N-CSR 1 a_municipalopps.htm PUTNAM MUNICIPAL OPPORTUNITIES TRUST a_municipalopps.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES



Investment Company Act file number: (811-07626)
Exact name of registrant as specified in charter: Putnam Municipal Opportunities Trust
Address of principal executive offices: 100 Federal Street, Boston, Massachusetts 02110
Name and address of agent for service: Stephen Tate, Vice President
100 Federal Street
Boston, Massachusetts 02110
Copy to:         Bryan Chegwidden, Esq.
Ropes & Gray LLP
1211 Avenue of the Americas
New York, New York 10036
        James E. Thomas, Esq.
Ropes & Gray LLP
800 Boylston Street
Boston, Massachusetts 02199
Registrant’s telephone number, including area code: (617) 292-1000
Date of fiscal year end: April 30, 2024
Date of reporting period: May 1, 2023 – April 30, 2024



Item 1. Report to Stockholders:

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940:


 

Putnam Municipal
Opportunities
Trust

Annual report
4 | 30 | 24

 

The fund has adopted a managed distribution policy (the “Distribution Policy”) with the goal of providing shareholders with a consistent, although not guaranteed, monthly distribution. In accordance with the Distribution Policy, the fund currently expects to make monthly distributions to common shareholders at a distribution rate per share of $0.0350. Distributions may include ordinary and/or tax-exempt income, net capital gains, and/or a return of capital of your investment in the fund. You should not draw any conclusions about the fund’s investment performance from the amount of this distribution or from the terms of the Distribution Policy. The Distribution Policy provides that the Board of Trustees may amend or terminate the Distribution Policy at any time without prior notice to fund shareholders.

 

Message from the Trustees

June 17, 2024

Dear Fellow Shareholder:

We are pleased to report that on January 1, 2024, Franklin Resources, Inc., a leading global asset management firm operating as Franklin Templeton, acquired Putnam Investments. With complementary capabilities and an established infrastructure serving over 150 countries, Franklin Templeton enhances Putnam’s investment, risk management, operations, and technology platforms. Together, our firms are committed to delivering strong fund performance and more choices for our investors.

We are also pleased to welcome Jane E. Trust and Gregory G. McGreevey to your Board of Trustees. Ms. Trust is an interested trustee who has served as Senior Vice President, Fund Board Management, at Franklin Templeton since 2020. Mr. McGreevey joins the Board as an independent trustee, most recently serving as Senior Managing Director, Investments, at Invesco Ltd., until 2023.

As we enter this new chapter, you can rest assured that your fund continues to be actively managed by the same experienced investment professionals. Your investment team is exploring new and attractive opportunities for your fund while monitoring changing market conditions.

Thank you for investing with Putnam.


 


Data are historical. Past performance does not guarantee future results. More recent returns may be less or more than those shown. Investment return and net asset value (NAV) will fluctuate, and you may have a gain or a loss when you sell your shares. Performance assumes reinvestment of distributions and does not account for taxes. Fund returns in the bar chart are at NAV. See below and pages 7-8 for additional performance information, including fund returns at market price. Index results should be compared with fund performance at NAV. Fund results reflect the use of leverage, while index results are unleveraged.

All Bloomberg indices are provided by Bloomberg Index Services Limited.


This comparison shows your fund’s performance in the context of broad market indexes for the 12 months ended 4/30/24. See above and pages 7–8 for additional fund performance information. Index descriptions can be found on page 14.

All Bloomberg indices are provided by Bloomberg Index Services Limited.

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Paul, how did municipal bonds perform during the 12-month period ended April 30, 2024?

Municipal bonds delivered positive performance due to improving market sentiment. Investors reacted positively to more dovish central bank monetary policy from the Federal Reserve, and the U.S. economy averting a recession. Markets remained volatile, as investors digested uncertainty about economic growth, stubborn inflation, the direction of Fed interest rates, and geopolitical developments. For the 12 months ended April 30, 2024, the Bloomberg Municipal Bond Index, the fund’s benchmark, returned 2.08%, outperforming U.S. Treasuries and the broader U.S. fixed income markets, as measured by the Bloomberg U.S. Aggregate Bond Index.

The Fed took a wait-and-see approach to ascertain if its monetary policy was sufficiently restrictive to bring inflation closer to its 2% target. Policymakers announced two 0.25% hikes early in the period, the last of which occurred in July 2023. This raised the federal funds target rate to a range of 5.25%–5.50%, a more than 20-year high. Since then, policymakers have maintained their policy rate,

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Credit qualities are shown as a percentage of the fund’s net assets (common and preferred shares) as of 4/30/24. A bond rated BBB or higher (SP-3 or higher, for short-term debt) is considered investment grade. This chart reflects the highest security rating provided by one or more of Standard & Poor’s, Moody’s, and Fitch. Ratings may vary over time. Due to rounding, percentages may not equal 100%.

Cash and net other assets, if any, represent the market value weights of cash, derivatives, and short-term securities in the portfolio. The fund itself has not been rated by an independent rating agency.


Top 10 geographic allocations are shown as a percentage of the fund’s net assets plus preferred shares as of 4/30/24. Investments in Puerto Rico represented 1.2% of the fund’s net assets. Summary information may differ from the portfolio schedule included in the financial statements due to the inclusion of preferred shares, the differing treatment of interest accruals, the floating-rate portion of tender option bonds, derivative securities, if any, and the use of different classifications of securities for presentation purposes, and rounding. Holdings and allocations may vary over time.

 
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as the annual headline Consumer Price Index only declined from 4.9% in April 2023 to 3.4% in April 2024.

Credit spreads tightened during the period, helping high-yield and lower-rated investment-grade securities outperform their higher-rated [AAA and A] counterparts. Longer-term municipal bonds outperformed their intermediate and short-term cohorts.

How did the fund perform during the reporting period?

For the 12 months ended April 30, 2024, the fund delivered a return of 3.90% at net asset value, outperforming the 2.08% return of its benchmark.

What was your strategy during the reporting period?

With U.S. economic conditions remaining relatively stable during the period, we continued to see opportunities in lower investment-grade and select situations within the municipal high-yield market. New-issue supply of high-yield municipal bonds has fallen precipitously over the past 18 months, while demand for municipal credit has continued to improve. We believe our active approach to credit selection will continue to benefit fund shareholders.

Regarding positioning, we favored both the lower tiers of the investment-grade universe [A and BBB] and the highest-rated portions of the high-yield universe. Given the shape of the municipal bond curve, we focused on bonds at the longer end of the curve. We targeted a modestly long duration position in the portfolio, as we believed municipal market valuations remain attractive versus long-term levels. [Duration is a measure of a fund’s interest-rate sensitivity.]

The fund was invested in a wide range of sectors, including charter schools, private higher education, continuing-care retirement communities, and housing-backed bonds. We continue to find opportunities across the municipal bond market, uncovering value in rating, sector, and coupon dislocations.


What is your current assessment of the health of the municipal bond market?

The past two years were strong for credit fundamentals, with rating upgrades significantly outpacing downgrades. Should macroeconomic conditions deteriorate in the coming months, we believe the improved financial positions of municipal bond issuers should mitigate any sharp deterioration in their credit metrics.

Estimates for fiscal year 2024 budgets suggest revenue growth has slowed and there is upward pressure on operating costs. However, in our view, state and local governments have many tools to close budget gaps, with still-significant rainy-day funds providing an additional buffer. We believe conservative budgeting and fiscal discipline will still be critical going forward.

We believe our rigorous bottom-up research and strong security selection will be especially important in finding those credits that can outperform across market cycles.

What is your outlook for Fed monetary policy?

Investor sentiment soured in April 2024. Continuing upside surprises in inflation led investors to push expectations for the start of the Fed’s interest-rate reductions into the second half of 2024. In our view, the Fed needs evidence of a sustained move lower in inflation before it lowers its benchmark interest rate. This will likely continue to cause some credit spread volatility in the near term, in our view. However, we believe this may provide attractive entry

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points for investing across the credit spectrum in the tax-exempt municipal bond market.

Any closing thoughts about the municipal bond market as we head into the second half of 2024?

Valuations cheapened somewhat in the final months of the reporting period. Municipal bond yields, an indicator of value, were at historically elevated levels at fiscal year-end, making them particularly attractive on a tax-adjusted basis. In our view, this suggests the tax-exempt municipal bond sector’s higher after-tax income potential and relatively low default characteristics offer a strong investment option for investors seeking risk-adjusted potential returns compared to other fixed income alternatives.

We believe the backdrop for fixed income investors is constructive, especially as we move closer to the Fed embarking on its monetary policy easing cycle. Anecdotal evidence suggests that many investors retain high cash and cash-equivalent investments. We believe elevated municipal bond yields and attractive taxable equivalent yields may draw investors off the sidelines into municipal bonds.

Thank you, Paul, for your time and insights today.

The foregoing information reflects our views, which are subject to change. They are not meant as investment advice. Please note that the holdings discussed in this report may not have been held by the fund for the entire period. Portfolio composition is subject to review in accordance with the fund’s investment strategy and may vary in the future.

Of special interest

The fund’s distributions are fixed at a targeted rate. The targeted rate is not expected to vary with each distribution but may change from time to time. During the last fiscal year, the fund made monthly distributions totaling $0.4200 per share from May 2023 to April 2024. These distributions were characterized as $0.0117 per share of net taxable investment income, $0.2747 per share of net tax-exempt income, and $0.1336 per share return of capital. Of the fund’s return of capital, the entire amount was the result of the fund’s targeted distribution policy. Distributions of capital decrease the fund’s total assets and total assets per share and, therefore, could have the effect of increasing the fund’s expense ratio. In general, the policy of fixing the fund’s distributions at a targeted rate does not affect the fund’s investment strategy. However, in order to make these distributions, on occasion the fund may have to sell portfolio securities at a less-than-opportune time. [Please see the Distributions to shareholders note on page 42 for more information on fund distributions.]

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Your fund’s performance

This section shows your fund’s performance, price, and distribution information for periods ended April 30, 2024, the end of its most recent fiscal year. In accordance with regulatory requirements for funds, we also include performance information as of the most recent calendar quarter-end. Performance should always be considered in light of a fund’s investment strategy. Data represent past performance. Past performance does not guarantee future results. More recent returns may be less or more than those shown. Investment return, net asset value, and market price will fluctuate, and you may have a gain or a loss when you sell your shares.

Annualized fund performance
Total return and comparative index results for periods ended 4/30/24

  Life of fund         
  (since 5/28/93)  10 years  5 years  3 years  1 year 
Net asset value  5.36%  3.76%  1.48%  –2.66%  3.90% 
Market price  4.90  3.59  0.45  –6.38  –1.46 
Bloomberg Municipal           
Bond Index  4.47  2.41  1.26  –1.10  2.08 

 

Performance assumes reinvestment of distributions and does not account for taxes.

All Bloomberg indices are provided by Bloomberg Index Services Limited.

Performance includes the deduction of management fees and administrative expenses.


Past performance does not indicate future results.

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Fund price and distribution information For the 12-month period ended 4/30/24

Distributions     
Number  12 
Income1  $0.286443 
Capital gains2  — 
Return of Capital*  0.133557 
Total  $0.420000 
  Series B  Series C 
Distributions — Preferred shares  (2,876 shares)  (2,673 shares) 
Income1  $1,506.77  $1,510.33 
Total  $1,506.77  $1,510.33 
Share value  NAV  Market price 
4/30/23  $11.17  $10.29 
4/30/24  11.17  9.72 
Current dividend rate (end of period)  NAV  Market price 
Current dividend rate3  3.76%  4.32% 
Taxable equivalent4  6.35  7.30 

 

The classification of distributions, if any, is an estimate. Final distribution information will appear on your year-end tax forms.

1 For some investors, investment income may be subject to the federal alternative minimum tax. Income from federally exempt funds may be subject to state and local taxes.

2 Capital gains, if any, are taxable for federal and, in most cases, state purposes.

3 Most recent distribution, including any return of capital and excluding capital gains, annualized and divided by NAV or market price at period-end.

4 Assumes maximum 40.80% federal tax rate for 2024. Results for investors subject to lower tax rates would not be as advantageous.

* See page 47.

Annualized fund performance as of most recent calendar quarter
Total return for periods ended 3/31/24

  Life of fund         
  (since 5/28/93)  10 years  5 years  3 years  1 year 
Net asset value  5.46%  4.22%  2.07%  –1.35%  6.59% 
Market price  5.05  4.28  1.33  –4.23  2.30 

 

See the discussion following the fund performance table on page 7 for information about the calculation of fund performance.

 

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Information about the fund’s goal, investment strategies, principal risks, and fundamental investment policies

Changes to the fund’s goal, investment strategies, and principal risks

The following information in this annual report is a summary of certain changes made over the prior year. This information may not reflect all of the changes that have occurred since you purchased this fund.

Goal

The goal of the fund is to seek as high a level of current income exempt from federal income tax as we believe to be consistent with preservation of capital.

The fund’s main investment strategies and related risks

This section contains detail regarding the fund’s main investment strategies and the related risks you face as a fund shareholder. It is important to keep in mind that risk and reward generally go hand in hand; the higher the potential reward, the greater the risk.

The fund intends to achieve its objective by investing in a portfolio of investment-grade and some below investment-grade municipal bonds selected by Putnam Management. The fund also uses leverage, primarily by issuing preferred shares in an effort to enhance the returns for the common shareholders. The fund’s shares trade on a stock exchange at market prices, which may be lower than the fund’s net asset value. The fund’s use of leverage involves risks, which are discussed in more detail below, and may increase the volatility of the fund’s net asset value.

• Tax-exempt investments. These investments are issued by or for states, territories or possessions of the United States or by their political subdivisions, agencies, authorities or other government entities, and the income from these investments is exempt from both federal and the applicable state’s income tax. These investments are issued to raise money for public purposes, such as loans for the construction of housing, schools or hospitals, or to provide temporary financing in anticipation of the receipt of taxes and other revenue. They also include private activity obligations of public authorities to finance privately owned or operated facilities. Changes in law or adverse determinations by the Internal Revenue Service could make the income from some of these obligations taxable.

• Alternative minimum tax risk. The fund may invest in municipal securities and private activity bonds that generate interest that is subject to federal alternative minimum tax (AMT). As a result, taxpayers who are subject to the AMT potentially could earn a lower after-tax return. Corporate shareholders will be required to include all exempt interest dividends in determining their federal AMT. For more information, including possible state, local and other taxes, contact your tax advisor.

• General obligations. These are backed by the issuer’s authority to levy taxes and are considered an obligation of the issuer. They are payable from the issuer’s general unrestricted revenues, although payment may depend upon government appropriation or aid from other governments. These investments may be vulnerable to legal limits on a government’s power to raise revenue or increase taxes, as well as economic or other developments that can reduce revenues.

• Revenue obligations. These are payable from revenue earned by a particular project or other revenue source. They include private activity bonds such as industrial development bonds, which are paid only from the revenues of the private owners or operators of the facilities. Investors can look only to the revenue generated by the project or the private company operating the project rather than the credit of the state or local government authority issuing the bonds. Revenue obligations are typically subject to greater credit risk than general obligations because of the relatively limited source of revenue.

• Tender option bonds. The fund may leverage its assets through the use of proceeds received through tender option bond transactions. In a tender option bond transaction, the fund transfers a fixed-rate municipal bond to a special purpose entity trust (TOB trust) sponsored by a broker. The TOB trust funds the purchase of the fixed rate bonds by issuing short-term floating-rate bonds to third parties and allowing the fund to retain the residual interest in the TOB trust’s assets and cash flows, which are in the form of inverse floating rate bonds. The inverse floating rate bonds held by the fund give the fund the right to (1) cause the holders of the floating rate bonds to tender their notes at par, and (2) to have the fixed-rate bond held by the TOB trust transferred to the fund, causing the TOB trust to be liquidated. The fund will look through to the underlying municipal bond held by a TOB trust for purposes of the fund’s 80% policy referenced below under the heading “The fund’s fundamental investment policies.”

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• Interest rate risk. The values of bonds and other debt instruments usually rise and fall in response to changes in interest rates. Interest rates can change in response to the supply and demand for credit, government and/or central bank monetary policy and action, inflation rates, and other factors. Declining interest rates generally result in an increase in the value of existing debt instruments, and rising interest rates generally result in a decrease in the value of existing debt instruments. Changes in a debt instrument’s value usually will not affect the amount of interest income paid to the fund, but will affect the value of the fund’s shares. Interest rate risk is generally greater for investments with longer maturities.

Some investments give the issuer the option to call or redeem an investment before its maturity date. If an issuer calls or redeems an investment during a time of declining interest rates, we might have to reinvest the proceeds in an investment offering a lower yield, and, therefore, the fund might not benefit from any increase in value as a result of declining interest rates.

• Credit risk. Investors normally expect to be compensated in proportion to the risk they are assuming. Thus, debt of issuers with poor credit prospects usually offers higher yields than debt of issuers with more secure credit. Higher-rated investments generally have lower credit risk.

We invest mainly in investment-grade debt investments. These are rated at least BBB or its equivalent at the time of purchase by a nationally recognized securities rating agency, or are unrated investments that we believe are of comparable quality.

We may invest up to 30% of the fund’s total assets in non-investment-grade investments. However, we will not invest in investments that are rated lower than BB or its equivalent by each agency rating the investment, or are unrated securities that we believe are of comparable quality. We will not necessarily sell an investment if its rating is reduced after we buy it.

We may also invest in investments that are below-investment-grade (sometimes referred to as “junk bonds”), which can be more sensitive to changes in markets, credit conditions, and interest rates and may be considered speculative. These investments are rated below BBB or its equivalent, which reflects a greater possibility that the issuers may be unable to make timely payments of interest and principal and thus default. If default occurs, or is perceived as likely to occur, the value of the investment will usually be more volatile and is likely to fall. The value of a debt instrument may also be affected by changes in, or perceptions of, the financial condition of the issuer, borrower, counterparty, or other entity, or underlying collateral or assets, or changes in, or perceptions of, specific or general market, economic, industry, political, regulatory, geopolitical, environmental, public health, and other conditions. A default or expected default could also make it difficult for us to sell the investment at a price approximating the value we had previously placed on it. Tax-exempt debt, particularly lower-rated tax-exempt debt, usually has a more limited market than taxable debt, which may at times make it difficult for us to buy or sell certain debt instruments or to establish their fair value. Credit risk is generally greater for investments that are required to make interest payments only at maturity rather than at intervals during the life of the investment.

Bond investments may be more susceptible to downgrades or defaults during economic downturns or other periods of economic stress, which in turn could affect the market values and marketability of many or all bond obligations of issuers in a state, U.S. territory, or possession. For example, the novel coronavirus (Covid-19) pandemic has significantly stressed the financial resources of many tax-exempt debt issuers. This may make it less likely that issuers can meet their financial obligations when due and may adversely impact the value of their bonds, which could negatively impact the performance of the fund. In light of the uncertainty surrounding the magnitude, duration, reach, costs and effects of the Covid-19 pandemic, as well as actions that have been or could be taken by governmental authorities or other third parties, it is difficult to predict the level of financial stress and duration of such stress issuers may experience. We may buy investments that are insured as to the payment of principal and interest in the event the issuer defaults. Any reduction in the insurer’s ability to pay claims may adversely affect the value of insured investments and, consequently, the value of the fund’s shares.

• Focus of investments. We may make significant investments in a particular segment of the tax-exempt debt market, such as tobacco settlement bonds or revenue bonds for health care facilities, housing or airports. We may also make significant investments in the debt of issuers located in the same state. These investments may cause the value of the fund’s shares to fluctuate more than the values of shares of funds that invest in a greater variety of investments. Certain events may adversely affect all investments within a particular market segment. Examples include legislation or court decisions, concerns about pending legislation or court decisions, and lower demand for the services or products provided by a particular market segment. Investing in issuers located in the same state may make the fund more vulnerable

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to that state’s economy and to factors affecting its tax-exempt issuers, such as their ability to collect revenues to meet payment obligations.

At times, the fund and other accounts that Putnam Management and its affiliates manage may own all or most of the debt of a particular issuer. This concentration of ownership may make it more difficult to sell, or to determine the fair value of, these investments.

• Derivatives. We may engage in a variety of transactions involving derivatives, such as municipal rate locks, futures, and swap contracts, although they do not represent a primary focus of the fund. Derivatives are financial instruments whose value depends upon, or is derived from, the value of something else, such as one or more underlying investments, pools of investments or indexes. We may make use of “short” derivative positions, the values of which typically move in the opposite direction from the price of the underlying investment, pool of investments, or index. We may use derivatives both for hedging and non-hedging purposes, such as to modify the behavior of an investment so that it responds differently than it would otherwise respond to changes in a particular interest rate or to modify the fund’s duration. For example, derivatives may increase or decrease an investment’s exposure to long- or short-term interest rates or cause the value of an investment to move in the opposite direction from prevailing short-term or long-term interest rates. For example, we may use interest rate swaps to hedge or gain exposure to interest rate risk, or to hedge or gain exposure to inflation. We may also use derivatives to adjust the fund’s positioning on the yield curve (a line that plots interest rates of bonds having equal credit quality but differing maturity dates) or to take tactical positions along the yield curve. However, we may also choose not to use derivatives, based on our evaluation of market conditions or the availability of suitable derivatives. Investments in derivatives may be applied toward meeting a requirement to invest in a particular kind of investment if the derivatives have economic characteristics similar to that investment.

