee Chair of
ETF Trust, since 2024
Trustee of all other
Trusts,
since 2018;
Nominating and
Governance
Committee Chair,
since 2024
|
Retired. Chief Marketing Officer, Source (ETF) UK Services, Ltd, from 2015 to 2017. From 2012 to
2015, Principal of The Polisson Group, LLC, a management consulting, corporate advisory and
principal investing company. Chief Executive Officer and Managing Director at Russell
Investments, Global Exchange Traded Funds from 2010 to 2012. Managing Director of Barclays
Global Investors from 1998 to 2010 and Global Chief Marketing Officer for iShares and Barclays
Global Investors from 2000 to 2010. Trustee of the San Francisco Mechanics' Institute, a non-
profit organization, from 2013 to 2015. Board member of the Russell Exchange Traded Fund Trust
from 2011 to 2012. Director of Barclays Global Investors Holdings Deutschland GmbH from 2006
to 2009. Mr. Polisson is an attorney and has a retired status with the Massachusetts and District of
Columbia Bar Associations.
|
N/A
|
|
Pamela
Wheelock
(Born 1959)
|
Trustee and Chair
Liaison of ETF Trust,
since 2024
Trustee of all other
Trusts,
since January 2020;
previously Trustee
from January 2018 to
July 2019;
Chair Liaison,
since
July 2024
|
Retired. Executive and Senior Financial leadership positions in the public, private and nonprofit
sectors. Interim President and CEO, McKnight Foundation, 2020. Interim Commissioner,
Minnesota Department of Human Services, 2019. Chief Operating Officer, Twin Cities Habitat for
Humanity, 2017-2019. Vice President for University Services, University of Minnesota, 2012-
2016. Interim President and CEO, Blue Cross and Blue Shield of Minnesota, 2011-2012. Executive
Vice-President and Chief Financial Officer, Minnesota Wild, 2002-2008. Commissioner,
Minnesota Department of Finance, 1999-2002. Chair of the Board of Directors of Destination
Medical Center Corporation. Member of the Boards of Trustees for the College of Saint Benedict
& Saint John's University since 2025. Board member of the Minnesota Wild Foundation from
2009-2024.
|
N/A
|
|
Name and
year of birth
|
Position held and
length of
service
|
Principal occupations during past five years or longer
|
|
John Kenney
(Born 1965)
|
President of all
Trusts, since 2025
|
President of Allspring Funds Management, LLC since 2025. Prior thereto, Head of Strategic Initiatives of Allspring
Global Investments from 2022 to 2025. Independent Board Member for the Principal Funds from 2020 to 2022,
Executive Vice President and Global Head of Affiliate Strategic Initiatives from 2015 to 2020 for Legg Mason Global
Asset Management and Managing Director, Corporate Strategy and Business Development from 2014 to 2015 for
Legg Mason Global Asset Management.
|
|
Jeremy DePalma
(Born 1974)
|
Treasurer of ETF
Trust, since 2024
Treasurer of all
other Trusts,
since 2012
(for certain funds in
the Fund Complex);
since 2021 (for
the remaining funds
in the Complex)
|
Senior Vice President of Allspring Funds Management, LLC since 2009. Senior Vice President of Evergreen
Investment Management Company, LLC from 2008 to 2010 and head of the Fund Reporting and Control Team
within Fund Administration from 2005 to 2010.
|
|
Christopher Baker
(Born 1976)
|
Chief Compliance
Officer of ETF Trust,
since 2024
Chief Compliance
Officer of all other
Trusts,
since 2022
|
Global Chief Compliance Officer for Allspring Global Investments since 2022. Prior thereto, Chief Compliance
Officer for State Street Global Advisors from 2018 to 2021. Senior Compliance Officer for the State Street divisions
of Alternative Investment Solutions, Sector Solutions, and Global Marketing from 2015 to 2018. From 2010 to 2015
Vice President, Global Head of Investment and Marketing Compliance for State Street Global Advisors.
|
|
Matthew Prasse
(Born 1983)
|
Chief Legal Officer
of ETF Trust, since
2024
Chief Legal Officer
of all other Trusts,
since 2022;
Secretary, since
2021
|
Managing Counsel of the Allspring Legal Department since 2023. Previously, Senior Counsel of the Allspring Legal
Department from 2021 to 2023; Senior Counsel of the Wells Fargo Legal Department from 2018 to 2021; Counsel for
Barings LLC from 2015 to 2018; Associate at Morgan, Lewis & Bockius LLP from 2008 to 2015.
|
ITEM 2. CODE OF ETHICS
(a) As of the end of the period covered by the report, Allspring Income Opportunities Fund has adopted a code of ethics that applies to its President and Treasurer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
(c) During the period covered by this report, there were no amendments to the provisions of the code of ethics adopted in Item 2(a) above.
