N-CSR/A 1 d472794dncsra.htm AB CORPORATE SHARES AB Corporate Shares

 

 

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: 811-21497

 

 

AB CORPORATE SHARES

(Exact name of registrant as specified in charter)

 

 

1345 Avenue of the Americas, New York, New York 10105

(Address of principal executive offices) (Zip code)

 

 

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: (800) 221-5672

Date of fiscal year end: April 30, 2022

Date of reporting period: April 30, 2022

Explanatory Note:

Enclosed for filing you will find an amended Form N-CSR of the registrant’s original 2022 Form N-CSR filing of the referenced period. The purpose of this amended filing is to update Item 11 (b) and Item 13 (which is addressed in exhibits labeled Exhibit 12 (b)(1) and Exhibit 12 (b)(2) in the original filings). Except as set forth above, no other changes have been made to the Form N-CSR, and this amended filing does not amend, update or change any other items or disclosure found in the Form N-CSR.

 

 

 


ITEM 1.

REPORTS TO STOCKHOLDERS.

 


APR    04.30.22

LOGO

ANNUAL REPORT

AB CORPORATE INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
Investment Products Offered  

  Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We’re pleased to provide this report for AB Corporate Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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ANNUAL REPORT

 

June 3, 2022

This report provides management’s discussion of fund performance for AB Corporate Income Shares for the annual reporting period ended April 30, 2022. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The Fund’s investment objective is to earn high current income.

NAV RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     6 Months      12 Months  
AB CORPORATE INCOME SHARES      -12.63%        -10.08%  
Bloomberg US Credit Bond Index      -12.27%        -10.13%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg US Credit Bond Index, for the six- and 12-month periods ended April 30, 2022.

During the 12-month period, the Fund outperformed the benchmark. Security selection contributed, relative to the benchmark, as selection within insurance, telecommunications, basic industry and electric more than offset a loss from banking. Industry allocation detracted, from an underweight to supranationals and an overweight to media. Yield-curve positioning also hampered returns, since positioning on the five- to seven-year parts of the curve detracted more than gains from positioning on the one- to four-year parts of the curve.

Over the six-month period, the Fund underperformed the benchmark. Industry allocation was the primary detractor, as losses from an underweight to supranationals and an overweight to media were greater than a gain from an underweight to consumer noncyclical. Yield-curve positioning on the four- to seven-year parts of the curve lost more than gains on maturities 10 years and longer, and two- to four-year parts of the yield curve. Security selection was a minor detractor, as selection within banking, energy and technology lost more than gains from selection within insurance and electric.

The Fund utilized derivatives in the form of futures and interest rate swaps for hedging purposes, which detracted from absolute returns for both periods. Credit default swaps were used for investment purposes, which had no material impact on returns for either period.

 

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MARKET REVIEW AND INVESTMENT STRATEGY

During the 12-month period ended April 30, 2022, fixed-income government bond market yields increased rapidly, and bond prices fell in all developed markets. Government bond returns fell the most in the UK and Australia, and fell by the least in Japan. Most major central banks started the path of tightening monetary policy by raising short-term interest rates and ending bond purchases to combat high and persistent inflation. Inflation expectations worsened toward the end of the period when Russia invaded Ukraine, causing energy and agricultural prices to spike. Global inflation-linked bonds had positive returns and significantly outperformed nominal government bonds. In credit sectors, high-yield corporate bonds in the US and eurozone outperformed treasuries, while investment-grade corporate bonds underperformed respective treasury markets, except in the eurozone. Securitized assets generally outperformed corporate bonds. Emerging-market bonds lagged as the US dollar advanced against most developed- and emerging-market currencies. Brent crude oil prices surged from increased demand and as major oil producers limited production increases.

The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities through top-down and bottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates, but has leeway to invest in below investment-grade bonds as well.

INVESTMENT POLICIES

The Fund invests, under normal circumstances, at least 80% of its net assets in US corporate bonds. The Fund may also invest in US government securities (other than US government securities that are mortgage-backed or asset-backed securities), repurchase agreements and forward contracts relating to US government securities. The Fund normally invests all of its assets in securities that are rated, at the time of purchase, at least BBB- or the equivalent. The Fund will not invest in unrated corporate debt securities. The Fund has the flexibility to invest in long- and short-term fixed-income securities. In making decisions about whether to buy or sell securities, the Adviser will consider, among other things, the strength of certain sectors of the fixed-income market relative to others, interest rates and other general market conditions and the credit quality of individual issuers.

 

(continued on next page)

 

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The Fund also may: invest in convertible debt securities; invest up to 10% of its assets in inflation-indexed securities; invest up to 5% of its net assets in preferred stock; purchase and sell interest rate futures contracts and options; enter into swap transactions; invest in zero-coupon securities and “payment-in-kind” debentures; make secured loans of portfolio securities; and invest in US dollar-denominated fixed-income securities issued by non-US companies.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg US Credit Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg US Credit Bond Index represents the performance of the US credit securities within the US fixed-income market. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

 

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DISCLOSURES AND RISKS (continued)

 

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

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HISTORICAL PERFORMANCE

 

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

4/30/2012 TO 4/30/2022

 

LOGO

This chart illustrates the total value of an assumed $10,000 investment in AB Corporate Income Shares (from 4/30/2012 to 4/30/2022) as compared to the performance of the Fund’s benchmark.

 

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HISTORICAL PERFORMANCE (continued)

 

AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     NAV Returns  
1 Year      -10.08%  
5 Years      2.54%  
10 Years      3.45%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2022 (unaudited)

 

     NAV Returns  
1 Year      -3.85%  
5 Years      3.91%  
10 Years      4.19%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

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EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
November 1, 2021
    Ending
Account Value
April 30, 2022
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     873.70     $     – 0  –      0.00

Hypothetical**

  $     1,000     $     1,024.79     $     – 0  –      0.00

 

*

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

**

Assumes 5% annual return before expenses.

 

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PORTFOLIO SUMMARY

April 30, 2022 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $222.5

 

 

 

LOGO

 

1

All data are as of April 30, 2022. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details).

 

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PORTFOLIO OF INVESTMENTS

April 30, 2022

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - INVESTMENT GRADE – 96.1%

    

Industrial – 49.5%

    

Basic – 4.3%

    

Alpek SAB de CV
3.25%, 02/25/2031(a)

   $ 214     $ 180,803  

Anglo American Capital PLC
2.25%, 03/17/2028(a)

     400       353,756  

3.875%, 03/16/2029(a)

     211       199,560  

5.625%, 04/01/2030(a)

     435       454,385  

Celanese US Holdings LLC
1.40%, 08/05/2026

     680       603,514  

Celulosa Arauco y Constitucion SA
4.25%, 04/30/2029(a)

     246       229,441  

4.50%, 08/01/2024

     200       201,350  

EI du Pont de Nemours and Co.
1.70%, 07/15/2025

     533       503,072  

Equate Petrochemical BV
2.625%, 04/28/2028(a)

     317       288,470  

Freeport Indonesia PT
4.763%, 04/14/2027(a)

     240       238,531  

5.315%, 04/14/2032(a)

     240       232,080  

Glencore Funding LLC
1.625%, 09/01/2025(a)

     651       599,317  

2.625%, 09/23/2031(a)

     405       337,612  

4.625%, 04/29/2024(a)

     215       217,733  

Huntsman International LLC
2.95%, 06/15/2031

     660       571,837  

Industrias Penoles SAB de CV
4.15%, 09/12/2029(a)

     300       285,300  

International Flavors & Fragrances, Inc.
1.832%, 10/15/2027(a)

     436       383,357  

2.30%, 11/01/2030(a)

     260       218,085  

International Paper Co.
7.30%, 11/15/2039

     170       206,875  

Inversiones CMPC SA
3.85%, 01/13/2030(a)

     210       193,108  

LyondellBasell Industries NV
4.625%, 02/26/2055

     122       110,797  

Mosaic Co. (The)
5.625%, 11/15/2043

     210       227,012  

Newmont Corp.
2.60%, 07/15/2032

     665       566,986  

Reliance Steel & Aluminum Co.
4.50%, 04/15/2023

     1,038       1,049,127  

Sealed Air Corp.
1.573%, 10/15/2026(a)

     675       593,818  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Suzano Austria GmbH
3.75%, 01/15/2031

   $ 92     $ 79,833  

Westlake Chemical Corp.
3.375%, 08/15/2061

     540       387,072  
    

 

 

 
       9,512,831  
    

 

 

 

Capital Goods – 0.7%

 

CNH Industrial Capital LLC
1.95%, 07/02/2023

     390       384,427  

Waste Management, Inc.
4.15%, 04/15/2032

     450       448,164  

Westinghouse Air Brake Technologies Corp.
4.40%, 03/15/2024

     752       759,520  
    

 

 

 
       1,592,111  
    

 

 

 

Communications - Media – 6.5%

 

Charter Communications Operating LLC/Charter Communications Operating Capital
3.50%, 06/01/2041

     615       450,666  

3.70%, 04/01/2051

     275       193,693  

5.125%, 07/01/2049

     379       325,478  

5.25%, 04/01/2053

     370       323,780  

5.375%, 05/01/2047

     639       570,608  

Comcast Corp.
2.937%, 11/01/2056(a)

     802       576,028  

3.25%, 11/01/2039

     698       590,313  

3.90%, 03/01/2038

     265       245,435  

4.65%, 07/15/2042

     348       345,331  

Cox Communications, Inc.
2.60%, 06/15/2031(a)

     524       446,474  

Discovery Communications LLC
4.65%, 05/15/2050

     59       50,597  

5.20%, 09/20/2047

     578       533,679  

5.30%, 05/15/2049

     82       76,867  

FactSet Research Systems, Inc.
2.90%, 03/01/2027

     635       600,551  

Fox Corp.
3.05%, 04/07/2025

     23       22,600  

3.50%, 04/08/2030

     220       203,872  

4.709%, 01/25/2029

     555       557,892  

5.576%, 01/25/2049

     646       671,065  

Interpublic Group of Cos., Inc. (The)
3.375%, 03/01/2041

     420       337,798  

4.65%, 10/01/2028

     93       94,135  

Magallanes, Inc.
3.755%, 03/15/2027(a)

     679       655,568  

4.054%, 03/15/2029(a)

     163       155,680  

5.05%, 03/15/2042(a)

     375       341,827  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Netflix, Inc.
4.875%, 04/15/2028

   $ 705     $ 692,127  

Omnicom Group, Inc.
2.60%, 08/01/2031

     260       224,791  

4.20%, 06/01/2030

     769       756,058  

Prosus NV
3.257%, 01/19/2027(a)

     237       210,788  

3.68%, 01/21/2030(a)

     210       177,502  

Tencent Holdings Ltd.
2.39%, 06/03/2030(a)

     397       334,795  

Thomson Reuters Corp.
5.65%, 11/23/2043

     280       300,216  

Time Warner Entertainment Co. LP
8.375%, 03/15/2023

     1,207       1,262,546  

ViacomCBS, Inc.
4.20%, 05/19/2032

     275       253,709  

Walt Disney Co. (The)
3.00%, 09/15/2022

     325       326,423  

4.00%, 10/01/2023

     40       40,496  

6.40%, 12/15/2035

     201       240,086  

8.875%, 04/26/2023

     125       132,125  

Walt Disney Co., (The)
3.35%, 03/24/2025

     759       757,307  

Weibo Corp.
3.50%, 07/05/2024

     373       363,745  
    

 

 

 
       14,442,651  
    

 

 

 

Communications - Telecommunications – 2.1%

    

AT&T, Inc.
3.50%, 09/15/2053

     219       171,711  

4.30%, 02/15/2030

     337       338,314  

5.15%, 03/15/2042

     368       376,648  

6.55%, 01/15/2028

     130       144,771  

Corning, Inc.
4.75%, 03/15/2042

     785       787,221  

Rogers Communications, Inc.
3.80%, 03/15/2032(a)

     630       581,112  

4.50%, 03/15/2043

     4       3,658  

T-Mobile USA, Inc.
2.70%, 03/15/2032(a)

     670       569,373  

3.875%, 04/15/2030

     1,219       1,153,783  

Verizon Communications, Inc.
2.55%, 03/21/2031

     241       209,181  

3.40%, 03/22/2041

     495       416,706  
    

 

 

 
       4,752,478  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Cyclical - Automotive – 1.8%

    

General Motors Co.
5.95%, 04/01/2049

   $ 115     $ 115,178  

General Motors Financial Co., Inc.
2.40%, 04/10/2028

     1,140       994,548  

4.15%, 06/19/2023

     146       147,543  

4.30%, 04/06/2029

     485       462,467  

Harley-Davidson Financial Services, Inc.
3.05%, 02/14/2027(a)

     834       775,061  

3.35%, 06/08/2025(a)

     873       849,839  

Hyundai Capital America
5.875%, 04/07/2025(a)

     200       209,018  

Nissan Motor Acceptance Co. LLC
2.75%, 03/09/2028(a)

     255       221,809  

Nissan Motor Co., Ltd.
4.345%, 09/17/2027(a)

     285       272,346  
    

 

 

 
       4,047,809  
    

 

 

 

Consumer Cyclical - Entertainment – 0.2%

    

Hasbro, Inc.
5.10%, 05/15/2044

     445       426,421  
    

 

 

 

Consumer Cyclical - Other – 2.2%

    

DR Horton, Inc.
2.50%, 10/15/2024

     510       496,934  

Las Vegas Sands Corp.
2.90%, 06/25/2025

     855       791,867  

3.90%, 08/08/2029

     480       413,774  

Lennar Corp.
4.50%, 04/30/2024

     495       502,455  

4.75%, 11/29/2027

     884       886,130  

Marriott International, Inc./MD
3.75%, 10/01/2025

     235       233,249  

Series EE
5.75%, 05/01/2025

     456       478,116  

Series II
2.75%, 10/15/2033

     540       443,497  

MDC Holdings, Inc.
6.00%, 01/15/2043

     170       160,419  

PulteGroup, Inc.
6.375%, 05/15/2033

     237       256,451  

7.875%, 06/15/2032

     153       183,404  
    

 

 

 
       4,846,296  
    

 

 

 

Consumer Cyclical - Restaurants – 0.3%

    

McDonald’s Corp.
4.60%, 05/26/2045

     350       340,168  

4.70%, 12/09/2035

     280       284,312  
    

 

 

 
       624,480  
    

 

 

 

 

14    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Cyclical - Retailers – 1.2%

    

AutoNation, Inc.
3.85%, 03/01/2032

   $ 635     $ 572,249  

Dollar General Corp.
3.25%, 04/15/2023

     61       61,296  

Dollar Tree, Inc.
2.65%, 12/01/2031

     565       481,109  

Ralph Lauren Corp.
2.95%, 06/15/2030

     1,215       1,107,971  

Ross Stores, Inc.
4.70%, 04/15/2027

     200       205,766  

4.80%, 04/15/2030

     115       117,370  

5.45%, 04/15/2050

     215       233,062  
    

 

 

 
       2,778,823  
    

 

 

 

Consumer Non-Cyclical – 8.4%

    

AbbVie, Inc.
4.05%, 11/21/2039

     80       73,417  

4.40%, 11/06/2042

     440       417,094  

Altria Group, Inc.
3.40%, 05/06/2030

     220       197,879  

4.00%, 02/04/2061

     370       267,969  

4.80%, 02/14/2029

     1,001       996,496  

5.95%, 02/14/2049

     230       223,739  

AmerisourceBergen Corp.
0.737%, 03/15/2023

     591       582,194  

4.25%, 03/01/2045

     205       185,427  

4.30%, 12/15/2047

     365       336,556  

Amgen, Inc.
3.35%, 02/22/2032

     277       255,624  

Anheuser-Busch Cos. LLC/Anheuser-Busch InBev Worldwide, Inc.
4.70%, 02/01/2036

     450       445,689  

Anheuser-Busch InBev Finance, Inc.
4.70%, 02/01/2036

     548       535,615  

Anheuser-Busch InBev Worldwide, Inc.
4.95%, 01/15/2042

     600       596,856  

BAT Capital Corp.
2.259%, 03/25/2028

     387       331,384  

4.39%, 08/15/2037

     403       343,219  

4.906%, 04/02/2030

     934       903,047  

5.65%, 03/16/2052

     245       222,254  

BAT International Finance PLC
4.448%, 03/16/2028

     495       476,566  

Baxter International, Inc.
0.868%, 12/01/2023(a)

     675       649,364  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    15


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Biogen, Inc.
2.25%, 05/01/2030

   $ 400     $ 334,148  

Bristol-Myers Squibb Co.
3.55%, 08/15/2022

     256       257,431  

Cardinal Health, Inc.
4.50%, 11/15/2044

     375       339,281  

4.90%, 09/15/2045

     385       363,875  

Cargill, Inc.
3.625%, 04/22/2027(a)

     690       684,860  

Cigna Corp.
3.00%, 07/15/2023

     71       71,016  

4.80%, 08/15/2038

     880       877,518  

7.875%, 05/15/2027

     53       61,758  

CommonSpirit Health
4.35%, 11/01/2042

     44       41,058  

CVS Health Corp.
3.875%, 07/20/2025

     378       379,697  

4.78%, 03/25/2038

     991       980,545  

5.125%, 07/20/2045

     395       396,497  

Gilead Sciences, Inc.
0.75%, 09/29/2023

     253       244,732  

5.65%, 12/01/2041

     125       137,400  

Keurig Dr Pepper, Inc.
3.95%, 04/15/2029

     475       463,700  

Kimberly-Clark de Mexico SAB de CV
2.431%, 07/01/2031(a)

     320       269,860  

Mylan, Inc.
4.20%, 11/29/2023

     852       859,029  

Newell Brands, Inc.
4.10%, 04/01/2023

     191       190,956  

Ochsner LSU Health System of North Louisiana
Series 2021
2.51%, 05/15/2031

     324       267,747  

Smithfield Foods, Inc.
2.625%, 09/13/2031(a)

     670       554,358  

Sysco Corp.
2.45%, 12/14/2031

     535       459,613  

3.15%, 12/14/2051

     270       197,672  

5.95%, 04/01/2030

     309       336,461  

6.60%, 04/01/2050

     277       328,239  

Thermo Fisher Scientific, Inc.
0.797%, 10/18/2023

     1,558       1,510,684  
    

 

 

 
       18,648,524  
    

 

 

 

Energy – 9.0%

 

Boardwalk Pipelines LP
4.80%, 05/03/2029

     374       368,536  

 

16    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

BP Capital Markets America, Inc.
2.939%, 06/04/2051

   $ 605     $ 448,420  

3.00%, 02/24/2050

     820       620,166  

Cenovus Energy, Inc.
4.40%, 04/15/2029

     730       722,861  

5.375%, 07/15/2025

     78       80,989  

Conocophillips Co.
3.80%, 03/15/2052

     505       453,753  

Continental Resources, Inc./OK
2.875%, 04/01/2032(a)

     384       317,414  

5.75%, 01/15/2031(a)

     281       288,255  

Devon Energy Corp.
5.60%, 07/15/2041

     545       568,277  

Ecopetrol SA
5.875%, 09/18/2023-05/28/2045

     89       84,422  

Enable Midstream Partners LP
5.00%, 05/15/2044

     41       36,022  

Enbridge Energy Partners LP
7.375%, 10/15/2045

     526       658,357  

Energy Transfer LP
3.90%, 07/15/2026

     550       535,557  

4.20%, 04/15/2027

     47       46,171  

4.40%, 03/15/2027

     446       440,867  

4.95%, 05/15/2028

     63       63,113  

5.35%, 05/15/2045

     175       160,038  

6.25%, 04/15/2049

     803       815,390  

Eni SpA
4.25%, 05/09/2029(a)

     247       244,952  

5.70%, 10/01/2040(a)

     420       452,857  

Enterprise Products Operating LLC
3.70%, 01/31/2051

     160       129,374  

4.20%, 01/31/2050

     797       696,179  

4.80%, 02/01/2049

     85       80,956  

4.90%, 05/15/2046

     45       43,326  

EOG Resources, Inc.
4.375%, 04/15/2030

     74       75,903  

Exxon Mobil Corp.
4.114%, 03/01/2046

     644       614,106  

4.327%, 03/19/2050

     270       265,642  

Flex Intermediate Holdco LLC
3.363%, 06/30/2031(a)

     265       231,411  

4.317%, 12/30/2039(a)

     265       224,206  

Kinder Morgan, Inc.
5.55%, 06/01/2045

     825       830,189  

Marathon Oil Corp.
6.60%, 10/01/2037

     385       431,088  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Marathon Petroleum Corp.
5.125%, 12/15/2026

   $ 1,298     $ 1,352,127  

6.50%, 03/01/2041

     205       231,252  

MPLX LP
4.95%, 03/14/2052

     370       338,550  

5.20%, 03/01/2047-12/01/2047

     475       447,984  

ONEOK Partners LP
6.125%, 02/01/2041

     540       548,116  

ONEOK, Inc.
6.35%, 01/15/2031

     553       603,804  

Ovintiv Exploration Inc.
5.375%, 01/01/2026

     750       777,240  

Pioneer Natural Resources Co.
2.15%, 01/15/2031

     700       590,100  

Plains All American Pipeline LP/PAA Finance Corp.
3.55%, 12/15/2029

     51       46,681  

4.50%, 12/15/2026

     421       421,215  

Sabine Pass Liquefaction LLC
5.625%, 04/15/2023

     552       560,898  

Saudi Arabian Oil Co.
2.25%, 11/24/2030(a)

     350       303,625  

Shell International Finance BV
3.75%, 09/12/2046

     125       112,559  

Suncor Energy, Inc.
6.50%, 06/15/2038

     385       440,991  

6.85%, 06/01/2039

     265       313,999  

Tengizchevroil Finance Co. International Ltd.
3.25%, 08/15/2030(a)

     265       212,928  

TransCanada PipeLines Ltd.
4.75%, 05/15/2038

     50       49,144  

6.20%, 10/15/2037

     67       75,381  

7.625%, 01/15/2039

     88       112,842  

Valero Energy Corp.
7.50%, 04/15/2032

     388       462,411  

Western Midstream Operating LP
4.65%, 07/01/2026

     81       79,855  

5.45%, 04/01/2044

     149       136,743  

Williams Cos., Inc. (The)
3.50%, 10/15/2051

     670       515,049  

6.30%, 04/15/2040

     160       177,605  
    

 

 

 
       19,939,896  
    

 

 

 

Services – 2.6%

 

Alibaba Group Holding Ltd.
2.125%, 02/09/2031

     400       330,624  

2.70%, 02/09/2041

     300       210,561  

 

18    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Amazon.com, Inc.
4.10%, 04/13/2062

   $ 350     $ 333,973  

Block Financial LLC
2.50%, 07/15/2028

     540       478,040  

Booking Holdings, Inc.
4.625%, 04/13/2030

     990       1,014,750  

eBay, Inc.
2.60%, 05/10/2031

     1,065       921,598  

Expedia Group, Inc.
2.95%, 03/15/2031

     495       425,151  

4.625%, 08/01/2027

     627       630,041  

6.25%, 05/01/2025(a)

     33       34,603  

Global Payments, Inc.
2.90%, 11/15/2031

     675       578,691  

3.20%, 08/15/2029

     455       413,085  

Moody’s Corp.
2.75%, 08/19/2041

     225       172,742  

S&P Global, Inc.
2.90%, 03/01/2032(a)

     276       249,565  

4.25%, 05/01/2029(a)

     90       90,542  

4.75%, 08/01/2028(a)

     20       20,720  
    

 

 

 
       5,904,686  
    

 

 

 

Technology – 8.9%

 

Analog Devices, Inc.
2.95%, 04/01/2025

     36       35,550  

Apple, Inc.
2.55%, 08/20/2060

     260       183,180  

2.65%, 05/11/2050

     210       159,894  

4.45%, 05/06/2044

     1,081       1,109,657  

Baidu, Inc.
1.625%, 02/23/2027

     435       387,598  

3.075%, 04/07/2025

     265       258,669  

Broadcom, Inc.
3.137%, 11/15/2035(a)

     586       469,743  

3.187%, 11/15/2036(a)

     983       778,123  

3.419%, 04/15/2033(a)

     170       146,210  

4.00%, 04/15/2029(a)

     49       46,768  

4.15%, 04/15/2032(a)

     171       158,702  

4.926%, 05/15/2037(a)

     562       525,313  

Broadridge Financial Solutions, Inc.
2.60%, 05/01/2031

     395       337,998  

CDW LLC/CDW Finance Corp.
2.67%, 12/01/2026

     555       510,356  

Dell International LLC/EMC Corp.
6.02%, 06/15/2026

     964       1,019,844  

8.35%, 07/15/2046

     42       55,907  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

DXC Technology Co.
1.80%, 09/15/2026

   $ 400     $ 358,224  

2.375%, 09/15/2028

     400       348,056  

Entegris Escrow Corp.
4.75%, 04/15/2029(a)

     485       466,759  

Fidelity National Information Services, Inc.
0.375%, 03/01/2023

     1,605       1,573,189  

Honeywell International, Inc.
0.483%, 08/19/2022

     54       53,892  

HP, Inc.
4.20%, 04/15/2032

     480       440,405  

Infor, Inc.
1.75%, 07/15/2025(a)

     95       88,425  

Intel Corp.
4.75%, 03/25/2050

     564       585,060  

Jabil, Inc.
4.25%, 05/15/2027

     455       450,755  

Kyndryl Holdings, Inc.
2.05%, 10/15/2026(a)

     1,340       1,171,120  

Lam Research Corp.
3.75%, 03/15/2026

     172       172,657  

Marvell Technology, Inc.
2.95%, 04/15/2031

     505       438,941  

Micron Technology, Inc.
4.663%, 02/15/2030

     555       548,479  

NXP BV/NXP Funding LLC
5.55%, 12/01/2028(a)

     1,176       1,228,038  

NXP BV/NXP Funding LLC/NXP USA, Inc.
2.70%, 05/01/2025(a)

     24       22,939  

Oracle Corp.
2.50%, 05/15/2022-04/01/2025

     1,099       1,064,586  

2.875%, 03/25/2031

     260       220,529  

3.60%, 04/01/2040

     536       414,087  

3.65%, 03/25/2041

     293       226,580  

3.85%, 04/01/2060

     94       66,081  

4.00%, 11/15/2047

     667       515,371  

5.375%, 07/15/2040

     173       165,839  

6.125%, 07/08/2039

     314       326,711  

SK Hynix, Inc.
2.375%, 01/19/2031(a)

     390       323,571  

Skyworks Solutions, Inc.
3.00%, 06/01/2031

     319       265,663  

Take-Two Interactive Software, Inc.
3.30%, 03/28/2024

     323       321,259  

TSMC Arizona Corp.
4.50%, 04/22/2052

     345       345,894  

 

20    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

VeriSign, Inc.
2.70%, 06/15/2031

   $ 174     $ 149,355  

VMware, Inc.
3.90%, 08/21/2027

     721       705,470  

Western Digital Corp.
2.85%, 02/01/2029

     110       96,957  

3.10%, 02/01/2032

     530       442,688  

Workday, Inc.
3.70%, 04/01/2029

     70       67,026  
    

 

 

 
       19,848,118  
    

 

 

 

Transportation - Airlines – 0.5%

 

Delta Air Lines, Inc./SkyMiles IP Ltd.
4.50%, 10/20/2025(a)

     161       160,375  

Southwest Airlines Co.
5.25%, 05/04/2025

     835       861,745  
    

 

 

 
       1,022,120  
    

 

 

 

Transportation - Services – 0.8%

 

ENA Master Trust
4.00%, 05/19/2048(a)

     370       342,666  

ERAC USA Finance LLC
3.85%, 11/15/2024(a)

     881       887,572  

Penske Truck Leasing Co. Lp/PTL Finance Corp.
3.90%, 02/01/2024(a)

     370       371,650  

4.20%, 04/01/2027(a)

     147       147,277  
    

 

 

 
       1,749,165  
    

 

 

 
       110,136,409  
    

 

 

 

Financial Institutions – 40.3%

 

Banking – 22.9%

 

Banco de Credito del Peru S.A.
3.125%, 07/01/2030(a)

     464       421,747  

Banco Santander SA
1.722%, 09/14/2027

     800       704,568  

2.749%, 12/03/2030

     400       330,188  

4.175%, 03/24/2028

     200       194,280  

5.179%, 11/19/2025

     600       611,736  

Bank of America Corp.
2.299%, 07/21/2032

     1,125       930,060  

2.592%, 04/29/2031

     835       723,503  

2.687%, 04/22/2032

     860       739,660  

2.884%, 10/22/2030

     680       606,920  

3.384%, 04/02/2026

     490       479,455  

3.846%, 03/08/2037

     630       561,891  

3.97%, 03/05/2029

     760       737,785  

3.974%, 02/07/2030

     600       579,498  

4.271%, 07/23/2029

     1,017       1,000,047  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series X
6.25%, 09/05/2024(b)

   $ 295     $ 297,941  

Series Z
6.50%, 10/23/2024(b)

     53       54,328  

Bank of Ireland Group PLC
2.029%, 09/30/2027(a)

     560       492,083  

Bank of New York Mellon Corp. (The)
Series G
4.70%, 09/20/2025(b)

     268       268,214  

BBVA Bancomer SA/Texas
5.875%, 09/13/2034(a)

     330       315,345  

BNP Paribas SA
2.591%, 01/20/2028(a)

     660       601,319  

Canadian Imperial Bank of Commerce
3.30%, 04/07/2025

     485       478,001  

Capital One Financial Corp.
3.273%, 03/01/2030

     336       306,650  

Citigroup, Inc.
3.875%, 02/18/2026(b)

     344       312,971  

3.98%, 03/20/2030

     560       537,538  

4.075%, 04/23/2029

     708       688,473  

4.412%, 03/31/2031

     369       360,657  

4.45%, 09/29/2027

     1,222       1,214,900  

Series W
4.00%, 12/10/2025(b)

     368       334,990  

Series Y
4.15%, 11/15/2026(b)

     569       509,312  

Commonwealth Bank of Australia
3.784%, 03/14/2032(a)

     607       550,118  

Credit Suisse Group AG
1.305%, 02/02/2027(a)

     250       218,863  

3.091%, 05/14/2032(a)

     663       556,277  

4.194%, 04/01/2031(a)

     347       322,325  

4.55%, 04/17/2026

     285       284,208  

Danske Bank A/S
4.298%, 04/01/2028(a)

     250       242,160  

Deutsche Bank AG/New York NY
2.311%, 11/16/2027

     1,190       1,053,578  

2.552%, 01/07/2028

     535       476,230  

3.961%, 11/26/2025

     555       545,798  

Discover Bank
4.682%, 08/09/2028

     385       388,565  

Goldman Sachs Group, Inc. (The)
1.948%, 10/21/2027

     540       484,871  

2.383%, 07/21/2032

     544       450,606  

2.615%, 04/22/2032

     730       618,084  

3.615%, 03/15/2028

     620       596,700  

 

22    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

3.80%, 03/15/2030

   $ 1,279     $ 1,209,103  

4.223%, 05/01/2029

     592       579,118  

Series V
4.125%, 11/10/2026(b)

     248       222,305  

HSBC Holdings PLC
2.013%, 09/22/2028

     285       248,694  

2.206%, 08/17/2029

     545       469,577  

2.251%, 11/22/2027

     555       501,665  

3.973%, 05/22/2030

     342       323,621  

4.583%, 06/19/2029

     1,270       1,247,610  

4.762%, 03/29/2033

     242       229,610  

6.375%, 03/30/2025(b)

     405       407,515  

JPMorgan Chase & Co.
1.953%, 02/04/2032

     830       677,836  

2.545%, 11/08/2032

     765       649,148  

2.58%, 04/22/2032

     595       512,051  

2.947%, 02/24/2028

     505       475,649  

2.956%, 05/13/2031

     1,554       1,366,603  

2.963%, 01/25/2033

     260       229,076  

4.323%, 04/26/2028

     690       688,006  

8.00%, 04/29/2027

     650       755,300  

Series I
4.709% (LIBOR 3 Month + 3.47%), 07/30/2022(b)(c)

     247       243,989  

Series Q
5.15%, 05/01/2023(b)

     255       251,922  

Series V
4.287% (LIBOR 3 Month + 3.32%), 07/01/2022(b)(c)

     62       61,129  

M&T Bank Corp.
3.50%, 09/01/2026(b)

     334       281,268  

Mitsubishi UFJ Financial Group, Inc.
2.309%, 07/20/2032

     270       225,015  

2.494%, 10/13/2032

     330       277,461  

4.08%, 04/19/2028

     705       696,131  

Mizuho Financial Group, Inc.
2.564%, 09/13/2031

     440       363,202  

Morgan Stanley
2.943%, 01/21/2033

     227       198,098  

3.62%, 04/17/2025

     695       691,205  

3.622%, 04/01/2031

     265       248,369  

Series G
4.431%, 01/23/2030

     660       655,644  

National Australia Bank Ltd.
3.347%, 01/12/2037(a)

     665       576,848  

Nationwide Building Society
2.972%, 02/16/2028(a)

     404       375,114  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

PNC Financial Services Group, Inc. (The)
Series O
4.964% (LIBOR 3 Month + 3.68%), 08/01/2022(b)(c)

   $ 448     $ 443,498  

Santander Holdings USA, Inc.
2.49%, 01/06/2028

     156       141,514  

4.40%, 07/13/2027

     1,877       1,852,468  

Santander UK Group Holdings PLC
2.469%, 01/11/2028

     325       294,119  

Societe Generale SA
1.792%, 06/09/2027(a)

     435       383,557  

2.797%, 01/19/2028(a)

     795       717,480  

4.25%, 04/14/2025(a)

     243       239,766  

4.75%, 11/24/2025(a)

     200       199,374  

Standard Chartered PLC
1.456%, 01/14/2027(a)

     345       307,053  

2.608%, 01/12/2028(a)

     579       525,471  

3.971%, 03/30/2026(a)

     245       241,033  

Sumitomo Mitsui Financial Group, Inc.
2.142%, 09/23/2030

     701       575,227  

Truist Financial Corp.
Series P
4.95%, 09/01/2025(b)

     993       987,975  

Series Q
5.10%, 03/01/2030(b)

     327       323,024  

Wells Fargo & Co.
3.526%, 03/24/2028

     748       720,115  

3.908%, 04/25/2026

     693       688,302  

4.15%, 01/24/2029

     176       173,386  

4.478%, 04/04/2031

     1,190       1,188,822  

Series BB
3.90%, 03/15/2026(b)

     1,005       918,610  

Western Union Co. (The)
2.75%, 03/15/2031

     610       519,665  

Westpac Banking Corp.
3.02%, 11/18/2036

     780       648,040  

4.11%, 07/24/2034

     705       664,921  
    

 

 

 
       50,873,745  
    

 

 

 

Brokerage – 0.7%

 

Charles Schwab Corp. (The)
Series G
5.375%, 06/01/2025(b)

     271       273,840  

Series I
4.00%, 06/01/2026(b)

     745       679,358  

Jefferies Financial Group, Inc.
5.50%, 10/18/2023

     554       563,684  
    

 

 

 
       1,516,882  
    

 

 

 

 

24    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Finance – 3.0%

 

AerCap Ireland Capital DAC/AerCap Global Aviation Trust
3.00%, 10/29/2028

   $ 810     $ 704,246  

3.15%, 02/15/2024

     179       174,504  

3.30%, 01/30/2032

     810       673,393  

3.40%, 10/29/2033

     330       270,504  

3.875%, 01/23/2028

     515       474,753  

Air Lease Corp.
1.875%, 08/15/2026

     435       388,311  

2.10%, 09/01/2028

     451       382,439  

2.875%, 01/15/2026

     100       93,842  

3.25%, 03/01/2025

     89       86,184  

3.625%, 04/01/2027

     19       18,009  

4.625%, 10/01/2028

     431       418,083  

Aircastle Ltd.
2.85%, 01/26/2028(a)

     824       721,025  

4.25%, 06/15/2026

     21       20,278  

5.25%, 08/11/2025(a)

     260       259,496  

Aviation Capital Group LLC
1.95%, 01/30/2026-09/20/2026(a)

     735       650,218  

3.50%, 11/01/2027(a)

     116       106,517  

4.375%, 01/30/2024(a)

     280       278,860  

Synchrony Financial
2.875%, 10/28/2031

     458       373,362  

5.15%, 03/19/2029

     509       507,244  
    

 

 

 
       6,601,268  
    

 

 

 

Insurance – 4.9%

 

ACE Capital Trust II
9.70%, 04/01/2030

     435       587,998  

Alleghany Corp.
3.625%, 05/15/2030

     1,085       1,042,251  

Allstate Corp. (The)
Series B
5.75%, 08/15/2053

     712       693,509  

Berkshire Hathaway, Inc.
2.75%, 03/15/2023

     485       486,722  

Centene Corp.
2.45%, 07/15/2028

     294       256,621  

Guardian Life Insurance Co. of America (The)
3.70%, 01/22/2070(a)

     260       209,191  

Hartford Financial Services Group, Inc. (The)
Series ICON
2.631% (LIBOR 3 Month + 2.13%), 02/12/2047(a)(c)

     535       472,367  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Massachusetts Mutual Life Insurance Co.
5.077%, 02/15/2069(a)

   $ 170     $ 170,398  

MassMutual Global Funding II
0.60%, 04/12/2024(a)

     420       399,265  

0.85%, 06/09/2023(a)

     270       264,122  

Met Tower Global Funding
0.70%, 04/05/2024(a)

     875       828,949  

MetLife Capital Trust IV
7.875%, 12/15/2037(a)

     150       172,833  

MetLife, Inc.
Series D
5.875%, 03/15/2028(b)

     210    

 

208,112

 

Nationwide Mutual Insurance Co.
9.375%, 08/15/2039(a)

     150       215,488  

New York Life Insurance Co.
4.45%, 05/15/2069(a)

     220       201,571  

Nippon Life Insurance Co.
2.75%, 01/21/2051(a)

     490       421,111  

Peachtree Corners Funding Trust
3.976%, 02/15/2025(a)

     110       110,098  

Prudential Financial, Inc.
5.20%, 03/15/2044

     907       892,370  

5.375%, 05/15/2045

     320       318,298  

5.625%, 06/15/2043

     859       859,842  

Reinsurance Group of America, Inc.
3.15%, 06/15/2030

     483       438,902  

Swiss Re Finance Luxembourg SA
5.00%, 04/02/2049(a)

     600       600,270  

Voya Financial, Inc.
5.65%, 05/15/2053

     1,080       1,075,172  
    

 

 

 
       10,925,460  
    

 

 

 

REITs – 8.8%

 

Alexandria Real Estate Equities, Inc.
2.95%, 03/15/2034

     384       332,314  

American Homes 4 Rent LP
4.25%, 02/15/2028

     5       4,892  

American Tower Corp.
2.30%, 09/15/2031

     545       443,265  

3.125%, 01/15/2027

     335       316,699  

4.05%, 03/15/2032

     191       179,259  

5.00%, 02/15/2024

     645       661,196  

Boston Properties LP
2.55%, 04/01/2032

     1,001       838,408  

Crown Castle International Corp.
2.90%, 03/15/2027

     302       283,213  

 

26    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Equinix, Inc.
3.90%, 04/15/2032

   $ 485     $ 455,037  

Essential Properties LP
2.95%, 07/15/2031

     564       465,796  

GLP Capital LP/GLP Financing II, Inc.
3.25%, 01/15/2032

     275       231,924  

5.25%, 06/01/2025

     393       399,760  

5.375%, 04/15/2026

     144       146,828  

Highwoods Realty LP
4.125%, 03/15/2028

     710       696,439  

Host Hotels & Resorts LP
Series E
4.00%, 06/15/2025

     323       320,271  

Series J
2.90%, 12/15/2031

     339       286,285  

Kilroy Realty LP
3.45%, 12/15/2024

     40       39,398  

Kimco Realty Corp.
2.80%, 10/01/2026

     95       90,276  

Office Properties Income Trust
2.65%, 06/15/2026

     306       275,654  

3.45%, 10/15/2031

     820       635,566  

4.50%, 02/01/2025

     430       426,298  

Omega Healthcare Investors, Inc.
4.50%, 01/15/2025

     108       108,100  

5.25%, 01/15/2026

     988       1,005,665  

Public Storage
0.749% (SOFR + 0.47%), 04/23/2024(c)

     415       413,875  

Realty Income Corp.
2.85%, 12/15/2032

     447       397,530  

4.60%, 02/06/2024

     1,266       1,289,573  

Regency Centers LP
3.70%, 06/15/2030

     280       262,536  

3.75%, 06/15/2024

     33       32,921  

4.125%, 03/15/2028

     453       448,330  

Rexford Industrial Realty LP
2.15%, 09/01/2031

     176       144,200  

Sabra Health Care LP
3.20%, 12/01/2031

     820       691,260  

3.90%, 10/15/2029

     770       708,585  

Simon Property Group LP
2.65%, 02/01/2032

     535       461,165  

SITE Centers Corp.
3.625%, 02/01/2025

     1,004       991,048  

4.25%, 02/01/2026

     178       177,283  

4.70%, 06/01/2027

     365       365,296  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    27


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Spirit Realty LP
2.10%, 03/15/2028

   $ 350     $ 303,842  

3.20%, 02/15/2031

     475       420,470  

4.00%, 07/15/2029

     162       152,073  

Sun Communities Operating LP
2.30%, 11/01/2028

     663       580,854  

Ventas Realty LP
3.50%, 02/01/2025

     924       914,409  

3.85%, 04/01/2027

     150       148,608  

4.125%, 01/15/2026

     23       23,028  

Vornado Realty LP
2.15%, 06/01/2026

     525       477,839  

3.40%, 06/01/2031

     655       572,981  

Weyerhaeuser Co.
3.375%, 03/09/2033

     505       456,070  

WP Carey, Inc.
2.45%, 02/01/2032

     670       560,763  

4.60%, 04/01/2024

     44       44,689  
    

 

 

 
       19,681,771  
    

 

 

 
       89,599,126  
    

 

 

 

Utility – 6.3%

 

Electric – 5.4%

 

Abu Dhabi National Energy Co. PJSC
4.375%, 04/23/2025(a)

     215       218,784  

AES Panama Generation Holdings SRL
4.375%, 05/31/2030(a)

     200       178,000  

Alfa Desarrollo SpA
4.55%, 09/27/2051(a)

     219       171,483  

American Transmission Systems
2.65%, 01/15/2032(a)

     565       490,759  

Berkshire Hathaway Energy Co.
6.125%, 04/01/2036

     260       295,987  

CenterPoint Energy, Inc.
0.844% (SOFR + 0.65%), 05/13/2024(c)

     390       386,915  

2.65%, 06/01/2031

     845       735,556  

Consolidated Edison Co. of New York, Inc.
4.50%, 05/15/2058

     360       339,142  

Series A
4.125%, 05/15/2049

     350       320,638  

Duke Energy Carolinas LLC
3.45%, 04/15/2051

     500       426,360  

Duke Energy Corp.
4.20%, 06/15/2049

     278       244,231  

Duke Energy Progress LLC
4.00%, 04/01/2052

     164       153,127  

 

28    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Empresas Publicas de Medellin ESP
4.25%, 07/18/2029(a)

   $ 200     $ 168,100  

Enel Americas SA
4.00%, 10/25/2026

     53       52,200  

Enel Chile SA
4.875%, 06/12/2028

     62       60,447  

Engie Energia Chile SA
3.40%, 01/28/2030(a)

     425       375,939  

Entergy Corp.
2.80%, 06/15/2030

     450       395,649  

Exelon Corp.
3.497%, 06/01/2022

     94       94,000  

Fells Point Funding Trust
3.046%, 01/31/2027(a)

     781       733,757  

Florida Power & Light Co.
0.435% (SOFR + 0.25%), 05/10/2023(c)

     170       169,278  

3.95%, 03/01/2048

     782       740,140  

Georgia Power Co.
4.30%, 03/15/2042

     420       383,006  

Kentucky Utilities Co.
3.30%, 06/01/2050

     52       42,057  

National Rural Utilities Cooperative Finance Corp.
0.35%, 02/08/2024

     730       695,113  

3.40%, 11/15/2023

     335       336,340  

NextEra Energy Capital Holdings, Inc.
0.75% (LIBOR 3 Month + 0.27%), 02/22/2023(c)

     615       613,659  

5.65%, 05/01/2079

     404       399,455  

Public Service Enterprise Group, Inc.
8.625%, 04/15/2031

     388       487,386  

Southern California Edison Co.
0.70%, 04/03/2023

     500       489,305  

Southern Co. (The)
2.95%, 07/01/2023

     512       512,010  

Series A
3.70%, 04/30/2030

     720       679,507  

Southern Power Co.
Series F
4.95%, 12/15/2046

     77       74,953  

Virginia Electric & Power Co.
8.875%, 11/15/2038

     443       648,840  
    

 

 

 
       12,112,123  
    

 

 

 

Natural Gas – 0.9%

 

Atmos Energy Corp.
3.375%, 09/15/2049

     405       339,913  

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    29


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

GNL Quintero SA
4.634%, 07/31/2029(a)

   $ 176     $ 171,362  

NiSource, Inc.
5.65%, 02/01/2045

     60       61,645  

ONE Gas, Inc.
0.85%, 03/11/2023

     1,473       1,452,083  
    

 

 

 
       2,025,003  
    

 

 

 
       14,137,126  
    

 

 

 

Total Corporates - Investment Grade
(cost $239,060,053)

       213,872,661  
    

 

 

 
    

QUASI-SOVEREIGNS – 1.2%

 

Quasi-Sovereign Bonds – 1.2%

 

Chile – 0.4%

 

Empresa de Transporte de Pasajeros Metro SA
3.65%, 05/07/2030(a)

     350       325,347  

4.70%, 05/07/2050(a)

     295       266,293  

Empresa Nacional del Petroleo
3.75%, 08/05/2026(a)

     200       190,500  
    

 

 

 
       782,140  
    

 

 

 

Malaysia – 0.1%

    

Petronas Capital Ltd.
4.55%, 04/21/2050(a)

     225       225,602  
    

 

 

 

Mexico – 0.3%

    

Comision Federal de Electricidad
3.348%, 02/09/2031(a)

     321       256,359  

Petroleos Mexicanos
6.50%, 01/23/2029

     135       123,525  

6.75%, 09/21/2047

     112       80,884  

6.95%, 01/28/2060

     169       123,370  

7.69%, 01/23/2050

     80       62,440  
    

 

 

 
       646,578  
    

 

 

 

Panama – 0.1%

    

Empresa de Transmision Electrica SA
5.125%, 05/02/2049(a)

     246       227,857  
    

 

 

 

Peru – 0.2%

    

Corp. Financiera de Desarrollo SA
2.40%, 09/28/2027(a)

     560       490,980  
    

 

 

 

Qatar – 0.1%

    

Qatar Petroleum
3.125%, 07/12/2041(a)

     277       230,914  
    

 

 

 

Total Quasi-Sovereigns
(cost $2,993,170)

       2,604,071  
    

 

 

 

 

30    |    AB CORPORATE INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - NON-INVESTMENT GRADE – 0.8%

    

Industrial – 0.4%

    

Consumer Cyclical - Automotive – 0.1%

    

Ford Motor Credit Co. LLC
3.81%, 01/09/2024

   $ 395     $ 389,130  
    

 

 

 

Consumer Non-Cyclical – 0.2%

    

Perrigo Finance Unlimited Co.
4.375%, 03/15/2026

     420       406,522  
    

 

 

 

Energy – 0.1%

    

EQM Midstream Partners LP
4.75%, 07/15/2023

     100       99,633  

Occidental Petroleum Corp.
3.50%, 08/15/2029

     55       51,661  
    

 

 

 
       151,294  
    

 

 

 
       946,946  
    

 

 

 

Utility – 0.2%

    

Electric – 0.2%

    

National Rural Utilities Coope
3.45%, 06/15/2025

     455       452,975  
    

 

 

 

Financial Institutions – 0.2%

    

REITs – 0.2%

    

Diversified Healthcare Trust
4.75%, 02/15/2028

     407       347,175  
    

 

 

 

Total Corporates - Non-Investment Grade
(cost $1,776,848)

       1,747,096  
    

 

 

 
    

GOVERNMENTS - SOVEREIGN BONDS – 0.5%

    

Colombia – 0.3%

    

Colombia Government International Bond
3.125%, 04/15/2031

     562       439,695  

5.20%, 05/15/2049

     200       151,725  
    

 

 

 
       591,420  
    

 

 

 

Mexico – 0.1%

    

Mexico Government International Bond
4.60%, 01/23/2046

     200       169,700  

4.75%, 03/08/2044

     150       132,000  
    

 

 

 
       301,700  
    

 

 

 

Peru – 0.0%

    

Peruvian Government International Bond
2.392%, 01/23/2026

     53       49,582  
    

 

 

 

 

abfunds.com  

AB CORPORATE INCOME SHARES    |    31


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Qatar – 0.1%

    

Qatar Government International Bond
4.817%, 03/14/2049(a)

   $ 228     $ 244,815  
    

 

 

 

Uruguay – 0.0%

    

Uruguay Government International Bond
4.375%, 01/23/2031

     54       55,371  
    

 

 

 

Total Governments - Sovereign Bonds
(cost $1,434,932)

       1,242,888  
    

 

 

 

Total Investments – 98.6%
(cost $245,265,003)

       219,466,716  

Other assets less liabilities – 1.4%

       3,083,056  
    

 

 

 

Net Assets – 100.0%

     $ 222,549,772  
    

 

 

 

FUTURES (see Note C)

 

Description   Number of
Contracts
    Expiration
Month
    Current
Notional
    Value and
Unrealized
Appreciation/
(Depreciation)
 

Purchased Contracts

 

U.S. T-Note 5 Yr (CBT) Futures

    14       June 2022     $ 1,577,406     $ (6,698

U.S. Ultra Bond (CBT) Futures

    120       June 2022           19,252,500           (2,690,374

Sold Contracts

 

U.S. T-Note 10 Yr (CBT) Futures

    10       June 2022       1,191,563       72,330  

U.S. Ultra Bond (CBT) Futures

    95       June 2022       12,255,000       1,018,071  
       

 

 

 
        $ (1,606,671
       

 

 

 

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note C)

 

Swap
Counterparty
& Referenced
Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
April 30,
2022
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Sale Contracts

               

CDX-NAIG
Series 38,
5 Year Index, 06/20/2027*

    1.00     Quarterly       0.84     USD         3,280     $   28,711     $   45,457     $   (16,746

 

*

Termination date

 

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PORTFOLIO OF INVESTMENTS (continued)

 

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

                Rate Type                        
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     60       11/04/2044      
3 Month
LIBOR
 
 
    3.049%    

Quarterly/

Semi-Annual

  $ 2,367     $ – 0  –    $ 2,367  
USD     60       05/05/2045      
3 Month
LIBOR
 
 
    2.562%    

Quarterly/

Semi-Annual

    (2,651     – 0  –      (2,651
USD     60       06/02/2046      
3 Month
LIBOR
 
 
    2.186%    

Quarterly/

Semi-Annual

    (6,719     – 0  –      (6,719
USD     690       07/15/2046      
3 Month
LIBOR
 
 
    1.783%    

Quarterly/

Semi-Annual

    (129,030     – 0  –      (129,030
USD     270       09/02/2046      
3 Month
LIBOR
 
 
    1.736%    

Quarterly/

Semi-Annual

    (53,550     – 0  –      (53,550
USD     50       11/02/2046      
3 Month
LIBOR
 
 
    2.086%    

Quarterly/

Semi-Annual

    (6,440     – 0  –      (6,440
           

 

 

   

 

 

   

 

 

 
            $     (196,023   $     – 0  –    $     (196,023
           

 

 

   

 

 

   

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At April 30, 2022, the aggregate market value of these securities amounted to $41,881,910 or 18.8% of net assets.