Derivatives involve special risks and may result in losses. The successful use of derivatives depends on our ability to manage these sophisticated instruments. Some derivatives are “leveraged,” which means they provide the fund with investment exposure greater than the value of the fund’s investment in the derivatives. As a result, these derivatives may magnify or otherwise increase investment losses to the fund. The risk of loss from certain short derivative positions is theoretically unlimited.

The value of derivatives may move in unexpected ways due to unanticipated market movements, the use of leverage, imperfect correlation between the derivative instrument and the reference asset, or other factors, especially in unusual market conditions, and volatility in the value of derivatives could adversely impact the fund’s returns, obligations and exposures.

Other risks arise from the potential inability to terminate or sell derivative positions. Derivatives may be subject to liquidity risk due to the fund’s obligation to make payments of margin, collateral, or settlement payments to counterparties. A liquid secondary market may not always exist for the fund’s derivative positions. In fact, certain over-the-counter instruments (investments not traded on an exchange) may not be liquid. Over-the-counter instruments also involve the risk that the other party to the derivative transaction may not be willing or able to meet its obligations with respect to the derivative transaction. The risk of a party failing to meet its obligations may increase if the fund has significant exposure to that counterparty. Derivative transactions may also be subject to operational risk, including due to documentation and settlement issues, system failures, inadequate controls and human error, and legal risk due to insufficient documentation, insufficient capacity or authority of a counterparty, or issues with respect to the legality or enforceability of the derivative contract.

• Preferred share leverage risk. Leverage from the issuance of preferred shares creates risks, including the likelihood of greater volatility of net asset value and market price of, and distributions from, the fund’s common shares and the risk that fluctuations in dividend rates on preferred shares may affect the return to common shareholders. If the income from the investments purchased with proceeds received from leverage is not sufficient to cover the cost of leverage, the amount of income available for distribution to common shareholders will be less than if leverage had not been used. While the fund has preferred shares outstanding, an increase in short-term interest rates could result in an increased cost of leverage, which could adversely affect the fund’s income available for distribution to common shareholders. In connection with its preferred shares, the fund is required to maintain specified asset coverage mandated by applicable federal securities laws and by the fund’s Amended and Restated Bylaws. The fund may be required to dispose of portfolio investments on unfavorable terms if market fluctuations or other factors cause the required asset coverage to be less than the prescribed amount. There can be no assurance that a leveraging strategy will be successful.

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• Liquidity and illiquid investments. We may invest in illiquid investments, which may be considered speculative and which may be difficult to sell. The sale of many of these investments is prohibited or limited by law or contract. Some investments may be difficult to value for purposes of determining the fund’s net asset value. Certain other investments may not have an active trading market due to adverse market, economic, industry, political, regulatory, geopolitical, environmental, public health, and other conditions, including investors trying to sell large quantities of a particular investment or type of investment, or lack of market makers or other buyers for a particular investment or type of investment. We may not be able to sell the fund’s illiquid investments when we consider it desirable to do so, or we may be able to sell them only at less than their value.

• Market risk. The value of investments in the fund’s portfolio may fall or fail to rise over extended periods of time for a variety of reasons, including general economic, political or financial market conditions, investor sentiment and market perceptions (including perceptions about monetary policy, interest rates, inflation or the risk of default); government actions (including protectionist measures, intervention in the financial markets or other regulation, and changes in fiscal, monetary or tax policies); geopolitical events or changes (including natural disasters, terrorism and war); outbreaks of infectious illnesses or other widespread public health issues (including epidemics and pandemics); and factors related to a specific issuer, geography, industry or sector. Foreign financial markets have their own market risks, and they may be more or less volatile than U.S. markets and may move in different directions. These and other factors may lead to increased volatility and reduced liquidity in the fund’s portfolio holdings. These risks may be exacerbated during economic downturns or other periods of economic stress.

The Covid-19 pandemic and efforts to contain its spread have resulted in, among other effects, significant market volatility, exchange trading suspensions and closures, declines in global financial markets, higher default rates, significant changes in fiscal and monetary policies, and economic downturns and recessions. The effects of the Covid-19 pandemic have negatively affected, and may continue to negatively affect, the global economy, the economies of the United States and other individual countries, the financial performance of individual issuers, sectors, industries, asset classes, and markets, and the value, volatility, and liquidity of particular securities and other assets. The effects of the Covid-19 pandemic also are likely to exacerbate other risks that apply to the fund, including the risks disclosed in the fund’s prospectus, which could negatively impact the fund’s performance and lead to losses on your investment in the fund. The duration of the Covid-19 pandemic and its effects cannot be determined with certainty.

• Management and operational risk. The fund is actively managed and its performance will reflect, in part, our ability to make investment decisions that seek to achieve the fund’s investment objective. There is no guarantee that the investment techniques, analyses, or judgments that we apply in making investment decisions for the fund will produce the intended outcome or that the investments we select for the fund will perform as well as other securities that were not selected for the fund. As a result, the fund may underperform its benchmark or other funds with a similar investment goal and may realize losses. In addition, we, or the fund’s other service providers, may experience disruptions or operating errors that could negatively impact the fund. Although service providers may have operational risk management policies and procedures and take appropriate precautions to avoid and mitigate risks that could lead to disruptions and operating errors, it may not be possible to identify all of the operational risks that may affect the fund or to develop processes and controls to completely eliminate or mitigate their occurrence or effects.

• Other investments. In addition to the main investment strategies described above, the fund may also make other types of investments, which may produce taxable income and be subject to other risks. The fund may also invest in cash or cash equivalents, including money market instruments or short-term instruments such as commercial paper, bank obligations (e.g., certificates of deposit and bankers’ acceptances), repurchase agreements, and U.S. Treasury bills or other government obligations. The fund may also from time to time invest all or a portion of its cash balances in money market and/or short-term bond funds advised by Putnam Management or its affiliates. The percentage of the fund invested in cash and cash equivalents and such money market and short-term bond funds is expected to vary over time and will depend on various factors, including market conditions and our assessment of the cash level that is appropriate to allow the fund to pursue investment opportunities as they arise. Large cash positions may dampen performance and may prevent the fund from achieving its goal.

• Temporary defensive strategies. In response to adverse market, economic, political or other conditions, we may take temporary defensive positions, such as investing some or all of the fund’s assets in cash and cash equivalents, that differ from the fund’s usual investment strategies. However, we

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may choose not to use these temporary defensive strategies for a variety of reasons, even in very volatile market conditions. If we do employ these strategies, the fund may miss out on investment opportunities and may not achieve its goal. Additionally, while temporary defensive strategies are mainly designed to limit losses, they may not work as intended.

• Changes in policies. The Trustees may change the fund’s goal, investment strategies and other policies without shareholder approval, except in circumstances in which shareholder approval is specifically required by law (such as changes to fundamental investment policies) or where a shareholder approval requirement was specifically disclosed in the fund’s prospectus, statement of additional information or shareholder report and is otherwise still in effect.

The fund’s fundamental investment policies

The fund has adopted the following investment restrictions which may not be changed without the affirmative vote of a “majority of the outstanding voting securities” of the fund (which is defined in the 1940 Act to mean the affirmative vote of the lesser of (1) more than 50% of the outstanding common shares and of the outstanding preferred shares of the fund, each voting as a separate class, or (2) 67% or more of the common shares and of the preferred shares, each voting as a separate class, present at a meeting if more than 50% of the outstanding shares of each class are represented at the meeting in person or by proxy).

Under normal market conditions, the fund invests at least 80% of its total assets in municipal bonds.

Additionally, the fund may not:

1. Issue senior securities, as defined in the 1940 Act, other than shares of beneficial interest with preference rights, except to the extent such issuance might be involved with respect to borrowings described under restriction 2 below or with respect to transactions involving financial futures, options, and other financial instruments.

2. Borrow money in excess of 10% of the value (taken at the lower of cost or current value) of its total assets (not including the amount borrowed) at the time the borrowing is made, and then only from banks as a temporary measure (not for leverage) in situations which might otherwise require the untimely disposition of portfolio investments or for extraordinary or emergency purposes. Such borrowings will be repaid before any additional investments are purchased.

3. Underwrite securities issued by other persons except to the extent that, in connection with the disposition of its portfolio investments, it may be deemed to be an underwriter under the federal securities laws.

4. Purchase or sell real estate, although it may purchase securities of issuers which deal in real estate, securities which are secured by interests in real estate, and securities representing interests in real estate, and it may acquire and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of debt obligations secured by real estate or interests therein.

5. Purchase or sell commodities or commodity contracts, except that the fund may purchase and sell financial futures contracts and options and may enter into foreign exchange contracts and other financial transactions not involving physical commodities.

6. Make loans, except by purchase of debt obligations in which the fund may invest consistent with its investment policies (including without limitation debt obligations issued by other Putnam funds), by entering into repurchase agreements, or by lending its portfolio securities.

7. With respect to 50% of its total assets, invest in the securities of any issuer if, immediately after such investment, more than 5% of the total assets of the fund (taken at current value) would be invested in the securities of such issuer; provided that this limitation does not apply to obligations issued or guaranteed as to interest or principal by the U.S. government or its agencies or instrumentalities.

8. With respect to 50% of its total assets, acquire more than 10% of the outstanding voting securities of any issuer.

9. Purchase securities (other than securities of the U.S. government, its agencies or instrumentalities or tax-exempt securities, except tax-exempt securities backed only by the assets and revenues of non-governmental issuers) if, as a result of such purchase, more than 25% of the fund’s total assets would be invested in any one industry.

Municipal Opportunities Trust 13 

 

 

Comparative index definitions

Bloomberg Municipal Bond Index is an unmanaged index of long-term, fixed-rate, investment-grade tax-exempt bonds.

Bloomberg U.S. Aggregate Bond Index is an unmanaged index of U.S. investment-grade fixed income securities.

ICE BofA (Intercontinental Exchange Bank of America) U.S. 3-Month Treasury Bill Index is an unmanaged index that seeks to measure the performance of U.S. Treasury bills available in the marketplace.

S&P 500® Index is an unmanaged index of common stock performance.

Indexes assume reinvestment of all distributions and do not account for fees. Securities and performance of a fund and an index will differ. You cannot invest directly in an index.

BLOOMBERG®  is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). Bloomberg or Bloomberg’s licensors own all proprietary rights in the Bloomberg Indices. Neither Bloomberg nor Bloomberg’s licensors approve or endorse this material, or guarantee the accuracy or completeness of any information herein, or make any warranty, express or implied, as to the results to be obtained therefrom, and to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

ICE Data Indices, LLC (“ICE BofA”), used with permission. ICE BofA permits use of the ICE BofA indices and related data on an “as is” basis; makes no warranties regarding same; does not guarantee the suitability, quality, accuracy, timeliness, and/or completeness of the ICE BofA indices or any data included in, related to, or derived therefrom; assumes no liability in connection with the use of the foregoing; and does not sponsor, endorse, or recommend Putnam Investments or Franklin Templeton, or any of its products or services.

14 Municipal Opportunities Trust 

 

 

Other information for shareholders

Important notice regarding share repurchase program

In September 2023, the Trustees of your fund approved the renewal of a share repurchase program that had been in effect since 2005. This renewal allows your fund to repurchase, in the 365 days beginning October 1, 2023, up to 10% of the fund’s common shares outstanding as of September 30, 2023.

Important notice regarding delivery of shareholder documents

In accordance with Securities and Exchange Commission (SEC) regulations, Putnam sends a single notice of internet availability, or a single printed copy, of annual and semiannual shareholder reports, prospectuses, and proxy statements to Putnam shareholders who share the same address, unless a shareholder requests otherwise. If you prefer to receive your own copy of these documents, please call Putnam at 1-800-225-1581, and Putnam will begin sending individual copies within 30 days.

Proxy voting

Putnam is committed to managing our funds in the best interests of our shareholders. The Putnam Funds’ proxy voting guidelines and procedures, as well as information regarding how your fund voted proxies relating to portfolio securities during the 12-month period ended June 30, 2023, are available in the Individual Investors section of putnam.com and on the SEC’s website, www.sec.gov. If you have questions about finding forms on the SEC’s website, you may call the SEC at 1-800-SEC-0330. You may also obtain The Putnam Funds’ proxy voting guidelines and procedures at no charge by calling Putnam’s Shareholder Services at 1-800-225-1581.

Fund portfolio holdings

The fund will file a complete schedule of its portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT within 60 days of the end of such fiscal quarter. Shareholders may obtain the fund’s Form N-PORT on the SEC’s website at www.sec.gov.


Important notice regarding Putnam’s privacy policy

In order to conduct business with our shareholders, we must obtain certain personal information such as account holders’ names, addresses, Social Security numbers, and dates of birth. Using this information, we are able to maintain accurate records of accounts and transactions.

It is our policy to protect the confidentiality of our shareholder information, whether or not a shareholder currently owns shares of our funds. In particular, it is our policy not to sell information about you or your accounts to outside marketing firms. We have safeguards in place designed to prevent unauthorized access to our computer systems and procedures to protect personal information from unauthorized use.

Under certain circumstances, we must share account information with outside vendors who provide services to us, such as mailings and proxy solicitations. In these cases, the service providers enter into confidentiality agreements with us, and we provide only the information necessary to process transactions and perform other services related to your account. Finally, it is our policy to share account information with your financial representative, if you’ve listed one on your Putnam account.

Municipal Opportunities Trust 15 

 

 

Summary of Putnam closed-end funds’ amended and restated dividend reinvestment plans

Putnam Managed Municipal Income Trust, Putnam Master Intermediate Income Trust, Putnam Municipal Opportunities Trust and Putnam Premier Income Trust (each, a “Fund” and collectively, the “Funds”) each offer a dividend reinvestment plan (each, a “Plan” and collectively, the “Plans”). If you participate in a Plan, all income dividends and capital gain distributions are automatically reinvested in Fund shares by the Fund’s agent, Putnam Investor Services, Inc. (the “Agent”). If you are not participating in a Plan, every month you will receive all dividends and other distributions in cash, paid by check and mailed directly to you or your intermediary.

Upon a purchase (or, where applicable, upon registration of transfer on the shareholder records of a Fund) of shares of a Fund by a registered shareholder, each such shareholder will be deemed to have elected to participate in that Fund’s Plan. Each such shareholder will have all distributions by a Fund automatically reinvested in additional shares, unless such shareholder elects to terminate participation in a Plan by instructing the Agent to pay future distributions in cash. Shareholders who were not participants in a Plan as of January 31, 2010, will continue to receive distributions in cash but may enroll in a Plan at any time by contacting the Agent.

If you participate in a Fund’s Plan, the Agent will automatically reinvest subsequent distributions, and the Agent will send you a confirmation in the mail telling you how many additional shares were issued to your account.

To change your enrollment status or to request additional information about the Plans, you may contact the Agent either in writing, at P.O. Box 8383, Boston, MA 02266-8383, or by telephone at 1-800-225-1581 during normal East Coast business hours.

How you acquire additional shares through a Plan If the market price per share for your Fund’s shares (plus estimated brokerage commissions) is greater than or equal to their net asset value per share on the payment date for a distribution, you will be issued shares of the Fund at a value equal to the higher of the net asset value per share on that date or 95% of the market price per share on that date.

If the market price per share for your Fund’s shares (plus estimated brokerage commissions) is less than their net asset value per share on the payment date for a distribution, the Agent will buy Fund shares for participating accounts in the open market. The Agent will aggregate open-market purchases on behalf of all participants, and the average price (including brokerage commissions) of all shares purchased by the Agent will be the price per share allocable to each participant. The Agent will generally complete these open-market purchases within five business days following the payment date. If, before the Agent has completed open-market purchases, the market price per share (plus estimated brokerage commissions) rises to exceed the net asset value per share on the payment date, then the purchase price may exceed the net asset value per share, potentially resulting in the acquisition of fewer shares than if the distribution had been paid in newly issued shares.

How to withdraw from a Plan Participants may withdraw from a Fund’s Plan at any time by notifying the Agent, either in writing or by telephone. Such withdrawal will be effective immediately if notice is received by the Agent with sufficient time prior to any distribution record date; otherwise, such withdrawal will be effective with respect to any subsequent distribution following notice of withdrawal. There is no penalty for withdrawing from or not participating in a Plan.

Plan administration The Agent will credit all shares acquired for a participant under a Plan to the account in which the participant’s common shares are held. Each participant will

16 Municipal Opportunities Trust 

 

 

be sent reasonably promptly a confirmation by the Agent of each acquisition made for his or her account.

About brokerage fees Each participant pays a proportionate share of any brokerage commissions incurred if the Agent purchases additional shares on the open market, in accordance with the Plans. There are no brokerage charges applied to shares issued directly by the Funds under the Plans.

About taxes and Plan amendments Reinvesting dividend and capital gain distributions in shares of the Funds does not relieve you of tax obligations, which are the same as if you had received cash distributions. The Agent supplies tax information to you and to the IRS annually. Each Fund reserves the right to amend or terminate its Plan upon 30 days’ written notice. However, the Agent may assign its rights, and delegate its duties, to a successor agent with the prior consent of a Fund and without prior notice to Plan participants.

If your shares are held in a broker or nominee name If your shares are held in the name of a broker or nominee offering a dividend reinvestment service, consult your broker or nominee to ensure that an appropriate election is made on your behalf. If the broker or nominee holding your shares does not provide a reinvestment service, you may need to register your shares in your own name in order to participate in a Plan.

In the case of record shareholders such as banks, brokers or nominees that hold shares for others who are the beneficial owners of such shares, the Agent will administer the Plan on the basis of the number of shares certified by the record shareholder as representing the total amount registered in such shareholder’s name and held for the account of beneficial owners who are to participate in the Plan.

Municipal Opportunities Trust 17 

 

 

Audited financial statements

These sections of the report, as well as the accompanying Notes, preceded by the Report of Independent Registered Public Accounting Firm, constitute the fund’s audited financial statements.

The fund’s portfolio lists all the fund’s investments and their values as of the last day of the reporting period. Holdings are organized by asset type and industry sector, country, or state to show areas of concentration and diversification.

Statement of assets and liabilities shows how the fund’s net assets and share price are determined. All investment and non-investment assets are added together. Any unpaid expenses and other liabilities are subtracted from this total. The result is divided by the number of shares to determine the net asset value per share, which is calculated separately for each class of shares. (For funds with preferred shares, the amount subtracted from total assets includes the liquidation preference of preferred shares.)

Statement of operations shows the fund’s net investment gain or loss. This is done by first adding up all the fund’s earnings — from dividends and interest income — and subtracting its operating expenses to determine net investment income (or loss). Then, any net gain or loss the fund realized on the sales of its holdings — as well as any unrealized gains or losses over the period — is added to or subtracted from the net investment result to determine the fund’s net gain or loss for the fiscal period.

Statement of changes in net assets shows how the fund’s net assets were affected by the fund’s net investment gain or loss, by distributions to shareholders, and by changes in the number of the fund’s shares. It lists distributions and their sources (net investment income or realized capital gains) over the current reporting period and the most recent fiscal year-end. The distributions listed here may not match the sources listed in the Statement of operations because the distributions are determined on a tax basis and may be paid in a different period from the one in which they were earned.

Financial highlights provide an overview of the fund’s investment results, per-share distributions, expense ratios, net investment income ratios, and portfolio turnover (not required for money market funds) in one summary table, reflecting the five most recent reporting periods. In a semiannual report, the highlights table also includes the current reporting period.

18 Municipal Opportunities Trust 

 

 

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of
Putnam Municipal Opportunities Trust:

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the fund’s portfolio, of Putnam Municipal Opportunities Trust (the “Fund”) as of April 30, 2024, the related statement of operations for the year ended April 30, 2024, the statement of changes in net assets for each of the two years in the period ended April 30, 2024, including the related notes, and the financial highlights for each of the five years in the period ended April 30, 2024 (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 as of April 30, 2024, 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 ended April 30, 2024 and the financial highlights for each of the five years in the period ended April 30, 2024 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’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 Fund 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 of these financial statements 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.

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 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. Our procedures included confirmation of securities owned as of April 30, 2024 by correspondence with the custodian, transfer agent and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
June 17, 2024

We have served as the auditor of one or more investment companies in the Putnam Funds family of funds since at least 1957. We have not been able to determine the specific year we began serving as auditor.

Municipal Opportunities Trust 19 

 

 

The fund’s portfolio 4/30/24 (Unaudited)

Key to holding’s abbreviations

AGM Assured Guaranty Municipal Corporation 
AMBAC AMBAC Indemnity Corporation 
BAM Build America Mutual 
FHA Insd. Federal Housing Administration Insured 
FNMA Coll. Federal National Mortgage Association Collateralized 
G.O. Bonds General Obligation Bonds 
NATL National Public Finance Guarantee Corporation 
PSFG Permanent School Fund Guaranteed 
Q-SBLF Qualified School Board Loan Fund 
VRDN Variable Rate Demand Notes, which are floating-rate securities with long-term maturities that carry coupons that reset and are payable upon demand either daily, weekly or monthly. The rate shown is the current interest rate at the close of the reporting period. Rates are set by remarketing agents and may take into consideration market supply and demand, credit quality and the current SIFMA Municipal Swap Index rate, which was 3.77% as of the close of the reporting period. 