(d) During the period covered by this report, there were no implicit or explicit waivers to the provisions of the code of ethics adopted in Item 2(a) above.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
The Board of Trustees of Allspring Income Opportunities Fund has determined that Jane A. Freeman is an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Freeman is independent for purposes of Item 3 of Form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
(a), (b), (c), (d) The following table presents aggregate fees billed in each of the last two fiscal years for services rendered to the Registrant by the Registrant's principal accountant. These fees were billed to the registrant and were approved by the Registrant's audit committee.
|
Fiscal year ended April 30, 2026 |
Fiscal year ended April 30, 2025 |
|||||||
|
Audit fees |
$ | 67,250 | $ | 67,250 | ||||
|
Audit-related fees |
- | - | ||||||
|
Tax fees (1) |
- | 4,960 | ||||||
|
All other fees |
- | - | ||||||
| $ | 67,250 | $ | 72,210 | |||||
| (1) |
Tax fees consist of fees for tax compliance, tax advice, tax planning and excise tax. |
(e)(1) The Chair of the Audit Committees is authorized to pre-approve: (1) audit services for the Allspring Income Opportunities Fund; (2) non-audit tax or compliance consulting or training services provided to the Allspring Income Opportunities Fund by the independent auditors ("Auditors") if the fees for any particular engagement are not anticipated to exceed $50,000; and (3) non-audit tax or compliance consulting or training services provided by the Auditors to a Allspring Income Opportunities Fund's investment adviser and its controlling entities (where pre-approval is required because the engagement relates directly to the operations and financial reporting of the Allspring Income Opportunities Fund) if the fee to the Auditors for any particular engagement is not anticipated to exceed $50,000. For any such pre-approval sought from the Chair, Management shall prepare a brief description of the proposed services.
If the Chair approves of such service, he or she shall sign the statement prepared by Management. Such written statement shall be presented to the full Committees at their next regularly scheduled meetings.
(e)(2) Not applicable.
(f) Not applicable.
(g) Not applicable.
(h) Not applicable.
(i) Not applicable.
(j) Not applicable.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The Audit Committee is comprised of:
William R. Ebsworth
Jane A. Freeman
Isaiah Harris, Jr.
Cindy J. Miller
Olivia S. Mitchell
Timothy J. Penny
James G. Polisson
Brian S. Shlissel
Pamela Wheelock
ITEM 6. INVESTMENTS
A Portfolio of Investments for Allspring Income Opportunities Fund is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7. FINANCIAL STATEMENTS AND FINANCIAL HIGHLIGHTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 9. PROXY DISCLOSURES FOR OPEN-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 10. REMUNERATION PAID TO DIRECTORS, OFFICERS, AND OTHERS OF OPEN-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 11. STATEMENT REGARDING BASIS FOR APPROVAL OF INVESTMENT ADVISORY CONTRACT
The registrant's statement regarding basis for approval of investment advisory contract is included as part of the Report to Shareholders filed under Item 1 of this Form.
ITEM 12. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
PROXY VOTING POLICIES AND PROCEDURES
EFFECTIVE AS OF APRIL 2026
The Allspring Income Opportunities Fund has adopted policies and procedures ("Fund Proxy Voting Procedures") that are used to determine how to vote proxies relating to portfolio securities held by the Fund. The Fund Proxy Voting Procedures are designed to ensure that proxies are voted in the best interests of Fund shareholders, without regard to any relationship that any affiliated person of a Fund (or an affiliated person of such affiliated person) may have with the issuer of the security and with the goal of maximizing value to shareholders consistent with governing laws and the investment policies of the Fund. While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, the Fund supports sound corporate governance practices within companies in which it invests. The Board of the Fund has delegated the responsibility for voting proxies relating to the Fund's portfolio securities to Allspring Funds Management. Allspring Funds Management utilizes the Allspring Global Investments Proxy Voting Policies and Procedures, included below, to ensure that proxies relating to the Fund's portfolio securities are voted in shareholders' best interests.
