0000088053-22-000826.txt : 20220804 0000088053-22-000826.hdr.sgml : 20220804 20220804144304 ACCESSION NUMBER: 0000088053-22-000826 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 12 CONFORMED PERIOD OF REPORT: 20220531 FILED AS OF DATE: 20220804 DATE AS OF CHANGE: 20220804 EFFECTIVENESS DATE: 20220804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEUTSCHE DWS MUNICIPAL TRUST CENTRAL INDEX KEY: 0000203142 IRS NUMBER: 046396607 STATE OF INCORPORATION: MA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-02671 FILM NUMBER: 221136102 BUSINESS ADDRESS: STREET 1: 875 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-6225 BUSINESS PHONE: 212-454-4500 MAIL ADDRESS: STREET 1: 875 THIRD AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-6225 FORMER COMPANY: FORMER CONFORMED NAME: DEUTSCHE MUNICIPAL TRUST DATE OF NAME CHANGE: 20140811 FORMER COMPANY: FORMER CONFORMED NAME: DWS MUNICIPAL TRUST DATE OF NAME CHANGE: 20060207 FORMER COMPANY: FORMER CONFORMED NAME: SCUDDER MUNICIPAL TRUST DATE OF NAME CHANGE: 19920703 0000203142 S000006094 DWS Strategic High Yield Tax-Free Fund C000016734 Class A NOTAX C000016737 Class C NOTCX C000016738 Class S SHYTX C000016739 Institutional Class NOTIX N-CSR 1 ar53122shytf.htm DWS STRATEGIC HIGH YIELD TAX-FREE FUND

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

 

FORM N-CSR

 

Investment Company Act file number: 811-02671

 

Deutsche DWS Municipal Trust

(Exact Name of Registrant as Specified in Charter)

 

875 Third Avenue

New York, NY 10022-6225

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, including Area Code: (212) 454-4500

 

Diane Kenneally

100 Summer Street

Boston, MA 02110

(Name and Address of Agent for Service)

 

Date of fiscal year end: 5/31
   
Date of reporting period: 5/31/2022

 

ITEM 1. REPORT TO STOCKHOLDERS
   
  (a)

May 31, 2022
Annual Report
to Shareholders
DWS Strategic High Yield Tax-Free Fund

This report must be preceded or accompanied by a prospectus. To obtain a summary prospectus, if available, or prospectus for any of our funds, refer to the Account Management Resources information provided in the back of this booklet. We advise you to consider the Fund’s objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the Fund. Please read the prospectus carefully before you invest.
The brand DWS represents DWS Group GmbH & Co. KGaA and any of its subsidiaries such as DWS Distributors, Inc. which offers investment products or DWS Investment Management Americas, Inc. and RREEF America L.L.C. which offer advisory services.
NOT FDIC/NCUA INSURED    NO BANK GUARANTEE    MAY LOSE VALUE
NOT A DEPOSIT    NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY
2 | DWS Strategic High Yield Tax-Free Fund

Bond investments are subject to interest-rate, credit, liquidity and market risks to varying degrees. When interest rates rise, bond prices generally fall. Credit risk refers to the ability of an issuer to make timely payments of principal and interest. Investments in lower-quality (“junk bonds”  ) and non-rated securities present greater risk of loss than investments in higher-quality securities. Municipal securities are subject to the risk that litigation, legislation or other political events, local business or economic conditions or the bankruptcy of the issuer could have a significant effect on an issuer’s ability to make payments of principal and/or interest. The market for municipal bonds may be less liquid than for taxable bonds and there may be less information available on the financial condition of issuers of municipal securities than for public corporations. The Fund invests in inverse floaters, which are derivatives that involve leverage and could magnify the Fund’s gains or losses. Although the Fund seeks income that is exempt from federal income taxes, a portion of the Fund’s distributions may be subject to federal, state and local taxes, including the alternative minimum tax. Please read the prospectus for details.
War, terrorism, sanctions, economic uncertainty, trade disputes, public health crises and related geopolitical events have led, and, in the future, may lead to significant disruptions in U.S. and world economies and markets, which may lead to increased market volatility and may have significant adverse effects on the Fund and its investments.
DWS Strategic High Yield Tax-Free Fund | 3

Letter to Shareholders
Dear Shareholder:
While 2022 began with a moderately positive outlook for the economy given good corporate earnings and continued support from central banks, that shifted in late February as a result of escalating tensions between Russia and Ukraine, leading to a major conflict and subsequently a war. The attack on Ukraine has created an incredible humanitarian crisis as well as an economic and geopolitical emergency. At the time of this letter, our portfolio managers are focused on continuously assessing risks and forming opinions on the impact of this crisis on inflation, global trade, and the future of the world economy. As the current situation changes each day there is great uncertainty, and as such, we expect volatility to remain high until this conflict is resolved.
Our CIO Office expects that decisive interventions by central banks and other authorities will help ease current stress on financial systems. We also expect that the U.S. Federal Reserve (the “Fed” ) will remain on its course to fight increasing inflation expectations by increasing the key interest rates several times over the course of the year. Even more than the Fed, we believe that the European Central Bank (the “ECB” ) will focus on fighting recession and financial security risks as an immediate priority by continuing to monitor the impact of higher energy prices and dependencies on Russian gas imports. This may delay ECB changes to the net asset purchasing program. Our view is that the scope and pace of a future recovery from the resolution of the Ukraine crisis is likely to remain uneven among regions, asset classes and investment sectors.
In our view, the current market environment is one that underscores the value and importance of active portfolio management. We also believe that the strong partnership between our portfolio managers and our CIO Office, which synthesizes the views of more than 900 DWS economists, analysts and investment professionals around the world, makes an important difference in executing strategic and tactical decisions for the DWS Funds. As always, thank you for your trust. We welcome the opportunity to help you navigate these unusual times. For ongoing updates to our market and economic outlook, please visit the “Insights”  section of dws.com.
Best regards,
Hepsen Uzcan
President, DWS Funds
Assumptions, estimates and opinions contained in this document constitute our judgment as of the date of the document and are subject to change without notice. Any projections are based on a number of assumptions as to market conditions and there can be no guarantee that any projected results will be achieved. Past performance is not a guarantee of future results.
4 | DWS Strategic High Yield Tax-Free Fund

Portfolio Management Review (Unaudited)
Market Overview and Fund Performance
All performance information below is historical and does not guarantee future results. Returns shown are for Class A shares, unadjusted for sales charges. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit dws.com for the most recent month-end performance of all share classes. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had. Please refer to pages 10 through 12 for more complete performance information.
Investment Process
The Fund can buy many types of municipal securities of all maturities. These may include revenue bonds (which are backed by revenues from a particular source) and general obligation bonds (which are typically backed by the issuer’s ability to levy taxes).
The Fund’s management team seeks to hold municipal bonds that appear to offer the best opportunity to meet the Fund’s objective of providing a high level of income exempt from regular federal income tax. In selecting securities, the managers weigh a number of factors against each other, from economic outlooks and possible interest rate movements to characteristics of specific securities such as coupon, maturity date and call date, and changes in supply and demand within the municipal bond market. Although portfolio management may adjust the Fund’s duration (a measure of sensitivity to interest rates) over a wider range, they generally intend to keep it similar to that of the Bloomberg Municipal Bond Index, generally between five and nine years.
DWS Strategic High Yield Tax-Free Fund posted a return of –9.55% for the 12-month period ended May 31, 2022. The overall investment grade municipal bond market, as measured by the unmanaged Bloomberg Municipal Bond Index, delivered a total return of –6.79% for the same period. The average fund in the Morningstar High Yield Muni category returned –7.41% for the 12 months.
Entering the period, financial assets including municipal bonds had benefited from positive risk sentiment given an extraordinarily supportive policy backdrop in response to the pandemic. However, June of 2021 saw growing concern over COVID-19 variants along with an unexpectedly “hawkish”  U.S. Federal Reserve (Fed) Open Market Committee (FOMC) meeting. The updated Fed “dot plot”  displaying the preferred trajectory for fed funds of FOMC members signalled two hikes in the benchmark
DWS Strategic High Yield Tax-Free Fund | 5

overnight lending rate in 2023, a moving forward of the previously communicated timetable. Short-term Treasury yields rose in response while longer-term yields declined.
As 2021 drew to a close, markets remained focused on the shifting outlook for monetary policy. Inflation, once characterized by the Fed as transitory, remained high in part due to supply chain issues and rising commodity prices. With unemployment levels nearing their pre-COVID lows, the Fed indicated it was prepared to begin tapering the bond purchases that it had used to keep longer-term interest rates low. November saw the Fed officially launch the tapering process, even as the rapid emergence of the Omicron variant of COVID-19 introduced added uncertainty. The pace of the Fed’s tapering of asset purchases was stepped up in December as inflation data for November came in above expectations. Short-term Treasury yields drifted higher over the fourth quarter of 2021 as markets began to anticipate additional hikes in the fed funds rate in 2022, as opposed to the previously signaled 2023 rate lift-off.
“As 2021 drew to a close, markets remained focused on the shifting outlook for monetary policy.” 
An already challenging inflation outlook was exacerbated by Russia’s late-February invasion of Ukraine, which led to a spike in prices for oil and other commodities. As expected, the Fed implemented a quarter-point increase in fed funds at its mid-March meeting, the first such upward move since December of 2018. This was followed in early May by a 50 basis point hike in fed funds. As the period drew to a close, the markets were pricing in at least seven Fed rate hikes for 2022. Given the shift in the likely trajectory of fed funds, short-term U.S. Treasury yields moved sharply higher.
As risk sentiment deteriorated over the first few months of 2022, tax-exempt mutual funds experienced historically high outflows and performance for lower quality issues lagged within the investment grade municipal market. For the 12 months ended May 31, 2022, AAA municipal yields rose along the length of the curve and the curve flattened between 2 and 30 years as yield increases were most significant for shorter maturities. To illustrate, the two-year yield went from 0.10% to 1.83%, the
6 | DWS Strategic High Yield Tax-Free Fund

10-year from 0.99% to 2.47%, and the 30-year from 1.51% to 2.81% (source: Thomson Reuters).
AAA Municipal Bond Yield Curve (as of 5/31/22 and 5/31/21)


Source: Refinitiv TM3 as of 5/31/22.
Chart is for illustrative purposes only and does not represent any DWS product.
Positive and Negative Contributors to Fund Performance
The Fund’s positioning with respect to overall duration and corresponding interest rate sensitivity detracted from performance relative to the benchmark. Specifically, the Fund held an above-benchmark duration stance in order to align with its peer group, which weighed on performance as interest rates rose over the period. The Fund used futures contracts as a means to manage the duration of the investment portfolio.
The Fund’s stance with respect to credit quality detracted from performance vs. the benchmark. During the period we were overweight issues rated BBB, weighing on performance as this segment experienced the worst performance within the municipal market. Exposure to below-investment grade issues also detracted.
In sector terms, holdings of zero coupon tobacco issues were the largest detractor from performance relative to the benchmark, as long duration, low coupon bonds were the most negatively impacted as interest rates moved higher over the period.
Outlook and Positioning
Municipal yields have become more attractive relative to Treasuries. As of the end of May 2022, the two-year municipal bond yield of 1.83% was 71.5% of the comparable-maturity U.S. Treasury bond yield before taking into account the tax advantage of municipals. The 10-year municipal bond
DWS Strategic High Yield Tax-Free Fund | 7

yield of 2.47% was 87.0% of the comparable-maturity U.S. Treasury bond yield, while the 30- year municipal yield of 2.81% was 92.1% of the comparable U.S. Treasury yield.
We have been focused on maintaining liquidity in the portfolio to meet redemptions while also taking advantage of new issuance which is coming at much wider spreads. We have also been active in tax loss swapping and improving the book yield of the portfolio.
Portfolio Management Team
Matthew J. Caggiano, CFA, Head of Investment Strategy Fixed Income
Portfolio Manager of the Fund. Began managing the Fund in 2021.
—  Joined DWS in 1989.
—  Co-Head of Municipal Bond Department.
—  BS, Pennsylvania State University; MS, Boston College.
Chad H. Farrington, CFA, Head of Investment Strategy Fixed Income
Portfolio Manager of the Fund. Began managing the Fund in 2018.
—  Joined DWS in 2018 with 20 years of industry experience; previously, worked as Portfolio Manager, Head of Municipal Research, and Senior Credit Analyst at Columbia Threadneedle.
—  Co-Head of Municipal Bond Department.
—  BS, Montana State University.
Michael J. Generazo, Senior Portfolio Manager Fixed Income
Portfolio Manager of the Fund. Began managing the Fund 2018.
—  Joined DWS in 1999.
—  BS, Bryant College; MBA, Suffolk University.
The views expressed reflect those of the portfolio management team only through the end of the period of the report as stated on the cover. The management team’s views are subject to change at any time based on market and other conditions and should not be construed as a recommendation. Past performance is no guarantee of future results. Current and future portfolio holdings are subject to risk.
Terms to Know
The Bloomberg Municipal Bond Index covers the USD-denominated long- term tax exempt bond market. The index has four main sectors: state and local general obligation bonds, revenue bonds, insured bonds, and prerefunded bonds.
Index returns do not reflect fees or expenses and it is not possible to invest directly into an index.
The Morningstar High Yield Muni category consists of funds that invest at least 50% of their assets in high-income municipal securities that are not rated or that are rated at a level of BBB and below.
8 | DWS Strategic High Yield Tax-Free Fund

The yield curve is a graph with a left-to-right line that shows how high or low yields are, from the shortest to the longest maturities. Typically (and when the yield curve is characterized as “steep,”  this is especially true), the line rises from left to right as investors who are willing to tie up their money for a longer period are rewarded with higher yields.
Duration, which is expressed in years, measures the sensitivity of the price of a bond or bond fund to a change in interest rates.
Contribution and detraction incorporate both an investment’s total return and its weighting in the Fund.
Overweight means the Fund holds a higher weighting in a given sector or security than the benchmark. Underweight means the Fund holds a lower weighting.
Credit quality measures a bond issuer’s ability to repay interest and principal in a timely manner. Rating agencies assign letter designations, such as AAA, AA and so forth. The lower the rating the higher the probability of default. Credit quality does not remove market risk and is subject to change.
Credit spread is the additional yield provided by municipal bonds rated AA and below vs. municipals rated AAA with comparable effective maturity.
DWS Strategic High Yield Tax-Free Fund | 9

Performance Summary May 31, 2022 (Unaudited)
Class A 1-Year 5-Year 10-Year
Average Annual Total Returns as of 5/31/22
Unadjusted for Sales Charge –9.55% 1.49% 2.53%
Adjusted for the Maximum Sales Charge
(max 2.75% load)
–12.04% 0.92% 2.25%
Bloomberg Municipal Bond Index –6.79% 1.78% 2.54%
Class C 1-Year 5-Year 10-Year
Average Annual Total Returns as of 5/31/22
Unadjusted for Sales Charge –10.22% 0.72% 1.77%
Adjusted for the Maximum Sales Charge
(max 1.00% CDSC)
–10.22% 0.72% 1.77%
Bloomberg Municipal Bond Index –6.79% 1.78% 2.54%
Class S 1-Year 5-Year 10-Year
Average Annual Total Returns as of 5/31/22
No Sales Charges –9.31% 1.74% 2.79%
Bloomberg Municipal Bond Index –6.79% 1.78% 2.54%
Institutional Class 1-Year 5-Year 10-Year
Average Annual Total Returns as of 5/31/22
No Sales Charges –9.38% 1.73% 2.79%
Bloomberg Municipal Bond Index –6.79% 1.78% 2.54%
Performance in the Average Annual Total Returns table above and the Growth of an Assumed $10,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit dws.com for the Fund’s most recent month-end performance. Fund performance includes reinvestment of all distributions. Unadjusted returns do not reflect sales charges and would have been lower if they had.
The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated October 1, 2021 are 0.90%, 1.66%, 0.73% and 0.68% for Class A, Class C, Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.
Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.
Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.
10 | DWS Strategic High Yield Tax-Free Fund

A portion of the Fund’s distributions may be subject to federal, state and local taxes and the alternative minimum tax.
Generally accepted accounting principles require adjustments to be made to the net assets of the Fund at period end for financial reporting purposes only, and as such, the total return based on the unadjusted net asset value per share may differ from the total return reported in the financial highlights.
Growth of an Assumed $10,000 Investment
(Adjusted for Maximum Sales Charge)

Yearly periods ended May 31

The Fund’s growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 2.75%. This results in a net initial investment of $9,725.
The growth of $10,000 is cumulative.
Performance of other share classes will vary based on the sales charges and the fee structure of those classes.
Bloomberg Municipal Bond Index covers the USD-denominated long-term tax exempt bond market. The index has four main sectors: state and local general obligation bonds, revenue bonds, insured bonds, and pre-refunded bonds.
    
DWS Strategic High Yield Tax-Free Fund | 11

  Class A Class C Class S Institutional
Class
Net Asset Value
5/31/22 $ 11.02 $ 11.03 $ 11.03 $ 11.03
5/31/21 $ 12.59 $ 12.60 $ 12.60 $ 12.60
Distribution Information  as of 5/31/22
Income Dividends, Twelve Months $ .39 $ .30 $ .42 $ .42
Capital Gain Distributions* $ .00 $ .00 $ .00 $ .00
May Income Dividend $ .0333 $ .0263 $ .0359 $ .0359
SEC 30-day Yield‡‡ 3.57% 2.94% 3.91% 3.91%
Tax Equivalent Yield‡‡ 6.03% 4.97% 6.60% 6.60%
Current Annualized Distribution Rate‡‡ 3.56% 2.81% 3.83% 3.83%
* Amount is less than $.005.
‡‡ The SEC yield is net investment income per share earned over the month ended May 31, 2022, shown as an annualized percentage of the maximum offering price per share on the last day of the period. The SEC yield is computed in accordance with a standardized method prescribed by the Securities and Exchange Commission. The SEC yields would have been 3.51%, 2.91%, 3.75% and 3.89% for Class A, Class C, Class S and Institutional Class shares, respectively, had certain expenses not been reduced. Tax equivalent yield is based on the Fund’s yield and a marginal income tax rate of 40.8%. Current annualized distribution rate is the latest monthly dividend shown as an annualized percentage of net asset value on May 31, 2022. Distribution rate simply measures the level of dividends and is not a complete measure of performance. The current annualized distribution rates would have been 3.50%, 2.78%, 3.67% and 3.81% for Class A, Class C, Class S and Institutional Class shares, respectively, had certain expenses not been reduced. Yields and distribution rates are historical, not guaranteed and will fluctuate.
12 | DWS Strategic High Yield Tax-Free Fund

Portfolio Summary (Unaudited)
Asset Allocation (As a % of Investment Portfolio excluding Open-End Investment Companies) 5/31/22 5/31/21
Revenue Bonds 87% 85%
General Obligation Bonds 6% 6%
Lease Obligations 4% 3%
Variable Rate Demand Notes 2% 2%
Escrow to Maturity/Prerefunded Bonds 1% 3%
Other 0% 1%
  100% 100%
Interest Rate Sensitivity 5/31/22 5/31/21
Effective Maturity 12.1 years 6.9 years
Modified Duration 8.0 years 6.0 years
Effective maturity is the weighted average of the maturity date of bonds held by the Fund taking into consideration any available maturity shortening features.
Modified duration is an approximate measure of a fund’s sensitivity to movements in interest rates based on the current interest rate environment.
Quality  (As a % of Investment Portfolio excluding Open-End Investment Companies) 5/31/22 5/31/21
AAA 1% 0%
AA 11% 6%
A 19% 20%
BBB 23% 28%
BB 10% 9%
B 0% 2%
CCC 0%
CC 1%
D 2% 2%
Not Rated 34% 32%
  100% 100%
The quality ratings represent the higher of Moody’s Investors Service, Inc. (“Moody’s” ), Fitch Ratings, Inc. (“Fitch” ) or S&P Global Ratings (“S&P” ) credit ratings. The ratings of Moody’s, Fitch and S&P represent their opinions as to the quality of the securities they rate. Credit quality measures a bond issuer’s ability to repay interest and principal in a timely manner. Ratings are relative and subjective and are not absolute standards of quality. Credit quality does not remove market risk and is subject to change.
Top Five State Allocations (As a % of Investment Portfolio excluding Open-End Investment Companies) 5/31/22 5/31/21
Florida 10% 9%
Texas 9% 8%
Illinois 8% 7%
Puerto Rico 7% 7%
New York 6% 9%
DWS Strategic High Yield Tax-Free Fund | 13

Portfolio holdings and characteristics are subject to change.
For more complete details about the Fund’s investment portfolio, see page 15. A quarterly Fact Sheet is available on dws.com or upon request. Please see the Account Management Resources section on page 75 for contact information.
14 | DWS Strategic High Yield Tax-Free Fund