 

(b)

Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date.

 

(c)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at April 30, 2022.

Glossary:

CBT – Chicago Board of Trade

CDX-NAIG – North American Investment Grade Credit Default Swap Index

LIBOR – London Interbank Offered Rate

PJSC – Public Joint Stock Company

REIT – Real Estate Investment Trust

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

April 30, 2022

 

Assets   

Investments in securities, at value (cost $245,265,003)

   $ 219,466,716  

Cash

     247,976  

Cash collateral due from broker

     813,832  

Receivable for investment securities sold

     2,961,111  

Interest receivable

     2,033,374  

Receivable for shares of beneficial interest sold

     247,752  
  

 

 

 

Total assets

     225,770,761  
  

 

 

 
Liabilities   

Payable for investment securities purchased

     1,380,787  

Payable for shares of beneficial interest redeemed

     1,118,814  

Dividends payable

     619,837  

Payable for variation margin on futures

     87,190  

Payable for variation margin on centrally cleared swaps

     8,673  

Foreign capital gains tax payable

     5,688  
  

 

 

 

Total liabilities

     3,220,989  
  

 

 

 

Net Assets

   $ 222,549,772  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 218  

Additional paid-in capital

     254,524,793  

Accumulated loss

     (31,975,239
  

 

 

 

Net Assets

   $     222,549,772  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 21,769,195 common shares outstanding)

   $ 10.22  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Year Ended April 30, 2022

 

Investment Income      

Interest

   $     6,618,486     

Other income

     660     
  

 

 

    

Total investment income

      $ 6,619,146  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions(a)

        (1,880,654

Futures

        (186,534

Swaps

        8,012  

Net change in unrealized appreciation/depreciation of:

     

Investments(b)

        (29,750,607

Futures

        (1,539,863

Swaps

        (170,322
     

 

 

 

Net loss on investment transactions

        (33,519,968
     

 

 

 

Net Decrease in Net Assets from Operations

      $     (26,900,822
     

 

 

 

 

(a)

Net of foreign realized capital gains taxes of $33,168.

 

(b)

Net of decrease in accrued foreign capital gains taxes on unrealized gains of $6,951.

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 6,619,146     $ 5,028,258  

Net realized gain (loss) on investment transactions

     (2,059,176     3,114,500  

Net change in unrealized appreciation/depreciation of investments

     (31,460,792     744,800  
  

 

 

   

 

 

 

Net increase (decrease) in net assets from operations

     (26,900,822     8,887,558  

Distribution to Shareholders

     (9,462,001     (9,415,691
Transactions in Shares of Beneficial Interest     

Net increase

     50,167,122       94,818,239  
  

 

 

   

 

 

 

Total increase

     13,804,299       94,290,106  
Net Assets     

Beginning of period

     208,745,473       114,455,367  
  

 

 

   

 

 

 

End of period

   $     222,549,772     $     208,745,473  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

April 30, 2022

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Corporate Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

   

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of April 30, 2022:

 

Investments in
Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

       

Corporates – Investment Grade

  $ – 0  –    $ 213,872,661     $ – 0  –    $ 213,872,661  

Quasi-Sovereigns

    – 0  –      2,604,071       – 0  –      2,604,071  

Corporates – Non-Investment Grade

    – 0  –      1,747,096       – 0  –      1,747,096  

Governments – Sovereign Bonds

    – 0  –      1,242,888       – 0  –      1,242,888  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    – 0  –      219,466,716       – 0  –      219,466,716  

Other Financial Instruments(a):

       

Assets:

       

Futures

    1,090,401       – 0  –      – 0  –      1,090,401 (b) 

Centrally Cleared Credit Default Swaps

    – 0  –      28,711       – 0  –      28,711  

Centrally Cleared Interest Rate Swaps

    – 0  –      2,367       – 0  –      2,367 (b) 

Liabilities:

       

Futures

    (2,697,072     – 0  –      – 0  –      (2,697,072 )(b) 

Centrally Cleared Interest Rate Swaps

    – 0  –      (198,390     – 0  –      (198,390 )(b) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   (1,606,671   $   219,299,404     $   – 0  –    $   217,692,733  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

 

(b)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the Advisory Agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The Advisory Agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

 

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AB CORPORATE INCOME SHARES    |    41


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended April 30, 2022 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)

   $     162,962,382      $     112,718,067  

U.S. government securities

     75,393        76,900  

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation are as follows:

 

Cost

   $     245,512,722  
  

 

 

 

Gross unrealized appreciation

   $ 2,785,831  

Gross unrealized depreciation

     (29,054,625
  

 

 

 

Net unrealized depreciation

   $ (26,268,794
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Futures

The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bears the market risk that arises from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon for non-hedging purposes as a means of making direct investment in foreign currencies.

At the time the Fund enters into futures, the Fund deposits and maintains as collateral an initial margin with the broker, as required by

 

42    |    AB CORPORATE INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of futures can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.

During the year ended April 30, 2022, the Fund held futures for hedging purposes.

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

 

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Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended April 30, 2022, the Fund held interest rate swaps for hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront

 

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premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.

Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect of the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the year ended April 30, 2022, the Fund held credit default swaps for non-hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

 

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The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the year ended April 30, 2022, the Fund had entered into the following derivatives:

 

   

Asset Derivatives

   

Liability Derivatives

 

Derivative Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

      
Receivable/Payable for variation margin on futures
      
$

1,090,401

      
Receivable/Payable for variation margin on futures
      
$

2,697,072

Credit contracts

      Receivable/Payable for variation margin on centrally cleared swaps     16,746

Interest rate contracts

      
Receivable/Payable for variation margin on centrally cleared swaps
   
    
2,367

      
Receivable/Payable for variation margin on centrally cleared swaps
   
    
198,390

   

 

 

     

 

 

 

Total

    $     1,092,768       $     2,912,208  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain
or (Loss) on
Derivatives
Within Statement
of Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on futures; Net change in unrealized appreciation/depreciation of futures   $ (186,534   $ (1,539,863

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     (5,212     (138,615

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     13,224       (31,707
   

 

 

   

 

 

 

Total

    $     (178,522)     $     (1,710,185)  
   

 

 

   

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended April 30, 2022:

 

Futures:

  

Average notional amount of buy contracts

   $     18,452,278  

Average notional amount of sale contracts

   $ 14,335,830  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 2,545,385  

Centrally Cleared Credit Default Swaps:

  

Average notional amount of sale contracts

   $ 3,280,000  

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
    

Year Ended
April 30,

2022

    

Year Ended
April 30,

2021

         

Year Ended
April 30,

2022

   

Year Ended
April 30,

2021

       
  

 

 

   

Shares sold

     9,419,121        9,909,588       $ 111,031,586     $ 120,804,388    

 

   

Shares redeemed

     (5,307,601      (2,149,225       (60,864,464     (25,986,149  

 

   

Net increase

     4,111,520        7,760,363       $ 50,167,122     $ 94,818,239    

 

   

NOTE E

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value

 

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of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended April 30, 2022.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE G

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended April 30, 2022 and April 30, 2021 were as follows:

 

     2022      2021  

Distributions paid from:

     

Ordinary income

   $     7,221,076      $ 7,513,033  

Net long-term capital gains

     2,240,925        1,902,658  
  

 

 

    

 

 

 

Total distributions paid

   $ 9,462,001      $     9,415,691  
  

 

 

    

 

 

 

As of April 30, 2022, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed ordinary income

   $ 754,454  

Accumulated capital and other losses

     (5,831,169 )(a) 

Unrealized appreciation/(depreciation)

     (26,273,070 )(b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     (31,349,785 )(c) 
  

 

 

 

 

(a)

As of April 30, 2022, the Fund had a post-October short term capital loss deferral of $3,668,555 and a post-October long term capital loss deferral of $2,162,614.

 

(b)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the recognition for tax purposes of unrealized gains/losses on certain derivative instruments, the tax treatment of callable bonds, the tax treatment of swaps, and the tax deferral of losses on wash sales.

 

(c)

The differences between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to the accrual of foreign capital gains tax and dividends payable.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2022, the Fund did not have any capital loss carryforwards.

During the current fiscal year, there were no permanent differences that resulted in adjustments to accumulated loss or additional paid-in capital.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Year Ended April 30,  
    2022     2021     2020     2019     2018  
 

 

 

 

Net asset value, beginning of period

    $  11.82       $  11.56       $  11.11       $  10.81       $  11.14  
 

 

 

 

Income From Investment Operations

         

Net investment income(a)

    .33       .37       .44       .44       .39  

Net realized and unrealized gain (loss) on investment transactions

    (1.47     .55       .51       .30       (.33
 

 

 

 

Net increase (decrease) in net asset value from operations

    (1.14     .92       .95       .74       .06  
 

 

 

 

Less: Dividends and Distributions

         

Dividends from net investment income

    (.34     (.38     (.45     (.44     (.39

Distributions from net realized gain on investment transactions

    (.12     (.28     (.05     – 0  –      – 0  – 
 

 

 

 

Total dividends and distributions

    (.46     (.66     (.50     (.44     (.39
 

 

 

 

Net asset value, end of period

    $  10.22       $  11.82       $  11.56       $  11.11       $  10.81  
 

 

 

 

Total Return

         

Total investment return based on net asset value(b)

    (10.08 ) %      7.90  %      8.65  %      7.03  %      .50  % 

Ratios/Supplemental Data

         

Net assets, end of period
(000’s omitted)

    $222,550       $208,745       $114,455       $98,680       $84,740  

Ratio to average net assets of:

         

Net investment income

    2.84  %      3.02  %      3.83  %      4.06  %      3.47  % 

Portfolio turnover rate

    49  %      43  %      87  %      140  %      73  % 

 

(a)

Based on average shares outstanding.

 

(b)

Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

See notes to financial statements.

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees of AB Corporate Income Shares:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Corporate Income Shares (the “Fund”) (one of the series constituting AB Corporate Shares (the “Trust”)), including the portfolio of investments, as of April 30, 2022, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the series constituting AB Corporate Shares) at April 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

 

disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

June 24, 2022

 

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2022 FEDERAL TAX INFORMATION

(unaudited)

 

For Federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during the taxable year ended April 30, 2022.

For foreign shareholders, 75.15% of ordinary dividends paid may be considered to be qualifying to be taxed as interest-related dividends. The Fund designates $2,240,925 of dividends paid as long-term capital gain dividends.

Shareholders should not use the above information to prepare their income tax returns. The information necessary to complete your income tax returns will be included with your Form 1099-DIV which will be sent to you separately in January 2023.

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),

Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and

Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

OFFICERS

Russell Wald(2), Vice President

Tiffanie Wong(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Vice President

  

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.

501 Commerce Street

Nashville, TN 37203

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

 

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West

New York, NY 10001

Transfer Agent

AllianceBernstein Investor Services,

Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

 

1

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Corporate Income Shares Investment Team. Mr. Wald and Ms. Wong are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

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TRUSTEES AND OFFICERS INFORMATION

 

Board of Trustees Information

The business and affairs of the Trust are managed under the direction of the Board of Trustees. Certain information concerning the Trust’s Trustees is set forth below.

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE
INTERESTED TRUSTEE    

Onur Erzan,#

46

(2021)

  Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEE    
Marshall C. Turner, Jr.,##
Chairman of the Board
80
(2005)
  Private Investor since prior to 2017. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of the AB Funds since February 2014.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Jorge A. Bermudez,##

71

(2020)

  Private Investor since prior to 2017. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.     73     Moody’s Corporation since April 2011
     
Michael J. Downey,##
78
(2005)
  Private Investor since prior to 2017. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2017 until January 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities, Inc. He has served as a director or trustee of the AB Funds since 2005.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Nancy P. Jacklin,##
74
(2006)
  Private Investor since prior to 2017. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.     73     None
     
Jeanette W. Loeb,##
70
(2020)
  Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.     73    

Apollo Investment Corp. (business development company) since August 2011

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Carol C. McMullen,##
66
(2016)
  Managing Director of Slalom Consulting (consulting) since 2014, private investor and a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED)**
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY HELD
BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Garry L. Moody,##
70
(2008)
  Private Investor since prior to 2017. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.     73     None

 

*

The address for each of the Trust’s disinterested Trustees is c/o AllianceBernstein L.P., Attention: Legal and Compliance Department, Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

 

**

There is no stated term of office for the Trust’s Trustees.

 

***

The information above includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the Trust.

 

#

Mr. Erzan is an “interested person” of the Trust, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

 

##

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

Officer Information

Certain information concerning the Trust’s officers is set forth below.

 

NAME, ADDRESS,*

AND AGE

  

POSITION(S)

HELD WITH FUND

   PRINCIPAL OCCUPATION
DURING PAST FIVE YEARS

Onur Erzan

46

   President and Chief Executive Officer    See biography above.
     
Russell Wald
31
   Vice President    Vice President of the Adviser,** with which he has been associated since prior to 2017.
     

Tiffanie Wong

36

   Vice President    Senior Vice President of the Adviser,** with which she has been associated since prior to 2017. She is also Director – Fixed Income Responsible Investing Portfolio Management; and Director – US Investment-Grade Credit.
     
Emilie D. Wrapp
66
   Secretary    Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI,** with which she has been associated since prior to 2017.
     
Michael B. Reyes
45
   Senior Vice President    Vice President of the Adviser,** with which he has been associated since prior to 2017.
     
Joseph J. Mantineo
63
   Treasurer and Chief Financial Officer    Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”),** with which he has been associated since prior to 2017.
     

Phyllis J. Clarke

61

   Controller    Vice President of ABIS,** with which she has been associated since prior to 2017.
     

Vincent S. Noto

57

   Chief Compliance Officer    Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since prior to 2017.

 

*

The address for each of the Trust’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

 

**

The Adviser, ABI and ABIS are affiliates of the Trust.

The Fund’s Statement of Additional Information (“SAI”) has additional information about the Trust’s Trustees and Officers and is available without charge upon request. Contact your financial representative or ABI at (800)-227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2022, which covered the period January 1, 2021 through December 31, 2021 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended,

 

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AB CORPORATE INCOME SHARES    |    65


and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was significantly recovered and improved compared to the prior reporting period which included extreme levels of price volatility and relative illiquidity beginning in March 2020 with COVID 19 impacts. As such, the Program operated in a relatively robust and benign liquidity environment experienced in markets during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Corporate Income Shares (the “Fund”) at a meeting held by video conference on November 2-4, 2021 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund.

The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of

 

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the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2019 and 2020 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund. The directors noted that the Adviser

 

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is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended July 31, 2021 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different

 

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fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule, on the other. The directors recognized that such information was of limited utility in light of the Fund’s unusual fee arrangement. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. In this regard, the Adviser noted, among other things, that, compared to institutional accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional clients as compared to the Fund, and the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

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This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1

Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy.

 

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NOTES

 

 

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LOGO

AB CORPORATE INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

CIS-0151-0422                 LOGO


APR    04.30.22

LOGO

ANNUAL REPORT

AB IMPACT MUNICIPAL INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
Investment Products Offered  

  Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We’re pleased to provide this report for AB Impact Municipal Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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ANNUAL REPORT

 

June 6, 2022

This report provides management’s discussion of fund performance for AB Impact Municipal Income Shares for the annual reporting period ended April 30, 2022. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The investment objective of the Fund is to earn the highest level of current income, exempt from federal taxation, that is available consistent with what the Adviser considers to be an appropriate level of risk.

NAV RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     6 Months      12 Months  
AB IMPACT MUNICIPAL INCOME SHARES      -9.17%        -8.23%  
Bloomberg Municipal Bond Index      -7.90%        -7.88%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Municipal Bond Index, for the six- and 12-month periods ended April 30, 2022.

During both periods, the Fund underperformed its benchmark. Yield-curve positioning, specifically overweights to the long part of the curve, detracted, relative to the benchmark. The Fund’s overweight to municipal credit contributed. For the 12-month period, security selection in the not-for-profit health-care sector contributed, while selection in toll roads/transit detracted.

For the six-month period, security selection in not-for-profit health care contributed, and there were no other material detractors.

The Fund utilized derivatives for hedging purposes in the form of interest rate swaps, which had no material impact on performance for either period, and Consumer Price Index swaps, which added to absolute performance for the 12-month period and had no material impact on the six-month period.

MARKET REVIEW AND INVESTMENT STRATEGY

Yields rose toward the end of both the six- and 12-month periods ended April 30, 2022. During the 12-month period, the yield on a 10-Year AAA municipal bond rose to 2.72% from 0.99% and the yield on the 10-Year US Treasury rose to 2.89% from 1.65%. While demand for income

 

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remained strong during the first half of the 12-month reporting period, demand weakened during the first quarter of 2022 and into the second quarter, as investors pulled approximately $48 billion from the municipal market as of April 30, 2022.

In addition to broader fixed-income market volatility, these municipal market outflows contributed to municipal underperformance versus US Treasuries, with 10-Year AAA Muni/Treasury after-tax spreads widening 95 basis points (“b.p.”) during the 12-month period and 67 b.p. during the six-month period. Credit spreads were relatively unchanged during the 12-month period, but widened modestly during the six-month period.

The underlying goals of the Fund are to make environmentally, socially and financially productive investments in historically marginalized and underserved communities to reduce gaps that exist in such areas as academic achievement, economic development or the provision of health care. Essentially, the Fund’s Senior Investment Management Team is looking to create a better tomorrow. Inherent in these goals is to make investments toward improving the quality of life for all by enhancing and promoting civic engagement, an informed citizenry, culture, and the physical and natural sciences.

The Fund may purchase municipal securities that are insured under policies issued by certain insurance companies. Historically, insured municipal securities typically received a higher credit rating, which meant that the issuer of the securities paid a lower interest rate. As a result of declines in the credit quality and associated downgrades of most bond insurers, insurance has less value than it did in the past. The market now values insured municipal securities primarily based on the credit quality of the issuer of the security, with little value given to the insurance feature. In purchasing such insured securities, the Adviser evaluates the risk and return of municipal securities through its own research. If an insurance company’s rating is downgraded or the company becomes insolvent, the prices of municipal securities insured by the insurance company may decline. As of April 30, 2022, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity were 15.49% and 0.00%, respectively.

INVESTMENT POLICIES

The Fund pursues its objective by investing principally in high-yielding municipal securities of any credit quality that (i) score highly on the Adviser’s environmental, social and corporate governance (“ESG”) criteria and (ii) are deemed by the Adviser to have an environmental or social impact in underserved or low socio-economic communities. As

 

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a matter of fundamental policy, the Fund invests, under normal circumstances, at least 80% of its net assets in municipal securities that pay interest that is exempt from federal income tax. These securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.

The Adviser evaluates each security in which the Fund invests using both a traditional municipal bond credit analysis and a consideration of the security’s overall ESG score under the Adviser’s ESG evaluation criteria. Under this ESG evaluation, to arrive at an overall ESG score, each security is scored on environmental, social and governance factors, and the scores are weighted based on the Adviser’s assessment of the relevance of each factor within a given sector (e.g., education, health care, renewable energy and mass transit). For example, social factors are weighted more heavily in the overall ESG score for a security of an issuer in the education sector than they are for a security of an issuer in the mass transit sector, where environmental factors predominate. The Adviser regularly reviews the overall ESG scores assigned to securities under consideration for purposes of determining the securities in which to invest for the Fund.

The Adviser’s ESG evaluation is conducted on an industry sector basis and includes the use of key performance indicators that vary in materiality by sector. The Adviser’s environmental evaluation covers issues such as clean and renewable energy, climate change and water conservation. The Adviser’s social evaluation covers issues such as economic impact, high quality safety-net health care and overall community health needs, and the reduction of achievement gaps between wealthy and poor school districts. The Adviser’s governance evaluation covers issues such as stewardship of debt and capital, board governance and transparency.

The Adviser also assesses a security’s risk and return characteristics as well as a security’s impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors including the credit quality, maturity, sensitivity to interest rates and the expected after-tax returns of the security under consideration and of the Fund’s other holdings.

The Fund may invest without limit in lower-rated securities (“junk bonds”), which may include securities having the lowest rating, and in unrated securities that, in the Adviser’s judgment, would be lower-rated securities if rated. The Fund may invest in fixed-income securities with any maturity or duration. The Fund will seek to increase income for shareholders by investing in longer-maturity bonds. Consistent with its objective of seeking a higher level of income, the

 

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Fund may experience greater volatility and a higher risk of loss of principal than other municipal funds.

The Fund may also invest in tender option bond transactions (“TOBs”); forward commitments; zero-coupon municipal securities and variable-, floating- and inverse-floating-rate municipal securities; certain types of mortgage-related securities; and derivatives, such as options, futures contracts, forwards and swaps.

The Fund may make short sales of securities or maintain a short position, and may use other investment techniques. The Fund may use leverage for investment purposes to increase income through the use of TOBs and derivative instruments, such as interest rate swaps.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Municipal Bond Index represents the performance of the long-term tax-exempt bond market consisting of investment-grade bonds. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

ESG Risk: Applying ESG and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities selected based on ESG factors may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, “sustainability” is not a uniformly defined characteristic, and the Fund’s sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the investment adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the

 

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DISCLOSURES AND RISKS (continued)

 

yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Tax Risk: There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

 

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DISCLOSURES AND RISKS (continued)

 

Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is

 

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DISCLOSURES AND RISKS (continued)

 

no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

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HISTORICAL PERFORMANCE

 

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

9/12/20171 TO 4/30/2022

 

LOGO

This chart illustrates the total value of an assumed $10,000 investment in AB Impact Municipal Income Shares (from 9/12/20171 to 4/30/2022) as compared to the performance of its benchmark. The chart assumes the reinvestment of dividends and capital gains distributions.

 

1

Inception date: 9/12/2017.

 

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HISTORICAL PERFORMANCE (continued)

 

AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2022 (unaudited)

 

    NAV Returns  
1 Year     -8.23%  
Since Inception1     2.44%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2022 (unaudited)

 

    NAV Returns  
1 Year     -2.96%  
Since Inception1     3.45%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.01% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

1

Inception date: 9/12/2017.

 

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EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
November 1, 2021
    Ending
Account Value
April 30, 2022
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $ 908.30     $ – 0 –       0.00

Hypothetical**

  $ 1,000     $     1,024.79     $     – 0 –       0.00

 

*

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

**

Assumes 5% annual return before expenses.

 

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PORTFOLIO SUMMARY

April 30, 2022 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $516.9

 

 

 

LOGO

 

1

All data are as of April 30, 2022. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The quality ratings are determined by using the S&P Global Ratings (“S&P”), Moody’s Investors Services, Inc.(“Moody’s”) and Fitch Ratings, Ltd.(“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, the pre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includes non-creditworthy investments such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness of non-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment.

 

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PORTFOLIO OF INVESTMENTS

April 30, 2022

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 93.6%

    

Long-Term Municipal Bonds – 93.6%

    

Alabama – 1.8%

    

Alabama Community College System ACCS Enhancements Fee Revenue
AGM Series 2021
4.00%, 09/01/2046-09/01/2051

   $ 9,400     $ 9,278,759  
    

 

 

 

American Samoa – 0.2%

    

American Samoa Economic Development Authority
(Territory of American Samoa)
Series 2018
6.00%, 09/01/2023(a)

     815       825,706  
    

 

 

 

Arizona – 4.3%

    

Arizona Industrial Development Authority
Series 2021-A
4.00%, 07/01/2051

     5,840       5,026,152  

Arizona Industrial Development Authority
(Phoenix Children’s Hospital Obligated Group)
Series 2020
4.00%, 02/01/2050

     4,500       4,399,502  

5.00%, 02/01/2034-02/01/2035

     2,400       2,685,402  

Series 2021
4.00%, 02/01/2038

     1,400       1,407,171  

Industrial Development Authority of the County of Pima (The)
(TMC HealthCare Obligated Group)
Series 2021
4.00%, 04/01/2046

     3,500       3,394,236  

Maricopa County Industrial Development Authority
(Arizona Autism Charter Schools Obligated Group)
Series 2020
5.00%, 07/01/2040-07/01/2054(a)

     2,315       2,366,822  

Series 2021
4.00%, 07/01/2041-07/01/2061(a)

     3,655       3,089,024  
    

 

 

 
       22,368,309  
    

 

 

 

California – 11.7%

    

Alameda Corridor Transportation Authority
Series 2016-B
5.00%, 10/01/2035-10/01/2036

     2,095       2,208,459  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Educational Facilities Authority
(Mount St.Mary’s University, Inc.)
Series 2018-A
5.00%, 10/01/2036-10/01/2046

   $ 3,155     $ 3,404,044  

California Health Facilities Financing Authority
(On Lok Senior Health Services Obligated Group)
Series 2020
5.00%, 08/01/2050-08/01/2055

     2,200       2,359,926  

California Health Facilities Financing Authority
(State of California Personal Income Tax Revenue)
Series 2022
4.19%, 06/01/2037

     1,000       968,366  

California Infrastructure & Economic Development Bank
(California Academy of Sciences)
Series 2021
0.81% (MUNIPSA + 0.35%), 08/01/2047(b)

     8,000       7,952,862  

California Infrastructure & Economic Development Bank
(California Science Center Foundation)
Series 2021
4.00%, 05/01/2046-05/01/2055

     15,000       14,358,666  

California Municipal Finance Authority
(Community Health Centers of The Central Coast, Inc.)
Series 2021-A
5.00%, 12/01/2036-12/01/2054(a)

     2,840       2,954,422  

California Municipal Finance Authority
(Healthright 360)
Series 2019-A
5.00%, 11/01/2039-11/01/2049(a)

     5,275       5,332,719  

California Municipal Finance Authority
(La Maestra Family Clinic, Inc.)
Series 2021
4.00%, 09/01/2046-09/01/2051

     5,705       5,552,263  

California Municipal Finance Authority
(Valley Health Team, Inc.)
Series 2021
4.00%, 07/01/2037-07/01/2051

     5,235       5,234,029  

California School Finance Authority
(Bright Star Schools Obligated Group)
Series 2017
5.00%, 06/01/2037-06/01/2054(a)

     850       894,979  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California School Finance Authority
(Downtown College Prep Obligated Group)
Series 2016
5.00%, 06/01/2051(a)

   $ 250     $ 251,087  

California School Finance Authority
(Ednovate Obligated Group)
Series 2018
5.00%, 06/01/2048-06/01/2056(a)

     2,085       2,114,924  

California School Finance Authority
(Equitas Academy Obligated Group)
Series 2018-A
5.00%, 06/01/2048(a)

     3,750       3,800,155  

California School Finance Authority
(Girls Athletic Leadership Schools Los Angeles)
Series 2021
4.00%, 06/01/2041-06/01/2051(a)

     1,955       1,579,897  

California School Finance Authority
(Green DOT Public Schools Obligated Group)
Series 2018
5.00%, 08/01/2038(a)

     1,000       1,038,713  

Coalinga-Huron Joint Unified School District
BAM Series 2018-B
5.00%, 08/01/2048

     500       543,460  
    

 

 

 
       60,548,971  
    

 

 

 

Colorado – 0.5%

    

Denver Health & Hospital Authority
Series 2019-A
4.00%, 12/01/2038-12/01/2040

     2,770       2,719,381  
    

 

 

 

Connecticut – 1.2%

    

City of Bridgeport CT
Series 2017-A
5.00%, 11/01/2025

     525       565,919  

Series 2021-A
4.00%, 08/01/2037-08/01/2040

     2,100       2,176,010  

BAM Series 2018-C
5.00%, 07/15/2036-07/15/2038

     1,620       1,799,204  

BAM Series 2019-A
5.00%, 02/01/2035

     1,500       1,674,920  
    

 

 

 
       6,216,053  
    

 

 

 

District of Columbia – 3.7%

    

District of Columbia
(Gallaudet University)
Series 2021
5.00%, 04/01/2046-04/01/2051

     4,350       4,752,777  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

District of Columbia
(KIPP DC Obligated Group)
Series 2017-A
5.00%, 07/01/2042

   $ 1,785     $ 1,843,295  

Series 2017-B
5.00%, 07/01/2037

     625       649,261  

District of Columbia
(KIPP DC Public Charter Schools)
Series 2019
4.00%, 07/01/2039

     1,000       938,319  

District of Columbia
(Plenary Infrastructure DC LLC State Lease)
Series 2022
5.50%, 02/28/2035-02/28/2037(c)

     9,300       10,246,500  

District of Columbia Water & Sewer Authority
Series 2016-A
5.00%, 10/01/2035

     820       884,558  
    

 

 

 
       19,314,710  
    

 

 

 

Florida – 1.6%

    

Florida Development Finance Corp.
(United Cerebral Palsy of Central Florida, Inc.)
Series 2020
5.00%, 06/01/2040-06/01/2050

     2,610       2,476,427  

Pinellas County School Board
(Pinellas County School Board COP)
Series 2021-A
5.00%, 07/01/2027-07/01/2030

     1,900       2,122,285  

School District of Broward County/FL
(Broward County School Board/FL COP)
Series 2017-B
5.00%, 07/01/2032

     500       545,232  

Series 2019-B
5.00%, 07/01/2029

     2,750       3,134,520  
    

 

 

 
       8,278,464  
    

 

 

 

Illinois – 7.4%

    

Chicago Transit Authority
(Chicago Transit Authority Sales Tax)
Series 2017
5.00%, 12/01/2051

     5,085       5,419,785  

Chicago Transit Authority Sales Tax Receipts Fund
Series 2014
5.25%, 12/01/2049

     5,000       5,240,352  

Series 2020-A
5.00%, 12/01/2045-12/01/2055

     12,510       13,390,203  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2022-A
4.00%, 12/01/2049

   $ 4,190     $ 4,129,687  

Cook County Community College District No. 508
Series 2013
5.25%, 12/01/2043

     605       618,165  

BAM Series 2017
5.00%, 12/01/2047

     620       659,923  

Illinois Finance Authority
(Lawndale Educational & Regional Network Charter School Obligated Group)
Series 2021
4.00%, 11/01/2041-11/01/2056

     3,250       2,886,045  

Illinois Finance Authority
(University of Illinois)
Series 2020
4.00%, 10/01/2040-10/01/2050

     6,250       5,968,269  
    

 

 

 
       38,312,429  
    

 

 

 

Indiana – 0.6%

    

Muncie Sanitary District
AGM Series 2021-A
5.00%, 01/01/2029-07/01/2030

     2,705       3,049,149  
    

 

 

 

Kansas – 0.1%

    

Seward County Unified School District No. 480 Liberal
Series 2017-B
5.00%, 09/01/2028 (Pre-refunded/ETM)

     555       599,707  
    

 

 

 

Louisiana – 0.6%

    

Tangipahoa Parish Hospital Service District No. 1
Series 2021
4.00%, 02/01/2041-02/01/2042

     3,000       2,945,233  
    

 

 

 

Maryland – 3.5%

    

Maryland Economic Development Corp.
(Bowie State University)
Series 2020
4.00%, 07/01/2050

     1,200       1,106,487  

Maryland Economic Development Corp.
(Maryland Economic Development Corp. Morgan View & Thurgood Marshall Student Hsg)
Series 2022
5.00%, 07/01/2033-07/01/2034

     3,735       3,970,488  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Maryland Economic Development Corp.
(Morgan State University)
Series 2020
5.00%, 07/01/2050

   $ 2,500     $ 2,570,678  

Maryland Economic Development Corp.
(Purple Line Transit Partners LLC)
Series 2022
5.25%, 06/30/2055

     10,000       10,365,827  
    

 

 

 
       18,013,480  
    

 

 

 

Massachusetts – 3.5%

    

Massachusetts Development Finance Agency
(Boston Medical Center Corp. Obligated Group)
Series 2015-D
5.00%, 07/01/2044

     7,415       7,730,546  

Series 2016-E
5.00%, 07/01/2037

     765       814,813  

Series 2017-F
5.00%, 07/01/2030

     1,475       1,609,570  

Massachusetts Development Finance Agency
(Wellforce Obligated Group)
AGM Series 2019-A
5.00%, 07/01/2036-07/01/2044

     5,660       6,120,908  

AGM Series 2020-C
4.00%, 10/01/2045

     1,090       1,068,379  

Massachusetts Development Finance Agency
(WGBH Educational Foundation)
Series 2017-A
4.00%, 01/01/2032

     825       860,866  
    

 

 

 
       18,205,082  
    

 

 

 

Michigan – 9.7%

    

Center Line Public Schools
Series 2018
5.00%, 05/01/2038

     895       972,796  

City of Detroit MI
Series 2018
5.00%, 04/01/2026-04/01/2037

     6,090       6,409,339  

Series 2021-A
4.00%, 04/01/2040

     1,050       965,514  

5.00%, 04/01/2033-04/01/2050

     7,150       7,440,854  

Detroit City School District
Series 2020-A
5.00%, 05/01/2036-05/01/2040

     4,940       5,479,187  

AGM Series 2005-A
5.25%, 05/01/2030

     4,260       4,948,138  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Downriver Utility Wastewater Authority
AGM Series 2018
5.00%, 04/01/2043

   $ 1,515     $ 1,666,295  

Ferris State University
Series 2019-A
5.00%, 10/01/2024-10/01/2026

     6,185       6,650,298  

Flint Hospital Building Authority
(Hurley Medical Center)
Series 2020
4.00%, 07/01/2041

     3,500       3,442,761  

5.00%, 07/01/2031

     2,405       2,662,560  

Flint Public Library
AGM Series 2020
3.00%, 05/01/2029-05/01/2030

     2,260       2,249,878  

Grand Rapids Public Schools
AGM Series 2017
5.00%, 05/01/2027

     200       221,399  

AGM Series 2019
5.00%, 11/01/2040

     1,800       2,008,399  

Great Lakes Water Authority Water Supply System Revenue
Series 2016-B
5.00%, 07/01/2046

     1,225       1,313,174  

Series 2016-C
5.00%, 07/01/2026

     695       750,943  

Series 2020-B
5.00%, 07/01/2045-07/01/2049

     2,650       2,922,169  
    

 

 

 
       50,103,704  
    

 

 

 

Minnesota – 0.7%

 

City of Minneapolis MN
(Hennepin Schools)
Series 2021-A
4.00%, 07/01/2056

     3,000       2,510,876  

Housing & Redevelopment Authority of The City of St.Paul Minnesota
(Metro Deaf School)
Series 2018-A
5.00%, 06/15/2048(a)

     1,000       1,007,111  
    

 

 

 
       3,517,987  
    

 

 

 

Missouri – 0.0%

 

St. Louis Community College District
Series 2017
4.00%, 04/01/2035

     200       208,591  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey – 4.7%

 

Essex County Improvement Authority
(North Star Academy Charter School of Newark, Inc.)
Series 2020
4.00%, 07/15/2040-07/15/2050(a)

   $ 4,860     $ 4,342,037  

New Jersey Economic Development Authority
(Foundation Academy Charter School A NJ Nonprofit Corp.)
Series 2018-A
5.00%, 07/01/2050

     1,000       1,011,934  

New Jersey Economic Development Authority
(New Jersey Transit Corp.)
Series 2020
4.00%, 11/01/2044

     5,500       5,237,541  

5.00%, 11/01/2044

     6,925       7,264,795  

New Jersey Economic Development Authority
(North Star Academy Charter School of Newark, Inc.)
Series 2017
5.00%, 07/15/2047

     1,170       1,192,934  

New Jersey Economic Development Authority
(Seeing Eye, Inc. (The))
Series 2015
5.00%, 03/01/2025

     3,205       3,417,186  

New Jersey Economic Development Authority
(State of New Jersey Division of Property Management & Construction Lease)
Series 2018-C
5.00%, 06/15/2027-06/15/2042

     1,645       1,754,279  
    

 

 

 
       24,220,706  
    

 

 

 

New York – 14.2%

 

Buffalo Sewer Authority
BAM Series 2021
1.75%, 06/15/2049

     2,000       1,702,244  

Build NYC Resource Corp.
(Academic Leadership Charter School)
Series 2021
4.00%, 06/15/2031-06/15/2036

     585       557,328  

Build NYC Resource Corp.
(Children’s Aid Society (The))
Series 2019
4.00%, 07/01/2044-07/01/2049

     1,150       1,160,506  

Build NYC Resource Corp.
(Inwood Academy for Leadership Charter School)
Series 2018-A
5.50%, 05/01/2048(a)

     500       521,480  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Build NYC Resource Corp.
(Metropolitan Lighthouse Charter School)
Series 2017
5.00%, 06/01/2052(a)

   $ 2,260     $ 2,297,370  

Series 2017-A
5.00%, 06/01/2047(a)

     725       738,630  

City of Buffalo NY
Series 2021-B
5.00%, 04/01/2026

     2,025       2,210,302  

Metropolitan Transportation Authority
Series 2014-D
5.00%, 11/15/2039

     4,000       4,142,223  

Series 2017-C
5.00%, 11/15/2026-11/15/2033

     7,875       8,456,812  

Series 2018-B
5.00%, 11/15/2026

     2,160       2,323,269  

Series 2020-C
4.75%, 11/15/2045

     14,035       14,505,143  

Series 2020-E
4.00%, 11/15/2045

     4,250       4,090,956  

5.00%, 11/15/2030-11/15/2032

     9,500       10,320,140  

Series 2021-A
4.00%, 11/15/2042

     7,500       7,272,389  

Series 2021-D
0.511% (SOFR + 0.33%), 11/01/2035(b)

     1,900       1,885,239  

Monroe County Industrial Development Corp./NY
(Rochester Regional Health Obligated Group)
Series 2020
4.00%, 12/01/2046

     6,945       6,518,812  

Monroe County Industrial Development Corp./NY
(True North Rochester Prep Charter School)
Series 2020
5.00%, 06/01/2040(a)

     1,265       1,302,115  

New York City Health and Hospitals Corp.
(New York City Health & Hospital Corp. Lease)
Series 2021-A
5.00%, 02/15/2030

     1,500       1,704,123  

New York City Housing Development Corp.
Series 2017-E
1.50%, 05/01/2022

     230       230,000  

New York State Dormitory Authority
(Montefiore Obligated Group)
Series 2018
5.00%, 08/01/2032-08/01/2034

     1,125       1,176,725  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2020
4.00%, 09/01/2045

   $ 500     $ 451,172  
    

 

 

 
       73,566,978  
    

 

 

 

North Carolina – 1.0%

 

North Carolina Central University
Series 2019
4.00%, 04/01/2049

     2,270       2,288,047  

5.00%, 04/01/2044

     2,500       2,696,045  
    

 

 

 
       4,984,092  
    

 

 

 

Ohio – 2.0%

 

American Municipal Power, Inc.
Series 2019
5.00%, 02/15/2044

     2,150       2,342,720  

Cleveland-Cuyahoga County Port Authority
(Cleveland Museum of Natural History (The))
Series 2021
4.00%, 07/01/2051

     1,100       1,110,652  

County of Cuyahoga OH
(MetroHealth System (The))
Series 2017
5.00%, 02/15/2042

     4,365       4,605,189  

5.25%, 02/15/2047

     1,500       1,596,201  

County of Darke OH
(Wayne Hospital Co. Obligated Group)
Series 2019-A
5.00%, 09/01/2049

     690       712,275  
    

 

 

 
       10,367,037  
    

 

 

 

Oklahoma – 1.1%

 

Oklahoma Development Finance Authority
(OU Medicine Obligated Group)
Series 2018-B
5.00%, 08/15/2033

     2,000       2,052,758  

5.50%, 08/15/2057

     3,365       3,533,978  
    

 

 

 
       5,586,736  
    

 

 

 

Oregon – 0.2%

 

Tri-County Metropolitan Transportation District of Oregon
Series 2017-A
5.00%, 10/01/2026

     865       948,559  

Series 2018-A
5.00%, 10/01/2029

     250       279,871  
    

 

 

 
       1,228,430  
    

 

 

 

Pennsylvania – 8.1%

 

Capital Region Water Water Revenue
Series 2018
5.00%, 07/15/2025-07/15/2026

     1,510       1,628,636  

 

abfunds.com  

AB IMPACT MUNICIPAL INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Philadelphia PA Water & Wastewater Revenue
Series 2018-A
5.00%, 10/01/2048

   $ 3,050     $ 3,320,150  

Series 2019-B
5.00%, 11/01/2049

     3,095       3,388,603  

Series 2020-A
5.00%, 11/01/2045

     5,000       5,518,840  

Delaware County Authority
(Elwyn Obligated Group)
Series 2017
5.00%, 06/01/2037

     825       828,636  

Hospitals & Higher Education Facilities Authority of Philadelphia (The)
(Temple University Health System Obligated Group)
Series 2017
5.00%, 07/01/2032-07/01/2034

     1,115       1,183,892  

AGM Series 2022
4.00%, 07/01/2040

     4,475       4,404,834  

Philadelphia Authority for Industrial Development
(City of Philadelphia PA)
Series 2018
5.00%, 05/01/2036-05/01/2038

     4,010       4,422,484  

AGM Series 2017
5.00%, 12/01/2035

     200       219,569  

Philadelphia Authority for Industrial Development
(Russell Byers Charter School)
Series 2020
5.00%, 05/01/2040

     1,050       1,073,570  

Pittsburgh Water & Sewer Authority
AGM Series 2019-A
5.00%, 09/01/2044

     2,000       2,227,470  

AGM Series 2020-B
4.00%, 09/01/2045-09/01/2050

     4,750       4,753,805  

School District of the City of Erie (The)
AGM Series 2019-A
5.00%, 04/01/2031

     405       457,859  

AGM Series 2019-C
5.00%, 04/01/2028-04/01/2029

     2,850       3,174,452  

Southeastern Pennsylvania Transportation Authority
Series 2020
5.00%, 06/01/2029

     3,120       3,470,175  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wilkes-Barre Area School District/PA
BAM Series 2019
5.00%, 04/15/2059

   $ 1,620     $ 1,770,813  
    

 

 

 
       41,843,788  
    

 

 

 

Rhode Island – 3.1%

 

Providence Public Building Authority
(City of Providence RI Lease)
AGM Series 2020-A
5.00%, 09/15/2030-09/15/2031

     8,000       8,920,697  

Rhode Island Health and Educational Building Corp.
(City of Providence RI)
BAM Series 2021-D
4.00%, 05/15/2038-05/15/2041

     6,790       6,992,399  
    

 

 

 
       15,913,096  
    

 

 

 

Texas – 1.1%

 

City of Mission TX
BAM Series 2021
5.00%, 02/15/2028-02/15/2029

     2,000       2,233,170  

Dallas Area Rapid Transit
(Dallas Area Rapid Transit Sales Tax)
Series 2021-B
5.00%, 12/01/2047

     2,000       2,228,317  

El Paso County Hospital District
Series 2017
5.00%, 08/15/2037

     370       400,048  

Newark Higher Education Finance Corp.
(Austin Achieve Public Schools, Inc.)
Series 2018
5.00%, 06/15/2048

     735       736,345  
    

 

 

 
       5,597,880  
    

 

 

 

Utah – 0.7%

 

Ogden City School District Municipal Building Authority
(Ogden City School District)
Series 2018
5.00%, 01/15/2038

     3,490       3,815,624  
    

 

 

 

Washington – 0.7%

 

Pend Oreille County Public Utility District No. 1 Box Canyon
Series 2018
5.00%, 01/01/2044

     3,600       3,780,017  
    

 

 

 

West Virginia – 1.5%

 

Morgantown Utility Board, Inc.
BAM Series 2018-B
5.00%, 12/01/2043

     2,555       2,824,142  

 

abfunds.com  

AB IMPACT MUNICIPAL INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

West Virginia Hospital Finance Authority
(West Virginia United Health System Obligated Group)
Series 2016-A
4.00%, 06/01/2031

   $ 2,800     $ 2,832,703  

Series 2017-A
5.00%, 06/01/2047

     1,775       1,916,467  
    

 

 

 
       7,573,312  
    

 

 

 

Wisconsin – 4.1%

 

City of Milwaukee WI Sewerage System Revenue
Series 2021-S
5.00%, 06/01/2030-06/01/2031

     2,000       2,319,099  

Milwaukee Redevelopment Authority
(Milwaukee Public Schools Lease)
Series 2017
5.00%, 11/15/2025

     200       215,600  

Wisconsin Health & Educational Facilities Authority
(Hmong American Peace Academy Ltd.)
Series 2020
5.00%, 03/15/2050

     1,175       1,198,996  

Wisconsin Public Finance Authority
(Bancroft Neurohealth Obligated Group)
Series 2016
5.125%, 06/01/2048(a)

     4,430       4,489,118  

Wisconsin Public Finance Authority
(NC A&T Real Estate Foundation LLC)
Series 2019
5.00%, 06/01/2044

     4,450       4,690,950  

Wisconsin Public Finance Authority
(Scotland Health Care System Obligated Group)
Series 2021-A
4.00%, 10/01/2047

     8,255       8,073,223  
    

 

 

 
       20,986,986  
    

 

 

 

Total Municipal Obligations
(cost $520,131,243)

       483,970,397  
    

 

 

 
    

CORPORATES - INVESTMENT GRADE – 2.5%

    

Industrial – 1.4%

 

Consumer Cyclical - Other – 0.6%

 

Conservation Fund A Nonprofit Corp. (The)
Series 2019
3.474%, 12/15/2029

     3,267       3,035,206  

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Consumer Non-Cyclical – 0.1%

    

YMCA of Greater New York
Series 2018
3.985%, 08/01/2022

   $ 500     $ 500,785  

Other Industrial – 0.5%

    

Howard University
Series 2020
2.516%, 10/01/2025

     1,000       943,100  

1.991%, 10/01/2025

     1,000       925,280  

2.291%, 10/01/2026

     1,000       915,770  
    

 

 

 
       2,784,150  
    

 

 

 

Services – 0.2%

    

Bush Foundation
2.754%, 10/01/2050

     1,000       779,494  
    

 

 

 
       7,099,635  
    

 

 

 

Financial Institutions – 1.1%

    

Finance – 1.1%

    

BlueHub Loan Fund, Inc.
Series 2020
3.099%, 01/01/2030

     1,000       951,597  

Low Income Investment Fund
Series 2019
3.711%, 07/01/2029

     5,000       4,866,149  
    

 

 

 
       5,817,746  
    

 

 

 

Total Corporates - Investment Grade
(cost $13,767,000)

       12,917,381  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 3.9%

    

Investment Companies – 3.9%

    

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.22%(d)(e)(f)
(cost $20,057,240)

     20,057,240       20,057,240  
    

 

 

 

Total Investments – 100.0%
(cost $553,955,483)

       516,945,018  

Other assets less liabilities – 0.0%

       (13,576
    

 

 

 

Net Assets – 100.0%

     $ 516,931,442  
    

 

 

 

 

abfunds.com  

AB IMPACT MUNICIPAL INCOME SHARES    |    27


 

PORTFOLIO OF INVESTMENTS (continued)

    

 

CENTRALLY CLEARED INFLATION (CPI) SWAPS (see Note C)

 

                Rate Type                      
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
 

Payment
Frequency

Paid/

Received

  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     3,750       01/15/2025     4.028%   CPI#   Maturity   $ 171,770     $ – 0  –    $ 171,770  
USD     2,800       01/15/2027     CPI#   3.466%   Maturity     (161,456     (7,198     (154,258
USD      19,100       01/15/2029     CPI#   3.735%   Maturity     (376,185     – 0  –      (376,185
USD     17,000       01/15/2030     2.650%   CPI#   Maturity     1,883,674       – 0  –      1,883,674  
USD     7,500       01/15/2031     2.782%   CPI#   Maturity     738,259       – 0  –      738,259  
USD     4,400       01/15/2031     2.989%   CPI#   Maturity     340,323       – 0  –      340,323  
USD     5,570       01/15/2032     CPI#   3.064%   Maturity     (370,945     – 0  –      (370,945
USD     5,180       04/15/2032     CPI#   2.971%   Maturity     (381,992     – 0  –      (381,992
           

 

 

   

 

 

   

 

 

 
            $  1,843,448     $  (7,198   $  1,850,646  
           

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

                Rate Type                      
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
 

Payment
Frequency

Paid/

Received

  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     16,500       05/15/2026     0.903%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

  $  1,288,949     $  – 0  –    $ 1,288,949  
USD     33,000       01/15/2027     1 Day
SOFR
  2.458%   Annual     (358,563     – 0  –      (358,563
USD     17,500       01/15/2027     1 Day
SOFR
  2.467%   Annual     (183,066     – 0  –      (183,066
USD     24,000       01/15/2028     1.087%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

    2,355,196       – 0  –      2,355,196  
USD     20,000       01/15/2028     1.027%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

    2,029,951       – 0  –      2,029,951  
USD     14,000       01/15/2028     1.061%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

    1,393,704       – 0  –      1,393,704  
USD     6,200       02/15/2041     1.630%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

    1,179,405       – 0  –      1,179,405  
USD     5,000       02/15/2041     1.760%   3 Month
LIBOR
 

Semi-Annual/

Quarterly

    854,895       – 0  –      854,895  
           

 

 

   

 

 

   

 

 

 
            $  8,560,471     $         – 0  –    $  8,560,471  
           

 

 

   

 

 

   

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At April 30, 2022, the aggregate market value of these securities amounted to $38,946,309 or 7.5% of net assets.