Introduction
Allspring Stewardship
As a fiduciary, Allspring is committed to effective stewardship of the assets we manage on behalf of our clients in our active investment strategies. To us, good stewardship reflects responsible, active ownership and includes both engaging with issuers and voting proxies in a manner that we believe will maximize the long-term value of our clients' investments.
Scope
These Proxy Voting Policies and Procedures ("Policies and Procedures") set forth how we exercise voting rights on behalf of clients that have delegated proxy voting authority to any of the following Allspring advisory entities:
| |
Allspring Global Investments, LLC |
| |
Allspring Funds Management, LLC |
| |
Allspring Global Investments (UK) Limited |
| |
Allspring Global Investments Luxembourg S.A |
| |
Allspring Global Investments (Singapore) Pte. Ltd |
| |
Galliard Capital Management, LLC |
Voting Philosophy
Allspring has adopted these Policies and Procedures to ensure that proxies are voted in the best interests of clients, without regard to any relationship that Allspring or its affiliates may have with proxy issuers. Allspring exercises its voting responsibility as a fiduciary with the goal of maximizing the long-term value of our clients' investments consistent with governing laws and the investment policies of each client. While securities are not purchased to exercise control or to seek to effect corporate change through share ownership activism, Allspring supports sound corporate governance practices at companies in which client assets are invested.
Governance and Administration
Proxy Governance Committee
Allspring's Proxy Governance Committee ("PGC") is responsible for overseeing the proxy voting process to ensure its implementation in conformance with these Policies and Procedures. PGC reviews the Policies and Procedures at least annually. PGC may delegate certain powers and responsibilities to proxy voting working groups. PGC reviews and, in accordance with these Policies and Procedures, votes on issues that have been escalated from proxy voting working groups.
PGC Meetings
PGC meets at least quarterly but may be convened more frequently as necessary (for example, to discuss a specific proxy proposal). PGC shall convene or act through written consent, including through the use of electronic systems of record, of a majority of PGC members. Any working group of the PGC shall have the authority on matters delegated to it to act by vote or written consent, including through the use of electronic systems of record, of a majority of the working group members available at that time.
PGC Membership
PGC voting members are identified in the Allspring Proxy Charter. Changes to the membership of PGC will be made only with approval of PGC.
Proxy Due Diligence Working Group
PGC has delegated responsibility to the Proxy Voting Due Diligence Working Group ("DDWG") to review and recommend votes on certain proxy matters as outlined in the procedures below.
Proxy Administration
Allspring's Stewardship Team ("Stewardship") is responsible for administering the proxy voting process to ensure its implementation consistent with these Policies and Procedures. Stewardship monitors Allspring's third party proxy voting vendor to ensure proxy voting is being done in a timely and accurate manner. Stewardship regularly reviews these Policies and Procedures and recommends revisions as necessary. Stewardship is also responsible for monitoring the potential conflicts of interest disclosed by the proxy voting vendor.
Third-Party Proxy Voting Vendor
Allspring has retained a third-party proxy voting vendor, Institutional Shareholder Services Inc. ("ISS"), to assist in the implementation of certain proxy voting-related functions, including: 1) providing research and recommendations on proxy matters, 2) providing technology to facilitate the sharing of ISS research, 3) voting proxies in accordance with Allspring's instructions, and 4) handling various administrative and reporting items.
Proxy Voting Procedures
Allspring's proxy voting process emphasizes engagement with Portfolio Management in order to leverage their knowledge of issuers. While Allspring's process follows a systematic approach to arrive at a recommended vote, Portfolio Management is given the opportunity to review and override voting recommendations (with documented justification).
Unless otherwise required by applicable law1 and absent a Portfolio Management override, proxy matters are generally voted in accordance with Allspring's voting policy at ISS designed to implement Allspring's custom enhancements to the ISS Global Benchmark Proxy Voting Policy2 , as discussed in more detail below under "Allspring Proxy Voting Guidelines."3 However, two types of proxy matters are subject to additional review:
| 01 |
Any proxy matters deemed of "high importance"4 (e.g., proxy contests, mergers, and acquisitions) where ISS opposes the recommendations of issuer management will be referred to Portfolio Management for case-by-case review and vote determination. |
| 02 |
Any proxy matters involving environmental or social issues where ISS opposes the recommendations of issuer management are reviewed by DDWG. If DDWG recommends a vote against issuer management, the recommendation is referred to Portfolio Management5 for case-by-case review and vote determination. |
"High importance" and environmental and social proxy matters on which ISS supports the recommendations of issuer management are generally voted with issuer management, absent Portfolio Management feedback to the contrary.