Investment Portfolio as of May 31, 2022
  Principal
Amount ($)
Value ($)
Municipal Investments 98.0%  
Alabama 0.7%  
Jefferson County, AL, Sewer Revenue, Series C, Step-up Coupon, 0% to 10/1/2023, 6.9% to 10/1/2050, INS: AGMC    5,000,000    5,081,867
Arizona 3.5%  
Arizona, State Industrial Development Authority, Education Facility Revenue, Odyssey Preparatory Academy Project, 144A, 5.0%, 7/1/2049    2,760,000   2,773,400
Arizona, State Industrial Development Authority, Education Revenue, BASIS School Projects:                         
Series G, 144A, 5.0%, 7/1/2047    1,000,000   1,014,734
Series D, 144A, 5.0%, 7/1/2051    1,035,000   1,047,915
Series G, 144A, 5.0%, 7/1/2051      550,000     556,863
Series A, 144A, 5.25%, 7/1/2047    1,000,000   1,025,015
Maricopa County, AZ, Industrial Development Authority, Education Revenue, Benjamin Franklin Charter School Project, Series A, 144A, 6.0%, 7/1/2052    1,000,000   1,096,794
Maricopa County, AZ, Industrial Development Authority, Education Revenue, Legacy Traditional Schools Project, Series B, 144A, 5.0%, 7/1/2049    1,490,000   1,514,806
Phoenix, AZ, Civic Improvement Corp., Rental Car Facility Revenue, Series A, 4.0%, 7/1/2045    6,500,000   6,495,181
Phoenix, AZ, Industrial Development Authority, Education Facility Revenue, Leman Academy of Excellence, ORO Valley Project:                         
Series A, 144A, 5.0%, 7/1/2038    1,380,000   1,398,089
Series A, 144A, 5.25%, 7/1/2048    1,750,000   1,773,289
Phoenix, AZ, Industrial Development Authority, Student Housing Revenue, Downtown Phoenix Student Housing LLC:                         
Series A, 5.0%, 7/1/2037    2,000,000   2,088,280
Series A, 5.0%, 7/1/2042    2,000,000   2,071,976
Pima County, AZ, Industrial Development Authority, Education Revenue, American Leadership Academy Project:                         
Series 2022, 144A, 4.0%, 6/15/2051    1,830,000   1,574,244
Series 2022, 144A, 4.0%, 6/15/2057      230,000     191,941
144A, 5.0%, 6/15/2049    1,030,000   1,038,918
144A, 5.0%, 6/15/2052      710,000     714,551
      26,375,996
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 15

  Principal
Amount ($)
Value ($)
Arkansas 0.5%  
Arkansas, State Development Finance Authority Industrial Development Revenue, Big River Steel Project, 144A, AMT, 4.75%, 9/1/2049    4,000,000    4,101,268
California 4.8%  
California, Golden State Tobacco Securitization Corp., Tobacco Settlement Revenue, Series B-1, 3.85%, 6/1/2050    3,000,000   2,757,800
California, Morongo Band of Mission Indians Revenue, Series B, 144A, 5.0%, 10/1/2042    1,145,000   1,236,315
California, M-S-R Energy Authority, Series B, 7.0%, 11/1/2034, GTY: Citigroup Global Markets    8,750,000  11,169,708
California, Public Finance Authority Revenue, Sharp Healthcare Obligated Group:                         
Series B, 0.57% (a), 6/1/2022, LOC: Barclays Bank PLC      600,000     600,000
Series C, 0.57% (a), 6/1/2022, LOC: Barclays Bank PLC      550,000     550,000
California, River Islands Public Financing Authority, Special Tax, Community Facilities District No. 2019-1, Phase 2 Public Improvements:                         
3.875%, 9/1/2049    2,630,000   2,241,485
4.0%, 9/1/2046    3,825,000   3,378,712
California, State Municipal Finance Authority Revenue, LAX Integrated Express Solutions LLC, LINXS Apartment Project, Series A, AMT, 5.0%, 12/31/2047    2,075,000   2,158,175
California, State Municipal Finance Authority Revenue, NorthBay Healthcare, Series A, 5.25%, 11/1/2047    2,135,000   2,224,891
California, State Public Finance Authority Revenue, ENSO Village Project:                         
Series A, 144A, 5.0%, 11/15/2046      270,000     271,002
Series A, 144A, 5.0%, 11/15/2051      135,000     134,790
California, Tobacco Securitization Authority of Northern California, Tobacco Settlement Revenue, Series B-2, Zero Coupon, 6/1/2060    4,530,000     841,333
Long Beach, CA, Bond Finance Authority, Natural Gas Purchase Revenue, Series A, 5.25%, 11/15/2023, GTY: Merrill Lynch & Co.      620,000     644,085
Long Beach, CA, Carnival Cruise Terminal Financing, 144A, 7.282%, 11/1/2030, GTY: Carnival Corp.    1,580,000   1,512,692
Riverside County, CA, General Obligation, Series 2021 B-2, 3.0%, 6/1/2048    3,105,000   2,462,046
The accompanying notes are an integral part of the financial statements.
16 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
San Joaquin Hills, CA, Transportation Corridor Agency, Toll Road Revenue, Series A, 4.0%, 1/15/2050    3,544,000   3,525,482
San Mateo County, CA, Transportation Authority, Sales Tax Revenue, Series B, 0.52% (a), 6/1/2022, LOC: Bank of America NA      450,000     450,000
      36,158,516
Colorado 3.9%  
Colorado, Aurora Highlands Community Authority Board, Special Tax Revenue, Series A, 5.75%, 12/1/2051    5,000,000   4,683,737
Colorado, Brighton Crossing Metropolitan District No. 6 Ltd., Series A, 5.0%, 12/1/2050    1,000,000     947,711
Colorado, Broadway Park North Metropolitan District No. 2:                         
144A, 5.0%, 12/1/2040    1,100,000   1,106,664
144A, 5.0%, 12/1/2049    1,275,000   1,265,578
Colorado, Broadway Station Metropolitan District No. 3, Step-up Coupon, 0% to 12/1/2027, 7.5% to 12/1/2049    2,000,000   1,295,803
Colorado, General Obligation, Series A, 144A, 5.0%, 12/1/2051    1,150,000   1,069,713
Colorado, North Range Metropolitan District No. 3, Series A, 5.25%, 12/1/2050    2,167,000   2,151,157
Colorado, Public Energy Authority, Natural Gas Purchased Revenue, 6.25%, 11/15/2028, GTY: Merrill Lynch & Co.    6,365,000   7,212,700
Colorado, Trails At Crowfoot Metropolitan District No. 3, Series A, 5.0%, 12/1/2049    1,000,000     979,508
Denver, CO, Convention Center Hotel Authority Revenue:                         
5.0%, 12/1/2033      500,000     523,828
5.0%, 12/1/2034    1,000,000   1,046,170
5.0%, 12/1/2040    2,060,000   2,137,962
Denver, CO, Health & Hospital Authority, Certificate of Participations, 5.0%, 12/1/2048    1,170,000   1,239,398
Denver, CO, Urban Renewal Authority, Tax Increment Revenue, 9th Urban Redevelopment Area, Series A, 144A, 5.25%, 12/1/2039    1,800,000   1,872,233
Douglas County, CO, Rampart Range Metropolitan District No. 5, Series 2021, 4.0%, 12/1/2051    2,150,000   1,716,391
      29,248,553
Connecticut 0.2%  
Connecticut, State Health & Educational Facilities Authority Revenue, Sacred Heart University:                         
Series L, 5.0%, 7/1/2041      550,000     610,119
Series L, 5.0%, 7/1/2042      530,000     586,647
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 17

  Principal
Amount ($)
Value ($)
Connecticut, Steel Point Infrastructure Improvement District Special Obligation Revenue, Steelpointe Harbor Project:                         
144A, 4.0%, 4/1/2041      190,000     173,713
144A, 4.0%, 4/1/2051      505,000     439,405
      1,809,884
District of Columbia 0.9%  
District of Columbia, Latin American Montessori Bilingual Public Charter School, 5.0%, 6/1/2050    3,370,000   3,452,524
District of Columbia, Two Rivers Public Charter School, Inc., 5.0%, 6/1/2055    3,065,000   3,146,926
      6,599,450
Florida 10.1%  
Charlotte County, FL, Industrial Development Authority, Utility System Revenue, Town & Country Utilities Project, Series A, 144A, AMT, 4.0%, 10/1/2051, GTY: Babcock Ranch IRR LLC      750,000     620,779
Collier County, FL, Industrial Development Authority, Continuing Care Community Revenue, Arlington of Naples Project, Series A, 144A, 8.125%, 5/15/2044* (b)    2,310,000   1,570,800
Florida, Capital Project Finance Authority, Student Housing Revenue, Loan Program:                         
Series A-1, 5.0%, 10/1/2032      230,000     243,306
Series A-1, 5.0%, 10/1/2033      230,000     242,974
Series A-1, 5.0%, 10/1/2034      230,000     242,631
Series A-1, 5.0%, 10/1/2035      115,000     121,156
Florida, Capital Projects Finance Authority, Student Housing Revenue, Capital Projects Loan Program, Series A-2, 4.0%, 10/1/2024    2,975,000   2,883,550
Florida, Capital Trust Agency, Educational Facilities Authority, Charter Educational Foundation Project, Series A, 144A, 5.375%, 6/15/2048    1,840,000   1,853,616
Florida, Capital Trust Agency, Educational Growth Fund LLC, Charter School Portfolio Project, Series A-1, 144A, 5.0%, 7/1/2056    1,190,000   1,202,066
Florida, Development Finance Corp., Educational Facilities Revenue, Mater Academy Projects, Series A, 5.0%, 6/15/2055    2,065,000   2,116,941
Florida, Development Finance Corp., Educational Facilities Revenue, River City Science Academy Project:                         
Series A-1, 5.0%, 7/1/2042       75,000      78,328
Series B, 5.0%, 7/1/2042 (c)       80,000      79,811
Series A-1, 5.0%, 7/1/2051       70,000      72,328
Series B, 5.0%, 7/1/2051 (c)      115,000     112,527
Series A-1, 5.0%, 2/1/2057      100,000     102,167
The accompanying notes are an integral part of the financial statements.
18 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Series B, 5.0%, 7/1/2057 (c)      120,000     114,550
Florida, Development Finance Corp., Surface Transportation Facilities Revenue, Brightline Passenger Rail Project, Series B, 144A, AMT, 7.375%, 1/1/2049    4,250,000   4,300,561
Florida, Development Finance Corp., Surface Transportation Facilities Revenue, Virgin Trains USA Passenger Rail Project:                         
Series A, 144A, AMT, 6.375% (d), 1/1/2049    1,740,000   1,706,484
Series A, 144A, AMT, 6.5% (d), 1/1/2049    1,905,000   1,841,713
Florida, Higher Educational Facilities Financing Authority Revenue, Ringling College Project:                         
5.0%, 3/1/2029      980,000   1,056,349
5.0%, 3/1/2032    1,110,000   1,181,178
5.0%, 3/1/2034    1,195,000   1,268,749
Florida, State Atlantic University Finance Corp., Capital Improvements Revenue, Student Housing Project, Series B, 4.0%, 7/1/2044    8,555,000   8,747,139
Florida, State Development Finance Corp., Learning Gate Community School Project:                         
Series A, 5.0%, 2/15/2038      500,000     518,197
Series A, 5.0%, 2/15/2048    1,150,000   1,185,226
Florida, State Development Finance Corp., Senior Living Revenue, The Cabana at Jensen Dunes Project:                         
Series A, 144A, 5.0%, 11/15/2056    1,000,000     745,020
Series A, 144A, 5.25%, 11/15/2056    9,000,000   7,045,742
Florida, State Higher Educational Facilities Financial Authority Revenue, Florida Institute of Technology:                         
Series A, 4.0%, 10/1/2044    1,395,000   1,307,231
4.0%, 10/1/2049    1,905,000   1,745,238
Florida, State Higher Educational Facilities Financial Authority Revenue, Jacksonville University Project, Series A-1, 144A, 4.75%, 6/1/2038    1,750,000   1,764,532
Florida, State Mid-Bay Bridge Authority, Series A, 5.0%, 10/1/2035    1,030,000   1,076,897
Florida, Village Community Development District No. 12, Special Assessment Revenue:                         
144A, 4.25%, 5/1/2043    2,330,000   2,249,397
144A, 4.375%, 5/1/2050    1,950,000   1,884,326
Florida, Village Community Development District No. 13, Special Assessment Revenue, Series 2021, 3.25%, 5/1/2052    1,705,000   1,370,837
Greater Orlando, FL, Aviation Authority Airport Facilities Revenue, Series A, AMT, 4.0%, 10/1/2052    6,500,000   6,435,655
Hillsborough County, FL, Aviation Authority, Tampa International Airport, Series A, AMT, 4.0%, 10/1/2052    1,955,000   1,952,603
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 19

  Principal
Amount ($)
Value ($)
Jacksonville, FL, Educational Facilities Revenue, Jacksonville University Project, Series B, 144A, 5.0%, 6/1/2053    3,250,000   3,283,522
Lake County, FL, Educational Facilities Revenue, Imagine South Lake Charter School Project:                         
Series A, 144A, 5.0%, 1/15/2049      825,000     829,863
Series A, 144A, 5.0%, 1/15/2054      850,000     852,477
Miami-Dade County, FL, Seaport Revenue, Series B-1, AMT, 4.0%, 10/1/2046    2,570,000   2,575,699
Osceola County, FL, Transportation Revenue:                         
Series A-2, Zero Coupon, 10/1/2049    3,400,000     991,549
Series A-2, Zero Coupon, 10/1/2051    4,775,000   1,266,166
Series A-2, Zero Coupon, 10/1/2054    4,570,000   1,050,244
Seminole County, FL, Industrial Development Authority, Legacy Pointe At UCF Project:                         
Series A, 5.25%, 11/15/2039      445,000     416,953
Series A, 5.5%, 11/15/2049    3,635,000   3,400,982
      75,708,059
Georgia 2.6%  
Americus-Sumter County, GA, Hospital Authority, Magnolia Manor Obligated Group, Series A, Prerefunded, 6.375%, 5/15/2043    4,000,000   4,178,353
Atlanta, GA, Tax Allocation, Beltline Project:                         
Series B, 5.0%, 1/1/2029    3,450,000   3,790,464
Series B, 5.0%, 1/1/2030    1,715,000   1,879,016
Fulton County, GA, Development Authority Hospital Revenue, Wellstar Health System, Obligated Inc. Project, Series A, 4.0%, 4/1/2050    3,460,000   3,466,471
Gainesville & Hall County, GA, Hospital Authority, Northeast Georgia Health System, Inc. Project, Series A, Prerefunded, 5.5%, 8/15/2054    1,820,000   1,988,586
George L Smith II, GA, Congress Center Authority, Convention Center Hotel First Tier, Series A, 4.0%, 1/1/2054    1,420,000   1,292,692
George L Smith II, GA, Congress Center Authority, Convention Center Hotel Second Tier, Series B, 144A, 5.0%, 1/1/2054    3,365,000   3,242,446
      19,838,028
Illinois 7.8%  
Chicago, IL, Board of Education:                         
Series B, 4.0%, 12/1/2035    2,500,000   2,467,895
Series A, 4.0%, 12/1/2047    5,715,000   5,366,634
Series A, 5.0%, 12/1/2033      740,000     780,144
Series H, 5.0%, 12/1/2046    1,690,000   1,744,717
The accompanying notes are an integral part of the financial statements.
20 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Series E, 6.038%, 12/1/2029    1,500,000   1,546,933
Chicago, IL, General Obligation:                         
Series B, 4.0%, 1/1/2036      950,000     931,851
Series A, 5.5%, 1/1/2049    2,425,000   2,595,147
Series A, 6.0%, 1/1/2038    2,180,000   2,377,257
Chicago, IL, O’Hare International Airport, Special Facility Revenue, AMT, 5.0%, 7/1/2048    1,185,000   1,240,172
Chicago, IL, Transit Authority, Sales Tax Receipts Revenue, Second Lien:                         
Series A, 4.0%, 12/1/2049   10,000,000  10,080,107
Series A, 4.0%, 12/1/2050    1,400,000   1,408,904
Illinois, Housing Development Authority Revenue, Series B, 3.0%, 4/1/2051    3,870,000   3,833,333
Illinois, Metropolitan Pier & Exposition Authority Revenue, McCormick Place Expansion Project, Series A, Zero Coupon, 12/15/2052, INS: AGMC    7,000,000   1,866,061
Illinois, State Finance Authority Revenue, Friendship Village of Schaumburg, 5.125%, 2/15/2045    7,935,000   5,238,205
Illinois, State General Obligation:                         
Series A, 5.0%, 10/1/2033    4,970,000   5,219,735
5.0%, 11/1/2034    1,500,000   1,551,768
5.0%, 1/1/2035      300,000     308,506
Series A, 5.0%, 5/1/2035    2,295,000   2,395,489
Series A, 5.0%, 12/1/2042    3,610,000   3,723,003
Series A, 5.0%, 3/1/2046      535,000     557,570
Series A, 5.5%, 3/1/2042 (c)      800,000     878,400
Series A, 5.5%, 3/1/2047 (c)      735,000     801,760
5.75%, 5/1/2045    1,470,000   1,605,459
      58,519,050
Indiana 1.6%  
Indiana, State Finance Authority Environmental Revenue, United Steel Corporation Project, Series A, 4.125%, 12/1/2026    1,250,000   1,257,638
Indiana, State Finance Authority Revenue, Educational Facilities, Rock Creek Community Academy Inc., Project:                         
Series A, 144A, 5.875%, 7/1/2038    1,340,000   1,405,054
Series A, 144A, 6.125%, 7/1/2048    3,660,000   3,831,461
Indiana, State Finance Authority Revenue, Greencroft Obligation Group, Series A, 7.0%, 11/15/2043    2,290,000   2,453,608
Indiana, State Finance Authority, Health Facilities Revenue, Baptist Healthcare System, Series A, 5.0%, 8/15/2051    3,000,000   3,147,550
      12,095,311
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 21

  Principal
Amount ($)
Value ($)
Iowa 1.2%  
Iowa, State Higher Education Loan Authority Revenue, Private College Facility, Des Moines University Project, 4.0%, 10/1/2045    5,210,000   4,999,699
Iowa, State Student Loan Liquidity Corp., Senior Revenue, Series B, AMT, 3.0%, 12/1/2039    2,500,000   2,400,135
Iowa, Tobacco Settlement Authority Revenue:                         
“1", Series A-2, 4.0%, 6/1/2049    1,000,000     967,883
Series B-1, 4.0%, 6/1/2049      610,000     606,011
      8,973,728
Kansas 0.2%  
Wyandotte County, KS, Unified Government, Legends Apartments Garage & West Lawn Project, 4.5%, 6/1/2040    1,375,000    1,269,433
Kentucky 0.8%  
Columbia, KY, Educational Development Revenue, Lindsey Wilson College Project, 5.0%, 12/1/2033    2,560,000   2,803,144
Kentucky, State Economic Development Finance Authority, Owensboro Health, Inc., Obligated Group:                         
Series A, 5.0%, 6/1/2045    1,275,000   1,323,180
Series A, 5.25%, 6/1/2041    1,915,000   2,018,800
      6,145,124
Louisiana 0.2%  
Louisiana, New Orleans Aviation Board, General Airport North Terminal, Series B, AMT, 5.0%, 1/1/2048      710,000     745,313
Louisiana, Public Facilities Authority Revenue, Ochsner Clinic Foundation Project, Prerefunded, 5.0%, 5/15/2047       10,000      11,013
Shreveport, LA, Water & Sewer Revenue, Junior Lien, Series B, 4.0%, 12/1/2044, INS: AGMC    1,000,000   1,018,519
      1,774,845
Maryland 1.9%  
Maryland, Stadium Authority Built To Learn Revenue, Series A, 4.0%, 6/1/2047    5,815,000   5,860,749
Maryland, State Department of Transportation Revenue, Baltimore Washington International Airport, Series B, AMT, 4.0%, 8/1/2051    2,290,000   2,272,792
Maryland, State Economic Development Corp., Student Housing Revenue, Morgan State University Project:                         
5.0%, 7/1/2050      645,000     666,666
The accompanying notes are an integral part of the financial statements.
22 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
5.0%, 7/1/2056    1,100,000   1,135,445
Maryland, State Health & Higher Educational Facilities Authority Revenue, Greater Baltimore Medical Center, Series A, 3.0%, 7/1/2046    5,040,000   4,159,483
      14,095,135
Massachusetts 0.9%  
Massachusetts, Development Finance Agency Revenue, 5.0%, 7/1/2047    1,250,000   1,296,393
Massachusetts, State Department of Transportation, Metropolitan Highway Systems Revenue, Series A-2, 0.8% (a), 6/7/2022, LOC: TD Bank NA      200,000     200,000
Massachusetts, State Development Finance Agency Revenue, Springfield College:                         
Series B, 4.0%, 6/1/2050    1,585,000   1,491,596
Series A, 4.0%, 6/1/2056      450,000     413,045
Massachusetts, State Educational Financing Authority, Series B, AMT, 3.0%, 7/1/2035      895,000     900,857
Massachusetts, State Educational Financing Authority, Educational Loan Revenue Bonds, Issue M, Series B, AMT, 2.0%, 7/1/2037    1,150,000   1,031,820
Massachusetts, State Health & Educational Facilities Authority Revenue, 0.7% (a), 6/7/2022    1,725,000   1,725,000
      7,058,711
Michigan 1.7%  
Kentwood, MI, Economic Development Corp., Holland Home Obligated Group, Series 2022, 4.0%, 11/15/2043    1,830,000   1,626,206
Michigan, Finance Authority Higher Facilities, Ltd. Obligation Revenue, Kettering University Project:                         
4.0%, 9/1/2045    1,775,000   1,773,638
4.0%, 9/1/2050    1,660,000   1,637,406
Michigan, Finance Authority Revenue, Tobacco Settlement Asset Backed Senior Capital Appreciation Bonds, Series B-2, Zero Coupon, 6/1/2065   49,910,000   6,050,909
Michigan, State Finance Authority Revenue, Detroit Water & Sewer Department, Series C, 5.0%, 7/1/2035      910,000     959,984
Michigan, State Strategic Fund Ltd., Obligation Revenue, Graphic International LLC, Coated Recycled Board Machine Project, AMT, 4.0% (d), 10/1/2061      890,000     911,662
      12,959,805
Minnesota 0.8%  
Duluth, MN, Economic Development Authority, Health Care Facilities Revenue, Essentia Health Obligated Group:                         
Series A, 5.0%, 2/15/2048    1,000,000   1,055,400
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 23