 

(b)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at April 30, 2022.

 

(c)

When-Issued or delayed delivery security.

 

(d)

Affiliated investments.

 

(e)

The rate shown represents the 7-day yield as of period end.

 

(f)

To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

 

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PORTFOLIO OF INVESTMENTS (continued)

    

 

As of April 30, 2022, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity are 15.5% and 0.0%, respectively.

Glossary:

AGM – Assured Guaranty Municipal

BAM – Build American Mutual

COP – Certificate of Participation

CPI – Consumer Price Index

DOT – Department of Transportation

ETM – Escrowed to Maturity

LIBOR – London Interbank Offered Rate

MUNIPSA – SIFMA Municipal Swap Index

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

April 30, 2022

 

Assets

 

Investments in securities, at value

  

Unaffiliated issuers (cost $533,898,243)

   $ 496,887,778  

Affiliated issuers (cost $20,057,240)

     20,057,240  

Cash collateral due from broker

     2,336,136  

Interest receivable

     6,690,272  

Receivable for shares of beneficial interest sold

     2,833,290  

Receivable for variation margin on centrally cleared swaps

     31,938  

Receivable due from Adviser

     1,784  
  

 

 

 

Total assets

     528,838,438  
  

 

 

 
Liabilities

 

Due to custodian

     2,512  

Payable for investment securities purchased

     10,505,766  

Dividends payable

     1,276,777  

Payable for shares of beneficial interest redeemed

     121,941  
  

 

 

 

Total liabilities

     11,906,996  
  

 

 

 

Net Assets

   $ 516,931,442  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 530  

Additional paid-in capital

     552,183,619  

Accumulated loss

     (35,252,707
  

 

 

 

Net Assets

   $     516,931,442  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 52,973,185 common shares outstanding)

   $ 9.76  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Year Ended April 30, 2022

 

Investment Income      

Interest

   $     13,110,329     

Dividends—Affiliated issuers

     5,915     

Other income(a)

     8,340     
  

 

 

    

Total investment income

      $ 13,124,584  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized loss on:

     

Investment transactions

        (1,162,158

Swaps

        (6,537,609

Net change in unrealized appreciation/depreciation of:

     

Investments

        (61,780,001

Swaps

        10,411,117  
     

 

 

 

Net loss on investment transactions

        (59,068,651
     

 

 

 

Net Decrease in Net Assets from Operations

      $     (45,944,067
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 13,124,584     $ 10,276,212  

Net realized loss on investment transactions

     (7,699,767     (701,257

Net change in unrealized appreciation/depreciation of investments

     (51,368,884     30,359,376  

Contributions from Affiliates (see Note B)

     – 0  –      830  
  

 

 

   

 

 

 

Net increase (decrease) in net assets from operations

     (45,944,067     39,935,161  

Distribution to Shareholders

     (12,908,351     (10,276,212
Transactions in Shares of Beneficial Interest     

Net increase

     117,602,750       183,225,502  
  

 

 

   

 

 

 

Total increase

     58,750,332       212,884,451  
Net Assets

 

Beginning of period

     458,181,110       245,296,659  
  

 

 

   

 

 

 

End of period

   $     516,931,442     $     458,181,110  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

April 30, 2022

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Impact Municipal Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

34    |    AB IMPACT MUNICIPAL INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

   

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of April 30, 2022:

 

Investments in

Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

 

Long-Term Municipal Bonds

  $ – 0  –    $ 483,970,397     $ – 0  –    $ 483,970,397  

Corporates – Investment Grade

    – 0  –      12,917,381       – 0  –      12,917,381  

Short-Term Investments

    20,057,240       – 0  –      – 0  –      20,057,240  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    20,057,240       496,887,778       – 0  –      516,945,018  

Other Financial Instruments(a):

       

Assets:

 

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      3,134,026       – 0  –      3,134,026 (b) 

Centrally Cleared Interest Rate Swaps

    – 0  –      9,102,100       – 0  –      9,102,100 (b) 

Liabilities:

 

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      (1,290,578     – 0  –      (1,290,578 )(b) 

Centrally Cleared Interest Rate Swaps

    – 0  –      (541,629     – 0  –      (541,629 )(b) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   20,057,240     $   507,291,697     $   – 0  –    $   527,348,937  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

 

(b)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior tax year) and has concluded that no provision for income tax is required in the Fund’s financial statements.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    37


 

NOTES TO FINANCIAL STATEMENTS (continued)

 

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended April 30, 2022, such reimbursement amounted to $8,340.

A summary of the Fund’s transactions in AB mutual funds for the year ended April 30, 2022 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
4/30/22
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     20,193     $     179,614     $     179,750     $     20,057     $     6  

During the year ended April 30, 2021, the Adviser reimbursed the Fund $830 for trading losses incurred due to a trade entry error.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended April 30, 2022 were as follows:

 

     Purchases     Sales  

Investment securities (excluding U.S. government securities)

   $     195,505,592     $     65,148,067  

U.S. government securities

     – 0  –      – 0  – 

 

38    |    AB IMPACT MUNICIPAL INCOME SHARES

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NOTES TO FINANCIAL STATEMENTS (continued)

 

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation are as follows:

 

Cost

   $     553,955,483  
  

 

 

 

Gross unrealized appreciation

   $ 14,232,133  

Gross unrealized depreciation

     (40,666,702
  

 

 

 

Net unrealized depreciation

   $ (26,434,569
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk, equity markets or currencies. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended April 30, 2022, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

During the year ended April 30, 2022, the Fund held inflation (CPI) swaps for hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the year ended April 30, 2022, the Fund had entered into the following derivatives:

 

   

Asset Derivatives

   

Liability Derivatives

 

Derivative Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

12,236,126

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

1,825,009

   

 

 

     

 

 

 

Total

    $   12,236,126       $   1,825,009  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain or
(Loss) on Derivatives
Within Statement of
Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ (6,537,609   $ 10,411,117  
   

 

 

   

 

 

 

Total

    $   (6,537,609   $   10,411,117  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended April 30, 2022:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 103,670,833  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $ 42,457,500  

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Year Ended
April 30,
2022
     Year Ended
April 30,
2021
          Year Ended
April 30,
2022
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     17,035,551        19,750,896       $ 182,792,266     $ 210,006,439    

 

   

Shares redeemed

     (6,075,323      (2,499,247       (65,189,516     (26,780,937  

 

   

Net increase

     10,960,228        17,251,649       $ 117,602,750     $ 183,225,502    

 

   

NOTE E

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

ESG Risk—Applying environmental, social and corporate governance (“ESG”) and sustainability criteria to the investment process may exclude securities of certain issuers for non-investment reasons and, therefore, the Fund may forgo some market opportunities available to funds that do not use ESG or sustainability criteria. Securities selected based on ESG factors may shift into and out of favor depending on market and economic conditions, and the Fund’s performance may at times be better or worse than the performance of funds that do not use ESG or sustainability criteria. Furthermore, “sustainability” is not a uniformly defined characteristic, and the Fund’s sustainability criteria may differ from those used by other funds. In addition, in evaluating an investment, the investment adviser is dependent upon information and data that may be incomplete, inaccurate or unavailable, which could adversely affect the analysis of the ESG and sustainability factors relevant to a particular investment.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing, if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the Adviser. The Fund did not utilize the Facility during the year ended April 30, 2022.

NOTE G

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended April 30, 2022 and April 30, 2021 were as follows:

 

     2022      2021  

Distributions paid from:

     

Ordinary income

   $     846,774      $ 485,107  
  

 

 

    

 

 

 

Total taxable distributions

     846,774        485,107  

Tax exempt distributions

     12,061,577        9,791,105  
  

 

 

    

 

 

 

Total distributions paid

   $     12,908,351      $     10,276,212  
  

 

 

    

 

 

 

As of April 30, 2022, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed tax-exempt income

   $ 1,275,445  

Accumulated capital and other losses

     (8,816,806 )(a) 

Unrealized appreciation/(depreciation)

     (26,434,569 )(b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     (33,975,930 )(c) 
  

 

 

 

 

(a)

As of April 30, 2022, the Fund had a net capital loss carryforward of $8,816,806.

 

(b)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of swaps.

 

(c)

The difference between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to dividends payable.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2022, the Fund had a net short-term capital loss carryforward of $8,715,816 and a net long-term capital loss carryforward of $100,990, which may be carried forward for an indefinite period.

During the current fiscal year, there were no permanent differences that resulted in adjustments to accumulated loss or additional paid-in capital.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Year Ended April 30,    

September 12,
2017(a) to
April 30,

2018

 
    2022     2021     2020     2019  
 

 

 

 

Net asset value, beginning of period

    $  10.91       $  9.91       $  10.19       $  9.79       $  10.00  
 

 

 

 

Income From Investment Operations

         

Net investment income(b)

    .28       .31       .33       .33       .18  

Net realized and unrealized gain (loss) on investment transactions

    (1.16     1.00       (.27     .40       (.22

Contributions from Affiliates

    – 0  –      .00 (c)      – 0  –      – 0  –      – 0  – 
 

 

 

 

Net increase (decrease) in net asset value from operations

    (.88     1.31       .06       .73       (.04
 

 

 

 

Less: Dividends

         

Dividends from net investment income

    (.27     (.31     (.34     (.33     (.17
 

 

 

 

Net asset value, end of period

    $  9.76       $  10.91       $  9.91       $  10.19       $  9.79  
 

 

 

 

Total Return

         

Total investment return based on net asset value(d)

    (8.23 )%      13.32  %      .40  %      7.56  %      (.44 )% 

Ratios/Supplemental Data

         

Net assets, end of period (000’s omitted)

    $516,931       $458,181       $245,297       $132,964       $37,341  

Ratio to average net assets of:

         

Net investment income

    2.59  %      2.88  %      3.18  %      3.35  %      2.89  %^ 

Portfolio turnover rate

    13  %      14  %      2  %      23  %      8  % 

 

(a)

Commencement of operations.

 

(b)

Based on average shares outstanding.

 

(c)

Amount is less than $.005.

 

(d)

Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

^

Annualized.

See notes to financial statements.

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees of

AB Impact Municipal Income Shares:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Impact Municipal Income Shares (the “Fund”) (one of the series constituting AB Corporate Shares (the “Trust”)), including the portfolio of investments, as of April 30, 2022, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the four years in the period then ended and the period from September 12, 2017 (commencement of operations) to April 30, 2018 and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the series constituting AB Corporate Shares) at April 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the four years in the period then ended and the period from September 12, 2017 (commencement of operations) to April 30, 2018, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

June 24, 2022

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),
Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and

Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

OFFICERS

Matthew J. Norton(2), Vice President

Marc Uy(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Vice President

  

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203

 

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West

New York, NY 10001

Transfer Agent

AllianceBernstein Investor Services, Inc.

P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

       

 

1

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Municipal Impact Investment Team. Messrs. Norton and Uy are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

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MANAGEMENT OF THE FUND

 

Board of Trustees Information

The business and affairs of the Trust are managed under the direction of the Board of Trustees. Certain information concerning the Trust’s Trustee is set forth below.

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INTERESTED TRUSTEE      

Onur Erzan,#

46

(2021)

  Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.     73     None
     

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INDEPENDENT TRUSTEES    
Marshall C. Turner, Jr.,##
Chairman of the Board
80
(2005)
  Private Investor since prior to 2017. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of the AB Funds since February 2014.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INDEPENDENT TRUSTEES
(continued)
   
Jorge A. Bermudez,##
71
(2020)
  Private Investor since prior to 2017. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.     73     Moody’s Corporation since April 2011
     

Michael J. Downey,##
78

(2005)

  Private Investor since prior to 2017. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2017 until 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities, Inc. He has served as a director or trustee of the AB Funds since 2005.     73     None

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    55


 

MANAGEMENT OF THE FUND (continued)

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Nancy P. Jacklin,##
74
(2006)
  Private Investor since prior to 2017. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.     73     None
     
Jeanette W. Loeb,##
70
(2020)
  Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.     73     Apollo Investment Corp. (business development company) since August 2011

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Carol C. McMullen,##

66
(2016)

 

Managing Director of Slalom Consulting (consulting) since 2014, private investor and

a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.

    73     None

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    57


 

MANAGEMENT OF THE FUND (continued)

 

NAME,

ADDRESS*, AGE AND

(YEAR FIRST ELECTED**)

 

PRINCIPAL

OCCUPATION(S),

DURING PAST FIVE YEARS

AND OTHER INFORMATION***

  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
   

OTHER
PUBLIC COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY

TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Garry L. Moody,##
70

(2008)

  Private Investor since prior to 2017. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.     73     None

 

*

The address for each of the Company’s independent Trustees is c/o AllianceBernstein L.P., Attention: Legal and Compliance Department – Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

 

**

There is no stated term of office for the Trustees.

 

***

The information above includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the Trust.

 

#

Mr. Erzan is an “interested person” of the Trust, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

 

##

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

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MANAGEMENT OF THE FUND (continued)

 

Officer Information

Certain information concerning the Fund’s Officers is listed below.

 

NAME, ADDRESS*
AND AGE
   POSITION(S)
HELD WITH FUND
  

PRINCIPAL OCCUPATION

DURING PAST 5 YEARS

Onur Erzan

46

   President and Chief Executive Officer    See biography above.
     

Marc Uy

41

   Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Matthew J. Norton

39

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017. He is also Chief Investment Officer — Municipal Bonds.
     

Emilie D. Wrapp

66

   Secretary    Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2017.
     

Michael B. Reyes

45

   Senior Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Joseph J. Mantineo

63

   Treasurer and Chief Financial Officer    Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”)**, with which he has been associated since prior to 2017.
     

Phyllis J. Clarke

61

   Controller    Vice President of ABIS**, with which she has been associated since prior to 2016.
     

Vincent S. Noto

57

   Chief Compliance Officer    Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since prior to 2017.

 

*

The address for each of the Portfolio’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

 

**

The Adviser, ABI and ABIS are affiliates of the Trust.

The Trust’s Statement of Additional Information (“SAI”) has additional information about the Trust’s Trustees and Officers and is available without charge upon request. Contact your financial representative or ABI at (800) 227-4618, or visit, www.abfunds.com. for a free prospectus or SAI.

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    59


Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2022, which covered the period January 1, 2021 through December 31, 2021 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions

 

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have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was significantly recovered and improved compared to the prior reporting period which included extreme levels of price volatility and relative illiquidity beginning in March 2020 with COVID 19 impacts. As such, the Program operated in a relatively robust and benign liquidity environment experienced in markets during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    61


Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Impact Municipal Income Shares (the “Fund”) at a meeting held by video conference on November 2-4, 2021 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2019 and 2020 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    63


Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1- and 3-year periods ended July 31, 2021 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the

 

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Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by the Adviser that utilize investment strategies similar to those of the Fund.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    65


This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1

Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy.

 

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NOTES

 

 

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AB IMPACT MUNICIPAL INCOME SHARES    |    67


 

NOTES

 

 

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LOGO

AB IMPACT MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

IMISH-0151-0422                 LOGO


APR    04.30.22

LOGO

ANNUAL REPORT

AB MUNICIPAL INCOME SHARES

 

 

LOGO

 


 

 

 
Investment Products Offered  

  Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We’re pleased to provide this report for AB Municipal Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    1


 

ANNUAL REPORT

 

June 7, 2022

This report provides management’s discussion of fund performance for AB Municipal Income Shares for the annual reporting period ended April 30, 2022. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The investment objective of the Fund is to earn the highest level of current income, exempt from federal taxation, that is available consistent with what the Adviser considers to be an appropriate level of risk.

NAV RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     6 Months      12 Months  
AB MUNICIPAL INCOME SHARES      -9.26%        -7.52%  
Bloomberg Municipal Bond Index      -7.90%        -7.88%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg Municipal Bond Index, for the six- and 12-month periods ended April 30, 2022.

The Fund outperformed the benchmark for the 12-month period, but underperformed for the six-month period. The Fund is generally used to provide exposure to lower-rated municipal bonds and longer-duration bonds within separately managed account strategies. The Fund was overweight lower-rated (noninvestment-grade) bonds, relative to the benchmark, which is fully composed of investment-grade bonds. This overweight was beneficial over both periods. The Fund was overweight long-duration bonds, which detracted over both periods.

During both periods, the Fund’s holdings in below investment-grade bonds benefited performance. Security selection within the not-for-profit health-care sector contributed, while selection in multi-family housing detracted. Yield-curve positioning detracted overall, though underweights to the intermediate part of the curve contributed.

Additionally, the Fund’s inflation hedges in tax-efficient Consumer Price Index (“CPI”) swaps were additive to relative performance as the market priced in potentially higher inflation. Five-year inflation break-even rates increased 41 basis points (“b.p.”) during the six-month period and 73 b.p. during the 12-month period, and were marked at 3.30% at month-end.

 

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The Fund utilized derivatives for hedging purposes in the form of CPI swaps, which added to absolute performance for the 12-month period and had no material impact on the six-month period, as well as interest rate swaps, which detracted for the 12-month period but had no material impact for the six-month period, and credit default swaps, which had no material impact for either period.

MARKET REVIEW AND INVESTMENT STRATEGY

Yields rose toward the end of both the six- and 12-month periods ended April 30, 2022. During the 12-month period, the yield on a 10-Year AAA municipal bond rose to 2.72% from 0.99% and the yield on the 10-Year US Treasury rose to 2.89% from 1.65%. While demand for income remained strong during the first half of the 12-month reporting period, demand weakened during the first quarter of 2022 and into the second quarter, as investors pulled approximately $48 billion from the municipal market as of April 30, 2022.

In addition to broader fixed-income market volatility, these municipal market outflows contributed to municipal underperformance versus US Treasuries, with 10-Year AAA Muni/Treasury after-tax spreads widening 95 b.p. during the 12-month period and 67 b.p. during the six-month period. Credit spreads were relatively unchanged during the 12-month period, but widened modestly during the six-month period.

The Fund’s Senior Investment Management Team relies on an investment process that combines quantitative and fundamental research to build effective municipal bond portfolios.

The Fund may purchase municipal securities that are insured under policies issued by certain insurance companies. Historically, insured municipal securities typically received a higher credit rating, which meant that the issuer of the securities paid a lower interest rate. As a result of declines in the credit quality and associated downgrades of most bond insurers, insurance has less value than it did in the past. The market now values insured municipal securities primarily based on the credit quality of the issuer of the security, with little value given to the insurance feature. In purchasing such insured securities, the Adviser evaluates the risk and return of municipal securities through its own research. If an insurance company’s rating is downgraded or the company becomes insolvent, the prices of municipal securities insured by the insurance company may decline. As of April 30, 2022, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity were 1.93% and 0.00%, respectively.

 

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INVESTMENT POLICIES

The Fund pursues its objective by investing principally in high-yielding municipal securities that may be noninvestment grade or investment-grade. As a matter of fundamental policy, the Fund invests, under normal circumstances, at least 80% of its net assets in municipal securities that pay interest that is exempt from federal income tax. These securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.

The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.

The Fund may invest without limit in lower-rated securities (“junk bonds”), which may include securities having the lowest rating, and in unrated securities that, in the Adviser’s judgment, would be lower-rated securities if rated. The Fund may invest in fixed-income securities with any maturity or duration. The Fund will seek to increase income for shareholders by investing in longer maturity bonds. Consistent with its objective of seeking a higher level of income, the Fund may experience greater volatility and a higher risk of loss of principal than other municipal funds.

The Fund may also invest in tender option bond transactions (“TOBs”); forward commitments; zero-coupon municipal securities and variable-, floating- and inverse-floating-rate municipal securities; certain types of mortgage-related securities; and derivatives, such as options, futures contracts, forwards and swaps.

The Fund may make short sales of securities or maintain a short position, and may use other investment techniques. The Fund may use leverage for investment purposes to increase income through the use of TOBs and derivative instruments, such as interest rate swaps.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg Municipal Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg Municipal Bond Index represents the performance of the long-term tax-exempt bond market consisting of investment-grade bonds. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on

 

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DISCLOSURES AND RISKS (continued)

 

state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Tax Risk: There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the US government and the US Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value (“NAV”) could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax-exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

 

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DISCLOSURES AND RISKS (continued)

 

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Leverage Risk: To the extent the Fund uses leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their

 

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DISCLOSURES AND RISKS (continued)

 

original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

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HISTORICAL PERFORMANCE

 

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

4/30/2012 TO 4/30/2022

 

LOGO

This chart illustrates the total value of an assumed $10,000 investment in AB Municipal Income Shares (from 4/30/2012 to 4/30/2022) as compared to the performance of its benchmark. The chart assumes the reinvestment of dividends and capital gains distributions.

 

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HISTORICAL PERFORMANCE (continued)

 

AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     NAV Returns  
1 Year      -7.52%  
5 Years      3.97%  
10 Years      5.02%  

AVERAGE ANNUAL RETURNS AS OF THE MOST RECENT CALENDAR QUARTER-END MARCH 31, 2022 (unaudited)

 

     NAV Returns  
1 Year      -2.47%  
5 Years      4.95%  
10 Years      5.64%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.07% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

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EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
November 1, 2021
    Ending
Account Value
April 30, 2022
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $ 1,000     $ 907.40     $ 0.38       0.08

Hypothetical**

  $     1,000     $     1,024.40     $     0.40       0.08

 

*

Expenses are equal to the Fund’s annualized expense ratio (interest expense incurred) multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

**

Assumes 5% annual return before expenses.

 

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PORTFOLIO SUMMARY

April 30, 2022 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $7,305.7

 

 

 

LOGO

 

1

All data are as of April 30, 2022. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). The quality ratings are determined by using the S&P Global Ratings (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, the pre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includes non-creditworthy investments such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness of non-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment.

 

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PORTFOLIO OF INVESTMENTS

April 30, 2022

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 106.4%

 

Long-Term Municipal Bonds – 106.4%

 

Alabama – 1.5%

 

Black Belt Energy Gas District
(Goldman Sachs Group, Inc. (The))
Series 2021
4.00%, 10/01/2052

   $ 22,000     $ 22,358,433  

County of Jefferson AL Sewer Revenue
Series 2013-D
6.00%, 10/01/2042

     11,645       12,768,204  

Infirmary Health System Special Care Facilities Financing Authority of Mobile
(Infirmary Health System Obligated Group)
Series 2016
5.00%, 02/01/2036-02/01/2041

     10,000       10,604,418  

Series 2021
4.00%, 02/01/2041-02/01/2046

     13,010       12,840,014  

Jefferson County Board of Education/AL
Series 2018
5.00%, 02/01/2039-02/01/2046

     28,280       30,824,402  

Southeast Alabama Gas Supply District (The)
(Goldman Sachs Group, Inc. (The))
Series 2018-A
4.00%, 04/01/2049

     13,350       13,504,743  

Tuscaloosa County Industrial Development Authority
(Hunt Refining Co.)
Series 2019-A
5.25%, 05/01/2044(a)

     7,735       7,616,009  
    

 

 

 
       110,516,223  
    

 

 

 

Alaska – 0.1%

 

State of Alaska International Airports System
Series 2016-B
5.00%, 10/01/2033-10/01/2034

     9,000       9,580,351  
    

 

 

 

American Samoa – 0.2%

 

American Samoa Economic Development Authority
(Territory of American Samoa)
Series 2015-A
6.625%, 09/01/2035

     3,235       3,527,884  

Series 2018
7.125%, 09/01/2038(a)

     8,315       9,807,512  
    

 

 

 
       13,335,396  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Arizona – 2.1%

 

Arizona Industrial Development Authority
(Arizona Industrial Development Authority)
Series 2019-2
3.625%, 05/20/2033

   $ 15,143     $ 14,881,448  

Arizona Industrial Development Authority
(Equitable School Revolving Fund LLC Obligated Group)
Series 2021
4.00%, 11/01/2051(a)

     11,325       10,314,253  

Arizona Industrial Development Authority
(Kipp New York, Inc. Jerome Facility)
Series 2021-B
4.00%, 07/01/2051

     1,000       860,643  

Arizona Industrial Development Authority
(Legacy Cares, Inc.)
Series 2020
7.75%, 07/01/2050(a)

     18,270       20,150,336  

Arizona Industrial Development Authority
(North Carolina Central University Project)
BAM Series 2019
5.00%, 06/01/2049-06/01/2054

     4,285       4,617,778  

Arizona Industrial Development Authority
(Pinecrest Academy of Nevada)
Series 2020-A
4.00%, 07/15/2030(a)

     1,250       1,214,988  

Arizona Industrial Development Authority
(Provident Group – EMU Properties LLC)
Series 2018
5.00%, 05/01/2051

     1,100       964,267  

Arizona Sports & Tourism Authority
Series 2012-A
5.00%, 07/01/2029

     3,670       3,687,176  

City of Glendale AZ
(City of Glendale AZ COP)
Series 2021
2.442%, 07/01/2032(b)

     5,000       4,320,484  

2.542%, 07/01/2033(b)

     5,000       4,282,247  

2.642%, 07/01/2034(b)

     6,795       5,783,629  

2.742%, 07/01/2035(b)

     10,000       8,432,565  

2.842%, 07/01/2036(b)

     13,000       10,858,736  

City of Tempe AZ
2.321%, 07/01/2034(b)

     10,500       8,531,278  

2.421%, 07/01/2035(b)

     10,325       8,322,101  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Glendale Industrial Development Authority
(Beatitudes Campus Obligated Group (The))
Series 2017
5.00%, 11/15/2036

   $ 1,000     $ 986,776  

Glendale Industrial Development Authority
(Royal Oaks Life Care Community)
Series 2016
5.00%, 05/15/2039

     2,700       2,777,401  

Industrial Development Authority of the City of Phoenix (The)
(GreatHearts Arizona Obligated Group)
Series 2014
5.00%, 07/01/2044

     3,875       3,917,983  

Industrial Development Authority of the County of Pima (The)
(Edkey, Inc. Obligated Group)
Series 2020
5.00%, 07/01/2049-07/01/2055(a)

     10,590       9,858,565  

Maricopa County Industrial Development Authority
(Benjamin Franklin Charter School Ltd.)
Series 2018-A
6.00%, 07/01/2052(a)

     19,500       21,210,286  

Maricopa County Industrial Development Authority
(Commercial Metals Co.)
Series 2022
4.00%, 10/15/2047(a)

     2,100       1,909,199  

Salt Verde Financial Corp.
(Citigroup, Inc.)
Series 2007
5.00%, 12/01/2032

     4,805       5,245,178  

Tempe Industrial Development Authority
(Friendship Village of Tempe)
Series 2019
5.00%, 12/01/2054

     1,185       1,199,862  

Tempe Industrial Development Authority
(Mirabella at ASU, Inc.)
Series 2017-A
6.125%, 10/01/2047(a)

     1,065       1,065,636  
    

 

 

 
       155,392,815  
    

 

 

 

Arkansas – 0.2%

 

Arkansas Development Finance Authority
(Baptist Memorial Health Care Obligated Group)
Series 2020
5.00%, 09/01/2044

     16,250       17,127,831  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California – 11.1%

 

Alameda Corridor Transportation Authority
Series 2016-B
5.00%, 10/01/2034-10/01/2037

   $ 26,130     $ 27,557,830  

Anaheim Public Financing Authority
Series 2014-A
5.00%, 05/01/2031 (Pre-refunded/ETM)

     1,460       1,536,531  

ARC70 II TRUST
Series 2021
4.00%, 12/01/2059

     7,860       6,997,139  

Bay Area Toll Authority
Series 2013-S
5.00%, 04/01/2027 (Pre-refunded/ETM)

     1,000       1,027,774  

California Community Housing Agency
(California Community Housing Agency Aster Apartments)
Series 2021-A
4.00%, 02/01/2056(a)

     8,200       7,258,178  

California Community Housing Agency
(California Community Housing Agency Brio Apartments & Next on Lex Apartments)
Series 2021
4.00%, 02/01/2056(a)

     39,600       34,748,014  

California Community Housing Agency
(California Community Housing Agency Fountains at Emerald Park)
Series 2021
3.00%, 08/01/2056(a)

     8,200       5,783,911  

4.00%, 08/01/2046(a)

     7,675       6,112,492  

California Educational Facilities Authority (Chapman University)
Series 2015
5.00%, 04/01/2033-04/01/2034

     8,210       8,674,951  

California Educational Facilities Authority
(Loma Linda University)
Series 2017-A
5.00%, 04/01/2031-04/01/2042

     2,000       2,161,295  

California Enterprise Development Authority
(Rocketship Education Obligated Group)
Series 2022
4.00%, 06/01/2042(a)

     5,000       4,517,978  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Health Facilities Financing Authority
(Cedars-Sinai Medical Center Obligated Group)
Series 2021
4.00%, 08/15/2040

   $ 10,000     $ 10,020,191  

California Health Facilities Financing Authority
(Children’s Hospital Los Angeles)
Series 2017-A
5.00%, 08/15/2037

     1,700       1,848,369  

California Health Facilities Financing Authority
(CommonSpirit Health)
Series 2020-A
4.00%, 04/01/2044

     12,500       12,138,592  

California Health Facilities Financing Authority
(Lucile Salter Packard Children’s Hospital at Stanford Obligated Group)
Series 2022-A
4.00%, 05/15/2051(c)

     15,000       14,492,689  

California Housing Finance Agency
Series 2019-2
4.00%, 03/20/2033

     14,796       15,197,695  

Series 2021-1, Class A
3.50%, 11/20/2035

     9,366       9,365,909  

Series 2021-2
1.00%, 03/25/2035

     23,000       1,376,787  

California Infrastructure & Economic Development Bank
(Equitable School Revolving Fund LLC Obligated Group)
Series 2020-B
4.00%, 11/01/2045-11/01/2050

     1,710       1,657,257  

California Municipal Finance Authority
(CHF-Riverside II LLC)
Series 2019
5.00%, 05/15/2039-05/15/2040

     3,030       3,226,076  

California Municipal Finance Authority
(Community Hospitals of Central California Obligated Group)
Series 2021-A
4.00%, 02/01/2051

     5,000       4,775,141  

California Municipal Finance Authority
(Goodwill Industries of Sacramento Valley & Northern Nevada, Inc.)
Series 2012-A
6.625%, 01/01/2032(a)

     960       960,057  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2014
5.00%, 01/01/2035

   $ 1,085     $ 948,482  

California Municipal Finance Authority
(LAX Integrated Express Solutions LLC)
Series 2018
5.00%, 12/31/2043

     3,625       3,789,643  

California Municipal Finance Authority
(Partnerships to Uplift Communities Lakeview Terrace and Los Angeles Project)
Series 2012-A
5.30%, 08/01/2047

     1,025       1,026,379  

California Pollution Control Financing Authority
(Poseidon Resources Channelside LP)
Series 2012
5.00%, 11/21/2045(a)

     4,675       4,712,729  

California Pollution Control Financing Authority
(Rialto Bioenergy Facility LLC)
Series 2019
7.50%, 12/01/2040(a)

     785       525,980  

California Public Finance Authority
(Enso Village)
Series 2021
2.125%, 11/15/2027(a)

     2,500       2,369,571  

2.375%, 11/15/2028(a)

     3,000       2,819,500  

California School Finance Authority
(Equitas Academy Obligated Group)
Series 2018-A
5.00%, 06/01/2056(a)

     8,850       8,932,552  

California School Finance Authority
(Partnerships to Uplift Communities Valley Project)
Series 2014-A
6.40%, 08/01/2034(a)

     3,000       3,124,043  

California State University
2.719%, 11/01/2052(b)

     5,000       3,901,804  

Series 2021-B
2.374%, 11/01/2035(b)

     10,000       8,038,393  

California Statewide Communities Development Authority
Series 2012-A
6.00%, 10/01/2047 (Pre-refunded/ETM)

     250       254,525  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

California Statewide Communities Development Authority
(CHF-Irvine LLC)
BAM Series 2021
3.00%, 05/15/2051

   $ 13,000     $ 10,103,999  

California Statewide Communities Development Authority
(Eskaton Properties, Inc. Obligated Group)
Series 2012
5.25%, 11/15/2034

     530       533,872  

California Statewide Communities Development Authority
(Loma Linda University Medical Center)
Series 2016-A
5.00%, 12/01/2041(a)

     6,160       6,395,583  

5.25%, 12/01/2056(a)

     12,590       13,046,787  

Series 2018
5.25%, 12/01/2038-12/01/2048(a)

     7,440       7,830,511  

Series 2018-A
5.00%, 12/01/2033(a)

     1,350       1,435,774  

5.50%, 12/01/2058(a)

     17,615       18,647,369  

California Statewide Communities Development Authority
(Moldaw Residences)
Series 2014-A
5.25%, 11/01/2044(a)

     1,200       1,166,068  

5.375%, 11/01/2049(a)

     1,000       979,606  

California Statewide Communities Development Authority
(NCCD-Hooper Street LLC)
Series 2019
5.25%, 07/01/2049(a)

     1,125       1,013,897  

City of Los Angeles Department of Airports
5.00%, 05/15/2036-05/15/2044(b)

     25,415       27,405,871  

City of Roseville CA
(HP Campus Oaks Community Facilities District No. 1)
Series 2016
5.50%, 09/01/2046

     850       896,654  

City of Vernon CA Electric System Revenue Series 2022-2
5.00%, 08/01/2039-08/01/2041(c)

     1,220       1,297,459  

CMFA Special Finance Agency
Series 2022-A
4.00%, 08/01/2058(a)

     15,000       12,221,863  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CMFA Special Finance Agency
(CMFA Special Finance Agency Latitude33)
Series 2021-A
3.00%, 12/01/2056(a)

   $ 4,000     $ 2,734,690  

CMFA Special Finance Agency
(CMFA Special Finance Agency Solana at Grand)
Series 2021-A
4.00%, 08/01/2056(a)

     8,650       7,557,365  

CMFA Special Finance Agency VIII Elan Huntington Beach
Series 2021
3.00%, 08/01/2056(a)

     7,000       4,993,895  

4.00%, 08/01/2047(a)

     4,000       3,073,343  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority 1818 Platinum Triangle-Anaheim)
Series 2021
3.25%, 04/01/2057(a)

     3,890       2,878,823  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority 777 Place-Pomona)
Series 2021
3.25%, 05/01/2057(a)

     11,150       8,085,373  

4.00%, 05/01/2057(a)

     15,550       11,523,822  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Acacia on Santa Rosa Creek)
Series 2021
4.00%, 10/01/2056(a)

     14,000       12,282,046  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Altana Apartments)
Series 2021
4.00%, 10/01/2056(a)

     15,200       12,542,993  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Crescent)
Series 2022
4.30%, 07/01/2059(a)

     11,400       9,818,879  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Jefferson Platinum Triangle Apartments)
Series 2021-A2
3.125%, 08/01/2056(a)

     3,025       2,189,523  

 

20    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Millennium South Bay-Hawthorne)
Series 2021
3.25%, 07/01/2056(a)

   $ 10,000     $ 7,363,311  

4.00%, 07/01/2058(a)

     6,000       4,459,151  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Oceanaire Apartments)
Series 2021
4.00%, 09/01/2056(a)

     5,000       4,399,949  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Park Crossing Apartments)
Series 2021
3.25%, 12/01/2058(a)

     12,700       8,901,976  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Pasadena Portfolio)
Series 2021
3.00%, 12/01/2056(a)

     6,500       4,612,331  

4.00%, 12/01/2056(a)

     2,400       1,798,114  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Theo Apartments)
Series 2021
4.00%, 05/01/2057(a)

     5,400       4,008,302  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Union South Bay)
Series 2021-A2
4.00%, 07/01/2056(a)

     25,950       22,362,716  

CSCDA Community Improvement Authority
(CSCDA Community Improvement Authority Waterscape Apartments)
Series 2021-A
3.00%, 09/01/2056(a)

     1,000       707,753  

Golden State Tobacco Securitization Corp.
2.746%, 06/01/2034(b)

     14,780       12,807,133  

3.115%, 06/01/2038(b)

     29,325       24,348,336  

3.293%, 06/01/2042(b)

     6,850       5,490,905  

Series 2018-A
5.00%, 06/01/2047 (Pre-refunded/ETM)

     59,495       59,667,945  

5.25%, 06/01/2047 (Pre-refunded/ETM)

     2,400       2,407,275  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2021
3.85%, 06/01/2050

   $ 22,000     $ 20,355,854  

Hastings Campus Housing Finance Authority
Series 2020-A
5.00%, 07/01/2061

     28,625       29,591,861  

Los Angeles County Public Works Financing Authority
(County of Los Angeles CA Lease)
Series 2022-G
5.00%, 12/01/2036-12/01/2039(c)

     13,750       15,743,037  

Los Angeles Department of Water & Power Water System Revenue
Series 2021-C
5.00%, 07/01/2040

     10,530       11,870,866  

M-S-R Energy Authority
(Citigroup, Inc.)
Series 2009-B
6.50%, 11/01/2039

     17,685       21,960,817  

Oakland Unified School District/Alameda County
Series 2015-A
5.00%, 08/01/2030

     1,275       1,360,571  

5.00%, 08/01/2034 (Pre-refunded/ETM)

     1,440       1,557,106  

5.00%, 08/01/2040 (Pre-refunded/ETM)

     3,500       3,784,633  

Palomar Health
(Palomar Health Obligated Group)
Series 2016
5.00%, 11/01/2039

     3,990       4,265,993  

Series 2017
5.00%, 11/01/2042

     3,375       3,666,122  

Riverside County Transportation Commission
Series 2021
4.00%, 06/01/2040

     3,875       3,799,965  

Sacramento County Water Financing Authority
(Sacramento County Water Agency)
NATL Series 2007-B
0.92% (LIBOR 3 Month + 0.57%), 06/01/2039(d)

     33,680       29,986,533  

San Diego County Regional Airport Authority
Series 2021-B
4.00%, 07/01/2046-07/01/2051

     15,000       14,224,844  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

San Diego Unified School District/CA
Series 2021-N
4.00%, 07/01/2046

   $ 5,000     $ 4,991,073  

San Francisco City & County Airport Comm
3.053%, 05/01/2034(b)

     3,500       3,050,694  

3.183%, 05/01/2035(b)

     5,500       4,788,118  

3.333%, 05/01/2037(b)

     2,250       1,941,327  

Series 2020-E
5.00%, 05/01/2038(b)

     11,000       11,921,956  

San Francisco City & County Redevelopment Agency Successor Agency
(Mission Bay South Public Imp)
Series 2013-A
5.00%, 08/01/2031

     1,000       1,003,471  

San Francisco Intl Airport
Series 2020-E
5.00%, 05/01/2037(b)

     8,525       9,254,694  

Series 2022-A
5.00%, 05/01/2052

     14,000       15,060,228  

San Joaquin Hills Transportation Corridor Agency
Series 2014-B
5.25%, 01/15/2044

     1,000       1,044,056  

Series 2021-A
4.00%, 01/15/2044

     1,429       1,379,997  

Southern California Logistics Airport Authority
XLCA INS Series 2006
5.00%, 12/01/2036-12/01/2043

     1,685       1,729,621  

State of California
Series 2021
4.00%, 10/01/2035-10/01/2036

     19,375       20,078,878  

Tobacco Securitization Authority of Northern California
(Sacramento County Tobacco Securitization Corp.)
Series 2021
Zero Coupon, 06/01/2060

     5,050       787,573  

Tobacco Securitization Authority of Southern California
Series 2019
Zero Coupon, 06/01/2054

     10,480       1,823,250  

5.00%, 06/01/2039

     1,555       1,662,865  
    

 

 

 
       808,555,722  
    

 

 

 

 

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AB MUNICIPAL INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Colorado – 2.8%

 

Aurora Highlands Community Authority Board
Series 2021-A
5.75%, 12/01/2051

   $ 15,000     $ 13,805,632  

Centerra Metropolitan District No. 1
Series 2017
5.00%, 12/01/2037(a)

     5,000       5,025,761  

City & County of Denver CO
(United Airlines, Inc.)
Series 2017
5.00%, 10/01/2032

     645       658,948  

City & County of Denver CO. Airport System Revenue
(Denver Intl Airport)
Series 2018-A
5.00%, 12/01/2031

     7,180       7,741,038  

Colorado Educational & Cultural Facilities Authority
(Vega Collegiate Academy)
Series 2021
5.00%, 02/01/2051-02/01/2061(a)

     3,135       2,837,860  

Colorado Health Facilities Authority
(Aberdeen Ridge, Inc. Obligated Group)
Series 2021-A
5.00%, 05/15/2049-05/15/2058

     4,300       3,683,852  

Series 2021-B
2.125%, 05/15/2028

     1,500       1,398,802  

Colorado Health Facilities Authority
(CommonSpirit Health)
Series 2019-A
4.00%, 08/01/2037-08/01/2038

     8,295       8,052,691  

5.00%, 08/01/2044(b)

     74,345       80,124,967  

Colorado Health Facilities Authority
(Frasier Meadows Manor, Inc. Obligated Group)
Series 2023-2
4.00%, 05/15/2048(c)

     2,100       1,760,806  

Colorado Health Facilities Authority
(Parkview Medical Center, Inc. Obligated Group)
Series 2015-B
5.00%, 09/01/2030

     1,150       1,224,821  

Colorado Health Facilities Authority
(Sanford Obligated Group)
Series 2019-A
5.00%, 11/01/2049

     7,050       7,588,982  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Copper Ridge Metropolitan District
Series 2019
5.00%, 12/01/2039-12/01/2043

   $ 3,660     $ 3,449,911  

Douglas County Housing Partnership
(Bridgewater Castle Rock ALF LLC)
Series 2021
5.375%, 01/01/2041(a)

     19,590       15,966,224  

Johnstown Plaza Metropolitan District
Series 2022
4.25%, 12/01/2046

     10,000       8,609,278  

Longs Peak Metropolitan District
Series 2021
5.25%, 12/01/2051(a)

     5,000       4,235,488  

Plaza Metropolitan District No. 1
Series 2013
5.00%, 12/01/2040(a)

     1,500       1,501,978  

Pueblo Urban Renewal Authority
Series 2021
4.75%, 12/01/2045(a)

     8,010       7,471,207  

Regional Transportation District
(Denver Transit Partners LLC)
Series 2020
4.00%, 07/15/2034-07/15/2035

     2,180       2,153,855  

5.00%, 01/15/2032

     2,300       2,483,972  

Regional Transportation District Sales Tax Revenue
Series 2021
4.00%, 11/01/2039

     15,000       15,727,848  

Riverwalk Metropolitan District No. 2
Series 2022-A
5.00%, 12/01/2042-12/01/2052

     5,500       4,999,846  

STC Metropolitan District No. 2
Series 2019-A
5.00%, 12/01/2038-12/01/2049

     1,940       1,932,672  

Sterling Ranch Community Authority Board
(Sterling Ranch Colorado Metropolitan District No. 2)
Series 2020-A
4.25%, 12/01/2050

     2,250       1,933,360  

Sterling Ranch Community Authority Board
(Sterling Ranch Metropolitan District No. 3)
Series 2017-A
5.00%, 12/01/2038-12/01/2047

     2,000       2,034,734  

Vauxmont Metropolitan District
AGM Series 2019
3.25%, 12/15/2050

     772       672,941  

 

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AB MUNICIPAL INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

AGM Series 2020
5.00%, 12/01/2033-12/01/2050

   $ 805     $ 901,788  
    

 

 

 
       207,979,262  
    

 

 

 

Connecticut – 2.1%

 

City of New Haven CT
AGM Series 2019-A
5.00%, 08/01/2039

     1,650       1,827,097  

Connecticut State Health & Educational Facilities Authority
(Hartford HealthCare Obligated Group)
Series 2020-A
4.00%, 07/01/2036-07/01/2038

     3,850       3,849,135  

Connecticut State Health & Educational Facilities Authority
(Quinnipiac University)
Series 2015-L
5.00%, 07/01/2045

     5,750       5,999,967  

Connecticut State Health & Educational Facilities Authority
(Sacred Heart University, Inc.)
Series 2017-I1
5.00%, 07/01/2035-07/01/2037

     2,095       2,253,823  

Connecticut State Health & Educational Facilities Authority
(Seabury Retirement Community)
Series 2016-A
5.00%, 09/01/2046-09/01/2053(a)

     2,475       2,494,199  

Connecticut State Health & Educational Facilities Authority
(University of Hartford (The))
Series 2019
4.00%, 07/01/2044-07/01/2049

     18,035       16,353,217  

5.00%, 07/01/2033-07/01/2034

     765       806,280  

Connecticut State Health & Educational Facilities Authority
(University of New Haven, Inc.)
Series 2018
5.00%, 07/01/2034

     1,000       1,051,273  

Series 2018-K1
5.00%, 07/01/2028-07/01/2038

     7,090       7,443,797  

State of Connecticut
Series 2013-E
5.00%, 08/15/2031(b)

     1,000       1,031,518  

Series 2015-F
5.00%, 11/15/2032

     2,875       3,074,183  

Series 2016-A
5.00%, 03/15/2032

     8,165       8,764,234  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2016-E
5.00%, 10/15/2028-10/15/2034(b)

   $ 12,845     $ 13,970,970  

Series 2016-F
5.00%, 10/15/2031(b)

     10,205       11,064,218  

Series 2017-A
5.00%, 04/15/2029-04/15/2034(b)

     27,825       30,389,793  

Series 2018-A
5.00%, 04/15/2034-04/15/2037

     7,930       8,738,700  

Series 2018-C
5.00%, 06/15/2031-06/15/2038

     7,490       8,290,156  

Series 2018-E
5.00%, 09/15/2037

     1,035       1,142,706  

Series 2020-A
5.00%, 01/15/2040

     8,300       9,202,613  

Series 2020-C
4.00%, 06/01/2035-06/01/2038

     3,775       3,904,688  

State of Connecticut Special Tax Revenue
Series 2012-A
5.00%, 01/01/2031

     5,000       5,082,983  

Series 2020
5.00%, 05/01/2038-05/01/2040

     4,530       5,051,158  
    

 

 

 
       151,786,708  
    

 

 

 

Delaware – 0.2%

 

Delaware River & Bay Authority
Series 2021
4.00%, 01/01/2042

     550       567,710  

Series 2022
5.00%, 01/01/2027-01/01/2041(c)

     6,085       6,701,459  

Delaware State Economic Development Authority
Series 2014
5.00%, 09/01/2044 (Pre-refunded/ETM)

     1,125       1,186,860  

5.00%, 09/01/2049 (Pre-refunded/ETM)

     1,315       1,387,308  

Delaware State Economic Development Authority
(Newark Charter School, Inc.)
Series 2020
5.00%, 09/01/2050

     1,125       1,160,818  
    

 

 

 
       11,004,155  
    

 

 

 

District of Columbia – 0.6%

 

District of Columbia
Series 2012
5.00%, 06/01/2042 (Pre-refunded/ETM)

     1,420       1,444,992  

 

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AB MUNICIPAL INCOME SHARES    |    27


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

District of Columbia
(Friendship Public Charter School, Inc.)
Series 2016-A
5.00%, 06/01/2041-06/01/2046

   $ 1,900     $ 1,935,692  

District of Columbia
(KIPP DC Obligated Group)
Series 2017-A
5.00%, 07/01/2042-07/01/2048

     8,580       8,818,147  

Series 2017-B
5.00%, 07/01/2037

     1,465       1,521,867  

District of Columbia
(Rocketship DC Obligated Group)
Series 2021
5.00%, 06/01/2051-06/01/2061(a)

     2,000       2,032,576  

District of Columbia Tobacco Settlement Financing Corp.
Series 2006
Zero Coupon, 06/15/2055

     182,000       13,272,874  

Metropolitan Washington Airports Authority Aviation Revenue
Series 2018-A
5.00%, 10/01/2048

     7,400       7,837,001  

Series 2020-A
4.00%, 10/01/2035-10/01/2039

     3,750       3,753,359  
    

 

 

 
       40,616,508  
    

 

 

 

Florida – 6.7%

 

Alachua County Health Facilities Authority
(Oak Hammock at the University of Florida, Inc.)
Series 2012-A
8.00%, 10/01/2046

     435       454,712  

Alachua County Health Facilities Authority
(Shands Teaching Hospital & Clinics Obligated Group)
Series 2014-A
5.00%, 12/01/2044

     1,000       1,035,425  

Align Affordable Housing Bond Fund LP
(SHI – Lake Worth LLC)
Series 2021
3.25%, 12/01/2051(a)

     26,000       18,883,922  

Bexley Community Development District
Series 2016
4.875%, 05/01/2047

     985       986,590  

Cape Coral Health Facilities Authority
(Gulf Care, Inc. Obligated Group)
Series 2015
5.875%, 07/01/2040(a)

     1,400       1,402,865  

6.00%, 07/01/2045-07/01/2050(a)

     4,110       4,114,838  

 