Index Strategies
Certain client accounts employ strategies that seek to replicate the returns of an index ("Index Strategies"). Given the absence of fundamental research on positions held only in Index Strategies, Allspring will not vote proxies for positions held only in such strategies; provided that Allspring generally will vote proxies on a "high importance" matter where Allspring has a significant ownership level that increases the potential for its vote to be determinative on the matter.
Allspring Proxy Voting Guidelines
The following reflects Allspring's Proxy Voting Guidelines in effect as of the date of these Policies and Procedures.
We believe that Boards of Directors of issuers should have strong, independent leadership and should adopt structures and practices that enhance their effectiveness. We recognize that the optimal board size and governance structure can vary by company size, industry, region of operations, and circumstances specific to the company.
| |
We generally vote for the election of Directors in uncontested elections. We reserve the right to vote on a case-by-case basis when directors fail to meet their duties as a board member, such as failing to act in the best economic interest of shareholders; failing to maintain independent audit, compensation, nominating committees; and failing to attend at least 75% of meetings, etc. |
| 1 |
Where provisions of the Investment Company Act of 1940 (the "1940 Act") specify the manner in which items for any third party registered investment companies (e.g., mutual funds, exchange-traded funds and closed-end funds) and business development companies (as defined in Section 2(a)(48) of the 1940 Act) ("Third Party Fund Holding Voting Matters") held by Allspring-managed funds, Allspring shall vote the Third Party Fund Holding Voting Matter on behalf of such funds accordingly. |
| 2 |
The term "ISS Global Benchmark Policy" means the combination of ISS regional benchmark policies. |
| 3 |
As directed by certain clients, Allspring applies other ISS guidelines (e.g., ISS Taft-Hartley Guidelines) or custom proxy guidelines provided by the client. |
| 4 |
The term "high importance" is defined as those items designated Proxy Level 6 or 5 by ISS, which include proxy contests, mergers, and other reorganizations. |
| |
We generally vote for an independent board that has a majority of outside directors who are not affiliated with the top executives and have minimal or no business dealings with the company to avoid potential conflicts of interest. |
| |
In general, we believe Directors serving on an excessive number of boards could result in time constraints and an inability to fulfill their duties. For Chief Executive Officers, we allow for no more than one outside directorship and for directors at large of operating companies, no more than four in total. |
| |
We generally support adopting a declassified board structure for public operating and holding companies. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. |
| |
We generally support annual election of directors of public operating and holding companies. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. |
| |
We believe a well-composed board should seek members with a breadth of experiences, perspectives and skillsets in order to create the diversity of thought needed to ensure constructive debate in the boardroom. To this end, we support fulsome disclosure of a board's process for building, assessing and maintaining an effective board, which should include a description of the range of skills, professional experience and personal characteristics (such as age, gender and/or race/ethnicity) represented on the board. We believe a board's composition should comply with the requirements of any relevant market-specific governance frameworks and be consistent with market norms in the market in which the company is listed. To the extent that a board's composition is inconsistent with such requirements or differs from prevailing market norms, we expect the company to disclose the board's rationale for such differences and any anticipated actions to address them. On a case-by-case basis, our assessment of this disclosure may affect our willingness to support the chair of the nominations committee. |
We believe it is the responsibility of the Board of Directors to create, enhance, and protect shareholder value and that companies should strive to maximize shareholder rights and representation.