  Principal
Amount ($)
Value ($)
Series A, 5.0%, 2/15/2053    2,815,000   2,963,451
Minnesota, State Office of Higher Education Revenue, AMT, 2.65%, 11/1/2038    2,365,000   2,109,308
      6,128,159
Missouri 1.7%  
Kansas City, MO, Land Clearance Redevelopment Authority Project Revenue, Convention Center Hotel Project, Series A, 144A, 6.25%, 4/15/2049    3,750,000   3,195,376
Lee’s Summit, MO, Industrial Development Authority, Senior Living Facilities Revenue, John Knox Village Project:                         
Series A, 5.0%, 8/15/2046    2,500,000   2,482,462
Series A, 5.0%, 8/15/2051    1,000,000     981,841
Series A, 5.25%, 8/15/2039    1,710,000   1,727,913
Missouri, State Health & Educational Facilities Authority Revenue, Medical Research, Lutheran Senior Services:                         
4.0%, 2/1/2042    1,450,000   1,375,958
Series A, 5.0%, 2/1/2046      665,000     679,229
St. Louis, MO, Industrial Development Authority Financing Revenue, Ballpark Village Development Project, Series A, 4.75%, 11/15/2047    2,275,000   1,920,896
      12,363,675
Nevada 0.7%  
Nevada, Tahoe Douglas Visitors Authority, Stateline Revenue:                         
5.0%, 7/1/2040    1,000,000   1,046,590
5.0%, 7/1/2045    1,000,000   1,035,937
5.0%, 7/1/2051    1,000,000   1,031,208
Reno, NV, Sales Tax Revenue, Transportation Rail Access, Series C, 144A, Zero Coupon, 7/1/2058   20,000,000   2,366,402
      5,480,137
New Hampshire 0.1%  
New Hampshire, State Health & Educational Facilities Authority Revenue, Hillside Village:                         
Series A, 144A, 6.125%, 7/1/2037*      900,000     360,000
Series A, 144A, 6.25%, 7/1/2042*    1,090,000     436,000
      796,000
New Jersey 3.3%  
Atlantic County, NJ, Improvement Authority Lease Revenue, Atlantic City Campus Phase II Project, Series A, 4.0%, 7/1/2053, INS: AGMC      625,000     626,081
The accompanying notes are an integral part of the financial statements.
24 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Atlantic County, NJ, Improvement Authority Lease Revenue, General Obligation Bonds, Atlantic City Campus Phase II Project, Series A, 4.0%, 7/1/2047, INS: AGMC      465,000     466,953
Essex County, NJ, Improvement Authority Network LLC, Student Housing Project, Series A, 4.0%, 8/1/2060, INS: BAM    1,685,000   1,666,439
New Jersey, State Covid-19 General Obligation Emergency Bonds, Series A, 4.0%, 6/1/2032      415,000     446,944
New Jersey, State Economic Development Authority Revenue, Prerefunded, 5.0%, 6/15/2028      450,000     450,629
New Jersey, State Economic Development Authority Revenue, Black Horse EHT Urban Renewal LLC Project, Series A, 144A, 5.0%, 10/1/2039    3,795,000   3,348,189
New Jersey, State Economic Development Authority Revenue, White Horse HMT Urban Renewal LLC Project, 144A, 5.0%, 1/1/2040    1,625,000   1,376,238
New Jersey, State Economic Development Authority, Special Facilities Revenue, Continental Airlines, Inc. Project, Series B, AMT, 5.625%, 11/15/2030    2,500,000   2,546,024
New Jersey, State Health Care Facilities Financing Authority, 5.0%, 10/1/2038    4,000,000   4,230,373
New Jersey, State Health Care Facilities Financing Authority Revenue, University Hospital, Series A, 5.0%, 7/1/2046, INS: AGMC    1,820,000   1,876,884
New Jersey, State Health Care Facilities Financing Authority Revenue, Virtua Health, Inc., Series C, 0.55% (a), 6/1/2022, LOC: JPMorgan Chase Bank NA      510,000     510,000
New Jersey, State Higher Education Assistance Authority, Student Loan Revenue:                         
Series B, AMT, 2.5%, 12/1/2040    1,035,000     956,600
Series B, AMT, 3.25%, 12/1/2039    1,500,000   1,489,515
Series B, AMT, 3.5%, 12/1/2039    1,800,000   1,793,802
New Jersey, State Transportation Trust Fund Authority:                         
Series A, 4.0%, 6/15/2038      665,000     671,267
Series A, 4.0%, 6/15/2041    2,025,000   2,032,854
      24,488,792
New Mexico 0.9%  
New Mexico, State Mortgage Finance Authority, “I” , Series D, 3.25%, 7/1/2044    2,650,000   2,449,559
New Mexico, State Mortgage Finance Authority, Single Family Mortgage Program, “I” , Series C, 3.0%, 1/1/2052    4,305,000   4,264,321
      6,713,880
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 25

  Principal
Amount ($)
Value ($)
New York 6.1%  
Buffalo & Erie County, NY, Industrial Land Development Corp., D’Youville College Project:                         
Series A, 4.0%, 11/1/2040    1,200,000   1,217,931
Series A, 4.0%, 11/1/2050    2,500,000   2,499,373
Dutchess County, NY, Local Development Corp., Bard College Project, Series A, 144A, 5.0%, 7/1/2051      380,000     394,826
Monroe County, NY, Industrial Development Corp. Revenue, St. Ann’s Community Project, 5.0%, 1/1/2050    3,750,000   3,411,201
New York, Brooklyn Arena Local Development Corp., Pilot Revenue, Barclays Center Project, Series A, 4.0%, 7/15/2035, INS: AGMC      455,000     472,535
New York, Metropolitan Transportation Authority Revenue:                         
Series G-1, 0.65% (a), 6/1/2022, LOC: Barclays Bank PLC    2,850,000   2,850,000
Series D, 5.0%, 11/15/2033    1,500,000   1,603,433
Series C-1, 5.0%, 11/15/2050    1,320,000   1,402,588
New York, Metropolitan Transportation Authority Revenue, Green Bond, Series D-2, 4.0%, 11/15/2048    3,500,000   3,396,532
New York, Metropolitan Transportation Authority, Dedicated Tax Fund, Series A-1, 0.6% (a), 6/1/2022, LOC: TD Bank NA      350,000     350,000
New York, State Dormitory Authority Revenues, Non-State Supported Debt, Orange Regional Medical Center, 144A, 5.0%, 12/1/2045    1,000,000   1,023,589
New York, State Dormitory Authority Revenues, Non-State Supported Debt, The New School:                         
Series A, 4.0%, 7/1/2047      500,000     486,525
Series A, 4.0%, 7/1/2052      590,000     566,354
New York, State Transportation Development Corp., Special Facilities Revenue, John F. Kennedy International Airport Project:                         
AMT, 3.0%, 8/1/2031, GTY: American Airlines Group, Inc.      500,000     467,796
AMT, 4.0%, 12/1/2042    1,200,000   1,156,268
AMT, 5.375%, 8/1/2036      900,000     978,599
New York, State Transportation Development Corp., Special Facilities Revenue, LaGuardia Airport C & D Redevelopment, AMT, 4.375%, 10/1/2045    5,500,000   5,308,510
New York, TSASC, Inc.:                         
Series A, 5.0%, 6/1/2041      595,000     628,564
Series B, 5.0%, 6/1/2048    2,800,000   2,842,875
New York City, NY, Housing Development Corp., Multi-Family Housing Revenue:                         
Series E-1, 2.8%, 11/1/2034    5,000,000   4,602,405
The accompanying notes are an integral part of the financial statements.
26 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Series E-1, 3.0%, 11/1/2039    3,000,000   2,787,676
New York City, NY, Municipal Water Finance Authority, Water & Sewer Systems Revenue, Series EE-2, 0.67% (a), 6/1/2022, LIQ: State Street B&T Co.      100,000     100,000
New York Counties, NY, Tobacco Trust IV, Series F, Zero Coupon, 6/1/2060   35,000,000   2,006,735
New York, NY, General Obligation:                         
Series D-4, 0.6% (a), 6/1/2022, LOC: TD Bank NA    2,250,000   2,250,000
Series I-4, 0.6% (a), 6/1/2022, LOC: TD Bank NA      450,000     450,000
Series G-6, 0.61% (a), 6/1/2022, LOC: Mizuho Bank Ltd.      150,000     150,000
Series B-3, 1.11% (a), 6/1/2022      320,000     320,000
Orange County, NY, Senior Care Revenue, Industrial Development Agency, The Glen Arden Project, 5.7%, 1/1/2028 (b)    2,125,000   1,653,675
      45,377,990
North Carolina 0.3%  
North Carolina, Charlotte-Mecklenburg Hospital Authorirty Revenue, Healthcare System, Series E, 0.62% (a), 6/1/2022, LOC: Royal Bank of Canada      400,000     400,000
North Carolina, State Housing Finance Agency, Series 42, 4.0%, 1/1/2050    1,630,000   1,671,967
      2,071,967
Ohio 4.3%  
Allen Country, OH, Hospital Facilities Revenue, Adena Health System Obligated Group Project, Series C, 0.67% (a), 6/1/2022, LOC: Bank of Montreal    1,100,000   1,100,000
Buckeye, OH, Tobacco Settlement Financing Authority, “2” , Series B-2, 5.0%, 6/1/2055    3,195,000   3,245,482
Centerville, OH, Health Care Revenue, Graceworks Lutheran Services, 5.25%, 11/1/2047    2,480,000   2,492,633
Hamilton County, OH, Health Care Revenue, Life Enriching Communities Project:                         
5.0%, 1/1/2051    1,270,000   1,276,556
Series A, 5.0%, 1/1/2052    1,000,000   1,006,055
Ohio, Akron, Bath & Copley Joint Township Hospital District Revenue, 5.25%, 11/15/2046   10,345,000  10,918,930
Ohio, State Air Quality Development Authority, Exempt Facilities Revenue, Pratt Paper LLC Project:                         
144A, AMT, 4.25%, 1/15/2038, GTY: Pratt Industries, Inc.      725,000     723,330
144A, AMT, 4.5%, 1/15/2048, GTY: Pratt Industries, Inc.    3,115,000   3,125,603
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 27

  Principal
Amount ($)
Value ($)
Ohio, State Hospital Revenue, Aultman Health Foundation, 144A, 5.0%, 12/1/2048    6,000,000   5,675,342
Ohio, State Turnpike Commission, Junior Lien, Infrastructure Projects, Series A, 5.0%, 2/15/2039 (c)    2,025,000   2,322,427
      31,886,358
Oklahoma 0.8%  
Oklahoma, State Development Finance Authority, Health System Revenue, OU Medicine Project:                         
Series B, 5.5%, 8/15/2052    1,635,000   1,677,413
Series B, 5.5%, 8/15/2057    4,235,000   4,322,235
      5,999,648
Oregon 0.0%  
Clackamas County, OR, Hospital Facilities Authority Revenue, Mary’s Woods at Marylhurst, Inc. Project, Series A, 5.0%, 5/15/2038      195,000      189,771
Pennsylvania 1.8%  
Chester County, PA, Industrial Development Authority, Special Obligation Revenue, Woodlands at Graystone Neighborhood Improvement Project, 144A, 5.125%, 3/1/2048      470,000     476,380
Lancaster County, PA, Hospital Authority, Brethren Village Project:                         
5.125%, 7/1/2037      900,000     908,570
5.25%, 7/1/2041      900,000     910,751
Pennsylvania, Higher Education Assistance Agency Education Loan Revenue, Series A, AMT, 2.45%, 6/1/2041    4,395,000   4,051,100
Pennsylvania, State Housing Finance Agency, Single Family Mortgage Revenue, Series 132A, 3.5%, 4/1/2051    1,435,000   1,453,582
Pennsylvania, State Turnpike Commission Revenue:                         
Series A, 4.0%, 12/1/2044      660,000     653,526
Series A, 4.0%, 12/1/2046      440,000     431,852
Series B, 4.0%, 12/1/2051    3,500,000   3,391,538
Series A-1, 5.0%, 12/1/2041       20,000      21,012
Philadelphia, PA, Authority For Industrial Development, Charter School Revenue, Philadelphia Electrical and Technology Charter High School Project, Series A, 4.0%, 6/1/2056    1,240,000   1,020,818
      13,319,129
South Carolina 1.3%  
South Carolina, State Public Service Authority Revenue, Series A, 4.0%, 12/1/2052   10,000,000    9,815,262
The accompanying notes are an integral part of the financial statements.
28 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
South Dakota 0.3%  
Lincon County, SD, Economic Development Revenue, Augustana College Association Project:                         
Series A, 4.0%, 8/1/2051      900,000     835,012
Series A, 4.0%, 8/1/2056      625,000     570,022
Series A, 4.0%, 8/1/2061      810,000     727,940
      2,132,974
Tennessee 0.9%  
Metropolitan Nashville, TN, Airport Authority Revenue, Series B, AMT, 4.0%, 7/1/2054    1,500,000   1,471,546
Nashville & Davidson County, TN, Metropolitan Development & Housing Agency, Tax Increment Revenue, Fifth Broadway Development District, 144A, 5.125%, 6/1/2036      900,000     939,852
Nashville & Davidson County, TN, Metropolitan Government Health & Education Facilities Board Revenue, Blakeford At Green Hills Corp., Series A, 4.0%, 11/1/2055    4,000,000   3,422,585
Tennessee, New Memphis Arena Public Building Authority, City of Memphis Project, Step-up Coupon, 0% to 4/1/2026, 4.0% to 4/1/2031      750,000     707,874
      6,541,857
Texas 9.0%  
Central Texas, Regional Mobility Authority Revenue, Capital Appreciation:                         
Zero Coupon, 1/1/2030    5,000,000   3,766,463
Zero Coupon, 1/1/2032    3,500,000   2,409,659
Clifton, TX, Higher Education Finance Corp., Education Revenue:                         
Series A, 5.75%, 8/15/2038    2,810,000   2,955,401
Series D, 6.125%, 8/15/2048    4,485,000   4,731,245
Greater Texas, Cultural Education Facilities Finance Corp. Lease Revenue, Epicenter Multipurpose Facilities Project:                         
Series A, 4.0%, 3/1/2046    2,505,000   2,534,280
Series A, 4.0%, 3/1/2050    2,165,000   2,177,406
Matagorda County, TX, Navigation District No. 1, Pollution Control Revenue, AEP Texas Central Co. Project, Series A, 4.4%, 5/1/2030, INS: AMBAC    7,000,000   7,449,560
Newark, TX, Higher Education Finance Corp., Education Revenue, Austin Achieve Public School, Inc., 5.0%, 6/15/2048    1,440,000   1,442,027
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 29

  Principal
Amount ($)
Value ($)
Newark, TX, Higher Education Finance Corp., Texas Revenue, Abilene Christian University Project, Series A, 4.0%, 4/1/2057    6,000,000   5,838,207
San Antonio, TX, Education Facilities Corp. Higher Education Revenue, Hallmark University Project:                         
Series A, 5.0%, 10/1/2041      350,000     325,757
Series A, 5.0%, 10/1/2051      520,000     461,642
Temple, TX, Tax Increment, Reinvestment Zone No. 1:                         
Series A, 4.0%, 8/1/2039, INS: BAM      170,000     177,235
Series A, 4.0%, 8/1/2041, INS: BAM      235,000     244,269
Series A, 5.0%, 8/1/2038    2,830,000   2,934,227
Texas, New Hope Cultural Education Facilities Finance Corp., Educational Revenue, Cumberland Academy Project, Series A, 144A, 5.0%, 8/15/2050    3,550,000   3,586,334
Texas, New Hope Cultural Education Facilities Finance Corp., Retirement Facilities Revenue, Presbyterian Village North Project:                         
5.0%, 10/1/2039    1,820,000   1,772,543
Series A, 5.25%, 10/1/2055    8,000,000   7,590,232
Texas, New Hope Cultural Education Facilities Finance Corp., Senior Living Revenue, Bridgemoor Plano Project, Series A, 7.25%, 12/1/2053    6,605,000   5,944,500
Texas, Private Activity Bond, Surface Transportation Corp. Revenue, Senior Lien Revenue, Infrastructure Group LLC, I-635 Managed Lanes Project:                         
Series A, 4.0%, 6/30/2038      380,000     377,634
Series A, 4.0%, 12/31/2038      380,000     377,581
Series A, 4.0%, 6/30/2039      290,000     287,223
Series A, 4.0%, 12/31/2039      335,000     331,727
Series A, 4.0%, 6/30/2040      275,000     271,833
Texas, State Municipal Gas Acquisition & Supply Corp. I, Gas Supply Revenue, Series D, 6.25%, 12/15/2026, GTY: Merrill Lynch & Co.    6,620,000   7,128,848
Texas, State Private Activity Bond, Surface Transportation Corp. Revenue, Senior Lien, North Tarrant Express Mobility Partners Segments LLC, AMT, 6.75%, 6/30/2043    2,220,000   2,307,420
      67,423,253
Utah 1.4%  
Utah, Infrastructure Agency Telecommunication Revenue:                         
4.0%, 10/15/2041      600,000     534,909
Series 2019, 4.0%, 10/15/2042    2,350,000   2,079,677
The accompanying notes are an integral part of the financial statements.
30 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Utah, State Charter School Finance Authority, St. George Campus Project, Series A, 144A, 5.0%, 6/15/2052    1,130,000   1,130,791
Utah, State Charter School Financing Authority Revenue, Freedom Academy Foundation Project, 144A, 5.375%, 6/15/2048    6,490,000   6,666,738
      10,412,115
Vermont 0.1%  
Vermont, State Educational & Health Buildings Financing Agency Revenue, Landmark College Project, Series A, 0.61% (a), 6/1/2022, LOC: TD Bank NA      425,000      425,000
Virginia 3.5%  
Prince William County, VA, Industrial Development Authority, Residential Care Facilities, Westminster at Lake Ridge:                         
5.0%, 1/1/2037    1,000,000     973,712
5.0%, 1/1/2046    1,530,000   1,423,807
Roanoke County, VA, Economic Development Authority, RSDL Care Facilities Revenue, Richfield Living:                         
Series 2020, 5.0%, 9/1/2050    1,740,000   1,272,039
Series A, 5.375%, 9/1/2054    1,500,000   1,143,451
Virginia, Marquis Community Development Authority Revenue:                         
Series C, Zero Coupon, 9/1/2041    7,906,000     395,494
Series B, 2.823%, 9/1/2041 (e)    5,332,000   2,465,941
144A, 3.75%, 9/1/2045 (e)    1,640,000     768,749
Virginia, Peninsula Town Center, Community Development Authority Revenue, Special Obligation:                         
144A, 5.0%, 9/1/2037    1,400,000   1,413,460
144A, 5.0%, 9/1/2045    4,100,000   4,129,698
Virginia, Small Business Financing Authority Revenue, 95 Express Lanes LLC Project, AMT, 4.0%, 1/1/2048    1,205,000   1,160,850
Virginia, Small Business Financing Authority, Elizabeth River Crossings OPCO LLC Project:                         
AMT, 4.0%, 1/1/2038 (c)      500,000     500,280
AMT, 4.0%, 1/1/2040 (c)    1,000,000     997,412
Virginia, Small Business Financing Authority, I-495 Hot Lanes Project:                         
AMT, 5.0%, 12/31/2052    1,500,000   1,616,668
AMT, 5.0%, 12/31/2057      500,000     535,338
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 31