 


MUNICIPAL BONDS AND NOTES (140.7%)* Rating** Principal amount Value
Alaska (1.6%)
AK State Indl. Dev. & Export Auth. Rev. Bonds, (Dena’ Nena’ Henash), 4.00%, 10/1/44 A+/F   $6,050,000 $5,639,945
5,639,945
Arizona (3.1%)
AZ State Indl. Dev. Auth. Charter School Rev. Bonds, (Equitable School Revolving Fund, LLC), 4.00%, 11/1/46 A   2,855,000 2,628,504
AZ State Indl. Dev. Auth. Ed. Rev. Bonds, (KIPP New York, Inc., Jerome Fac.), Ser. B        
4.00%, 7/1/61 BBB−   1,380,000 1,087,566
4.00%, 7/1/41 BBB−   720,000 647,786
AZ State Indl. Dev. Auth. Ed. 144A Rev. Bonds, (BASIS Schools, Inc.), Ser. D, 5.00%, 7/1/51 BB   510,000 472,183
Maricopa Cnty., Indl. Dev. Auth. Ed. Rev. Bonds        
(Reid Traditional Schools Painted Rock Academy), 5.00%, 7/1/36 Baa3   350,000 353,336
(Horizon Cmnty. Learning Ctr.), 5.00%, 7/1/35 BB+   750,000 753,152
Phoenix, Indl. Dev. Auth. Ed. Rev. Bonds, (Great Hearts Academies), 3.75%, 7/1/24 BBB   100,000 99,704
Phoenix, Indl. Dev. Auth. Ed. 144A Rev. Bonds, (BASIS Schools, Inc.), 5.00%, 7/1/35 BB   1,000,000 1,003,183
Pima Cnty., Indl. Dev. Auth. Sr. Living 144A Rev. Bonds, (La Posada at Park Centre, Inc.)        
7.00%, 11/15/57 BBB+/P   350,000 371,664
6.25%, 11/15/35 BBB+/P   1,750,000 1,859,222
Salt Verde, Fin. Corp. Gas Rev. Bonds, 5.50%, 12/1/29 A3   1,350,000 1,431,869
10,708,169
California (7.9%)
CA Cmnty. Hsg. Agcy. Essential Hsg. 144A Rev. Bonds, (Aster Apt.), Ser. A-1, 4.00%, 2/1/56 BB+/P   550,000 490,953
CA Hsg. Fin. Agcy. Muni. Certif. Rev. Bonds, Ser. 21-1, Class A, 3.50%, 11/20/35 BBB+   2,002,453 1,851,513
CA State Hlth. Fac. Fin. Auth. Rev. Bonds, (Cedars-Sinai Med. Ctr.), Ser. A, 3.00%, 8/15/51 Aa3   7,565,000 5,813,222


20 Municipal Opportunities Trust


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
California cont.
CA State Muni. Fin. Auth. Rev. Bonds, (HumanGood CA), 4.00%, 10/1/49 A−/F   $2,700,000 $2,398,517
CSCDA Cmnty. Impt. Auth. Rev. Bonds, (Pasadena Portfolio), Ser. A-2, 3.00%, 12/1/56 BBB−/P   2,635,000 1,817,691
CSCDA Cmnty. Impt. Auth. 144A Rev. Bonds        
(Anaheim), 4.00%, 8/1/56 BB/P   2,865,000 2,396,365
(Jefferson-Anaheim), 3.125%, 8/1/56 BB+/P   1,425,000 1,034,463
(City of Orange Portfolio), 3.00%, 3/1/57 BBB−/P   650,000 438,220
(Essential Hsg.), Ser. A-2, 3.00%, 2/1/57 BBB−/P   1,900,000 1,302,355
Long Beach, Arpt. Syst. Rev. Bonds, Ser. C, AGM        
5.25%, 6/1/47 AA   1,250,000 1,323,831
5.00%, 6/1/42 AA   750,000 791,679
Los Angeles, Cmnty. Fac. Dist. No. 11 Special Tax, 4.00%, 9/1/38 BB/P   1,000,000 949,936
Los Angeles, Dept. of Arpt. Rev. Bonds, 4.00%, 5/15/36 Aa3   500,000 497,549
San Francisco, City & Cnty. Arpt. Comm. Intl. Arpt. Rev. Bonds, Ser. C, 5.50%, 5/1/39 A1   5,765,000 6,450,803
27,557,097
Colorado (5.1%)
CO State Hlth. Fac. Auth. Rev. Bonds, (Covenant Retirement Cmnty.), Ser. A, 5.00%, 12/1/35 A−/F   1,000,000 1,001,240
CO State Hlth. Fac. Auth. Hosp. Rev. Bonds        
(Christian Living Neighborhood), 5.00%, 1/1/37 BB/P   550,000 550,136
(Covenant Living Cmnty. and Svcs. Oblig. Group), 4.00%, 12/1/50 A−/F   2,700,000 2,179,048
Denver City & Cnty., Arpt. Rev. Bonds, Ser. A        
5.50%, 11/15/38 Aa3   1,500,000 1,677,106
5.50%, 11/15/35 Aa3   1,500,000 1,716,965
5.00%, 11/15/37 Aa3   1,025,000 1,108,595
4.125%, 11/15/47 Aa3   5,000,000 4,754,665
Pub. Auth. for CO Energy Rev. Bonds, (Natural Gas Purchase), 6.50%, 11/15/38 A1   2,250,000 2,717,437
Regl. Trans. Dist. Rev. Bonds, (Denver Transit Partners, LLC)        
4.00%, 7/15/38 Baa1   800,000 791,688
3.00%, 7/15/37 Baa1   850,000 736,340
Sterling Ranch Cmnty. Auth. Board Rev. Bonds, (Metro. Dist. No. 2), Ser. A, 4.25%, 12/1/50 BB/P   550,000 461,012
17,694,232
Connecticut (0.6%)
Harbor Point Infrastructure Impt. Dist. 144A Tax Alloc. Bonds, (Harbor Point Ltd.), 5.00%, 4/1/39 BB/P   2,000,000 1,985,133
1,985,133
District of Columbia (3.3%)
DC Rev. Bonds        
(Plenary Infrastructure DC, LLC), 5.50%, 2/28/37 A3   1,500,000 1,707,081
(Plenary Infrastructure DC, LLC), 5.50%, 2/29/36 A3   1,370,000 1,566,167
(Ingleside at Rock Creek), Ser. A, 5.00%, 7/1/52 BB−/P   500,000 445,410


Municipal Opportunities Trust 21


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
District of Columbia cont.
DC Rev. Bonds        
(Two Rivers Pub. Charter School, Inc.), 5.00%, 6/1/50 Baa3   $1,500,000 $1,319,280
(Latin American Montessori Bilingual Pub. Charter School Obli Group), 5.00%, 6/1/40 BB+   2,000,000 1,956,683
(Two Rivers Pub. Charter School, Inc.), 5.00%, 6/1/40 Baa3   1,500,000 1,402,436
Metro. Washington DC, Arpt. Auth. Dulles Toll Rd. Rev. Bonds        
(Dulles Metrorail & Cap. Impt. Proj.) 4.00%, 10/1/53 T A−   1,290,000 1,161,549
(Metrorail), Ser. A, zero %, 10/1/37 A−   3,700,000 1,931,078
11,489,684
Florida (5.1%)
FL State Dev. Fin. Corp. Ed. Fac. Rev. Bonds, (River City Ed.)        
5.00%, 7/1/57 Baa3   680,000 627,149
5.00%, 7/1/51 Baa3   1,300,000 1,220,544
5.00%, 7/1/42 Baa3   460,000 453,388
FL State Dev. Fin. Corp. Ed. Fac. 144A Rev. Bonds, (Drs. Kiran & Pallavi Patel 2017 Foundation for Global Understanding, Inc.), 4.00%, 7/1/51 BB/P   500,000 408,186
FL State Higher Edl. Fac. Financial Auth. Rev. Bonds        
(St. Leo U.), 5.00%, 3/1/44 BB   1,500,000 1,081,834
(Florida Inst. of Tech., Inc.), 4.00%, 10/1/39 BBB−   800,000 712,464
Halifax Hosp. Med. Ctr. Rev. Bonds, 5.00%, 6/1/36 A−   2,250,000 2,276,054
Lakewood Ranch, Stewardship Dist. Special Assmt. Bonds, (Taylor Ranch), 6.30%, 5/1/54 BB−/P   1,335,000 1,389,866
Orange Cnty., Hlth. Fac. Auth. Rev. Bonds, (Presbyterian Retirement Cmntys.), 5.00%, 8/1/34 A−/F   1,350,000 1,352,161
Palm Beach Cnty., 144A Rev. Bonds, (PBAU Hsg.), Ser. A, 5.00%, 4/1/39 Ba1   1,600,000 1,606,844
Palm Beach Cnty., Hlth. Fac. Auth. Rev. Bonds, (Jupiter Med. Ctr.), Ser. A, 5.00%, 11/1/47 BBB−   1,515,000 1,516,677
Pinellas Cnty., Indl. Dev. Auth. Rev. Bonds, (2017 Foundation for Global Understanding, Inc.), 5.00%, 7/1/39 BBB+/P   500,000 499,966
Southeast Overtown Park West Cmnty. Redev. Agcy. 144A Tax Alloc. Bonds, Ser. A-1, 5.00%, 3/1/30 BBB+   360,000 360,234
Village Cmnty. Dev. Dist. No. 15 144A Special Assmt. Bonds, 5.00%, 5/1/43 BB/P   1,000,000 1,016,986
Village, 144A Special Assmt., (Village Cmnty. Dev. Dist. No. 13), 3.00%, 5/1/35 BB−/P   2,410,000 2,188,753
Volusia Cnty., Edl. Fac. Auth. Rev. Bonds        
(Embry-Riddle Aeronautical U., Inc.), Ser. A, 4.00%, 10/15/39 A1   600,000 592,854
(Embry-Riddle Aeronautical University, Inc.), Ser. A, 4.00%, 10/15/36 A1   500,000 506,241
17,810,201


22 Municipal Opportunities Trust


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Georgia (4.9%)
Cobb Cnty., Kennestone Hosp. Auth. Rev. Bonds, (WellStar Hlth. Syst.), 5.00%, 4/1/50 A+   $1,400,000 $1,433,093
DeKalb Cnty., Hsg. Auth. Multi-Fam. Hsg. Rev. Bonds, (HADC 1086 on Montreal, LLC), 4.00%, 3/1/34 A+   5,000,000 4,842,697
Gainesville and Hall Cnty., Hosp. Auth. Rev. Bonds, (Northeast GA Hlth. Syst.), 3.00%, 2/15/51 A   2,330,000 1,736,265
Main Street Natural Gas, Inc. Gas Supply Mandatory Put Bonds (3/1/32), Ser. B, 5.00%, 12/1/54 Aa1   2,650,000 2,796,876
Muni. Election Auth. of GA Rev. Bonds, (Plant Vogtle Units 3 & 4)        
5.00%, 1/1/56 BBB+   650,000 652,103
AGM, 5.00%, 7/1/55 AA   1,700,000 1,758,791
AGM, 5.00%, 7/1/53 AA   1,500,000 1,554,053
4.00%, 1/1/51 A2   500,000 444,752
4.00%, 1/1/51 BBB+   425,000 368,409
Paulding Cnty., Hosp. Auth. Rev. Bonds, (WellStar Hlth. Syst.), 5.00%, 4/1/43 A+   1,400,000 1,472,080
17,059,119
Hawaii (0.6%)
HI State Harbor Syst. Rev. Bonds        
Ser. C, 4.00%, 7/1/40 Aa3   300,000 300,162
Ser. A, 4.00%, 7/1/34 Aa3   1,625,000 1,651,210
1,951,372
Illinois (14.9%)
Chicago, G.O. Bonds, Ser. A, 5.00%, 1/1/35 BBB+   2,500,000 2,701,173
Chicago, Board of Ed. G.O. Bonds        
Ser. C, 5.25%, 12/1/39 BB+   2,250,000 2,245,154
Ser. B, 5.00%, 12/1/36 BB+   2,500,000 2,587,014
Ser. H, 5.00%, 12/1/36 BB+   500,000 505,876
Chicago, Midway Intl. Arpt. Rev. Bonds, Ser. C, 5.00%, 1/1/40 A   2,250,000 2,371,664
Chicago, O’Hare Intl. Arpt. Rev. Bonds        
BAM, 5.25%, 1/1/42 AA   1,465,000 1,567,765
BAM, 5.25%, 1/1/41 AA   1,950,000 2,094,618
Ser. A, 5.00%, 1/1/38 A+   100,000 104,026
Ser. A, 5.00%, 1/1/37 A+   300,000 313,668
IL Fin. Auth. Rev. Bonds, (U. of IL)        
5.25%, 10/1/53 Aa2   2,500,000 2,651,873
5.00%, 10/1/48 Aa2   2,500,000 2,606,578
IL State G.O. Bonds, Ser. A        
5.00%, 5/1/38 A3   1,500,000 1,548,785
5.00%, 12/1/31 A3   5,750,000 6,005,806
IL State Fin. Auth. Rev. Bonds        
(Lifespace Cmntys, Inc.), Ser. A, 5.00%, 5/15/35 BBB/F   1,025,000 997,029
(Riverside Hlth. Syst.), 4.00%, 11/15/34 A+   500,000 502,495
IL State Fin. Auth. Academic Fac. Rev. Bonds, (U. of Illinois at Urbana-Champaign), Ser. A        
5.00%, 10/1/44 Aa2   1,100,000 1,118,434
5.00%, 10/1/36 Aa2   600,000 628,357


Municipal Opportunities Trust 23


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Illinois cont.
IL State Fin. Auth. Student Hsg. & Academic Fac. Rev. Bonds        
(CHF-Chicago, LLC), 5.00%, 2/15/47 Baa3   $2,000,000 $1,893,178
(U. of IL-CHF-Chicago, LLC), Ser. A, 5.00%, 2/15/37 Baa3   1,000,000 1,002,025
Metro. Pier & Exposition Auth. Rev. Bonds        
(McCormick Place Expansion), 4.00%, 6/15/50 A   1,000,000 888,205
4.00%, 12/15/47 A   5,000,000 4,524,201
(McCormick Place Expansion), Ser. B, stepped-coupon zero % (4.70%, 6/15/31), 12/15/37 †† A   1,000,000 734,319
Metro. Pier & Exposition Auth. Dedicated State Tax Rev. Bonds, (McCormick), Ser. A, NATL, zero %, 12/15/30 A   12,000,000 9,367,701
Sales Tax Securitization Corp. Rev. Bonds, (Second Lien), Ser. A, BAM, 5.00%, 1/1/37 AA   1,100,000 1,171,816
Southern IL U. Rev. Bonds, (Hsg. & Auxiliary), Ser. A, NATL, zero %, 4/1/25 Baa2   1,870,000 1,786,835
51,918,595
Indiana (0.9%)
Hammond, Multi-School Bldg. Corp. Rev. Bonds, 5.00%, 7/15/38 AA+   1,750,000 1,802,477
Silver Creek, School Bldg. Corp. Rev. Bonds, 3.00%, 1/15/42 AA+   1,600,000 1,315,177
3,117,654
Iowa (0.7%)
IA State Fin. Auth. Rev. Bonds, (Lifespace Cmnty., Inc. Oblig. Group), Ser. A, 4.00%, 5/15/46 BBB/F   2,000,000 1,498,556
IA Tobacco Settlement Auth. Rev. Bonds, Ser. B-1, Class 2, 4.00%, 6/1/49 BBB+   1,015,000 1,000,236
2,498,792
Kentucky (2.2%)
KY State Property & Bldg. Comm. Rev. Bonds        
(No. 127), Ser. A, 5.25%, 6/1/39 A1   3,000,000 3,314,164
(No. 122), Ser. A, 4.00%, 11/1/34 A1   750,000 762,091
KY State Pub. Energy Auth. Gas Supply Mandatory Put Bonds (1/1/25), Ser. B, 4.00%, 1/1/49 A1   3,000,000 2,999,051
Louisville, Regl. Arpt. Auth. Syst. Rev. Bonds, Ser. A, 5.00%, 7/1/31 A+   385,000 385,409
7,460,715
Louisiana (1.2%)
St. John The Baptist Parish Mandatory Put Bonds (7/1/26), (Marathon Oil Corp.), Ser. A-3, 2.20%, 6/1/37 Baa3   3,010,000 2,866,895
Tangipahoa Parish, Hosp. Svcs. Rev. Bonds, (North Oaks Hlth. Syst.), 4.00%, 2/1/42 A−   1,250,000 1,128,326
3,995,221
Maryland (1.0%)
Gaithersburg, Econ. Dev. Rev. Bonds, (Asbury, Oblig. Group), Ser. A, 5.00%, 1/1/36 BBB/F   450,000 453,112
MD Econ. Dev. Corp. Rev. Bonds        
(Morgan View & Thurgood Marshall Student Hsg.), Ser. A, 6.00%, 7/1/58 BBB−   1,725,000 1,880,049
(Morgan State U.), 4.25%, 7/1/50 BBB−   1,350,000 1,188,472
3,521,633


24 Municipal Opportunities Trust


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Massachusetts (3.1%)
MA State G.O. Bonds, Ser. C, 5.00%, 10/1/52 Aa1   $6,500,000 $6,901,822
MA State Dev. Fin. Agcy. Rev. Bonds        
(Milford Regl. Med. Ctr. Oblig. Group), Ser. F, 5.75%, 7/15/43 B   500,000 487,921
(Intl. Charter School), 5.00%, 4/15/33 BBB−   1,000,000 1,001,550
MA State Port Auth. Rev. Bonds, Ser. B, 4.00%, 7/1/46 Aa2   2,500,000 2,346,408
10,737,701
Michigan (6.1%)
Detroit, G.O. Bonds, (Fin. Recvy.), Ser. B-1, 4.00%, 4/1/44 BB/P   1,700,000 1,294,449
Detroit, City School Dist. G.O. Bonds, Ser. A, AGM, 6.00%, 5/1/29 Aa1   750,000 797,635
Great Lakes, Wtr. Auth. Sewage Disp. Syst. Rev. Bonds, Ser. C        
5.25%, 7/1/53 Aa3   1,700,000 1,855,675
5.25%, 7/1/48 Aa3   1,375,000 1,518,475
Kentwood, Economic Dev. Corp. Rev. Bonds, (Holland Home Oblig. Group), 5.00%, 11/15/37 BBB−/F   1,750,000 1,698,055
MI State Fin. Auth. Rev. Bonds, (Trinity Hlth. Corp.), Ser. A, 4.00%, 12/1/49 Aa3   3,845,000 3,527,575
MI State Fin. Auth. Ltd. Oblig. Rev. Bonds, (Lawrence Tech. U.), 4.00%, 2/1/42 BBB−   745,000 600,978
MI State Hsg. Dev. Auth. Rev. Bonds, Ser. A, 2.73%, 10/1/59 AA+   1,500,000 909,434
Pontiac City, G.O. Bonds, (Pontiac School Dist.)        
Q-SBLF 4.00%, 5/1/45 T Aa1   4,424,000 4,266,944
Q-SBLF 4.00%, 5/1/50 T Aa1   4,977,000 4,691,517
21,160,737
Minnesota (0.7%)
Minnetonka, Hsg. Fac. VRDN, (Beacon Hill, Inc.), FNMA Coll., 3.74%, 5/15/34 VMIG 1   575,000 575,000
Ramsey, Charter School Rev. Bonds, (PACT Charter School), Ser. A, 5.00%, 6/1/32 BB+   2,000,000 2,007,925
2,582,925
Missouri (7.3%)
Kansas City, Indl. Dev. Auth. Arpt. Special Oblig. Rev. Bonds        
(Kansas City, Intl. Arpt.), AGM, 5.00%, 3/1/57 AA   8,980,000 9,100,594
5.00%, 3/1/46 A2   3,150,000 3,191,841
5.00%, 3/1/35 A2   5,925,000 6,228,435
MI State Hlth. & Edl. Fac. Rev. Bonds, (U. of Hlth. Sciences & Pharmacy in St. Louis)        
4.00%, 5/1/43 BBB−   1,150,000 905,476
4.00%, 5/1/38 BBB−   1,750,000 1,483,733
4.00%, 5/1/34 BBB−   1,085,000 984,132
MI State Hlth. & Edl. Fac. 144A Rev. Bonds, (U. of Hlth. Sciences & Pharmacy in St. Louis), 4.00%, 5/1/45 BBB−   1,950,000 1,496,092
St. Louis, Muni. Fin. Corp. Rev. Bonds, AGM, 5.00%, 10/1/45 AA   2,000,000 2,079,452
25,469,755