| |
We believe that companies should adopt a one-share, one-vote standard and avoid adopting share structures that create unequal voting rights among their shareholders. We will normally support proposals seeking to establish that shareholders are entitled to voting rights in proportion to their economic interests. |
| |
We believe that directors of public operating and holding companies be elected by a majority of the shares voted. We reserve the right to vote on a case-by-case basis when companies have certain long-term business commitments. This ensures that directors of public operating and holding companies who are not broadly supported by shareholders are not elected to serve as their representatives. We will normally support proposals seeking to introduce bylaws requiring a majority vote standard for director elections. |
| |
We believe a simple majority voting standard should be required to pass proposals. We will normally support proposals seeking to introduce bylaws requiring a simple majority vote. |
| |
We believe that shareholders who own a meaningful stake in the company and have owned such stake for a sufficient period of time should have, in the form of proxy access, the ability to nominate directors to appear on the management ballot at shareholder meetings. In general, we support market-standardized proxy access proposals, and we will analyze them based on various criteria such as threshold ownership levels, a minimum holding period, and the % and/or number of directors that are subject to nomination. |
| |
We believe that shareholders should have the right to call a special meeting and not wait for company management to schedule a meeting if there is sufficiently high shareholder support for doing so on issues of substantial importance. In general, we support the right to call a special meeting with a threshold of 15%-25% of shareholder support as we believe it is a reasonable threshold of shareholders and a hurdle high enough to also avoid the waste of corporate resources for narrowly supported interests. |
General Guidelines on Shareholder Proposals
When evaluating shareholder proposals, we consider their materiality to the company and relationship to long-term value generation and/or risk management in light of the company's business model and specific operating context. For instance, certain social issues, such as employee safety, workforce engagement and human rights (including with respect to a company's supply chain), can affect companies' long-term prospects for success. Furthermore, certain environmental issues can present investment risks and opportunities that can impact a company's long-term financial success.
If the issue is deemed material to the company, we then consider salient factors to inform our votes, such as the overall value of any report or other disclosure requested by a proposal, best-in-class practices by peer group companies and best practices in the applicable sector. We will generally avoid supporting proposals that are overly prescriptive, taking into account the current policies, practices, disclosures and regulatory obligations of the company, among other considerations. We generally favor shareholder proposals that improve transparency, as it allows our investment professionals to better understand a company's risks and opportunities and its long-term value drivers.
Closed-End Funds
We recognize that many exchange-listed closed-end funds ("CEFs") have adopted particular corporate governance practices that deviate from certain policies set forth in these Policies and Procedures. We believe that the distinctive structure of CEFs can provide important benefits to investors but leaves CEFs uniquely vulnerable to short-term oriented activist investors. Thus, to protect the interests of their shareholders, many CEFs have adopted measures to defend against attacks from activist investors. As such, in light of the unique nature of CEFs and their differences in corporate governance practices from operating companies, we will consider on a case-by-case basis proposals involving the adoption of defensive measures by CEFs. This is consistent with our approach to proxy voting that recognizes the importance of case-by-case analysis to ensure alignment with investment team views and voting in accordance with the best interests of shareholders.
Practical Limitations to Proxy Voting
While Allspring uses its reasonable best efforts to vote proxies, in certain circumstances, it may be impractical or impossible for Allspring to vote proxies (e.g., limited value or unjustifiable costs). One such instance is "share blocking."
Proxy voting in certain countries requires share blocking, which requires shareholders wishing to vote their proxies to deposit their shares with a designated depository before the date of the meeting. Consequently, the shares may not be sold in the period preceding the proxy vote. Absent compelling reasons, Allspring believes that the benefit derived from voting these shares is outweighed by the burden of limited trading. Therefore, if share blocking is required in certain markets, Allspring will not participate and will refrain from voting proxies for those clients impacted by share blocking.
Securities on Loan
Clients may have securities lending programs and instruct Allspring to endeavor to recall securities on loan to facilitate proxy voting on their behalf. With respect to proxies for loaned securities, if Stewardship is aware of a high importance matter expected on a proxy in time to recall the security, the security will generally be recalled for voting.
Conflicts of Interest
As a fiduciary to our clients, Allspring seeks to identify and mitigate conflicts of interest that may arise as a result of its proxy voting activities. Allspring may have a conflict of interest regarding a proxy to be voted upon if, for example, Allspring or its affiliates have other relationships with the issuer of the proxy (e.g., if the issuer is a corporate pension fund client of Allspring). When PGC becomes aware of such a conflict of interest, it takes steps to mitigate the conflict by using any of the following methods:
| |
Instructing ISS to vote in accordance with its recommendation |
| |
Disclosing the conflict to the relevant client and obtaining its consent before voting |
| |
Submitting the matter to the relevant client to exercise its authority to vote on such matter |
| |
Engaging an independent fiduciary who will direct the vote on such matter |
| |
Voting in proportion to other shareholders ("mirror voting") |
Finally, Allspring is a private company and controlling interest which is owned by certain private funds managed by GTCR LLC, a private equity firm ("GTCR"). These funds and other funds managed by GTCR also have ownership interests in other companies in which Allspring invests on behalf of its clients. Allspring manages this potential conflict of interest by defaulting all voting of any proxies issued by such companies to the ISS recommendation.