  Principal
Amount ($)
Value ($)
Virginia, Small Business Financing Authority, Private Activity Revenue, Transform 66 P3 Project, AMT, 5.0%, 12/31/2052    5,250,000   5,455,179
Virginia, State Small Business Financing Authority Revenue, Elizabeth River Crossings LLC Project, AMT, 6.0%, 1/1/2037    1,640,000   1,645,936
      25,898,014
Washington 3.1%  
Klickitat County, WA, Public Hospital District No. 2 Revenue, Skyline Hospital:                         
5.0%, 12/1/2037    1,025,000   1,000,406
5.0%, 12/1/2046    2,000,000   1,826,016
Washington, Port of Seattle, Industrial Development Corp., Special Facilities- Delta Airlines, AMT, 5.0%, 4/1/2030    2,000,000   2,011,663
Washington, State Convention Center Public Facilities District:                         
Series B, 3.0%, 7/1/2043    4,710,000   3,561,831
Series B, 3.0%, 7/1/2048    4,120,000   2,904,883
Series B, 3.0%, 7/1/2058    2,080,000   1,373,527
Washington, State Higher Educational Facilities Authority, Seattle University Project, 4.0%, 5/1/2050    1,020,000   1,024,697
Washington, State Housing Finance Commission, Non-Profit Housing Revenue, Rockwood Retirement Communities Project, Series A, 144A, 7.375%, 1/1/2044    6,000,000   6,250,710
Washington, State Housing Finance Commission, The Hearthstone Project:                         
Series A, 144A, 5.0%, 7/1/2038      775,000     703,901
Series A, 144A, 5.0%, 7/1/2048    1,735,000   1,475,350
Series A, 144A, 5.0%, 7/1/2053    1,125,000     938,500
      23,071,484
Wisconsin 5.5%  
Wisconsin, Health Educational Facilities Authority, Covenant Communities, Inc. Project:                         
Series A-1, 5.0%, 7/1/2043    4,150,000   4,217,135
Series B, 5.0%, 7/1/2048    1,910,000   1,438,346
Series B, 5.0%, 7/1/2053    2,125,000   1,549,664
Wisconsin, Public Finance Authority Educational Facility Revenue, Noorba College of Osteopathic Media Project, Series B, 144A, 6.5%, 6/1/2045    6,000,000   4,743,969
Wisconsin, Public Finance Authority, Education Revenue, Mountain Island Charter School Ltd.:                         
5.0%, 7/1/2047    2,000,000   2,021,390
5.0%, 7/1/2052      910,000     918,605
The accompanying notes are an integral part of the financial statements.
32 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Wisconsin, Public Finance Authority, Education Revenue, North Carolina Leadership Academy, 144A, 5.0%, 6/15/2049      520,000     521,496
Wisconsin, Public Finance Authority, Fargo-Moorhead Metropolitan Area Flood Risk Management Project, AMT, 4.0%, 9/30/2051    3,205,000   2,972,931
Wisconsin, Public Finance Authority, Hospital Revenue, Carson Valley Medical Center, Series A, 4.0%, 12/1/2051    1,290,000   1,218,680
Wisconsin, Public Finance Authority, Roseman University of Health Sciences Project:                         
144A, 4.0%, 4/1/2042      255,000     231,725
144A, 4.0%, 4/1/2052      455,000     392,208
Wisconsin, Public Finance Authority, Senior Living Community First Mortgage Revenue, Cedars Obligated Group:                         
144A, 5.5%, 5/1/2039      635,000     596,383
144A, 5.75%, 5/1/2054    4,025,000   3,732,269
Wisconsin, Public Finance Authority, Senior Living Revenue, Mary’s Woods at Marylhurst Project, Series A, 144A, 5.25%, 5/15/2047    4,545,000   4,427,718
Wisconsin, Public Finance Authority, Wisconsin Hotel Revenue, Senior Lien Grand Hyatt San Antonio Hotel:                         
Series A, 5.0%, 2/1/2062    2,750,000   2,861,715
Series B, 144A, 6.0%, 2/1/2062    7,000,000   7,021,314
Wisconsin, State Health & Educational Facilities Authority Revenue, Benevolent Corp. Cedar Community Project, 5.0%, 6/1/2037    1,970,000   1,994,414
      40,859,962
Guam 0.8%  
Guam, Antonio B. Won Pat International Airport Authority:                         
Series C, AMT, 6.25%, 10/1/2034      300,000     312,617
Series C, AMT, Prerefunded, 6.25%, 10/1/2034      200,000     211,376
Guam, Government Waterworks Authority, Water & Wastewater System Revenue:                         
5.0%, 7/1/2040    1,040,000   1,124,549
Series A, 5.0%, 1/1/2050      655,000     719,681
Guam, International Airport Authority Revenue:                         
Series C, AMT, 6.375%, 10/1/2043      775,000     807,990
Series C, AMT, Prerefunded, 6.375%, 10/1/2043      835,000     883,861
Guam, Port Authority Revenue, Series A, 5.0%, 7/1/2048      800,000     861,297
Guam, Power Authority Revenue, Series A, 5.0%, 10/1/2034    1,200,000   1,213,909
      6,135,280
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 33

  Principal
Amount ($)
Value ($)
Puerto Rico 7.4%  
Puerto Rico, Commonwealth Aqueduct and Sewer Authority:                         
Series A, 144A, 5.0%, 7/1/2035    5,000,000   5,268,019
Series A, 144A, 5.0%, 7/1/2047    5,000,000   5,195,082
Puerto Rico, Electric Power Authority Revenue:                         
Series TT, 5.0%, 7/1/2025* (b)      920,000     855,600
Series CCC-1, 5.0%, 7/1/2028* (b)    1,785,000   1,660,050
Series TT-1, 5.0%, 7/1/2032* (b)    5,000,000   4,650,000
Series XX, 5.25%, 7/1/2040* (b)    2,000,000   1,870,000
Series WW, 5.5%, 7/1/2038* (b)    2,900,000   2,722,375
Puerto Rico, GDB Debt Recovery Authority, PIK, 7.5%, 8/20/2040    8,041,080   7,176,664
Puerto Rico, General Obligation:                         
Series A, Zero Coupon, 7/1/2024      131,680     121,084
Series A, Zero Coupon, 7/1/2033      329,431     195,517
Zero Coupon, 11/1/2043    1,273,870     660,820
Series A1, 4.0%, 7/1/2033      255,987     251,036
Series A1, 4.0%, 7/1/2035      230,098     222,569
Series A1, 4.0%, 7/1/2037      197,485     191,019
Series A1, 4.0%, 7/1/2041    1,098,773   1,043,752
Series A1, 4.0%, 7/1/2046    1,309,675   1,225,296
Series A1, 5.25%, 7/1/2023      285,899     289,729
Series A1, 5.375%, 7/1/2025      285,097     300,230
Series A1, 5.625%, 7/1/2027      282,516     308,552
Series A1, 5.625%, 7/1/2029      277,932     307,535
Series A1, 5.75%, 7/1/2031      269,953     305,838
Puerto Rico, Sales Tax Financing Corp., Sales Tax Revenue:                         
Series A-1, Zero Coupon, 7/1/2046   18,255,000   5,554,476
Series A-1, 4.75%, 7/1/2053    6,800,000   6,841,492
Series A-1, 5.0%, 7/1/2058    5,000,000   5,096,078
Puerto Rico, The Childrens Trust Fund, Tobacco Settlement Revenue, Series A, Zero Coupon, 5/15/2057   50,000,000   3,366,865
      55,679,678
Other 0.4%  
Freddie Mac Multi-Family ML Certificates, “A-CA” , Series 2021-ML10, 2.046%, 6/25/2038    3,406,732    2,899,791
Total Municipal Investments (Cost $760,104,077) 733,922,939
The accompanying notes are an integral part of the financial statements.
34 | DWS Strategic High Yield Tax-Free Fund

  Principal
Amount ($)
Value ($)
Underlying Municipal Bonds of Inverse Floaters (f) 3.6%  
Michigan 1.4%  
Michigan, State Building Authority Revenue, Series I, 5.0%, 4/15/2034 (g)   10,000,000 10,687,059
Trust: State Building Authority Revenue, Series 2015-XM0123, 144A, 12.106%, 10/15/2023, Leverage Factor at purchase date: 3 to 1                         
Washington 2.2%  
Washington, State General Obligation, Series A-1, 5.0%, 8/1/2037 (g)   15,000,000 16,117,483
Trust: State General Obligation, Series XM0127, 144A, 15.65%, 8/1/2023, Leverage Factor at purchase date: 4 to 1                         
Total Underlying Municipal Bonds of Inverse Floaters (Cost $26,383,801) 26,804,542
Corporate Bonds 0.3%  
Consumer Discretionary  
Grand Canyon University, 5.125%, 10/1/2028 (Cost $2,165,000)    2,165,000    2,083,813
Government & Agency Obligations 0.1%  
U.S. Treasury Obligations  
U.S. Treasury Bills, 1.93% (h), 4/20/2023 (i) (Cost $491,330)      500,000      491,365
  Shares Value ($)
Closed-End Investment Companies 0.3%  
Nuveen Quality Municipal Income Fund (Cost $2,515,604)      172,000    2,253,200
Open-End Investment Companies 0.0%  
BlackRock Liquidity Funds MuniCash Portfolio, Institutional Shares, 0.54% (j) (Cost $75,274)       74,633       74,641
    
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 35

    % of Net
Assets
Value ($)
Total Investment Portfolio (Cost $791,735,086) 102.3 765,630,500
Floating Rate Notes (f) (2.4) (17,920,000)
Other Assets and Liabilities, Net 0.1 1,071,332
Net Assets 100.0 748,781,832
* Non-income producing security.
(a) Variable rate demand notes are securities whose interest rates are reset periodically (usually daily mode or weekly mode) by remarketing agents based on current market levels, and are not directly set as a fixed spread to a reference rate. These securities may be redeemed at par by the holder through a put or tender feature, and are shown at their current rates as of May 31, 2022. Date shown reflects the earlier of demand date or stated maturity date.
(b) Defaulted security or security for which income has been deemed uncollectible.
(c) When-issued security.
(d) Variable or floating rate security. These securities are shown at their current rate as of May 31, 2022. For securities based on a published reference rate and spread, the reference rate and spread are indicated within the description above. Certain variable rate securities are not based on a published reference rate and spread but adjust periodically based on current market conditions, prepayment of underlying positions and/or other variables. Securities with a floor or ceiling feature are disclosed at the inherent rate, where applicable.
(e) Security currently paying partial interest. The rate shown represents 50% of the original coupon rate.
(f) Securities represent the underlying municipal obligations of inverse floating rate obligations held by the Fund. The Floating Rate Notes represents leverage to the Fund and is the amount owed to the floating rate note holders.
(g) Security forms part of the below inverse floater. The Fund accounts for these inverse floaters as a form of secured borrowing, by reflecting the value of the underlying bond in the investments of the Fund and the amount owed to the floating rate note holder as a liability.
(h) Annualized yield at time of purchase; not a coupon rate.
(i) At May 31, 2022, this security has been pledged, in whole or in part, to cover initial margin requirements for open futures contracts.
(j) Current yield; not a coupon rate.
144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
AGMC: Assured Guaranty Municipal Corp.
AMBAC: Ambac Financial Group, Inc.
AMT: Subject to alternative minimum tax.
BAM: Build America Mutual
GTY: Guaranty Agreement
INS: Insured
LIQ: Liquidity Facility
LOC: Letter of Credit
The accompanying notes are an integral part of the financial statements.
36 | DWS Strategic High Yield Tax-Free Fund

PIK: Denotes that all or a portion of the income is paid in-kind in the form of additional principal.
Prerefunded: Bonds which are prerefunded are collateralized usually by U.S. Treasury securities which are held in escrow and used to pay principal and interest on tax-exempt issues and to retire the bonds in full at the earliest refunding date.
At May 31, 2022, open futures contracts sold were as follows:
Futures Currency Expiration
Date
Contracts Notional
Amount ($)
Notional
Value ($)
Unrealized
Appreciation ($)
10 Year U.S. Treasury Note USD 9/21/2029 250 30,022,795 29,863,281 159,514
Currency Abbreviation(s)

USD United States Dollar
For information on the Fund’s policy and additional disclosures regarding futures contracts, please refer to the Derivatives section of Note B in the accompanying Notes to Financial Statements.
Fair Value Measurements
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.
The following is a summary of the inputs used as of May 31, 2022 in valuing the Fund’s investments. For information on the Fund’s policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.
Assets Level 1 Level 2 Level 3 Total
Municipal Investments (a) $        — $760,727,481 $— $760,727,481
Corporate Bonds        —   2,083,813   2,083,813
Government & Agency Obligations        —     491,365     491,365
Closed-End Investment Companies 2,253,200          —   2,253,200
Open-End Investment Companies    74,641          —      74,641
Derivatives (b)        
Futures Contracts   159,514          —     159,514
Total $2,487,355 $763,302,659 $ $765,790,014
(a) See Investment Portfolio for additional detailed categorizations.
(b) Derivatives include unrealized appreciation (depreciation) on open futures contracts.
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 37

Statement of Assets and Liabilities
as of May 31, 2022

Assets  
Investment in securities, at value (cost $791,735,086) $ 765,630,500
Receivable for investments sold   4,262,888
Receivable for Fund shares sold     224,550
Dividends receivable      10,234
Interest receivable   9,976,772
Receivable for variation margin on futures contracts     171,876
Other assets      40,513
Total assets 780,317,333
Liabilities  
Cash overdraft          39
Payable for investments purchased   1,558,818
Payable for investments purchased — when-issued securities   6,076,288
Payable for Fund shares redeemed   4,723,666
Payable for floating rate notes issued  17,920,000
Distributions payable     537,505
Accrued management fee     195,051
Accrued Trustees' fees      13,757
Other accrued expenses and payables     510,377
Total liabilities 31,535,501
Net assets, at value $ 748,781,832
Net Assets Consist of  
Distributable earnings (loss) (112,949,211)
Paid-in capital 861,731,043
Net assets, at value $ 748,781,832
The accompanying notes are an integral part of the financial statements.
38 | DWS Strategic High Yield Tax-Free Fund

Statement of Assets and Liabilities as of May 31, 2022 (continued)

Net Asset Value  
Class A  
Net Asset Value and redemption price per share
($181,725,692 ÷ 16,495,423 outstanding shares of beneficial interest,
$.01 par value, unlimited shares authorized)
$       11.02
Maximum offering price per share (100 ÷ 97.25 of $11.02) $       11.33
Class C  
Net Asset Value, offering and redemption price
(subject to contingent deferred sales charge) per share
($9,438,123 ÷ 855,904 outstanding shares of beneficial interest, $.01 par value, unlimited shares authorized)
$       11.03
Class S  
Net Asset Value, offering and redemption price per share
($404,737,649 ÷ 36,706,256 outstanding shares of beneficial interest, $.01 par value, unlimited shares authorized)
$       11.03
Institutional Class  
Net Asset Value, offering and redemption price per share
($152,880,368 ÷ 13,860,009 outstanding shares of beneficial interest, $.01 par value, unlimited shares authorized)
$       11.03
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 39

Statement of Operations
for the year ended May 31, 2022

Investment Income  
Income:  
Interest $  39,507,748
Dividends 40,936
Total income 39,548,684
Expenses:  
Management fee 3,950,989
Administration fee 939,223
Services to shareholders 1,376,671
Distribution and service fees 647,350
Custodian fee 13,077
Professional fees 97,761
Reports to shareholders 33,708
Registration fees 81,494
Trustees' fees and expenses 41,874
Interest expense and fees on floating rate notes issued 305,716
Other 53,026
Total expenses before expense reductions 7,540,889
Expense reductions (847,056)
Total expenses after expense reductions 6,693,833
Net investment income 32,854,851
Realized and Unrealized Gain (Loss)  
Net realized gain (loss) from:  
Investments 4,533,386
Futures (138,879)
  4,394,507
Change in net unrealized appreciation (depreciation) on:  
Investments (126,692,308)
Futures 159,514
  (126,532,794)
Net gain (loss) (122,138,287)
Net increase (decrease) in net assets resulting from operations $  (89,283,436)
The accompanying notes are an integral part of the financial statements.
40 | DWS Strategic High Yield Tax-Free Fund

Statements of Changes in Net Assets
  Years Ended May 31,
Increase (Decrease) in Net Assets 2022 2021
Operations:    
Net investment income $  32,854,851 $  37,515,714
Net realized gain (loss) 4,394,507 (10,310,502)
Change in net unrealized appreciation
(depreciation)
(126,532,794) 112,033,252
Net increase (decrease) in net assets resulting from operations (89,283,436) 139,238,464
Distributions to shareholders:    
Class A (6,638,421) (6,907,768)
Class C (306,224) (714,324)
Class S (18,128,952) (21,089,131)
Institutional Class (7,462,583) (8,622,243)
Total distributions (32,536,180) (37,333,466)
Fund share transactions:    
Proceeds from shares sold 235,451,400 290,828,855
Reinvestment of distributions 27,182,504 31,367,643
Payments for shares redeemed (432,060,829) (380,419,816)
Net increase (decrease) in net assets from Fund share transactions (169,426,925) (58,223,318)
Increase (decrease) in net assets (291,246,541) 43,681,680
Net assets at beginning of period 1,040,028,373 996,346,693
Net assets at end of period $ 748,781,832 $1,040,028,373
 
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 41

Financial Highlights
DWS Strategic High Yield Tax-Free Fund Class A
  Years Ended May 31,
  2022 2021 2020 2019 2018
Selected Per Share Data
Net asset value, beginning of period $12.59 $11.37 $12.13 $12.08 $12.27
Income (loss) from investment operations:          
Net investment income .39 .42 .45 .46 .44
Net realized and unrealized gain (loss) (1.57) 1.23 (.77) .08 (.19)
Total from investment operations (1.18) 1.65 (.32) .54 .25
Less distributions from:          
Net investment income (.39) (.42) (.44) (.46) (.43)
Net realized gains (.00) * (.01) (.00) * (.03) (.01)
Total distributions (.39) (.43) (.44) (.49) (.44)
Net asset value, end of period $11.02 $12.59 $11.37 $12.13 $12.08
Total Return (%)a,b (9.55) 14.56 (2.74) 4.62 2.11
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 182 216 181 195 225
Ratio of expenses before expense reductions (including interest expense) (%)c .90 .90 .95 .98 .95
Ratio of expenses after expense reductions (including interest expense) (%)c .87 .87 .91 .91 .91
Ratio of expenses after expense reductions (excluding interest expense) (%) .84 .84 .85 .86 .87
Ratio of net investment income (%) 3.21 3.51 3.72 3.87 3.61
Portfolio turnover rate (%) 69 59 52 47 34
a Total return does not reflect the effect of any sales charges.
b Total return would have been lower had certain expenses not been reduced.
c Interest expense represents interest and fees on short-term floating rate notes issued in conjunction with inverse floating rate securities. Interest income from such transactions is included in income from investment operations.
* Amount is less than $.005.
The accompanying notes are an integral part of the financial statements.
42 | DWS Strategic High Yield Tax-Free Fund

DWS Strategic High Yield Tax-Free Fund Class C
  Years Ended May 31,
  2022 2021 2020 2019 2018
Selected Per Share Data
Net asset value, beginning of period $12.60 $11.38 $12.13 $12.09 $12.28
Income (loss) from investment operations:          
Net investment income .30 .33 .36 .37 .35
Net realized and unrealized gain (loss) (1.57) 1.22 (.76) .07 (.19)
Total from investment operations (1.27) 1.55 (.40) .44 .16
Less distributions from:          
Net investment income (.30) (.32) (.35) (.37) (.34)
Net realized gains (.00) * (.01) (.00) * (.03) (.01)
Total distributions (.30) (.33) (.35) (.40) (.35)
Net asset value, end of period $11.03 $12.60 $11.38 $12.13 $12.09
Total Return (%)a,b (10.22) 13.68 (3.39) 3.75 1.35
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 9 14 33 52 88
Ratio of expenses before expense reductions (including interest expense) (%)c 1.66 1.66 1.71 1.75 1.71
Ratio of expenses after expense reductions (including interest expense) (%)c 1.62 1.62 1.66 1.66 1.66
Ratio of expenses after expense reductions (excluding interest expense) (%) 1.59 1.59 1.60 1.61 1.62
Ratio of net investment income (%) 2.46 2.77 2.97 3.10 2.86
Portfolio turnover rate (%) 69 59 52 47 34
a Total return does not reflect the effect of any sales charges.
b Total return would have been lower had certain expenses not been reduced.
c Interest expense represents interest and fees on short-term floating rate notes issued in conjunction with inverse floating rate securities. Interest income from such transactions is included in income from investment operations.
* Amount is less than $.005.
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 43