Municipal Opportunities Trust 25


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Nevada (2.5%)
Las Vegas, Special Assmt. Bonds, (Special Impt. Dist. No. 816), 3.00%, 6/1/41 BB−/P   $1,760,000 $1,246,435
Sparks, Tourism Impt. Dist. No. 1 144A Rev. Bonds, Ser. A, 2.75%, 6/15/28 Baa2   945,000 900,561
Washoe Cnty., Wtr. Fac.        
Mandatory Put Bonds (10/1/29), (Sierra Pacific Pwr. Co,), Ser. F-REMK, 4.125%, 3/1/36 A2   4,850,000 4,855,624
Mandatory Put Bonds (10/1/29), (Sierra Pacific Pwr. Co,) Ser. C-REMK, 4.125%, 3/1/36 A2   1,500,000 1,501,739
8,504,359
New Hampshire (3.0%)
National Fin. Auth. Rev. Bonds        
(Caritas Acquisitions VII, LLC), Ser. A, 4.50%, 8/15/55 BBB/P   2,540,000 2,119,745
(Caritas Acquisitions VII, LLC), Ser. A, 4.25%, 8/15/46 BBB/P   1,210,000 1,010,163
(Caritas Acquisitions VII, LLC), Ser. A, 4.125%, 8/15/40 BBB/P   1,070,000 930,729
(NH Bus. Fin. Auth.), Ser. 23-2, 3.875%, 1/20/38 BBB   1,785,128 1,624,675
National Fin. Auth. Hosp. Rev. Bonds, (St. Luke’s Hosp. Oblig. Group)        
4.00%, 8/15/40 A3   1,040,000 991,174
4.00%, 8/15/37 A3   850,000 824,671
NH State Hlth. & Ed. Fac. Auth. Rev. Bonds        
(Elliot Hosp.), 5.00%, 10/1/38 A3   500,000 507,775
(Southern NH Med. Ctr.), 5.00%, 10/1/37 A−   2,500,000 2,534,301
10,543,233
New Jersey (0.5%)
Passaic Cnty., Impt. Auth. Rev. Bonds, (Paterson Arts & Science Charter School), 5.50%, 7/1/58 BBB−   550,000 554,407
South Jersey, Trans. Auth. Syst. Rev. Bonds, Ser. A, 5.25%, 11/1/52 BBB+   1,000,000 1,046,543
1,600,950
New Mexico (0.7%)
Sante Fe, Retirement Fac. Rev. Bonds        
(El Castillo Retirement Residences), Ser. A, 5.00%, 5/15/44 BB+/F   975,000 899,541
(El Castillo Retirement Res.), 5.00%, 5/15/42 BB+/F   1,460,000 1,369,185
2,268,726
New York (17.1%)
Metro. Trans. Auth. Rev. Bonds        
Ser. A, 5.50%, 11/15/47 A3   6,000,000 6,627,211
Ser. A, 5.25%, 11/15/49 A3   2,000,000 2,147,463
(Green Bond), Ser. C-1, 5.00%, 11/15/50 A3   1,500,000 1,549,648
Ser. C-1, 4.00%, 11/15/35 A3   1,000,000 1,002,840
NY City, Hsg. Dev. Corp. Multi-Fam. Hsg. Rev. Bonds        
Ser. I-1, 2.80%, 11/1/60 AA+   2,000,000 1,241,083
(Sustainability Bonds), Ser. I-1, FHA Insd., 2.55%, 11/1/45 AA+   2,025,000 1,389,241


26 Municipal Opportunities Trust


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
New York cont.
NY City, Transitional Fin. Auth. Rev. Bonds        
(Future Tax Secd.), Ser. E-1, 3.00%, 2/1/51 AAA   $4,125,000 $3,016,373
Ser. B-1, 3.00%, 8/1/48 AAA   5,875,000 4,414,613
NY Counties, Tobacco Trust VI Rev. Bonds, Ser. A-2B, 5.00%, 6/1/45 BB+   1,000,000 933,283
NY State Dorm. Auth. Personal Income Tax Ser. A, 5.00%, 3/15/46 AA+   5,500,000 5,864,870
NY State Liberty Dev. Corp. Rev. Bonds        
Ser. A, BAM, 3.00%, 11/15/51 AA   3,500,000 2,579,843
(Port Auth. of NY & NJ), Ser. 1WTC, 2.75%, 2/15/44 AA−   2,335,000 1,701,161
NY State Liberty Dev. Corp. 144A Rev. Bonds, (3 World Trade Ctr., LLC), Class 1-3, 5.00%, 11/15/44 BB−/P   2,000,000 1,982,220
NY State Thruway Auth. Personal Income Tax Ser. C, 5.00%, 3/15/54 AA+   5,500,000 5,794,651
NY State Trans. Special Fac. Dev. Corp. Rev. Bonds        
(JFK New Terminal One, LLC), 6.00%, 6/30/54 Baa3   2,400,000 2,631,606
(Laguardia Arpt. Term. B Redev. Program), Ser. A, 5.00%, 7/1/46 Baa2   500,000 487,668
(Delta Air Lines, Inc.), 5.00%, 10/1/40 Baa3   2,000,000 2,066,352
NY State Urban Dev. Corp. Rev. Bonds, (Bidding Group 4), Ser. A, 3.00%, 3/15/50 AA+   1,060,000 777,230
Oneida Indian Nation 144A (Oneida Indian Nation of NY), Ser. B, 6.00%, 9/1/43 BBB−/F   475,000 502,412
Port Auth. of NY & NJ Rev. Bonds, Ser. 207, 5.00%, 9/15/29 Aa3   2,925,000 3,054,445
Port Auth. of NY & NJ Rev. Bonds Ser. 218, 5.00%, 11/1/49 T Aa3   2,980,000 3,021,138
Suffolk, Regl. Off-Track Betting Corp. Rev. Bonds, 6.00%, 12/1/53 BB−/P   2,270,000 2,294,325
Triborough Bridge & Tunnel Auth. Sales Tax Rev. Bonds, 5.25%, 5/15/57 AA+   4,400,000 4,727,679
59,807,355
North Carolina (1.2%)
NC State Cap. Fac. Fin. Agcy. Edl. Fac. Rev. Bonds, (High Point U.), 4.00%, 5/1/34 A−   900,000 909,617
NC State Med. Care Comm. Hlth. Care Fac. Rev. Bonds, (Lutheran Svcs. for the Aging, Inc. Oblig. Group), 4.00%, 3/1/51 BB/P   2,250,000 1,655,775
NC State Med. Care Comm. Retirement Fac. (United Methodist Retirement Homes, Inc. (The))        
5.00%, 10/1/49 BBB/F   500,000 508,652
5.00%, 10/1/44 BBB/F   505,000 520,428
NC State Med. Care Comm. Retirement Fac. Rev. Bonds, (Maryfield, Inc. Oblig. Group), 5.00%, 10/1/45 BB/P   500,000 444,549
4,039,021
Ohio (5.3%)
Buckeye, Tobacco Settlement Fin. Auth. Rev. Bonds        
Ser. B-2, Class 2, 5.00%, 6/1/55 BB/P   5,265,000 4,773,363
Ser. A-2, Class 1, 3.00%, 6/1/48 BBB+   3,560,000 2,605,704
Cleveland-Cuyahoga Cnty., Port Auth. Cultural Fac. Rev. Bonds, (Playhouse Square Foundation), 5.50%, 12/1/53 BB+   500,000 500,575


Municipal Opportunities Trust 27


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Ohio cont.
Montgomery Cnty., Hosp. Rev. Bonds, (Kettering Hlth. Network), 4.00%, 8/1/47 A+   $3,000,000 $2,707,472
OH State Higher Edl. Fac. Comm. Rev. Bonds        
(Ashtabula Cnty. Med. Ctr.), 5.25%, 1/1/47 BBB+/F   2,750,000 2,759,459
(Kenyon College 2020), 4.00%, 7/1/44 A2   3,555,000 3,421,247
Scioto Cnty., Hosp. Rev. Bonds, (Southern OH Med. Ctr.)        
5.00%, 2/15/33 Baa1   605,000 612,008
5.00%, 2/15/32 Baa1   745,000 754,758
Southeastern OH Port Auth. Hosp. Fac. Rev. Bonds, (Memorial Hlth. Syst. Oblig. Group), 5.50%, 12/1/43 B+/F   120,000 110,773
18,245,359
Oregon (0.9%)
Clackamas Cnty., Hosp. Fac. Auth. Rev. Bonds, (Rose Villa, Inc.), Ser. A, 5.25%, 11/15/50 BB/P   1,000,000 918,359
Multnomah Cnty., Hosp. Fac. Auth. Rev. Bonds, (Terwilliger Plaza, Inc.), 5.00%, 12/1/36 BB+/F   650,000 627,027
Salem, Hosp. Fac. Auth. Rev. Bonds, (Salem Hlth.), Ser. A, 5.00%, 5/15/33 A+   1,500,000 1,541,142
3,086,528
Other (1.8%)
Federal Home Loan Mortgage Corporation Structured Pass-through certificates, Ser. ML-21, 4.618%, 8/25/41 AA+   3,799,301 3,698,347
Federal Home Loan Mortgage Corporation Multifamily ML certificates, Ser. ML-19, Class A, 3.959%, 12/25/36 AA+   2,684,616 2,512,477
6,210,824
Pennsylvania (7.2%)
Allegheny Cnty., Arpt. Auth. Rev. Bonds, Ser. A        
AGM, 5.50%, 1/1/48 AA   5,000,000 5,403,388
5.00%, 1/1/34 AA   3,480,000 3,735,778
AGM, 4.00%, 1/1/46 AA   750,000 714,590
Bucks Cnty., Wtr. & Swr. Auth. Rev. Bonds, Ser. A, AGM, 5.25%, 12/1/47 AA   2,175,000 2,344,345
Cumberland Cnty., Muni. Auth. Rev. Bonds, (Diakon Lutheran Social Ministries)        
5.00%, 1/1/32 BBB+/F   200,000 201,957
5.00%, 1/1/31 BBB+/F   1,000,000 1,010,746
Lancaster Cnty., Hosp. & Hlth. Ctr. Auth. Rev. Bonds        
(Masonic Villages of the Grand Lodge of PA), 5.125%, 11/1/38 A   2,000,000 2,052,982
(St. Anne’s Retirement Cmnty.), 5.00%, 3/1/50 BB/F   500,000 397,756
(St. Anne’s Retirement Cmnty.), 5.00%, 3/1/40 BB/F   500,000 430,927
Lancaster Cnty., Hosp. Auth. Hlth. Care Fac. Rev. Bonds, (Moravian Manors, Inc.), Ser. A, 5.00%, 6/15/44 BB+/F   1,000,000 876,585
Montgomery Cnty., Indl. Dev. Auth. Rev. Bonds, (Pub. School of Germantown (The)), 4.00%, 10/1/36 BBB+   450,000 419,208
PA State Econ. Dev. Fin. Auth. Rev. Bonds, (PennDOT Major Bridges), AGM, 5.75%, 12/31/62 AA   1,350,000 1,491,284


28 Municipal Opportunities Trust


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Pennsylvania cont.
PA State Tpk. Comm. Rev. Bonds, 4.90%, 12/1/44 A1   $4,385,000 $4,466,836
Philadelphia, Auth. For Indl. Dev. Multi-Fam. 144A (University Sq. Apt.), 5.25%, 12/1/47 BBB−/P   1,400,000 1,301,648
24,848,030
Puerto Rico (1.7%)
Cmnwlth. of PR, G.O. Bonds, Ser. A-1        
4.00%, 7/1/41 BB/P   5,000,000 4,651,986
4.00%, 7/1/37 BB/P   1,250,000 1,197,965
5,849,951
Rhode Island (0.8%)
Tobacco Settlement Fin. Corp. Rev. Bonds, Ser. B, 5.00%, 6/1/50 BBB−/P   2,750,000 2,755,669
2,755,669
South Dakota (1.0%)
Lincoln Cnty., Econ. Dev. Rev. Bonds        
(Augustana College Assoc. (The)), 4.00%, 8/1/61 BBB−   2,355,000 1,793,949
(Augustana College Assn. (The)), 4.00%, 8/1/51 BBB−   2,000,000 1,602,155
3,396,104
Tennessee (1.8%)
Knox Cnty., Hlth. Ed. & Hsg. Fac. Board Student Hsg. Rev. Bonds, (Provident Group — UTK Properties, LLC), Ser. A-1, BAM, 5.00%, 7/1/64 AA   3,415,000 3,520,520
Metro. Govt. Nashville & Davidson Cnty., Hlth. & Edl. Fac. Board Rev. Bonds, (Blakeford at Green Hills), Ser. A, 4.00%, 11/1/55 BBB−/F   2,250,000 1,573,010
Metro. Nashville, Arpt. Auth. Rev. Bonds, Ser. B, 5.50%, 7/1/42 A1   1,125,000 1,231,482
6,325,012
Texas (9.9%)
Arlington, Higher Ed. Fin. Corp. Rev. Bonds, (Uplift Ed.), Ser. A, 5.00%, 12/1/36 BBB−   500,000 504,087
Austin-Bergstrom Landhost Enterprises, Inc. Rev. Bonds        
5.00%, 10/1/35 A   1,045,000 1,067,582
5.00%, 10/1/34 A   530,000 542,387
Clifton, Higher Ed. Fin. Corp. Ed. (Intl. Leadership of TX, Inc.), PSFG        
4.25%, 8/15/53 Aaa   4,800,000 4,644,741
4.125%, 8/15/49 Aaa   1,250,000 1,206,944
Clifton, Higher Ed. Fin. Corp. Ed. Rev. Bonds        
(Intl. Leadership), Ser. D, 6.125%, 8/15/48 Baa3   1,150,000 1,169,109
(IDEA Pub. Schools), 5.00%, 8/15/28 A−   300,000 307,935
(YES Prep Pub. Schools, Inc.), PSFG, 4.25%, 4/1/48 Aaa   2,000,000 1,942,134
(IDEA Pub. Schools), Ser. T, PSFG, 4.00%, 8/15/37 AAA   1,000,000 1,010,988
Harris Cnty., Cultural Ed. Fac. Fin. Corp. Rev. Bonds        
(YMCA of the Greater Houston Area), Ser. A, 5.00%, 6/1/38 Ba1   1,500,000 1,344,190
(Brazos Presbyterian Homes, Inc.), 5.00%, 1/1/37 BB+/F   1,000,000 926,316
(YMCA of the Greater Houston Area), Ser. A, 5.00%, 6/1/33 Ba1   800,000 766,707


Municipal Opportunities Trust 29


MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Texas cont.
Love Field, Gen. Arpt. Modernization Corp. Rev. Bonds, 5.00%, 11/1/35 A1   $1,000,000 $1,013,970
Matagorda Cnty., Poll. Control Rev. Bonds, (Dist. No. 1), Ser. A, AMBAC, 4.40%, 5/1/30 BBB+   1,500,000 1,511,890
New Hope, Cultural Ed. Fac. Fin. Corp. Rev. Bonds        
(TX Woman’s U. CHF-Collegiate Hsg. Dining), Ser. B-1, AGM, 4.125%, 7/1/53 AA   1,000,000 886,588
(Woman’s U.-Collegiate Hsg. Denton, LLC), Ser. A-1, AGM, 4.125%, 7/1/53 AA   1,000,000 887,429
North TX, Tollway Auth. Rev. Bonds, (1st Tier), Ser. I, 6.50%, 1/1/43 (Prerefunded 1/1/25) Aa3   2,000,000 2,037,232
Seguin, Indpt. School Dist. G.O. Bonds, Ser. A, PSFG, 4.00%, 2/15/54 Aaa   3,250,000 3,061,741
Tarrant Cnty., Cultural Ed. Fin. Corp. Retirement Fac. Rev. Bonds, (Buckner Retirement Svcs.), Ser. B, 5.00%, 11/15/40 A/F   2,000,000 1,960,462
TX State Pub. Fin. Auth. Rev. Bonds, (TX Southern U.), BAM        
5.25%, 5/1/42 AA   400,000 421,937
5.25%, 5/1/41 AA   400,000 423,260
5.25%, 5/1/40 AA   400,000 424,755
TX State Trans. Comm. Rev. Bonds, (Central TX Tpk. Syst.), Ser. A, 3.00%, 8/15/40 A   2,825,000 2,380,167
TX Wtr. Dev. Board State Wtr. Implementation Rev. Bonds, Ser. A, 4.875%, 10/15/48 AAA   3,000,000 3,156,474
Uptown Dev. Auth. Tax Alloc. Bonds, (City of Houston Reinvestment Zone No. 16)        
3.00%, 9/1/40 Baa2   750,000 563,070
3.00%, 9/1/39 Baa2   725,000 554,751
34,716,846
Utah (1.2%)
Infrastructure Agcy. Telecomm. Rev. Bonds        
6.00%, 10/15/47 BBB−/F   1,650,000 1,766,133
5.00%, 10/15/37 BBB−/F   1,200,000 1,214,919
Mida Mountain Village Pub. Infrastructure Dist. 144A Special Assmt. Bonds, (Mountain Village Assmt. Area No. 2), 4.00%, 8/1/50 B/P   1,625,000 1,331,494
4,312,546
Virginia (1.2%)
VA State Small Bus. Fin. Auth. Rev. Bonds        
(95 Express Lanes, LLC), 4.00%, 1/1/48 BBB   3,000,000 2,646,905
(Elizabeth River Crossings OpCo, LLC), 4.00%, 1/1/40 BBB   750,000 717,968
(Elizabeth River Crossings OpCo, LLC), 4.00%, 1/1/36 BBB   630,000 633,088
3,997,961
Washington (5.0%)
Grays Harbor Cnty., Pub. Hosp. Dist. No. 1 Rev. Bonds, 6.875%, 12/1/49 BB+   4,000,000 4,104,868
King Cnty., Public Hosp. Dist. No. 1 G.O. Bonds, (Valley Med. Ctr.), 5.00%, 12/1/38 A2   2,365,000 2,442,822


30 Municipal Opportunities Trust



MUNICIPAL BONDS AND NOTES (140.7%)* cont. Rating** Principal amount Value
Washington cont.
Port of Seattle Rev. Bonds, Ser. B, 5.00%, 8/1/40 AA−   $1,000,000 $1,049,759
WA State Hsg. Fin. Comm. Rev. Bonds        
(Eastside Retirement Assn.), Ser. A, 5.00%, 7/1/43 A−/F   2,030,000 2,084,621
(Social Certif.), Ser. A-1, 3.50%, 12/20/35 BBB+   2,587,799 2,354,383
Ser. 1, Class A, 3.375%, 4/20/37 BBB   2,591,559 2,278,807
WA State Hsg. Fin. Comm. Nonprofit 144A Rev. Bonds, (Seattle Academy of Arts & Sciences), 6.25%, 7/1/59 BBB   2,750,000 2,986,061
17,301,321
Wisconsin (7.5%)
Pub. Fin. Auth. Arpt. Fac. Rev. Bonds, (Sr. Oblig. Group), 5.25%, 7/1/28 BBB+   275,000 275,126
Pub. Fin. Auth. Conference Ctr. & Hotel Rev. Bonds, (U. of NC Charlotte Foundation), Ser. A        
4.00%, 9/1/56 BB+/P   1,000,000 699,402
4.00%, 9/1/51 BB+/P   750,000 542,315
Pub. Fin. Auth. Ed. 144A Rev. Bonds, (North Carolina Leadership Academy), 5.00%, 6/15/49 BB+/P   1,580,000 1,448,912
Pub. Fin. Auth. Multi-Fam Affordable Hsg. 144A Rev. Bonds, (Dominium Holdings I, LLC), Ser. 1, Class B-1, 6.81%, 4/28/36 BBB−/P   1,750,000 1,752,184
Pub. Fin. Auth. Multi-Fam. Hsg. 144A (Promenade Apt.), 6.25%, 2/1/39 BB−/P   1,000,000 1,018,894
Pub. Fin. Auth. Pooled Charter School Certif. Rev. Bonds, Ser. 23-1, Class A, 5.75%, 7/1/62 Aa3   2,750,000 2,954,848
Pub. Fin. Auth. Student Hsg. Fac. Rev. Bonds, (Appalachian State U.), Ser. A, AGM        
4.00%, 7/1/50 AA   700,000 617,985
4.00%, 7/1/45 AA   600,000 546,963
4.00%, 7/1/40 AA   500,000 474,922
4.00%, 7/1/38 AA   435,000 426,509
4.00%, 7/1/36 AA   340,000 340,120
4.00%, 7/1/34 AA   300,000 301,714
Pub. Fin. Auth. Student Hsg. Fac. 144A Rev. Bonds, (CHF-Manoa, LLC), Ser. A, 5.75%, 7/1/63 BBB−   1,000,000 1,045,362
WI Pub. Fin. Auth. Hotel Rev. Bonds        
(Grand Hyatt), 5.00%, 2/1/62 BBB−   700,000 669,947
(Grand Hyatt Sanitary), 5.00%, 2/1/52 BBB−   1,000,000 980,430
WI State Hlth. & Edl. Fac. Auth. Rev. Bonds        
(Hmong American Peace Academy, Ltd.), 5.00%, 3/15/50 BBB   1,000,000 965,965
(Froedtert Health, Inc.), Ser. A, 4.00%, 4/1/41 AA   4,865,000 4,712,361
(Froedtert Health, Inc.), Ser. A, 4.00%, 4/1/37 AA   3,000,000 3,031,121
(Advocate Aurora Hlth. Oblig. Group), Ser. A, 4.00%, 8/15/35 AA   3,000,000 3,018,037
WI State Pub. Fin. Auth Sr. Living 144A Rev. Bonds, (Mary’s Woods at Marylhurst), Ser. A, 5.25%, 5/15/37 BB/F   250,000 247,207
26,070,324
Total municipal bonds and notes (cost $497,126,341) $488,238,799


Municipal Opportunities Trust 31



SHORT-TERM INVESTMENTS (0.2%)* Principal amount/
shares		 Value
Putnam Short Term Investment Fund Class P 5.48% L Shares 121,674 $121,674
U.S. Treasury Bills 5.382%, 7/23/24 # $500,000 493,942
Total short-term investments (cost $615,651) $615,616

TOTAL INVESTMENTS
Total investments (cost $497,741,992) $488,854,415
Notes to the fund’s portfolio
Unless noted otherwise, the notes to the fund’s portfolio are for the close of the fund’s reporting period, which ran from May 1, 2023 through April 30, 2024 (the reporting period). Within the following notes to the portfolio, references to “Putnam Management” represent Putnam Investment Management, LLC, the fund’s manager, an indirect wholly-owned subsidiary of Franklin Resources, Inc., and references to “ASC 820” represent Accounting Standards Codification 820 Fair Value Measurements and Disclosures.
* Percentages indicated are based on net assets of $346,948,990.
** The Moody’s, Standard & Poor’s or Fitch ratings indicated are believed to be the most recent ratings available at the close of the reporting period for the securities listed. Ratings are generally ascribed to securities at the time of issuance. While the agencies may from time to time revise such ratings, they undertake no obligation to do so, and the ratings do not necessarily represent what the agencies would ascribe to these securities at the close of the reporting period. Securities rated by Fitch are indicated by “/F.” Securities rated by Putnam are indicated by “/P.” The Putnam rating categories are comparable to the Standard & Poor’s classifications. If a security is insured, it will usually be rated by the ratings organizations based on the financial strength of the insurer. Ratings are not covered by the Report of Independent Registered Public Accounting Firm. For further details regarding security ratings, please see the Statement of Additional Information.
†† The interest rate and date shown parenthetically represent the new interest rate to be paid and the date the fund will begin accruing interest at this rate.
# This security, in part or in entirety, was pledged and segregated with the broker to cover margin requirements for futures contracts at the close of the reporting period. Collateral at period end totaled $405,904 and is included in Investments in securities on the Statement of assets and liabilities (Notes 1 and 9).
L Affiliated company (Note 6). The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.
T Underlying security in a tender option bond transaction. This security has been segregated as collateral for financing transactions.
Unless otherwise noted, the rates quoted in Short-term investments security descriptions represent the weighted average yield to maturity.
144A after the name of an issuer represents securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.
On Mandatory Put Bonds, the rates shown are the current interest rates at the close of the reporting period and the dates shown represent the next mandatory put dates. Rates are set by remarketing agents and may take into consideration market supply and demand, credit quality and the current Securities Industry and Financial Markets Association (SIFMA) Municipal Swap Index, Intercontinental Exchange (ICE) London Interbank Offered Rate (LIBOR) USD 1 Month, ICE LIBOR USD 3 Month, US Secured Overnight Financing Rate (SOFR), Chicago Mercantile Exchange (CME) Term SOFR 3 Month or CME Term SOFR 6 Month rates, which were 3.77%, 5.43%, 5.59%, 5.34%, 5.33%, and 5.31%, respectively, as of the close of the reporting period.
The dates shown parenthetically on prerefunded bonds represent the next prerefunding dates.
The dates shown on debt obligations are the original maturity dates.