Records Retention
The Stewardship Team will maintain the following records relating to the implementation of the Policies and Procedures:
| |
A copy of these Policies and Procedures |
| |
Proxy statements received for client securities (which ISS maintains on behalf of Allspring) |
| |
Records of votes cast on behalf of funds and separate account clients (which ISS maintains on behalf of Allspring) |
| |
Records of each written client request for proxy voting records and Allspring's written response to any client request (written or oral) for such records |
| |
Any documents prepared by Allspring or ISS that were material to making a proxy voting decision |
Such proxy voting books and records shall be maintained for a period of six years.
Disclosure of Policies and Procedures and Voting Results
These Policies and Procedures or a summary thereof are disclosed on Allspring's website and as required in relevant regulatory documents.
Upon client request, Allspring will provide clients with proxy statements and any records as to how Allspring voted proxies on their behalf. Clients may contact their relationship manager, call Allspring at 1-866-259-3305 or e-mail: [email protected] to request a record of proxies voted on their behalf.
Allspring discloses proxy voting results in periodic regulatory reports as required by applicable law. In addition, Allspring may disclose high-level proxy voting statistics in materials on its website. Allspring does not disclose to any issuer or third party how its separate account client proxies are voted.
Approved by PGC: 10 February 2026
Effective date: 1 April 2026
ITEM 13. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
PORTFOLIO MANAGERS
Brian Keller, CFA
Senior Research Analyst, U.S. High Yield Credit Research, Global Fixed Income Research - Brian Keller is a senior U.S. high yield credit research analyst for the Global Fixed Income Research team at Allspring Global Investments. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). Prior to his current role, Brian served as an intern for WFAM's Heritage Growth Equity team and for Bank of America/Merrill Lynch. He began his investment industry career in 2010. Brian earned bachelor's degrees in finance and accounting from the University of Wisconsin, Milwaukee. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
Michael J. Schueller, CFA
Senior Portfolio Manager, Plus Fixed Income - Michael (Mike) Schueller is a senior portfolio manager and co-leads U.S. high yield for the Plus Fixed Income team at Allspring Global Investments. In this capacity, he has oversight and portfolio management responsibilities for separate accounts, mutual funds, and commingled vehicles across a range of strategies. He joined Allspring from its predecessor firm, Wells Fargo Asset Management (WFAM). He joined WFAM as a senior investment research analyst from Strong Capital Management, where he held a similar position. Mike rejoined Strong in 2000, having left the firm to start a trust department for Community Bank & Trust in Sheboygan, Wisconsin. Before that, he served as associate counsel for Strong's legal department. Prior to this, Mike practiced law with Reinhart, Boerner, Van Deuren, Norris & Rieselbach, S.C., in Milwaukee, specializing in corporate reorganizations, mergers, and acquisitions. He began his investment industry career in 1998. Mike earned a bachelor's degree in economics from the University of Minnesota and a law degree from the University of Wisconsin, Madison. He has earned the right to use the Chartered Financial Analyst® (CFA®) designation.
OTHER FUNDS AND ACCOUNTS MANAGED
The following table provides information abou5t the registered investment companies (including the Fund) and other pooled investment vehicles and accounts managed by the portfolio manager of the Fund as of April 30,2026.