DWS Strategic High Yield Tax-Free Fund Class S
  Years Ended May 31,
  2022 2021 2020 2019 2018
Selected Per Share Data
Net asset value, beginning of period $12.60 $11.38 $12.14 $12.09 $12.28
Income (loss) from investment operations:          
Net investment income .42 .45 .47 .49 .47
Net realized and unrealized gain (loss) (1.57) 1.23 (.76) .08 (.18)
Total from investment operations (1.15) 1.68 (.29) .57 .29
Less distributions from:          
Net investment income (.42) (.45) (.47) (.49) (.47)
Net realized gains (.00) * (.01) (.00) * (.03) (.01)
Total distributions (.42) (.46) (.47) (.52) (.48)
Net asset value, end of period $11.03 $12.60 $11.38 $12.14 $12.09
Total Return (%)a (9.31) 14.83 (2.49) 4.88 2.37
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 405 567 576 661 1,204
Ratio of expenses before expense reductions (including interest expense) (%)b .74 .73 .80 .84 .81
Ratio of expenses after expense reductions (including interest expense) (%)b .62 .62 .66 .66 .66
Ratio of expenses after expense reductions (excluding interest expense) (%) .59 .59 .60 .61 .62
Ratio of net investment income (%) 3.46 3.76 3.97 4.07 3.86
Portfolio turnover rate (%) 69 59 52 47 34
a Total return would have been lower had certain expenses not been reduced.
b Interest expense represents interest and fees on short-term floating rate notes issued in conjunction with inverse floating rate securities. Interest income from such transactions is included in income from investment operations.
* Amount is less than $.005.
The accompanying notes are an integral part of the financial statements.
44 | DWS Strategic High Yield Tax-Free Fund

DWS Strategic High Yield Tax-Free Fund Institutional Class
  Years Ended May 31,
  2022 2021 2020 2019 2018
Selected Per Share Data
Net asset value, beginning of period $12.60 $11.39 $12.14 $12.10 $12.29
Income (loss) from investment operations:          
Net investment income .43 .45 .49 .49 .47
Net realized and unrealized gain (loss) (1.58) 1.22 (.77) .07 (.18)
Total from investment operations (1.15) 1.67 (.28) .56 .29
Less distributions from:          
Net investment income (.42) (.45) (.47) (.49) (.47)
Net realized gains (.00) * (.01) (.00) * (.03) (.01)
Total distributions (.42) (.46) (.47) (.52) (.48)
Net asset value, end of period $11.03 $12.60 $11.39 $12.14 $12.10
Total Return (%)a (9.38) 14.82 (2.41) 4.80 2.37
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions) 153 242 207 181 159
Ratio of expenses before expense reductions (including interest expense) (%)b .68 .68 .74 .70 .70
Ratio of expenses after expense reductions (including interest expense) (%)b .62 .62 .66 .66 .66
Ratio of expenses after expense reductions (excluding interest expense) (%) .59 .59 .60 .61 .62
Ratio of net investment income (%) 3.46 3.76 3.97 4.13 3.86
Portfolio turnover rate (%) 69 59 52 47 34
a Total return would have been lower had certain expenses not been reduced.
b Interest expense represents interest and fees on short-term floating rate notes issued in conjunction with inverse floating rate securities. Interest income from such transactions is included in income from investment operations.
* Amount is less than $.005.
The accompanying notes are an integral part of the financial statements.
DWS Strategic High Yield Tax-Free Fund | 45

Notes to Financial Statements
A. Organization and Significant Accounting Policies
DWS Strategic High Yield Tax-Free Fund (the “Fund” ) is a diversified series of Deutsche DWS Municipal Trust (the “Trust” ), which is registered under the Investment Company Act of 1940, as amended (the “1940 Act” ), as an open-end management investment company organized as a Massachusetts business trust.
The Fund offers multiple classes of shares which provide investors with different purchase options. Class A shares are subject to an initial sales charge. Class C shares are not subject to an initial sales charge but are subject to higher ongoing expenses than Class A shares and a contingent deferred sales charge payable upon certain redemptions within one year of purchase. Class C shares automatically convert to Class A shares in the same fund after 8 years, provided that the Fund or the financial intermediary through which the shareholder purchased the Class C shares has records verifying that the Class C shares have been held for at least 8 years. Class S shares are not subject to initial or contingent deferred sales charges and are available through certain intermediary relationships with financial services firms, or can be purchased by establishing an account directly with the Fund’s transfer agent. Institutional Class shares are not subject to initial or contingent deferred sales charges and are generally available only to qualified institutions.
Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of all classes of shares, except that each class bears certain expenses unique to that class such as distribution and service fees, services to shareholders and certain other class-specific expenses. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.
The Fund’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP” ) which require the use of management estimates. Actual results could differ from those estimates. The Fund qualifies as an investment company under Topic 946 of Accounting Standards Codification of U.S. GAAP. The policies described below are followed consistently by the Fund in the preparation of its financial statements.
Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.
46 | DWS Strategic High Yield Tax-Free Fund

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities.
Municipal debt securities are valued at prices supplied by independent pricing services approved by the Fund’s Board, whose valuations are intended to reflect the mean between the bid and asked prices. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes. If the pricing services are unable to provide valuations, the securities are valued at the mean of the most recent bid and asked quotations or evaluated prices, as applicable, obtained from one or more broker-dealers. These securities are generally categorized as Level 2.
Other debt securities are valued at prices supplied by independent pricing services approved by the Fund’s Board. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, prepayment speeds and other data, as well as broker quotes. If the pricing services are unable to provide valuations, debt securities are valued at the average of the most recent reliable bid quotations or evaluated prices, as applicable, obtained from broker-dealers. These securities are generally categorized as Level 2.
Closed-end investment companies are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade. Closed-end investment companies for which no sales are reported are valued at the calculated mean between the most recent bid and asked quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation. Closed-end investment companies are generally categorized as Level 1.
Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.
Futures contracts are generally valued at the settlement prices established each day on the exchange on which they are traded and are categorized as Level 1.
Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair
DWS Strategic High Yield Tax-Free Fund | 47

value as determined in accordance with procedures approved by the Board and are generally categorized as Level 3. In accordance with the Fund’s valuation procedures, factors considered in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security’s disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company’s or issuer’s financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold; and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.
Disclosure about the classification of fair value measurements is included in a table following the Fund’s Investment Portfolio.
Inverse Floaters. The Fund invests in inverse floaters. Inverse floaters are debt instruments with a weekly floating rate of interest that bears an inverse relationship to changes in the short-term interest rate market. Inverse floaters are created by depositing a fixed-rate long-term municipal bond into a special purpose Tender Option Bond trust (the “TOB Trust” ). In turn the TOB Trust issues a short-term floating rate note and an inverse floater. The short-term floating rate note is issued in a face amount equal to some fraction of the underlying bond’s par amount and is sold to a third party, usually a tax-exempt money market fund. The Fund receives the proceeds from the sale of the short-term floating rate note and uses the cash proceeds to make additional investments. The short-term floating rate note represents leverage to the Fund. The Fund, as the holder of the inverse floater, has full exposure to any increase or decrease in the value of the underlying bond. The income stream from the underlying bond in the TOB Trust is divided between the floating rate note and the inverse floater. The inverse floater earns all of the interest from the underlying long-term fixed-rate bond less the amount of interest paid on the floating rate note and the expenses of the TOB Trust. The floating rate notes issued by the TOB Trust are valued at cost, which approximates fair value.
By holding the inverse floater, the Fund has the right to collapse the TOB Trust by causing the holders of the floating rate instrument to tender their notes at par and have the broker transfer the underlying bond to the Fund. The floating rate note holder can also elect to tender the note for redemption at par at each reset date. The Fund accounts for these transactions as a form of secured borrowing, by reflecting the value of the
48 | DWS Strategic High Yield Tax-Free Fund

underlying bond in the investments of the Fund and the amount owed to the floating rate note holder as a liability under the caption “Payable for floating rate notes issued”  in the Statement of Assets and Liabilities. Income earned on the underlying bond is included in interest income, and interest paid on the floaters and the expenses of the TOB Trust are included in “Interest expense and fees on floating rate notes issued”  in the Statement of Operations. The weighted average outstanding daily balance of the floating rate notes issued during the year ended May 31, 2022 was approximately $38,262,466, with a weighted average interest rate of 0.80%.
The Fund may enter into shortfall and forbearance agreements by which the Fund agrees to reimburse the TOB Trust, in certain circumstances, for the difference between the liquidation value of the underlying bond held by the TOB Trust and the liquidation value of the floating rate notes plus any shortfalls in interest cash flows. This could potentially expose the Fund to losses in excess of the value of the Fund’s inverse floater investments. In addition, the value of inverse floaters may decrease significantly when interest rates increase. The market for inverse floaters may be more volatile and less liquid than other municipal bonds of comparable maturity. The TOB Trust could be terminated outside of the Fund’s control, resulting in a reduction of leverage and disposal of portfolio investments at inopportune times and prices. Investments in inverse floaters generally involve greater risk than in an investment in fixed-rate bonds.
When-Issued/Delayed Delivery Securities. The Fund may purchase or sell securities with delivery or payment to occur at a later date beyond the normal settlement period. At the time the Fund enters into a commitment to purchase or sell a security, the transaction is recorded and the value of the transaction is reflected in the net asset value. The price of such security and the date when the security will be delivered and paid for are fixed at the time the transaction is negotiated. The value of the security may vary with market fluctuations. At the time the Fund enters into a purchase transaction it is required to segregate cash or other liquid assets at least equal to the amount of the commitment.
Certain risks may arise upon entering into when-issued or delayed delivery transactions from the potential inability of counterparties to meet the terms of their contracts or if the issuer does not issue the securities due to political, economic, or other factors. Additionally, losses may arise due to changes in the value of the underlying securities.
Federal Income Taxes. The Fund’s policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable and tax-exempt income to its shareholders.
DWS Strategic High Yield Tax-Free Fund | 49

At May 31, 2022, the Fund had net tax basis capital loss carryforwards of approximately $100,047,000 of short-term losses, which may be applied against realized net taxable capital gains indefinitely.
The Fund has reviewed the tax positions for the open tax years as of May 31, 2022 and has determined that no provision for income tax and/or uncertain tax positions is required in the Fund’s financial statements. The Fund’s federal tax returns for the prior three fiscal years remain open subject to examination by the Internal Revenue Service.
Distribution of Income and Gains. Net investment income of the Fund is declared as a daily dividend and distributed to shareholders monthly. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually. The Fund may also make additional distributions for tax purposes if necessary.
The timing and characterization of certain income and capital gain distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to investments in inverse floaters transactions, certain securities sold at a loss, futures contracts, premium amortization on debt securities, restructuring of debt securities, accretion of market discount on debt securities and interest accrual on defaulted securities. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.
At May 31, 2022, the Fund’s components of distributable earnings (accumulated losses) on a net tax basis were as follows:
Undistributed tax-exempt income $  13,388,193
Undistributed ordinary income* $  477,020
Capital loss carryforwards $ (100,047,000)
Net unrealized appreciation (depreciation) on investments $  (23,602,111)
At May 31, 2022, the aggregate cost of investments for federal income tax purposes was $771,312,611. The net unrealized depreciation for all investments based on tax cost was $23,602,111. This consisted of aggregate gross unrealized appreciation for all investments for which there was an excess of value over tax cost of $25,547,446 and aggregate gross unrealized depreciation for all investments for which there was an excess of tax cost over value of $49,149,557.
50 | DWS Strategic High Yield Tax-Free Fund

In addition, the tax character of distributions paid to shareholders by the Fund is summarized as follows:
  Years Ended May 31,
  2022 2021
Distributions from tax-exempt income $ 30,603,701 $ 36,891,337
Distributions from ordinary income* $  1,932,479 $  442,129
* For tax purposes, short-term capital gain distributions are considered ordinary income distributions.
Expenses. Expenses of the Trust arising in connection with a specific fund are allocated to that fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust based upon the relative net assets or other appropriate measures.
Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.
Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is recorded on the accrual basis. Realized gains and losses from investment transactions are recorded on an identified cost basis. All premiums and discounts are amortized/accreted for financial reporting purposes, with the exception of securities in default of principal.
B. Derivative Instruments
A futures contract is an agreement between a buyer or seller and an established futures exchange or its clearinghouse in which the buyer or seller agrees to take or make a delivery of a specific amount of a financial instrument at a specified price on a specific date (settlement date). For the year ended May 31, 2022, the Fund used futures contracts as a means to manage the duration of the investment portfolio.
Upon entering into a futures contract, the Fund is required to deposit with a financial intermediary cash or securities (“initial margin” ) in an amount equal to a certain percentage of the face value indicated in the futures contract. Subsequent payments (“variation margin” ) are made or received by the Fund dependent upon the daily fluctuations in the value and are recorded for financial reporting purposes as unrealized gains or losses by the Fund. Gains or losses are realized when the contract expires or is closed. Since all futures contracts are exchange-traded, counterparty risk
DWS Strategic High Yield Tax-Free Fund | 51

is minimized as the exchange’s clearinghouse acts as the counterparty, and guarantees the futures against default.
Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market will limit the Fund’s ability to close out a futures contract prior to the settlement date and the risk that the futures contract is not well correlated with the security, index or currency to which it relates. Risk of loss may exceed amounts recognized in the Statement of Assets and Liabilities.
A summary of the open futures contracts as of May 31, 2022, is included in a table following the Fund’s Investment Portfolio. For the year ended May 31, 2022, the investment in futures contracts sold had a total notional value generally indicative of a range from $0 to approximately $29,863,000.
The following table summarizes the value of the Fund’s derivative instruments held as of May 31, 2022 and the related location in the accompanying Statement of Assets and Liabilities, presented by primary underlying risk exposure:
Assets Derivative Futures
Contracts
Interest Rate Contracts (a) $ 159,514
The above derivative is located in the following Statement of Assets and Liabilities account:
(a) Includes cumulative appreciation of futures contracts as disclosed in the Investment Portfolio. Unsettled variation margin is disclosed separately within the Statement of Assets and Liabilities.
Additionally, the amount of unrealized and realized gains and losses on derivative instruments recognized in Fund earnings during the year ended May 31, 2022 and the related location in the accompanying Statement of Operations is summarized in the following tables by primary underlying risk exposure:
Realized Gain (Loss) Futures
Contracts
Interest Rate Contracts (a) $ (138,879)
The above derivative is located in the following Statement of Operations account:
(a) Net realized gain (loss) from futures contracts
Change in Net Unrealized Appreciation (Depreciation) Futures
Contracts
Interest Rate Contracts (a) $ 159,514
The above derivative is located in the following Statement of Operations account:
(a) Change in net unrealized appreciation (depreciation) on futures contracts
52 | DWS Strategic High Yield Tax-Free Fund

C. Purchases and Sales of Securities
During the year ended May 31, 2022, purchases and sales of investment securities, excluding short-term investments, were as follows:
  Purchases Sales
Non-U.S. Treasury Obligations $685,388,897 $867,392,849
U.S. Treasury Obligations $ $ 2,371,181
D. Related Parties
Management Agreement. Under the Investment Management Agreement with DWS Investment Management Americas, Inc. (“DIMA”  or the “Advisor” ), an indirect, wholly owned subsidiary of DWS Group GmbH & Co. KGaA (“DWS Group” ), the Advisor directs the investments of the Fund in accordance with its investment objectives, policies and restrictions. The Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Fund.
Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the average daily net assets of the Fund, computed and accrued daily and payable monthly, at the following annual rates:
First $300 million of the Fund’s average daily net assets .455%
Next $200 million of such net assets .405%
Next $500 million of such net assets .380%
Next $500 million of such net assets .360%
Next $500 million of such net assets .350%
Over $2 billion of such net assets .340%
Accordingly, for the year ended May 31, 2022, the fee pursuant to the Investment Management Agreement was equivalent to an annual rate (exclusive of any applicable waivers/reimbursements) of 0.408% of the Fund’s average daily net assets.
For the period from June 1, 2021 through September 30, 2021, the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses
DWS Strategic High Yield Tax-Free Fund | 53

such as extraordinary expenses, taxes, brokerage and interest expense) of each class as follows:
Class A .83%
Class C 1.58%
Class S .58%
Institutional Class .58%
Effective October 1, 2021 through September 30, 2022, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of the Fund to the extent necessary to maintain the total annual operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest expense) of each class as follows:
Class A   .85%
Class C   1.60%
Class S   .60%
Institutional Class   .60%
For the year ended May 31, 2022, fees waived and/or expenses reimbursed for each class are as follows:
Class A $  64,146
Class C 5,235
Class S 645,443
Institutional Class 132,232
  $ 847,056
Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee (“Administration Fee” ) of 0.097% of the Fund’s average daily net assets, computed and accrued daily and payable monthly. For the year ended May 31, 2022, the Administration Fee was $939,223, of which $62,270 is unpaid.
Service Provider Fees. DWS Service Company (“DSC” ), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DSC and DST Systems, Inc. (“DST” ), DSC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DSC compensates DST out of the shareholder servicing
54 | DWS Strategic High Yield Tax-Free Fund

fee it receives from the Fund. For the year ended May 31, 2022, the amounts charged to the Fund by DSC were as follows:
Services to Shareholders Total
Aggregated
Unpaid at
May 31, 2022
Class A $  7,302 $  1,223
Class C 456 77
Class S 59,774 9,968
Institutional Class 868 146
  $ 68,400 $ 11,414
In addition, for the year ended May 31, 2022, the amounts charged to the Fund for recordkeeping and other administrative services provided by unaffiliated third parties, included in the Statement of Operations under “Services to shareholders,”  were as follows:
Sub-Recordkeeping Total
Aggregated
Class A $  168,287
Class C 11,497
Class S 866,146
Institutional Class 246,833
  $ 1,292,763
Distribution and Service Fees. Under the Fund’s Class C 12b-1 Plan, DWS Distributors, Inc. (“DDI” ), an affiliate of the Advisor, receives a fee (“Distribution Fee” ) of 0.75% of the average daily net assets of Class C shares. In accordance with the Fund’s Underwriting and Distribution Services Agreement, DDI enters into related selling group agreements with various firms at various rates for sales of Class C shares. For the year ended May 31, 2022, the Distribution Fee was as follows:
Distribution Fee Total
Aggregated
Unpaid at
May 31, 2022
Class C $ 94,740 $ 6,052
In addition, DDI provides information and administrative services for a fee (“Service Fee” ) to Class A and C shareholders at an annual rate of up to 0.25% of the average daily net assets for each such class. DDI in turn has various agreements with financial services firms that provide these services and pays these fees based upon the assets of shareholder
DWS Strategic High Yield Tax-Free Fund | 55

accounts the firms service. For the year ended May 31, 2022, the Service Fee was as follows:
Service Fee Total
Aggregated
Unpaid at
May 31, 2022
Annual
Rate
Class A $ 521,069 $ 75,685 .25%
Class C 31,541 4,219 .25%
  $ 552,610 $ 79,904  
Underwriting Agreement and Contingent Deferred Sales Charge. DDI is the principal underwriter for the Fund. Underwriting commissions paid in connection with the distribution of Class A shares for the year ended May 31, 2022 aggregated $3,092.
In addition, DDI receives any contingent deferred sales charge (“CDSC” ) from Class C share redemptions occurring within one year of purchase. There is no such charge upon redemption of any share appreciation or reinvested dividends. The CDSC is 1% of the value of the shares redeemed for Class C. For the year ended May 31, 2022, the CDSC for Class C shares aggregated $1,456. A deferred sales charge of up to 1% is assessed on certain redemptions of Class A shares. For the year ended May 31, 2022, DDI received $9,186 for Class A shares.
Other Service Fees. Under an agreement with the Fund, DIMA is compensated for providing regulatory filing services to the Fund. For the year ended May 31, 2022, the amount charged to the Fund by DIMA included in the Statement of Operations under “Reports to shareholders”  aggregated $1,600, of which $449 is unpaid.
Trustees’ Fees and Expenses. The Fund paid retainer fees to each Trustee not affiliated with the Advisor, plus specified amounts to the Board Chairperson and to each committee Chairperson.
Transactions with Affiliates. The Fund may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is solely due to having a common investment adviser, common officers or common trustees. During the year ended May 31, 2022, the Fund engaged in securities purchases of $177,050,000 and securities sales of $191,195,000 with a net gain (loss) on securities sales of $0, with an affiliated fund in compliance with Rule 17a-7 under the 1940 Act.
E. Investing in High-Yield Debt Securities
High-yield debt securities or junk bonds are generally regarded as speculative with respect to the issuer’s continuing ability to meet principal and interest payments. The Fund’s performance could be hurt if an issuer of a debt security suffers an adverse change in financial condition that results in the issuer not making timely payments of interest or principal, a security downgrade or an inability to meet a financial obligation. High-yield
56 | DWS Strategic High Yield Tax-Free Fund

debt securities’ total return and yield may generally be expected to fluctuate more than the total return and yield of investment-grade debt securities. A real or perceived economic downturn or an increase in market interest rates could cause a decline in the value of high-yield debt securities, result in increased redemptions and/or result in increased portfolio turnover, which could result in a decline in net asset value of the Fund, reduce liquidity for certain investments and/or increase costs. High-yield debt securities are often thinly traded and can be more difficult to sell and value accurately than investment-grade debt securities as there may be no established secondary market. Investments in high yield debt securities could increase liquidity risk for the Fund. In addition, the market for high-yield debt securities can experience sudden and sharp volatility which is generally associated more with investments in stocks.
F. Line of Credit
The Fund and other affiliated funds (the “Participants” ) share in a $375 million revolving credit facility provided by a syndication of banks. The Fund may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee, which is allocated based on net assets, among each of the Participants. Interest is calculated at a daily fluctuating rate per annum equal to the sum of 0.10% plus the higher of the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus 1.25%. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at May 31, 2022.
G. Fund Share Transactions
The following table summarizes share and dollar activity in the Fund:
  Year Ended
May 31, 2022
Year Ended
May 31, 2021
  Shares Dollars Shares Dollars
Shares sold
Class A  2,137,131  $  25,344,932  3,640,049  $  44,237,425
Class C     90,268   1,124,262    182,279   2,206,373
Class S 10,633,538 126,067,225 13,825,223 165,704,485
Institutional Class  6,799,561  82,914,981  6,508,930  78,680,572
    $  235,451,400   $  290,828,855
DWS Strategic High Yield Tax-Free Fund | 57