28    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Capital Projects Finance Authority/FL
(CAPFA Capital Corp. 2000F)
Series 2020-A
5.00%, 10/01/2026-10/01/2033

   $ 5,700     $ 6,063,605  

Capital Trust Agency, Inc.
(Aviva Senior Life)
Series 2017
5.00%, 07/01/2046(a)

     1,300       1,150,255  

Capital Trust Agency, Inc.
(Educational Growth Fund LLC)
Series 2021
5.00%, 07/01/2056(a)

     6,650       6,727,453  

Capital Trust Agency, Inc.
(Team Success A School of Excellence, Inc.)
Series 2020
5.00%, 06/01/2045-06/01/2055(a)

     3,865       3,522,023  

Series 2022
5.50%, 06/01/2057(a)

     3,000       2,724,615  

City of Jacksonville FL
(Genesis Health, Inc. Obligated Group)
Series 2020
4.00%, 11/01/2039-11/01/2045

     11,325       11,186,063  

5.00%, 11/01/2050

     8,230       8,882,339  

City of Lakeland FL
(Florida Southern College)
Series 2012-A
5.00%, 09/01/2037-09/01/2042

     2,350       2,361,662  

City of Lakeland FL
(Lakeland Regional Health Systems Obligated Group)
Series 2015
5.00%, 11/15/2040

     5,610       5,833,579  

City of South Miami Health Facilities Authority, Inc.
(Baptist Health South Florida Obligated Group)
Series 2017
5.00%, 08/15/2037-08/15/2047(b)

     14,530       15,584,738  

City of Tallahassee FL
(Tallahassee Memorial HealthCare, Inc.)
Series 2015-A
5.00%, 12/01/2044

     1,200       1,268,472  

Series 2016
5.00%, 12/01/2055

     3,535       3,732,460  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    29


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Tampa FL
(State of Florida Cigarette Tax Revenue)
Series 2020-A
Zero Coupon, 09/01/2036-09/01/2049

   $ 6,580     $ 2,725,914  

County of Broward FL Airport System Revenue
Series 2019-A
4.00%, 10/01/2044

     12,170       11,796,071  

5.00%, 10/01/2038-10/01/2044

     6,095       6,513,476  

County of Broward FL Airport System Revenue
(Fort Lauderdale Hollywood Intl Airport)
Series 2017
5.00%, 10/01/2042-10/01/2047

     7,880       8,290,066  

County of Lake FL
(Waterman Communities, Inc.)
Series 2020
5.75%, 08/15/2050-08/15/2055

     8,905       8,698,179  

County of Miami-Dade FL Aviation Revenue
Series 2014-A
5.00%, 10/01/2033(b)

     10,000       10,319,167  

Series 2015-A
5.00%, 10/01/2031

     1,100       1,151,949  

Series 2017-B
5.00%, 10/01/2040

     9,025       9,476,412  

County of Miami-Dade Seaport Department
Series 2021-B
4.00%, 01/10/2046-01/10/2050

     20,000       19,438,537  

County of Osceola FL Transportation Revenue
Series 2020-A
Zero Coupon, 10/01/2035-10/01/2039

     6,045       3,052,208  

County of Palm Beach FL
(Provident Group-PBAU Properties LLC)
Series 2019
5.00%, 04/01/2039-04/01/2051(a)

     4,030       4,029,453  

Florida Development Finance Corp.
Series 2022-A
5.00%, 06/15/2047

     2,310       2,356,785  

Florida Development Finance Corp.
(Brightline Trains Florida LLC)
Series 2020
7.375%, 01/01/2049(a)

     4,000       4,089,564  

 

30    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Florida Development Finance Corp.
(Mater Academy, Inc.)
Series 2020-A
5.00%, 06/15/2040-06/15/2055

   $ 8,150     $ 8,305,228  

Florida Development Finance Corp.
(Mayflower Retirement Center, Inc. Obligated Group)
Series 2020
5.25%, 06/01/2050-06/01/2055(a)

     10,500       10,691,612  

Florida Development Finance Corp.
(River City Education Obligated Group)
Series 2022
5.00%, 07/01/2042-02/01/2057

     1,405       1,421,125  

5.00%, 07/01/2042-07/01/2057(c)

     1,790       1,680,420  

Florida Higher Educational Facilities Financial Authority
(Florida Institute of Technology, Inc.)
Series 2019
4.00%, 10/01/2037

     1,000       942,608  

Florida Higher Educational Facilities Financial Authority
(Ringling College of Art and Design, Inc.)
Series 2019
5.00%, 03/01/2044-03/01/2049

     9,490       10,041,884  

Florida Municipal Power Agency
(Florida Municipal Power Agency All-Requirements Power Supply Project Revenue)
Series 2021
1.425%, 10/01/2026

     2,700       2,473,478  

Florida State Board of Education
(State of Florida)
Series 2022-A
5.00%, 06/01/2032-06/01/2033

     27,465       32,793,279  

Greater Orlando Aviation Authority
5.00%, 10/01/2034-10/01/2044(b)

     15,000       16,130,186  

Series 2017-A
5.00%, 10/01/2031-10/01/2036(b)

     15,500       16,485,883  

Series 2019-A
5.00%, 10/01/2036-10/01/2054(b)

     13,500       14,433,473  

Series 2022-A
4.00%, 10/01/2052

     15,000       14,387,209  

Highlands County Health Facilities Authority
(Trousdale Foundation Obligated Group)
Series 2018
6.00%, 04/01/2038(e)(f)

     1,530       719,100  

6.25%, 04/01/2049(e)(f)

     1,820       855,400  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    31


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Lakewood Ranch Stewardship District
Series 2018
5.30%, 05/01/2039

   $ 1,000     $ 1,030,605  

5.45%, 05/01/2048

     1,525       1,565,155  

Lee County Industrial Development Authority/FL
(Cypress Cove at Healthpark Florida Obligated Group)
Series 2022
5.25%, 10/01/2052-10/01/2057

     5,000       4,942,019  

Manatee County School District
(Manatee County School District Sales Tax)
AGM Series 2017
5.00%, 10/01/2030

     2,700       2,982,319  

Marshall Creek Community Development District
(Marshall Creek Community Development District 2015A)
Series 2015-A
5.00%, 05/01/2032

     1,395       1,404,423  

Miami Beach Health Facilities Authority
Series 2012
5.00%, 11/15/2029 (Pre-refunded/ETM)

     2,885       2,936,999  

Miami Beach Health Facilities Authority
(Mount Sinai Medical Center of Florida, Inc.)
Series 2014
5.00%, 11/15/2039

     2,000       2,080,471  

Miami-Dade County Expressway Authority
Series 2014-A
5.00%, 07/01/2034

     4,000       4,177,302  

Mid-Bay Bridge Authority
Series 2015-A
5.00%, 10/01/2028-10/01/2040

     3,600       3,772,029  

Series 2015-C
5.00%, 10/01/2035-10/01/2040

     2,750       2,856,311  

North Broward Hospital District
Series 2017-B
5.00%, 01/01/2037-01/01/2048

     21,590       23,005,961  

Orange County Health Facilities Authority
(Orlando Health Obligated Group)
Series 2022
4.00%, 10/01/2052

     20,000       19,182,946  

 

32    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Orange County Health Facilities Authority
(Presbyterian Retirement Communities, Inc. Obligated Group)
Series 2023
4.00%, 08/01/2042(c)

   $ 5,750     $ 5,228,641  

Palm Beach County Educational Facilities Authority
(Palm Beach Atlantic University Obligated Group)
Series 2021
4.00%, 10/01/2041-10/01/2051

     5,360       4,917,343  

Palm Beach County Health Facilities Authority
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020-B
5.00%, 11/15/2042

     1,000       1,090,575  

Palm Beach County Health Facilities Authority
(Federation CCRC Operations Corp. Obligated Group)
Series 2020
2.625%, 06/01/2025

     2,045       1,981,569  

5.00%, 06/01/2055

     2,880       2,925,110  

Series 2022
4.25%, 06/01/2056

     2,700       2,447,748  

Pinellas County Industrial Development Authority
Series 2019
5.00%, 07/01/2039

     1,955       2,006,933  

Polk County Industrial Development Authority
(Mineral Development LLC)
Series 2020
5.875%, 01/01/2033(a)

     4,000       4,252,200  

St. Johns County Industrial Development Authority
(Presbyterian Retirement Communities, Inc. Obligated Group)
Series 2020
4.00%, 08/01/2055

     5,300       5,414,366  

Tampa Florida Hospitals
5.00%, 07/01/2050(b)

     18,325       19,713,839  

Town of Davie FL
Series 2013-A
5.625%, 04/01/2043 (Pre-refunded/ETM)

     3,765       3,886,547  

 

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AB MUNICIPAL INCOME SHARES    |    33


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Town of Davie FL
(Nova Southeastern University, Inc.)
Series 2018
5.00%, 04/01/2048

   $ 24,650     $ 26,652,290  

Village Community Development District No. 13
Series 2019
3.00%, 05/01/2029

     970       917,815  

3.375%, 05/01/2034

     1,455       1,331,489  

3.55%, 05/01/2039

     2,535       2,261,575  

3.70%, 05/01/2050

     9,680       8,274,317  

Series 2020
3.50%, 05/01/2051(a)

     4,955       4,099,124  

Volusia County School Board
(Volusia County School Board COP)
Series 2014-B
5.00%, 08/01/2031

     1,625       1,705,281  
    

 

 

 
       488,257,584  
    

 

 

 

Georgia – 1.5%

 

Cedartown Polk County Hospital Authority
Series 2016
5.00%, 07/01/2039 (Pre-refunded/ETM)

     4,000       4,376,146  

City of Atlanta GA Department of Aviation
Series 2014-A
5.00%, 01/01/2033

     1,820       1,883,169  

Series 2021-C
4.00%, 07/01/2040

     2,305       2,283,405  

Clarke County Hospital Authority
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 07/01/2031

     2,500       2,683,986  

Development Authority for Fulton County
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016-A
5.00%, 07/01/2032

     2,000       2,143,150  

Development Authority of Gwinnett County
(Board of Regents of the University System of Georgia Lease)
Series 2017-A
5.00%, 07/01/2032-07/01/2037(b)

     10,855       11,869,440  

Fayette County Hospital Authority/GA
(Piedmont Healthcare, Inc. Obligated Group)
Series 2016
5.00%, 07/01/2034-07/01/2036

     10,710       11,431,916  

 

34    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

George L Smith II Congress Center Authority
(Signia Hotel Management LLC)
Series 2021
4.00%, 01/01/2054

   $ 1,485     $ 1,334,817  

Glynn-Brunswick Memorial Hospital Authority
(Southeast Georgia Health System Obligated Group)
Series 2017
5.00%, 08/01/2043-08/01/2047

     12,680       13,440,915  

Main Street Natural Gas, Inc.
(Citadel LP)
Series 2022-C
4.00%, 08/01/2052(a)

     15,500       15,454,484  

Main Street Natural Gas, Inc.
(Royal Bank of Canada)
Series 2018-A
4.00%, 04/01/2048

     12,175       12,375,275  

Series 2018-C
4.00%, 08/01/2048

     12,245       12,470,437  

Municipal Electric Authority of Georgia
Series 2019
5.00%, 01/01/2038-01/01/2059

     16,960       18,032,939  

Private Colleges & Universities Authority
(Corp. of Mercer University (The))
Series 2021
4.00%, 10/01/2050

     2,700       2,608,315  
    

 

 

 
       112,388,394  
    

 

 

 

Guam – 0.7%

 

Guam Government Waterworks Authority
Series 2020-A
5.00%, 01/01/2050

     3,925       4,236,707  

Guam Power Authority
Series 2022-A
5.00%, 10/01/2043(c)

     3,300       3,457,228  

Territory of Guam
Series 2019
5.00%, 11/15/2031

     2,015       2,076,210  

Territory of Guam
(Guam Section 30 Income Tax)
Series 2016-A
5.00%, 12/01/2029-12/01/2032

     9,015       9,627,841  

 

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AB MUNICIPAL INCOME SHARES    |    35


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Territory of Guam
(Territory of Guam Business Privilege Tax)
Series 2015-D
5.00%, 11/15/2032-11/15/2035

   $ 25,505     $ 26,837,574  

Series 2021-F
4.00%, 01/01/2036

     4,050       3,786,982  
    

 

 

 
       50,022,542  
    

 

 

 

Hawaii – 0.1%

 

City & County of Honolulu HI
Series 2022-A
5.00%, 11/01/2027-11/01/2028(c)

     6,500       7,208,651  
    

 

 

 

Idaho – 0.0%

 

Idaho Housing & Finance Association
(Battelle Energy Alliance LLC)
Series 2010-A
7.00%, 02/01/2036

     200       200,382  
    

 

 

 

Illinois – 9.5%

 

Chicago Board of Education
Series 2012-A
5.00%, 12/01/2042

     5,630       5,692,592  

Series 2015-C
5.25%, 12/01/2035-12/01/2039

     10,315       10,682,604  

Series 2015-E
5.125%, 12/01/2032

     1,000       1,035,447  

Series 2016-A
7.00%, 12/01/2044

     1,400       1,542,087  

Series 2016-B
6.50%, 12/01/2046

     1,900       2,099,655  

Series 2017-G
5.00%, 12/01/2034

     4,150       4,353,811  

Series 2017-H
5.00%, 12/01/2036-12/01/2046

     5,795       6,006,286  

Series 2018-A
5.00%, 12/01/2026-12/01/2028

     17,705       18,857,290  

Series 2019-A
5.00%, 12/01/2029-12/01/2030

     6,070       6,462,129  

Series 2019-B
5.00%, 12/01/2030-12/01/2033

     3,100       3,282,468  

Series 2021-A
5.00%, 12/01/2036-12/01/2040

     7,490       7,830,431  

Series 2022-A
5.00%, 12/01/2043

     7,965       8,284,409  

Series 2022-B
4.00%, 12/01/2040-12/01/2041

     34,800       31,580,441  

 

36    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Chicago O’Hare International Airport
Series 2015-C
5.00%, 01/01/2034

   $ 1,665     $ 1,721,006  

Series 2016-B
5.00%, 01/01/2034(b)

     5,000       5,324,431  

Series 2016-C
5.00%, 01/01/2035-01/01/2038(b)

     9,250       9,809,332  

Series 2017-B
5.00%, 01/01/2035-01/01/2037(b)

     33,445       35,875,124  

Series 2018-B
5.00%, 01/01/2053

     6,000       6,372,690  

Chicago O’Hare International Airport
(TrIPs Obligated Group)
Series 2018
5.00%, 07/01/2033-07/01/2048

     7,145       7,462,717  

Chicago Transit Authority
(Chicago Transit Authority Sales Tax)
Series 2020-A
4.00%, 12/01/2050(b)

     12,340       12,162,203  

Chicago Transit Authority Sales Tax Receipts Fund
Series 2020-A
5.00%, 12/01/2045-12/01/2055(b)

     11,000       11,773,049  

City of Chicago IL
(Goldblatts Supportive Living Project)
Series 2013
6.375%, 12/01/2052

     1,050       688,640  

Illinois Finance Authority
Series 2015
5.25%, 05/15/2050 (Pre-refunded/ETM)

     2,000       2,150,651  

Illinois Finance Authority
(Acero Charter Schools, Inc. Obligated Group)
Series 2021
4.00%, 10/01/2042(a)

     1,250       1,107,865  

Illinois Finance Authority
(Ascension Health Credit Group)
Series 2016-C
5.00%, 02/15/2041

     2,835       3,034,270  

Illinois Finance Authority
(Illinois Institute of Technology)
Series 2019
4.00%, 09/01/2035-09/01/2041

     4,280       4,101,820  

5.00%, 09/01/2036-09/01/2040

     3,495       3,679,053  

 

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AB MUNICIPAL INCOME SHARES    |    37


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Illinois Finance Authority
(Park Place of Elmhurst Obligated Group)
Series 2021
5.125%, 05/15/2060

   $ 3,515     $ 2,907,910  

Illinois Finance Authority
(Rosalind Franklin University of Medicine and Science)
Series 2017-A
5.00%, 08/01/2042-08/01/2047

     3,000       3,139,370  

Series 2017-C
5.00%, 08/01/2046

     1,000       1,045,319  

Illinois Finance Authority
(Silver Cross Hospital Obligated Group)
Series 2015-C
5.00%, 08/15/2035

     4,750       5,015,602  

Illinois Finance Authority
(State of Illinois Water Revolving Fund – Clean Water Program)
Series 2020
5.00%, 07/01/2036

     13,015       14,611,797  

Illinois Finance Authority
(Washington and Jane Smith Home (The))
Series 2022
4.00%, 10/15/2044

     10,890       9,673,061  

Illinois State Toll Highway Authority
Series 2015-A
5.00%, 01/01/2031-01/01/2032

     3,125       3,336,229  

Series 2015-B
5.00%, 01/01/2036

     2,850       3,050,530  

Series 2016-A
5.00%, 12/01/2032

     7,000       7,515,184  

Series 2016-B
5.00%, 01/01/2041

     3,450       3,694,152  

Series 2020-A
5.00%, 01/01/2045

     10,000       11,038,941  

Series 2021-A
4.00%, 01/01/2046

     19,700       19,575,857  

Metropolitan Pier & Exposition Authority
Series 2012
Zero Coupon, 12/15/2041-12/15/2051

     20,785       5,738,784  

Series 2015-B
5.00%, 12/15/2045

     13,300       13,695,707  

Series 2017-B
Zero Coupon, 12/15/2054

     9,850       1,683,565  

 

38    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2020
4.00%, 06/15/2050

   $ 2,525     $ 2,317,118  

5.00%, 06/15/2050

     47,895       49,686,129  

State of Illinois
Series 2010
7.35%, 07/01/2035

     12,865       14,362,464  

Series 2012
5.00%, 08/01/2025

     1,300       1,311,701  

Series 2014
5.00%, 05/01/2023-05/01/2031

     14,800       15,177,658  

Series 2016
5.00%, 02/01/2024-11/01/2035

     40,840       43,257,571  

Series 2017-A
5.00%, 12/01/2025-12/01/2034

     14,795       15,769,109  

Series 2017-C
5.00%, 11/01/2029

     29,335       31,321,337  

Series 2017-D
5.00%, 11/01/2024-11/01/2028

     73,540       78,452,737  

Series 2018-A
5.00%, 10/01/2027-05/01/2030

     24,750       26,682,900  

Series 2018-B
5.00%, 10/01/2026

     5,000       5,354,621  

Series 2019-B
4.00%, 11/01/2033-11/01/2037

     42,795       41,243,214  

5.00%, 11/01/2030

     8,225       8,907,761  

Series 2020
5.50%, 05/01/2030

     2,750       3,066,605  

5.75%, 05/01/2045

     2,500       2,741,407  

Series 2020-B
5.00%, 10/01/2030-10/01/2031

     4,100       4,458,125  

Series 2021-A
5.00%, 03/01/2035-03/01/2046

     18,700       19,744,569  

Village of Antioch IL Special Service Areas No. 1 & 2
Series 2016-A
4.50%, 03/01/2033

     3,376       3,184,332  

Series 2016-B
7.00%, 03/01/2033

     1,554       1,482,494  

Village of Pingree Grove IL Special Service Area No. 7
Series 2015
4.50%, 03/01/2025

     482       485,084  

5.00%, 03/01/2036

     2,957       2,930,599  

Series 2015-B
6.00%, 03/01/2036

     857       868,898  
    

 

 

 
       691,500,942  
    

 

 

 

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Indiana – 1.4%

 

Indiana Finance Authority
Series 2013-A
5.00%, 07/01/2040 (Pre-refunded/ETM)

   $ 2,400     $ 2,466,549  

5.00%, 07/01/2044 (Pre-refunded/ETM)

     6,070       6,238,314  

5.00%, 07/01/2048 (Pre-refunded/ETM)

     2,500       2,569,322  

5.00%, 09/01/2029-09/01/2032

     7,570       7,720,965  

5.25%, 09/01/2044-09/01/2057

     12,010       11,882,987  

Indiana Finance Authority
(Baptist Healthcare System Obligated Group)
Series 2017
5.00%, 08/15/2051

     3,905       4,208,658  

Indiana Finance Authority
(Brightmark Plastics Renewal Indiana LLC)
Series 2019
7.00%, 03/01/2039(a)

     28,795       21,375,603  

Indiana Finance Authority
(Good Samaritan Hospital Obligated Group)
Series 2022
4.00%, 04/01/2037-04/01/2042

     8,955       8,566,786  

Indiana Finance Authority
(Greencroft Goshen Obligated Group)
Series 2023-2
4.00%, 11/15/2024-11/15/2037(c)

     5,690       5,358,056  

Indiana Finance Authority
(Indiana Finance Authority State Revolving Fund)
Series 2021-B
4.00%, 02/01/2039-02/01/2040

     10,000       10,623,653  

Indiana Finance Authority
(Marquette Manor)
Series 2015-A
5.00%, 03/01/2030

     1,000       1,032,648  

Indiana Finance Authority
(Ohio Valley Electric Corp.)
Series 2020
3.00%, 11/01/2030

     11,725       10,509,529  

Series 2020-A
3.00%, 11/01/2030

     7,290       6,534,283  

Series 2021-B
2.50%, 11/01/2030

     5,065       4,365,904  
    

 

 

 
       103,453,257  
    

 

 

 

 

40    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Iowa – 1.5%

 

Iowa Finance Authority
(Iowa Fertilizer Co. LLC)
Series 2018-B
5.25%, 12/01/2050

   $ 6,405     $ 6,818,410  

Series 2022
5.00%, 12/01/2050(c)

     47,900       49,082,617  

Iowa Finance Authority
(Lifespace Communities, Inc. Obligated Group)
Series 2018-A
5.00%, 05/15/2043-05/15/2048

     14,405       14,467,601  

Iowa Finance Authority
(Wesley Retirement Services, Inc. Obligated Group)
Series 2021
4.00%, 12/01/2031-12/01/2051

     28,285       25,462,293  

Iowa Higher Education Loan Authority
(Simpson College)
Series 2020
5.50%, 11/01/2051

     7,160       7,057,190  

Iowa Tobacco Settlement Authority
Series 2021-A
4.00%, 06/01/2049

     4,000       3,676,889  
    

 

 

 
       106,565,000  
    

 

 

 

Kansas – 0.3%

 

Kansas Development Finance Authority
(State of Kansas Department of Administration Lease)
BAM Series 2021-K
2.39%, 05/01/2036

     8,000       6,294,933  

Overland Park Development Corp.
(City of Overland Park KS)
Series 2019
5.00%, 03/01/2035-03/01/2049

     13,035       12,778,818  

Wyandotte County-Kansas City Unified Government
(Wyandotte County-Kansas City Unified Government Sales Tax)
Series 2018
4.50%, 06/01/2040

     1,575       1,422,744  
    

 

 

 
       20,496,495  
    

 

 

 

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Kentucky – 1.9%

 

City of Ashland KY
(Ashland Hospital Corp. Obligated Group)
Series 2019
4.00%, 02/01/2035

   $ 930     $ 933,542  

City of Henderson KY
(Pratt Paper LLC)
Series 2022
4.45%, 01/01/2042(a)

     9,000       8,679,219  

County of Trimble KY
(Louisville Gas and Electric Co.)
Series 2020
1.30%, 09/01/2044

     8,500       7,152,146  

Kentucky Economic Development Finance Authority
(Baptist Healthcare System Obligated Group)
Series 2017-B
5.00%, 08/15/2034-08/15/2046(b)

     15,780       17,169,720  

Kentucky Economic Development Finance Authority
(CommonSpirit Health)
Series 2019-A
4.00%, 08/01/2038-08/01/2039

     2,135       2,066,638  

5.00%, 08/01/2044-08/01/2049(b)

     13,765       14,782,805  

Kentucky Economic Development Finance Authority
(Masonic Homes of Kentucky, Inc. Obligated Group)
Series 2012
5.375%, 11/15/2042

     1,685       1,521,126  

5.50%, 11/15/2045

     1,000       901,357  

Series 2016-A
5.00%, 05/15/2046-05/15/2051

     3,100       2,861,166  

Kentucky Economic Development Finance Authority
(Owensboro Health, Inc. Obligated Group)
Series 2015
5.25%, 06/01/2050

     21,590       22,582,712  

Series 2017-A
5.00%, 06/01/2031-06/01/2045

     21,375       22,853,871  

5.25%, 06/01/2041

     6,750       7,310,020  

Series 2017-B
5.00%, 06/01/2040

     5,000       5,342,852  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Kentucky Economic Development Finance Authority
(Rosedale Green)
Series 2015
5.50%, 11/15/2035

   $ 2,265     $ 2,086,063  

5.75%, 11/15/2045

     3,350       3,019,426  

Kentucky Public Energy Authority
(Morgan Stanley)
Series 2022-A
4.00%, 08/01/2052(b)

     10,000       10,182,452  

Louisville/Jefferson County Metropolitan Government
(Norton Healthcare Obligated Group)
Series 2016
5.00%, 10/01/2033

     8,205       8,908,551  

Series 2020
5.00%, 10/01/2047

     1,965       2,196,294  

Series 2020-A
5.00%, 10/01/2038

     965       1,077,046  
    

 

 

 
       141,627,006  
    

 

 

 

Louisiana – 1.2%

 

Jefferson Sales Tax District
AGM Series 2017-B
5.00%, 12/01/2034-12/01/2036

     3,400       3,763,832  

Louisiana Local Government Environmental Facilities & Community Development Auth
(St. James Place of Baton Rouge)
Series 2015-A
6.00%, 11/15/2035

     2,100       2,138,640  

Louisiana Local Government Environmental Facilities & Community Development Auth
(Woman’s Hospital Foundation)
Series 2017
5.00%, 10/01/2034-10/01/2044(b)

     27,600       30,082,425  

Louisiana Public Facilities Authority
Series 2016
5.00%, 05/15/2047 (Pre-refunded/ETM)

     10       10,877  

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2013-B
10.50%, 07/01/2039(f)(g)

     2,750       27  

Series 2014-A
7.50%, 07/01/2023(f)(g)

     1,250       12  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Louisiana Public Facilities Authority
(Louisiana State University & Agricultural & Mechanical College Auxiliary Revenue)
Series 2019
5.00%, 07/01/2059

   $ 10,270     $ 10,916,625  

Louisiana Public Facilities Authority
(Louisiana State University & Agricultural & Mechanical College Lease)
Series 2017
5.00%, 07/01/2042-07/01/2057

     17,565       18,474,953  

New Orleans Aviation Board
Series 2017-B
5.00%, 01/01/2043

     1,000       1,041,851  

Parish of St. James LA
(NuStar Logistics LP)
Series 2020-2
6.35%, 07/01/2040-10/01/2040(a)

     7,375       8,391,841  

Parish of St. John the Baptist LA
(Marathon Oil Corp.)
Series 2019
2.00%, 06/01/2037

     4,855       4,797,892  

2.10%, 06/01/2037

     2,465       2,392,721  

2.20%, 06/01/2037

     3,700       3,472,680  

Port New Orleans Board of Commissioners
Series 2013-B
5.00%, 04/01/2029 (Pre-refunded/ETM)

     540       552,426  

5.00%, 04/01/2031 (Pre-refunded/ETM)

     1,000       1,023,011  
    

 

 

 
       87,059,813  
    

 

 

 

Maine – 0.2%

 

Finance Authority of Maine
(Casella Waste Systems, Inc.)
Series 2017
5.25%, 01/01/2025(a)

     4,630       4,851,972  

Series 2018-R2
4.375%, 08/01/2035(a)

     1,700       1,753,073  

Maine Health & Higher Educational Facilities Authority
(Maine Medical Center)
Series 2018-A
5.00%, 07/01/2043-07/01/2048

     9,620       10,516,309  
    

 

 

 
       17,121,354  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Maryland – 2.7%

 

City of Baltimore MD
(East Baltimore Research Park Project)
Series 2017-A
5.00%, 09/01/2038

   $ 1,000     $ 1,028,160  

City of Baltimore MD
(Harbor Point Special Taxing District)
Series 2019
3.625%, 06/01/2046(a)

     1,750       1,482,716  

Series 2019-B
3.875%, 06/01/2046(a)

     300       257,178  

County of Frederick MD
(County of Frederick MD Urbana Community Development Authority)
Series 2020-C
4.00%, 07/01/2050

     2,615       2,448,417  

Maryland Economic Development Corp.
Series 2020
4.00%, 09/01/2040-09/01/2050

     4,750       4,282,276  

Maryland Economic Development Corp.
(Purple Line Transit Partners LLC)
Series 2022
5.00%, 12/31/2036-12/31/2038

     12,140       12,736,326  

5.25%, 06/30/2047-06/30/2055

     45,125       47,066,770  

Maryland Health & Higher Educational Facilities Authority
(Meritus Medical Center Obligated Group)
Series 2015
5.00%, 07/01/2031

     3,245       3,453,280  

Maryland Health & Higher Educational Facilities Authority
(TidalHealth Obligated Group)
Series 2020
4.00%, 07/01/2036-07/01/2040

     9,880       9,961,553  

5.00%, 07/01/2046

     22,040       24,300,343  

Maryland Health & Higher Educational Facilities Authority
(UPMC Obligated Group)
Series 2020-B
4.00%, 04/15/2036-04/15/2040(b)

     16,530       16,645,023  

Maryland Stadium Authority
(Baltimore City Public School Construction Financing Fund)
Series 2020
5.00%, 05/01/2050

     29,840       33,717,672  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Maryland State Transportation Authority
Series 2020
4.00%, 07/01/2045

   $ 13,205     $ 13,265,842  

State of Maryland Department of Transportation
Series 2022-2
5.00%, 12/01/2024-12/01/2029(c)

     10,875       11,791,661  

5.00%, 12/01/2024-12/01/2028

     12,405       13,721,402  
    

 

 

 
       196,158,619  
    

 

 

 

Massachusetts – 1.1%

 

Commonwealth of Massachusetts
Series 2022-B
4.00%, 02/01/2044

     10,000       9,980,783  

Massachusetts Clean Water Trust (The)
(Massachusetts Water Pollution Abatement Trust (The) SRF)
Series 2021-2
5.00%, 02/01/2039-02/01/2040

     22,800       25,946,174  

Massachusetts Development Finance Agency
Series 2012-A
5.25%, 07/01/2042 (Pre-refunded/ETM)

     5,000       5,031,807  

Massachusetts Development Finance Agency
(Emerson College)
Series 2016-A
5.00%, 01/01/2047

     2,220       2,328,767  

Series 2017-A
5.00%, 01/01/2040

     670       713,976  

Massachusetts Development Finance Agency
(Emmanuel College/MA)
Series 2016-A
5.00%, 10/01/2043

     1,760       1,863,633  

Massachusetts Development Finance Agency
(Lasell University)
Series 2021
4.00%, 07/01/2027-07/01/2029

     915       910,640  

Massachusetts Development Finance Agency
(Salem Community Corp. Obligated Group)
Series 2022
5.25%, 01/01/2050(c)

     2,680       2,693,915  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Massachusetts Development Finance Agency
(Simmons University)
Series 2018-L
5.00%, 10/01/2034-10/01/2035

   $ 2,360     $ 2,555,622  

Massachusetts Development Finance Agency
(South Shore Hospital, Inc. Obligated Group)
Series 2016-I
5.00%, 07/01/2031-07/01/2041

     3,850       4,058,166  

Massachusetts Development Finance Agency
(Springfield College)
Series 2021
4.00%, 06/01/2056

     4,000       3,698,769  

5.00%, 06/01/2026-06/01/2028

     2,715       2,910,249  

Series 2021-B
4.00%, 06/01/2035-06/01/2050

     4,000       3,903,899  

Massachusetts Development Finance Agency
(UMass Memorial Health Care Obligated Group)
Series 2016
5.00%, 07/01/2041-07/01/2046

     3,980       4,209,695  

Massachusetts Development Finance Agency
(Wellforce Obligated Group)
Series 2013-G
5.00%, 07/01/2037

     2,550       2,606,176  

AGM Series 2019-A
5.00%, 07/01/2036

     1,000       1,087,444  

Massachusetts Port Authority
Series 2021-E
5.00%, 07/01/2051

     2,260       2,427,699  
    

 

 

 
       76,927,414  
    

 

 

 

Michigan – 2.2%

 

City of Detroit MI
Series 2014-B
4.00%, 04/01/2044

     10,000       8,320,852  

Series 2018
5.00%, 04/01/2033-04/01/2038

     4,385       4,600,050  

Series 2020
5.50%, 04/01/2045-04/01/2050

     3,860       4,181,307  

Series 2021-A
5.00%, 04/01/2038-04/01/2046

     3,130       3,246,693  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Detroit MI Sewage Disposal System Revenue
Series 2012-A
5.00%, 07/01/2032 (Pre-refunded/ETM)

   $ 4,400     $ 4,426,591  

5.25%, 07/01/2039 (Pre-refunded/ETM)

     4,825       4,856,091  

Grand Rapids Economic Development Corp.
(Beacon Hill at Eastgate)
Series 2017-A
5.00%, 11/01/2032-11/01/2037

     1,655       1,705,908  

Great Lakes Water Authority Water Supply System Revenue
Series 2016-A
5.00%, 07/01/2046

     1,025       1,102,509  

Series 2016-D
5.00%, 07/01/2036

     25,210       27,331,858  

Kalamazoo Economic Development Corp.
(Heritage Community of Kalamazoo Obligated Group)
Series 2019
5.00%, 05/15/2037

     1,100       1,128,825  

Series 2020
5.00%, 05/15/2055

     6,860       6,859,633  

Kalamazoo Hospital Finance Authority
(Bronson Healthcare Group Obligated Group)
Series 2016
4.00%, 05/15/2031-05/15/2036(b)

     20,100       20,299,174  

Michigan Finance Authority
Series 2014
5.00%, 06/01/2034 (Pre-refunded/ETM)

     2,000       2,103,407  

Michigan Finance Authority
(Albion College)
Series 2022
4.00%, 12/01/2046-12/01/2051

     4,285       3,900,037  

Michigan Finance Authority
(Great Lakes Water Authority Water Supply System Revenue)
Series 2014-D4
5.00%, 07/01/2029-07/01/2034

     2,100       2,187,895  

Series 2015-D1
5.00%, 07/01/2034

     2,000       2,117,473  

Series 2015-D2
5.00%, 07/01/2034

     3,400       3,617,668  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Michigan Finance Authority
(Henry Ford Health System Obligated Group)
Series 2016
5.00%, 11/15/2032

   $ 3,850     $ 4,168,865  

Series 2019-A
5.00%, 11/15/2048

     6,635       7,237,078  

Michigan Finance Authority
(Michigan Finance Authority Tobacco Settlement Revenue)
Series 2020-A
4.00%, 06/01/2049

     5,000       4,761,257  

Series 2020-B
Zero Coupon, 06/01/2065

     27,415       2,819,940  

Michigan Finance Authority
(Public Lighting Authority)
Series 2014-B
5.00%, 07/01/2031-07/01/2033

     7,950       8,139,420  

Michigan Strategic Fund
(Michigan Strategic Fund – I 75 Improvement Project)
Series 2018
5.00%, 06/30/2048

     8,600       8,771,303  

Michigan Tobacco Settlement Finance Authority
(Tobacco Settlement Financing Corp./MI)
Series 2008-C
Zero Coupon, 06/01/2058

     116,850       5,425,404  

State of Michigan Trunk Line Revenue
Series 2021
5.00%, 11/15/2034

     10,000       11,658,646  

Wayne State University
Series 2018-A
5.00%, 11/15/2043

     4,000       4,392,850  
    

 

 

 
       159,360,734  
    

 

 

 

Minnesota – 0.1%

 

City of Wayzata MN
(Wayzata Bay Senior Housing, Inc.)
Series 2019
5.00%, 08/01/2054

     1,000       1,003,335  

Duluth Economic Development Authority
(Essentia Health Obligated Group)
Series 2018-A
5.00%, 02/15/2043-02/15/2048

     2,925       3,182,131  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Housing & Redevelopment Authority of The City of St. Paul Minnesota
(Hmong College Prep Academy)
Series 2020
5.00%, 09/01/2040

   $ 1,390     $ 1,406,903  

Minnesota Higher Education Facilities Authority
(St. Catherine University)
Series 2018-A
5.00%, 10/01/2045

     1,900       2,012,746  
    

 

 

 
       7,605,115  
    

 

 

 

Mississippi – 0.5%

 

Mississippi Development Bank
(Magnolia Regional Health Center)
Series 2021
4.00%, 10/01/2041(a)

     2,500       2,442,461  

5.00%, 10/01/2024-10/01/2033(a)

     7,650       8,213,644  

Mississippi Hospital Equipment & Facilities Authority
(Baptist Memorial Health Care Obligated Group)
Series 2016-A
5.00%, 09/01/2036-09/01/2046

     19,910       20,783,699  

Mississippi Hospital Equipment & Facilities Authority
(Forrest General Hospital, Inc.)
Series 2019
4.00%, 01/01/2037

     720       725,610  

5.00%, 01/01/2035

     1,230       1,355,588  
    

 

 

 
       33,521,002  
    

 

 

 

Missouri – 1.3%

 

Cape Girardeau County Industrial Development Authority
(SoutheastHEALTH Obligated Group)
Series 2017-A
5.00%, 03/01/2036

     2,925       3,077,081  

Health & Educational Facilities Authority of the State of Missouri
(Lutheran Senior Services Obligated Group)
Series 2016-A
5.00%, 02/01/2046

     1,000       1,024,254  

Series 2019
4.00%, 02/01/2042-02/01/2048

     37,870       35,453,486  

5.00%, 02/01/2042-02/01/2048

     3,220       3,372,832  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Kansas City Industrial Development Authority
Series 2019
5.00%, 07/01/2040(a)

   $ 3,125     $ 2,730,153  

Series 2021
2.00%, 11/15/2046

     2,319       111,292  

Kansas City Industrial Development Authority
(Kansas City United Methodist Retirement Home Obligated Group)
Series 2021-A
10.00%, 11/15/2037

     1,601       1,452,206  

Series 2021-C
7.50%, 11/15/2046

     1,279       1,078,306  

Kansas City Industrial Development Authority
(Kingswood Senior Living Community)
Series 2021
5.00%, 11/15/2046

     5,196       4,165,538  

Lee’s Summit Industrial Development Authority
(John Knox Village Obligated Group)
Series 2014-A
5.25%, 08/15/2039

     620       630,883  

Series 2016-A
5.00%, 08/15/2036-08/15/2046

     3,060       3,113,781  

Series 2018
5.00%, 08/15/2042

     6,940       7,081,922  

Series 2021-A
5.00%, 08/15/2056

     10,000       10,155,172  

Missouri Joint Municipal Electric Utility Commission
Series 2014
5.00%, 01/01/2031

     3,240       3,403,175  

St. Louis County Industrial Development Authority
(Friendship Village St. Louis Obligated Group)
Series 2018
5.25%, 09/01/2053

     7,560       7,652,719  

St. Louis County Industrial Development Authority
(St. Andrews Resources for Seniors Obligated Group)
Series 2015-A
5.00%, 12/01/2035

     2,000       2,041,910  

5.125%, 12/01/2045

     4,500       4,568,055  
    

 

 

 
       91,112,765  
    

 

 

 

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Montana – 0.0%

 

Montana Facility Finance Authority
(Benefis Health System Obligated Group)
Series 2016
5.00%, 02/15/2034

   $ 1,085     $ 1,175,719  
    

 

 

 

Nebraska – 0.3%

 

Central Plains Energy Project
(Goldman Sachs Group, Inc. (The))
Series 2012
5.00%, 09/01/2032-09/01/2042

     2,975       3,004,227  

Series 2017-A
5.00%, 09/01/2034-09/01/2037

     19,955       22,123,198  
    

 

 

 
       25,127,425  
    

 

 

 

Nevada – 0.6%

 

Carson City NV
(Carson Tahoe Regional Healthcare)
Series 2017
5.00%, 09/01/2037-09/01/2047

     3,935       4,178,797  

City of Reno NV
(County of Washoe NV Sales Tax Revenue)
Series 2018-C
Zero Coupon, 07/01/2058(a)

     24,000       2,689,339  

City of Sparks NV
(City of Sparks NV Sales Tax)
Series 2019-A
2.75%, 06/15/2028(a)

     3,540       3,339,540  

Clark County School District
Series 2017-C
5.00%, 06/15/2033-06/15/2035(b)

     13,410       14,739,746  

5.00%, 06/15/2036

     3,700       3,766,359  

AGM Series 2019-B
3.00%, 06/15/2037

     5,185       4,684,066  

Las Vegas Redevelopment Agency
Series 2016
5.00%, 06/15/2040

     1,800       1,883,400  

State of Nevada Department of Business & Industry
(Fulcrum Sierra Biofuels LLC)
Series 2018
6.95%, 02/15/2038(a)

     1,890       1,792,792  

Tahoe-Douglas Visitors Authority
Series 2020
5.00%, 07/01/2040-07/01/2051

     8,050       8,231,367  
    

 

 

 
       45,305,406  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Hampshire – 0.6%

 

New Hampshire Business Finance Authority
Series 2020-1
4.125%, 01/20/2034

   $ 21,171     $ 21,825,061  

New Hampshire Business Finance Authority
(Covanta Holding Corp.)
Series 2020-A
3.625%, 07/01/2043(a)

     1,960       1,670,045  

Series 2020-B
3.75%, 07/01/2045(a)

     3,525       3,052,432  

New Hampshire Health and Education Facilities Authority Act
(Dartmouth-Hitchcock Obligated Group) Series 2020-A
5.00%, 08/01/2059

     15,080       17,403,208  
    

 

 

 
       43,950,746  
    

 

 

 

New Jersey – 6.9%

 

New Jersey Economic Development Authority
Series 2013
5.00%, 03/01/2030 (Pre-refunded/ETM)

     3,455       3,540,652  

Series 2014-P
5.00%, 06/15/2029 (Pre-refunded/ETM)

     5,000       5,268,502  

New Jersey Economic Development Authority
(New Jersey Economic Development Authority State Lease)
Series 2017-D
5.00%, 06/15/2033-06/15/2042

     7,520       7,944,672  

Series 2018-A
5.00%, 06/15/2042-06/15/2047

     5,885       6,193,266  

Series 2021-Q
4.00%, 06/15/2038-06/15/2050

     8,300       7,929,561  

New Jersey Economic Development Authority
(New Jersey Transit Corp.)
Series 2020
4.00%, 11/01/2044

     3,450       3,285,367  

5.00%, 11/01/2033

     3,770       4,078,036  

New Jersey Economic Development Authority
(Port Newark Container Terminal LLC)
Series 2017
5.00%, 10/01/2037-10/01/2047

     10,660       11,156,808  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey Economic Development Authority
(State of New Jersey Department of the Treasury Lease)
Series 2019
5.00%, 06/15/2030-06/15/2037

   $ 7,740     $ 8,377,532  

New Jersey Economic Development Authority
(State of New Jersey Division of Property Management & Construction Lease)
Series 2018-C
5.00%, 06/15/2042

     7,085       7,473,288  

New Jersey Economic Development Authority
(State of New Jersey Motor Vehicle Surcharge Revenue Lease)
Series 2017-A
5.00%, 07/01/2033

     1,640       1,749,567  

New Jersey Economic Development Authority
(UMM Energy Partners LLC)
Series 2012-A
5.125%, 06/15/2043

     735       736,525  

New Jersey Economic Development Authority
(United Airlines, Inc.)
Series 2012
5.25%, 09/15/2029

     8,270       8,390,522  

Series 2014-B
5.625%, 11/15/2030

     1,475       1,544,498  

New Jersey Educational Facilities Authority
(Stevens Institute of Technology)
Series 2020-A
4.00%, 07/01/2050

     1,805       1,732,443  

5.00%, 07/01/2045

     4,460       4,789,286  

New Jersey Health Care Facilities Financing Authority
(Hackensack Meridian Health Obligated Group)
Series 2017-A
5.00%, 07/01/2035

     1,300       1,415,015  

New Jersey Health Care Facilities Financing Authority
(Inspira Health Obligated Group)
Series 2017-A
5.00%, 07/01/2036-07/01/2042

     8,645       9,212,128  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New Jersey Health Care Facilities Financing Authority
(New Jersey Health Care Facilities Financing Authority State Lease)
Series 2017
5.00%, 10/01/2035

   $ 1,070     $ 1,136,982  

New Jersey Health Care Facilities Financing Authority
(RWJ Barnabas Health Obligated Group) Series 2014
5.00%, 07/01/2044

     2,040       2,113,915  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Fed Hwy Grant)
Series 2016
5.00%, 06/15/2024-06/15/2030

     45,225       48,534,718  

Series 2018-A
5.00%, 06/15/2029-06/15/2031

     38,885       41,454,428  

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Trust Fund Authority State Lease)
Series 2014-A
5.00%, 06/15/2038

     1,000       1,031,255  

Series 2015-A
5.00%, 06/15/2045

     8,450       8,758,860  

Series 2018-A
5.00%, 12/15/2030-12/15/2036

     54,405       58,381,124  

Series 2019
5.00%, 06/15/2034-06/15/2046

     8,495       8,994,406  

Series 2019-B
4.00%, 06/15/2036-06/15/2037

     2,715       2,668,518  

5.00%, 06/15/2032

     3,480       3,756,106  

Series 2020-A
4.00%, 06/15/2050

     10,000       9,301,807  

Series 2022-A
5.00%, 06/15/2030-06/15/2033

     25,250       27,573,471  

New Jersey Turnpike Authority
Series 2013-A
5.00%, 01/01/2027 (Pre-refunded/ETM)

     2,500       2,515,108  

Series 2015-E
5.00%, 01/01/2033-01/01/2045

     15,400       16,157,042  

Series 2016-A
5.00%, 01/01/2033

     6,500       6,952,685  

Series 2017-A
5.00%, 01/01/2033-01/01/2034

     15,000       16,267,612  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2017-B
5.00%, 01/01/2032-01/01/2033

   $ 13,540     $ 14,827,267  

Series 2019-A
5.00%, 01/01/2048(b)

     11,320       12,287,147  

State of New Jersey
Series 2020
4.00%, 06/01/2031

     31,040       32,413,799  

Tobacco Settlement Financing Corp./NJ
Series 2018-A
5.00%, 06/01/2031

     1,425       1,530,349  

Series 2018-B
5.00%, 06/01/2046

     91,835       95,836,967  
    

 

 

 
       507,311,234  
    

 

 

 

New Mexico – 0.2%

 

City of Santa Fe NM
(El Castillo Retirement Residences Obligated Group)
Series 2019
5.00%, 05/15/2039-05/15/2049

     2,180       2,227,226  

New Mexico Hospital Equipment Loan Council
(Gerald Champion Regional Medical Center)
Series 2012
5.50%, 07/01/2042

     1,060       1,065,248  

New Mexico Hospital Equipment Loan Council
(Haverland Carter Lifestyle Obligated Group)
Series 2019
5.00%, 07/01/2039-07/01/2049

     6,615       6,413,191  

Winrock Town Center Tax Increment Development District No. 1
Series 2022
4.25%, 05/01/2040(a)

     2,750       2,380,275  
    

 

 

 
       12,085,940  
    

 

 

 

New York – 9.0%

 

Build NYC Resource Corp.
(Albert Einstein College of Medicine, Inc.) Series 2016
5.50%, 09/01/2045(a)

     34,020       35,756,391  

Build NYC Resource Corp.
(Integration Charter Schools)
Series 2021
4.00%, 06/01/2025(a)

     355       339,468  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Build NYC Resource Corp.
(Metropolitan College of New York)
Series 2014
5.25%, 11/01/2034

   $ 2,240     $ 2,328,506  

City of New York NY
Series 2018-E
5.00%, 03/01/2037-03/01/2038(b)

     17,500       18,957,913  

Series 2020-A
5.00%, 08/01/2030-08/01/2033(b)

     42,875       48,823,109  

Dutchess County Local Development Corp.
(Bard College)
Series 2020-A
5.00%, 07/01/2045-07/01/2051(a)

     20,500       21,276,591  

Dutchess County Local Development Corp.
(Health QuestSystems Obligated Group)
Series 2016-B
5.00%, 07/01/2046

     13,520       14,270,817  

Metropolitan Transportation Authority
Series 2012-F
5.00%, 11/15/2030

     2,540       2,575,431  

Series 2013-D
5.00%, 11/15/2043

     2,000       2,051,925  

Series 2013-E
5.00%, 11/15/2032

     4,425       4,560,630  

Series 2015-B
5.00%, 11/15/2032

     3,715       3,885,134  

Series 2015-C
5.00%, 11/15/2027

     1,110       1,177,479  

5.25%, 11/15/2030

     4,000       4,262,557  

Series 2015-D
5.00%, 11/15/2031-11/15/2034

     11,915       12,526,169  

Series 2016-A
5.00%, 11/15/2026-11/15/2032

     5,590       5,952,065  

Series 2016-C
4.00%, 11/15/2026

     1,705       1,762,454  

Series 2016-D
5.00%, 11/15/2027-11/15/2029

     7,445       7,983,785  

Series 2017-A
5.00%, 11/15/2026

     1,525       1,644,107  

Series 2017-B
5.00%, 11/15/2027

     1,185       1,281,659  

Series 2017-C
5.00%, 11/15/2025-11/15/2033

     35,175       37,824,805  

Series 2017-D
4.00%, 11/15/2042

     1,000       969,756  

Series 2018-B
5.00%, 11/15/2028

     1,340       1,453,859  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2019-A
5.00%, 11/15/2048