Brian Keller
| I manage the following types of accounts: |
Other Registered Investment Companies |
Other Pooled Investment Vehicles |
Other Accounts |
|||||||||
|
Number of above accounts |
5 | 2 | 21 | |||||||||
|
Total assets of above accounts (millions) |
$ | 3,564.95 | 111.09 | 598.48 | ||||||||
|
performance based fee accounts: |
||||||||||||
| I manage the following types of accounts: |
Other Registered Investment Companies |
Other Pooled Investment Vehicles |
Other Accounts |
|||||||||
|
Number of above accounts |
0 | 0 | 1 | |||||||||
|
Total assets of above accounts (millions) |
$ | 0.00 | $ | 0.00 | $ | 141.00 | ||||||
Michael J. Schueller
| I manage the following types of accounts: |
Other Registered Investment Companies |
Other Pooled Investment Vehicles |
Other Accounts |
|||||||||
|
Number of above accounts |
17 | 8 | 24 | |||||||||
|
Total assets of above accounts (millions) |
$ | 20,089.21 | 1,630.39 | 1,088.61 | ||||||||
|
performance based fee accounts: |
||||||||||||
| I manage the following types of accounts: |
Other Registered Investment Companies |
Other Pooled Investment Vehicles |
Other Accounts |
|||||||||
|
Number of above accounts |
0 | 0 | 1 | |||||||||
|
Total assets of above accounts (millions) |
$ | 0.00 | $ | 0.00 | $ | 141.00 | ||||||
MATERIAL CONFLICTS OF INTEREST
The Portfolio Managers face inherent conflicts of interest in their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from time to time be inclined to purchase securities, including initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower, in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts.
To minimize the effects of these inherent conflicts of interest, the Sub-Adviser has adopted and implemented policies and procedures, including brokerage and trade allocation policies and procedures, that it believes address the potential conflicts associated with managing portfolios for multiple clients and are designed to ensure that all clients are treated fairly and equitably. Accordingly, security block purchases are allocated to all accounts with similar objectives in a fair and equitable manner. Furthermore, the Sub-Adviser has adopted a Code of Ethics under Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of1940 (the "Advisers Act") to address potential conflicts associated with managing the Funds and any personal accounts the Portfolio Managers may maintain.
Allspring Investments
Allspring Global Investments, LLC ("Allspring Investments") Portfolio Managers often provide investment management for separate accounts advised in the same or similar investment style as that provided to mutual funds. While management of multiple accounts could potentially lead to conflicts of interest over various issues such as trade allocation, fee disparities and research acquisition, Allspring Investments has implemented policies and procedures for the express purpose of ensuring that clients are treated fairly and that potential conflicts of interest are minimized.
The Portfolio Managers face inherent conflicts of interest in their day-to-day management of the Funds and other accounts because the Funds may have different investment objectives, strategies and risk profiles than the other accounts managed by the Portfolio Managers. For instance, to the extent that the Portfolio Managers manage accounts with different investment strategies than the Funds, they may from
time to time be inclined to purchase securities, including initial public offerings, for one account but not for a Fund. Additionally, some of the accounts managed by the Portfolio Managers may have different fee structures, including performance fees, which are or have the potential to be higher or lower, in some cases significantly higher or lower, than the fees paid by the Funds. The differences in fee structures may provide an incentive to the Portfolio Managers to allocate more favorable trades to the higher-paying accounts.
To minimize the effects of these inherent conflicts of interest, Allspring Investments has adopted and implemented policies and procedures, including brokerage and trade allocation policies and procedures, that they believe address the potential conflicts associated with managing portfolios for multiple clients and are designed to ensure that all clients are treated fairly and equitably. Accordingly, security block purchases are allocated to all accounts with similar objectives in a fair and equitable manner. Furthermore, Allspring Investments has adopted a Code of Ethics under Rule 17j-1 under the 1940 Act and Rule 204A-1 under the Investment Advisers Act of 1940 (the "Advisers Act") to address potential conflicts associated with managing the Funds and any personal accounts the Portfolio Managers may maintain.
COMPENSATION
The Portfolio Managers were compensated by their employing sub-adviser from the fees the Adviser paid the Sub-Adviser using the following compensation structure:
Allspring Investments
The compensation structure for Allspring Investments' Portfolio Managers includes a competitive fixed base salary plus variable incentives, payable annually and over a deferred period. Allspring Investments participates in third party investment management compensation surveys for market-based compensation information to help support individual pay decisions and to ensure our compensation is aligned with the marketplace. In addition to surveys, Allspring Investments also considers prior professional experience, tenure, seniority, and a Portfolio Manager's team size, scope, and assets under management when determining his/her total compensation. In addition, Portfolio Managers who meet the eligibility requirements may participate in our 401(k) plan that features a limited matching contribution. Eligibility for and participation in this plan is on the same basis for all employees.