  Year Ended
May 31, 2022
Year Ended
May 31, 2021
  Shares Dollars Shares Dollars
Shares issued to shareholders in reinvestment of distributions
Class A    481,126   $  5,835,839    495,086   $  6,006,038
Class C     22,113     269,098     53,903     652,609
Class S  1,315,480  16,004,272  1,542,781  18,712,420
Institutional Class    414,987   5,073,295    493,545   5,996,576
    $  27,182,504   $  31,367,643
Shares redeemed
Class A  (3,293,737)  $  (39,069,026)  (2,850,677)  $  (34,443,706)
Class C    (404,688)   (4,860,283)  (1,963,639)  (23,954,420)
Class S (20,259,024) (237,224,768) (20,930,196) (249,695,387)
Institutional Class (12,588,738) (150,906,752)  (5,970,749)  (72,326,303)
    $ (432,060,829)   $ (380,419,816)
Net increase (decrease)
Class A    (675,480)   $  (7,888,255)  1,284,458  $  15,799,757
Class C    (292,307)   (3,466,923)  (1,727,457)  (21,095,438)
Class S  (8,310,006)  (95,153,271)  (5,562,192)  (65,278,482)
Institutional Class  (5,374,190)  (62,918,476)  1,031,726  12,350,845
    $ (169,426,925)   $  (58,223,318)
H. Other COVID-19 Pandemic
A novel coronavirus known as COVID-19, declared a pandemic by the World Health Organization, has caused significant uncertainty, market volatility, decreased economic and other activity, increased government activity, including economic stimulus measures, and supply chain interruptions. The full effects, duration and costs of the COVID-19 pandemic are impossible to predict, and the circumstances surrounding the COVID-19 pandemic will continue to evolve, including the risk of future increased rates of infection due to significant portions of the population remaining unvaccinated and/or the lack of effectiveness of current vaccines against new variants. The pandemic has affected and may continue to affect certain countries, industries, economic sectors, companies and investment products more than others, may exacerbate existing economic, political, or social tensions and may increase the probability of an economic recession or depression. The Fund and its investments may be adversely affected by the effects of the COVID-19 pandemic, and the pandemic may result in the Fund and its service
58 | DWS Strategic High Yield Tax-Free Fund

providers experiencing operational difficulties in coordinating a remote workforce and implementing their business continuity plans, among others. Management will continue to monitor the impact COVID-19 has on the Fund and reflect the consequences as appropriate in the Fund’s accounting and financial reporting.
DWS Strategic High Yield Tax-Free Fund | 59

Report of Independent Registered Public Accounting Firm
To the Board of Trustees of Deutsche DWS Municipal Trust and Shareholders of DWS Strategic High Yield Tax-Free Fund:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of DWS Strategic High Yield Tax-Free Fund (the “Fund” ) (one of the funds constituting Deutsche DWS Municipal Trust) (the “Trust” ), including the investment portfolio, as of May 31, 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 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 funds constituting Deutsche DWS Municipal Trust) at May 31, 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, in conformity with U.S. generally accepted accounting principles.
The financial highlights for the year ended May 31, 2018 were audited by another independent registered public accounting firm whose report, dated July 24, 2018, expressed an unqualified opinion on those financial highlights.
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
60 | DWS Strategic High Yield Tax-Free Fund

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 disclosures in the financial statements. Our procedures included confirmation of securities owned as of May 31, 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.
We have served as the auditor of one or more investment companies in the DWS family of funds since at least 1979, but we are unable to determine the specific year.
Boston, Massachusetts
July 26, 2022
DWS Strategic High Yield Tax-Free Fund | 61

Information About Your Fund’s Expenses
As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees, distribution and service (12b-1) fees and other Fund expenses. Examples of transaction costs include sales charges (loads) and account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (December 1, 2021 to May 31, 2022).
The tables illustrate your Fund’s expenses in two ways:
—  Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund’s actual return during the period. To estimate the expenses 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 “Expenses Paid per $1,000”  line under the share class you hold.
—  Hypothetical 5% Fund Return. This helps you to compare your Fund’s ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund’s actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.
Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The “Expenses Paid per $1,000”  line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. Subject to certain exceptions, an account maintenance fee of $20.00 assessed once per calendar year for Classes A, C and S shares may apply for accounts with balances less than $10,000. This fee is not included in these tables. If it was, the estimate of expenses paid for Classes A, C and S shares during the period would be higher, and account value during the period would be lower, by this amount.
62 | DWS Strategic High Yield Tax-Free Fund

Expenses and Value of a $1,000 Investment
for the six months ended May 31, 2022 (Unaudited)

Actual Fund Return Class A Class C Class S Institutional
Class
Beginning Account Value 12/1/21 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Ending Account Value 5/31/22 $ 891.70 $ 888.50 $ 893.00 $ 892.30
Expenses Paid per $1,000* $ 4.20 $ 7.72 $ 3.02 $ 3.02
Hypothetical 5% Fund Return Class A Class C Class S Institutional
Class
Beginning Account Value 12/1/21 $1,000.00 $1,000.00 $1,000.00 $1,000.00
Ending Account Value 5/31/22 $1,020.49 $1,016.75 $1,021.74 $1,021.74
Expenses Paid per $1,000* $ 4.48 $ 8.25 $ 3.23 $ 3.23
* Expenses are equal to the Fund’s annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by 182 (the number of days in the most recent six-month period), then divided by 365.
Annualized Expense Ratios Class A Class C Class S Institutional
Class
DWS Strategic High Yield Tax-Free Fund    .89%    1.64%    .64%    .64%
Includes interest expense and fees on short-term floating rate notes issued in conjunction with inverse floating rate securities of 0.03% for each class.
For more information, please refer to the Fund’s prospectus.
For an analysis of the fees associated with an investment in the Fund or similar funds, please refer to tools.finra.org/fund_analyzer/.
Tax Information (Unaudited)
Of the dividends paid from net investment income for the taxable year ended May 31, 2022, 94% are designated as exempt interest dividends for federal income tax purposes.
Please consult a tax advisor if you have questions about federal or state income tax laws, or on how to prepare your tax returns. If you have specific questions about your account, please call (800) 728-3337.
DWS Strategic High Yield Tax-Free Fund | 63

Liquidity Risk Management
In accordance with Rule 22e-4 (the “Liquidity Rule” ) under the Investment Company Act of 1940 (the “1940 Act” ), your Fund has adopted a liquidity risk management program (the “Program” ), and the Board has designated DWS Investment Management Americas, Inc. (“DIMA” ) as Program administrator. The Program is designed to assess and manage your Fund’s liquidity risk (the risk that the Fund would be unable to meet requests to redeem shares of the Fund without significant dilution of remaining investors’ interests in the Fund). DIMA has designated a committee (the “Committee” ) composed of personnel from multiple departments within DIMA and its affiliates that is responsible for the implementation and ongoing administration of the Program, which includes assessing the Fund’s liquidity risk under both normal and reasonably foreseeable stressed conditions. Under the Program, every investment held by a Fund is classified on a daily basis into one of four liquidity categories based on estimations of the investment’s ability to be sold during designated timeframes in current market conditions without significantly changing the investment’s market value.
In February 2022, as required by the Program and the Liquidity Rule, DIMA provided the Board with an annual written report (the “Report” ) addressing the operation of the Program and assessing the adequacy and effectiveness of its implementation during the period from December 1, 2020 through November 30, 2021 (the “Reporting Period” ). During the Reporting Period, your Fund was primarily invested in highly liquid investments (investments that the Fund anticipates can be converted to cash within 3 business days or less in current market conditions without significantly changing their market value). As a result, your Fund is not required to adopt, and has not adopted, a “Highly Liquid Investment Minimum”  as defined in the Liquidity Rule. During the Reporting Period, the Fund did not approach the 15% limit imposed by the Liquidity Rule on holdings in illiquid investments (investments that cannot be sold or disposed of in seven days or less in current market conditions without the sale of the investment significantly changing the market value of the investment). Your Fund did not experience any issues meeting investor redemptions at any time during the Reporting Period. In the Report, DIMA stated that it believes the Program has operated adequately and effectively to manage the Fund’s liquidity risk during the Reporting Period. DIMA also reported that there were no material changes made to the Program during the Reporting Period.
64 | DWS Strategic High Yield Tax-Free Fund

Advisory Agreement Board Considerations and Fee Evaluation
The Board of Trustees (hereinafter referred to as the “Board”  or “Trustees” ) approved the renewal of DWS Strategic High Yield Tax-Free Fund’s (the “Fund” ) investment management agreement (the “Agreement” ) with DWS Investment Management Americas, Inc. (“DIMA” ) in September 2021.
In terms of the process that the Board followed prior to approving the Agreement, shareholders should know that:
—  During the entire process, all of the Fund’s Trustees were independent of DIMA and its affiliates (the “Independent Trustees” ).
—  The Board met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board reviewed extensive materials received from DIMA, independent third parties and independent counsel. These materials included an analysis of the Fund’s performance, fees and expenses, and profitability from a fee consultant retained by the Fund’s Independent Trustees (the “Fee Consultant” ).
—  The Board also received extensive information throughout the year regarding performance of the Fund.
—  The Independent Trustees regularly met privately with counsel to discuss contract review and other matters. In addition, the Independent Trustees were advised by the Fee Consultant in the course of their review of the Fund’s contractual arrangements and considered a comprehensive report prepared by the Fee Consultant in connection with their deliberations.
—  In connection with reviewing the Agreement, the Board also reviewed the terms of the Fund’s Rule 12b-1 plan, distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.
In connection with the contract review process, the Board considered the factors discussed below, among others. The Board also considered that DIMA and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DIMA managed the Fund. DIMA is part of DWS Group GmbH & Co. KGaA (“DWS Group” ). DWS Group is a global asset management business that offers a wide range of investing expertise and resources, including research capabilities in many countries throughout the world. In 2018, approximately 20% of DWS Group’s
DWS Strategic High Yield Tax-Free Fund | 65

shares were sold in an initial public offering, with Deutsche Bank AG owning the remaining shares.
As part of the contract review process, the Board carefully considered the fees and expenses of each DWS fund overseen by the Board in light of the fund’s performance. In many cases, this led to the negotiation and implementation of expense caps.
While shareholders may focus primarily on fund performance and fees, the Fund’s Board considers these and many other factors, including the quality and integrity of DIMA’s personnel and administrative support services provided by DIMA, such as back-office operations, fund valuations, and compliance policies and procedures.
Nature, Quality and Extent of Services. The Board considered the terms of the Agreement, including the scope of advisory services provided under the Agreement. The Board noted that, under the Agreement, DIMA provides portfolio management services to the Fund and that, pursuant to a separate administrative services agreement, DIMA provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel and the resources made available to such personnel. The Board also considered the risks to DIMA in sponsoring or managing the Fund, including financial, operational and reputational risks, the potential economic impact to DIMA from such risks and DIMA’s approach to addressing such risks. The Board reviewed the Fund’s performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market index(es) and a peer universe compiled using information supplied by Morningstar Direct (“Morningstar” ), an independent fund data service. The Board also noted that it has put into place a process of identifying “Funds in Review”  (e.g., funds performing poorly relative to a peer universe), and receives additional reporting from DIMA regarding such funds and, where appropriate, DIMA’s plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that, for the one-, three- and five-year periods ended December 31, 2020, the Fund’s performance (Class A shares) was in the 3rd quartile, 4th quartile and 4th quartile, respectively, of the applicable Morningstar universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has underperformed its benchmark in the one-, three- and five-year periods ended December 31, 2020.
Fees and Expenses. The Board considered the Fund’s investment management fee schedule, operating expenses and total expense ratios, and comparative information provided by Broadridge Financial Solutions, Inc. (“Broadridge” ) and the Fee Consultant regarding investment management fee rates paid to other investment advisors by similar funds
66 | DWS Strategic High Yield Tax-Free Fund

(1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.097% fee paid to DIMA under the Fund’s administrative services agreement, were lower than the median (2nd quartile) of the applicable Broadridge peer group (based on Broadridge data provided as of December 31, 2020). The Board also noted that, effective October 1, 2019, in connection with the 2019 contract renewal process, DIMA agreed to reduce the Fund’s contractual management fee at each breakpoint by 0.06%. The Board noted that the Fund’s Class A shares total (net) operating expenses (excluding 12b-1 fees) were expected to be higher than the median (3rd quartile) of the applicable Broadridge expense universe (based on Broadridge data provided as of December 31, 2020, and analyzing Broadridge expense universe Class A (net) expenses less any applicable 12b-1 fees) (“Broadridge Universe Expenses” ). The Board also reviewed data comparing each other operational share class’s total (net) operating expenses to the applicable Broadridge Universe Expenses. The Board noted that the expense limitations agreed to by DIMA were expected to help the Fund’s total (net) operating expenses remain competitive. The Board considered the Fund’s management fee rate as compared to fees charged by DIMA to comparable DWS U.S. registered funds (“DWS Funds” ) and considered differences between the Fund and the comparable DWS Funds. The information requested by the Board as part of its review of fees and expenses also included information about institutional accounts (including any sub-advised funds and accounts) and funds offered primarily to European investors (“DWS Europe Funds” ) managed by DWS Group. The Board noted that DIMA indicated that DWS Group does not manage any institutional accounts or DWS Europe Funds comparable to the Fund.
On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DIMA.
Profitability. The Board reviewed detailed information regarding revenues received by DIMA under the Agreement. The Board considered the estimated costs to DIMA, and pre-tax profits realized by DIMA, from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DIMA and its affiliates with respect to all fund services in totality and by fund. The Board and the Fee Consultant reviewed DIMA’s methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DIMA in connection with the management of the Fund were not unreasonable. The Board also reviewed certain publicly available
DWS Strategic High Yield Tax-Free Fund | 67

information regarding the profitability of certain similar investment management firms. The Board noted that, while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DIMA and its affiliates’ overall profitability with respect to the DWS Funds (after taking into account distribution and other services provided to the funds by DIMA and its affiliates) was lower than the overall profitability levels of most comparable firms for which such data was available.
Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board noted that the Fund’s investment management fee schedule includes fee breakpoints. The Board concluded that the Fund’s fee schedule represents an appropriate sharing between the Fund and DIMA of such economies of scale as may exist in the management of the Fund at current asset levels.
Other Benefits to DIMA and Its Affiliates. The Board also considered the character and amount of other incidental or “fall-out”  benefits received by DIMA and its affiliates, including any fees received by DIMA for administrative services provided to the Fund, any fees received by an affiliate of DIMA for transfer agency services provided to the Fund and any fees received by an affiliate of DIMA for distribution services. The Board also considered benefits to DIMA related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities. In addition, the Board considered the incidental public relations benefits to DIMA related to DWS Funds advertising and cross-selling opportunities among DIMA products and services. The Board considered these benefits in reaching its conclusion that the Fund’s management fees were reasonable.
Compliance. The Board considered the significant attention and resources dedicated by DIMA to its compliance processes in recent years. The Board noted in particular (i) the experience, seniority and time commitment of the individuals serving as DIMA’s and the Fund’s chief compliance officers and (ii) the substantial commitment of resources by DIMA and its affiliates to compliance matters, including the retention of compliance personnel.
Based on all of the information considered and the conclusions reached, the Board determined that the continuation of the Agreement is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and counsel present. It is possible that individual Independent Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreement.
68 | DWS Strategic High Yield Tax-Free Fund

Board Members and Officers
The following table presents certain information regarding the Board Members and Officers of the Trust/Corporation. Each Board Member’s year of birth is set forth in parentheses after his or her name. Unless otherwise noted, (i) each Board Member has engaged in the principal occupation(s) noted in the table for at least the most recent five years, although not necessarily in the same capacity; and (ii) the address of each Independent Board Member is c/o Keith R. Fox, DWS Funds Board Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199-3600. Except as otherwise noted below, the term of office for each Board Member is until the election and qualification of a successor, or until such Board Member sooner dies, resigns, is removed or as otherwise provided in the governing documents of the Trust/Corporation. Because the Fund does not hold an annual meeting of shareholders, each Board Member will hold office for an indeterminate period.
The Board Members may also serve in similar capacities with other funds in the fund complex. The number of funds in the DWS fund complex shown in the table below includes all registered open- and closed-end funds (including all of their portfolios) advised by the Advisor and any registered funds that have an investment advisor that is an affiliated person of the Advisor.
Independent Board Members/Independent Advisory Board Members

Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
Business Experience and Directorships
During the Past Five Years
Number of
Funds in
DWS Fund
Complex
Overseen
Other
Directorships
Held by Board
Member
Keith R. Fox, CFA (1954)
Chairperson since 2017, and Board Member since 1996
Managing General Partner, Exeter Capital Partners (a series of private investment funds) (since 1986). Directorships: Progressive International Corporation (kitchen goods designer and distributor); former Chairman, National Association of Small Business Investment Companies; Former Directorships: ICI Mutual Insurance Company; BoxTop Media Inc. (advertising); Sun Capital Advisers Trust (mutual funds) 70
DWS Strategic High Yield Tax-Free Fund | 69

Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
Business Experience and Directorships
During the Past Five Years
Number of
Funds in
DWS Fund
Complex
Overseen
Other
Directorships
Held by Board
Member
John W. Ballantine (1946)
Board Member since 1999
Retired; formerly, Executive Vice President and Chief Risk Management Officer, First Chicago NBD Corporation/The First National Bank of Chicago (1996–1998); Executive Vice President and Head of International Banking (1995–1996); Not-for-Profit Directorships: Palm Beach Civic Assn.; Window to the World Communications (public media); Life Director of Harris Theater for Music and Dance (Chicago); Life Director of Hubbard Street Dance Chicago; Former Directorships: Director and Chairman of the Board, Healthways, Inc.2 (population wellbeing and wellness services) (2003–2014); Stockwell Capital Investments PLC (private equity); Enron Corporation; FNB Corporation; Tokheim Corporation; First Oak Brook Bancshares, Inc.; Oak Brook Bank; Portland General Electric2 (utility company (2003–2021); and Prisma Energy International; Former Not-for-Profit Directorships: Public Radio International 70
Dawn-Marie Driscoll (1946)
Board Member since 1987
Advisory Board and former Executive Fellow, Hoffman Center for Business Ethics, Bentley University; formerly: Partner, Palmer & Dodge (law firm) (1988–1990); Vice President of Corporate Affairs and General Counsel, Filene’s (retail) (1978–1988); Directorships: Trustee and former Chairman of the Board, Southwest Florida Community Foundation (charitable organization); Former Directorships: ICI Mutual Insurance Company (2007–2015); Sun Capital Advisers Trust (mutual funds) (2007–2012), Investment Company Institute (audit, executive, nominating committees) and Independent Directors Council (governance, executive committees) 70
70 | DWS Strategic High Yield Tax-Free Fund

Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
Business Experience and Directorships
During the Past Five Years
Number of
Funds in
DWS Fund
Complex
Overseen
Other
Directorships
Held by Board
Member
Richard J. Herring (1946)
Board Member since 1990
Jacob Safra Professor of International Banking and Professor of Finance, The Wharton School, University of Pennsylvania (since July 1972); formerly: Director, The Wharton Financial Institutions Center (1994–2020); Vice Dean and Director, Wharton Undergraduate Division (1995–2000) and Director, The Lauder Institute of International Management Studies (2000–2006); Member FDIC Systemic Risk Advisory Committee since 2011, member Systemic Risk Council since 2012 and member of the Advisory Board at the Yale Program on Financial Stability since 2013; Former Directorships: Co-Chair of the Shadow Financial Regulatory Committee (2003–2015), Executive Director of The Financial Economists Roundtable (2008–2015), Director of The Thai Capital Fund (2007–2013), Director of The Aberdeen Singapore Fund (2007–2018), Director, The Aberdeen Japan Fund (2007-2021) and Nonexecutive Director of Barclays Bank DE (2010–2018) 70
William McClayton (1944)
Board Member since 2004
Private equity investor (since October 2009); formerly: Managing Director, Diamond Management & Technology Consultants, Inc. (global consulting firm) (2001–2009); Senior Partner, Arthur Andersen LLP (accounting) (1966–2001); Former Directorships: Board of Managers, YMCA of Metropolitan Chicago; Trustee, Ravinia Festival 70
Chad D. Perry (1972)
Board Member or Advisory Board Member since 20213
Executive Vice President, General Counsel and Secretary, Tanger Factory Outlet Centers, Inc.2 (since 2011); formerly Executive Vice President and Deputy General Counsel, LPL Financial Holdings Inc.2 (2006–2011); Senior Corporate Counsel, EMC Corporation (2005–2006); Associate, Ropes & Gray LLP (1997–2005) 21 4 Director - Great Elm Capital Corp. (business development company) (since 2022)
DWS Strategic High Yield Tax-Free Fund | 71