32 Municipal Opportunities Trust



The fund had the following sector concentrations greater than 10% at the close of the reporting period (as a percentage of net assets):
Transportation 29.9%
Health care 25.1
Education 22.4
State debt 12.2
Housing 11.0

FUTURES CONTRACTS OUTSTANDING at 4/30/24
Number of
contracts		 Notional
amount		 Value Expiration
date		 Unrealized
appreciation
U.S. Treasury Bond Ultra 30 yr (Short) 62 $7,412,875 $7,412,875 Jun-24 $259,529
Unrealized appreciation 259,529
Unrealized (depreciation) —
Total $259,529

ASC 820 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of the fund’s investments. The three levels are defined as follows:

Level 1: Valuations based on quoted prices for identical securities in active markets.

Level 2: Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3: Valuations based on inputs that are unobservable and significant to the fair value measurement.

The following is a summary of the inputs used to value the fund’s net assets as of the close of the reporting period:


Valuation inputs
Investments in securities: Level 1 Level 2 Level 3
Municipal bonds and notes $— $488,238,799 $—
Short-term investments — 615,616 —
Totals by level $— $488,854,415 $—
Valuation inputs
Other financial instruments: Level 1 Level 2 Level 3
Futures contracts $259,529 $— $—
Totals by level $259,529 $— $—


The accompanying notes are an integral part of these financial statements.


Municipal Opportunities Trust 33


Statement of assets and liabilities 4/30/24

ASSETS   
Investment in securities, at value (Note 1):   
Unaffiliated issuers (identified cost $497,620,318)  $488,732,741 
Affiliated issuers (identified cost $121,674) (Note 6)  121,674 
Interest and other receivables  6,531,205 
Receivable for investments sold  2,582,041 
Receivable for variation margin on futures contracts (Note 1)  63,938 
Prepaid assets  20,964 
Total assets  498,052,563 
 
LIABILITIES   
Payable to custodian  94,274 
Payable for investments purchased  2,407,194 
Payable for shares of the fund repurchased  297,047 
Payable for compensation of Manager (Note 2)  486,742 
Payable for custodian fees (Note 2)  7,326 
Payable for investor servicing fees (Note 2)  29,756 
Payable for Trustee compensation and expenses (Note 2)  141,946 
Payable for administrative services (Note 2)  1,063 
Payable for floating rate notes issued (Note 1)  7,581,115 
Preferred share remarketing agent fees  37,571 
Distributions payable to shareholders  1,093,684 
Distributions payable to preferred shareholders (Note 1)  88,405 
Other accrued expenses  112,450 
Total liabilities  12,378,573 
Series B remarketed preferred shares : (2,876 shares authorized and issued at $25,000 per   
share) (Note 4)  71,900,000 
Series C remarketed preferred shares: (2,673 shares authorized and issued at $25,000 per   
share) (Note 4)  66,825,000 
Net assets  $346,948,990 
 
REPRESENTED BY   
Paid-in capital — common shares (Unlimited shares authorized) (Notes 1 and 5)  $377,969,834 
Total distributable earnings (Note 1)  (31,020,844) 
Total — Representing net assets applicable to common shares outstanding  $346,948,990 
 
COMPUTATION OF NET ASSET VALUE   
Net asset value per common share ($346,948,990 divided by 31,059,691 shares)  $11.17 

 

The accompanying notes are an integral part of these financial statements.

34 Municipal Opportunities Trust 

 

 

Statement of operations Year ended 4/30/24

INVESTMENT INCOME   
Interest (including interest income of $386,288 from investments in affiliated issuers) (Note 6)  $21,707,266 
Total investment income  21,707,266 
 
EXPENSES   
Compensation of Manager (Note 2)  2,737,148 
Investor servicing fees (Note 2)  179,375 
Custodian fees (Note 2)  15,997 
Trustee compensation and expenses (Note 2)  17,921 
Administrative services (Note 2)  10,611 
Preferred share remarketing agent fees  211,556 
Interest and fees expense (Note 1)  635,575 
Other  416,488 
Fees waived and reimbursed by Manager (Note 2)  (764,376) 
Total expenses  3,460,295 
Expense reduction (Note 2)  (8,885) 
Net expenses  3,451,410 
 
Net investment income  18,255,856 
 
REALIZED AND UNREALIZED GAIN (LOSS)   
Net realized gain (loss) on:   
Securities from unaffiliated issuers (Notes 1 and 3)  (6,996,274) 
Futures contracts (Note 1)  44,093 
Total net realized loss  (6,952,181) 
Change in net unrealized appreciation on:   
Securities from unaffiliated issuers  7,434,901 
Futures contracts  259,529 
Total change in net unrealized appreciation  7,694,430 
 
Net gain on investments  742,249 
 
Net increase in net assets resulting from operations  18,998,105 
 
Distributions to Series B and C remarketed preferred shareholders (Note 1):   
From ordinary income   
Taxable net investment income  (79,824) 
From tax exempt net investment income  (8,290,756) 
Net increase in net assets resulting from operations (applicable to common shareholders)  $10,627,525 

 

The accompanying notes are an integral part of these financial statements.

Municipal Opportunities Trust 35 

 

 

Statement of changes in net assets

DECREASE IN NET ASSETS  Year ended 4/30/24  Year ended 4/30/23 
Operations     
Net investment income  $18,255,856  $16,794,269 
Net realized loss on investments  (6,952,181)  (10,477,251) 
Change in net unrealized appreciation of investments  7,694,430  4,383,544 
Net increase in net assets resulting from operations  18,998,105  10,700,562 
 
Distributions to Series B and C remarketed preferred shareholders (Note 1):   
From ordinary income     
Taxable net investment income  (79,824)  (35,445) 
From tax exempt net investment income  (8,290,756)  (5,239,716) 
Net increase in net assets resulting from operations     
(applicable to common shareholders)  10,627,525  5,425,401 
 
Distributions to common shareholders (note 1):     
From ordinary income     
Taxable net investment income  (382,899)  (149,637) 
From tax exempt net investment income  (8,915,496)  (17,994,454) 
From return of capital  (4,335,030)  (2,892,507) 
Increase from issuance of common shares in connection     
with reinvestment of distributions  —  687,705 
Decrease from shares repurchased (Note 5)  (27,461,339)  (2,492,247) 
Total decrease in net assets  (30,467,239)  (17,415,739) 
 
NET ASSETS     
Beginning of year  377,416,229  394,831,968 
End of year  $346,948,990  $377,416,229 
 
NUMBER OF FUND SHARES     
Common shares outstanding at beginning of year  33,778,634  33,959,190 
Shares issued in connection with reinvestment     
of distributions  —  61,854 
Shares repurchased (Note 5)  (2,718,943)  (242,410) 
Common shares outstanding at end of year  31,059,691  33,778,634 
 
Series B Remarketed preferred shares outstanding at     
beginning of year  2,876  2,876 
 
Series C Remarketed preferred shares outstanding at     
beginning of year  2,673  2,673 

 

The accompanying notes are an integral part of these financial statements.

36 Municipal Opportunities Trust 

 

 

Financial highlights
(For a common share outstanding throughout the period)

PER-SHARE OPERATING PERFORMANCE           
      Year ended     
  4/30/24  4/30/23  4/30/22  4/30/21  4/30/20 
Net asset value, beginning of period           
(common shares)  $11.17  $11.63  $13.95  $12.49  $13.26 
Investment operations:           
Net investment incomea  .56  .49  .45  .48  .54 
Net realized and unrealized           
gain (loss) on investments  .03  (.18)  (2.13)  1.76  (.56) 
Total from investment operations  .59  .31  (1.68)  2.24  (.02) 
Distributions to preferred shareholders:           
From net investment income  (.26)  (.16)  (.01)  (.01)  (.07) 
From capital gains  —  —  —f  —  (.05) 
Total from investment operations           
(applicable to common shareholders)  .33  .15  (1.69)  2.23  (.14) 
Distributions to common shareholders:           
From net investment income  (.29)  (.53)  (.40)  (.66)  (.28) 
From capital gains  —  —  (.23)  (.11)  (.36) 
From return of capital  (.13)  (.09)  —  —  — 
Total distributions  (.42)  (.62)  (.63)  (.77)  (.64) 
Increase from shares repurchased  .09  .01  —f  —  .01 
Net asset value, end of period           
(common shares)  $11.17  $11.17  $11.63  $13.95  $12.49 
Market price, end of period           
(common shares)  $9.72  $10.29  $10.69  $13.72  $11.63 
Total return at market price (%)           
(common shares)b  (1.46)  1.83  (18.22)  24.88  (0.19) 
Total return at net asset value (%)           
(common shares)b  3.90  1.56  (12.60)  18.13  (1.22) 
 
RATIOS AND SUPPLEMENTAL DATA           
Net assets, end of period           
(common shares)(in thousands)  $346,949  $377,416  $394,832  $475,965  $426,109 
Ratio of expenses to average           
net assets (including interest           
expense) (%)c,d,e  .96g  1.20g  .99  .97g  1.02g 
Ratio of net investment income           
to average net assets (%)d  2.76  3.02  3.23  3.46  3.51 
Portfolio turnover (%)  51  36  32  22  48 

 

(Continued on next page)

 

Municipal Opportunities Trust 37 

 

 

a Per share net investment income has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment.

c Includes amounts paid through expense offset arrangements, if any (Note 2).

d Ratios reflect net assets available to common shares only; net investment income ratio also reflects reduction for dividend payments to preferred shareholders.

e Includes interest and fee expense associated with borrowings which amounted to the following amounts as a percentage of average net assets:

April 30, 2024  0.18% 
April 30, 2023  0.36 
April 30, 2022  0.09 
April 30, 2021  0.08 
April 30, 2020  0.16 

 

f Amount represents less than $0.01 per share.

g Reflects waiver of certain fund expenses in connection with the fund’s remarketing preferred shares during the period. As a result of such waivers, the expenses of the fund reflect a reduction as a percentage of average net assets for the periods noted below (Note 2):

April 30, 2024  0.21% 
April 30, 2023  0.13 
April 30, 2021  0.03 
April 30, 2020  0.04 

 

The accompanying notes are an integral part of these financial statements.

38 Municipal Opportunities Trust 

 

 

Notes to financial statements 4/30/24

Unless otherwise noted, the “reporting period” represents the period from May 1, 2023 through April 30, 2024. The following table defines commonly used references within the Notes to financial statements:

References to  Represent 
Franklin Templeton  Franklin Resources, Inc. 
PIL  Putnam Investments Limited, an affiliate of Putnam Management 
Putnam Management  Putnam Investment Management, LLC, the fund’s manager, an indirect wholly-owned 
  subsidiary of Franklin Templeton 
SEC  Securities and Exchange Commission 
State Street  State Street Bank and Trust Company 

 

Putnam Municipal Opportunities Trust (the fund) is a Massachusetts business trust, which is registered under the Investment Company Act of 1940, as amended, as a non-diversified closed-end management investment company. The fund is currently operating as a diversified fund. In the future, the fund may operate as a non-diversified fund to the extent permitted by applicable law. Under current law, shareholder approval would be required before the fund could operate as a non-diversified fund. The goal of the fund is to seek as high a level of current income exempt from federal income tax as Putnam Management believes is consistent with the preservation of capital. The fund intends to achieve its objective by investing in a portfolio of investment-grade and some below investment-grade municipal bonds selected by Putnam Management. The fund also uses leverage, primarily by issuing preferred shares in an effort to enhance the returns for the common shareholders. The fund’s shares trade on a stock exchange at market prices, which may be lower than the fund’s net asset value. The fund also uses leverage which involves risk and may increase the volatility of the fund’s net asset value.

The fund’s shares trade on a stock exchange at market prices, which may be lower than the fund’s net asset value.

In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund’s management team expects the risk of material loss to be remote.

The fund has entered into contractual arrangements with an investment adviser, administrator, transfer agent and custodian, who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.

Under the fund’s Agreement and Declaration of Trust, any claims asserted by a shareholder against or on behalf of the fund, including claims against Trustees and Officers, must be brought in courts located within the Commonwealth of Massachusetts.

Note 1: Significant accounting policies

The fund follows the accounting and reporting guidance in Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946, Financial Services – Investment Companies (ASC 946) and applies the specialized accounting and reporting guidance in U.S. Generally Accepted Accounting Principles (U.S. GAAP), including, but not limited to, ASC 946. The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations. Actual results could differ from those estimates. Subsequent events after the Statement of assets and liabilities date through the date that the financial statements were issued have been evaluated in the preparation of the financial statements.

Security valuation Portfolio securities and other investments are valued using policies and procedures adopted by the Board of Trustees. The Trustees have formed a Pricing Committee to oversee the implementation of these procedures and have delegated responsibility for valuing the fund’s assets in accordance with these procedures to Putnam Management. Putnam Management has established an internal Valuation Committee that

Municipal Opportunities Trust 39 

 

 

is responsible for making fair value determinations, evaluating the effectiveness of the pricing policies of the fund and reporting to the Pricing Committee.

Tax-exempt bonds and notes are generally valued on the basis of valuations provided by an independent pricing service approved by the Trustees. Such services use information with respect to transactions in bonds, quotations from bond dealers, market transactions in comparable securities and various relationships between securities in determining value. These securities will generally be categorized as Level 2.

Market quotations are not considered to be readily available for certain debt obligations (including short-term investments with remaining maturities of 60 days or less) and other investments; such investments are valued on the basis of valuations furnished by an independent pricing service approved by the Trustees or dealers selected by Putnam Management. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities (which consider such factors as security prices, yields, maturities and ratings). These securities will generally be categorized as Level 2. Securities quoted in foreign currencies, if any, are translated into U.S. dollars at the current exchange rate.

Investments in open-end investment companies (excluding exchange-traded funds), if any, which can be classified as Level 1 or Level 2 securities, are valued based on their net asset value. The net asset value of such investment companies equals the total value of their assets less their liabilities and divided by the number of their outstanding shares.

To the extent a pricing service or dealer is unable to value a security or provides a valuation that Putnam Management does not believe accurately reflects the security’s fair value, the security will be valued at fair value by Putnam Management, which has been designated as valuation designee pursuant to Rule 2a–5 under the Investment Company Act of 1940, in accordance with policies and procedures approved by the Trustees. Certain investments, including certain restricted and illiquid securities and derivatives, are also valued at fair value following procedures approved by the Trustees. These valuations consider such factors as significant market or specific security events such as interest rate or credit quality changes, various relationships with other securities, discount rates, U.S. Treasury, U.S. swap and credit yields, index levels, convexity exposures, recovery rates, sales and other multiples and resale restrictions. These securities are classified as Level 2 or as Level 3 depending on the priority of the significant inputs.

To assess the continuing appropriateness of fair valuations, the Valuation Committee reviews and affirms the reasonableness of such valuations on a regular basis after considering all relevant information that is reasonably available. Such valuations and procedures are reviewed periodically by the Trustees. The fair value of securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a security in a current sale and does not reflect an actual market price, which may be different by a material amount.

Security transactions and related investment income Security transactions are recorded on the trade date (the date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis.

Interest income, net of any applicable withholding taxes, if any, is recorded on the accrual basis. Amortization and accretion of premiums and discounts on debt securities, if any, is recorded on the accrual basis.

Futures contracts The fund uses futures contracts for hedging treasury term structure risk and for yield curve positioning.

The potential risk to the fund is that the change in value of futures contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments, if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. With futures, there is minimal counterparty credit risk to the fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. Risks may exceed amounts recognized on the Statement of assets and liabilities. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The fund and the broker agree to exchange an amount of cash equal to the daily fluctuation in the value of the futures contract. Such receipts or payments are known as “variation margin.”

40 Municipal Opportunities Trust 

 

 

Futures contracts outstanding at period end, if any, are listed after the fund’s portfolio.

Master agreements The fund is a party to ISDA (International Swaps and Derivatives Association, Inc.) Master Agreements (Master Agreements) with certain counterparties that govern OTC derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the Master Agreements, collateral pledged to the fund is held in a segregated account by the fund’s custodian and, with respect to those amounts which can be sold or repledged, is presented in the fund’s portfolio.

Collateral pledged by the fund is segregated by the fund’s custodian and identified in the fund’s portfolio. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the fund and the applicable counterparty. Collateral requirements are determined based on the fund’s net position with each counterparty.

Termination events applicable to the fund may occur upon a decline in the fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterparties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the fund’s counterparties to elect early termination could impact the fund’s future derivative activity.

At the close of the reporting period, the fund did not have a net liability position on open derivative contracts subject to the Master Agreements.

Tender option bond transactions The fund may participate in transactions whereby a fixed-rate bond is transferred to a tender option bond trust (TOB trust) sponsored by a broker. The TOB trust funds the purchase of the fixed rate bonds by issuing floating-rate bonds to third parties and allowing the fund to retain the residual interest in the TOB trust’s assets and cash flows, which are in the form of inverse floating rate bonds. The inverse floating rate bonds held by the fund give the fund the right to (1) cause the holders of the floating rate bonds to tender their notes at par, and (2) to have the fixed-rate bond held by the TOB trust transferred to the fund, causing the TOB trust to collapse. The fund accounts for the transfer of the fixed-rate bond to the TOB trust as a secured borrowing by including the fixed-rate bond in the fund’s portfolio and including the floating rate bond as a liability in the Statement of assets and liabilities. At the close of the reporting period, the fund’s investments with a value of $13,141,148 were held by the TOB trust and served as collateral for $7,581,115 in floating-rate bonds outstanding. For the reporting period ended, the fund incurred interest expense of $546,593 for these investments based on an average interest rate of 3.46%.

Federal taxes It is the policy of the fund to distribute all of its income within the prescribed time period and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code.

The fund is subject to the provisions of Accounting Standards Codification 740 Income Taxes (ASC 740). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The fund did not have a liability to record for any unrecognized tax benefits in the accompanying financial statements. No provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. Each of the fund’s federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

Under the Regulated Investment Company Modernization Act of 2010, the fund will be permitted to carry forward capital losses incurred for an unlimited period and the carry forwards will retain their character as either short-term or long-term capital losses. At April 30, 2024, the fund had the following capital loss carryovers available, to the extent allowed by the Code, to offset future net capital gain, if any:

  Loss carryover   
Short-term  Long-term  Total 
$10,084,668  $11,312,613  $21,397,281 

 

Municipal Opportunities Trust 41 

 

 

Distributions to shareholders Distributions to common and preferred shareholders from net investment income, if any, are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The fund pays targeted distribution rates to its common shareholders. Distributions are sourced first from tax-exempt and ordinary income. The balance of the distributions, if any, comes next from capital gain and then will constitute a return of capital. A return of capital is not taxable; rather it reduces a shareholder’s tax basis in their shares of the fund. The fund may make return of capital distributions to achieve the targeted distribution rates. Dividends on remarketed preferred shares become payable when, as and if declared by the Trustees. Each dividend period for the remarketed preferred shares is generally a 7 day period. The applicable dividend rate for the remarketed preferred shares on April 30, 2024 was 5.92% for Series B and 5.92% for Series C shares. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and/or permanent differences from dividends payable, from unrealized gains and losses on certain futures contracts and from amortization and accretion. Reclassifications are made to the fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. At the close of the reporting period, the fund reclassified $429,752 to increase accumulated net investment loss and $429,752 to decrease accumulated net realized loss.

During the reporting period, the fund has experienced unsuccessful remarketings of its remarketed preferred shares. As a result, dividends to the remarketed preferred shares have been paid at the “maximum dividend rate,” pursuant to the fund’s by-laws, which, based on the current credit quality of the remarketed preferred shares, equals 110% of the higher of the 30-day “AA” composite commercial paper rate and the taxable equivalent of the short-term municipal bond rate.