Allspring Investments' investment incentive program plays an important role in aligning the interests of its Portfolio Managers, investment team members, clients, and shareholders. Incentive awards for Portfolio Managers are determined based on a review of relative investment and business/team performance. Investment performance is generally evaluated for 1, 3, and 5 year performance results, with a predominant weighting on the 3 and 5 year time periods, versus the relevant benchmarks and/or peer groups consistent with the investment style.
Once determined, incentives are awarded to Portfolio Managers annually, with a portion awarded as annual cash and a portion awarded as a deferred incentive. The long-term portion of incentives generally carry a pro-rated vesting schedule over a 3 year period. For many of its Portfolio Managers, Allspring Investments further requires a portion of their annual long-term award be allocated directly into each strategy they manage through a deferred compensation vehicle. In addition, investment team members who are eligible for long term awards also have the opportunity to invest up to 100% of their awards into investment strategies they support (through a deferred compensation vehicle).
As an independent firm, approximately 20% of Allspring Group Holdings, LLC (of which Allspring Investments is a subsidiary) is owned by employees, including Portfolio Managers.
BENEFICIAL OWNERSHIP OF THE FUND
The following table shows for each Portfolio Manager the dollar value of the Fund beneficially owned by the Portfolio Manager as of April 30, 2026:
|
Brian Keller |
None | |
|
Michael J. Schueller |
$100,001-$500,000 |
ITEM 14. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
| (a) | (b) | (c) | (d) | |||||||||||||
|
Period |
Total Number of Shares Purchased |
Average Price Paid per Share |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs |
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||||||||
|
5/1/2025 to 5/31/2025 |
0 | $ | 0.00 | 0 | 2,954,617 | |||||||||||
|
6/1/2025 to 6/30/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
7/1/2025 to 7/31/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
8/1/2025 to 8/31/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
9/1/2025 to 9/30/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
10/1/2025 to 10/31/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
11/1/2025 to 11/30/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
12/1/2025 to 12/31/2025 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
1/1/2026 to 1/31/2026 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
2/1/2026 to 2/28/2026 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
3/1/2026 to 3/31/2026 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
4/1/2026 to 4/30/2026 |
0 | 0.00 | 0 | 2,954,617 | ||||||||||||
|
Total |
0 | $ | 0.00 | 0 | 2,954,617 | |||||||||||
On November 13, 2025, the Fund announced a renewal of its open-market share repurchase program (the "Buyback Program"). Under the renewed Buyback Program, the Fund may repurchase up to 5% of its outstanding shares in open market transactions during the period beginning on January 1, 2026 and ending on December 31, 2026. The Fund's Board of Trustees has delegated to Allspring Funds Management, LLC, the Fund's adviser, discretion to administer the Buyback Program, including the determination of the amount and timing of repurchases in accordance with the best interests of the Fund and subject to applicable legal limitations.
ITEM 15. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's Board of Trustees that have been implemented since the registrant's last provided disclosure in response to the requirements of this Item.
ITEM 16. CONTROLS AND PROCEDURES
(a) The President and Treasurer have concluded that the Allspring Income Opportunities Fund (the "Fund") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) provide reasonable assurances that material information relating to the Fund is made known to them by the appropriate persons based on their evaluation of these controls and procedures as of a date within 90 days of the filing of this report.
(b) There were no significant changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the period covered by this report that materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
ITEM 17. DISCLOSURES OF SECURITIES LENDING ACTIVITES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
Not applicable.
ITEM 18. RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION
Not applicable.
ITEM 19. EXHIBITS
(a)(1)
(a)(2) Not applicable.
(a)(3)
(a)(4) Not applicable.
(a)(5) Not applicable.
(b)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Allspring Income Opportunities Fund | ||
| By: |
/s/ John Kenney |
|
| John Kenney | ||
| President (Principal Executive Officer) | ||
| Date: June 24, 2026 | ||
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
| Allspring Income Opportunities Fund | ||
| By: |
/s/ John Kenney |
|
| John Kenney | ||
| President (Principal Executive Officer) | ||
| Date: June 24, 2026 | ||
| By: |
/s/ Jeremy DePalma |
|
| Jeremy DePalma | ||
| Treasurer (Principal Financial Officer) | ||
| Date: June 24, 2026 | ||