Name, Year of
Birth, Position
with the Trust/
Corporation
and Length of
Time Served1
Business Experience and Directorships
During the Past Five Years
Number of
Funds in
DWS Fund
Complex
Overseen
Other
Directorships
Held by Board
Member
Rebecca W. Rimel (1951)
Board Member since 1995
Director, The Bridgespan Group (nonprofit organization) (since October 2020); formerly: Executive Vice President, The Glenmede Trust Company (investment trust and wealth management) (1983–2004); Board Member, Investor Education (charitable organization) (2004–2005); Former Directorships: Trustee, Executive Committee, Philadelphia Chamber of Commerce (2001–2007); Director, Viasys Health Care2 (January 2007–June 2007); Trustee, Thomas Jefferson Foundation (charitable organization) (1994–2012); President, Chief Executive Officer and Director (1994–2020) and Senior Advisor (2020-2021), The Pew Charitable Trusts (charitable organization); Director, BioTelemetry Inc.2 (acquired by Royal Philips in 2021) (healthcare) (2009–2021); Director, Becton Dickinson and Company2 (medical technology company) (2012-2022) 70
Catherine Schrand (1964)
Board Member or Advisory Board Member since 20213
Celia Z. Moh Professor of Accounting (since 2016) and Professor of Accounting (since 1994), The Wharton School, University of Pennsylvania; formerly Vice Dean, Wharton Doctoral Programs (2016–2019) 21 4
William N. Searcy, Jr. (1946)
Board Member since 1993
Private investor since October 2003; formerly: Pension & Savings Trust Officer, Sprint Corporation2 (telecommunications) (November 1989–September 2003); Former Directorships: Trustee, Sun Capital Advisers Trust (mutual funds) (1998–2012) 70
72 | DWS Strategic High Yield Tax-Free Fund

Officers5

Name, Year of Birth, Position
with the Trust/Corporation
and Length of Time Served6
Business Experience and Directorships During the
Past Five Years
Hepsen Uzcan7 (1974)
President and Chief Executive Officer, 2017–present
Fund Administration (Head since 2017), DWS; Secretary, DWS USA Corporation (2018–present); Assistant Secretary, DWS Distributors, Inc. (2018–present); Director and Vice President, DWS Service Company (2018–present); Assistant Secretary, DWS Investment Management Americas, Inc. (2018–present); Director and President, DB Investment Managers, Inc. (2018–present); President and Chief Executive Officer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2017–present); formerly: Vice President for the Deutsche funds (2016–2017); Assistant Secretary for the DWS funds (2013–2019); Assistant Secretary, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2013–2020); Directorships: Interested Director, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (since June 25, 2020); ICI Mutual Insurance Company (since October 16, 2020); and Episcopalian Charities of New York (2018–present)
John Millette8 (1962)
Vice President and Secretary, 1999–present
Legal (Associate General Counsel), DWS; Chief Legal Officer, DWS Investment Management Americas, Inc. (2015–present); Director and Vice President, DWS Trust Company (2016–present); Secretary, DBX ETF Trust (2020–present); Vice President, DBX Advisors LLC (2021–present); Secretary, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. 2011–present); formerly: Secretary, Deutsche Investment Management Americas Inc. (2015–2017); and Assistant Secretary, DBX ETF Trust (2019–2020)
Ciara Crawford9 (1984)
Assistant Secretary, (2019–present)
Fund Administration (Specialist), DWS (2015–present); formerly, Legal Assistant at Accelerated Tax Solutions
Diane Kenneally8 (1966)
Chief Financial Officer and Treasurer, 2018–present
Fund Administration Treasurer’s Office (Co-Head since 2018), DWS; Treasurer, Chief Financial Officer and Controller, DBX ETF Trust (2019–present); Treasurer and Chief Financial Officer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2018–present); formerly: Assistant Treasurer for the DWS funds (2007–2018)
Paul Antosca8 (1957)
Assistant Treasurer, 2007–present
Fund Administration Tax (Head), DWS; and Assistant Treasurer, DBX ETF Trust (2019–present)
Sheila Cadogan8 (1966)
Assistant Treasurer, 2017–present
Fund Administration Treasurer’s Office (Co-Head since 2018), DWS; Director and Vice President, DWS Trust Company (2018–present); Assistant Treasurer, DBX ETF Trust (2019–present); Assistant Treasurer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2018–present)
Scott D. Hogan8 (1970)
Chief Compliance Officer, 2016–present
Anti-Financial Crime & Compliance US (Senior Team Lead), DWS; Chief Compliance Officer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2016–present)
DWS Strategic High Yield Tax-Free Fund | 73

Name, Year of Birth, Position
with the Trust/Corporation
and Length of Time Served6
Business Experience and Directorships During the
Past Five Years
Caroline Pearson8 (1962)
Chief Legal Officer, 2010–present
Legal (Senior Team Lead), DWS; Assistant Secretary, DBX ETF Trust (2020–present); Chief Legal Officer, DBX Advisors LLC (2020–present); Chief Legal Officer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (2012–present); formerly: Secretary, Deutsche AM Distributors, Inc. (2002–2017); Secretary, Deutsche AM Service Company (2010–2017); and Chief Legal Officer, DBX Strategic Advisors LLC (2020–2021)
Christian Rijs7 (1980)
Anti-Money Laundering
Compliance Officer,
since October 6, 2021
Senior Team Lead Anti-Financial Crime and Compliance, DWS; AML Officer, DWS Trust Company (since November 2, 2021); AML Officer, DBX ETF Trust (since October 21, 2021); AML Officer, The European Equity Fund, Inc., The New Germany Fund, Inc. and The Central and Eastern Europe Fund, Inc. (since November 12, 2021); formerly: DWS UK & Ireland Head of Anti-Financial Crime and MLRO
1 The length of time served represents the year in which the Board Member joined the board of one or more DWS funds currently overseen by the Board.
2 A publicly held company with securities registered pursuant to Section 12 of the Securities Exchange Act of 1934.
3 Mr. Perry and Ms. Schrand are Advisory Board Members of Deutsche DWS Asset Allocation Trust, Deutsche DWS Equity 500 Index Portfolio, Deutsche DWS Global/International Fund, Inc., Deutsche DWS Income Trust, Deutsche DWS Institutional Funds, Deutsche DWS International Fund, Inc., Deutsche DWS Investment Trust, Deutsche DWS Investments VIT Funds, Deutsche DWS Money Market Trust, Deutsche DWS Municipal Trust, Deutsche DWS Portfolio Trust, Deutsche DWS Securities Trust, Deutsche DWS Tax Free Trust, Deutsche DWS Variable Series I and Government Cash Management Portfolio. Mr. Perry and Ms. Schrand are Board Members of each other Trust.
4 Mr. Perry and Ms. Schrand oversee 21 funds in the DWS Fund Complex as Board Members of various Trusts. Mr. Perry and Ms. Schrand are Advisory Board Members of various Trusts/Corporations comprised of 49 funds in the DWS Fund Complex.
5 As a result of their respective positions held with the Advisor or its affiliates, these individuals are considered “interested persons”  of the Advisor within the meaning of the 1940 Act. Interested persons receive no compensation from the Fund.
6 The length of time served represents the year in which the officer was first elected in such capacity for one or more DWS funds.
7 Address: 875 Third Avenue, New York, NY 10022.
8 Address: 100 Summer Street, Boston, MA 02110.
9 Address: 5201 Gate Parkway, Jacksonville, FL 32256.
Certain officers hold similar positions for other investment companies for which DIMA or an affiliate serves as the Advisor.
The Fund’s Statement of Additional Information (“SAI” ) includes additional information about the Board Members. The SAI is available, without charge, upon request. If you would like to request a copy of the SAI, you may do so by calling the following toll-free number: (800) 728-3337.
74 | DWS Strategic High Yield Tax-Free Fund

Account Management Resources
For More Information The automated telephone system allows you to access personalized account information and obtain information on other DWS funds using either your voice or your telephone keypad. Certain account types within Classes A, C and S also have the ability to purchase, exchange or redeem shares using this system.
For more information, contact your financial representative. You may also access our automated telephone system or speak with a Shareholder Service representative by calling:
(800) 728-3337
Web Site dws.com
View your account transactions and balances, trade shares, monitor your asset allocation, subscribe to fund and account updates by e-mail, and change your address, 24 hours a day.
Obtain prospectuses and applications, news about DWS funds, insight from DWS economists and investment specialists and access to DWS fund account information.
Written Correspondence DWS
PO Box 219151
Kansas City, MO 64121-9151
Proxy Voting The Fund’s policies and procedures for voting proxies for portfolio securities and information about how the Fund voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 are available on our Web site — dws.com/en-us/resources/proxy-voting — or on the SEC’s Web site — sec.gov. To obtain a written copy of the Fund’s policies and procedures without charge, upon request, call us toll free at (800) 728-3337.
Portfolio Holdings Following the Fund’s fiscal first and third quarter-end, a complete portfolio holdings listing is posted on dws.com, and is available free of charge by contacting your financial intermediary, or if you are a direct investor, by calling (800) 728-3337. In addition, the portfolio holdings listing is filed with SEC on the Fund’s Form N-PORT and will be available on the SEC’s Web site at sec.gov. Additional portfolio holdings for the Fund are also posted on dws.com from time to time. Please see the Fund’s current prospectus for more information.
Principal Underwriter If you have questions, comments or complaints, contact:
DWS Distributors, Inc.
222 South Riverside Plaza
Chicago, IL 60606-5808
(800) 621-1148
DWS Strategic High Yield Tax-Free Fund | 75

Investment Management DWS Investment Management Americas, Inc. (“DIMA”  or the “Advisor” ), which is part of the DWS Group GmbH & Co. KGaA (“DWS Group” ), is the investment advisor for the Fund. DIMA and its predecessors have more than 90 years of experience managing mutual funds and DIMA provides a full range of investment advisory services to both institutional and retail clients. DIMA is an indirect, wholly owned subsidiary of DWS Group.
  DWS Group is a global organization that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts and an office network that reaches the world’s major investment centers. This well-resourced global investment platform brings together a wide variety of experience and investment insight across industries, regions, asset classes and investing styles.
  Class A Class C Class S Institutional Class
Nasdaq Symbol NOTAX NOTCX SHYTX NOTIX
CUSIP Number 25158T 103 25158T 301 25158T 400 25158T 509
Fund Number 152 352 2008 512
76 | DWS Strategic High Yield Tax-Free Fund

Notes

Notes

Notes

DSHYTFF-2
(R-027921-12 7/22)

   
  (b) Not applicable
   
ITEM 2. CODE OF ETHICS
   
 

As of the end of the period covered by this report, the registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR that applies to its Principal Executive Officer and Principal Financial Officer.

 

There have been no amendments to, or waivers from, a provision of the code of ethics during the period covered by this report that would require disclosure under Item 2.

 

A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

   
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT
   
  The fund’s audit committee is comprised solely of trustees who are "independent" (as such term has been defined by the Securities and Exchange Commission ("SEC") in regulations implementing Section 407 of the Sarbanes-Oxley Act (the "Regulations")). The fund’s Board of Trustees has determined that there are several "audit committee financial experts" (as such term has been defined by the Regulations) serving on the fund’s audit committee including Mr. William McClayton, the chair of the fund’s audit committee.  An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933 and the designation or identification of a person as an “audit committee financial expert” does not impose on such person any duties, obligations or liability that are greater than the duties, obligations and liability imposed on such person as a member of the audit committee and board of directors in the absence of such designation or identification.
   
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES
   

DWS Strategic High Yield Tax Free Fund

form n-csr disclosure re: AUDIT FEES

The following table shows the amount of fees that Ernst & Young LLP (“EY”), the Fund’s Independent Registered Public Accounting Firm, billed to the Fund during the Fund’s last two fiscal years. The Audit Committee approved in advance all audit services and non-audit services that EY provided to the Fund.

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Fund

Fiscal Year
Ended
May 31,
Audit Fees Billed to Fund Audit-Related
Fees Billed to Fund
Tax Fees Billed to Fund All
Other Fees Billed to Fund
2022 $55,933 $0 $7,880 $0
2021 $55,933 $0 $7,880 $0

 

The above “Tax Fees” were billed for professional services rendered for tax preparation.

Services that the Fund’s Independent Registered Public Accounting Firm Billed to the Adviser and Affiliated Fund Service Providers

The following table shows the amount of fees billed by EY to DWS Investment Management Americas, Inc. (“DIMA” or the “Adviser”), and any entity controlling, controlled by or under common control with DIMA (“Control Affiliate”) that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two fiscal years.

Fiscal Year
Ended
May 31,
Audit-Related
Fees Billed to Adviser and Affiliated Fund Service Providers
Tax Fees Billed to Adviser and Affiliated Fund Service Providers All
Other Fees Billed to Adviser and Affiliated Fund Service Providers
2022 $0 $429,517 $0
2021 $0 $57,532 $0

The above “Tax Fees” were billed in connection with tax compliance services and agreed upon procedures.

Non-Audit Services

The following table shows the amount of fees that EY billed during the Fund’s last two fiscal years for non-audit services. The Audit Committee pre-approved all non-audit services that EY provided to the Adviser and any Affiliated Fund Service Provider that related directly to the Fund’s operations and financial reporting. The Audit Committee requested and received information from EY about any non-audit services that EY rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating EY’s independence.

Fiscal Year
Ended
May 31,
Total
Non-Audit Fees Billed to Fund
(A)
Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (engagements related directly to the operations and financial reporting of the Fund)
(B)
Total Non-Audit Fees billed to Adviser and Affiliated Fund Service Providers (all other engagements)
(C)
Total of
(A), (B) and (C)
2022 $7,880 $429,517 $0 $437,397
2021 $7,880 $57,532 $0 $65,412

All other engagement fees were billed for services in connection with agreed upon procedures and tax compliance for DIMA and other related entities.

Audit Committee Pre-Approval Policies and Procedures. Generally, each Fund’s Audit Committee must pre approve (i) all services to be performed for a Fund by a Fund’s Independent Registered Public Accounting Firm and (ii) all non-audit services to be performed by a Fund’s Independent Registered Public Accounting Firm for the DIMA Entities with respect to operations and financial reporting of the Fund, except that the Chairperson or Vice Chairperson of each Fund’s Audit Committee may grant the pre-approval for non-audit services described in items (i) and (ii) above for non-prohibited services for engagements of less than $100,000. All such delegated pre approvals shall be presented to each Fund’s Audit Committee no later than the next Audit Committee meeting.

There were no amounts that were approved by the Audit Committee pursuant to the de minimis exception under Rule 2-01 of Regulation S-X.

According to the registrant’s principal Independent Registered Public Accounting Firm, substantially all of the principal Independent Registered Public Accounting Firm's hours spent on auditing the registrant's financial statements were attributed to work performed by full-time permanent employees of the principal Independent Registered Public Accounting Firm.

***

In connection with the audit of the 2021 and 2022 financial statements, the Fund entered into an engagement letter with EY. The terms of the engagement letter required by EY, and agreed to by the Audit Committee, include a provision mandating the use of mediation and arbitration to resolve any controversy or claim between the parties arising out of or relating to the engagement letter or services provided thereunder.

***

Pursuant to PCAOB Rule 3526, EY is required to describe in writing to the Fund’s Audit Committee, on at least an annual basis, all relationships between EY, or any of its affiliates, and the DWS Funds, including the Fund, or persons in financial reporting oversight roles at the DWS Funds that, as of the date of the communication, may reasonably be thought to bear on EY’s independence. Pursuant to PCAOB Rule 3526, EY has reported the matters set forth below that may reasonably be thought to bear on EY’s independence. With respect to each reported matter in the aggregate, EY advised the Audit Committee that, after careful consideration of the facts and circumstances and the applicable independence rules, it concluded that the matters do not and will not impair EY’s ability to exercise objective and impartial judgement in connection with the audits of the financial statements for the Fund and a reasonable investor with knowledge of all relevant facts and circumstances would conclude that EY has been and is capable of exercising objective and impartial judgment on all issues encompassed within EY’s audit engagements. EY also confirmed to the Audit Committee that it can continue to act as the Independent Registered Public Accounting Firm for the Fund.

·EY advised the Fund’s Audit Committee that various covered persons within EY and EY’s affiliates held investments in, or had other financial relationships with, entities within the DWS Funds “investment company complex” (as defined in Regulation S-X) (the “DWS Funds Complex”). EY informed the Audit Committee that these investments and financial relationships were inconsistent with Rule 2-01(c)(1) of Regulation S-X. EY reported that all breaches have been resolved and that none of the breaches involved any professionals who were part of the audit engagement team for the Fund or in the position to influence the audit engagement team for the Fund.

 

   
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS
   
  Not applicable
   
ITEM 6. SCHEDULE OF INVESTMENTS
   
  Not applicable
   
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
   
  Not applicable
   
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
   
  Not applicable
   
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
   
  Not applicable
   
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
   
  There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board. The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Keith R. Fox, DWS Funds Board Chair, c/o Thomas R. Hiller, Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199-3600.
   
ITEM 11. CONTROLS AND PROCEDURES
   
  (a) The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
   
  (b) There have been no changes in the registrant’s internal control 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 controls over financial reporting.
   
ITEM 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
   
  Not applicable
   
ITEM 13. EXHIBITS
   
  (a)(1) Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.
   
  (a)(2) Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
   
  (b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

 

 

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: DWS Strategic High Yield Tax-Free Fund, a series of Deutsche DWS Municipal Trust
   
   
By:

/s/Hepsen Uzcan

Hepsen Uzcan

President

   
Date: 7/29/2022

 

 

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/Hepsen Uzcan

Hepsen Uzcan

President

   
Date: 7/29/2022
   
   
   
By:

/s/Diane Kenneally

Diane Kenneally

Chief Financial Officer and Treasurer

   
Date: 7/29/2022
   

 

EX-99.CODE ETH 2 codeofethics.htm CODE OF ETHICS

DWS

Principal Executive and Principal Financial Officer Code of Ethics

 

For the Registered Management Investment Companies Listed on Appendix A

 

 

 

 

 

 

 

 

 

 

Effective Date

January 31, 2005

 

Date Last Reviewed

April 25, 2022

 

Table of Contents

I.   Overview
II.   Purposes of the Officer Code
III.   Responsibilities of Covered Officers
A.   Honest and Ethical Conduct
B.   Conflicts of Interest
C.   Use of Personal Fund Shareholder Information
D.   Public Communications
E.   Compliance with Applicable Laws, Rules and Regulations
IV.   Violation Reporting
A.   Overview
B.   How to Report
C.   Process for Violation Reporting to the Fund Board
D.   Sanctions for Code Violations
V.   Waivers from the Officer Code
VI.   Amendments to the Code
VII.   Acknowledgement and Certification of Adherence to the Officer Code
VIII.   Scope of Responsibilities
IX.   Recordkeeping
X.   Confidentiality
Appendices
Appendix A: List of Officers Covered under the Code, by Board
Appendix B: Acknowledgement and Certification
Appendix C: Definitions

 

 

 

I.                Overview

 

This Principal Executive Officer and Principal Financial Officer Code of Ethics (“Officer Code”) sets forth the policies, practices, and values expected to be exhibited in the conduct of the Principal Executive Officers and Principal Financial Officers of the investment companies (each a “Fund” and together, the “Funds”) they serve (“Covered Officers”). A list of Covered Officers and Funds is included on Appendix A.

 

The Boards of the Funds listed on Appendix A have elected to implement the Officer Code, pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 and the SEC’s rules thereunder, to promote and demonstrate honest and ethical conduct in their Covered Officers.

 

DWS represents the asset management activities conducted by DWS Investment Management Americas, Inc., DWS International GmbH or their affiliates that may serve as investment adviser to each Fund. All Covered Officers are also employees of DWS. Thus, in addition to adhering to the Officer Code, these individuals must comply with DWS policies and procedures, such as the DWS Code of Ethics governing personal trading activities, as adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940.[1] In addition, such individuals also must comply with other applicable Fund policies and procedures.

 

The DWS Compliance Officer, who shall not be a Covered Officer and who shall serve as such subject to the approval of the Fund’s Board (or committee thereof), is primarily responsible for implementing and enforcing this Code. The DWS Compliance Officer has the authority to interpret this Officer Code and its applicability to particular circumstances. Any questions about the Officer Code should be directed to the DWS Compliance Officer.

 

The DWS Compliance Officer and his or her contact information can be found in Appendix A.