Tax cost of investments includes adjustments to net unrealized appreciation (depreciation) which may not necessarily be final tax cost basis adjustments, but closely approximate the tax basis unrealized gains and losses that may be realized and distributed to shareholders. The tax basis components of distributable earnings and the federal tax cost as of the close of the reporting period were as follows:

Unrealized appreciation  $11,306,170 
Unrealized depreciation  (19,747,643) 
Net unrealized depreciation  (8,441,473) 
Capital loss carryforward  (21,397,281) 
Cost for federal income tax purposes  $497,555,417 

 

Determination of net asset value Net asset value of the common shares is determined by dividing the value of all assets of the fund, less all liabilities and the liquidation preference (redemption value of preferred shares, plus accumulated and unpaid dividends) of any outstanding remarketed preferred shares, by the total number of common shares outstanding as of period end.

Note 2: Management fee, administrative services and other transactions

The fund pays Putnam Management for management and investment advisory services quarterly based on the average net assets of the fund, including assets attributable to preferred shares. Such fee is based on the following annual rates based on the average weekly net assets attributable to common and preferred shares.

The lesser of (i) 0.550% of average net assets attributable to common and preferred shares outstanding, or (ii) the following rates:

  of the first $500 million of average    of the next $5 billion of average weekly 
0.650%  weekly net assets,  0.425%  net assets, 
  of the next $500 million of average    of the next $5 billion of average weekly 
0.550%  weekly net assets,  0.405%  net assets, 
  of the next $500 million of average    of the next $5 billion of average weekly 
0.500%  weekly net assets,  0.390%  net assets and 
  of the next $5 billion of average weekly  0.380%  of any excess thereafter. 
0.450%  net assets,     

 

42 Municipal Opportunities Trust 

 

 

For the reporting period, the management fee represented an effective rate (excluding the impact from any expense waivers in effect) of 0.550% of the fund’s average net assets attributable to common and preferred shares outstanding.

If dividends payable on remarketed preferred shares during any dividend payment period plus any expenses attributable to remarketed preferred shares for that period exceed the fund’s gross income attributable to the proceeds of the remarketed preferred shares during that period, then the fee payable to Putnam Management for that period will be reduced by the amount of the excess (but not more than the effective management fees rate under the contract multiplied by the liquidation preference of the remarketed preferred shares outstanding during the period). For the reporting period, Putnam Management reimbursed $764,376 to the fund. Any amount in excess of the fee payable to Putnam Management for a given period will be used to reduce any subsequent fee payable to Putnam Management, as may be necessary. As of April 30, 2024, this excess amounted to $4,649,466.

PIL is authorized by the Trustees to manage a separate portion of the assets of the fund as determined by Putnam Management from time to time. PIL did not manage any portion of the assets of the fund during the reporting period. If Putnam Management were to engage the services of PIL, Putnam Management would pay a quarterly sub-management fee to PIL for its services at an annual rate of 0.20% of the average net assets of the portion of the fund managed by PIL.

On January 1, 2024, a subsidiary of Franklin Templeton acquired Putnam U.S. Holdings I, LLC (“Putnam Holdings”), the parent company of Putnam Management and PIL, in a stock and cash transaction (the “Transaction”). As a result of the Transaction, Putnam Management and PIL became indirect, wholly-owned subsidiaries of Franklin Templeton. The Transaction also resulted in the automatic termination of the investment management contract between the fund and Putnam Management and the sub-management contract for the fund between Putnam Management and PIL that were in place for the fund before the Transaction (together, the “Previous Advisory Contracts”). However, for the period from January 1, 2024 until March 19, 2024, Putnam Management and PIL continued to provide uninterrupted services with respect to the fund pursuant to interim investment management and sub-management contracts (together, the “Interim Advisory Contracts”) that were approved by the Board of Trustees. The terms of the Interim Advisory Contracts were identical to those of the Previous Advisory Contracts, except for the term of the contracts and those provisions required by regulation. On March 19, 2024, new investment management and sub-management contracts were approved by fund shareholders at a shareholder meeting held in connection with the Transaction (together, the “New Advisory Contracts”). The New Advisory Contracts took effect on March 19, 2024 and replaced the Interim Advisory Contracts. The terms of the New Advisory Contracts are substantially similar to those of the Previous Advisory Contracts, and the fee rates payable under the New Advisory Contracts are the same as the fee rates under the Previous Advisory Contracts.

Effective June 1, 2024, under an agreement with Putnam Management, Franklin Templeton Services, LLC, a wholly-owned subsidiary of Franklin Templeton and an affiliate of Putnam Management, will provide certain administrative services to the fund. The fee for those services will be paid by Putnam Management based on the fund’s average daily net assets, and is not an additional expense of the fund.

The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees.

Custodial functions for the fund’s assets are provided by State Street. Custody fees are based on the fund’s asset level, the number of its security holdings and transaction volumes.

Putnam Investor Services, Inc., an affiliate of Putnam Management, provides investor servicing agent functions to the fund. Putnam Investor Services, Inc. was paid a monthly fee for investor servicing at an annual rate of 0.05% of the fund’s average daily net assets. The amounts incurred for investor servicing agent functions during the reporting period are included in Investor servicing fees in the Statement of operations.

The fund has entered into expense offset arrangements with Putnam Investor Services, Inc. and State Street whereby Putnam Investor Services, Inc.’s and State Street’s fees are reduced by credits allowed on cash balances. For the reporting period, the fund’s expenses were reduced by $8,885 under the expense offset arrangements.

Each Independent Trustee of the fund receives an annual Trustee fee, of which $275, as a quarterly retainer, has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees also are reimbursed for expenses they incur relating to their services as Trustees.

Municipal Opportunities Trust 43 

 

 

The fund has adopted a Trustee Fee Deferral Plan (the Deferral Plan) which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable from July 1, 1995 through December 31, 2023. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan.

The fund has adopted an unfunded noncontributory defined benefit pension plan (the Pension Plan) covering all Trustees of the fund who have served as a Trustee for at least five years and were first elected prior to 2004. Benefits under the Pension Plan are equal to 50% of the Trustee’s average annual attendance and retainer fees for the three years ended December 31, 2005. The retirement benefit is payable during a Trustee’s lifetime, beginning the year following retirement, for the number of years of service through December 31, 2006. Pension expense for the fund is included in Trustee compensation and expenses in the Statement of operations. Accrued pension liability is included in Payable for Trustee compensation and expenses in the Statement of assets and liabilities. The Trustees have terminated the Pension Plan with respect to any Trustee first elected after 2003.

Note 3: Purchases and sales of securities

During the reporting period, the cost of purchases and the proceeds from sales, excluding short-term investments, were as follows:

  Cost of purchases  Proceeds from sales 
Investments in securities (Long-term)  $256,532,417  $293,655,816 
U.S. government securities (Long-term)  —  — 
Total  $256,532,417  $293,655,816 

 

The fund may purchase or sell investments from or to other Putnam funds in the ordinary course of business, which can reduce the fund’s transaction costs, at prices determined in accordance with SEC requirements and policies approved by the Trustees. During the reporting period, purchases or sales of long-term securities from or to other Putnam funds, if any, did not represent more than 5% of the fund’s total cost of purchases and/or total proceeds from sales.

Note 4: Preferred Shares

The Series B (2,876) and C (2,673) Remarketed Preferred shares are redeemable at the option of the fund on any dividend payment date at a redemption price of $25,000 per share, plus an amount equal to any dividends accumulated on a daily basis but unpaid through the redemption date (whether or not such dividends have been declared) and, in certain circumstances, a call premium.

It is anticipated that dividends paid to holders of remarketed preferred shares will be considered tax-exempt dividends under the Internal Revenue Code of 1986. To the extent that the fund earns taxable income and capital gains by the conclusion of a fiscal year, it may be required to apportion to the holders of the remarketed preferred shares throughout that year additional dividends as necessary to result in an after-tax equivalent to the applicable dividend rate for the period. Total additional dividends for the reporting period were $29,531.

Under the Investment Company Act of 1940, the fund is required to maintain asset coverage of at least 200% with respect to the remarketed preferred shares. Additionally, the fund’s bylaws impose more stringent asset coverage requirements and restrictions relating to the rating of the remarketed preferred shares by the shares’ rating agencies. Should these requirements not be met, or should dividends accrued on the remarketed preferred shares not be paid, the fund may be restricted in its ability to declare dividends to common shareholders or may be required to redeem certain of the remarketed preferred shares. At year end, no such restrictions have been placed on the fund.

Note 5: Shares repurchased

In September 2023, the Trustees approved the renewal of the repurchase program to allow the fund to repurchase up to 10% of its outstanding common shares over the 365 day period ending September 30, 2024 (based on shares outstanding as of September 30, 2023). Prior to this renewal, the Trustees had approved a repurchase program to allow the fund to repurchase up to 10% of its outstanding common shares over the 365 day period ending September 30, 2023 (based on shares outstanding as of September 30, 2022). Repurchases are made when the fund’s shares are trading at less than net asset value and in accordance with procedures approved by the fund’s Trustees.

44 Municipal Opportunities Trust 

 

 

For the reporting period, the fund repurchased 2,718,943 common shares for an aggregate purchase price of $27,461,339, which reflects a weighted-average discount from net asset value per share of 9.75%. The weighted-average discount reflects the payment of commissions by the fund to execute repurchase trades.

For the previous fiscal year, the fund repurchased 242,410 common shares for an aggregate purchase price of $2,492,247, which reflected a weighted-average discount from net asset value per share of 8.22%. The weighted-average discount reflected the payment of commissions by the fund to execute repurchase trades.

At the close of the reporting period, Putnam Investments, LLC owned approximately 1,764 shares of the fund (0.006% of the fund’s shares outstanding), valued at $19,704 based on net asset value.

Note 6: Affiliated transactions

Transactions during the reporting period with any company which is under common ownership or control were as follows:

          Shares 
          outstanding 
          and fair 
  Fair value as  Purchase  Sale  Investment  value as 
Name of affiliate  of 4/30/23  cost  proceeds  income  of 4/30/24 
Short-term investments           
Putnam Short Term           
Investment Fund           
Class P‡  $15,912,988  $180,532,197  $196,323,511  $386,288  $121,674 
Total Short-term           
investments  $15,912,988  $180,532,197  $196,323,511  $386,288  $121,674 

 

‡ Management fees charged to Putnam Short Term Investment Fund have been waived by Putnam Management. There were no realized or unrealized gains or losses during the period.

Note 7: Market, credit and other risks

In the normal course of business, the fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the contracting party to the transaction to perform (credit risk). The fund may be exposed to additional credit risk that an institution or other entity with which the fund has unsettled or open transactions will default. The fund may invest in higher-yielding, lower-rated bonds that may have a higher rate of default.

Note 8: Summary of derivative activity

The volume of activity for the reporting period for any derivative type that was held during the period is listed below and was based on an average of the holdings at the end of each fiscal quarter:

Futures contracts (number of contracts)  10 

 

The following is a summary of the fair value of derivative instruments as of the close of the reporting period:

 

Fair value of derivative instruments as of the close of the reporting period   
  ASSET DERIVATIVES  LIABILITY DERIVATIVES 
Derivatives not         
accounted for as  Statement of    Statement of   
hedging instruments  assets and    assets and   
under ASC 815  liabilities location  Fair value  liabilities location  Fair value 
  Investments,       
  Receivables, Net       
  assets — Unrealized    Payables, Net assets —   
Interest rate contracts  appreciation  $259,529*  Unrealized depreciation  $— 
Total    $259,529    $— 

 

* Includes cumulative appreciation/depreciation of futures contracts as reported in the fund’s portfolio. Only current day’s variation margin is reported within the Statement of assets and liabilities.

 

Municipal Opportunities Trust 45 

 

 

The following is a summary of realized and change in unrealized gains or losses of derivative instruments in the Statement of operations for the reporting period (Note 1):

Amount of realized gain or (loss) on derivatives recognized in net gain or (loss) on investments   
Derivatives not accounted for as     
hedging instruments under ASC 815  Futures  Total 
Interest rate contracts  $44,093  $44,093 
Total  $44,093  $44,093 

 

Change in unrealized appreciation or (depreciation) on derivatives recognized in net gain or (loss) 
on investments     
Derivatives not accounted for as     
hedging instruments under ASC 815  Futures  Total 
Interest rate contracts  $259,529  $259,529 
Total  $259,529  $259,529 

 

Note 9: Offsetting of financial and derivative assets and liabilities

The following table summarizes any derivatives, repurchase agreements and reverse repurchase agreements, at the end of the reporting period, that are subject to an enforceable master netting agreement or similar agreement. For securities lending transactions or borrowing transactions associated with securities sold short, if any, see Note 1. For financial reporting purposes, the fund does not offset financial assets and financial liabilities that are subject to the master netting agreements in the Statement of assets and liabilities.

  JPMorgan Securities LLC  Total 
Assets:     
Futures contracts§  $63,938  $63,938 
Total Assets  $63,938  $63,938 
Liabilities:     
Futures contracts§  —  — 
Total Liabilities  $—  $— 
Total Financial and Derivative Net Assets  $63,938  $63,938 
Total collateral received (pledged)†##  $—   
Net amount  $63,938   
Controlled collateral received (including     
TBA commitments)**  $—  $— 
Uncontrolled collateral received  $—  $— 
Collateral (pledged) (including TBA commitments)**  $—  $— 

 

** Included with Investments in securities on the Statement of assets and liabilities.

† Additional collateral may be required from certain brokers based on individual agreements.

##Any over-collateralization of total financial and derivative net assets is not shown. Collateral may include amounts related to unsettled agreements.

§ Includes current day’s variation margin only as reported on the Statement of assets and liabilities, which is not collateralized. Cumulative appreciation/(depreciation) for futures contracts is represented in the tables listed after the fund’s portfolio. Collateral pledged for initial margin on futures contracts, which is not included in the table above, amounted to $405,904.

46 Municipal Opportunities Trust 

 

 

Federal tax information (Unaudited)

The fund has designated $17,363,381 of dividends paid from net investment income during the reporting period as tax exempt for federal income tax purposes.

For the reporting period, a portion of the fund’s distribution represents a return of capital and is therefore not taxable to shareholders.

The Form 1099 that will be mailed to you in January 2025 will show the tax status of all distributions paid to your account in calendar 2024.

Municipal Opportunities Trust 47 

 

 

Shareholder meeting results (Unaudited)

April 26, 2024 annual meeting

At the meeting, a proposal to fix the number of trustees at 12 was approved as follows:

Votes for  Votes against  Abstentions 
23,079,948  1,255,877  784,703 

 

At the meeting, each of the nominees for Trustees was elected as follows:

  Votes for  Votes withheld 
Liaquat Ahamed  22,781,823  2,338,716 
Barbara M. Baumann  22,902,094  2,218,445 
Catharine Bond Hill  22,905,595  2,208,653 
Kenneth R. Leibler  22,808,882  2,311,657 
Jennifer Williams Murphy  22,942,757  2,184,073 
Marie Pillai  22,893,296  2,220,952 
Robert L. Reynolds  22,972,570  2,147,969 
Manoj P. Singh  22,846,462  2,280,368 
Mona K. Sutphen  22,849,131  2,271,408 
Jane E. Trust  22,891,600  2,222,648 

 

A quorum was not present with respect to the matter of electing two Trustees to be voted on by the preferred shareholders voting as a separate class. As a result, in accordance with the fund’s Declaration of Trust and Bylaws, independent Trustees Katinka Domotorffy and George Putnam III remain in office and continue to serve as Trustees.

March 19, 2024 special meeting

At the meeting, a new Management Contract for your fund with Putnam Investment Management, LLC was approved, as follows:

Votes for  Votes against  Abstentions/Votes withheld 
14,457,568  1,432,466  1,652,606 

 

At the meeting, a new Sub-Management Contract for your fund between Putnam Investment Management, LLC and Putnam Investments Limited was approved, as follows:

Votes for  Votes against  Abstentions/Votes withheld 
14,408,623  1,462,168  1,671,850 

 

All tabulations are rounded to the nearest whole number.

48 Municipal Opportunities Trust 

 

 

 

Municipal Opportunities Trust 49 

 

 

 

50 Municipal Opportunities Trust 

 

 


* Ms. Murphy is the founder, controlling member, and Chief Executive Officer of Runa Digital Assets, LLC (“RDA”), the investment manager of Runa Digital Partners, LP (“RDP”), a private investment fund. Ms. Murphy also holds a controlling interest in RDP’s general partner and is a limited partner in RDP. A subsidiary of Franklin Templeton and certain individuals employed by Franklin Templeton or its affiliates have made passive investments as limited partners in RDP (one of whom serves on the advisory board for RDA, which has no governance or oversight authority over RDA), representing in the aggregate approximately 33% of RDP as of October 31, 2023. In addition, if certain conditions are met, Franklin Templeton will be entitled to receive a portion of any incentive compensation allocable to RDP’s general partner. For so long as Franklin Templeton maintains its investment in RDP, Ms. Murphy also has agreed upon request to advise and consult with Franklin Templeton and its affiliates on the market for digital assets. Ms. Murphy provides similar service to other limited partners in RDP that request her advice. Ms. Murphy also is entitled to receive deferred cash compensation in connection with her prior employment by an affiliate of Franklin Templeton, which employment ended at the end of 2021. With regard to Ms. Murphy, the relationships described above may give rise to a potential conflict of interest with respect to the Funds.

† Mr. Reynolds is an “interested person” (as defined in the 1940 Act) of the fund and Putnam Management. He is President of your fund and each of the other Putnam funds and holds direct beneficial interest in shares of Franklin Templeton, of which Putnam Management is an indirect wholly-owned subsidiary.

‡ Ms. Trust is an “interested person” (as defined in the 1940 Act) of the fund and Putnam Management by virtue of her positions with certain affiliates of Putnam Management.

The address of each Trustee is 100 Federal Street, Boston, MA 02110.

As of April 30, 2024, the Putnam family of funds included 89 mutual funds, 4 closed-end funds, and 12 exchange-traded funds. Each Trustee serves as Trustee of all funds in the Putnam family of funds. Ms. Trust also serves as Trustee of 123 other funds that are advised by one or more affiliates of Putnam Management.

Each Trustee serves for an indefinite term, until his or her resignation, retirement at age 75, removal, or death.

Municipal Opportunities Trust 51 

 

 

Officers
In addition to Robert L. Reynolds, the other officers of the fund are shown below:

Kevin R. Blatchford (Born 1967)  Martin Lemaire (Born 1984) 
Vice President and Assistant Treasurer  Vice President and Derivatives Risk Manager 
Since 2023  Since 2022 
Director, Financial Reporting, Putnam Holdings  Risk Manager and Risk Analyst, Putnam Management 
   
James F. Clark (Born 1974)  Denere P. Poulack (Born 1968) 
Vice President and Chief Compliance Officer  Assistant Vice President, Assistant Clerk, 
Since 2016  and Assistant Treasurer 
Chief Compliance Officer, Putnam Management  Since 2004 
and Putnam Holdings   
  Janet C. Smith (Born 1965) 
Michael J. Higgins (Born 1976)  Vice President, Principal Financial Officer, Principal 
Vice President, Treasurer, and Clerk  Accounting Officer, and Assistant Treasurer 
Since 2010  Since 2007 
  Head of Fund Administration Services, Putnam Holdings 
Jonathan S. Horwitz (Born 1955)  and Putnam Management 
Executive Vice President, Principal Executive Officer,   
and Compliance Liaison  Stephen J. Tate (Born 1974) 
Since 2004  Vice President and Chief Legal Officer 
  Since 2021 
Kelley Hunt (Born 1984)  Deputy General Counsel, Franklin Templeton, and 
AML Compliance Officer  Secretary, Putnam Holdings, Putnam Management, and 
Since 2023  Putnam Retail Management 
Manager, U.S. Financial Crime Compliance,   
Franklin Templeton   

 

The principal occupations of the officers for the past five years have been with the employers as shown above, although in some cases they have held different positions with such employers. The address of each officer, other than Ms. Hunt, is 100 Federal Street, Boston, MA 02110. Ms. Hunt’s address is 100 Fountain Parkway, St. Petersburg, FL 33716.

52 Municipal Opportunities Trust 

 

 

Fund information

Investment Manager  Trustees  Michael J. Higgins 
Putnam Investment  Kenneth R. Leibler, Chair  Vice President, Treasurer, 
Management, LLC  Barbara M. Baumann, Vice Chair  and Clerk 
100 Federal Street  Liaquat Ahamed   
Boston, MA 02110  Katinka Domotorffy  Jonathan S. Horwitz 
  Catharine Bond Hill  Executive Vice President, 
Investment Sub-Advisor  Gregory G. McGreevey  Principal Executive Officer, 
Putnam Investments Limited  Jennifer Williams Murphy  and Compliance Liaison 
Cannon Place, 78 Cannon Street  Marie Pillai   
London, England EC4N 6HL  George Putnam III  Kelley Hunt 
  Robert L. Reynolds  AML Compliance Officer 
Marketing Services  Manoj P. Singh   
Putnam Retail Management  Mona K. Sutphen  Martin Lemaire 
Limited Partnership  Jane E. Trust  Vice President and 
100 Federal Street    Derivatives Risk Manager 
Boston, MA 02110  Officers   
  Robert L. Reynolds  Denere P. Poulack 
Custodian  President, The Putnam Funds  Assistant Vice President, 
State Street Bank    Assistant Clerk, and 
and Trust Company  Kevin R. Blatchford  Assistant Treasurer 
  Vice President and   
Legal Counsel  Assistant Treasurer  Janet C. Smith 
Ropes & Gray LLP    Vice President, 
  James F. Clark  Principal Financial Officer, 
Independent Registered  Vice President and  Principal Accounting Officer, 
Public Accounting Firm  Chief Compliance Officer  and Assistant Treasurer 
PricewaterhouseCoopers LLP     
    Stephen J. Tate 
    Vice President and 
    Chief Legal Officer 

 

Call 1-800-225-1581 Monday through Friday between 8:00 a.m. and 8:00 p.m. Eastern Time, or visit putnam.com or franklintempleton.com anytime for up-to-date information about the fund’s NAV.