   $ 3,075     $ 3,223,459  

Series 2019-C
5.00%, 11/15/2038

     380       403,089  

Series 2020-A
4.00%, 11/15/2051

     1,625       1,534,715  

5.00%, 11/15/2045-11/15/2049

     9,370       9,979,377  

Series 2020-C
4.75%, 11/15/2045

     3,000       3,100,494  

5.00%, 11/15/2050

     8,750       9,095,781  

5.25%, 11/15/2055

     2,000       2,111,136  

Series 2020-D
4.00%, 11/15/2047-11/15/2049

     15,920       15,162,071  

5.00%, 11/15/2043

     5,000       5,256,660  

Series 2020-E
4.00%, 11/15/2045

     3,000       2,887,734  

5.00%, 11/15/2029-11/15/2033

     6,895       7,486,838  

Series 2021-A
4.00%, 11/15/2042-11/15/2050

     29,625       28,315,822  

Monroe County Industrial Development Corp./NY
(St Ann’s of Greater Rochester Obligated Group)
Series 2019
5.00%, 01/01/2050

     6,520       5,946,982  

Monroe County Industrial Development Corp./NY
(True North Rochester Prep Charter School)
Series 2020
5.00%, 06/01/2059(a)

     1,080       1,092,924  

Nassau County Industrial Development Agency
(Amsterdam House Continuing Care Retirement Community, Inc.)
Series 2021
5.00%, 01/01/2058

     525       370,382  

9.00%, 01/01/2041(a)

     270       238,002  

New York City Housing Development Corp.
Series 2020-A
2.55%, 08/01/2040

     3,645       2,906,561  

New York City Transitional Finance Authority Future Tax Secured Revenue
Series 2022-F
3.75%, 02/01/2033

     13,000       12,454,420  

3.85%, 02/01/2034

     3,955       3,791,721  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New York Counties Tobacco Trust V
Series 2005
Zero Coupon, 06/01/2050

   $ 30,000     $ 3,987,111  

New York Liberty Development Corp.
(Goldman Sachs Headquarters LLC)
Series 2005
5.25%, 10/01/2035

     5,765       6,543,734  

New York Liberty Development Corp.
(One Bryant Park LLC)
Series 2019
2.80%, 09/15/2069

     2,620       2,417,845  

New York State Dormitory Authority
(Garnet Health Medical Center Obligated Group)
Series 2017
5.00%, 12/01/2030-12/01/2034(a)

     4,200       4,580,955  

New York State Dormitory Authority
(State of New York Pers Income Tax)
Series 2021
2.202%, 03/15/2034(b)

     13,000       10,481,740  

2.252%, 03/15/2032(b)

     13,000       10,885,000  

New York State Dormitory Authority
(Wagner College)
Series 2022
5.00%, 07/01/2057

     12,280       12,178,388  

New York State Thruway Authority
(New York State Thruway Authority Gen Toll Road)
Series 2016-A
5.00%, 01/01/2041

     3,800       4,049,689  

New York Transportation Development Corp.
(Delta Air Lines, Inc.)
Series 2018
5.00%, 01/01/2027-01/01/2029

     51,325       54,206,407  

Series 2020
4.00%, 10/01/2030

     23,150       22,791,823  

4.375%, 10/01/2045

     46,605       44,574,392  

New York Transportation Development Corp.
(Empire State Thruway Partners LLC)
Series 2021
4.00%, 04/30/2053

     2,670       2,542,279  

New York Transportation Development Corp.
(JFK International Air Terminal LLC)
Series 2022
5.00%, 12/01/2038-12/01/2039

     10,500       10,986,011  

 

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AB MUNICIPAL INCOME SHARES    |    59


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New York Transportation Development Corp.
(Laguardia Gateway Partners LLC)
Series 2016-A
5.00%, 07/01/2041-07/01/2046

   $ 33,055     $ 34,068,088  

5.25%, 01/01/2050

     13,885       14,284,896  

Niagara Area Development Corp.
(Covanta Holding Corp.)
Series 2018-A
4.75%, 11/01/2042(a)

     6,045       5,882,810  

Orange County Funding Corp.
(The Hamlet at Wallkill)
Series 2013
6.50%, 01/01/2046

     1,035       918,955  

Port Authority of New York & New Jersey
Series 2012
5.00%, 10/01/2034

     3,900       3,910,643  

Series 2013-178
5.00%, 12/01/2033

     5,000       5,182,837  

Series 2021
3.175%, 07/15/2060

     10,000       7,735,236  

Triborough Bridge & Tunnel Authority
Series 2020-A
5.00%, 11/15/2054

     3,000       3,269,338  

Triborough Bridge & Tunnel Authority
(Metropolitan Transportation Authority Payroll Mobility Tax Revenue)
Series 2021-A
2.591%, 05/15/2036(b)

     4,000       3,370,556  

2.917%, 05/15/2040(b)

     10,000       8,347,893  

Series 2022
5.00%, 05/15/2052

     10,465       12,809,979  

TSASC, Inc./NY
Series 2017-A
5.00%, 06/01/2041

     1,560       1,631,618  

Ulster County Capital Resource Corp.
(Woodland Pond at New Paltz)
Series 2017
5.00%, 09/15/2037

     860       731,270  

5.25%, 09/15/2042-09/15/2053

     2,330       1,867,859  

Westchester County Local Development Corp.
(Kendal on Hudson)
Series 2013
5.00%, 01/01/2034

     3,840       3,882,678  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Westchester County Local Development Corp.
(Purchase Senior Learning Community Obligated Group)
Series 2021
3.125%, 07/01/2025

   $ 6,790     $ 6,565,866  

Westchester County Local Development Corp.
(Westchester County Health Care Corp. Obligated Group)
Series 2016
5.00%, 11/01/2046

     4,230       4,495,479  

Western Regional Off-Track Betting Corp.
Series 2021
3.00%, 12/01/2026(a)

     1,185       1,104,252  
    

 

 

 
       657,308,405  
    

 

 

 

North Carolina – 0.4%

 

County of New Hanover NC
Series 2017
5.00%, 10/01/2042 (Pre-refunded/ETM)

     4,750       5,299,077  

5.00%, 10/01/2047 (Pre-refunded/ETM)

     1,080       1,204,843  

Fayetteville State University
Series 2023
5.00%, 04/01/2027-04/01/2042(a)(c)

     7,740       8,281,083  

North Carolina Medical Care Commission
Series 2015-A
5.00%, 09/01/2037
(Pre-refunded/ETM)

     1,735       1,828,388  

Series 2017
5.00%, 09/01/2046
(Pre-refunded/ETM)

     1,000       1,064,732  

North Carolina Medical Care Commission
(Aldersgate United Methodist Retirement Community, Inc.)
Series 2015
4.875%, 07/01/2040

     5,000       5,017,834  

5.00%, 07/01/2045

     1,000       1,004,282  

North Carolina Medical Care Commission
(Pennybyrn at Maryfield)
Series 2015
5.00%, 10/01/2030

     2,250       2,282,018  

North Carolina Turnpike Authority
Series 2018
5.00%, 01/01/2040

     5,000       5,361,128  
    

 

 

 
       31,343,385  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

North Dakota – 0.3%

 

City of Grand Forks ND
(Altru Health System Obligated Group)
Series 2021
4.00%, 12/01/2038-12/01/2041

   $ 5,040     $ 4,963,221  

5.00%, 12/01/2034

     2,295       2,532,059  

County of Grand Forks ND
(Red River Biorefinery LLC)
Series 2021
6.625%, 12/15/2031(a)

     5,195       3,186,621  

7.00%, 12/15/2043(a)

     5,390       3,217,453  

County of Ward ND
(Trinity Health Obligated Group)
Series 2017-C
5.00%, 06/01/2048-06/01/2053

     10,230       10,799,500  
    

 

 

 
       24,698,854  
    

 

 

 

Ohio – 4.4%

 

Akron Bath Copley Joint Township Hospital District
(Summa Health System Obligated Group)
Series 2020
3.00%, 11/15/2040

     4,500       3,708,705  

4.00%, 11/15/2036-11/15/2038

     2,550       2,510,026  

American Municipal Power, Inc.
Series 2016-A
5.00%, 02/15/2041-02/15/2046

     10,000       10,585,549  

Buckeye Tobacco Settlement Financing Authority
Series 2020-A
4.00%, 06/01/2048

     2,000       1,870,672  

Series 2020-B
5.00%, 06/01/2055

     178,935       174,015,128  

City of Chillicothe OH
(Adena Health System Obligated Group)
Series 2017
5.00%, 12/01/2037-12/01/2047

     7,500       7,996,180  

County of Allen OH Hospital Facilities Revenue
(Bon Secours Mercy Health, Inc.)
Series 2020
4.00%, 12/01/2040

     10,390       10,371,953  

County of Cuyahoga OH
(MetroHealth System (The))
Series 2017
5.00%, 02/15/2042-02/15/2052

     12,170       12,791,955  

5.25%, 02/15/2047

     12,860       13,684,761  

 

62    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

County of Franklin OH
(First Community Village Obligated Group)
Series 2019
5.00%, 07/01/2049

   $ 3,940     $ 3,545,949  

County of Hamilton OH
(UC Health Obligated Group)
Series 2020
5.00%, 09/15/2050

     18,425       20,183,377  

County of Hardin OH
(Ohio Northern University)
Series 2020
5.25%, 05/01/2040

     500       466,359  

5.50%, 05/01/2050

     1,000       916,180  

County of Marion OH
(United Church Homes, Inc. Obligated
Group)
Series 2019
5.125%, 12/01/2049

     2,210       2,208,349  

County of Montgomery OH
(Trousdale Foundation Obligated Group)
Series 2018
6.00%, 04/01/2038(a)(e)(f)

     2,000       940,000  

Series 2018-A
6.25%, 04/01/2049(a)(e)(f)

     10,105       4,749,350  

County of Ross OH
(Adena Health System Obligated Group)
Series 2019
5.00%, 12/01/2049

     6,000       6,442,522  

Ohio Air Quality Development Authority
(Energy Harbor Nuclear Generation LLC)
Series 2009-A
4.375%, 06/01/2033

     7,480       7,486,264  

Ohio Air Quality Development Authority
(Ohio Valley Electric Corp.)
Series 2019
3.25%, 09/01/2029

     1,780       1,654,154  

Ohio Higher Educational Facility Commission
(Kenyon College)
Series 2020
5.00%, 07/01/2038-07/01/2042

     9,690       10,643,461  

Ohio Water Development Authority Water Pollution Control Loan Fund
(Energy Harbor Nuclear Generation LLC)
Series 2016-A
4.375%, 06/01/2033

     9,565       9,573,010  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Port of Greater Cincinnati Development Authority
Series 2021
4.375%, 06/15/2056

   $ 3,480     $ 3,240,759  

Toledo-Lucas County Port Authority
(ParkUToledo, Inc.)
Series 2021
4.00%, 01/01/2041-01/01/2051

     14,500       13,062,481  
    

 

 

 
       322,647,144  
    

 

 

 

Oklahoma – 0.6%

 

Comanche County Memorial Hospital
Series 2015
5.00%, 07/01/2022

     780       783,676  

Oklahoma Development Finance Authority
(Oklahoma City University Obligated Group)
Series 2019
5.00%, 08/01/2044-08/01/2049

     15,630       16,204,439  

Oklahoma Development Finance Authority
(OU Medicine Obligated Group)
Series 2018-B
5.25%, 08/15/2043

     11,000       11,382,221  

5.50%, 08/15/2057

     14,170       14,881,568  
    

 

 

 
       43,251,904  
    

 

 

 

Oregon – 0.4%

 

Clackamas County Hospital Facility Authority
(Rose Villa, Inc. Obligated Group)
Series 2020
2.75%, 11/15/2025

     1,000       987,376  

Series 2020-A
5.125%, 11/15/2040

     750       762,073  

5.375%, 11/15/2055

     1,300       1,323,915  

Medford Hospital Facilities Authority
(Asante Health System Obligated Group)
Series 2020-A
5.00%, 08/15/2045-08/15/2050

     10,000       10,889,169  

Oregon State Facilities Authority
(Samaritan Health Services, Inc. Obligated Group)
Series 2020
5.00%, 10/01/2040

     1,750       1,877,358  

Tri-County Metropolitan Transportation District of Oregon
Series 2021-A
4.00%, 09/01/2040-09/01/2041

     6,000       6,210,856  

5.00%, 09/01/2032-09/01/2035

     4,150       4,832,814  

 

64    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Yamhill County Hospital Authority
(Friendsview Manor Obligated Group)
Series 2021-B
1.75%, 11/15/2026

   $ 1,400     $ 1,315,527  
    

 

 

 
       28,199,088  
    

 

 

 

Pennsylvania – 5.4%

 

Allegheny County Hospital Development Authority
(Allegheny Health Network Obligated Group)
Series 2018-A
5.00%, 04/01/2034-04/01/2036

     33,535       36,527,517  

Allentown Neighborhood Improvement Zone Development Authority
Series 2017
5.00%, 05/01/2042(a)

     2,270       2,363,500  

Beaver County Industrial Development Authority
(Energy Harbor Nuclear Generation LLC)
Series 2016-A
4.375%, 01/01/2035

     1,455       1,456,258  

Bensalem Township School District
Series 2013
5.00%, 06/01/2029 (Pre-refunded/ETM)

     8,570       8,941,639  

Berks County Industrial Development Authority
(Highlands at Wyomissing (The))
Series 2018
5.00%, 05/15/2048

     1,000       1,035,024  

Berks County Municipal Authority (The)
(Tower Health Obligated Group)
Series 2012-A
4.50%, 11/01/2041

     4,050       4,049,837  

Bucks County Industrial Development Authority
(Grand View Hospital/Sellersville PA Obligated Group)
Series 2021
4.00%, 07/01/2051

     5,000       4,422,189  

5.00%, 07/01/2031-07/01/2054

     6,150       6,380,283  

Chambersburg Area Municipal Authority
(Wilson College)
Series 2018
5.75%, 10/01/2043

     1,350       1,403,420  

6.00%, 10/01/2048

     9,000       9,388,398  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    65


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Chester County Industrial Development Authority
(Woodlands at Greystone Neighborhood Improvement District)
Series 2018
5.125%, 03/01/2048(a)

   $ 988     $ 1,014,189  

City of Philadelphia PA
Series 2017
5.00%, 08/01/2029-08/01/2031

     12,110       13,254,077  

Series 2019-B
5.00%, 02/01/2035-02/01/2038

     11,300       12,588,501  

AGM Series 2017-A
5.00%, 08/01/2033-08/01/2034

     13,000       14,149,606  

City of Philadelphia PA Water & Wastewater Revenue
2.189%, 07/01/2032(b)

     3,725       3,132,706  

2.289%, 07/01/2033(b)

     3,060       2,549,751  

Series 2017-A
5.00%, 10/01/2035-10/01/2036

     5,105       5,608,053  

Commonwealth of Pennsylvania
(Commonwealth of Pennsylvania COP)
Series 2018-A
5.00%, 07/01/2038

     1,120       1,228,272  

County of Lehigh PA
(Lehigh Valley Health Network Obligated Group)
Series 2016-A
4.00%, 07/01/2035

     10,000       10,076,213  

Series 2019
5.00%, 07/01/2044

     6,885       7,505,172  

Crawford County Hospital Authority
(Meadville Medical Center Obligated Group)
Series 2016-A
6.00%, 06/01/2046-06/01/2051

     3,375       3,520,510  

Cumberland County Municipal Authority
(Asbury Pennsylvania Obligated Group)
Series 2019
5.00%, 01/01/2045

     1,815       1,829,193  

Geisinger Pennsylvania Authority Health System
5.00%, 04/01/2050(b)

     10,000       10,696,069  

Lancaster County Hospital Authority/PA
(St Anne’s Retirement Community Obligated Group)
Series 2020
5.00%, 03/01/2050

     500       478,263  

Series 2022
5.00%, 03/01/2029

     2,170       2,233,041  

 

66    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Lancaster County Hospital Authority/PA
(St. Anne’s Retirement Community Obligated Group)
Series 2020
5.00%, 03/01/2040

   $ 2,000     $ 1,969,718  

Montgomery County Higher Education and Health Authority
(HumanGood Pennsylvania Obligated Group)
Series 2017
5.00%, 12/01/2047

     1,500       1,564,374  

Montgomery County Higher Education and Health Authority
(Thomas Jefferson University Obligated Group)
Series 2018
5.00%, 09/01/2035

     3,600       3,974,503  

Series 2019
4.00%, 09/01/2049

     5,900       5,720,813  

5.00%, 09/01/2051

     2,300       2,488,287  

Series 2022
5.00%, 05/01/2057(b)

     16,395       17,706,525  

Montgomery County Industrial Development Authority/PA
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020
4.00%, 11/15/2043

     500       501,790  

5.00%, 11/15/2045

     1,560       1,693,888  

Montgomery County Industrial Development Authority/PA
(Whitemarsh Continuing Care Retirement Community)
Series 2015
5.00%, 01/01/2030

     1,040       1,059,110  

5.25%, 01/01/2040

     4,740       4,814,851  

Moon Industrial Development Authority
(Baptist Homes Society)
Series 2015
5.75%, 07/01/2035

     5,135       5,215,942  

6.00%, 07/01/2045

     2,000       2,027,900  

Northeastern Pennsylvania Hospital and Education Authority
(Wilkes University)
Series 2016-A
5.00%, 03/01/2037

     2,925       3,006,694  

Series 2016-B
5.25%, 03/01/2031-03/01/2037

     2,310       2,411,437  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Pennsylvania Economic Development Financing Authority
(Covanta Holding Corp.)
Series 2019
3.25%, 08/01/2039(a)

   $ 2,330     $ 1,936,127  

Pennsylvania Economic Development Financing Authority
(National Railroad Passenger Corp.)
Series 2012-A
5.00%, 11/01/2041

     1,620       1,640,324  

Pennsylvania Economic Development Financing Authority
(PA Bridges Finco LP)
Series 2015
5.00%, 12/31/2034

     2,830       2,963,777  

Pennsylvania Economic Development Financing Authority
(Pennsylvania Economic Development Finance Authority Sewage)
Series 2020
3.00%, 01/01/2023

     750       754,057  

4.00%, 01/01/2027-01/01/2032

     3,180       3,251,315  

Pennsylvania Economic Development Financing Authority
(UPMC Obligated Group)
Series 2020-A
4.00%, 04/15/2036-04/15/2039(b)

     16,155       16,269,424  

Series 2020-A1
4.00%, 04/15/2040(b)

     8,375       8,384,386  

Pennsylvania Higher Educational Facilities Authority
(Drexel University)
Series 2016
5.00%, 05/01/2032

     1,000       1,061,047  

Pennsylvania Higher Educational Facilities Authority
(University of Pennsylvania Health System Obligated Group (The))
Series 2022
4.00%, 08/15/2042(c)

     2,050       2,015,808  

Pennsylvania Turnpike Commission
Series 2016
5.00%, 06/01/2037

     4,000       4,245,176  

Series 2017-B
5.00%, 06/01/2035-06/01/2036

     12,850       13,953,101  

Series 2018-A
5.00%, 12/01/2043

     10,000       10,840,347  

Series 2019-A
5.00%, 12/01/2038-12/01/2044

     9,180       9,962,209  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2021-A
4.00%, 12/01/2042

   $ 4,000     $ 4,026,600  

Series 2021-B
4.00%, 12/01/2043

     1,725       1,732,075  

Philadelphia Authority for Industrial Development
(City of Philadelphia PA)
Series 2018
5.00%, 05/01/2035

     1,000       1,102,831  

Philadelphia Authority for Industrial Development
(MaST Community Charter School II)
Series 2020
5.00%, 08/01/2040-08/01/2050

     2,025       2,064,263  

Philadelphia Authority for Industrial Development
(MaST Community Charter School III)
Series 2021
5.00%, 08/01/2050-08/01/2054

     8,560       8,670,947  

Philadelphia Authority for Industrial Development
(Philadelphia Performing Arts Charter School)
Series 2020
5.00%, 06/15/2050(a)

     1,700       1,692,706  

Philadelphia Gas Works Co.
Series 2017
5.00%, 08/01/2042

     5,000       5,399,478  

School District of Philadelphia (The)
Series 2015-A
5.00%, 09/01/2034-09/01/2035

     2,615       2,797,502  

Series 2016-F
5.00%, 09/01/2033-09/01/2036

     4,000       4,289,632  

Series 2018-A
5.00%, 09/01/2034-09/01/2038

     4,000       4,388,403  

Series 2018-B
5.00%, 09/01/2043

     3,000       3,255,877  

Series 2019-A
4.00%, 09/01/2037-09/01/2039

     5,530       5,673,768  

5.00%, 09/01/2044(b)

     17,900       19,617,781  

Scranton-Lackawanna Health and Welfare Authority
(Scranton Parking System Concession Project)
Series 2016-A
5.00%, 01/01/2051-01/01/2057(a)

     12,110       7,949,903  

Series 2016-B
6.08%, 01/01/2026(a)

     610       580,477  

 

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AB MUNICIPAL INCOME SHARES    |    69


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2016-C
Zero Coupon, 01/01/2036(a)

   $ 2,945     $ 956,973  

Series 2016-D
Zero Coupon, 01/01/2057(h)

     58,055       3,483,300  

State Public School Building Authority
AGM Series 2016
5.00%, 12/01/2029 (Pre-refunded/ETM)

     220       242,916  

5.00%, 12/01/2029-12/01/2030

     8,525       9,294,729  

Union County Hospital Authority
(Evangelical Community Hospital Obligated Group)
Series 2018
5.00%, 08/01/2038-08/01/2043

     8,435       9,076,820  
    

 

 

 
       393,561,592  
    

 

 

 

Puerto Rico – 4.7%

 

Children’s Trust Fund
Series 2005-A
Zero Coupon, 05/15/2050

     8,370       1,397,786  

Series 2008-A
Zero Coupon, 05/15/2057

     261,400       15,811,615  

Commonwealth of Puerto Rico
Series 2021-A
Zero Coupon, 07/01/2024-07/01/2033

     7,107       4,423,065  

4.00%, 07/01/2033-07/01/2046

     26,378       24,218,760  

5.25%, 07/01/2023

     2,360       2,388,937  

5.375%, 07/01/2025

     5,104       5,272,353  

5.625%, 07/01/2027-07/01/2029

     9,627       10,236,328  

5.75%, 07/01/2031

     2,229       2,434,223  

Series 2022-C
Zero Coupon, 11/01/2043

     11,259       5,854,527  

GDB Debt Recovery Authority of Puerto Rico
Series 2018
7.50%, 08/20/2040

     7,727       7,118,214  

Puerto Rico Commonwealth Aqueduct & Sewer Authority
Series 2008-A
6.125%, 07/01/2024

     5,235       5,411,526  

Series 2012-A
4.25%, 07/01/2025

     8,140       8,175,417  

5.00%, 07/01/2022-07/01/2033

     9,700       9,753,837  

5.125%, 07/01/2037

     1,155       1,161,641  

5.25%, 07/01/2029-07/01/2042

     12,060       12,131,756  

5.50%, 07/01/2028

     4,090       4,115,970  

5.75%, 07/01/2037

     2,985       3,005,147  

6.00%, 07/01/2047

     2,845       2,865,292  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Puerto Rico Custodial Trust
Series 2022
5.50%, 07/01/2029

   $ 432     $ 453,131  

Puerto Rico Electric Power Authority
Series 2007-T
5.00%, 07/01/2032-07/01/2037(e)(f)

     22,285       21,282,175  

Series 2008-W
5.25%, 07/01/2033(e)(f)

     1,000       960,000  

5.50%, 07/01/2038(e)(f)

     10,490       10,109,737  

Series 2010-A
5.25%, 07/01/2029-07/01/2030(e)(f)

     3,990       3,830,400  

Series 2010-C
5.00%, 07/01/2024(e)(f)

     1,735       1,656,925  

Series 2010-D
5.00%, 07/01/2021-07/01/2022(e)(f)

     2,000       1,910,000  

Series 2010-X
5.25%, 07/01/2040(e)(f)

     12,605       12,100,800  

5.75%, 07/01/2036(e)(f)

     7,375       7,135,312  

Series 2010-Z
5.25%, 07/01/2024-07/01/2025(e)(f)

     3,185       3,057,600  

Series 2012-A
5.00%, 07/01/2029-07/01/2042(e)(f)

     4,250       4,058,750  

AGM Series 2007-U
5.00%, 07/01/2023

     1,050       1,068,743  

AGM Series 2007-V
5.25%, 07/01/2031

     25,380       26,337,849  

NATL Series 2007-V
5.25%, 07/01/2029

     5,965       6,141,009  

Puerto Rico Highway & Transportation Authority
AGC Series 2005-L
5.25%, 07/01/2041

     8,600       8,960,047  

AGC Series 2007-C
5.50%, 07/01/2031

     1,235       1,310,815  

AGC Series 2007-N
5.25%, 07/01/2036

     825       863,388  

AGM Series 2007-C
5.25%, 07/01/2036

     1,800       1,883,861  

NATL Series 2007
5.50%, 07/01/2028

     1,000       1,044,315  

Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth
(AES Puerto Rico LP)
Series 2000
6.625%, 06/01/2026

     23,735       24,534,575  

 

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AB MUNICIPAL INCOME SHARES    |    71


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Puerto Rico Industrial Tourist Educational Medical & Environmental Control Facilities Financing Auth
(Sistema Universitario Ana G Mendez Incorporado)
Series 2012
5.375%, 04/01/2042

   $ 335     $ 336,087  

Puerto Rico Sales Tax Financing Corp. Sales Tax Revenue
Series 2018-A
Zero Coupon, 07/01/2024-07/01/2046

     16,536       5,387,860  

Series 2019-A
4.329%, 07/01/2040

     15,975       15,793,402  

4.55%, 07/01/2040

     1,198       1,204,546  

5.00%, 07/01/2058

     54,251       55,605,105  
    

 

 

 
       342,802,826  
    

 

 

 

Rhode Island – 0.0%

 

Rhode Island Health and Educational Building Corp.
(City of Woonsocket RI Lease)
AGM Series 2017-A
5.00%, 05/15/2028-05/15/2029

     2,000       2,214,593  
    

 

 

 

South Carolina – 1.9%

 

South Carolina Jobs-Economic Development Authority
(Bon Secours Mercy Health, Inc.)
Series 2020
5.00%, 12/01/2046

     9,595       10,339,796  

South Carolina Jobs-Economic Development Authority
(Last Step Recycling LLC)
Series 2021
6.25%, 06/01/2040(a)

     5,000       4,276,656  

6.50%, 06/01/2051(a)

     4,920       4,091,358  

South Carolina Jobs-Economic Development Authority
(Lutheran Homes of South Carolina Obligated Group)
Series 2013
5.00%, 05/01/2043

     1,000       878,256  

5.125%, 05/01/2048

     1,000       871,340  

South Carolina Public Service Authority
Series 2016-A
5.00%, 12/01/2034-12/01/2036

     4,815       5,127,509  

Series 2016-B
5.00%, 12/01/2037-12/01/2056

     38,780       41,182,049  

 

72    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2022
4.00%, 12/01/2038-12/01/2050

   $ 20,517     $ 19,893,222  

5.00%, 12/01/2036-12/01/2038

     2,189       2,467,956  

Series 2022-A
4.00%, 12/01/2047-12/01/2052

     45,000       43,607,539  

University of South Carolina
Series 2021-A
5.00%, 05/01/2039

     5,695       6,528,992  
    

 

 

 
       139,264,673  
    

 

 

 

South Dakota – 0.3%

 

County of Lincoln SD
(Augustana College Association (The))
Series 2021
4.00%, 08/01/2056-08/01/2061

     5,375       4,628,181  

South Dakota Health & Educational Facilities Authority
Series 2017
5.00%, 09/01/2040(b)

     15,035       16,263,862  

South Dakota Health & Educational Facilities Authority
(Regional Health System Obligated Group/SD)
Series 2017
5.00%, 09/01/2033(b)

     3,260       3,544,713  
    

 

 

 
       24,436,756  
    

 

 

 

Tennessee – 1.5%

 

Bristol Industrial Development Board
(Bristol Industrial Development Board Sales Tax)
Series 2016-A
5.00%, 12/01/2035(a)

     9,080       8,940,044  

5.125%, 12/01/2042(a)

     27,210       26,592,899  

Chattanooga Health Educational & Housing Facility Board
(CommonSpirit Health)
Series 2019-A
4.00%, 08/01/2038

     1,000       970,192  

5.00%, 08/01/2044-08/01/2049

     11,260       12,100,415  

Johnson City Health & Educational Facilities Board
(Mountain States Health Alliance Obligated Group)
Series 2012
5.00%, 08/15/2042

     5,250       5,293,868  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board
(Trousdale Foundation Obligated Group) Series 2018-A
6.25%, 04/01/2049(a)(e)(f)

   $ 5,040     $ 2,368,800  

Metropolitan Government Nashville & Davidson County Health & Educational Facilities Board
(Vanderbilt University Medical Center Obligated Group)
Series 2016
5.00%, 07/01/2040

     2,435       2,605,360  

Series 2017-A
5.00%, 07/01/2048

     2,335       2,501,315  

Metropolitan Government Nashville & Davidson County Industrial Development Board
(South Nashville Central Business Improvement District)
Series 2021
Zero Coupon, 06/01/2043(a)

     3,000       946,620  

Metropolitan Government of Nashville & Davidson County TN Water & Sewer Revenue
Series 2021-A
4.00%, 07/01/2035-07/01/2046

     17,100       17,226,765  

Shelby County Health Educational & Housing Facilities Board
Series 2012
5.25%, 12/01/2042 (Pre-refunded/ETM)

     1,000       1,020,196  

5.375%, 12/01/2047
(Pre-refunded/ETM)

     800       816,729  

Tennergy Corp./TN
(Morgan Stanley)
Series 2021-A
4.00%, 12/01/2051

     15,000       15,248,752  

Wilson County Health & Educational Facilities Board
Series 2021
4.00%, 12/01/2039

     10,000       8,051,154  

4.25%, 12/01/2024

     6,000       5,722,081  
    

 

 

 
       110,405,190  
    

 

 

 

 

74    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Texas – 5.9%

 

Abilene Convention Center Hotel Development Corp.
(City of Abilene TX Abilene Convention Center Revenue)
Series 2021-B
5.00%, 10/01/2050(a)

   $ 5,300     $ 4,818,163  

Arlington Higher Education Finance Corp.
(Wayside Schools)
Series 2021-A
4.00%, 08/15/2036-08/15/2046

     1,195       1,030,737  

Baytown Municipal Development District
(Baytown Municipal Development District Baytown Convention Center Hotel Revenue)
Series 2021
4.00%, 10/01/2045-10/01/2050

     12,360       12,262,928  

Central Texas Regional Mobility Authority
Series 2013
5.00%, 01/01/2042 (Pre-refunded/ETM)

     3,500       3,573,455  

Series 2015-A
5.00%, 01/01/2045 (Pre-refunded/ETM)

     4,905       5,282,162  

Series 2020-A
5.00%, 01/01/2044-01/01/2049

     6,170       6,549,974  

Series 2021-B
5.00%, 01/01/2046

     4,600       4,922,795  

Series 2021-C
5.00%, 01/01/2027

     7,000       7,410,031  

Series 2021-D
4.00%, 01/01/2044

     2,500       2,470,248  

Central Texas Turnpike System
Series 2015-C
5.00%, 08/15/2037

     6,800       7,010,925  

City of Austin TX Airport System Revenue
Series 2019-B
5.00%, 11/15/2039

     1,000       1,073,210  

City of Houston TX
Series 2021-B
2.047%, 03/01/2033

     2,495       2,062,586  

2.147%, 03/01/2034

     7,405       6,028,573  

City of Houston TX
(City of Houston TX Hotel Occupancy Tax)
Series 2015
5.00%, 09/01/2030

     1,965       2,053,530  

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

City of Houston TX Airport System Revenue
(United Airlines, Inc.)
Series 2014
5.00%, 07/01/2029

   $ 16,960     $ 17,423,827  

Series 2015-B
5.00%, 07/15/2030-07/15/2035

     2,960       3,070,642  

Series 2018
5.00%, 07/15/2028

     22,875       24,232,316  

Series 2020
5.00%, 07/01/2027-07/15/2027

     4,250       4,499,711  

City of San Antonio TX Electric & Gas Systems Revenue
Series 2021-A
5.00%, 02/01/2046

     5,000       5,536,163  

Clifton Higher Education Finance Corp.
(IDEA Public Schools)
Series 2012
5.00%, 08/15/2042

     530       533,245  

Series 2013
6.00%, 08/15/2043

     1,000       1,031,102  

Conroe Local Government Corp.
(Conroe Local Government Corp. Conroe Convention Center Hotel)
Series 2021
4.00%, 10/01/2050

     2,525       2,406,108  

Dallas County Flood Control District No. 1
Series 2015
5.00%, 04/01/2028(a)

     1,650       1,654,873  

Dallas Fort Worth International Airport
Series 2022-A
4.507%, 11/01/2051

     2,000       1,911,547  

Decatur Hospital Authority
(Wise Regional Health System)
Series 2014-A
5.25%, 09/01/2044

     3,150       3,298,441  

Grand Parkway Transportation Corp.
Series 2018
5.00%, 02/01/2023

     5,340       5,443,153  

Hidalgo County Regional Mobility Authority
Series 2022-A
Zero Coupon, 12/01/2042

     2,000       684,871  

Series 2022-B
Zero Coupon, 12/01/2042-12/01/2056

     16,930       3,499,666  

 

76    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Irving Hospital Authority
(Baylor Medical Center at Irving)
Series 2017-A
5.00%, 10/15/2044

   $ 7,305     $ 7,809,886  

Lower Colorado River Authority
(LCRA Transmission Services Corp.)
Series 2022
5.00%, 05/15/2034-05/15/2042

     25,825       28,574,756  

Mission Economic Development Corp.
(Natgasoline LLC)
Series 2018
4.625%, 10/01/2031(a)

     25,410       26,253,218  

New Hope Cultural Education Facilities Finance Corp.
Series 2017-A
5.00%, 04/01/2037 (Pre-refunded/ETM)

     2,050       2,266,340  

New Hope Cultural Education Facilities Finance Corp.
(BSPV – Plano LLC)
Series 2019
7.25%, 12/01/2053(e)(f)

     7,820       7,038,000  

New Hope Cultural Education Facilities Finance Corp.
(Buckingham Senior Living Community, Inc. Obligated Group)
Series 2021
2.00%, 11/15/2061

     200       102,863  

7.50%, 11/15/2036-11/15/2037

     60       53,084  

New Hope Cultural Education Facilities Finance Corp.
(Legacy at Midtown Park, Inc. Obligated Group)
Series 2018-A
5.50%, 07/01/2054

     4,500       4,005,882  

New Hope Cultural Education Facilities Finance Corp.
(Morningside Ministries Obligated Group)
Series 2020
5.00%, 01/01/2040-01/01/2055

     3,800       3,820,954  

Series 2022
4.00%, 01/01/2047(c)

     4,575       3,672,303  

4.25%, 01/01/2057(c)

     1,380       1,061,497  

5.00%, 01/01/2057(c)

     2,950       2,656,630  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    77


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Newark Higher Education Finance Corp.
(Abilene Christian University)
Series 2022
4.00%, 04/01/2057

   $ 10,000     $ 9,255,778  

North East Texas Regional Mobility Authority
Series 2016
5.00%, 01/01/2046

     4,940       5,118,126  

North Texas Education Finance Corp.
Series 2012-A
5.125%, 12/01/2042 (Pre-refunded/ETM)

     280       280,842  

North Texas Tollway Authority
(North Texas Tollway System)
Series 2014-B
5.00%, 01/01/2031

     8,975       9,293,915  

Series 2015-A
5.00%, 01/01/2035

     7,000       7,332,415  

Series 2017-B
5.00%, 01/01/2033-01/01/2043

     7,400       7,931,849  

Series 2020
3.079%, 01/01/2042

     4,990       4,068,191  

Series 2021
3.011%, 01/01/2043(b)

     7,500       6,129,238  

Port Beaumont Navigation District
(Jefferson Railport Terminal II LLC)
Series 2020
4.00%, 01/01/2050(a)

     3,315       2,773,061  

Series 2021
2.125%, 01/01/2028(a)

     540       486,591  

2.25%, 01/01/2029(a)

     800       707,144  

2.50%, 01/01/2030(a)

     905       794,708  

2.625%, 01/01/2031(a)

     500       434,991  

Red River Health Facilities Development Corp.
Series 2014-A
7.75%, 11/15/2044 (Pre-refunded/ETM)

     1,315       1,481,273  

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012-B
8.00%, 07/01/2038(e)(f)(g)

     2,180       545,000  

Tarrant County Cultural Education Facilities Finance Corp.
(Edgemere Retirement Senior Quality Lifestyles Corp.)
Series 2015-A
5.00%, 11/15/2045(e)(f)

     3,540       1,239,000  

 

78    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2015-B
5.00%, 11/15/2030(e)(f)

   $ 4,000     $ 1,400,000  

Series 2017
5.25%, 11/15/2047(e)(f)

     1,115       390,250  

Tarrant County Cultural Education Facilities Finance Corp.
(Stayton at Museum Way)
Series 2020-A
5.75%, 12/01/2054

     6,475       5,893,329  

Tarrant County Cultural Education Facilities Finance Corp.
(Trinity Terrace Project)
Series 2014-A1
5.00%, 10/01/2044-10/01/2049

     5,350       5,467,905  

Texas Municipal Gas Acquisition & Supply Corp. I
(Bank of America Corp.)
Series 2008-D
6.25%, 12/15/2026

     7,595       8,133,900  

Texas Private Activity Bond Surface Transportation Corp.
(Blueridge Transportation Group LLC)
Series 2016
5.00%, 12/31/2040

     1,255       1,317,203  

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners LLC)
Series 2019
4.00%, 12/31/2037-12/31/2039

     9,100       9,119,917  

Texas Private Activity Bond Surface Transportation Corp.
(NTE Mobility Partners Segments 3 LLC) Series 2013
6.75%, 06/30/2043

     3,600       3,797,212  

Series 2019
5.00%, 06/30/2058

     69,280       71,461,357  

Texas Transportation Commission
Series 2019
5.00%, 08/01/2057

     7,500       7,821,842  

Texas Water Development Board
(State Water Implementation Revenue Fund for Texas)
Series 2021
4.00%, 10/15/2036-10/15/2056

     25,245       25,898,986  

Uptown Development Authority
Series 2017-A
5.00%, 09/01/2035

     1,015       1,061,409  
    

 

 

 
       428,725,827  
    

 

 

 

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Utah – 0.2%

 

City of Salt Lake City UT Airport Revenue
Series 2018-A
5.00%, 07/01/2048(b)

   $ 7,245     $ 7,621,527  

Military Installation Development Authority
Series 2021-A
4.00%, 06/01/2052

     5,000       3,802,163  

Utah Infrastructure Agy Teleco
5.00%, 10/15/2032-10/15/2037

     2,410       2,432,522  
    

 

 

 
       13,856,212  
    

 

 

 

Vermont – 0.0%

 

Vermont Economic Development Authority (Casella Waste Systems, Inc.)
Series 2018
4.625%, 04/01/2036(a)

     1,100       1,151,212  
    

 

 

 

Virginia – 2.2%

 

Arlington County Industrial Development Authority
(Virginia Hospital Center Arlington Health System/VA)
Series 2020
4.00%, 07/01/2038-07/01/2045

     4,620       4,644,157  

5.00%, 07/01/2036

     850       946,478  

Cherry Hill Community Development Authority
(Potomac Shores Project)
Series 2015
5.15%, 03/01/2035(a)

     1,000       1,011,719  

Chesapeake Bay Bridge & Tunnel District
Series 2016
5.00%, 07/01/2046

     1,000       1,043,725  

Fairfax County Economic Development Authority
Series 2013-A
5.00%, 12/01/2047 (Pre-refunded/ETM)

     1,955       2,036,678  

Henrico County Economic Development Authority
(Westminster-Canterbury Corp. Obligated Group)
Series 2022
5.00%, 10/01/2047-10/01/2052

     6,500       6,878,893  

Tobacco Settlement Financing Corp./VA
Series 2007-B1
5.00%, 06/01/2047

     7,490       7,499,600  

 

80    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Virginia College Building Authority
(Marymount University)
Series 2015
5.25%, 07/01/2035(a)

   $ 1,000     $ 1,017,091  

Series 2015-A
5.00%, 07/01/2045(a)

     1,110       1,112,819  

Virginia Small Business Financing Authority
(95 Express Lanes LLC)
Series 2022
4.00%, 01/01/2048

     19,520       18,189,519  

Virginia Small Business Financing Authority
(Capital Beltway Express LLC)
Series 2022
5.00%, 12/31/2047-12/31/2057

     45,290       48,116,403  

Virginia Small Business Financing Authority
(Elizabeth River Crossings OpCo LLC)
Series 2012
5.25%, 01/01/2032

     16,405       16,499,909  

5.50%, 01/01/2042

     3,580       3,602,142  

Series 2022
4.00%, 01/01/2030-01/01/2037(c)

     29,720       29,616,682  

Virginia Small Business Financing Authority
(I-66 Express Mobility Partners LLC)
Series 2017
5.00%, 12/31/2052

     2,250       2,311,774  

Virginia Small Business Financing Authority
(National Senior Campuses, Inc. Obligated Group)
Series 2020
4.00%, 01/01/2051

     18,500       17,817,513  
    

 

 

 
       162,345,102  
    

 

 

 

Washington – 2.7%

 

Energy Northwest
(Bonneville Power Administration)
Series 2021
5.00%, 07/01/2040

     20,000       22,679,900  

Kalispel Tribe of Indians
Series 2018-A
5.25%, 01/01/2038(a)

     750       810,303  

King County Public Hospital District No. 4
Series 2015-A
5.00%, 12/01/2030

     2,235       2,248,356  

Pend Oreille County Public Utility District No. 1 Box Canyon
Series 2018
5.00%, 01/01/2048

     9,000       9,406,084  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    81


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Port of Seattle WA
Series 2015-C
5.00%, 04/01/2033

   $ 5,035     $ 5,251,120  

Series 2019
5.00%, 04/01/2044

     3,380       3,634,385  

State of Washington
Series 2020-A
5.00%, 08/01/2038

     15,000       17,005,522  

Series 2021-A
5.00%, 08/01/2040

     12,000       13,723,247  

Series 2021-F
5.00%, 06/01/2039

     5,000       5,716,723  

Washington Health Care Facilities Authority
(CommonSpirit Health)
Series 2019-A
5.00%, 08/01/2037-08/01/2044

     19,885       21,475,585  

Washington Health Care Facilities Authority
(Overlake Hospital Medical Center Obligated Group)
Series 2017-A
5.00%, 07/01/2035

     2,350       2,558,558  

Series 2017-B
5.00%, 07/01/2034

     1,855       2,023,523  

Washington Health Care Facilities Authority
(Seattle Cancer Care Alliance Obligated Group)
Series 2020
4.00%, 09/01/2045-09/01/2050

     5,490       5,352,766  

5.00%, 09/01/2039-09/01/2050

     5,725       6,222,131  

Washington Health Care Facilities Authority
(Virginia Mason Medical Center Obligated Group)
Series 2017
5.00%, 08/15/2033-08/15/2037

     18,005       19,139,724  

Washington State Convention Center Public Facilities District
(Washington State Convention Center Public Facilities District Hotel Occupancy Tax)
Series 2021
4.00%, 07/01/2031

     19,340       18,675,151  

Washington State Housing Finance Commission
Series 2012-A
6.75%, 10/01/2047 (Pre-refunded/ETM)(a)

     3,550       3,622,965  

 

82    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2021-1, Class A
3.50%, 12/20/2035

   $ 19,375     $ 17,678,044  

Washington State Housing Finance Commission
(Presbyterian Retirement Communities Northwest Obligated Group)
Series 2016
5.00%, 01/01/2031-01/01/2046(a)

     2,790       2,745,081  

Series 2019-A
5.00%, 01/01/2044-01/01/2055(a)

     11,855       11,034,824  

Washington State Housing Finance Commission
(Rockwood Retirement Communities)
Series 2014-A
7.375%, 01/01/2044(a)

     3,215       3,353,209  

Washington State Housing Finance Commission
(Spokane United Methodist Homes Obligated Group)
Series 2020
5.00%, 01/01/2056(a)

     2,000       1,662,306  
    

 

 

 
       196,019,507  
    

 

 

 

West Virginia – 0.1%

 

City of South Charleston WV
(City of South Charleston WV South Charleston Park Place Excise Tax District)
Series 2022
4.50%, 06/01/2050(a)

     1,000       796,355  

Tobacco Settlement Finance Authority/WV
Series 2020
4.875%, 06/01/2049

     3,000       2,812,554  

West Virginia Economic Development Authority
(Arch Resources, Inc.)
Series 2021
4.125%, 07/01/2045

     4,035       4,053,507  

West Virginia Hospital Finance Authority
Series 2013-A
5.50%, 06/01/2044 (Pre-refunded/ETM)

     2,100       2,168,083  
    

 

 

 
       9,830,499  
    

 

 

 

Wisconsin – 4.0%

 

St. Croix Chippewa Indians of Wisconsin
Series 2021
5.00%, 09/30/2041(a)

     8,850       7,122,222  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    83


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

UMA Education, Inc.
Series 2019
5.00%, 10/01/2034-10/01/2039(a)

   $ 21,005     $ 21,913,294  

Wisconsin Health & Educational Facilities Authority
(Aspirus, Inc. Obligated Group)
Series 2017
5.00%, 08/15/2052(b)

     20,345       22,235,885  

Wisconsin Health & Educational Facilities Authority
(Marshfield Clinic Health System Obligated Group)
AGM Series 2020
3.00%, 02/15/2038

     1,035       906,611  

4.00%, 02/15/2036-02/15/2037

     2,650       2,676,487  

5.00%, 02/15/2028-02/15/2031

     3,500       3,927,019  

Wisconsin Health & Educational Facilities Authority
(Oakwood Lutheran Senior Ministries Obligated Group)
Series 2021
4.00%, 01/01/2057

     5,000       3,927,353  

Wisconsin Health & Educational Facilities Authority
(Rogers Memorial Hospital, Inc. Obligated Group)
Series 2019
5.00%, 07/01/2044

     1,000       1,072,786  

Wisconsin Health & Educational Facilities Authority
(St. Camillus Health System Obligated Group)
Series 2019
5.00%, 11/01/2039-11/01/2054

     3,690       3,652,228  

Wisconsin Health & Educational Facilities Authority
(Thedacare, Inc. Obligated Group)
Series 2019
4.00%, 12/15/2035-12/15/2038

     7,405       7,397,780  

Wisconsin Housing & Economic Development Authority
(Roers Sun Prairie Apartments Owner LLC)
Series 2022
4.625%, 03/15/2040(a)

     2,510       2,310,285  

Series 2022-A
3.875%, 12/01/2039(a)

     11,525       10,557,495  

 

84    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
Series 2022
6.00%, 02/01/2062(a)

   $ 12,000     $ 11,326,112  

Wisconsin Public Finance Authority
(21st Century Public Academy)
Series 2020
5.00%, 06/01/2049(a)

     1,340       1,206,198  

Wisconsin Public Finance Authority
(ACTS Retirement-Life Communities, Inc. Obligated Group)
Series 2020
4.00%, 11/15/2037

     600       607,795  

5.00%, 11/15/2041

     1,500       1,638,245  

Wisconsin Public Finance Authority
(Appalachian Regional Healthcare System Obligated Group)
Series 2021
4.00%, 07/01/2046-07/01/2051

     2,775       2,518,861  

Wisconsin Public Finance Authority
(Bancroft Neurohealth Obligated Group)
Series 2016
5.125%, 06/01/2048(a)

     3,335       3,379,506  

Wisconsin Public Finance Authority
(Blue Ridge Healthcare Obligated Group)
Series 2020
4.00%, 01/01/2045

     1,500       1,468,637  

5.00%, 01/01/2038-01/01/2040

     1,750       1,924,654  

Wisconsin Public Finance Authority
(Carmelite System, Inc. Obligated Group (The))
Series 2020
5.00%, 01/01/2045

     2,030       2,141,752  

Wisconsin Public Finance Authority
(Catholic Bishop of Chicago (The))
Series 2021
5.75%, 07/25/2041(a)

     57,000       55,317,582  

Wisconsin Public Finance Authority
(Celanese US Holdings LLC)
Series 2016-C
4.30%, 11/01/2030

     2,060       2,113,973  

Series 2016-D
4.05%, 11/01/2030

     720       733,565  

Wisconsin Public Finance Authority
(CFC-SA LLC)
Series 2022
5.00%, 02/01/2052-02/01/2062

     12,500       12,689,850  

5.75%, 02/01/2052(a)

     15,500       14,476,600  

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    85


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
(Gannon University)
Series 2017
5.00%, 05/01/2042-05/01/2047

   $ 2,650     $ 2,742,417  

Wisconsin Public Finance Authority
(Mary’s Woods at Marylhurst, Inc.)
Series 2017-A
5.25%, 05/15/2037-05/15/2047(a)

     3,225       3,257,616  

Wisconsin Public Finance Authority
(McLemore Resort Manager LLC)
Series 2021
4.50%, 06/01/2056(a)

     6,000       4,809,109  

Wisconsin Public Finance Authority
(National Senior Communities, Inc. Obligated Group)
Series 2022
4.00%, 01/01/2047-01/01/2052

     3,750       3,555,829  

Wisconsin Public Finance Authority
(Pine Lake Preparatory, Inc.)
Series 2015
5.25%, 03/01/2035(a)

     1,550       1,598,996  

Wisconsin Public Finance Authority
(Queens University of Charlotte)
Series 2022
5.25%, 03/01/2042-03/01/2047(c)

     17,100       17,649,619  

Wisconsin Public Finance Authority
(Rose Villa, Inc.Obligated Group)
Series 2014-A
5.75%, 11/15/2044(a)

     1,000       1,020,238  

Wisconsin Public Finance Authority
(Roseman University of Health Sciences) Series 2020
5.00%, 04/01/2040-04/01/2050(a)