 

II.Purposes of the Officer Code

 

The purposes of the Officer Code are to deter wrongdoing and to:

 

·promote honest and ethical conduct among Covered Officers, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

 

·promote full, fair, accurate, timely and understandable disclosures in reports and documents that the Funds file with or submit to the SEC (and in other public communications from the Funds) and that are within the Covered Officer’s responsibilities;

 

·promote compliance with applicable laws, rules and regulations;

 

·encourage the prompt internal reporting of violations of the Officer Code to the DWS Compliance Officer; and

 

·establish accountability for adherence to the Officer Code.

 

Any questions about the Officer Code should be referred to the DWS Compliance Officer.

 

III.Responsibilities of Covered Officers

A.        Honest and Ethical Conduct

 

It is the duty of every Covered Officer to encourage and demonstrate honest and ethical conduct, as well as adhere to and require adherence to the Officer Code and any other applicable policies and procedures designed to promote this behavior. Covered Officers must at all times conduct themselves with integrity and distinction, putting first the interests of the Fund(s) they serve. Covered Officers must be honest and candid while maintaining confidentiality of information where required by law, DWS policy or Fund policy.

 

Covered Officers also must, at all times, act in good faith, responsibly and with due care, competence and diligence, without misrepresenting or being misleading about material facts or allowing their independent judgment to be subordinated. Covered Officers also should maintain skills appropriate and necessary for the performance of their duties for the Fund(s). Covered Officers also must responsibly use and control all Fund assets and resources entrusted to them.

 

Covered Officers may not retaliate against others for, or otherwise discourage the reporting of, actual or apparent violations of the Officer Code or applicable laws or regulations. Covered Officers should create an environment that encourages the exchange of information, including concerns of the type that this Code is designed to address.

 

B.        Conflicts of Interest

 

A “conflict of interest” occurs when a Covered Officer’s personal interests interfere with the interests of the Fund for which he or she serves as an officer. Covered Officers may not improperly use their position with a Fund for personal or private gain to themselves, their family, or any other person. Similarly, Covered Officers may not use their personal influence or personal relationships to influence decisions or other Fund business or operational matters where they would benefit personally at the Fund’s expense or to the Fund’s detriment. Covered Officers may not cause the Fund to take action, or refrain from taking action, for their personal benefit at the Fund’s expense or to the Fund’s detriment. Some examples of conflicts of interest follow (this is not an all-inclusive list): being in the position of supervising, reviewing or having any influence on the job evaluation, pay or benefit of any immediate family member who is an employee of a Fund service provider or is otherwise associated with the Fund; or having an ownership interest in, or having any consulting or employment relationship with, any Fund service provider other than DWS or its affiliates.

 

Certain conflicts of interest covered by this Code arise out of the relationships between Covered Officers and the Fund that already are subject to conflict of interest provisions in the Investment Company Act and the Investment Advisers Act. For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Fund because of their status as “affiliated persons” of the Fund. Covered Officers must comply with applicable laws and regulations. Therefore, any violations of existing statutory and regulatory prohibitions on individual behavior could be considered a violation of this Code.

 

As to conflicts arising from, or as a result of the advisory relationship (or any other relationships) between the Fund and DWS, of which the Covered Officers are also officers or employees, it is recognized by the Board that, subject to DWS’s fiduciary duties to the Fund, the Covered Officers will in the normal course of their duties (whether formally for the Fund or for DWS, or for both) be involved in establishing policies and implementing decisions which will have different effects on DWS and the Fund. The Board recognizes that the participation of the Covered Officers in such activities is inherent in the contract relationship between the Fund and DWS, and is consistent with the expectation of the Board of the performance by the Covered Officers of their duties as officers of the Fund.

 

Covered Officers should avoid actual conflicts of interest, and appearances of conflicts of interest, between the Covered Officer’s duties to the Fund and his or her personal interests beyond those contemplated or anticipated by applicable regulatory schemes. If a Covered Officer suspects or knows of a conflict or an appearance of one, the Covered Officer must immediately report the matter to the DWS Compliance Officer. If a Covered Officer, in lieu of reporting such a matter to the DWS Compliance Officer, may report the matter directly to the Fund’s Board (or committee thereof), as appropriate (e.g., if the conflict involves the DWS Compliance Officer or the Covered Officer reasonably believes it would be futile to report the matter to the DWS Compliance Officer).

 

When actual, apparent or suspected conflicts of interest arise in connection with a Covered Officer, DWS personnel aware of the matter should promptly contact the DWS Compliance Officer. There will be no reprisal or retaliation against the person reporting the matter.

 

Upon receipt of a report of a possible conflict, the DWS Compliance Officer will take steps to determine whether a conflict exists. In so doing, the DWS Compliance Officer may take any actions he or she determines to be appropriate in his or her sole discretion and may use all reasonable resources, including retaining or engaging legal counsel, accounting firms or other consultants, subject to applicable law.[2] The costs associated with such actions may be borne by the Fund, if appropriate, after consultation with the Fund’s Board (or committee thereof). Otherwise, such costs will be borne by DWS or other appropriate Fund service provider.

 

After full review of a report of a possible conflict of interest, the DWS Compliance Officer may determine that no conflict or reasonable appearance of a conflict exists. If, however, the DWS Compliance Officer determines that an actual conflict exists, the Compliance Officer will resolve the conflict solely in the interests of the Fund, and will report the conflict and its resolution to the Fund’s Board (or committee thereof). If the DWS Compliance Officer determines that the appearance of a conflict exists, the DWS Compliance Officer will take appropriate steps to remedy such appearance. In lieu of determining whether a conflict exists and/or resolving a conflict, the DWS Compliance Officer instead may refer the matter to the Fund’s Board (or committee thereof), as appropriate. However, the DWS Compliance Officer must refer the matter to the Fund’s Board (or committee thereof) if the DWS Compliance Officer is directly involved in the conflict or under similar appropriate circumstances.

 

After responding to a report of a possible conflict of interest, the DWS Compliance Officer will discuss the matter with the person reporting it (and with the Covered Officer at issue, if different) for purposes of educating those involved on conflicts of interests (including how to detect and avoid them, if appropriate).

 

Appropriate resolution of conflicts may restrict the personal activities of the Covered Officer and/or his family, friends or other persons.

 

Solely because a conflict is disclosed to the DWS Compliance Officer (and/or the Board or Committee thereof) and/or resolved by the DWS Compliance Officer does not mean that the conflict or its resolution constitutes a waiver from the Code’s requirements.

 

Any questions about conflicts of interests, including whether a particular situation might be a conflict or an appearance of one, should be directed to the DWS Compliance Officer.

 

C.        Use of Personal Fund Shareholder Information

 

A Covered Officer may not use or disclose personal information about Fund shareholders, except in the performance of his or her duties for the Fund. Each Covered Officer also must abide by the Funds’ and DWS’s privacy policies under SEC Regulation S-P.

 

D.        Public Communications

 

In connection with his or her responsibilities for or involvement with a Fund’s public communications and disclosure documents (e.g., shareholder reports, registration statements, press releases), each Covered Officer must provide information to Fund service providers (within the DWS organization or otherwise) and to the Fund’s Board (and any committees thereof), independent auditors, government regulators and self-regulatory organizations that is fair, accurate, complete, objective, relevant, timely and understandable.

 

Further, within the scope of their duties, Covered Officers having direct or supervisory authority over Fund disclosure documents or other public Fund communications will, to the extent appropriate within their area of responsibility, endeavor to ensure full, fair, timely, accurate and understandable disclosure in Fund disclosure documents. Such Covered Officers will oversee, or appoint others to oversee, processes for the timely and accurate creation and review of all public reports and regulatory filings. Within the scope of his or her responsibilities as a Covered Officer, each Covered Officer also will familiarize himself or herself with the disclosure requirements applicable to the Fund, as well as the business and financial operations of the Fund. Each Covered Officer also will adhere to, and will promote adherence to, applicable disclosure controls, processes and procedures, including DWS’s Disclosure Controls and Procedures, which govern the process by which Fund disclosure documents are created and reviewed.

 

To the extent that Covered Officers participate in the creation of a Fund’s books or records, they must do so in a way that promotes the accuracy, fairness and timeliness of those records.

 

E.        Compliance with Applicable Laws, Rules and Regulations

 

In connection with his or her duties and within the scope of his or her responsibilities as a Covered Officer, each Covered Officer must comply with governmental laws, rules and regulations, accounting standards, and Fund policies/procedures that apply to his or her role, responsibilities and duties with respect to the Funds (“Applicable Laws”). These requirements do not impose on Covered Officers any additional substantive duties. Additionally, Covered Officers should promote compliance with Applicable Laws.

 

If a Covered Officer knows of any material violations of Applicable Laws or suspects that such a violation may have occurred, the Covered Officer is expected to promptly report the matter to the DWS Compliance Officer.

 

IV.                Violation Reporting

A.        Overview

Each Covered Officer must promptly report to the DWS Compliance Officer, and promote the reporting of, any known or suspected violations of the Officer Code. Failure to report a violation may be a violation of the Officer Code.

 

Examples of violations of the Officer Code include, but are not limited to, the following:

·Unethical or dishonest behavior
·Obvious lack of adherence to policies surrounding review and approval of public communications and regulatory filings
·Failure to report violations of the Officer Code
·Known or obvious deviations from Applicable Laws
·Failure to acknowledge and certify adherence to the Officer Code

 

The DWS Compliance Officer has the authority to take any and all action he or she considers appropriate in his or her sole discretion to investigate known or suspected Code violations, including consulting with the Fund’s Board, the independent Board members, a Board committee, the Fund’s legal counsel and/or counsel to the independent Board members. The Compliance Officer also has the authority to use all reasonable resources to investigate violations, including retaining or engaging legal counsel, accounting firms or other consultants, subject to applicable law.[3] The costs associated with such actions may be borne by the Fund, if appropriate, after consultation with the Fund’s Board (or committee thereof). Otherwise, such costs will be borne by DWS.

 

B.How to Report

Any known or suspected violations of the Officer Code must be promptly reported to the DWS Compliance Officer.

 

C.Process for Violation Reporting to the Fund Board

 

The DWS Compliance Officer will promptly report any violations of the Code to the Fund’s Board (or committee thereof).

 

D.Sanctions for Code Violations

 

Violations of the Code will be taken seriously. In response to reported or otherwise known violations, DWS and the relevant Fund’s Board may impose sanctions within the scope of their respective authority over the Covered Officer at issue. Sanctions imposed by DWS could include termination of employment. Sanctions imposed by a Fund’s Board could include termination of association with the Fund.

 

V.Waivers from the Officer Code

 

A Covered Officer may request a waiver from the Officer Code by transmitting a written request for a waiver to the DWS Compliance Officer.[4] The request must include the rationale for the request and must explain how the waiver would be in furtherance of the standards of conduct described in and underlying purposes of the Officer Code. The DWS Compliance Officer will present this information to the Fund’s Board (or committee thereof). The Board (or committee) will determine whether to grant the requested waiver. If the Board (or committee) grants the requested waiver, the DWS Compliance Officer thereafter will monitor the activities subject to the waiver, as appropriate, and will promptly report to the Fund’s Board (or committee thereof) regarding such activities, as appropriate.

 

The DWS Compliance Officer will coordinate and facilitate any required public disclosures of any waivers granted or any implicit waivers.

 

VI.Amendments to the Code

 

The DWS Compliance Officer will review the Officer Code from time to time for its continued appropriateness and will propose any amendments to the Fund’s Board (or committee thereof) on a timely basis. In addition, the Board (or committee thereof) will review the Officer Code at least annually for its continued appropriateness and may amend the Code as necessary or appropriate.

 

The DWS Compliance Officer will coordinate and facilitate any required public disclosures of Code amendments.

 

VII.                Acknowledgement and Certification of Adherence to the Officer Code

 

Each Covered Officer must sign a statement upon appointment as a Covered Officer and annually thereafter acknowledging that he or she has received and read the Officer Code, as amended or updated, and confirming that he or she has complied with it (see Appendix B: Acknowledgement and Certification of Obligations Under the Officer Code).

 

Understanding and complying with the Officer Code and truthfully completing the Acknowledgement and Certification Form is each Covered Officer’s obligation.

 

The DWS Compliance Officer will maintain such Acknowledgements in the Fund’s books and records.

 

VIII.Scope of Responsibilities

 

A Covered Officer’s responsibilities under the Officer Code are limited to:

 

(1)Fund matters over which the Officer has direct responsibility or control, matters in which the Officer routinely participates, and matters with which the Officer is otherwise involved (i.e., matters within the scope of the Covered Officer’s responsibilities as a Fund officer); and
(2)Fund matters of which the Officer has actual knowledge.

 

IX.Recordkeeping

 

The DWS Compliance Officer will create and maintain appropriate records regarding the implementation and operation of the Officer Code, including records relating to conflicts of interest determinations and investigations of possible Code violations.

 

X.Confidentiality

 

All reports and records prepared or maintained pursuant to this Officer Code shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Officer Code, such matters shall not be disclosed to anyone other than the DWS Compliance Officer, the Fund’s Board (or committee thereof), legal counsel, independent auditors, and any consultants engaged by the Compliance Officer.

Appendices

Appendix A: List of Officers Covered under the Code, by Board

 

 

Fund Board Principal Executive Officer Principal Financial Officer Treasurer
DWS Funds Hepsen Uzcan Diane Kenneally Diane Kenneally
Germany Funds* Hepsen Uzcan Diane Kenneally Diane Kenneally

 

*The Central and Eastern Europe Fund, Inc., The European Equity Fund, Inc. and

The New Germany Fund, Inc.

 

 

 

DWS Compliance Officer:

 

Scott Hogan

Chief Compliance Officer of the DWS Funds/Germany Funds

Phone: (617) 295-3986

Email: scott-d.hogan@dws.com

 

As of: April 14, 2021

Appendix B: Acknowledgement and Certification

 

 

Initial Acknowledgement and Certification

of Obligations Under the Officer Code

 

 

 

Print Name Department Location Telephone

 

 

1.I acknowledge and certify that I am a Covered Officer under the DWS Principal Executive and Financial Officer Code of Ethics (“Officer Code”), and therefore subject to all of its requirements and provisions.
2.I have received and read the Officer Code and I understand the requirements and provisions set forth in the Officer Code.
3.I have disclosed any conflicts of interest of which I am aware to the DWS Compliance Officer.
4.I will act in the best interest of the Funds for which I serve as an officer and have maintained the confidentiality of personal information about Fund shareholders.
5.I will report any known or suspected violations of the Officer Code in a timely manner to the DWS Compliance Officer.

 

 

______________________________ ____________________

Signature Date

 

Annual Acknowledgement and Certification

of Obligations Under the Officer Code

 

 

 

Print Name Department Location Telephone

 

 

 

1.I acknowledge and certify that I am a Covered Officer under the DWS Principal Executive and Financial Officer Code of Ethics (“Officer Code”), and therefore subject to all of its requirements and provisions.
2.I have received and read the Officer Code, and I understand the requirements and provisions set forth in the Officer Code.
3.I have adhered to the Officer Code.
4.I have not knowingly been a party to any conflict of interest, nor have I had actual knowledge about actual or apparent conflicts of interest that I did not report to the DWS Compliance Officer in accordance with the Officer Code’s requirements.
5.I have acted in the best interest of the Funds for which I serve as an officer and have maintained the confidentiality of personal information about Fund shareholders.
6.With respect to the duties I perform for the Fund as a Fund officer, I believe that effective processes are in place to create and file public reports and documents in accordance with applicable regulations.
7.With respect to the duties I perform for the Fund as a Fund officer, I have complied to the best of my knowledge with all Applicable Laws (as that term is defined in the Officer Code) and have appropriately monitored those persons under my supervision for compliance with Applicable Laws.
8.I have reported any known or suspected violations of the Officer Code in a timely manner to the DWS Compliance Officer.

 

 

 

 

______________________________ ____________________

Signature Date

Appendix C: Definitions

 

Principal Executive Officer

Individual holding the office of President of the Fund or series of Funds, or a person performing a similar function.

 

Principal Financial Officer

Individual holding the office of Treasurer of the Fund or series of Funds, or a person performing a similar function.

 

Registered Investment Management Investment Company

Registered investment companies other than a face-amount certificate company or a unit investment trust.

 

Waiver

A waiver is an approval of an exemption from a Code requirement.

 

Implicit Waiver

An implicit waiver is the failure to take action within a reasonable period of time regarding a material departure from a requirement or provision of the Officer Code that has been made known to the DWS Compliance Officer or the Fund’s Board (or committee thereof).


[1] The obligations imposed by the Officer Code are separate from, and in addition to, any obligations imposed under codes of ethics adopted pursuant to Rule 17j-1 under the Investment Company Act of 1940, and any other code of conduct applicable to Covered Officers in whatever capacity they serve. The Officer Code does not incorporate any of those other codes and, accordingly, violations of those codes will not necessarily be considered violations of the Officer Code and waivers granted under those codes would not necessarily require a waiver to be granted under this Code. Sanctions imposed under those codes may be considered in determining appropriate sanctions for any violation of this Code.

[2] For example, retaining a Fund’s independent accounting firm may require pre-approval by the Fund’s audit committee.

[3] For example, retaining a Fund’s independent accounting firm may require pre-approval by the Fund’s audit committee.

[4] Of course, it is not a waiver of the Officer Code if the Fund’s Board (or committee thereof) determines that a matter is not a deviation from the Officer Code’s requirements or is otherwise not covered by the Code.

EX-99.CERT 3 ex99cert.htm CERTIFICATION

President

Form N-CSR Certification under Sarbanes Oxley Act

 

I, Hepsen Uzcan, certify that:

 

1) I have reviewed this report, filed on behalf of DWS Strategic High Yield Tax-Free Fund, a series of Deutsche DWS Municipal Trust, on Form N-CSR;
     
2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
     
3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
     
4) The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
     
  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
     
  c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
     
  d) Disclosed in this report any change in the registrant's internal control 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; and
     
5) The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
     
  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
     
  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting
       

 

7/29/2022 /s/Hepsen Uzcan
  Hepsen Uzcan
  President

 

 

 

Chief Financial Officer and Treasurer

Form N-CSR Certification under Sarbanes Oxley Act

 

I, Diane Kenneally, certify that:

 

1) I have reviewed this report, filed on behalf of DWS Strategic High Yield Tax-Free Fund, a series of Deutsche DWS Municipal Trust, on Form N-CSR;
     
2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
     
3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
     
4) The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
     
  a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
     
  b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
     
  c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and
     
  d) Disclosed in this report any change in the registrant's internal control 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; and
     
5) The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
     
  a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and
     
  b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting
       

 

7/29/2022 /s/Diane Kenneally
  Diane Kenneally
  Chief Financial Officer and Treasurer

 

EX-99.906 CERT 4 ex99906cert.htm 906 CERTIFICATION

President

Section 906 Certification under Sarbanes Oxley Act

 

 

 

I, Hepsen Uzcan, certify that:

 

1. I have reviewed this report, filed on behalf of DWS Strategic High Yield Tax-Free Fund, a series of Deutsche DWS Municipal Trust, on Form N-CSR;
   
2. Based on my knowledge and pursuant to 18 U.S.C. § 1350, the periodic report on Form N-CSR (the “Report”) fully complies with the requirements of § 13 (a) or § 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

7/29/2022 /s/Hepsen Uzcan
  Hepsen Uzcan
  President

 

 

 

Chief Financial Officer and Treasurer

Section 906 Certification under Sarbanes Oxley Act

 

 

I, Diane Kenneally, certify that:

 

1. I have reviewed this report, filed on behalf of DWS Strategic High Yield Tax-Free Fund, a series of Deutsche DWS Municipal Trust, on Form N-CSR;
   
2. Based on my knowledge and pursuant to 18 U.S.C. § 1350, the periodic report on Form N-CSR (the “Report”) fully complies with the requirements of § 13 (a) or § 15 (d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

7/29/2022 /s/Diane Kenneally
  Diane Kenneally
  Chief Financial Officer and Treasurer

 

GRAPHIC 5 g372947img8cc2f0e21.jpg GRAPHIC begin 644 g372947img8cc2f0e21.jpg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end GRAPHIC 6 g372947imgd277996f2.jpg GRAPHIC begin 644 g372947imgd277996f2.jpg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end GRAPHIC 7 g372947imgcd1b80cc3.jpg GRAPHIC begin 644 g372947imgcd1b80cc3.jpg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g372947img12ec62f34.jpg GRAPHIC begin 644 g372947img12ec62f34.jpg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end GRAPHIC 9 g372947img6194af445.jpg GRAPHIC begin 644 g372947img6194af445.jpg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end GRAPHIC 10 g372947img03eac0cb6.jpg GRAPHIC begin 644 g372947img03eac0cb6.jpg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ⅅ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end GRAPHIC 11 g372947img59e25afb7.jpg GRAPHIC begin 644 g372947img59e25afb7.jpg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g372947img84d3fae28.jpg GRAPHIC begin 644 g372947img84d3fae28.jpg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