 


 

Item 2. Code of Ethics:

 

a) The fund’s principal executive, financial and accounting officers are employees of Putnam Investment Management, LLC, the Fund's investment manager. As such they are subject to a comprehensive Code of Ethics adopted and administered by Putnam Investments which is designed to protect the interests of the firm and its clients. The Fund has adopted a Code of Ethics which incorporates the Code of Ethics of Putnam Investments (Code of Ethics of Franklin Templeton effective March 4, 2024) with respect to all of its officers and Trustees who are employees of Putnam Investment Management, LLC. For this reason, the Fund has not adopted a separate code of ethics governing its principal executive, financial and accounting officers.

 

(c) In connection with the acquisition of Putnam Investments by Franklin Templeton, the Putnam Investments Code of Ethics was amended effective January 1, 2024 to reflect revised compliance processes, including: (i) Compliance with the Putnam Investments Code of Ethics will be viewed as compliance  with the Franklin Templeton Code for certain Putnam employees who are dual-hatted in Franklin Templeton advisory entities (ii) Certain Franklin Templeton employees are required to hold shares of Putnam mutual funds at Putnam Investor Services, Inc.  and (iii) Certain provisions of the Putnam Investments Code of Ethics are amended that are no longer needed due to organizational changes. Effective March 4, 2024, the majority of legacy Putnam employees transitioned to Franklin Templeton policies outlined in the Franklin Templeton Code.

 

Item 3. Audit Committee Financial Expert:

 

The Funds' Audit, Compliance and Risk 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 Trustees believe that each member of the Audit, Compliance and Risk Committee also possesses a combination of knowledge and experience with respect to financial accounting matters, as well as other attributes, that qualifies him or her for service on the Committee. In addition, the Trustees have determined that each of Dr. Hill and Mr. Singh qualifies as an “audit committee financial expert” (as such term has been defined by the Regulations) based on their review of his or her pertinent experience and education. The SEC has stated, and the funds' amended and restated agreement and Declaration of Trust provides, that the designation or identification of a person as an audit committee financial expert pursuant to this Item 3 of Form N-CSR 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, Compliance and Risk Committee and the Board of Trustees in the absence of such designation or identification.

 

 

Item 4. Principal Accountant Fees and Services:

The following table presents fees billed in each of the last two fiscal years for services rendered to the fund by the fund’s independent auditor:

 

Fiscal

year

ended

Audit

Fees

 Audit-Related Fees

Tax

Fees

 All Other Fees
         
April 30, 2024 $67,210 $— $9,600 $—
April 30, 2023 $67,321 $— $9,987 $—

 

For the fiscal years ended April 30, 2024 and April 30, 2023, the fund’s independent auditor billed aggregate non-audit fees in the amounts of $673,963 and $251,998 respectively, to the fund, Putnam Management and any entity controlling, controlled by or under common control with Putnam Management that provides ongoing services to the fund.

 

Audit Fees represent fees billed for the fund's last two fiscal years relating to the audit and review of the financial statements included in annual reports and registration statements, and other services that are normally provided in connection with statutory and regulatory filings or engagements.

 

Audit-Related Fees represent fees billed in the fund’s last two fiscal years for services traditionally performed by the fund’s auditor, including accounting consultation for proposed transactions or concerning financial accounting and reporting standards and other audit or attest services not required by statute or regulation.

 

Tax Fees represent fees billed in the fund’s last two fiscal years for tax compliance, tax planning and tax advice services. Tax planning and tax advice services include assistance with tax audits, employee benefit plans and requests for rulings or technical advice from taxing authorities.

 

 

Pre-Approval Policies of the Audit, Compliance and Risk Committee. The Audit, Compliance and Risk Committee of the Putnam funds has determined that, as a matter of policy, all work performed for the funds by the funds’ independent auditors will be pre-approved by the Committee itself and thus will generally not be subject to pre-approval procedures.

 

The Audit, Compliance and Risk Committee also has adopted a policy to pre-approve the engagement by Putnam Management and certain of its affiliates of the funds’ independent auditors, even in circumstances where pre-approval is not required by applicable law. Any such requests by Putnam Management or certain of its affiliates are typically submitted in writing to the Committee and explain, among other things, the nature of the proposed engagement, the estimated fees, and why this work should be performed by that particular audit firm as opposed to another one. In reviewing such requests, the Committee considers, among other things, whether the provision of such services by the audit firm are compatible with the independence of the audit firm.

 

 

 

The following table presents fees billed by the fund’s independent auditor for services required to be approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X.

 

Fiscal

year

ended

Audit-

Related

Fees

Tax

Fees

All

Other

Fees

Total

Non-Audit

Fees

April 30,        
2024 $ — $ 664,363 $ — $ —
April 30,        
2024 $ — $ 242,011 $ — $ —

 

(i) Not applicable

 

(j) Not applicable

 

Item 5. Audit Committee of Listed Registrants

 

(a) The fund has a separately-designated Audit, Compliance and Risk Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The Audit, Compliance and Distribution Risk of the fund's Board of Trustees is composed of the following persons:

 

Catharine Bond Hill

Gregory G. McGreevey

Marie Pillai

Manoj P. Singh

Mona Sutphen

 

 

(b) Not applicable

 

Item 6. Schedule of Investments:

 

The registrant’s schedule of investments in unaffiliated issuers is included in the report to shareholders in Item 1 above.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures For Closed-End Management Investment Companies:

 

 

The Trustees of the Putnam Funds have delegated proxy voting authority for the securities held in the funds’ portfolios to Putnam Management and have approved Putnam Management’s current proxy voting guidelines and procedures

 

 

Putnam Investments

 

Proxy Voting Procedures

 

 

Introduction and Summary

 

Many of Putnam’s investment management clients have delegated to Putnam the authority to vote proxies for shares in the client accounts Putnam manages. Putnam believes that the voting of proxies can be an important tool for institutional investors to promote best practices in corporate governance and votes all proxies in the best interests of its clients as investors. In Putnam’s view, strong corporate governance policies, most notably oversight by an independent board of qualified directors, best serve investors’ interests. Putnam will vote proxies and maintain records of voting of shares for which Putnam has proxy voting authority in accordance with its fiduciary obligations and applicable law.

 

Putnam’s voting policies are rooted in our views that (1) strong, independent corporate governance is important to long-term company financial performance, and (2) long-term investors’ active engagement with company management, including through the proxy voting process, strengthens issuer accountability and overall market discipline, potentially reducing risk and improving returns over time. Our voting program is offered as a part of our investment management services, at no incremental fee to Putnam, and, while there can be no guarantees, it is intended to offer potential investment benefits over a long-term horizon. Our voting policies are designed with investment considerations in mind, not as a means to pursue particular political, social, or other goals. As a result, we may not support certain proposals whose costs to the issuer (including implementation costs, practicability, and other factors), in Putnam’s view, outweigh their investment merits.

 

This memorandum sets forth Putnam’s policies for voting proxies. It covers all accounts for which Putnam has proxy voting authority. These accounts include the Putnam Mutual Funds1 and Putnam Exchange-Traded Funds, US and international institutional accounts and funds managed or sub-advised by The Putnam Advisory Company, LLC, Putnam Investments Limited and Putnam Fiduciary Trust Company, LLC. In addition, the policies include US mutual funds and other accounts sub-advised by Putnam Investment Management, LLC.

 

 

 

 

Proxy Committee

 

__________________________

 

1 Effective January 27, 2023, the Board of Trustees of the Putnam Mutual Funds delegated proxy voting authority to Putnam Investment Management, LLC, the investment manager to the Putnam Mutual Funds.


Putnam has a Proxy Committee composed of senior professionals, including from the Putnam Equity investment team and the Putnam Equity Sustainability Strategy group. The Chief Investment Officer of Putnam Equity appoints the members of the Proxy Committee. The Proxy Committee is responsible for setting general policy as to proxies. Specifically, the Committee:

 

1.Reviews these procedures and the Proxy Voting Guidelines annually and approves any amendments considered to be advisable.

 

2.Considers special proxy issues as they may from time to time arise.

 

3.Must approve all vote overrides recommended by investment professionals.

 

 

Proxy Voting Administration

 

The Putnam Sustainability Strategy group administers Putnam’s proxy voting through a Proxy Voting Team. The Proxy Voting Team has the following duties:

 

1.Annually prepares the Proxy Voting Guidelines and distributes them to the Proxy Committee for review.

 

2.Coordinates the Proxy Committee’s review of any new or unusual proxy issues and serves as Secretary thereto.

 

3.Manages the process of referring issues to portfolio managers for voting instructions.

 

4.Oversees the work of any third-party vendor hired to process proxy votes (as of the date of these procedures Putnam has engaged Glass Lewis & Co. (Glass Lewis) to process proxy votes) and the process of setting up the voting process with Glass Lewis and custodial banks for new clients.

 

5.Coordinates responses to investment professionals’ questions on proxy issues and proxy policies, including forwarding specialized proxy research from Glass Lewis and other vendors and forwards information to investment professionals prepared by other areas at Putnam.

      

6.Implements the exception process with respect to referred items on securities held solely in accounts managed by the Global Asset Allocation (“GAA”) team within Franklin Templeton Investment Solutions described in more detail in the Proxy Referral section below. 

 

7.Maintains required records of proxy votes on behalf of the appropriate Putnam client accounts.

 

8.Prepares and distributes reports required by Putnam clients.

 

 

Proxy Voting Guidelines

 

Putnam maintains written voting guidelines (“Guidelines”) setting forth voting positions determined by the Proxy Committee on those issues believed most likely to arise day to day. The Guidelines may call for votes to be cast normally in favor of or opposed to a matter or may deem the matter an item to be referred to investment professionals on a case-by-case basis. A copy of the Guidelines is attached to this memorandum as Exhibit A.

 

In light of our views on the importance of issuer governance and investor engagement, which we believe are applicable across our various strategies and clients, regardless of a specific portfolio’s investment objective, Putnam will vote all proxies in accordance with the Guidelines, subject to two exceptions as follows:

 

1.If the portfolio managers of client accounts holding the stock of a company with a proxy vote believe that following the Guidelines in any specific case would not be in the clients’ best interests, they may request the Proxy Voting Team not to follow the guidelines in such case. The request must be in writing and include an explanation of the rationale for doing so. The Proxy Voting Team will review any such request with the Proxy Committee (or, in cases with limited time, with the Chair of the Proxy Committee acting on the Proxy Committee’s behalf) prior to implementing the request.

 

2.Putnam may accept instructions to vote proxies under client specific guidelines subject to review and acceptance by the Investment Division and the Legal and Compliance Department.

 

Other

 

1.Putnam may elect not to vote when the security is no longer held.

 

2.Putnam will abstain on items that require case-by-case review when a vote recommendation from the appropriate investment professional(s) cannot be obtained due to restrictive voting deadlines or other prohibitive operational or administrative requirements.

     

3.Where securities held in Putnam client accounts, including the Putnam mutual funds, have been loaned to third parties in connection with a securities lending program administered by Putnam (through securities lending agents overseen by Putnam), Putnam has instructed lending agents to recall U.S. securities on loan to vote proxies, in accordance with Putnam’s securities lending procedures. Due to differences in non-U.S. markets, Putnam does not currently seek to recall non-U.S. securities on loan. In addition, where Putnam does not administer a client’s securities lending program, this recall policy does not apply, since Putnam generally does not have information on loan details or authority to effect recalls in those cases. It is possible that, for impracticability or other reasons, a recalled security may not be returned to the relevant custodian in time to allow Putnam to vote the relevant proxy.

     

4.Putnam will make its reasonable best efforts to vote all proxies except when impeded by circumstances that are reasonably beyond its control and responsibility, such as custodial proxy voting services, in part or whole, not available or not established by a client, or custodial error.

 

 

Proxy Voting Referrals

 

Under the Guidelines, certain proxy matters will be referred to Portfolio Managers. The Portfolio Manager receiving the referral request may delegate the vote decision to an appropriate Analyst from among a list of eligible analysts (such list to be approved by the Chief Investment Officer of the Putnam Equity group and the Director of Equity Research for the Putnam Equity group). The Analyst will be required to make the affirmation and disclosures identified in (3) below. Normally specific referral items will be referred to the portfolio team leader (or another member of the portfolio team he or she designates) whose accounts hold the greatest number of shares of the issuer of the proxies through the Proxy Referral Administration Database. The referral request contains (1) a field that will be used by the portfolio team leader or member for recommending a vote on each referral item, (2) a field for describing any contacts relating to the proxy referral item the portfolio team may have had with any Franklin Templeton employee outside Putnam Equity or with any person other than a proxy solicitor acting in the normal course of proxy solicitation, and (3) a field for portfolio managers to affirm that they are making vote recommendations in the best interest of client accounts and have disclosed to Compliance any potential conflicts of interest relevant to their vote recommendation.

 

Putnam may vote any referred items on securities held solely in accounts managed by the GAA team within Franklin Templeton Investment Solutions (and not held by any other investment product team) in accordance with the recommendation of Putnam’s third-party proxy voting service provider. The Proxy Voting Team will first give the relevant portfolio manager(s) on the GAA team the opportunity to review the referred items and vote on them. If the portfolio manager(s) on the GAA team do not decide to make any active voting decision on any of the referred items, the items will be voted in accordance with the service provider’s recommendation.  If the security is also held by other investment teams at Putnam, the items will be referred to the largest holder who is not a member of the GAA team.

 

The portfolio team leader or members who have been requested to provide a recommendation on a proxy referral item will complete the referral request. Upon receiving each completed referral request from the applicable Portfolio Manager or Analyst, the Proxy Voting Team will review the completed request for accuracy and completeness, and will follow up with investment personnel as appropriate.

 

Conflicts of Interest

 

A potential conflict of interest may arise when voting proxies of an issuer which has a significant business relationship with Putnam. For example, Putnam could manage a defined benefit or defined contribution pension plan for the issuer. Putnam’s policy is to vote proxies based solely on the investment merits of the proposal. In order to guard against conflicts, the following procedures have been adopted:

 

1.The Proxy Committee is composed of senior professionals, including Portfolio Managers in Putnam Equity and the Putnam Equity Sustainability Strategy group. None of these individuals or groups reports to Franklin Templeton’s marketing businesses.

 

2.No Franklin Templeton employee outside Putnam Equity may contact any portfolio manager about any proxy vote without first contacting the Proxy Voting Team or a senior lawyer in the Legal and Compliance Department. There is no prohibition on employees seeking to communicate investment-related information to investment professionals except for Putnam’s restrictions on dissemination of material, non-public information. However, the Proxy Voting Team will coordinate the delivery of such information to investment professionals to avoid appearances of conflict.

 

3.Investment professionals responding to referral requests must disclose any contacts with third parties other than normal contact with proxy solicitation firms and must affirm that they are making vote recommendations in the best interest of client accounts and have disclosed to the Proxy Voting Team any potential conflicts of interest relevant to their vote recommendation.

 

4.The Proxy Voting Team will review the name of the issuer of each proxy that contains a referral item against various sources of Putnam business relationships maintained by the Legal and Compliance Department or Client Service for potential material business relationships (i.e., conflicts of interest). For referrals, the Proxy Voting Team will complete the Proxy Voting Conflict of Interest Disclosure Form (attached as Exhibit B and C) via the Proxy Referral Administration Database and will prepare a quarterly report for the Putnam Chief Compliance Officer identifying all completed Conflict of Interest Disclosure forms.

 

5.Putnam’s Proxy Voting Guidelines may only be overridden with the written recommendation from a member of the Investment Division and concurrence of the Proxy Committee (or, in cases with limited time, with the Chair of the Proxy Committee on the Proxy Committee’s behalf).

 

Recordkeeping

 

The Putnam Equity Sustainability Strategy Group will retain copies of the following books and records:

 

1.A copy of the Proxy Voting Procedures and Guidelines as are from time to time in effect;

 

2.A copy of each proxy statement received with respect to securities in client accounts;

 

3.Records of each vote cast for each client;

 

4.Internal documents generated in connection with a proxy referral, such as emails, memoranda, etc.

 

5.Written reports to clients on proxy voting and all client requests for information and Putnam’s response.

 

All records will be maintained for seven years. A proxy vendor may on Putnam’s behalf maintain the records noted in 2 and 3 above if it commits to providing copies promptly upon request.


Exhibit A to Proxy Procedures

 

Putnam Investments Proxy Voting Guidelines

 

The proxy voting guidelines below summarize Putnam’s positions on various issues of concern to investors and indicate how client portfolio securities will be voted on proposals dealing with a particular issue. The proxy voting service is instructed to vote all proxies relating to client portfolio securities in accordance with these guidelines, except as otherwise instructed by the Proxy Voting Team.

 

Putnam’s voting policies are rooted in our views that (1) strong, independent corporate governance is important to long-term company financial performance, and (2) long-term investors’ active engagement with company management, including through the proxy voting process, strengthens issuer accountability and overall market discipline, potentially reducing risk and improving returns over time. Our voting program is offered as a part of our investment management services, at no incremental fee to Putnam, and, while there can be no guarantees, it is intended to offer potential investment benefits over a long-term horizon. Our voting policies are designed with investment considerations in mind, not as a means to pursue particular political, social, or other goals. As a result, we may not support certain proposals whose costs to the issuer (including implementation costs, practicability, and other factors), in Putnam’s view, outweigh their investment merits.

 

These proxy voting policies are intended to be decision-making guidelines. The guidelines are not exhaustive and do not include all potential voting issues. In addition, as contemplated by and subject to Putnam’s Proxy Voting Procedures, because proxy issues and the circumstances of individual companies are so varied, portfolio teams may recommend votes that may vary from the general policy choices set forth in the guidelines.

 

The following guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been approved and recommended by a company’s board of directors. Part II deals with proposals submitted by shareholders for inclusion in proxy statements. Part III addresses unique considerations pertaining to non-US issuers.

 

I. Board-Approved Proposals

 

Proxies will be voted for board-approved proposals, except as follows:

 

 

A. Matters Relating to the Board of Directors

 

Uncontested Election of Directors

 

The board of directors has the important role of overseeing management and its performance on behalf of shareholders. Proxies will be voted for the election of the company’s nominees for directors (and/or subsidiary directors) and for board-approved proposals on other matters relating to the board of directors (provided that such nominees and other matters have been approved by an independent nominating committee), except as follows:

 

ØPutnam will withhold votes from the entire board of directors if:

 

•The board does not have a majority of independent directors,

 

•The board does not have nominating, audit and compensation committees composed solely of independent directors, or

 

•The board has more than 15 members or fewer than five members, absent special circumstances.

 

Ø  Putnam may refrain from withholding votes from the board due to insufficient key committee independence due to director resignation, change in board structure, or other specific circumstances, provided that the company has stated (for example in an 8-K), or it can otherwise be determined, that the board will address committee composition to ensure compliance with the applicable corporate governance code in a timely manner after the shareholder meeting and the company has a history of appropriate board independence.

 

Unless otherwise indicated, for the purposes of determining whether a board has a majority of independent directors and independent nominating, audit, and compensation committees, an independent director is a director who (1) meets all requirements to serve as an independent director of a company under the final NYSE Corporate Governance Rules (e.g., no material business relationships with the company and no present or recent employment relationship with the company (including employment of an immediate family member as an executive officer)), and (2) has not accepted directly or indirectly any consulting, advisory, or other compensatory fee (excluding immaterial fees for transactional services as defined by the NYSE Corporate Governance rules) from the company other than in his or her capacity as a member of the board of directors or any board committee. Putnam believes that the receipt of such compensation for services other than service as a director raises significant independence issues.

 

 

ØPutnam will withhold votes from any nominee for director who is considered an independent director by the company and who has received compensation within the last three years from the company for the provision of professional services (e.g., investment banking, consulting, legal or financial advisory fees).

 

ØPutnam will withhold votes from any nominee for director who attends fewer than 75% of board and committee meetings. Putnam may refrain from withholding votes on a case-by-case basis if a valid reason for the absence exists, such as illness, personal emergency, potential conflict of interest, etc.

 

ØPutnam will withhold votes from any incumbent nominee for director who served on a board that has not acted to implement a policy requested in a shareholder proposal that received the support of a majority of the votes actually cast on the matter at its previous two annual meetings, or

 

ØPutnam will withhold votes from any incumbent nominee for director who served on a board that adopted, renewed, or made a material adverse modification to a shareholder rights plan (commonly referred to as a “poison pill”) without shareholder approval during the current or prior calendar year. (This is applicable to any type of poison pill, for example, advance-warning type pill, EGM pill, and Trust Defense Plans in Japan.)
ØPutnam will refrain from opposing the board members who served at the time of the adoption of the poison pill if the duration is one year or less, if the plan contains other suitable restrictions; or if the company publicly discloses convincing rationale for its adoption and seeks shareholder approval of future renewals of the poison pill. (Suitable restrictions could include but are not limited to, a higher threshold for passive investors. Convincing rationale could include circumstances such as, but not limited to, extreme market disruption or conditions, stock volatility, substantial merger, active investor interest, or takeover attempts.)