     4,650       4,767,172  

Wisconsin Public Finance Authority
(Samaritan Housing Foundation Obligated Group)
Series 2021
4.00%, 06/01/2056

     29,090       21,045,542  

Series 2022
4.00%, 06/01/2049

     3,900       2,959,900  

Wisconsin Public Finance Authority
(Seabury Retirement Community)
Series 2015-A
5.00%, 09/01/2030(a)

     545       555,875  

 

86    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Wisconsin Public Finance Authority
(Sky Harbour Capital LLC Obligated Group)
Series 2021
4.25%, 07/01/2054

   $ 3,500     $ 2,911,828  

Wisconsin Public Finance Authority
(Southeastern Regional Medical Center Obligated Group)
Series 2021
4.00%, 02/01/2046-02/01/2051

     13,500       12,856,816  

Wisconsin Public Finance Authority
(Uwharrie Charter Academy)
Series 2022
5.00%, 06/15/2052-06/15/2062(a)

     8,715       8,400,492  

Wisconsin Public Finance Authority
(Washoe Barton Medical Clinic)
Series 2021
4.00%, 12/01/2051

     3,300       2,953,923  
    

 

 

 
       290,328,147  
    

 

 

 

Total Long-Term Municipal Bonds
(cost $8,279,424,400)

       7,773,829,426  
 

 

 

 
    

Short-Term Municipal Notes – 0.0%

 

Indiana – 0.0%

 

Indiana Finance Authority
(Greencroft Goshen Obligated Group)
Series 2023-2
4.00%, 11/15/2023(c)
(cost $798,156)

     795       794,746  
    

 

 

 

Total Municipal Obligations
(cost $8,280,222,556)

       7,774,624,172  
 

 

 

 
    

COMMERCIAL MORTGAGE-BACKED SECURITIES – 0.6%

    

Agency CMBS – 0.6%

 

California Housing Finance Agency
Series 2021-2, Class A
3.75%, 03/25/2035

     35,201       35,712,262  

Series 2021-3, Class A
3.25%, 08/20/2036

     7,106       6,801,980  

Series 2021-3, Class X
0.764%, 08/20/2036(i)

     20,671       1,331,980  

Washington State Housing Finance Commission
Series 2021-1, Class X
0.725%, 12/20/2035(i)

     14,805       802,099  
    

 

 

 

Total Commercial Mortgage-Backed Securities
(cost $51,775,594)

       44,648,321  
 

 

 

 

 

abfunds.com  

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - NON-INVESTMENT GRADE – 0.0%

    

Industrial – 0.0%

 

Banks – 0.0%

 

UMB Financial Corp.
1.00%, 01/01/2049(j)(k)
(cost $225,284)

   $ 225     $ 225,109  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 1.7%

 

Investment Companies – 1.7%

 

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.22%(l)(m)(n)
(cost $122,399,981)

     122,399,981       122,399,981  
    

 

 

 

Total Investments – 108.7%
(cost $8,454,623,415)

       7,941,897,583  

Other assets less liabilities – (8.7)%

       (636,209,518
 

 

 

 

Net Assets – 100.0%

     $ 7,305,688,065  
 

 

 

 

CENTRALLY CLEARED INFLATION (CPI) SWAPS (see Note C)

 

                Rate Type                      
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     90,795       01/15/2025     2.565%   CPI#   Maturity   $ 9,588,735     $ – 0  –    $ 9,588,735  
USD     45,398       01/15/2025     2.613%   CPI#   Maturity     4,708,046       – 0  –      4,708,046  
USD     45,397       01/15/2025     2.585%   CPI#   Maturity     4,757,962       – 0  –      4,757,962  
USD     34,210       01/15/2025     4.028%   CPI#   Maturity     1,567,005       – 0  –      1,567,005  
USD     83,920       01/15/2026     CPI#   3.765%   Maturity     (4,070,316     – 0  –      (4,070,316
USD     158,000       01/15/2027     CPI#   3.320%   Maturity       (10,547,949     – 0  –        (10,547,949
USD     156,000       01/15/2027     CPI#   3.466%   Maturity     (8,995,400       (200,095     (8,795,305
USD     127,850       01/15/2027     CPI#   3.323%   Maturity     (8,511,345     – 0  –      (8,511,345
USD       371,020       01/15/2028     0.735%   CPI#   Maturity     90,008,198       – 0  –      90,008,198  
USD     219,860       01/15/2028     1.230%   CPI#   Maturity     45,357,008       – 0  –      45,357,008  
USD     273,300       01/15/2029     CPI#   3.390%   Maturity     (13,418,902     – 0  –      (13,418,902
USD     190,780       01/15/2029     CPI#   3.735%   Maturity     (3,757,519     – 0  –      (3,757,519
USD     79,070       01/15/2029     CPI#   3.331%   Maturity     (4,274,500     – 0  –      (4,274,500
USD     67,450       01/15/2030     1.572%   CPI#   Maturity     13,669,873       – 0  –      13,669,873  
USD     67,450       01/15/2030     1.587%   CPI#   Maturity     13,575,276       – 0  –      13,575,276  
USD     93,000       01/15/2031     2.782%   CPI#   Maturity     9,154,415       – 0  –      9,154,415  
USD     85,000       01/15/2031     2.680%   CPI#   Maturity     9,240,463       – 0  –      9,240,463  
USD     76,750       01/15/2031     2.989%   CPI#   Maturity     5,936,315       – 0  –      5,936,315  
USD     75,410       01/15/2032     CPI#   3.064%   Maturity     (5,022,075     – 0  –      (5,022,075

 

88    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

                Rate Type                      
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD       52,000       04/15/2032     CPI#   2.909%   Maturity   $ (4,194,037   $ – 0  –    $ (4,194,037
           

 

 

   

 

 

   

 

 

 
  $   144,771,253     $   (200,095   $   144,971,348  
 

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

                Rate Type                      
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
  Payment
Frequency
Paid/
Received
  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     500,000       01/15/2027     1 Day
SOFR
  2.206%   Annual   $   (10,808,458   $ – 0  –    $   (10,808,458
USD     80,000       01/15/2027     1 Day
SOFR
  2.748%   Annual     84,126       – 0  –      84,126  
USD     250,000       01/15/2028     1.068%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    24,660,479       – 0  –      24,660,479  
USD     200,000       01/15/2028     1.092%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    19,571,062       – 0  –      19,571,062  
USD      240,000       01/15/2029     1.363%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    23,007,570         (173,382     23,180,952  
USD     150,000       01/15/2031     1.439%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    17,211,157       – 0  –      17,211,157  
USD     280,900       04/15/2032     1.280%   1 Day
SOFR
  Annual     34,568,857       – 0  –      34,568,857  
USD     200,000       04/15/2032     1.305%   1 Day
SOFR
  Annual     24,173,631       – 0  –      24,173,631  
USD     174,000       04/15/2032     2.177%   1 Day
SOFR
  Annual     7,707,983       – 0  –      7,707,983  
USD     155,000       04/15/2032     2.574%   1 Day
SOFR
  Annual     1,568,742       – 0  –      1,568,742  
USD     68,000       04/14/2034     1.080%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    13,212,152       – 0  –      13,212,152  
USD     63,810       04/14/2034     1.022%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    12,775,450       – 0  –      12,775,450  
USD     160,000       02/15/2036     1.469%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    27,573,249       – 0  –      27,573,249  
USD     180,000       02/15/2041     1 Day
SOFR
  1.697%   Annual     (24,980,131     – 0  –      (24,980,131
USD     100,000       02/15/2041     1 Day
SOFR
  1.786%   Annual     (12,544,776     – 0  –      (12,544,776
USD     86,500       02/15/2041     1 Day
SOFR
  1.770%   Annual     (11,065,010     – 0  –      (11,065,010
USD     24,000       02/15/2041     1 Day
SOFR
  1.697%   Annual     (3,332,482     – 0  –      (3,332,482
USD     40,000       04/15/2044     1.281%   3 Month
LIBOR
  Semi-Annual/
Quarterly
    10,738,737       – 0  –      10,738,737  
USD     50,000       02/15/2051     1.469%   1 Day
SOFR
  Annual     10,098,680       – 0  –      10,098,680  
           

 

 

   

 

 

   

 

 

 
  $ 164,221,018     $ (173,382   $ 164,394,400  
 

 

 

   

 

 

   

 

 

 

 

abfunds.com  

AB MUNICIPAL INCOME SHARES    |    89


 

PORTFOLIO OF INVESTMENTS (continued)

 

INTEREST RATE SWAPS (see Note C)

 

                Rate Type                          
Swap
Counterparty
  Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Citibank, NA

    USD  52,610       10/09/2029       1.125     SIFMA     Quarterly     $   4,756,241     $   – 0  –    $   4,756,241  

 

*

Variable interest rate based on the Securities Industry & Financial Markets Association (SIFMA) Municipal Swap Index.

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At April 30, 2022, the aggregate market value of these securities amounted to $935,577,028 or 12.8% of net assets.

 

(b)

Security represents the underlying municipal obligation of an inverse floating rate obligation held by the Fund (see Note H).

 

(c)

When-Issued or delayed delivery security.

 

(d)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at April 30, 2022.

 

(e)

Non-income producing security.

 

(f)

Defaulted.

 

(g)

Restricted and illiquid security.

 

Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.) Series 2013-B
10.50%, 07/01/2039

    11/22/2013     $     1,973,785     $ 27       0.00

Louisiana Public Facilities Authority
(Louisiana Pellets, Inc.)
Series 2014-A
7.50%, 07/01/2023

    07/31/2014       868,862       12       0.00

Sanger Industrial Development Corp.
(Texas Pellets, Inc.)
Series 2012-B
8.00%, 07/01/2038

    08/31/2012       2,182,730           545,000       0.01

 

(h)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities, which represent 0.05% of net assets as of April 30, 2022, are considered illiquid and restricted. Additional information regarding such securities follows:

 

144A/Restricted & Illiquid
Securities
  Acquisition
Date
    Cost     Market
Value
    Percentage of
Net Assets
 

Scranton-Lackawanna Health and Welfare Authority
(Scranton Parking System Concession Project)
Series 2016-D
Zero Coupon, 01/01/2057

    11/29/2017     $     6,322,745     $     3,483,300       0.05

 

(i)

IO – Interest Only.

 

(j)

Security in which significant unobservable inputs (Level 3) were used in determining fair value.

 

(k)

Fair valued by the Adviser.

 

90    |    AB MUNICIPAL INCOME SHARES

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PORTFOLIO OF INVESTMENTS (continued)

 

(l)

Affiliated investments.

 

(m)

The rate shown represents the 7-day yield as of period end.

 

(n)

To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

As of April 30, 2022, the Fund’s percentages of investments in municipal bonds that are insured and in insured municipal bonds that have been pre-refunded or escrowed to maturity are 1.9% and 0.0%, respectively.

Glossary:

AGC – Assured Guaranty Corporation

AGM – Assured Guaranty Municipal

BAM – Build American Mutual

CCRC – Congregate Care Retirement Center

CMBS – Commercial Mortgage-Backed Securities

COP – Certificate of Participation

CPI – Consumer Price Index

ETM – Escrowed to Maturity

LIBOR – London Interbank Offered Rate

NATL – National Interstate Corporation

SD – School District

SOFR – Secured Overnight Financing Rate

SRF – State Revolving Fund

UPMC – University of Pittsburgh Medical Center

XLCA – XL Capital Assurance Inc.

See notes to financial statements.

 

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AB MUNICIPAL INCOME SHARES    |    91


 

STATEMENT OF ASSETS & LIABILITIES

April 30, 2022

 

Assets

 

Investments in securities, at value

  

Unaffiliated issuers (cost $8,332,223,434)

   $ 7,819,497,602  

Affiliated issuers (cost $122,399,981)

     122,399,981  

Cash collateral due from broker

     49,191,577  

Unaffiliated interest and dividends receivable

     99,414,295  

Receivable for shares of beneficial interest sold

     43,581,988  

Receivable for investment securities sold

     11,107,862  

Unrealized appreciation on interest rate swaps

     4,756,241  

Receivable for variation margin on centrally cleared swaps

     2,774,947  

Affiliated dividends receivable

     27,032  

Receivable due from Adviser

     16,096  
  

 

 

 

Total assets

     8,152,767,621  
  

 

 

 
Liabilities

 

Due to custodian

     547,941  

Payable for floating rate notes issued*

     567,370,000  

Payable for investment securities purchased

     248,689,168  

Dividends payable

     21,100,836  

Cash collateral due to broker

     4,500,000  

Payable for shares of beneficial interest redeemed

     4,459,446  

Other liabilities

     412,165  
  

 

 

 

Total liabilities

     847,079,556  
  

 

 

 

Net Assets

   $ 7,305,688,065  
  

 

 

 
Composition of Net Assets

 

Shares of beneficial interest, at par

   $ 6,433  

Additional paid-in capital

     7,574,303,214  

Accumulated loss

     (268,621,582
  

 

 

 

Net Assets

   $     7,305,688,065  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 643,257,653 common shares outstanding)

   $ 11.36  
  

 

 

 

 

*

Represents short-term floating rate certificates issued by tender option bond trusts (see Note H).

See notes to financial statements.

 

92    |    AB MUNICIPAL INCOME SHARES

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STATEMENT OF OPERATIONS

Year Ended April 30, 2022

 

Investment Income      

Interest

   $     243,664,199     

Dividends

     

Unaffiliated issuers

     56     

Affiliated issuers

     70,443     

Other income(a)

     235,740      $ 243,970,438  
  

 

 

    
Expenses      

Interest expense

     5,087,892     
  

 

 

    

Total expenses

        5,087,892  
     

 

 

 

Net investment income

        238,882,546  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        5,658,579  

Swaps

        (39,313,657

Net change in unrealized appreciation/depreciation of:

     

Investments

        (968,661,419

Swaps

        158,729,073  
     

 

 

 

Net loss on investment transactions

        (843,587,424
     

 

 

 

Net Decrease in Net Assets from Operations

      $     (604,704,878
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 238,882,546     $ 200,425,996  

Net realized gain (loss) on investment transactions

     (33,655,078     24,695,064  

Net change in unrealized appreciation/depreciation of investments

     (809,932,346     837,739,530  
  

 

 

   

 

 

 

Net increase (decrease) in net assets from operations

     (604,704,878     1,062,860,590  

Distribution to Shareholders

     (234,498,949     (205,021,107
Transactions in Shares of Beneficial Interest     

Net increase

     1,795,176,001       805,965,637  
  

 

 

   

 

 

 

Total increase

     955,972,174       1,663,805,120  
Net Assets     

Beginning of period

     6,349,715,891       4,685,910,771  
  

 

 

   

 

 

 

End of period

   $     7,305,688,065     $     6,349,715,891  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

April 30, 2022

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Municipal Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over

 

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the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

   

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate

 

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issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of April 30, 2022:

 

    Level 1     Level 2     Level 3     Total  

Assets:

       

Long-Term Municipal Bonds

  $ – 0  –    $ 7,773,829,426     $ – 0  –    $ 7,773,829,426  

Short-Term Municipal Notes

    – 0  –      794,746       – 0  –      794,746  

Commercial Mortgage-Backed Securities

    – 0  –      44,648,321       – 0  –      44,648,321  

Corporates – Non-Investment Grade

    – 0  –      – 0  –      225,109       225,109  

Short-Term Investments

    122,399,981       – 0  –      – 0  –      122,399,981  

Liabilities:

       

Floating Rate Notes(a)

    (567,370,000     – 0  –      – 0  –      (567,370,000
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    (444,970,019     7,819,272,493       225,109       7,374,527,583  

Other Financial Instruments(b):

       

Assets:

       

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      207,563,296       – 0  –      207,563,296 (c) 

Centrally Cleared Interest Rate Swaps

    – 0  –      226,951,875       – 0  –      226,951,875 (c) 

Interest Rate Swaps

    – 0  –      4,756,241       – 0  –      4,756,241  

Liabilities:

       

Centrally Cleared Inflation (CPI) Swaps

    – 0  –      (62,792,043     – 0  –      (62,792,043 )(c) 

Centrally Cleared Interest Rate Swaps

    – 0  –      (62,730,857     – 0  –      (62,730,857 )(c) 
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   (444,970,019   $   8,133,021,005     $   225,109     $   7,688,276,095  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

The Fund may hold liabilities in which the fair value approximates the carrying amount for financial statement purposes.

 

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(b)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

 

(c)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the advisory agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating

 

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expenses. The Fund is an integral part of separately managed accounts in wrap fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The advisory agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended April 30, 2022, such reimbursement amounted to $166,440.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

A summary of the Fund’s transactions in AB mutual funds for the year ended April 30, 2022 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
4/30/22
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     203,340     $     1,641,509     $     1,722,449     $     122,400     $     70  

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended April 30, 2022 were as follows:

 

     Purchases     Sales  

Investment securities (excluding

    

U.S. government securities)

   $     2,688,695,587     $     439,552,707  

U.S. government securities

     – 0 –      – 0 – 

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation are as follows:

 

Cost

   $     7,909,054,672  
  

 

 

 

Gross unrealized appreciation

   $ 520,091,180  

Gross unrealized depreciation

     (739,652,427
  

 

 

 

Net unrealized depreciation

   $ (219,561,247
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates or credit risk. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective

 

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swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts.

Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended April 30, 2022, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

 

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During the year ended April 30, 2022, the Fund held inflation (CPI) swaps for hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.

Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a

 

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deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the year ended April 30, 2022, the Fund held credit default swaps for hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the year ended April 30, 2022, the Fund had entered into the following derivatives:

 

   

Asset Derivatives

   

Liability Derivatives

 

Derivative
Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

434,688,553

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

125,322,805

Interest rate contracts

 

Unrealized appreciation on interest rate swaps

 

 

4,756,241

 

   
   

 

 

     

 

 

 

Total

    $   439,444,794       $   125,322,805  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

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Derivative Type

 

Location of
Gain or (Loss)
on Derivatives
Within Statement
of Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ (39,561,608   $ 158,729,073  

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     247,951       – 0  – 
   

 

 

   

 

 

 

Total

    $     (39,313,657   $     158,729,073  
   

 

 

   

 

 

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended April 30, 2022:

 

Interest Rate Swaps:

  

Average notional amount

   $ 93,079,231  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 2,139,993,846  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $     1,710,127,692  

Centrally Cleared Credit Default Swaps:

  

Average notional amount of buy contracts

   $ 84,000,000 (a) 

 

(a)

Positions were open for five months during the year.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of April 30, 2022. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

  Derivative
Assets
Subject to a
MA
    Derivatives
Available
for Offset
    Cash
Collateral
Received*
    Security
Collateral
Received*
    Net Amount
of Derivative
Assets
 

Citibank, NA

  $ 4,756,241     $ – 0  –    $ (4,500,000   $ – 0  –    $ 256,241  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $     4,756,241     $     – 0  –    $     (4,500,000   $     – 0  –    $     256,241
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

*

The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

 

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^

Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
     Year Ended
April 30,
2022
     Year Ended
April 30,
2021
          Year Ended
April 30,
2022
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     226,863,887        146,960,472                $ 2,840,231,872     $ 1,782,285,111    

 

   

Shares redeemed

     (83,479,736      (80,876,327       (1,045,055,871     (976,319,474  

 

   

Net increase

     143,384,151        66,084,145       $ 1,795,176,001     $ 805,965,637    

 

   

NOTE E

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including

 

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economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Tax Risk—There is no guarantee that all of the Fund’s income will remain exempt from federal or state income taxes. From time to time, the U.S. Government and the U.S. Congress consider changes in federal tax law that could limit or eliminate the federal tax exemption for municipal bond income, which would in effect reduce the income received by shareholders from the Fund by increasing taxes on that income. In such event, the Fund’s net asset value, or NAV, could also decline as yields on municipal bonds, which are typically lower than those on taxable bonds, would be expected to increase to approximately the yield of comparable taxable bonds. Actions or anticipated actions affecting the tax exempt status of municipal bonds could also result in significant shareholder redemptions of Fund shares as investors anticipate adverse effects on the Fund or seek higher yields to offset the potential loss of the tax deduction. As a result, the Fund would be required to maintain higher levels of cash to meet the redemptions, which would negatively affect the Fund’s yield. The federal income tax treatment of payments in respect of certain derivative contracts is unclear.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (“junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as

 

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specific corporate developments, interest rate sensitivity and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

 

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LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the

 

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Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended April 30, 2022.

NOTE G

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended April 30, 2022 and April 30, 2021 were as follows:

 

     2022      2021  

Distributions paid from:

     

Ordinary income

   $     11,930,509      $ 9,503,344  
  

 

 

    

 

 

 

Total taxable distributions

     11,930,509        9,503,344  

Tax-exempt distributions

     222,568,440        195,517,763  
  

 

 

    

 

 

 

Total distributions paid

   $ 234,498,949      $     205,021,107  
  

 

 

    

 

 

 

As of April 30, 2022, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed tax-exempt income

   $ 21,527,237  

Accumulated capital and other losses

     (48,700,265 )(a) 

Unrealized appreciation/(depreciation)

         (219,850,009 )(b) 
  

 

 

 

Total accumulated earnings/(deficit)

   $ (247,023,037 )(c) 
  

 

 

 

 

(a)

As of April 30, 2022, the Fund had a net capital loss carryforward of $48,700,265.

(b)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of tender option bonds, the tax treatment of swaps, and the tax deferral of losses on wash sales.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

(c)

The differences between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to the tax treatment of defaulted securities and dividends payable

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2022, the Fund had a net short-term capital loss carryforward of $48,700,265, which may be carried forward for an indefinite period.

During the current fiscal year, there were no permanent differences that resulted in adjustments to accumulated loss or additional paid-in capital.

NOTE H

Floating Rate Notes Issued in Connection with Securities Held

The Fund may engage in tender option bond (“TOB”) transactions in which the Fund transfers a fixed rate bond (“Fixed Rate Bond”) into a Special Purpose Vehicle (the “SPV”, which is generally organized as a trust). The Fund buys a residual interest in the assets and cash flows of the SPV, often referred to as an inverse floating rate obligation (“Inverse Floater”). The SPV also issues floating rate notes (“Floating Rate Notes”) which are sold to third parties. The Floating Rate Notes pay interest at rates that generally reset weekly and their holders have the option to tender their notes to a liquidity provider for redemption at par. The Inverse Floater held by the Fund gives the Fund the right (1) to cause the holders of the Floating Rate Notes to tender their notes at par, and (2) to have the trustee transfer the Fixed Rate Bond held by the SPV to the Fund, thereby collapsing the SPV. The SPV may also be collapsed in certain other circumstances. In accordance with U.S. GAAP requirements regarding accounting for transfers and servicing of financial assets and extinguishments of liabilities, the Fund accounts for the transaction described above as a secured borrowing by including the Fixed Rate Bond in its portfolio of investments and the Floating Rate Notes as a liability under the caption “Payable for floating rate notes issued” in its statement of assets and liabilities. Interest expense related to the Fund’s liability with respect to Floating Rate Notes is recorded as incurred. The interest expense is also included in the Fund’s expense ratio. At April 30, 2022, the amount of the Fund’s Floating Rate Notes outstanding was $567,370,000 and the related interest rate was 0.47% to 0.66%. For the year ended April 30, 2022, the average amount of Floating Rate Notes outstanding and the daily weighted average interest rate were $559,295,740 and 0.90%, respectively.

The Fund may also purchase Inverse Floaters in the secondary market without first owning the underlying bond. Such an Inverse Floater is included in the Fund’s portfolio of investments but is not required to be

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

treated as a secured borrowing and reflected in the Fund’s financial statements as a secured borrowing.

NOTE I

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

NOTE J

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Year Ended April 30,  
  2022     2021     2020     2019     2018  
 

 

 

 

Net asset value, beginning of period

    $  12.70       $  10.80       $  11.70       $  11.32       $  11.25  
 

 

 

 

Income From Investment Operations

         

Net investment income(a)

    .43       .44       .44       .45       .44  

Net realized and unrealized gain (loss) on investment transactions

    (1.35     1.91       (.90     .38       .07  
 

 

 

 

Net increase (decrease) in net asset value from operations

    (.92     2.35       (.46     .83       .51  
 

 

 

 

Less: Dividends

         

Dividends from net investment income

    (.42     (.45     (.44     (.45     (.44
 

 

 

 

Net asset value, end of period

    $  11.36       $  12.70       $  10.80       $  11.70       $  11.32  
 

 

 

 

Total Return

         

Total investment return based on net asset value(b)

    (7.52 )%      22.01  %      (4.23 )%      7.53  %      4.55  % 

Ratios/Supplemental Data

         

Net assets, end of period (000’s omitted)

    $7,305,688       $6,349,716       $4,685,911       $3,509,575       $2,760,892  

Ratio to average net assets of:

         

Expenses(c)

    .07  %      .07  %      .01  %      .01  %      .01  % 

Net investment income

    3.38  %      3.62  %      3.67  %      3.91  %      3.82  % 

Portfolio turnover rate

    6  %      10  %      12  %      14  %      19  % 

 

(a)

Based on average shares outstanding.

 

(b)

Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

(c)

The expense ratios, excluding interest expense are .00%, .00%, .00%, .00% and .00%, respectively.

See notes to financial statements.

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees of AB Municipal Income Shares:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Municipal Income Shares (the “Fund”) (one of the series constituting AB Corporate Shares (the “Trust”)), including the portfolio of investments, as of April 30, 2022, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the series constituting AB Corporate Shares) at April 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

 

disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

June 24, 2022

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),
Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

OFFICERS

Terrance T. Hults(2), Vice President

Matthew J. Norton(2), Vice President

Andrew Potter(2), Vice President

Emilie D. Wrapp, Secretary

  

Michael B. Reyes, Senior Vice President

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.

501 Commerce Street

Nashville, TN 37203

 

Transfer Agent

AllianceBernstein
Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West

New York, NY 10001

 

1

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Municipal Bond Investment Team. Messrs. Hults, Norton and Potter are the investment professionals primarily responsible for the day-to-day management of the Fund’s Portfolio.

 

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MANAGEMENT OF THE FUND

 

Board of Trustees Information

The business and affairs of the Trust are managed under the direction of the Board of Trustees. Certain information concerning the Trust’s Trustee is set forth below.

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE
INTERESTED TRUSTEE    

Onur Erzan,#

46

(2021)

  Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE
INDEPENDENT TRUSTEES    
Marshall C. Turner, Jr.,##
Chairman of the Board
80
(2005)
  Private Investor since prior to 2017. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of the AB Funds since February 2014.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Jorge A. Bermudez,##

71

(2020)

  Private Investor since prior to 2017. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.     73     Moody’s Corporation since April 2011
     

Michael J. Downey,##
78

(2005)

  Private Investor since prior to 2017. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2017 until January 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities, Inc. He has served as a director or trustee of the AB Funds since 2005.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Nancy P. Jacklin,##
74
(2006)
  Private Investor since prior to 2017. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.     73     None
     

Jeanette W. Loeb,##
70

(2020)

  Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.     73    

Apollo Investment Corp. (business development company) since August 2011

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Carol C. McMullen,##

66
(2016)

  Managing Director of Slalom Consulting (consulting) since 2014, private investor and a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Garry L. Moody,##
70

(2008)

  Private Investor since prior to 2017. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.     73     None

 

*

The address for each of the Trust’s disinterested Trustees is c/o AllianceBernstein L.P., Attention: Legal and Compliance Department—Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

 

**

There is no stated term of office for the Trust’s Trustees.

 

***

The information above includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the Trust.

 

#

Mr. Erzan is an “interested person” of the Trust, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

 

##

Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

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MANAGEMENT OF THE FUND (continued)

 

Officers

Certain information concerning the Fund’s Officers is listed below.

 

NAME, ADDRESS*
AND AGE
   POSITION(S)
HELD WITH FUND
  

PRINCIPAL OCCUPATION

DURING PAST FIVE YEARS

Onur Erzan
46
   President and Chief Executive Officer    See biography above.
     

Terrance T. Hults

56

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Matthew J. Norton

39

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017. He is also Chief Investment Officer – Municipal Bonds.
     

Andrew D. Potter

37

   Vice President    Vice President of the Adviser,** with which he has been associated since prior to 2017.
     

Emilie D. Wrapp

66

   Secretary    Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2017.
     

Michael B. Reyes

45

   Senior Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Joseph J. Mantineo

63

   Treasurer and Chief Financial Officer    Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”)**, with which he has been associated since prior to 2017.
     

Phyllis J. Clarke

61

   Controller    Vice President of ABIS**, with which she has been associated since prior to 2017.
     

Vincent S. Noto

57

   Chief Compliance Officer    Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since prior to 2017.

 

*

The address for each of the Portfolio’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

 

**

The Adviser, ABI and ABIS are affiliates of the Trust.

The Trust’s Statement of Additional Information (“SAI”) has additional information about the Trust’s Trustees and Officers and is available without charge upon request. Contact your financial representative or ABI at (800)-227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2022, which covered the period January 1, 2021 through December 31, 2021 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended,

 

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was significantly recovered and improved compared to the prior reporting period which included extreme levels of price volatility and relative illiquidity beginning in March 2020 with COVID 19 impacts. As such, the Program operated in a relatively robust and benign liquidity environment experienced in markets during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Municipal Income Shares (the “Fund”) at a meeting held by video conference on November 2-4, 2021 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2019 and 2020 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and

 

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distribution expenses. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the underlying fund advised by the Adviser in which the Fund invests. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended July 31, 2021 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an

 

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arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by the Adviser that utilize investment strategies similar to those of the Fund.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

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This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1

Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy.

 

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NOTES

 

 

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LOGO

AB MUNICIPAL INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

MIS-0151-0422                 LOGO


APR    04.30.22

LOGO

ANNUAL REPORT

AB TAXABLE MULTI-SECTOR INCOME SHARES

 

LOGO

 

As of January 1, 2021, as permitted by new regulations adopted by the Securities and Exchange Commission, the Fund’s annual and semi-annual shareholder reports are no longer sent by mail, unless you specifically requested paper copies of the reports. Instead, the reports are made available on a website, and you will be notified by mail each time a report is posted and provided with a website address to access the report.

You may elect to receive all future reports in paper form free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports; if you invest directly with the Fund, you can call the Fund at (800) 221 5672. Your election to receive reports in paper form will apply to all funds held in your account with your financial intermediary or, if you invest directly, to all AB Mutual Funds you hold.


 

 

 
Investment Products Offered  

  Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We’re pleased to provide this report for AB Taxable Multi-Sector Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

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AB TAXABLE MULTI-SECTOR INCOME SHARES    |    1


 

ANNUAL REPORT

 

June 6, 2022

This report provides management’s discussion of fund performance for AB Taxable Multi-Sector Income Shares for the annual reporting period ended April 30, 2022. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The Fund’s investment objective is to generate income and price appreciation.

NAV RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     6 Months      12 Months  
AB TAXABLE MULTI-SECTOR INCOME SHARES      -2.96%        -2.98%  
Bloomberg US Aggregate ex Government Bond Index      -10.33%        -9.33%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg US Aggregate ex Government Bond Index, for the six- and 12-month periods ended April 30, 2022.

During both periods, the Fund outperformed the benchmark. Over the 12-month period, yield-curve positioning was the largest contributor, relative to the benchmark, as positioning on the five- to 30-year parts of the curve added more to returns than a loss from positioning on the two-year part of the curve. Security selection also contributed, mostly from selection within US municipal bonds, consumer noncyclical, banking, services and capital goods. Industry allocation added positively to results, since off-benchmark exposure to US Treasuries, no exposure to 30-year conventional mortgage-backed securities and an overweight to car loan asset-backed securities contributed more than losses from off-benchmark exposure to collateralized mortgage obligations and supranationals.

During the six-month period, positioning on the five- to 30-year parts of the yield curve contributed the most to returns, exceeding a loss from positioning on the two-year part of the curve. Security selection also added to performance, primarily from selection within US municipal bonds, consumer noncyclical, banking, consumer cyclical and capital goods. Industry allocation detracted from performance, as no exposure to mortgage-backed securities, overweights to US municipal bonds and consumer noncyclical and off-benchmark exposure to supranationals detracted more than gains from off-benchmark exposure to US Treasuries and an overweight to car loan asset-backed securities.

 

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During both periods, the Fund utilized derivatives in the form of interest rate swaps for hedging purposes, which had an immaterial impact on absolute returns, as well as credit default swaps for hedging and investment purposes, which added.

MARKET REVIEW AND INVESTMENT STRATEGY

During the 12-month period ended April 30, 2022, fixed-income government bond market yields increased rapidly, and bond prices fell in all developed markets. Government bond returns fell the most in the UK and Australia, and fell by the least in Japan. Most major central banks started the path of tightening monetary policy by raising short-term interest rates and ending bond purchases to combat high and persistent inflation. Inflation expectations worsened toward the end of the period when Russia invaded Ukraine, causing energy and agricultural prices to spike. Global inflation-linked bonds had positive returns and significantly outperformed nominal government bonds. In credit sectors, high-yield corporate bonds in the US and eurozone outperformed treasuries, while investment-grade corporate bonds underperformed respective treasury markets, except in the eurozone. Securitized assets generally outperformed corporate bonds. Emerging-market bonds lagged as the US dollar advanced against most developed- and emerging-market currencies. Brent crude oil prices surged from increased demand and as major oil producers limited production increases.

The Fund’s Senior Investment Management Team (the “Team”) continues to seek attractively priced securities through top-down and bottom-up research, while mitigating overall risk. The Team invests primarily in single-sector, investment-grade issues of global corporates but has leeway to invest in below investment-grade bonds as well.

INVESTMENT POLICIES

The Fund invests, under normal circumstances, at least 80% of its net assets in fixed-income securities. The Fund may invest in a broad range of securities in both developed and emerging markets. The Fund may invest across all fixed-income sectors, including corporate and US and non-US government securities. The Fund may invest up to 50% of its assets in below investment-grade bonds (“junk bonds”). The Fund expects to invest in readily marketable fixed-income securities with a range of maturities from short- to long-term.

The Fund may invest without limit in US dollar-denominated foreign fixed-income securities and may invest up to 50% of its assets in non-US dollar-denominated foreign fixed-income securities. These investments may include, in each case, developed- and emerging-market debt securities.

 

(continued on next page)

 

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The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.

The Fund may also invest in mortgage-related and other asset-backed securities; loan participations; inflation-indexed securities; structured securities; variable-, floating- and inverse-floating-rate instruments; and preferred stock, and may use other investment techniques. The Fund may use leverage for investment purposes. The Fund intends, among other things, to enter into transactions such as reverse repurchase agreements, forward contracts and dollar rolls. The Fund may invest, without limit, in derivatives, such as options, futures contracts, forwards or swap agreements.

Currencies can have a dramatic effect on returns of non-US dollar-denominated fixed-income securities, significantly adding to returns in some years and greatly diminishing them in others. The Adviser evaluates currency and fixed-income positions separately and may seek to hedge the currency exposure resulting from the Fund’s fixed-income securities positions when it finds the currency exposure unattractive. To hedge a portion of its currency risk, the Fund may from time to time invest in currency-related derivatives, including forward currency exchange contracts, futures contracts, options on futures contracts, swaps and options. The Adviser may also seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg US Aggregate ex Government Bond Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg US Aggregate ex Government Bond Index represents the performance of securities within the US investment-grade fixed-rate bond market, with index components for corporate securities, mortgage pass-through securities, asset-backed securities and commercial mortgage-backed securities. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest-rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

 

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DISCLOSURES AND RISKS (continued)

 

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Emerging-Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Mortgage-Related and/or Other Asset-Backed Securities Risk: Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by nongovernmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of

 

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DISCLOSURES AND RISKS (continued)

 

municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Sector Risk: The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk: To the extent the Fund uses leveraging techniques, its net asset value (“NAV”) may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

 

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DISCLOSURES AND RISKS (continued)

 

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

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HISTORICAL PERFORMANCE

 

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

4/30/2012 TO 4/30/2022

 

LOGO

This chart illustrates the total value of an assumed $10,000 investment in AB Taxable Multi-Sector Income Shares (from 4/30/2012 to 4/30/2022) as compared to the performance of the Fund’s benchmark.

 

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HISTORICAL PERFORMANCE (continued)

 

AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     NAV Returns  
1 Year      -2.98%  
5 Years      1.59%  
10 Years      1.56%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2022 (unaudited)

 

     NAV Returns  
1 Year      -2.08%  
5 Years      1.77%  
10 Years      1.74%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses, except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

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EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
November 1, 2021
    Ending
Account Value
April 30, 2022
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $   1,000     $ 970.40     $   – 0 –       0.00

Hypothetical**

  $ 1,000     $   1,024.79     $   – 0 –       0.00

 

*

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

**

Assumes 5% annual return before expenses.

 

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PORTFOLIO SUMMARY

April 30, 2022 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $297.2

 

 

 

LOGO

 

1

All data are as of April 30, 2022. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details).

 

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PORTFOLIO OF INVESTMENTS

April 30, 2022

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

CORPORATES - INVESTMENT GRADE – 66.8%

    

Industrial – 47.1%

 

Basic – 4.1%

 

Air Products and Chemicals, Inc.
1.50%, 10/15/2025

   $ 1,600     $ 1,500,336  

DuPont de Nemours, Inc.
4.205%, 11/15/2023

     2,200       2,230,250  

Eastman Chemical Co.
3.80%, 03/15/2025

     2,000       1,991,580  

EI du Pont de Nemours and Co.
1.70%, 07/15/2025

     1,265       1,193,970  

Georgia-Pacific LLC
0.625%, 05/15/2024(a)

     1,750       1,659,420  

Glencore Funding LLC
3.00%, 10/27/2022(a)

     225       225,558  

Linde, Inc./CT
2.65%, 02/05/2025

     2,250       2,210,625  

LyondellBasell Industries NV
5.75%, 04/15/2024

     1,140       1,177,552  
    

 

 

 
       12,189,291  
    

 

 

 

Capital Goods – 4.7%

 

Caterpillar Financial Services Corp.
0.536% (SOFR + 0.27%), 09/13/2024(b)

     1,000       992,590  

CNH Industrial Capital LLC
1.95%, 07/02/2023

     2,000       1,971,420  

Eaton Corp.
2.75%, 11/02/2022

     1,265       1,268,188  

General Dynamics Corp.
3.25%, 04/01/2025

     1,665       1,660,471  

Illinois Tool Works, Inc.
3.50%, 03/01/2024

     1,550       1,564,942  

John Deere Capital Corp.
0.402% (SOFR + 0.12%), 07/10/2023(b)

     1,000       996,400  

Parker-Hannifin Corp.
2.70%, 06/14/2024

     1,000       983,350  

Republic Services, Inc.
2.50%, 08/15/2024

     1,000       978,520  

Trane Technologies Luxembourg Finance SA
3.55%, 11/01/2024

     2,000       1,999,080  

Waste Management, Inc.
2.40%, 05/15/2023

     1,630       1,630,701  
    

 

 

 
       14,045,662  
    

 

 

 

Communications - Media – 1.4%

 

Omnicom Group, Inc./Omnicom Capital, Inc.
3.65%, 11/01/2024

     2,000       2,000,520  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

TWDC Enterprises 18 Corp.
2.35%, 12/01/2022

   $ 250     $ 250,137  

Walt Disney Co. (The)
1.65%, 09/01/2022

     500       499,465  

3.00%, 09/15/2022

     1,500       1,506,570  
    

 

 

 
       4,256,692  
    

 

 

 

Communications - Telecommunications – 1.7%

    

Rogers Communications, Inc.
3.00%, 03/15/2023

     2,000       2,004,260  

T-Mobile USA, Inc.
2.625%, 04/15/2026

     1,402       1,307,645  

Verizon Communications, Inc.
2.355%, 03/15/2032

     2,169       1,827,708  
    

 

 

 
       5,139,613  
    

 

 

 

Consumer Cyclical - Automotive – 1.3%

    

BMW Finance NV
2.25%, 08/12/2022(a)

     675       675,054  

General Motors Financial Co., Inc.
1.588%, 04/07/2025

     1,500       1,495,605  

5.10%, 01/17/2024

     1,500       1,532,565  
    

 

 

 
       3,703,224  
    

 

 

 

Consumer Cyclical - Entertainment – 0.6%

    

YMCA of Greater New York
2.303%, 08/01/2026

     1,765       1,648,722  
    

 

 

 

Consumer Cyclical - Other – 3.6%

    

DR Horton, Inc.
2.50%, 10/15/2024

     2,875       2,801,342  

Las Vegas Sands Corp.
3.20%, 08/08/2024

     2,885       2,770,610  

Lennar Corp.
4.50%, 04/30/2024

     3,025       3,070,556  

Marriott International, Inc./MD
3.75%, 03/15/2025

     1,075       1,077,258  

PulteGroup, Inc.
5.50%, 03/01/2026

     1,000       1,042,320  
    

 

 

 
       10,762,086  
    

 

 

 

Consumer Cyclical - Restaurants – 0.7%

    

Starbucks Corp.
1.30%, 05/07/2022

     2,000       1,999,860  
    

 

 

 

Consumer Cyclical - Retailers – 3.1%

    

AutoZone, Inc.
3.25%, 04/15/2025

     2,000       1,976,040  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Costco Wholesale Corp.
2.75%, 05/18/2024

   $ 1,000     $ 998,000  

Dollar Tree, Inc.
4.00%, 05/15/2025

     2,000       2,011,320  

NIKE, Inc.
2.40%, 03/27/2025

     2,250       2,198,408  

VF Corp.
2.40%, 04/23/2025

     1,670       1,615,324  

Walmart, Inc.
3.30%, 04/22/2024

     500       504,355  
    

 

 

 
       9,303,447  
    

 

 

 

Consumer Non-Cyclical – 10.4%

    

AbbVie, Inc.
2.30%, 11/21/2022

     1,325       1,325,119  

2.90%, 11/06/2022

     1,000       1,003,250  

AmerisourceBergen Corp.
0.737%, 03/15/2023

     1,065       1,049,132  

3.25%, 03/01/2025

     1,350       1,333,679  

Baxter International, Inc.
0.868%, 12/01/2023(a)

     2,300       2,212,646  

Baylor Scott & White Holdings
Series 2021
0.827%, 11/15/2025

     2,275       2,069,431  

Biogen, Inc.
3.625%, 09/15/2022

     1,479       1,487,001  

Bristol-Myers Squibb Co.
2.60%, 05/16/2022

     1,025       1,025,502  

Cardinal Health, Inc.
3.079%, 06/15/2024

     1,000       991,170  

3.20%, 03/15/2023

     1,000       1,003,500  

CommonSpirit Health
2.76%, 10/01/2024

     1,000       976,390  

CVS Health Corp.
2.75%, 12/01/2022

     2,175       2,181,199  

DH Europe Finance II Sarl
2.05%, 11/15/2022

     1,850       1,849,112  

Gilead Sciences, Inc.
3.70%, 04/01/2024

     1,300       1,308,671  

Hershey Co. (The)
0.90%, 06/01/2025

     1,300       1,212,991  

Newell Brands, Inc.
4.45%, 04/01/2026

     613       606,226  

4.875%, 06/01/2025

     183       185,110  

Philip Morris International, Inc.
3.375%, 08/11/2025

     2,000       1,985,860  

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Shire Acquisitions Investments Ireland DAC
2.875%, 09/23/2023

   $ 640     $ 638,355  

Tyson Foods, Inc.
3.95%, 08/15/2024

     3,000       3,025,080  

UPMC
Series D-1
3.60%, 04/03/2025

     2,250       2,243,318  

Zoetis, Inc.
3.25%, 02/01/2023

     1,000       1,003,980  
    

 

 

 
       30,716,722  
    

 

 

 

Energy – 3.6%

    

BP Capital Markets America, Inc.
3.194%, 04/06/2025

     2,000       1,981,260  

Chevron Corp.
1.141%, 05/11/2023

     1,665       1,643,039  

EQT Corp.
6.625%, 02/01/2025

     1,500       1,562,220  

Exxon Mobil Corp.
1.571%, 04/15/2023

     1,655       1,642,289  

2.992%, 03/19/2025

     2,000       1,982,420  

Phillips 66
0.90%, 02/15/2024

     1,900       1,825,824  
    

 

 

 
       10,637,052  
    

 

 

 

Services – 5.2%

    

Alibaba Group Holding Ltd.
3.60%, 11/28/2024

     1,000       995,680  

Amazon.com, Inc.
2.40%, 02/22/2023

     875       876,138  

2.50%, 11/29/2022

     1,305       1,308,197  

Booking Holdings, Inc.
3.65%, 03/15/2025

     1,000       1,002,990  

eBay, Inc.
2.75%, 01/30/2023

     1,500       1,502,715  

Enterprise Community Loan Fund, Inc.
Series 2018
3.685%, 11/01/2023

     1,180       1,187,446  

Mastercard, Inc.
2.00%, 03/03/2025

     2,250       2,187,382  

Moody’s Corp.
2.625%, 01/15/2023

     750       750,803  

4.875%, 02/15/2024

     500       512,920  

PayPal Holdings, Inc.
2.20%, 09/26/2022

     2,700       2,705,076  

Verisk Analytics, Inc.
4.00%, 06/15/2025

     2,500       2,512,775  
    

 

 

 
       15,542,122  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Technology – 6.7%

    

Alphabet, Inc.
3.375%, 02/25/2024

   $ 1,500     $ 1,518,390  

Apple, Inc.
2.40%, 05/03/2023

     1,250       1,251,912  

2.85%, 05/11/2024

     250       249,875  

3.00%, 02/09/2024

     1,400       1,405,376  

Autodesk, Inc.
4.375%, 06/15/2025

     800       812,000  

Baidu, Inc.
2.875%, 07/06/2022

     375       374,899  

Fidelity National Information Services, Inc.
0.375%, 03/01/2023

     2,250       2,205,405  

Fiserv, Inc.
2.75%, 07/01/2024

     1,000       983,220  

Hewlett Packard Enterprise Co.
1.45%, 04/01/2024

     1,715       1,651,682  

2.25%, 04/01/2023

     500       497,495  

International Business Machines Corp.
2.85%, 05/13/2022

     1,000       1,000,580  

Kyndryl Holdings, Inc.
2.05%, 10/15/2026(a)

     1,751       1,530,321  

Microchip Technology, Inc.
4.25%, 09/01/2025

     1,000       993,690  

Oracle Corp.
2.50%, 04/01/2025

     3,100       2,960,841  

QUALCOMM, Inc.
3.45%, 05/20/2025

     1,800       1,802,970  

salesforce.com, Inc.
3.25%, 04/11/2023

     625       629,663  
    

 

 

 
       19,868,319  
    

 

 

 
       139,812,812  
    

 

 

 

Financial Institutions – 18.0%

    

Banking – 14.1%

    

American Express Co.
3.40%, 02/27/2023

     1,300       1,310,569  

Bank of America Corp.
0.909% (BSBY 3 Month + 0.43%), 05/28/2024(b)

     1,000       995,140  

3.004%, 12/20/2023

     615       613,512  

3.093%, 10/01/2025

     1,250       1,225,250  

3.458%, 03/15/2025

     500       496,110  

Bank of New York Mellon Corp. (The)
2.661%, 05/16/2023

     1,000       1,000,290  

Barclays PLC
1.007%, 12/10/2024

     1,500       1,430,535  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    17


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Capital One Financial Corp.
3.90%, 01/29/2024

   $ 500     $ 502,625  

Citigroup, Inc.
1.678%, 05/15/2024

     1,000       985,570  

2.876%, 07/24/2023

     1,800       1,798,902  

Danske Bank A/S
1.863% (LIBOR 3 Month + 1.06%), 09/12/2023(a)(b)

     2,250       2,256,975  

Goldman Sachs Group, Inc. (The)
2.905%, 07/24/2023

     1,500       1,499,430  

2.908%, 06/05/2023

     1,300       1,299,779  

HSBC Holdings PLC
1.645%, 04/18/2026

     2,210       2,048,294  

ING Groep NV
1.292% (SOFR + 1.01%), 04/01/2027(b)

     1,350       1,322,987  

JPMorgan Chase & Co.
0.768% (SOFR + 0.54%), 06/01/2025(b)

     1,300       1,279,759  

1.514%, 06/01/2024

     1,800       1,770,804  

3.797%, 07/23/2024

     725       727,900  

KeyBank NA/Cleveland OH
0.423%, 01/03/2024

     2,000       1,966,660  

Lloyds Banking Group PLC
1.326%, 06/15/2023

     1,350       1,347,327  

Mitsubishi UFJ Financial Group, Inc.
1.412%, 07/17/2025

     2,300       2,124,786  

Mizuho Financial Group, Inc.
1.241%, 07/10/2024

     2,000       1,949,440  

Morgan Stanley
2.72%, 07/22/2025

     1,000       973,800  

3.737%, 04/24/2024

     2,000       1,999,720  

Nationwide Building Society
4.363%, 08/01/2024(a)

     200       201,570  

Natwest Group PLC
4.269%, 03/22/2025

     2,000       2,001,180  

Sumitomo Mitsui Financial Group, Inc.
2.784%, 07/12/2022

     2,000       2,004,780  

Toronto-Dominion Bank (The)
0.611% (SOFR + 0.35%), 09/10/2024(b)

     2,000       1,980,220  

Wells Fargo & Co.
2.188%, 04/30/2026

     1,850       1,747,787  

2.406%, 10/30/2025

     1,150       1,105,633  
    

 

 

 
       41,967,334  
    

 

 

 

Brokerage – 1.0%

    

Charles Schwab Corp. (The)
0.781% (SOFR + 0.50%), 03/18/2024(b)

     3,000       2,990,880  
    

 

 

 

 

18    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Finance – 1.5%

    

AerCap Ireland Capital DAC/AerCap Global Aviation Trust
1.65%, 10/29/2024

   $ 1,000     $ 930,920  

2.45%, 10/29/2026

     1,000       891,430  

Air Lease Corp.
2.30%, 02/01/2025

     1,000       947,830  

3.875%, 07/03/2023

     300       300,972  

Aircastle Ltd.
4.125%, 05/01/2024

     1,500       1,491,345  
    

 

 

 
       4,562,497  
    

 

 

 

REITs – 1.4%

    

American Tower Corp.
3.375%, 05/15/2024

     2,100       2,089,563  

Host Hotels & Resorts LP
Series E
4.00%, 06/15/2025

     1,002       993,533  

Simon Property Group LP
3.50%, 09/01/2025

     1,000       992,650  
    

 

 

 
       4,075,746  
    

 

 

 
       53,596,457  
    

 

 

 

Utility – 1.7%

    

Natural Gas – 0.7%

    

Southern Co. Gas Capital Corp.
2.45%, 10/01/2023

     2,200       2,178,770  
    

 

 

 

Other Utility – 1.0%

    

American Water Capital Corp.
3.40%, 03/01/2025

     1,135       1,132,129  

3.85%, 03/01/2024

     1,650       1,665,642  
    

 

 

 
       2,797,771  
    

 

 

 
       4,976,541  
    

 

 

 

Total Corporates – Investment Grade
(cost $206,314,388)

       198,385,810  
    

 

 

 
    

LOCAL GOVERNMENTS - US MUNICIPAL BONDS – 15.5%

    

United States – 15.5%

    

Antonio B Won Pat International Airport Authority
Series 2021-A
2.499%, 10/01/2025

     740       696,227  

California State University
Series 2021-B
0.862%, 11/01/2025

     2,000       1,832,348  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    19


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Central Texas Turnpike System
Series 2020-B
1.98%, 08/15/2042

   $ 1,000     $ 998,822  

Chicago O’Hare International Airport
Series 2020-D
1.168%, 01/01/2024

     2,000       1,936,332  

City & County of Denver CO Airport System Revenue
Series 2020-C
1.115%, 11/15/2024

     750       708,633  

City of Glendale AZ
(City of Glendale AZ COP)
Series 2021
0.897%, 07/01/2024

     3,000       2,861,636  

City of Houston TX Airport System Revenue
Series 2020-C
1.272%, 07/01/2024

     1,000       961,452  

City of Jacksonville FL
(City of Jacksonville FL Lease)
Series 2020-C
0.594%, 10/01/2023

     1,500       1,459,933  

City of New York NY
Series 2021-D
0.59%, 08/01/2023

     1,625       1,580,959  

0.982%, 08/01/2025

     380       351,811  

Colorado Health Facilities Authority
(Sanford Obligated Group)
Series 2019-B
2.237%, 11/01/2022

     100       100,343  

2.396%, 11/01/2023

     1,050       1,046,317  

County of Broward FL Airport System Revenue
Series 2019-C
2.384%, 10/01/2026

     1,000       951,834  

County of Riverside CA
Series 2020
2.363%, 02/15/2023

     200       198,523  

Florida Development Finance Corp.
Series 2021
0.30%, 12/01/2056

     860       857,758  

Florida Municipal Power Agency
(Florida Municipal Power Agency All-Requirements Power Supply Project Revenue)
Series 2021
1.425%, 10/01/2026

     1,000       916,103  

 

20    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Golden State Tobacco Securitization Corp.
Series 2021
1.85%, 06/01/2031

   $ 1,500     $ 1,484,751  

Inland Empire Tobacco Securitization Corp.
Series 2019
3.678%, 06/01/2038

     900       873,997  

Kansas Development Finance Authority
(State of Kansas Department of Administration Lease)
Series 2021-K
0.407%, 05/01/2023

     1,415       1,388,715  

Massachusetts Development Finance Agency
(Berklee College of Music, Inc.)
Series 2020
1.494%, 10/01/2023

     385       375,524  

Metropolitan Pier & Exposition Authority
Series 2022
3.00%, 06/15/2024

     1,000       999,573  

Metropolitan Transportation Authority
Series 2019-A
5.00%, 11/15/2048

     2,000       2,096,558  

Michigan Finance Authority
(Michigan Finance Authority School Loan Revolving Fund)
Series 2019
2.366%, 09/01/2049

     1,000       998,624  

Municipal Electric Authority of Georgia
Series 2021
1.897%, 01/01/2027

     385       355,087  

New Jersey Economic Development Authority
(New Jersey Economic Development Authority State Lease)
Series 2019-H
5.25%, 09/01/2022(a)

     1,000       1,012,199  

Series 2021-G
5.25%, 09/01/2023(a)

     1,440       1,491,928  

New Jersey Turnpike Authority
Series 2021-B
0.638%, 01/01/2024

     1,000       959,345  

0.897%, 01/01/2025

     2,000       1,867,377  

New York State Urban Development Corp.
(State of New York Pers Income Tax)
Series 2020-F
0.87%, 03/15/2025

     1,400       1,300,568  

Ohio Turnpike & Infrastructure Commission
Series 2020
1.746%, 02/15/2023

     700       697,575  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    21


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Pennsylvania Turnpike Commission
Series 2019
2.556%, 12/01/2025

   $ 760     $ 739,776  

Port of Portland OR Airport Revenue
Series 2020-T
0.80%, 07/01/2022

     600       599,518  

1.00%, 07/01/2023

     1,200       1,175,866  

Reedy Creek Improvement District
Series 2020-A
1.549%, 06/01/2023

     700       686,841  

State Board of Administration Finance Corp.
Series 2020-A
1.258%, 07/01/2025

     1,010       944,154  

State of Connecticut
Series 2021-A
0.309%, 06/01/2023

     150       146,638  

0.508%, 06/01/2024

     1,000       948,635  

State of Hawaii Airports System Revenue
Series 2020-E
1.392%, 07/01/2025

     1,000       936,213  

Tobacco Settlement Finance Authority/WV
Series 2020
3.00%, 06/01/2035

     1,990       1,982,015  

University of California
Series 2022-S
5.00%, 05/15/2024

     2,500       2,631,842  

Virginia Small Business Financing Authority
(Capital Beltway Express LLC)
Series 2022
2.00%, 12/31/2023

     2,000       2,000,451  
    

 

 

 

Total Local Governments – US Municipal Bonds
(cost $48,016,606)

       46,152,801  
    

 

 

 
    

GOVERNMENTS - TREASURIES – 8.7%

    

United States – 8.7%

    

U.S. Treasury Notes
1.00%, 12/15/2024
(cost $27,024,102)

     27,000       25,747,031  
    

 

 

 
    

ASSET-BACKED SECURITIES – 3.9%

    

Autos - Fixed Rate – 3.2%

    

CarMax Auto Owner Trust
Series 2021-1, Class C
0.94%, 12/15/2026

     500       463,779  

 

22    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Carvana Auto Receivables Trust
Series 2021-N1, Class C
1.30%, 01/10/2028

   $ 1,170     $ 1,146,606  

CPS Auto Receivables Trust
Series 2021-A, Class C
0.83%, 09/15/2026(a)

     500       489,344  

Series 2021-B, Class C
1.23%, 03/15/2027(a)

     1,000       966,869  

DT Auto Owner Trust
Series 2021-1A, Class C
0.84%, 10/15/2026(a)

     500       482,847  

Exeter Automobile Receivables Trust
Series 2021-1A, Class C
0.74%, 01/15/2026

     2,000       1,960,830  

Foursight Capital Automobile Receivables Trust
Series 2021-1, Class C
1.02%, 09/15/2026(a)

     850       807,938  

JPMorgan Chase Bank NA – CACLN
Series 2021-1, Class B
0.875%, 09/25/2028(a)

     1,186       1,160,966  

Westlake Automobile Receivables Trust
Series 2021-1A, Class C
0.95%, 03/16/2026(a)

     2,000       1,938,769  
    

 

 

 
       9,417,948  
    

 

 

 

Other ABS - Fixed Rate – 0.7%

    

Affirm Asset Securitization Trust
Series 2021-A, Class A
0.88%, 08/15/2025(a)

     800       795,226  

Series 2021-Z1, Class A
1.07%, 08/15/2025(a)

     543       533,187  

Domino’s Pizza Master Issuer LLC
Series 2021-1A, Class A2I
2.662%, 04/25/2051(a)

     792       712,185  

Upstart Securitization Trust
Series 2021-1, Class A
0.87%, 03/20/2031(a)

     211       209,316  
    

 

 

 
       2,249,914  
    

 

 

 

Total Asset-Backed Securities
(cost $12,051,637)

       11,667,862  
    

 

 

 
    

COMMERCIAL MORTGAGE-BACKED SECURITIES – 1.1%

    

Non-Agency Floating Rate CMBS – 0.8%

    

BAMLL Commercial Mortgage Securities Trust
Series 2017-SCH, Class AF
1.555% (LIBOR 1 Month + 1.00%), 11/15/2033(a)(b)

     1,000       950,229  

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    23


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

DBWF Mortgage Trust
Series 2018-GLKS, Class A
1.584% (LIBOR 1 Month + 1.03%), 12/19/2030(a)(b)

   $ 1,000     $ 984,962  

Invitation Homes Trust
Series 2018-SFR4, Class A
1.654% (LIBOR 1 Month + 1.10%), 01/17/2038(a)(b)

     319       317,843  
    

 

 

 
       2,253,034  
    

 

 

 

Non-Agency Fixed Rate CMBS – 0.3%

    

GS Mortgage Securities Trust
Series 2013-G1, Class A1
2.059%, 04/10/2031(a)

     79       79,090  

JPMorgan Chase Commercial Mortgage Securities Trust
Series 2012-LC9, Class AS
3.353%, 12/15/2047(a)

     750       749,040  

LSTAR Commercial Mortgage Trust
Series 2016-4, Class A2
2.579%, 03/10/2049(a)

     84       83,815  
    

 

 

 
       911,945  
    

 

 

 

Total Commercial Mortgage-Backed Securities
(cost $3,213,482)

       3,164,979  
    

 

 

 
    

COLLATERALIZED MORTGAGE OBLIGATIONS – 0.6%

    

Risk Share Floating Rate – 0.6%

    

Bellemeade Re Ltd.
Series 2019-3A, Class M1B
2.268% (LIBOR 1 Month + 1.60%), 07/25/2029(a)(b)

     203       203,206  

Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes
Series 2014-DN3, Class M3
4.668% (LIBOR 1 Month + 4.00%), 08/25/2024(b)

     41       41,812  

Series 2015-DNA1, Class M3
3.968% (LIBOR 1 Month + 3.30%), 10/25/2027(b)

     64       64,679  

Series 2019-DNA3, Class M2
2.718% (LIBOR 1 Month + 2.05%), 07/25/2049(a)(b)

     42       42,226  

Federal National Mortgage Association Connecticut Avenue Securities
Series 2014-C01, Class M2
5.068% (LIBOR 1 Month + 4.40%), 01/25/2024(b)

     139       143,585  

 

24    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Series 2014-C03, Class 2M2
3.568% (LIBOR 1 Month + 2.90%), 07/25/2024(b)

   $ 66     $ 66,204  

Series 2016-C01, Class 1M2
7.418% (LIBOR 1 Month + 6.75%), 08/25/2028(b)

     265       283,244  

Series 2016-C02, Class 1M2
6.668% (LIBOR 1 Month + 6.00%), 09/25/2028(b)

     253       266,288  

Series 2016-C03, Class 1M2
5.968% (LIBOR 1 Month + 5.30%), 10/25/2028(b)

     138       143,443  

Series 2016-C06, Class 1M2
4.918% (LIBOR 1 Month + 4.25%), 04/25/2029(b)

     116       121,626  

Series 2016-C07, Class 2M2
5.018% (LIBOR 1 Month + 4.35%), 05/25/2029(b)

     126       131,452  

Series 2017-C06, Class 2M2
3.468% (LIBOR 1 Month + 2.80%), 02/25/2030(b)

     149       151,441  
    

 

 

 
       1,659,206  
    

 

 

 

Agency Fixed Rate – 0.0%

    

Federal Home Loan Mortgage Corp. REMICs
Series 4029, Class LD
1.75%, 01/15/2027

     83       82,431  

Series 4459, Class CA
5.00%, 12/15/2034

     23       24,213  
    

 

 

 
       106,644  
    

 

 

 

Total Collateralized Mortgage Obligations
(cost $1,747,216)

       1,765,850  
    

 

 

 
    

CORPORATES - NON-INVESTMENT GRADE – 0.3%

    

Industrial – 0.3%

    

Consumer Cyclical - Automotive – 0.3%

    

Ford Motor Credit Co. LLC
4.95%, 05/28/2027
(cost $779,101)

     779       757,344  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 2.0%

 

Investment Companies – 1.7%

 

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.22%(c)(d)(e)
(cost $5,197,743)

     5,197,743       5,197,743  
    

 

 

 

 

abfunds.com  

AB TAXABLE MULTI-SECTOR INCOME SHARES    |    25


 

PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Short-Term Municipal Notes – 0.3%

 

California – 0.3%

 

Golden State Tobacco Securitization Corp.
Series 2021
0.502%, 06/01/2022
(cost $1,000,000)

   $ 1,000     $ 999,388  
    

 

 

 

Total Short-Term Investments
(cost $6,197,743)

       6,197,131  
    

 

 

 

Total Investments – 98.9%
(cost $305,344,275)

       293,838,808  

Other assets less liabilities – 1.1%

       3,327,372  
    

 

 

 

Net Assets – 100.0%

     $ 297,166,180  
    

 

 

 

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

     

Rate Type

     

Notional

Amount

(000)

    Termination
Date
    Payments
made
by the
Fund
  Payments
received
by the
Fund
 

Payment

Frequency

Paid/

Received

  Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 
USD     44,000       01/31/2024    

1 Day

SOFR

  1.031%   Annual   $   (1,138,482   $   – 0  –    $   (1,138,482
USD     20,000       03/31/2027     1.478%  

1 Day

SOFR

  Annual     1,134,281       – 0  –      1,134,281  
           

 

 

   

 

 

   

 

 

 
            $ (4,201   $ – 0  –    $ (4,201
           

 

 

   

 

 

   

 

 

 

CREDIT DEFAULT SWAPS (see Note C)

 

Swap Counterparty &
Referenced Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
April 30,
2022
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Sale Contracts

 

Citigroup Global Markets, Inc.

 

CDX-CMBX.NA.A Series 6, 05/11/2063*

    2.00     Monthly       7.50   USD   2,200     $   (198,806   $ 19,797     $   (218,603

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 30       (7,255     (2,835     (4,420

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 55       (13,376     (7,177     (6,199

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 169       (40,810       (15,703     (25,107

 

26    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


 

PORTFOLIO OF INVESTMENTS (continued)

 

Swap Counterparty &
Referenced Obligation
  Fixed
Rate
(Pay)
Receive
    Payment
Frequency
    Implied
Credit
Spread at
April 30,
2022
    Notional
Amount
(000)
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

Credit Suisse International

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00 %       Monthly       7.50 %     USD 17     $ (4,081   $ (1,609   $ (2,472

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 210       (50,786     (20,053     (30,733

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 314       (75,951     (29,219     (46,732

Goldman Sachs International

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD 273       (65,974     (24,636     (41,338

JPMorgan Securities, LLC

 

CDX-CMBX.NA.BBB- Series 6, 05/11/2063*

    3.00       Monthly       7.50     USD   1,000       (241,683     (143,990     (97,693
         

 

 

   

 

 

   

 

 

 
          $   (698,722   $   (225,425   $   (473,297
         

 

 

   

 

 

   

 

 

 

 

*

Termination date

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At April 30, 2022, the aggregate market value of these securities amounted to $22,772,729 or 7.7% of net assets.

 

(b)

Floating Rate Security. Stated interest/floor/ceiling rate was in effect at April 30, 2022.

 

(c)

Affiliated investments.

 

(d)

To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

 

(e)

The rate shown represents the 7-day yield as of period end.

Glossary:

ABS – Asset-Backed Securities

BSBY – Bloomberg Short-Term Bank Yield Index

CDX-CMBX.NA – North American Commercial Mortgage-Backed Index

CMBS – Commercial Mortgage-Backed Securities

COP – Certificate of Participation

LIBOR – London Interbank Offered Rate

REIT – Real Estate Investment Trust

REMICs – Real Estate Mortgage Investment Conduits

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

April 30, 2022

 

Assets   

Investments in securities, at value

  

Unaffiliated issuers (cost $300,146,532)

   $ 288,641,065  

Affiliated issuers (cost $5,197,743)

     5,197,743  

Cash collateral due from broker

     898,551  

Interest receivable

     1,699,307  

Receivable for investment securities sold

     1,207,845  

Receivable for shares of beneficial interest sold

     804,485  

Affiliated dividends receivable

     693  

Receivable due from Adviser

     344  

Other assets

     1,865  
  

 

 

 

Total assets

     298,451,898  
  

 

 

 
Liabilities   

Market value on credit default swaps (net premiums received $225,425)

     698,722  

Dividends payable

     334,571  

Payable for shares of beneficial interest redeemed

     247,634  

Payable for variation margin on centrally cleared swaps

     4,791  
  

 

 

 

Total liabilities

     1,285,718  
  

 

 

 

Net Assets

   $ 297,166,180  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 310  

Additional paid-in capital

     308,821,288  

Accumulated loss

     (11,655,418
  

 

 

 

Net Assets

   $     297,166,180  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 30,987,938 common shares outstanding)

   $ 9.59  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Year Ended April 30, 2022

 

Investment Income      

Interest

   $     3,153,548     

Dividends—Affiliated issuers

     2,748     

Other income(a)

     7,228     
  

 

 

    

Total investment income

      $ 3,163,524  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain on:

     

Investment transactions

        40,645  

Swaps

        959,952  

Net change in unrealized appreciation/depreciation of:

     

Investments

        (13,243,136

Swaps

        (423,267
     

 

 

 

Net loss on investment transactions

            (12,665,806
     

 

 

 

Net Decrease in Net Assets from Operations

      $ (9,502,282
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
 
Increase (Decrease) in Net Assets from Operations     

Net investment income

   $ 3,163,524     $ 3,616,796  

Net realized gain on investment transactions

     1,000,597       1,469,672  

Net change in unrealized appreciation/depreciation of investments

     (13,666,403     2,003,959  
  

 

 

   

 

 

 

Net increase (decrease) in net assets from operations

     (9,502,282     7,090,427  

Distribution to Shareholders

     (4,804,206     (3,803,987
Transactions in Shares of Beneficial Interest     

Net increase

     5,600,368       124,077,921  
  

 

 

   

 

 

 

Total increase (decrease)

     (8,706,120     127,364,361  
Net Assets     

Beginning of period

     305,872,300       178,507,939  
  

 

 

   

 

 

 

End of period

   $     297,166,180     $     305,872,300  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

April 30, 2022

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Taxable Multi-Sector Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over the counter (“OTC”) market put or call options are valued at the mid level

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

   

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Valuations of mortgage-backed or other asset-backed securities, by pricing vendors, are based on both proprietary and industry recognized models and discounted cash flow techniques. Significant inputs to the valuation of these instruments are value of the collateral, the rates and timing of delinquencies, the rates and timing of prepayments, and default and loss expectations, which are driven in part by housing prices for residential mortgages. Significant inputs are determined based on relative value

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices. Mortgage and asset-backed securities for which management has collected current observable data through pricing services are generally categorized within Level 2. Those investments for which current observable data has not been provided are classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of April 30, 2022:

 

Investments in

Securities:

  Level 1     Level 2     Level 3     Total  

Assets:

 

Corporates—Investment Grade

  $ – 0  –    $ 198,385,810     $ – 0  –    $ 198,385,810  

Local Governments—US Municipal Bonds

    – 0  –      46,152,801       – 0  –      46,152,801  

Governments—Treasuries

    – 0  –      25,747,031       – 0  –      25,747,031  

Asset-Backed Securities

    – 0  –      11,667,862       – 0  –      11,667,862  

Commercial Mortgage-Backed Securities

    – 0  –      3,164,979       – 0  –      3,164,979  

Collateralized Mortgage Obligations

    – 0  –      1,765,850       – 0  –      1,765,850  

Corporates—Non-Investment Grade

    – 0  –      757,344       – 0  –      757,344  

Short-Term Investments:

       

Investment Companies

    5,197,743       – 0  –      – 0  –      5,197,743  

Short-Term Municipal Notes

    – 0  –      999,388       – 0  –      999,388  
 

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

    5,197,743       288,641,065       – 0  –      293,838,808  

Other Financial Instruments(a):

       

Assets:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      1,134,281       – 0  –      1,134,281 (b) 

Liabilities:

       

Centrally Cleared Interest Rate Swaps

    – 0  –      (1,138,482     – 0  –      (1,138,482 )(b) 

Credit Default Swaps

    – 0  –      (698,722     – 0  –      (698,722
 

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   5,197,743     $   287,938,142     $   – 0  –    $   293,135,885  
 

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

(b)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the Advisory Agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The Advisory Agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended April 30, 2022, such reimbursement amounted to $7,228.

A summary of the Fund’s transactions in AB mutual funds for the year ended April 30, 2022 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
4/30/22
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     2,862     $     137,881     $     135,545     $     5,198     $     3  

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended April 30, 2022 were as follows:

 

     Purchases      Sales  

Investment securities (excluding U.S. government securities)

   $     100,171,961      $     116,430,657  

U.S. government securities

     37,022,969        16,364,637  

The cost of investments for federal income tax purposes,, gross unrealized appreciation and unrealized depreciation are as follows:

 

Cost

   $ 305,629,910  
  

 

 

 

Gross unrealized appreciation

   $ 1,659,974  

Gross unrealized depreciation

     (13,463,871
  

 

 

 

Net unrealized depreciation

   $     (11,803,897
  

 

 

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining market exposures, making direct investments in foreign currencies, as described below under “Currency Transactions.” A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended April 30, 2022, the Fund held interest rate swaps for hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap, the Fund receives/(pays) fixed payments from/(to) the respective counterparty, calculated at the agreed upon rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the

 

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swap less the recovery value of the referenced obligation. In certain circumstances Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same referenced obligations with the same counterparty.

Credit default swaps may involve greater risks than if a Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose the payments it made to its counterparty. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a net loss to the Fund.

Implied credit spreads over U.S. Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect of the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference obligation also reflects the cost of buying/selling protection and may reflect upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced obligation’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced obligation.

During the year ended April 30, 2022, the Fund held credit default swaps for hedging and non-hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of

 

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default or termination. In the event of a default by an OTC counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the year ended April 30, 2022, the Fund had entered into the following derivatives:

 

   

Asset Derivatives

   

Liability Derivatives

 

Derivative Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

1,134,281

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

1,138,482

Credit contracts

      Market value on credit default swaps     698,722  
   

 

 

     

 

 

 

Total

    $   1,134,281       $   1,837,204  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities.

This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain
or (Loss) on
Derivatives Within
Statement of
Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ 832,541     $ (511,235

Credit contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps     127,411       87,968  
   

 

 

   

 

 

 

Total

    $   959,952     $   (423,267
   

 

 

   

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended April 30, 2022:

 

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $   54,037,692  

Credit Default Swaps:

  

Average notional amount of buy contracts

   $ 1,665,000 (a) 

Average notional amount of sale contracts

   $ 4,641,418  

 

(a)

Positions were open for ten months during the year.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of April 30, 2022. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

  Derivative
Liabilities
Subject to a
MA
    Derivatives
Available
for Offset
    Cash
Collateral
Pledged*
    Security
Collateral
Pledged*
    Net Amount
of Derivative
Liabilities
 

Citigroup Global Markets, Inc.

  $ 260,247     $ – 0  –    $ (260,247   $ – 0  –    $ – 0  – 

Credit Suisse International

    130,818       – 0  –      – 0  –      – 0  –      130,818  

Goldman Sachs International

    65,974       – 0  –      – 0  –      – 0  –      65,974  

JPMorgan Securities, LLC

    241,683       – 0  –      (241,683     – 0  –      – 0  – 
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $     698,722     $     – 0  –    $     (501,930   $     – 0  –    $     196,792
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

*

The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

 

^

Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and other options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present

 

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attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

             
     Shares           Amount        
    

Year Ended
April 30,

2022

    

Year Ended
April 30,

2021

         

Year Ended
April 30,

2022

   

Year Ended
April 30,

2021

       
  

 

 

   

Shares sold

     11,055,833        18,280,760       $ 109,716,305     $ 182,765,155    

 

   

Shares issued in reinvestment of dividends and distributions

     1        – 0  –        10       – 0  –   

 

   

Shares redeemed

     (10,538,231      (5,854,027       (104,115,947     (58,687,234  

 

   

Net increase

     517,603        12,426,733       $ 5,600,368     $ 124,077,921    

 

   

NOTE E

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with

 

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longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Foreign (Non-U.S.) RiskInvestments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be more difficult to trade due to adverse market, economic, political, regulatory or other factors.

Emerging Market Risk—Investments in emerging market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Mortgage-Related and/or Other Asset-Backed Securities Risk—Investments in mortgage-related and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by non-governmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant

 

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effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Sector Risk—The Fund may have more risk because it may invest to a significant extent in one or more particular market sectors. To the extent it does so, market or economic factors affecting the relevant sector(s) could have a major effect on the value of the Fund’s investments.

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The

 

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use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

 

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Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended April 30, 2022.

NOTE G

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended April 30, 2022 and April 30, 2021 were as follows:

 

     2022      2021  

Distributions paid from:

  

Ordinary income

   $ 3,392,140      $ 3,756,471  

Net long-term capital gains

     1,412,066        47,516  
  

 

 

    

 

 

 

Total taxable distributions paid

   $     4,804,206      $     3,803,987  
  

 

 

    

 

 

 

As of April 30, 2022, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed capital gains

   $ 485,962  

Unrealized appreciation/(depreciation)

     (11,806,809 )(a) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     (11,320,847 )(b) 
  

 

 

 

 

(a)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of callable bonds, the tax treatment of swaps, and the tax deferral of losses on wash sales.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

(b)

The difference between book-basis and tax-basis components of accumulated earnings/(deficit) are attributable primarily to dividends payable.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2022, the Fund did not have any capital loss carryforwards.

During the current fiscal year, there were no permanent differences that resulted in adjustments to accumulated loss or additional paid-in capital.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Year Ended April 30,  
    2022     2021     2020     2019     2018  
 

 

 

 

Net asset value, beginning of period

    $  10.04       $  9.89       $  9.82       $  9.70       $  9.84  
 

 

 

 

Income From Investment Operations

         

Net investment income(a)

    .10       .14       .24       .25       .20  

Net realized and unrealized gain (loss) on investment transactions

    (.39     .16       .09       .13       (.14
 

 

 

 

Net increase (decrease) in net asset value from operations

    (.29     .30       .33       .38       .06  
 

 

 

 

Less: Dividends

         

Dividends from net investment income

    (.12     (.15     (.26     (.26     (.20

Distributions from net realized gain on investment transactions

    (.04     – 0  –      – 0  –      – 0  –      – 0  – 
 

 

 

 

Net asset value, end of period

    $  9.59       $  10.04       $  9.89       $  9.82       $  9.70  
 

 

 

 

Total Return

         

Total investment return based on net asset value(b)

    (2.98 )%      3.02  %      3.43  %      4.00  %      .65  % 

Ratios/Supplemental Data

         

Net assets, end of period (000’s omitted)

    $297,166       $305,872       $178,508       $154,300       $129,628  

Ratio to average net assets of:

         

Expenses

    .00  %      .00  %      .01  %(c)      .00  %      .00  % 

Net investment income

    1.03  %      1.36  %      2.47  %      2.62  %      2.05  % 

Portfolio turnover rate

    45  %      74  %      124  %      45  %      81  % 

 

(a)

Based on average shares outstanding.

 

(b)

Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

(c)

The expense ratio, excluding bank overdraft expense, is .00%.

See notes to financial statements

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees of AB Taxable Multi-Sector Income Shares:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Taxable Multi-Sector Income Shares (the “Fund”) (one of the series constituting AB Corporate Shares (the “Trust”)), including the portfolio of investments, as of April 30, 2022, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the series constituting AB Corporate Shares) at April 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

 

disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

June 24, 2022

 

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2022 FEDERAL TAX INFORMATION

(unaudited)

 

For Federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during the taxable year ended April 30, 2022.

For foreign shareholders, 91.96% of ordinary dividends paid may be considered to be qualifying to be taxed as interest-related dividends. The Fund designates $1,412,066 of dividends paid as long-term capital gain dividends.

Shareholders should not use the above information to prepare their income tax returns. The information necessary to complete your income tax returns will be included with your Form 1099-DIV which will be sent to you separately in January 2023.

 

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),
Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President and

Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

OFFICERS

Scott A. DiMaggio(2), Vice President

Janaki Rao(2), Vice President

Emilie D. Wrapp, Secretary

Michael B. Reyes, Senior Vice President

  

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
501 Commerce Street
Nashville, TN 37203

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West

New York, NY 10001

 

1

Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Core Fixed-Income Team. Messrs. DiMaggio and Rao are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

 

 

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TRUSTEES AND OFFICERS INFORMATION

 

Board of Trustees Information

The business and affairs of the Fund are managed under the direction of the Board of Trustees. Certain information concerning the Fund’s Trustees is set forth below.

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INTERESTED TRUSTEE      

Onur Erzan,#

46

(2021)

  Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEES
     

Marshall C. Turner, Jr.,##

Chairman of the Board

80

(2005)

  Private Investor since prior to 2017. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of the AB Funds since February 2014.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEES
(continued)
     

Jorge A. Bermudez,##

71

(2020)

  Private Investor since prior to 2017. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.     73   Moody’s Corporation since April 2011
     

Michael J. Downey,##

78

(2005)

  Private Investor since prior to 2017. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2017 until January 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities, Inc. He has served as a director or trustee of the AB Funds since 2005.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEES
(continued)
     

Nancy P. Jacklin,##

74

(2006)

  Private Investor since prior to 2017. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.     73     None
     

Jeanette W. Loeb,##

70

(2020)

  Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.     73     Apollo Investment Corp. (business development company) since August 2011

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEES
(continued)
     

Carol C. McMullen,##

66

(2016)

  Managing Director of Slalom Consulting (consulting) since 2014, private investor and a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.     73     None

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

NAME,
ADDRESS*, AGE,
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S)
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIP
CURRENTLY HELD
BY TRUSTEE
INDEPENDENT TRUSTEES
(continued)
     

Garry L. Moody,##

70

(2008)

  Private Investor since prior to 2017. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.     73     None

 

*

The address for each of the Trust’s disinterested Trustees is c/o AllianceBernstein L.P., Attention: Legal and Compliance Department—Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

 

**

There is no stated term of office for the Trust’s Trustees.

 

***

The information above includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the Trust.

 

#

Mr. Erzan is an “interested person” of the Trust as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

 

##

Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

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TRUSTEES AND OFFICERS INFORMATION (continued)

 

Officer Information

Certain information concerning the Trust’s officers is set forth below.

 

NAME, ADDRESS,*

AND AGE

  

POSITION(S)

HELD WITH FUND

   PRINCIPAL OCCUPATION
DURING PAST FIVE YEARS
OFFICERS      

Onur Erzan

46

   President and Chief Executive Officer    See biography above.
     

Scott A. DiMaggio

50

   Vice President    Senior Vice President of the Adviser**, with which he had been associated since prior to 2017. He is also Co-Head of Fixed Income.
     

Janaki Rao

51

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017. He is also Director of US Multi-Sector Fixed-Income Portfolios.
     

Emilie D. Wrapp

66

   Secretary    Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2017.
     

Michael B. Reyes

45

   Senior Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Joseph J. Mantineo

63

   Treasurer and Chief Financial Officer    Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”)**, with which he has been associated since prior to 2017.
     

Phyllis J. Clarke

61

   Controller    Vice President of ABIS**, with which she has been associated since prior to 2017.
     

Vincent S. Noto

57

   Chief Compliance Officer    Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since prior to 2017.

 

*

The address for each of the Portfolio’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

 

**

The Adviser, ABI and ABIS are affiliates of the Trust.

The Fund’s Statement of Additional Information (“SAI”) has additional information about the Trust’s Trustees and Officers and is available without charge upon request. Contact your financial representative or ABI at (800) 227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2022, which covered the period January 1, 2021 through December 31, 2021 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended, and has operated effectively since its inception. No material exceptions

 

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have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was significantly recovered and improved compared to the prior reporting period which included extreme levels of price volatility and relative illiquidity beginning in March 2020 with COVID 19 impacts. As such, the Program operated in a relatively robust and benign liquidity environment experienced in markets during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Taxable Multi-Sector Income Shares (the “Fund”) at a meeting held by video conference on November 2-4, 2021 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. The directors noted that the Adviser from time to time reviews the Fund’s investment strategies and from time to time proposes changes intended to improve the Fund’s relative or absolute performance for the directors’ consideration. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2019 and 2020 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable

 

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to the Adviser in 2019. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund in 2020 was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended July 31, 2021 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) service provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser is indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an

 

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arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The directors also considered the Adviser’s fee schedule for other clients utilizing investment strategies similar to those of the Fund. For this purpose, they reviewed the relevant advisory fee information from the Adviser’s Form ADV and in a report from the Fund’s Senior Analyst and noted the differences between the Fund’s fee schedule, on the one hand, and the Adviser’s institutional fee schedule and the schedule of fees charged by the Adviser to any offshore funds and for services to any sub-advised funds utilizing investment strategies similar to those of the Fund, on the other. The directors recognized that such information was of limited utility in light of the Fund’s unusual fee arrangement. The directors noted that the Adviser may, in some cases, agree to fee rates with large institutional clients that are lower than those reviewed by the directors and that they had previously discussed with the Adviser its policies in respect of such arrangements. The directors also compared the advisory fee rate for the Fund with that for another fund advised by the Adviser utilizing similar investment strategies.

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional, offshore fund and sub-advised fund clients. In this regard, the Adviser noted, among other things, that, compared to institutional and offshore or sub-advisory accounts, the Fund (i) demands considerably more portfolio management, research and trading resources due to significantly higher daily cash flows; (ii) has more tax and regulatory restrictions and compliance obligations; (iii) must prepare and file or distribute regulatory and other communications about fund operations; and (iv) must provide shareholder servicing to retail investors. The Adviser also reviewed the greater legal risks presented by the large and changing population of Fund shareholders who may assert claims against the Adviser in individual or class actions, and the greater entrepreneurial risk in offering new fund products, which require substantial investment to launch, may not succeed, and generally must be priced to compete with larger, more established funds resulting in lack of profitability to the Adviser until a new fund achieves scale. In light of the substantial differences in services rendered by the Adviser to institutional, offshore fund and sub-advised fund clients as compared to the Fund, and

 

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the different risk profile, the directors considered these fee comparisons inapt and did not place significant weight on them in their deliberations.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

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This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1

Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy.

 

68    |    AB TAXABLE MULTI-SECTOR INCOME SHARES

  abfunds.com


LOGO

AB TAXABLE MULTI-SECTOR INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

TMSIS-0151-0422                 LOGO


APR    04.30.22

LOGO

ANNUAL REPORT

AB TAX-AWARE REAL RETURN INCOME SHARES

 

LOGO

 


 

 

 
Investment Products Offered  

  Are Not FDIC Insured May Lose Value Are Not Bank Guaranteed

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

You may obtain a description of the Fund’s proxy voting policies and procedures, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB at (800) 227 4618.

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the Commission’s website at www.sec.gov. AB publishes full portfolio holdings for the Fund monthly at www.abfunds.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein® is a registered service mark used by permission of the owner, AllianceBernstein L.P.


 

FROM THE PRESIDENT    LOGO

Dear Shareholder,

We’re pleased to provide this report for AB Tax-Aware Real Return Income Shares (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

At AB, we’re striving to help our clients achieve better outcomes by:

 

+   

Fostering diverse perspectives that give us a distinctive approach to navigating global capital markets

 

+   

Applying differentiated investment insights through a connected global research network

 

+   

Embracing innovation to design better ways to invest and leading-edge mutual-fund solutions

Whether you’re an individual investor or a multibillion-dollar institution, we’re putting our knowledge and experience to work for you every day.

For more information about AB’s comprehensive range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in AB mutual funds—and for placing your trust in our firm.

Sincerely,

 

LOGO

Onur Erzan

President and Chief Executive Officer, AB Mutual Funds

 

abfunds.com  

AB TAX-AWARE REAL RETURN INCOME SHARES    |    1


 

ANNUAL REPORT

 

June 7, 2022

This report provides management’s discussion of fund performance for AB Tax-Aware Real Return Income Shares for the annual reporting period ended April 30, 2022. Please note, shares of this Fund are available only to separately managed accounts or participants in “wrap fee” programs or other investment programs approved by the Adviser.

The investment objective of the Fund is to maximize real after-tax return for investors subject to federal income taxation.

NAV RETURNS AS OF APRIL 30, 2022 (unaudited)

 

     6 Months      12 Months  
AB TAX-AWARE REAL RETURN INCOME SHARES      4.61%        13.65%  
Bloomberg 1-10 Year TIPS Index      -1.96%        1.52%  

INVESTMENT RESULTS

The table above shows the Fund’s performance compared to its benchmark, the Bloomberg 1-10 Year Treasury Inflation Protected Securities (“TIPS”) Index, for the six- and 12-month periods ended April 30, 2022.

The Fund outperformed the benchmark for both periods. The Fund is generally used to provide inflation protection within separately managed account strategies and as such maintains a higher level of protection than would relate to the bonds in the Fund itself. The Fund’s inflation hedges in tax-efficient Consumer Price Index (“CPI”) swaps and total return swaps based on the Bloomberg 1-10 Year TIPS Index were the main contributors to relative performance, as inflation expectations increased.

During the 12-month period, the Fund’s overweight to municipals, including municipal credit, detracted, relative to the benchmark. Yield-curve positioning as an overweight to the long end of the curve contributed, while an underweight to the intermediate part of the curve detracted.

For the six-month period, the Fund’s overweight to municipals, including municipal credit, detracted. Yield-curve positioning as an overweight to the long end of the curve contributed, while an overweight to the intermediate part of the curve detracted.

The Fund utilized derivatives for hedging purposes in the form of CPI swaps, interest rate swaps and total return swaps, which added to absolute returns for both periods. The usage of total return swaps in conjunction with interest rate swaps outperformed CPI swaps for the six-month period, and was comparable over the 12-month period.

 

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MARKET REVIEW AND INVESTMENT STRATEGY

Yields rose toward the end of both the six- and 12-month periods ended April 30, 2022. During the 12-month period, the yield on a 10-Year AAA municipal bond rose to 2.72% from 0.99% and the yield on the 10-Year US Treasury rose to 2.89% from 1.65%. While demand for income remained strong during the first half of the 12-month reporting period, demand weakened during the first quarter of 2022 and into the second quarter, as investors pulled approximately $48 billion from the municipal market as of April 30, 2022.

In addition to broader fixed-income market volatility, these municipal market outflows contributed to municipal underperformance versus US Treasuries, with 10-Year AAA Muni/Treasury after-tax spreads widening 95 basis points (“b.p.”) during the 12-month period and 67 b.p. during the six-month period. Credit spreads were relatively unchanged during the 12-month period, but widened modestly during the six-month period.

The Fund’s Senior Investment Management Team (the “Team”) continues to focus on real after-tax return by investing in municipal bonds that generate income exempt from federal income taxes. In seeking to manage volatility and interest-rate risk, the Team focuses on intermediate-term bonds and seeks to provide inflation protection by entering inflation swap agreements or investing in other inflation-protected instruments.

INVESTMENT POLICIES

The Fund seeks real after-tax return for investors who are subject to federal income taxes. Real return is the rate of return after adjusting for inflation. The Fund pursues its objective by investing primarily in municipal securities that pay interest exempt from federal taxation and by using inflation protection derivatives instruments. Municipal securities may pay interest that is subject to the federal alternative minimum tax for certain taxpayers.

The Fund may invest in fixed-income securities with any maturity or duration. The Fund may also invest without limit in fixed-income securities that are rated below investment grade (commonly known as “junk bonds”).

The Adviser selects securities for purchase or sale based on its assessment of the securities’ risk and return characteristics as well as the securities’ impact on the overall risk and return characteristics of the Fund. In making this assessment, the Adviser takes into account various factors, including the credit quality and sensitivity to interest rates of the securities under consideration and of the Fund’s other holdings.

 

(continued on next page)

 

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The Fund may make significant use of derivatives, including swaps, futures, options and forwards. To provide inflation protection, the Fund will enter into various kinds of inflation swap agreements. The Fund may use other inflation-protected instruments. Payments to the Fund pursuant to swaps will result in taxable income, either ordinary income or capital gains, rather than income exempt from federal taxation. The Fund may at times seek a substantial amount of inflation protection and, consequently, may generate substantial taxable income. It is expected that the Fund’s primary use of derivatives will be for the purposes of inflation protection.

The Fund may also invest in forward commitments; zero-coupon municipal securities and variable-, floating- and inverse-floating-rate municipal securities; and certain types of mortgage-related securities.

The Fund may utilize leverage for investment purposes through the use of tender option bond transactions (“TOBs”). The Adviser will consider the impact of TOBs, swaps and other derivatives in making its assessments of the Fund’s risks. The resulting exposures to markets, sectors, issuers or specific securities will be continuously monitored by the Adviser.

 

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DISCLOSURES AND RISKS

 

Benchmark Disclosure

The Bloomberg 1-10 Year TIPS Index is unmanaged and does not reflect fees and expenses associated with the active management of a fund. The Bloomberg 1-10 Year TIPS Index represents the performance of US Treasury inflation-indexed securities with maturities between one and ten years. An investor cannot invest directly in an index, and its results are not indicative of the performance for any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and any accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest-rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

 

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DISCLOSURES AND RISKS (continued)

 

Duration Risk: Duration is a measure that relates the expected price volatility of a fixed-income security to changes in interest rates. The duration of a fixed-income security may be shorter than or equal to full maturity of a fixed-income security. Fixed-income securities with longer durations have more risk and will decrease in price as interest rates rise.

Municipal Market Risk: This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the US federal income tax treatment of certain types of municipal securities.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

Derivatives Risk: Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the

 

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DISCLOSURES AND RISKS (continued)

 

party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk: To the extent the Fund uses leveraging techniques, such as TOBs, its net asset value (“NAV”) may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Illiquid Investments Risk: Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by calling (800) 227 4618. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. Performance assumes reinvestment of distributions and does not account for taxes. The Fund commenced investment operations on May 2, 2011, and continued operations through March 20, 2014, the date on which all shares of the Fund were redeemed. Between March 20, 2014, and November 12, 2019, the Fund did not conduct investment operations. The Fund resumed investment operations on November 13, 2019. The performance information shown is only for the current activation period. Because the Fund has had periods in which it was not conducting investment

 

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DISCLOSURES AND RISKS (continued)

 

operations, its performance is not comparable to the performance of other mutual funds.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus and/or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

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HISTORICAL PERFORMANCE

 

GROWTH OF A $10,000 INVESTMENT IN THE FUND (unaudited)

11/12/20191 TO 4/30/2022

 

LOGO

This chart illustrates the total value of an assumed $10,000 investment in AB Tax-Aware Real Return Income Shares (from 11/12/20191 to 4/30/2022) as compared to the performance of its benchmark. The chart assumes the reinvestment of dividends and capital gains distributions.

 

1

Current activation date: 11/12/2019.

 

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HISTORICAL PERFORMANCE (continued)

 

AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2022 (unaudited)

 

    NAV Returns  
1 Year     13.65%  
Since Inception1     12.15%  

AVERAGE ANNUAL RETURNS

AS OF THE MOST RECENT CALENDAR QUARTER-END

MARCH 31, 2022 (unaudited)

 

    NAV Returns  
1 Year     16.28%  
Since Inception1     12.51%  

The prospectus fee table shows the fees and the total operating expenses of the Fund as 0.00% because the Adviser does not charge any fees or expenses and reimburses Fund operating expenses except certain extraordinary expenses, taxes, brokerage costs and the interest on borrowings or certain leveraged transactions. Participants in a wrap fee program or other investment program eligible to invest in the Fund pay fees to the program sponsor and should review the program brochure or other literature provided by the sponsor for a discussion of fees and expenses charged.

 

1

Current activation date: 11/12/2019.

 

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EXPENSE EXAMPLE

(unaudited)

 

As a shareholder of the Fund, you may incur various ongoing non-operating and extraordinary costs. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below also provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the hypothetical example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

    Beginning
Account Value
November 1, 2021
    Ending
Account Value
April 30, 2022
    Expenses Paid
During Period*
    Annualized
Expense Ratio*
 

Actual

  $     1,000     $     1,046.10     $     – 0 –       0.00

Hypothetical**

  $ 1,000     $ 1,024.79     $ – 0 –       0.00

 

*

Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The Fund’s operating expenses are borne by the Adviser or its affiliates.

 

**

Assumes 5% annual return before expenses.

 

abfunds.com  

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PORTFOLIO SUMMARY

April 30, 2022 (unaudited)

 

PORTFOLIO STATISTICS

Net Assets ($mil): $9.9

 

 

 

LOGO

 

1

All data are as of April 30, 2022. The Fund’s quality rating breakdown is expressed as a percentage of the Fund’s total investments in municipal securities and may vary over time. The quality ratings are determined by using the S&P Global Ratings (“S&P”), Moody’s Investors Services, Inc. (“Moody’s”) and Fitch Ratings, Ltd. (“Fitch”). The Fund considers the credit ratings issued by S&P, Moody’s and Fitch and uses the highest rating issued by the agencies. These ratings are a measure of the quality and safety of a bond or portfolio, based on the issuer’s financial condition. AAA is the highest (best) and D is the lowest (worst). If applicable, the pre-refunded category includes bonds which are secured by U.S. Government securities and therefore are deemed high-quality investment-grade by the Adviser. If applicable, Not Applicable (N/A) includes non-creditworthy investments, such as equities, currency contracts, futures and options. If applicable, the Not Rated category includes bonds that are not rated by a nationally recognized statistical rating organization. The Adviser evaluates the creditworthiness of non-rated securities based on a number of factors including, but not limited to, cash flows, enterprise value and economic environment.

 

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PORTFOLIO OF INVESTMENTS

April 30, 2022

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

MUNICIPAL OBLIGATIONS – 71.2%

    

Long-Term Municipal Bonds – 71.2%

    

Alaska – 4.6%

    

Alaska Industrial Development & Export Authority
(Greater Fairbanks Community Hospital
Foundation Obligated Group)
Series 2019
4.00%, 04/01/2033

   $ 445     $ 452,978  
    

 

 

 

Arizona – 3.0%

    

City of Phoenix Civic Improvement Corp.
(Phoenix Sky Harbor International Airport)
Series 2019-B
5.00%, 07/01/2033

     275       297,669  
    

 

 

 

Colorado – 3.7%

    

Weld County School District No. RE-2 Eaton
Series 2019
5.00%, 12/01/2027

     325       365,730  
    

 

 

 

Connecticut – 9.0%

    

City of New Haven CT
Series 2017-A
5.25%, 08/01/2026

     70       76,655  

Connecticut State Health & Educational Facilities Authority
(Hartford HealthCare Obligated Group)
Series 2020-A
5.00%, 07/01/2034

     515       567,212  

State of Connecticut
Series 2020-A
5.00%, 01/15/2031

     215       244,498  
    

 

 

 
       888,365  
    

 

 

 

District of Columbia – 3.3%

    

District of Columbia
(District of Columbia Fed Hwy Grant)
Series 2020
5.00%, 12/01/2031

     290       326,276  
    

 

 

 

Florida – 3.7%

    

Capital Projects Finance Authority/FL
(CAPFA Capital Corp. 2000F)
Series 2020-A
5.00%, 10/01/2033

     250       265,314  

Greater Orlando Aviation Authority
Series 2019-A
5.00%, 10/01/2027

     95       103,285  
    

 

 

 
       368,599  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

Illinois – 7.1%

    

Illinois Finance Authority
(Illinois Institute of Technology)
Series 2019
5.00%, 09/01/2032

   $ 100     $ 106,719  

Sales Tax Securitization Corp.
Series 2020-A
5.00%, 01/01/2026

     270       288,707  

State of Illinois
Series 2018-A
5.00%, 10/01/2025

     295       312,610  
    

 

 

 
       708,036  
    

 

 

 

Kentucky – 10.2%

    

City of Ashland KY
(Ashland Hospital Corp. Obligated Group)
Series 2019
5.00%, 02/01/2027

     100       109,325  

Kentucky Public Energy Authority
(Morgan Stanley)
Series 2019-C
4.00%, 02/01/2050

     570       581,244  

Louisville/Jefferson County Metropolitan Government
(Norton Healthcare Obligated Group)
Series 2020-A
4.00%, 10/01/2040

     320       319,860  
    

 

 

 
       1,010,429  
    

 

 

 

Louisiana – 1.1%

    

Parish of St. James LA
(NuStar Logistics LP)
Series 2020
5.85%, 08/01/2041(a)

     100       105,868  
    

 

 

 

Michigan – 1.8%

    

Michigan State University
Series 2019-C
5.00%, 08/15/2032

     160       179,750  
    

 

 

 

New Jersey – 3.6%

    

New Jersey Transportation Trust Fund Authority
(New Jersey Transportation Trust Fund Authority State Lease)
Series 2019
5.00%, 12/15/2031

     330       359,969  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

New York – 6.4%

    

Metropolitan Transportation Authority
Series 2012-C
5.00%, 11/15/2030

   $ 260     $ 264,616  

New York City Transitional Finance Authority
Future Tax Secured Revenue
Series 2019-B
5.00%, 11/01/2035

     200       221,650  

New York Transportation Development Corp.
(Delta Air Lines, Inc.)
Series 2020
4.375%, 10/01/2045

     150       143,465  
    

 

 

 
       629,731  
    

 

 

 

Ohio – 1.6%

    

Buckeye Tobacco Settlement Financing Authority
Series 2020-A
5.00%, 06/01/2035

     150       160,476  
    

 

 

 

Other – 0.9%

    

Federal Home Loan Mortgage Corp. Multifamily VRD Certificates
2.65%, 06/15/2036(a)

     100       90,646  
    

 

 

 

Pennsylvania – 3.1%

    

City of Philadelphia PA
Series 2019-B
5.00%, 02/01/2030

     155       175,567  

Commonwealth Financing Authority
(Commonwealth Financing Authority State Lease)
Series 2018
5.00%, 06/01/2025

     120       127,248  
    

 

 

 
       302,815  
    

 

 

 

Texas – 2.0%

    

City of Houston TX Airport System Revenue
(United Airlines, Inc.)
Series 2014
5.00%, 07/01/2029

     100       102,735  

Port Beaumont Navigation District
(Jefferson Railport Terminal II LLC)
Series 2020
3.625%, 01/01/2035(a)

     100       90,538  
    

 

 

 
       193,273  
    

 

 

 

Virginia – 2.1%

    

Virginia College Building Authority
(Virginia College Building Authority State Lease)
Series 2019
5.00%, 02/01/2026

     190       206,602  
    

 

 

 

 

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PORTFOLIO OF INVESTMENTS (continued)

 

     Principal
Amount
(000)
    U.S. $ Value  

 

 

West Virginia – 3.5%

    

State of West Virginia
Series 2019
5.00%, 06/01/2027

   $ 315     $ 350,697  
    

 

 

 

Wisconsin – 0.5%

    

UMA Education, Inc.
Series 2019
5.00%, 10/01/2034(a)

     50       52,232  
    

 

 

 

Total Municipal Obligations
(cost $7,550,265)

       7,050,141  
    

 

 

 
     Shares        

SHORT-TERM INVESTMENTS – 22.3%

    

Investment Companies – 22.3%

    

AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB,
0.22%(b)(c)(d)
(cost $2,208,880)

     2,208,880       2,208,880  
    

 

 

 

Total Investments – 93.5%
(cost $9,759,145)

       9,259,021  

Other assets less liabilities – 6.5%

       640,881  
    

 

 

 

Net Assets – 100.0%

     $ 9,899,902  
    

 

 

 

CENTRALLY CLEARED INFLATION (CPI) SWAPS (see Note C)

 

                Rate Type                          
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

USD

    3,000       02/10/2023       1.558%       CPI#       Maturity     $ 341,126     $ – 0  –    $ 341,126  

USD

    900       12/24/2024       1.846%       CPI#       Maturity       116,487       – 0  –      116,487  

USD

    2,000       02/10/2027       1.755%       CPI#       Maturity       312,709       – 0  –      312,709  

USD

    2,350       12/24/2029       1.978%       CPI#       Maturity       387,309       – 0  –      387,309  
           

 

 

   

 

 

   

 

 

 
            $   1,157,631     $   – 0  –    $   1,157,631  
           

 

 

   

 

 

   

 

 

 

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

 

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PORTFOLIO OF INVESTMENTS (continued)

 

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

 

                Rate Type                          
Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

USD

    5,910       02/01/2024       1.143%       1 Day SOFR       Annual     $ 140,356     $ – 0  –    $ 140,356  

USD

    6,590       02/01/2027       1.465%       1 Day SOFR       Annual       352,865       – 0  –      352,865  

USD

    2,270       02/01/2032       1.600%       1 Day SOFR       Annual       205,157       – 0  –      205,157  
           

 

 

   

 

 

   

 

 

 
            $   698,378     $   – 0  –    $   698,378  
           

 

 

   

 

 

   

 

 

 

INFLATION (CPI) SWAPS (see Note C)

 

                      Rate Type                          
Swap
Counterparty
  Notional
Amount
(000)
    Termination
Date
    Payments
made
by the
Fund
    Payments
received
by the
Fund
    Payment
Frequency
Paid/
Received
    Market
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation/
(Depreciation)
 

JPMorgan Chase Bank, NA

    USD       1,000       04/29/2036       2.498     CPI #      Maturity     $   129,464     $   – 0  –    $   129,464  

 

#

Variable interest rate based on the rate of inflation as determined by the Consumer Price Index (CPI).

TOTAL RETURN SWAPS (see Note C)

 

Counterparty &
Referenced Obligation
  Rate
Paid/
Received
    Payment
Frequency
    Current
Notional
(000)
    Maturity
Date
    Unrealized
Appreciation/
(Depreciation)
 

Receive Total Return on Reference Obligation

 

   

Barclays Bank PLC

           

Barclays Capital US Inflation Linked Bonds 1 to 10 Year

    1 Day SOFR       Maturity       USD       5,755       03/01/2023     $ (50,501

Barclays Capital US Inflation Linked Bonds 1 to 10 Year

    1 Day SOFR       Maturity       USD       8,470       03/23/2023     $ (37,072
           

 

 

 
            $     (87,573
           

 

 

 

 

(a)

Security is exempt from registration under Rule 144A or Regulation S of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration. At April 30, 2022, the aggregate market value of these securities amounted to $339,284 or 3.4% of net assets.

 

(b)

Affiliated investments.

 

(c)

The rate shown represents the 7-day yield as of period end.

 

(d)

To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

Glossary:

CPI – Consumer Price Index

SOFR – Secured Overnight Financing Rate

See notes to financial statements.

 

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STATEMENT OF ASSETS & LIABILITIES

April 30, 2022

 

Assets   

Investments in securities, at value

  

Unaffiliated issuers (cost $7,550,265)

   $ 7,050,141  

Affiliated issuers (cost $2,208,880)

     2,208,880  

Cash

     3,509  

Cash collateral due from broker

     450,779  

Unrealized appreciation on inflation swaps

     129,464  

Interest receivable

     88,922  

Receivable for variation margin on centrally cleared swaps

     55,243  

Affiliated dividends receivable

     364  
Receivable due from Adviser      173  
  

 

 

 

Total assets

     9,987,475  
  

 

 

 
Liabilities   

Unrealized depreciation on total return swaps

     87,573  
  

 

 

 

Total liabilities

     87,573  
  

 

 

 

Net Assets

   $ 9,899,902  
  

 

 

 
Composition of Net Assets   

Shares of beneficial interest, at par

   $ 8  

Additional paid-in capital

     7,777,303  

Distributable earnings

     2,122,591  
  

 

 

 

Net Assets

   $     9,899,902  
  

 

 

 

Net Asset Value Per Share—unlimited shares of beneficial interest authorized, $.00001 par value (based on 829,181 common shares outstanding)

   $ 11.94  
  

 

 

 

See notes to financial statements.

 

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STATEMENT OF OPERATIONS

Year Ended April 30, 2022

 

Investment Income      

Interest

   $     268,562     

Dividends—Affiliated issuers

     777     

Other income(a)

     1,426     
  

 

 

    

Total investment income

      $ 270,765  
     

 

 

 
Realized and Unrealized Gain (Loss) on Investment Transactions      

Net realized gain (loss) on:

     

Investment transactions

        (56,348

Swaps

        941,970  

Net change in unrealized appreciation
/depreciation of:

     

Investments

        (972,551

Swaps

        2,048,568  
     

 

 

 

Net gain on investment transactions

        1,961,639  
     

 

 

 

Net Increase in Net Assets from Operations

      $     2,232,404  
     

 

 

 

 

(a)

Other income includes a reimbursement for investment in affiliated issuer (see Note B).

See notes to financial statements.

 

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STATEMENT OF CHANGES IN NET ASSETS

 

     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
 
Increase in Net Assets from Operations     

Net investment income

   $ 270,765     $ 308,797  

Net realized gain on investment transactions

     885,622       1,922,040  

Net change in unrealized appreciation/depreciation of investments

     1,076,017       3,050,697  
  

 

 

   

 

 

 

Net increase in net assets from operations

     2,232,404       5,281,534  

Distribution to Shareholders

     (2,009,794     (168,798
Transactions in Shares of Beneficial Interest     

Net decrease

     (10,955,389     (3,240,241
  

 

 

   

 

 

 

Total increase (decrease)

         (10,732,779     1,872,495  
Net Assets     

Beginning of period

     20,632,681       18,760,186  
  

 

 

   

 

 

 

End of period

   $ 9,899,902     $     20,632,681  
  

 

 

   

 

 

 

See notes to financial statements.

 

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NOTES TO FINANCIAL STATEMENTS

April 30, 2022

 

NOTE A

Significant Accounting Policies

AB Corporate Shares (the “Trust”) is registered under the Investment Company Act of 1940, as an open-end, diversified management investment company. The Trust, which is a Massachusetts Business Trust, operates as a “series” company currently offering five separate portfolios: AB Corporate Income Shares, AB Municipal Income Shares, AB Taxable Multi-Sector Income Shares, AB Impact Municipal Income Shares and AB Tax-Aware Real Return Income Shares. Each portfolio is considered to be a separate entity for financial reporting and tax purposes. This report relates only to AB Tax-Aware Real Return Income Shares (the “Fund”).

Shares of the Fund are offered exclusively to holders of accounts established under wrap-fee programs sponsored and maintained by certain registered investment advisers approved by AllianceBernstein L.P. (the “Adviser”). The Fund’s shares may be purchased at the relevant net asset value without a sales charge or other fee. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. The Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Trust’s Board of Trustees (the “Board”).

In general, the market values of securities which are readily available and deemed reliable are determined as follows: securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc. (“NASDAQ”)) or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the last traded price from the previous day. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on NASDAQ are valued in accordance with the NASDAQ Official Closing Price; listed or over

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, the Adviser will have discretion to determine the best valuation (e.g., last trade price in the case of listed options); open futures are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuation, the last available closing settlement price is used; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued at amortized cost. This methodology is commonly used for short term securities that have an original maturity of 60 days or less, as well as short term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. Fixed-income securities, including mortgage-backed and asset-backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker-dealers. In cases where broker-dealer quotes are obtained, the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open-end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer’s financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund generally values many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

 

   

Level 1—quoted prices in active markets for identical investments

   

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

   

Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which are then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

issuer specific data with relevant yield/spread comparisons with more widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of April 30, 2022:

 

Investments in
Securities:

   Level 1     Level 2     Level 3     Total  

Assets:

 

Long-Term Municipal Bonds

   $ – 0  –    $ 7,050,141     $ – 0  –    $ 7,050,141  

Short-Term Investments

     2,208,880       – 0  –      – 0  –      2,208,880  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Investments in Securities

     2,208,880       7,050,141       – 0  –      9,259,021  

Other Financial Instruments(a):

      

Assets:

        

Centrally Cleared Inflation (CPI) Swaps

     – 0  –      1,157,631       – 0  –      1,157,631 (b) 

Centrally Cleared Interest Rate Swaps

     – 0  –      698,378       – 0  –      698,378 (b) 

Inflation (CPI) Swaps

     – 0  –      129,464       – 0  –      129,464  

Liabilities:

        

Total Return Swaps

     – 0  –      (87,573     – 0  –      (87,573
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   $   2,208,880     $   8,948,041     $   – 0  –    $   11,156,921  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(a)

Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

 

(b)

Only variation margin receivable/(payable) at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments. Where applicable, centrally cleared swaps with upfront premiums are presented here at market value.

3. Taxes

It is the Fund’s policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required.

In accordance with U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be taken on federal and state income tax returns for all open tax years (the current tax year) and has concluded that no provision for income tax is required in the Fund’s financial statements.

4. Investment Income and Investment Transactions

Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. Interest income is accrued daily.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. The Fund accounts for distributions received from REIT investments or from regulated investment companies as dividend income, realized gain, or return of capital based on information provided by the REIT or the investment company.

5. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the Advisory Agreement, the Fund pays no advisory fee to the Adviser and the Adviser reimburses or pays for the Fund’s operating expenses. The Fund is an integral part of separately managed accounts in wrap-fee programs and other investment programs. Typically, participants in these programs pay a fee to their investment adviser for all costs and expenses of the separately managed account, including costs and expenses associated with the Fund, and a fee is paid by their investment adviser to the Adviser. In certain cases, participants may have a direct relationship with the Adviser without the involvement of a third party investment adviser, in which case the participant would pay a fee directly to the Adviser. The Adviser serves as investment manager and adviser of the Fund and continuously furnishes an investment program for the Fund and manages, supervises and conducts the affairs of the Fund, subject to the supervisions of the Fund’s Board. The Advisory Agreement provides that the Adviser or an affiliate will furnish, or pay the expenses of the Fund for, office space, facilities and equipment, services of executive and other personnel of the Fund and certain administrative services.

The Fund has entered into a distribution agreement with AllianceBernstein Investments, Inc., the Fund’s principal underwriter (the “Underwriter”), to permit the Underwriter to distribute the Fund’s shares, which are sold at their net asset value without any sales charge. The Fund does not pay a fee for this service. The Underwriter is a wholly owned subsidiary of the Adviser.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly-owned subsidiary of the Adviser, acts as the Fund’s registrar, transfer agent and dividend-disbursing agent. ABIS registers the transfer, issuance and redemption of Fund shares and disburses dividends and other distributions to Fund shareholders. The Fund does not pay a fee for this service.

The Fund may invest in AB Government Money Market Portfolio (the “Government Money Market Portfolio”) which has a contractual annual advisory fee rate of .20% of the portfolio’s average daily net assets and bears its own expenses. The Adviser has contractually agreed to waive .10% of the advisory fee of Government Money Market Portfolio (resulting in a net advisory fee of .10%) until August 31, 2022. In connection with the investment by the Fund in Government Money Market Portfolio, the Adviser has contractually agreed to reimburse its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fee of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended April 30, 2022, such reimbursement amounted to $1,426.

A summary of the Fund’s transactions in AB mutual funds for the year ended April 30, 2022 is as follows:

 

Fund

  Market Value
4/30/21
(000)
    Purchases
at Cost
(000)
    Sales
Proceeds
(000)
    Market Value
4/30/22
(000)
    Dividend
Income
(000)
 

Government Money Market Portfolio

  $     1,570     $     21,901     $     21,262     $     2,209     $     1  

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended April 30, 2022 were as follows:

 

     Purchases     Sales  

Investment securities (excluding U.S. government securities)

   $     2,019,218     $     10,489,432  

U.S. government securities

     – 0  –      – 0  – 

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation are as follows:

 

Cost

   $     9,759,145  
  

 

 

 

Gross unrealized appreciation

   $ 2,042,084  

Gross unrealized depreciation

     (600,541
  

 

 

 

Net unrealized appreciation

   $ 1,441,543  
  

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types of derivatives utilized by the Fund, as well as the methods in which they may be used are:

 

   

Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk, equity markets or currencies. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received for swaps are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on

 

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a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended April 30, 2022, the Fund held interest rate swaps for hedging purposes.

Inflation (CPI) Swaps:

Inflation swap agreements are contracts in which one party agrees to pay the cumulative percentage increase in a price index (the Consumer Price Index with respect to CPI swaps) over the term of the swap (with some lag on the inflation index), and the other pays a compounded fixed rate. Inflation swaps may be used to protect the net asset value, or NAV, of a Fund against an unexpected change in the rate of inflation measured by an inflation index since the value of these agreements is expected to increase if there are unexpected inflation increases.

During the year ended April 30, 2022, the Fund held inflation (CPI) swaps for hedging purposes.

Total Return Swaps:

The Fund may enter into total return swaps in order to take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

During the year ended April 30, 2022, the Fund held total return swaps for hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) with its OTC derivative contract counterparties in order to, among other things, reduce its credit risk to OTC counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the OTC counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination. In the event of a default by an OTC counterparty,

 

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the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s ISDA Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s OTC counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. If OTC derivatives were held at period end, please refer to netting arrangements by the OTC counterparty table below for additional details.

During the year ended April 30, 2022, the Fund had entered into the following derivatives:

 

   

Asset Derivatives

   

Liability Derivatives

 

Derivative Type

 

Statement of
Assets and
Liabilities
Location

  Fair Value    

Statement of
Assets and
Liabilities
Location

  Fair Value  

Interest rate contracts

 

Receivable/Payable for variation margin on centrally cleared swaps

 

$

1,856,009

   

Interest rate contracts

 

Unrealized appreciation on inflation swaps

 

 

129,464

 

   

Interest rate contracts

     

Unrealized depreciation on total return swaps

 

$

87,573

 

   

 

 

     

 

 

 

Total

    $     1,985,473       $     87,573  
   

 

 

     

 

 

 

 

*

Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on futures and centrally cleared swaps as reported in the portfolio of investments.

 

Derivative Type

 

Location of Gain
or (Loss) on
Derivatives Within
Statement of
Operations

  Realized Gain
or (Loss) on
Derivatives
    Change in
Unrealized
Appreciation or
(Depreciation)
 

Interest rate contracts

  Net realized gain (loss) on swaps; Net change in unrealized appreciation/depreciation of swaps   $ 941,970     $ 2,048,568  
   

 

 

   

 

 

 

Total

    $     941,970     $     2,048,568  
   

 

 

   

 

 

 

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended April 30, 2022:

 

Inflation Swaps:

  

Average notional amount

   $ 1,000,000  

Centrally Cleared Interest Rate Swaps:

  

Average notional amount

   $ 27,429,231  

Centrally Cleared Inflation Swaps:

  

Average notional amount

   $ 12,903,846  

Total Return Swaps:

  

Average notional amount

   $     25,369,231  

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All OTC derivatives held at period end were subject to netting arrangements. The following table presents the Fund’s derivative assets and liabilities by OTC counterparty net of amounts available for offset under ISDA Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of April 30, 2022. Exchange-traded derivatives and centrally cleared swaps are not subject to netting arrangements and as such are excluded from the table.

 

Counterparty

  Derivative
Assets
Subject to a
MA
    Derivatives
Available
for Offset
    Cash
Collateral
Received*
    Security
Collateral
Received*
    Net Amount
of Derivative
Assets
 

JPMorgan Chase Bank, NA

  $ 129,464     $ – 0  –    $ – 0  –    $ – 0  –    $ 129,464  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   129,464     $   – 0  –    $   – 0  –    $   – 0  –    $   129,464
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

Counterparty

  Derivative
Liabilities
Subject to a
MA
    Derivatives
Available
for Offset
    Cash
Collateral
Pledged*
    Security
Collateral
Pledged*
    Net Amount
of Derivative
Liabilities
 

Barclays Bank PLC

  $ 87,573     $ – 0  –    $ – 0  –    $ – 0  –    $ 87,573  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $   87,573     $   – 0  –    $   – 0  –    $   – 0  –    $   87,573
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

*

The actual collateral received/pledged may be more than the amount reported due to over-collateralization.

 

^

Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

NOTE D

Shares of Beneficial Interest

Transactions in shares of beneficial interest were as follows:

 

            
     Shares           Amount        
     Year Ended
April 30,
2022
    Year Ended
April 30,
2021
          Year Ended
April 30,
2022
    Year Ended
April 30,
2021
       
  

 

 

   

Shares sold

     217,371       176,855       $ 2,537,515     $ 1,801,006    

 

   

Shares redeemed

     (1,170,884     (489,390       (13,492,904     (5,041,247  

 

   

Net decrease

     (953,513     (312,535     $ (10,955,389   $ (3,240,241  

 

   
            

NOTE E

Risks Involved in Investing in the Fund

Market Risk—The value of the Fund’s assets will fluctuate as the stock or bond market fluctuates. The value of the Fund’s investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events, including public health crises (including the occurrence of a contagious disease or illness) and regional and global conflicts, that affect large portions of the market.

Credit Risk—An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security and accrued interest. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security. Investments in fixed-income securities with lower ratings tend to have a higher probability that an issuer will default or fail to meet its payment obligations.

Interest-Rate Risk—Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of existing investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations. The current historically low interest rate environment heightens the risks associated with rising interest rates.

Below Investment-Grade Securities Risk—Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) are subject to a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to

 

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such factors as specific corporate developments and negative perceptions of the junk bond market generally and may be more difficult to trade than other types of securities.

Duration Risk—Duration is a measure that relates the expected price volatility of a fixed-income security to changes in interest rates. The duration of a fixed-income security may be shorter than or equal to full maturity of a fixed-income security. Fixed-income securities with longer durations have more risk and will decrease in price as interest rates rise.

Municipal Market Risk—This is the risk that special factors may adversely affect the value of municipal securities and have a significant effect on the yield or value of the Fund’s investments in municipal securities. These factors include economic conditions, political or legislative changes, public health crises, uncertainties related to the tax status of municipal securities, or the rights of investors in these securities. To the extent that the Fund invests more of its assets in a particular state’s municipal securities, the Fund may be vulnerable to events adversely affecting that state, including economic, political and regulatory occurrences, court decisions, terrorism, public health crises (including the occurrence of a contagious disease or illness) and catastrophic natural disasters, such as hurricanes, fires or earthquakes. For example, the novel coronavirus (COVID-19) pandemic has significantly stressed the financial resources of many issuers of municipal securities, which could impair any such issuer’s ability to meet its financial obligations when due and adversely impact the value of its securities held by the Fund. As the full effects of the COVID-19 pandemic on state and local economies and on issuers of municipal securities are still uncertain, the financial difficulties of issuers of municipal securities may continue or worsen, adversely affecting the performance of the Fund. The Fund’s investments in certain municipal securities with principal and interest payments that are made from the revenues of a specific project or facility, and not general tax revenues, may have increased risks. Factors affecting the project or facility, such as local business or economic conditions, could have a significant effect on the project’s ability to make payments of principal and interest on these securities.

Congress has previously considered making changes to the municipal securities provisions of the Internal Revenue Code that could change the U.S. federal income tax treatment of certain types of municipal securities.

Inflation Risk—This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater for fixed-income securities with longer maturities.

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

Derivatives Risk—Derivatives may be difficult to price or unwind and leveraged so that small changes may produce disproportionate losses for the Fund. Derivatives, especially over-the-counter derivatives, are also subject to counterparty risk, which is the risk that the counterparty (the party on the other side of the transaction) on a derivative transaction will be unable or unwilling to honor its contractual obligations to the Fund.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

Illiquid Investments Risk—Illiquid investments risk exists when particular investments, such as lower-rated securities, are or become difficult to purchase or sell, possibly preventing the Fund from selling such investments at an advantageous price. The Fund is subject to illiquid investments risk because the market for municipal securities is generally smaller than many other markets. Derivatives and securities involving substantial market and credit risk tend to involve greater illiquid investments risk than most other types of investments.

LIBOR Transition and Associated Risk—A Fund may be exposed to debt securities, derivatives or other financial instruments that are tied to the London Interbank Offered Rate, or “LIBOR,” as a “benchmark” or “reference rate” for various interest rate calculations. In 2017, the United Kingdom Financial Conduct Authority (“FCA”), which regulates LIBOR, announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and LIBOR’s administrator, ICE Benchmark Administration, have since announced that most LIBOR settings (which reflect LIBOR rates quoted in different currencies over various time periods) will no longer be published after the end of 2021 but that the most widely used U.S. dollar LIBOR settings will continue to be published until June 30, 2023. However, banks were strongly encouraged to cease entering into agreements with counterparties referencing LIBOR by the end of 2021. It is possible that a subset of LIBOR settings will be published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

participants and their regulators), has begun publishing a Secured Overnight Funding Rate (referred to as SOFR), which is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new rates.

The elimination of LIBOR or changes to other reference rates or any other changes or reforms to the determination or supervision of reference rates could have an adverse impact on the market for, or value of, any securities or payments linked to those reference rates, which may adversely affect a Fund’s performance and/or net asset value. Uncertainty and risk also remain regarding the willingness and ability of issuers and lenders to include revised provisions in new and existing contracts or instruments. Consequently, the transition away from LIBOR to other reference rates may lead to increased volatility and illiquidity in markets that are tied to LIBOR, fluctuations in values of LIBOR-related investments or investments in issuers that utilize LIBOR, increased difficulty in borrowing or refinancing and diminished effectiveness of hedging strategies, potentially adversely affecting a Fund’s performance. Furthermore, the risks associated with the expected discontinuation of LIBOR and transition may be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. The potential effects of a phase out of LIBOR on LIBOR-based investments are currently unknown.

Indemnification Risk—In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

Management Risk—The Fund is subject to management risk because it is an actively-managed investment fund. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results. Some of these techniques may incorporate, or rely upon, quantitative models, but there is no guarantee that these models will generate accurate forecasts, reduce risk or otherwise perform as expected.

NOTE F

Joint Credit Facility

A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $325 million revolving credit facility (the “Facility”) intended to provide short-term financing related to redemptions and other

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

short term liquidity requirements, subject to certain restrictions. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended April 30, 2022.

NOTE G

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended April 30, 2022 and April 30, 2021 were as follows:

 

     2022     2021  

Distributions paid from:

    

Ordinary income

   $ 533     $ 74,184  

Net long-term capital gains

     2,009,261       2,884  
  

 

 

   

 

 

 

Total taxable distributions paid

     2,009,794       77,068  

Tax-exempt income

     – 0  –      91,730  
  

 

 

   

 

 

 

Total distributions paid

   $     2,009,794     $     168,798  
  

 

 

   

 

 

 

As of April 30, 2022, the components of accumulated earnings/(deficit) on a tax basis were as follows:

 

Undistributed capital gains

   $ 681,048  

Unrealized appreciation/(depreciation)

     1,441,543 (a) 
  

 

 

 

Total accumulated earnings/(deficit)

   $     2,122,591  
  

 

 

 

 

(a)

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax treatment of swaps.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of April 30, 2022, the Fund did not have any capital loss carryforwards.

During the current fiscal year, permanent differences primarily due to the utilization of earnings and profits distributed to shareholders on redemption of shares and the disallowance of a net operating loss resulted in a net decrease in distributable earnings and a net increase in additional paid-in capital. These reclassifications had no effect on net assets.

NOTE H

Recent Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2020-04, “Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” ASU 2020-04 provides optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and

 

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NOTES TO FINANCIAL STATEMENTS (continued)

 

other interbank-offered based reference rates. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying ASU 2020-04.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

 

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FINANCIAL HIGHLIGHTS

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each Period

 

    Year Ended April 30,    

November 12,
2019(a) to
April 30,
2020

 
    2022     2021  
 

 

 

   

 

 

   

 

 

 

Net asset value, beginning of period

    $  11.57       $  8.95       $10.00  
 

 

 

   

 

 

   

 

 

 

Income From Investment Operations

     

Net investment income(b)

    .17       .16       .07  

Net realized and unrealized gain (loss) on investment transactions

    1.36       2.55       (1.11
 

 

 

   

 

 

   

 

 

 

Net increase (decrease) in net asset value from operations

    1.53       2.71       (1.04
 

 

 

   

 

 

   

 

 

 

Less: Dividends and Distributions

     

Dividends from net investment income

    (.02     (.09     (.01

Distributions from net realized gain on investment transactions

    (1.14     – 0  –      – 0  – 
 

 

 

   

 

 

   

 

 

 

Net asset value, end of period

    $  11.94       $  11.57       $  8.95  
 

 

 

 

Total Return

     

Total investment return based on net asset value(c)

    13.65  %      30.32  %      (10.43 )% 

Ratios/Supplemental Data

     

Net assets, end of period (000’s omitted)

    $9,900       $20,633       $18,760  

Ratio to average net assets of:

     

Expenses

    .00  %      .00  %      .01  %(d)^ 

Net investment income

    1.40  %      1.53  %      1.55  %^ 

Portfolio turnover rate

    13  %      5  %      10  % 

 

(a)

Commencement of operations.

 

(b)

Based on average shares outstanding.

 

(c)

Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized.

 

(d)

The expense ratio, excluding bank overdraft expense, is .00%.

 

^

Annualized.

See notes to financial statements.

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

 

To the Shareholders and the Board of Trustees of AB Tax-Aware Real Return Income Shares:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of AB Tax-Aware Real Return Income Shares (the “Fund”) (one of the series constituting AB Corporate Shares (the “Trust”)), including the portfolio of investments, as of April 30, 2022, and the related statements of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the two years in the period then ended and the period from November 12, 2019 (commencement of operations) to April 30, 2020 and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the series constituting AB Corporate Shares) at April 30, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the two years in the period then ended and the period from November 12, 2019 (commencement of operations) to April 30, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,

 

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM (continued)

 

and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of April 30, 2022, by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more of the AB investment companies since 1968.

New York, New York

June 24, 2022

 

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2022 FEDERAL TAX INFORMATION

(unaudited)

 

For Federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during the taxable year ended April 30, 2022.

For foreign shareholders, 100.00% of ordinary dividends paid may be considered to be qualifying to be taxed as interest-related dividends. The Fund designates $2,009,261 of dividends paid as long-term capital gain dividends.

Shareholders should not use the above information to prepare their income tax returns. The information necessary to complete your income tax returns will be included with your Form 1099-DIV which will be sent to you separately in January 2023.

 

abfunds.com  

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BOARD OF TRUSTEES

 

Marshall C. Turner, Jr.(1),

Chairman

Jorge A. Bermudez(1)

Michael J. Downey(1)

Onur Erzan, President
and Chief Executive Officer

  

Nancy P. Jacklin(1)

Jeanette W. Loeb(1)

Carol C. McMullen(1)

Garry L. Moody(1)

OFFICERS

Terrance T. Hults(2), Vice President

Matthew J. Norton(2), Vice President

Andrew D. Potter(2), Vice President

Emilie D. Wrapp, Secretary

  

Michael B. Reyes, Senior Vice President

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Phyllis J. Clarke, Controller

Vincent S. Noto, Chief Compliance Officer

 

Custodian and Accounting Agent

State Street Bank and Trust Company
State Street Corporation CCB/5
1 Iron Street
Boston, MA 02210

 

Principal Underwriter

AllianceBernstein Investments, Inc.
501 Commerce Street

Nashville, TN 37203

 

Transfer Agent

AllianceBernstein Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278
Toll-Free (800) 221-5672

  

Legal Counsel

Seward & Kissel LLP

One Battery Park Plaza

New York, NY 10004

 

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Manhattan West
New York, NY 10001

 

1

Member of the Audit Committee, the Governance and Nominating Committee, and the Independent Directors Committee.

 

2

The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Municipal Bond Investment Team. Messrs. Hults, Norton and Potter are the investment professionals primarily responsible for the day-to-day management of the Fund’s portfolio.

 

 

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MANAGEMENT OF THE FUND

 

Board of Trustees Information

The business and affairs of the Trust are managed under the direction of the Board of Trustees. Certain information concerning the Trust’s Trustee is set forth below.

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE
INTERESTED TRUSTEE    

Onur Erzan,#

46

(2021)

  Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and Head of the Global Client Group overseeing AB’s institutional and retail businesses, where he is responsible for all client services, sales and marketing, as well as product strategy, management and development worldwide. Director, President and Chief Executive Officer of the AB Mutual Funds as of April 1, 2021. Prior to joining the firm in January 2021, he spent 20 years with McKinsey, most recently as a senior partner and co-leader of its Wealth & Asset Management practice. In addition, he co-led McKinsey’s Banking & Securities Solutions (a portfolio of data, analytics, and digital assets and capabilities) globally.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE
INDEPENDENT TRUSTEES    
Marshall C. Turner, Jr.,##
Chairman of the Board
80
(2005)
  Private Investor since prior to 2017. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He was a Director of Xilinx, Inc. (programmable logic semi-conductors and adaptable, intelligent computing) from 2007 through August 2020, and is a former director of 33 other companies and organizations. He has extensive operating leadership and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of all AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and the Chairman of the Independent Directors Committees of the AB Funds since February 2014.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Jorge A. Bermudez,##

71

(2020)

  Private Investor since prior to 2017. Formerly, Chief Risk Officer of Citigroup, Inc., a global financial services company, from November 2007 to March 2008, Chief Executive Officer of Citigroup’s Commercial Business Group in North America and Citibank Texas from 2005 to 2007, and a variety of other executive and leadership roles at various businesses within Citigroup prior to then; Chairman (2018) of the Texas A&M Foundation Board of Trustees (Trustee since 2013) and Chairman of the Smart Grid Center Board at Texas A&M University since 2012; director of, among others, Citibank N.A. from 2005 to 2008, the Federal Reserve Bank of Dallas, Houston Branch from 2009 to 2011, the Federal Reserve Bank of Dallas from 2011 to 2017, and the Electric Reliability Council of Texas from 2010 to 2016. He has served as director or trustee of the AB Funds since January 2020.     73     Moody’s Corporation since April 2011
     

Michael J. Downey,##
78

(2005)

  Private Investor since prior to 2017. Formerly, Chairman of The Asia Pacific Fund, Inc. (registered investment company) since prior to 2017 until January 2019. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities, Inc. He has served as a director or trustee of the AB Funds since 2005.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   
Nancy P. Jacklin,##
74
(2006)
  Private Investor since prior to 2017. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chair of the Governance and Nominating Committees of the AB Funds since August 2014.     73     None
     
Jeanette W. Loeb,##
70
(2020)
  Chief Executive Officer of PetCareRx (e-commerce pet pharmacy) from 2002 to 2011 and 2015 to present. Director of New York City Center since 2005. She was a director of AB Multi-Manager Alternative Fund, Inc. (fund of hedge funds) from 2012 to 2018. Formerly, affiliated with Goldman Sachs Group, Inc. (financial services) from 1977 to 1994, including as a partner thereof from 1986 to 1994. She has served as a Director of the AB Funds since April 2020.     73     Apollo Investment Corp. (business development company) since August 2011

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Carol C. McMullen,##

66
(2016)

  Managing Director of Slalom Consulting (consulting) since 2014, private investor and a member of the Advisory Board of Butcher Box (since 2018). Formerly, member, the Partners Healthcare Investment Committee (2010-2019); Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Chief Investment Officer, Core and Growth and Head of Global Investment Research). She has served on a number of private company and non-profit boards, and as a director or trustee of the AB Funds since June 2016.     73     None

 

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MANAGEMENT OF THE FUND (continued)

 

NAME,
ADDRESS*, AGE AND
(YEAR FIRST ELECTED**)
  PRINCIPAL
OCCUPATION(S),
DURING PAST FIVE YEARS
AND OTHER INFORMATION***
  PORTFOLIOS
IN AB FUND
COMPLEX
OVERSEEN BY
TRUSTEE
    OTHER PUBLIC
COMPANY
DIRECTORSHIPS
CURRENTLY
HELD BY TRUSTEE

INDEPENDENT TRUSTEES

(continued)

   

Garry L. Moody,##
70

(2008)

  Private Investor since prior to 2017. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He is also a member of the Investment Company Institute’s Board of Governors and the Independent Directors Council’s Governing Council. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.     73     None

 

*

The address for each of the Trust’s disinterested Trustees is c/o AllianceBernstein L.P., Attention: Legal and Compliance Department—Mutual Fund Legal, 1345 Avenue of the Americas, New York, NY 10105.

 

**

There is no stated term of office for the Trust’s Trustees.

 

***

The information above includes each Trustee’s principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee’s qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the Trust.

 

#

Mr. Erzan is an “interested person” of the Trust, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

 

##

Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

 

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MANAGEMENT OF THE FUND (continued)

 

Officers

 

NAME, ADDRESS*
AND AGE
   POSITION(S)
HELD WITH FUND
  

PRINCIPAL OCCUPATION

DURING PAST FIVE YEARS

Onur Erzan

46

   President and Chief Executive Officer    See biography above.
     

Terrance T. Hults

56

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Matthew J. Norton

39

   Vice President    Senior Vice President of the Adviser**, with which he has been associated since prior to 2017. He is also Chief Investment Officer – Municipal Bonds.
     

Andrew D. Potter

37

   Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Emilie D. Wrapp

66

   Secretary    Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2017.
     

Michael B. Reyes

45

   Senior Vice President    Vice President of the Adviser**, with which he has been associated since prior to 2017.
     

Joseph J. Mantineo

63

   Treasurer and Chief Financial Officer    Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”)**, with which he has been associated since prior to 2017.
     

Phyllis J. Clarke

61

   Controller    Vice President of ABIS**, with which she has been associated since prior to 2017.
     

Vincent S. Noto

57

   Chief Compliance Officer    Senior Vice President and Mutual Fund Chief Compliance Officer of the since prior to 2017.

 

*

The address for each of the Portfolio’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

 

**

The Adviser, ABI and ABIS are affiliates of the Trust.

The Trust’s Statement of Additional Information (“SAI”) has additional information about the Trust’s Trustees and Officers and is available without charge upon request. Contact your financial representative or ABI at (800)-227-4618, or visit www.abfunds.com, for a free prospectus or SAI.

 

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Operation and Effectiveness of the Fund’s Liquidity Risk Management Program:

In October 2016, the Securities and Exchange Commission (“SEC”) adopted the open-end fund liquidity rule (the “Liquidity Rule”). In June 2018 the SEC adopted a requirement that funds disclose information about the operation and effectiveness of their Liquidity Risk Management Program (“LRMP”) in their reports to shareholders.

One of the requirements of the Liquidity Rule is for the Fund to designate an Administrator of the Fund’s Liquidity Risk Management Program. The Administrator of the Fund’s LRMP is AllianceBernstein L.P., the Fund’s investment adviser (the “Adviser”). The Adviser has delegated the responsibility to its Liquidity Risk Management Committee (the “Committee”).

Another requirement of the Liquidity Rule is for the Fund’s Board of Trustees (the “Fund Board”) to receive an annual written report from the Administrator of the LRMP, which addresses the operation of the fund’s LRMP and assesses its adequacy and effectiveness. The Adviser provided the Fund Board with such annual report during the first quarter of 2022, which covered the period January 1, 2021 through December 31, 2021 (the “Program Reporting Period”).

The LRMP’s principal objectives include supporting the Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that the Fund will be unable to meet its redemption obligations in a timely manner.

Pursuant to the LRMP, the Fund classifies the liquidity of its portfolio investments into one of the four categories defined by the SEC: Highly Liquid, Moderately Liquid, Less Liquid, and Illiquid. These classifications are reported to the SEC on Form N-PORT.

During the Program Reporting Period, the Committee reviewed whether the Fund’s strategy is appropriate for an open-end structure, incorporating any holdings of less liquid and illiquid assets. If the Fund participated in derivative transactions, the exposure from such transactions were considered in the LRMP.

The Committee also performed an analysis to determine whether the Fund is required to maintain a Highly Liquid Investment Minimum (“HLIM”). The Committee also incorporated the following information when determining the Fund’s reasonably anticipated trading size for purposes of liquidity monitoring: historical net redemption activity, a Fund’s concentration in an issuer, shareholder concentration, investment performance, total net assets, and distribution channels.

The Adviser informed the Fund Board that the Committee believes the Funds’ LRMP is adequately designed, has been implemented as intended,

 

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and has operated effectively since its inception. No material exceptions have been noted since the implementation of the LRMP. During the Program Reporting Period, liquidity in all markets was significantly recovered and improved compared to the prior reporting period which included extreme levels of price volatility and relative illiquidity beginning in March 2020 with COVID 19 impacts. As such, the Program operated in a relatively robust and benign liquidity environment experienced in markets during the Program Reporting Period. There were no liquidity events that impacted the Fund or its ability to timely meet redemptions during the Program Reporting Period.

 

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Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested trustees (the “directors”) of AB Corporate Shares (the “Company”) unanimously approved the continuance of the Company’s Advisory Agreement with the Adviser in respect of AB Tax-Aware Real Return Income Shares (the “Fund”) at a meeting held by video conference on November 2-4, 2021 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed additional materials, including comparative analytical data prepared by the Senior Analyst for the Fund. The directors also discussed the proposed continuance in private sessions with counsel.

The directors noted that the Fund is designed as a vehicle for the wrap fee account market (where investors pay fees to a wrap fee sponsor which pays investment fees and expenses from such fee). The directors also noted that no advisory fee is payable by the Fund to the Adviser, that the Advisory Agreement does not include the reimbursement provision for certain administrative expenses included in the advisory agreements of most of the open-end AB Funds, and that the Adviser is responsible for payment of the Fund’s ordinary expenses. The directors noted that the Company acknowledges in the Advisory Agreement that the Adviser and its affiliates expect to receive compensation from third parties in connection with services provided to the Fund under the Advisory Agreement. The directors further noted that the Adviser receives payments from the wrap fee program sponsors (the “Sponsors”) that use the Fund as an investment vehicle for their clients.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AB Funds. The directors noted that they have four regular meetings each year, at each of which they review extensive materials and information from the Adviser, including information on the investment performance of the Fund and the money market fund advised by the Adviser in which the Fund invests a portion of its assets.

 

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The directors also considered all factors they believed relevant, including the specific matters discussed below. During the course of their deliberations, the directors evaluated, among other things, the reasonableness of the advisory fee. The directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the AB Funds. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser for calendar year 2020 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant at the request of the directors. The directors noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors noted that the Fund was not profitable to the Adviser in the period reviewed.

 

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Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund and the money market fund advised by the Adviser in which the Fund invests. The directors noted that the Adviser is compensated by the Sponsors. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the Meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year.

At the Meeting, the directors reviewed performance information prepared by an independent service provider (the “15(c) service provider”), showing the performance of the Fund against a group of similar funds (“peer group”) and a larger group of similar funds (“peer universe”), each selected by the 15(c) service provider, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-year period ended July 31, 2021 and (in the case of comparisons with the broad-based securities market index) for the period from inception. The directors were cognizant that the Fund was neither designed nor offered as a standalone investment and was intended to serve solely as a component of certain separately managed accounts (“SMAs”). The Adviser had explained that this attribute made it difficult to select an appropriate benchmark for the Fund. At the directors’ request, the Adviser provided information showing the weighting of the Fund in a current SMA and the overall performance of the SMA versus its stated benchmark. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees

The directors considered the advisory fee rate payable by the Fund to the Adviser (zero) and information provided by the 15(c) provider concerning advisory fee rates payable by other funds in the same category as the Fund. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees payable by other funds.

The directors noted the unusual arrangements in the Advisory Agreement providing for no advisory fee but were cognizant that the Adviser would be indirectly compensated by the Sponsors for its services to the Fund. The directors reviewed the fee arrangements between the Adviser and each of the current Sponsors and noted that such fees were negotiated on an arm’s length basis and were within the range of fees paid by wrap fee sponsors to other advisers of similar funds. While the Adviser’s fee arrangements with the Sponsors vary, the directors acknowledged the

 

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Adviser’s view that a portion of such fees (less the expenses of the Fund paid by the Adviser) may reasonably be viewed as compensating the Adviser for advisory services it provides to the Fund (the “implied fee”) and that the Adviser believes that while the Sponsors pay the Adviser different fee rates, the rate of fee attributable to Fund management at the Fund level is the same for all Sponsors. The directors also considered the fee rate schedules used by other registered investment companies that invest in fixed income securities that are advised by the Adviser.

The Adviser informed the directors that there were no institutional products managed by it that utilize investment strategies similar to those of the Fund.

The directors did not consider comparative expense information for the Fund because the Fund does not bear ordinary expenses.

Economies of Scale

The directors did not consider the extent to which fee levels in the Advisory Agreement for the Fund reflect economies of scale because the Advisory Agreement does not provide for any compensation to be paid to the Adviser by the Fund and the Fund’s expense ratio is zero. They did note, however, that the fee payable to the Adviser by the current Sponsors declines at a breakpoint based on either individual account sizes or on total assets managed by the Adviser for the Sponsor.

 

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This page is not part of the Shareholder Report or the Financial Statements.

 

 

AB FAMILY OF FUNDS

 

US EQUITY

CORE

Core Opportunities Fund

Select US Equity Portfolio

Sustainable US Thematic Portfolio1

GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

CORE

Global Core Equity Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund

Sustainable International Thematic Fund

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

GROWTH

Concentrated International Growth Portfolio

VALUE

All China Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Opportunities Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Duration Portfolio

Limited Duration High Income Portfolio

Short Duration Income Portfolio

Short Duration Portfolio

Sustainable Thematic Credit Portfolio

Total Return Bond Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Global Real Estate Investment Fund

Select US Long/Short Portfolio

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Sustainable Thematic Balanced Portfolio1

Tax-Managed All Market Income Portfolio

CLOSED-END FUNDS

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

 

We also offer Government Money Market Portfolio, which serves as the money market fund exchange vehicle for the AB mutual funds. You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. The Fund may impose a fee upon sale of your shares or may temporarily suspend your ability to sell shares if the Fund’s liquidity falls below required minimums because of market conditions or other factors. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

 

1

Prior to August 23, 2021, Sustainable US Thematic Portfolio was named FlexFee US Thematic Portfolio. Prior to December 1, 2021, Sustainable Thematic Balanced Portfolio was named Conservative Wealth Strategy.

 

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LOGO

AB TAX-AWARE REAL RETURN INCOME SHARES

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

 

TARRIS-0151-0422                 LOGO


ITEM 2.

CODE OF ETHICS.

(a) The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer and principal accounting officer. A copy of the registrant’s code of ethics is filed herewith as Exhibit 12(a)(1).

(b) During the period covered by this report, no material amendments were made to the provisions of the code of ethics adopted in 2(a) above.

(c) During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in 2(a) above were granted.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s Board of Directors has determined that independent directors Garry L. Moody, Marshall C. Turner, Jr. and Jorge A. Bermudez qualify as audit committee financial experts.

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) - (c) The following table sets forth the aggregate fees billed* by the independent registered public accounting firm Ernst & Young LLP, for the Fund’s last two fiscal years, for professional services rendered for: (i) the audit of the Fund’s annual financial statements included in the Fund’s annual report to stockholders; (ii) assurance and related services that are reasonably related to the performance of the audit of the Fund’s financial statements and are not reported under (i), which include advice and education related to accounting and auditing issues, quarterly press release review (for those Funds that issue quarterly press releases), and preferred stock maintenance testing (for those Funds that issue preferred stock); and (iii) tax compliance, tax advice and tax return preparation.

 

        Audit Fees       

Audit-Related

Fees

 

 

     Tax Fees  

AB Corp Income Shares

     2021      $ 32,537      $      $ 18,897  
     2022      $ 32,537      $      $ 14,914  

AB Taxable Multi-Sector Income Shares

     2021      $ 36,041      $      $ 20,164  
     2022      $ 36,041      $      $ 16,127  

AB Municipal Income Shares

     2021      $ 45,353      $      $ 19,048  
     2022      $ 45,353      $      $ 16,171  

AB Impact Municipal Income Shares

     2021      $ 29,731      $      $ 19,950  
     2022      $ 29,731      $      $ 16,171  

AB Tax-Aware Real Return Income Shares

     2021      $ 30,000      $      $ 21,936  
     2022      $ 30,000      $      $ 16,171  

 

*

The Fund’s Adviser absorbs all ordinary Fund expenses, including the Fund’s audit fees, audit-related fees and tax fees.

(d) Not applicable.

(e) (1) Beginning with audit and non-audit service contracts entered into on or after May 6, 2003, the Fund’s Audit Committee policies and procedures require the pre-approval of all audit and non-audit services provided to the Fund by the Fund’s independent registered public accounting firm. The Fund’s Audit Committee policies and procedures also require pre-approval of all audit and non-audit services provided to the Adviser and Service Affiliates to the extent that these services are directly related to the operations or financial reporting of the Fund.


(e) (2) All of the amounts for Audit Fees, Audit-Related Fees and Tax Fees in the table under Item 4 (a) – (c) are for services pre-approved by the Fund’s Audit Committee.

(f) Not applicable.

(g) The following table sets forth the aggregate non-audit services provided to the Fund, the Fund’s Adviser and entities that control, are controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Service Affiliates”):

 

                                         

          All Fees for
Non-Audit Services
Provided to the
Portfolio, the Adviser
and Service
Affiliates
     Total Amount of
Foregoing Column Pre-
approved by the Audit
Committee
(Portion Comprised of
Audit Related Fees)
(Portion Comprised of
Tax Fees)
 

AB Corp Income Shares

     2021      $ 995,373      $ 18,897  
         $  
         $ (18,897
     2022      $ 1,957,639      $ 14,914  
         $  
         $ (14,914

AB Taxable Multi-Sector Income Shares

     2021      $ 996,640      $ 20,164  
         $  
         $ (20,164
     2022      $ 1,958,852      $ 16,127  
         $  
         $ (16,127

AB Municipal Income Shares

     2021      $ 995,524      $ 19,048  
         $  
         $ (19,048
     2022      $ 1,958,896      $ 16,171  
         $  
         $ (16,171

AB Impact Municipal Income Shares

     2021      $ 996,426      $ 19,950  
         $  
         $ (19,950
     2022      $ 1,958,896      $ 16,171  
         $  
         $ (16,171

AB Tax-Aware Real Return Income Shares

     2021      $ 998,412      $ 21,936  
         $  
         $ (21,936
     2022      $ 1,958,896      $ 16,171  
         $  
         $ (16,171

(h) The Audit Committee of the Fund has considered whether the provision of any non-audit services not pre-approved by the Audit Committee provided by the Fund’s independent registered public accounting firm to the Adviser and Service Affiliates is compatible with maintaining the auditor’s independence.

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the registrant.

 

ITEM 6.

INVESTMENTS.

Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this Form N-CSR.

ITEM 7.     DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.


ITEM 8.     PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 9.     PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the registrant.

ITEM 10.     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 Fund’s Board of Directors since the Fund last provided disclosure in response to this item.

ITEM 11.     CONTROLS AND PROCEDURES.

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3 (c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document.

(b) There were no changes in the registrant’s internal controls over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.


ITEM 12.     DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

 

ITEM 13.

EXHIBITS

The following exhibits are attached to this Form N-CSR:

 

EXHIBIT NO.

 

DESCRIPTION OF EXHIBIT

12 (a) (1)   Code of Ethics that is subject to the disclosure of Item 2 hereof
12 (b) (1)   Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (b) (2)   Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (c)   Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


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.

(Registrant): AB Corporate Shares

 

By:  

/s/ Onur Erzan

  Onur Erzan
  President
Date:   March 3, 2023

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 dates indicated.

 

By:  

/s/ Onur Erzan

  Onur Erzan
  President
Date:   March 3, 2023
By:  

/s/ Joseph J. Mantineo

  Joseph J. Mantineo
  Treasurer and Chief Financial Officer
Date:   March 3, 2023