     

ØNumerous studies of gender diversity on boards have shown that diverse boards are associated, over the long term, with, among other things, higher financial returns and lower volatility. Putnam will withhold votes from the chair of the Nominating Committee if:

 

•there are no women on the board, or
•in the case of a board of seven members or more, there are fewer than two women on the board, or
•there is no apparent racial or ethnic diversity on the board, and the board has not provided sufficient disclosure regarding its plans to achieve racial or ethnic diversity

 

ØPutnam will withhold votes from the Nominating Committee Chair for companies that have not provided any disclosure of both the board’s diversity (e.g., race or ethnicity) at the aggregate board or individual director level and the company’s policies, or plans to establish such policies, regarding the consideration of diversity in identifying director nominees.  Putnam expects companies to provide both disclosure of diversity within their current board composition as well as its policies regarding its approach to board diversity.

(Note: Gender diversity is addressed under a separate guideline.)

 

Putnam is concerned about over-committed directors. In some cases, directors may serve on too many boards to make a meaningful contribution. This may be particularly true for senior executives of public companies (or other directors with substantially full-time employment) who serve on more than a few outside boards.

 

 

ØPutnam will vote against any non-executive nominee for director who serves on more than four (4) public company boards, except where Putnam would otherwise be withholding votes for the entire board of directors. For the purpose of this guideline, boards of affiliated registered investment companies and other similar entities such as UCITS will count as one board. Generally, Putnam will withhold support from directors serving on more than four unaffiliated public company boards, although an exception may be made in the case of a director who represents an investing firm with the sole purpose of managing a portfolio of investments that includes the company.

 

ØPutnam will withhold votes from any nominee for director who serves as an executive officer of any public company (“home company”) while serving on more than two (2) public company boards other than the home company board. (Putnam will withhold votes from the nominee at each company where Putnam client portfolios own shares.) In addition, if Putnam client portfolios are shareholders of the executive's home company, Putnam will withhold votes from members of the company's governance committee. For the purpose of this guideline, boards of affiliated registered investment companies and other similar entities such as UCITS will count as one board.

     

ØPutnam will withhold votes from any nominee for director of a public company (Company A) who is employed as a senior executive of another public company (Company B) if a director of Company B serves as a senior executive of Company A (commonly referred to as an “interlocking directorate”).

 

 

Board independence depends not only on its members’ individual relationships, but also the board’s overall attitude toward management. Independent boards are committed to good corporate governance practices and, by providing objective independent judgment, enhancing shareholder value. Putnam may withhold votes on a case-by-case basis from some or all directors that, through their lack of independence, have failed to observe good corporate governance practices or, through specific corporate action, have demonstrated a disregard for the interest of shareholders.

 

Note: Designation of executive director is based on company disclosure.

 

 

ØPutnam will vote against proposals that provide that a director may be removed only for cause. Putnam will generally vote for proposals that permit the removal of directors with or without cause.

 

ØPutnam will vote against proposals authorizing a board to fill a director vacancy without shareholder approval.

 

ØPutnam will vote on a case-by-case basis on subsidiary director nominees if Putnam will be voting against the nominees of the parent company’s board.

 

ØPutnam will vote on a case-by-case basis for director nominees, including nominees for positions on Supervisory Boards or Supervisory Committees, or similar board entities (depending on board structure), for (re)election when cumulative voting applies.

     

ØPutnam will vote for proposals to approve annual directors’ fees, except that Putnam will vote on a case-by-case basis if Putnam’s independent proxy voting service has recommended a vote against such proposal. Additionally, Putnam will vote for proposals to approve the grant of equity awards to directors, except that Putnam will consider these proposals on a case-by-case basis if Putnam’s proxy service provider is recommending a vote against the proposal.

 

Classified Boards

 

ØPutnam will vote against proposals to classify a board, absent special circumstances indicating that shareholder interests would be better served by this structure.

 

 

Ratification of Auditors

 

ØPutnam will vote on a case-by-case basis on proposals to ratify the selection of independent auditors if there is evidence that the audit firm’s independence or the integrity of an audit is compromised. (Otherwise, Putnam will vote for.)

 

Contested Elections of Directors

 

ØPutnam will vote on a case-by-case basis in contested elections of directors.

 

 

B. Executive Compensation

 

Putnam will vote on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:

 

ØPutnam will vote for stock option and restricted stock plans that will result in an average annual dilution of 1.67% or less (based on the disclosed term of the plan and including all equity-based plans), except where Putnam would otherwise bewithholding votes for the entire board of directors in which case Putnam will evaluate the plans on a case-by-case basis.

 

ØPutnam will vote against stock option and restricted stock plans that will result in an average annual dilution of greater than 1.67% (based on the disclosed term of the plan and including all equity plans).

 

ØPutnam will vote against any stock option or restricted stock plan where the company's actual grants of stock options and restricted stock under all equity-based compensation plans during the prior three (3) fiscal years have resulted in an average annual dilution of greater than 1.67%.

     

•Additionally, if the annualized dilution cannot be calculated, Putnam will vote for plans where the Total Potential Dilution is 5% or less. If the annualized dilution cannot be calculated and the Total Potential Dilution exceeds 5%, then Putnam will vote against. Note: Such plans must first pass all of Putnam's other screens.

 

ØPutnam will vote proposals to issue equity grants to executives on a case-by-case basis.

 

ØPutnam will vote against stock option plans that permit replacing or repricing of underwater options (and against any proposal to authorize such replacement or repricing of underwater options).

 

ØPutnam will vote against stock option plans that permit issuance of options with an exercise price below the stock’s current market price.

     

ØPutnam will vote against stock option plans/ restricted stock plans with evergreen features providing for automatic share replenishment.

 

ØPutnam will vote for bonus plans under which payments are treated as performance-based compensation that is deductible under Section 162(m) of the Internal Revenue Code of 1986, as amended, except as follows:

 

Vote on a case-by-case basis on such proposals if any of the following circumstances exist:

 

•the amount per employee under the plan is unlimited, or
•the maximum award pool is undisclosed, or
•the incentive bonus plan’s performance criteria are undisclosed, or
•the independent proxy voting service recommends a vote against.

 

ØPutnam will vote in favor of the annual presentation of advisory votes on executive compensation (Say-on-Pay).

 

ØPutnam will generally vote for advisory votes on executive compensation (Say-on-Pay). However, Putnam will vote against an advisory vote if the company fails (receives an F grade) to effectively link executive compensation to company performance according to benchmarking performed by the independent proxy voting service.

     

•Putnam will vote on a case-by-case basis if the company receives an F grade by the independent proxy voting service and the recommendation by that service is favorable.

 

•Additionally, if there is no grade attributed to the company's executive pay, Putnam will generally vote for, unless the recommendation of the independent proxy voting service is against, in which case Putnam will review the proposal on a case-by-case basis.

 

 

ØPutnam will vote on a case-by-case basis on severance agreements (e.g., golden and tin parachutes)

 

ØPutnam will withhold votes from members of a Board of Directors which has approved compensation arrangements Putnam’s investment personnel have determined are grossly unreasonable at the next election at which such director is up for re-election.

 

ØPutnam will vote for employee stock purchase plans that have the following features: (1) the shares purchased under the plan are acquired for no less than 85% of their market value, (2) the offering period under the plan is 27 months or less, and (3) dilution is 10% or less.

 

ØPutnam will vote for Non-qualified Employee Stock Purchase Plans with all the following features:

 

1) Broad-based participation (i.e., all employees of the company with the exclusion of individuals with 5 percent or more of beneficial ownership of the company).

 

2) Limits on employee contribution, which may be a fixed dollar amount or expressed as a percent of base salary.

 

3) Company matching contribution up to 25 percent of employee's contribution, which is effectively a discount of 20 percent from market value.

 

4) No discount on the stock price on the date of purchase since there is a company matching contribution.

 

Putnam will vote against Non-qualified Employee Stock Purchase Plans when any of the plan features do not meet the above criteria.

 

Putnam may vote against executive compensation proposals on a case-by-case basis where compensation is excessive by reasonable corporate standards, or where a company fails to provide transparent disclosure of executive compensation. In voting on proposals relating to executive compensation, Putnam will consider whether the proposal has been approved by an independent compensation committee of the board.

 

C. Capitalization

 

Putnam will vote on a case-by-case basis on board-approved proposals involving changes to a company’s capitalization, except as follows:

 

ØPutnam will vote for proposals relating to the authorization of additional common stock, except that Putnam will evaluate such proposals on a case-by-case basis if (i) they relate to a specific transaction or to common stock with special voting rights, (ii) the company has a non-shareholder approved poison pill in place, or (iii) the company has had sizeable stock placements to insiders within the past three years at prices substantially below market value without shareholder approval.

 

ØPutnam will vote for proposals to effect stock splits (excluding reverse stock splits.)

 

ØPutnam will vote for proposals authorizing share repurchase programs, except that Putnam will vote on a case-by-case basis if there are concerns that there may be abusive practices related to the share repurchase programs.

     

 

D.Acquisitions, Mergers, Reorganizations and

Other Transactions

 

Putnam will vote on a case-by-case basis on business transactions such as acquisitions, mergers, reorganizations involving business combinations, liquidations and sale of all or substantially all of a company’s assets.

 

E. Anti-Takeover Measures

 

Putnam will vote against board-approved proposals to adopt anti-takeover measures such as supermajority voting provisions, issuance of blank check preferred stock, the creation of a separate class of stock with disparate voting rights, control share acquisition provisions, targeted share placements, and ability to make greenmail payments, except as follows:

 

ØPutnam will vote on a case-by-case basis on proposals to ratify or approve shareholder rights plans;

 

ØPutnam will vote on a case-by-case basis on proposals to adopt fair price provisions.

     

ØPutnam will vote on a case-by-case basis on proposals to issue blank check preferred stock in the case of REITs (only).

     

ØPutnam will generally vote for proposals that enable or expand shareholders’ ability to take action by written consent.

     

ØPutnam will vote on a case-by-case basis on proposals to increase shares of an existing class of stock with disparate voting rights from another share class.

 

ØPutnam will vote on a case-by-case basis on shareholder or board-approved proposals to eliminate supermajority voting provisions at controlled companies (companies in which an individual or a group voting collectively holds a majority of the voting interest).

     

ØPutnam will vote on a case-by-case basis on board-approved proposals to adopt supermajority voting provisions at controlled companies (companies in which an individual or a group voting collectively holds a majority of the voting interest).

     

ØPutnam will vote on a case-by-case basis on proposals to issue blank check preferred stock if appropriate “de-clawed” language is present. Specifically, appropriate de-clawed language will include cases where the Company states (i.e., through 8-K, proxy statement or other public disclosure) it will not use the preferred stock for anti-takeover purposes, or in order to implement a shareholder rights plan, or discloses a commitment to submit any future issuances of preferred stock to be used in a shareholder rights plan/anti-takeover purpose to a shareholder vote prior to its adoption.

 

 

F. Other Business Matters

 

Putnam will vote for board-approved proposals approving routine business matters such as changing the company’s name and procedural matters relating to the shareholder meeting, except as follows:

 

ØPutnam will vote on a case-by-case basis on proposals to amend a company’s charter or bylaws (except for charter amendments necessary or to effect stock splits, to change a company’s name, to authorize additional shares of common stock or other matters which are considered routine (for example, director age or term limits), technical in nature, fall within Putnam’s guidelines (for example, regarding board size or virtual meetings), are required pursuant to regulatory and/or listing rules, have little or no economic impact or will not negatively impact shareholder rights).

 

ØAdditionally, Putnam believes the bundling of items, whether the items are related or unrelated, is generally not in shareholders’ best interest. We may vote against the entire bundled proposal if we would normally vote against any of the items if presented individually. In these cases, we will review the bundled proposal on a case-by-case basis.

 

ØPutnam generally supports quorum requirements if the level is set high enough to ensure a broad range of shareholders is represented in person or by proxy but low enough so that the Company can transact necessary business. Putnam will vote on a case-by-case basis on proposals seeking to change quorum requirements; however, Putnam will normally support proposals that seek to comply with market or exchange requirements.

 

ØPutnam will vote on a case-by-case basis on proposals seeking to change a company’s state of incorporation. However, Putnam will vote for mergers and reorganizations involving business combinations designed solely to reincorporate a company in Delaware.

 

ØPutnam will vote against authorization to transact other unidentified, substantive business at the meeting.

     

ØPutnam will vote against proposals where there is a lack of information to make an informed voting decision.

 

ØPutnam will vote as follows on proposals to adjourn shareholder meetings:

 

If Putnam is withholding support for the board of the company at the meeting, any proposal to adjourn should be referred for case-by-case analysis.

 

If Putnam is not withholding support for the board, Putnam will vote in favor of adjourning, unless the vote concerns an issue that is being referred back to Putnam for case-by-case review. Under such circumstances, the proposal to adjourn should also be referred to Putnam for case-by-case analysis.

 

ØPutnam will vote against management proposals to adopt a specific state’s courts, or a specific U.S. district court as the exclusive forum for certain disputes, except that Putnam will vote for proposals adopting the State of Delaware, or the Delaware Chancery Court, as the exclusive forum, for corporate law matters for issuers incorporated in Delaware. Requiring shareholders to bring actions solely in one state may discourage the pursuit of derivative claims by increasing their difficulty and cost. However, Putnam’s guideline recognizes the expertise of the Delaware state court system in handling disputes involving Delaware corporations. In addition, Putnam will withhold votes from the chair of the Nominating/Governance committee if a company amends its Bylaws, or takes other actions, to adopt a specific state’s courts (other than Delaware courts, for issuers incorporated in Delaware) or a specific U.S. district court as the exclusive forum for certain disputes without shareholder approval.

 

ØPutnam will vote on a case-by-case basis on management proposals seeking to adopt a bylaw amendment allowing the company to shift legal fees and costs to unsuccessful plaintiffs in intra-corporate litigation (fee-shifting bylaw). Additionally, Putnam will vote against the Chair of the Nominating/Governance committee if a company adopts a fee-shifting bylaw amendment without shareholder approval.

 

ØPutnam will support management/shareholder proxy access proposals as long as the proposals align with the following principles for a shareholder (or up to 20 shareholders together as a group) to receive proxy access:
Ø1)   The required minimum aggregate ownership of the Company’s outstanding common stock is no greater than 3%;
Ø2)   The required minimum holding period for the shareholder proponent(s) is no greater than two years; and
Ø3)   The shareholder(s) are permitted to nominate at least 20% of director candidates for election to the board.

Proposals requesting shares be held for 3 years will be reviewed on a case-by-case basis.  Putnam will vote against proposals requesting shares be held for more than three years.  Proposals that meet Putnam’s stated criteria and include other requirements relating to issues such as, but not limited to, shares on loan or compensation agreements with nominees, will be reviewed on a case-by-case basis.

 

Additionally, shareholder proposals seeking an amendment to a company’s proxy access policy which include any one of the supported criteria under Putnam’s guidelines, for example, a 2-year holding period for shareholders, will be reviewed on a case-by-case basis.

 

ØPutnam supports management / shareholder proposals giving shareholders the right to call a special meeting as long as the ownership requirement in such proposals is at least 15% of the company's outstanding common stock and not more than 25%.

 

In general, Putnam will vote for management or shareholder proposals to reduce the ownership requirement below a company’s existing threshold, as long as the new threshold is at least 15% and not greater than 25% of the company’s outstanding common stock.

 

Putnam will vote against any proposal with an ownership requirement exceeding 25% of the company’s common stock or an ownership requirement that is less than 15% of the company's outstanding common stock.

 

In cases where there are competing management and shareholder proposals giving shareholders the right to call a special meeting, Putnam will generally vote for the proposal which has the lower minimum shareholder ownership threshold, as long as that threshold is within Putnam’s recommended minimum/maximum thresholds.  If only one of the competing proposals has a threshold that falls within Putnam’s threshold range, Putnam will normally support that proposal as long as it represents an improvement (reduction) from the previous requisite ownership level.  Putnam will normally vote against both proposals if neither proposal has a requisite ownership level between 15% and 25% of the company’s outstanding common stock.

 

ØPutnam will generally vote for management or shareholder proposals to allow a company to hold virtual-only or hybrid shareholder meetings or to amend its articles/charter/by-laws to allow for virtual-only or hybrid shareholder meetings, provided the proposal does not preclude in-person meetings (at any given time), and does not otherwise limit or impair shareholder participation; and if the company has provided clear disclosure to ensure that shareholders can effectively participate in virtual-only shareholder meetings and meaningfully communicate with company management and directors.  Additionally, Putnam may consider the rationale of the proposal and whether there have been concerns about the company’s previous meeting practices.

   

Disclosure should address the following:

•the ability of shareholders to ask questions during the meeting
•including time guidelines for shareholder questions
•rules around what types of questions are allowed
•and rules for how questions and comments will be recognized and disclosed to meeting participants
•the manner in which appropriate questions received during the meeting will be addressed by the board
•procedures, if any, for posting appropriate questions received during the meeting and the company’s answers on the investor page of their website as soon as is practical after the meeting
•technical and logistical issues related to accessing the virtual meeting platform; and
•procedures for accessing technical support to assist in the event of any difficulties accessing the virtual meeting

   

ØPutnam may vote against proposals that do not meet these criteria.

      

Additionally, Putnam may vote against the Chair of the Governance Committee when the board is planning to hold a virtual-only shareholder meeting and the company has not provided sufficient disclosure (as noted above) or shareholder access to the meeting.

 

ØPutnam will vote for proposals to approve a company’s board-approved climate transition action plan (“say on climate” proposals in which the company’s board proposes that shareholders indicate their support for the company’s plan), unless the proxy voting service has recommended a vote against the proposal, in which case Putnam will vote on a case-by-case basis on the proposal.

 

ØPutnam will vote on a case-by-case basis on board-approved proposals that conflict with shareholder proposals.

 

 

 

II. Shareholder Proposals

 

Shareholder proposals are non-binding votes that are often opposed by management. Some proposals relate to matters that are financially immaterial to the company’s business, while others may be impracticable or costly for a company to implement. At the same time, well-crafted shareholder proposals may serve the purpose of raising issues that are material to a company’s business for management’s consideration and response. Putnam seeks to weigh the costs of different types of proposals against their expected financial benefits. More specifically:

 

Putnam will vote in accordance with the recommendation of the company’s board of directors on all shareholder proposals, except as follows:

 

 

ØPutnam will vote for shareholder proposals that are consistent with Putnam’s proxy voting guidelines for board-approved proposals.

 

ØPutnam will vote for shareholder proposals to declassify a board, absent special circumstances which would indicate that shareholder interests are better served by a classified board structure.

 

ØPutnam will vote for shareholder proposals to require shareholder approval of shareholder rights plans.

 

ØPutnam will vote for shareholder proposals asking that director nominees receive support from holders of a majority of votes cast or a majority of shares outstanding of the company in order to be (re) elected.

 

ØPutnam will review on a case-by-case basis, shareholder proposals requesting that the board adopt a policy whereby, in the event of a significant restatement of financial results or significant extraordinary write-off, the board will recoup, to the fullest extent practicable, for the benefit of the company, all performance-based bonuses or awards that were made to senior executives based on having met or exceeded specific performance targets to the extent that the specified performance targets were not met.

 

ØPutnam will vote for shareholder proposals urging the board to seek shareholder approval of any future supplemental executive retirement plan ("SERP"), or individual retirement arrangement, for senior executives that provides credit for additional years of service not actually worked, preferential benefit formulas not provided under the company's tax-qualified retirement plans, accelerated vesting of retirement benefits or retirement perquisites and fringe benefits that are not generally offered to other company employees. (Implementation of this policy shall not breach any existing employment agreement or vested benefit.)

 

ØPutnam will vote for shareholder proposals requiring companies to report on their executive retirement benefits. (Deferred compensation, split-dollar life insurance, SERPs and pension benefits)

 

ØPutnam will vote for shareholder proposals requesting that a company establish a pay-for-superior-performance standard whereby the company discloses defined financial and/or stock price performance criteria (along with the detailed list of comparative peer group) to allow shareholders to sufficiently determine the pay and performance correlation established in the company’s performance-based equity program. In addition, no multi-year award should be paid out unless the company’s performance exceeds, during the current CEO’s tenure (three or more years), its peer median or mean performance on selected financial and stock price performance criteria.

 

ØPutnam will vote for shareholder proposals urging the board to disclose in a separate report to shareholders, the Company’s relationships with its executive compensation consultants or firms. Specifically, the report should identify the entity that retained each consultant (the company, the board or the compensation committee) and the types of services provided by the consultant in the past five years (non-compensation-related services to the company or to senior management and a list of all public company clients where the Company’s executives serve as a director.)

 

ØPutnam will vote for shareholder proposals requiring companies to accelerate vesting of equity awards under management severance agreements only if both of the following conditions are met:
•the company undergoes a change in control, and
•the change in control results in the termination of employment for the person receiving the severance payment.
ØPutnam will vote for shareholder proposals requiring that the chair’s position be filled by an independent director (separate chair/CEO). However, Putnam will vote on a case-by-case basis on such proposals when the company’s board has a lead-independent director (or already has an independent or separate chair) and Putnam is supporting the nominees for the board of directors.

 

ØPutnam will vote for shareholder proposals seeking the submission of golden coffins to a shareholder vote or the elimination of the practice altogether.

 

ØPutnam will vote for shareholder proposals seeking a policy that forbids any director who receives more than 25% withhold votes cast (based on for and withhold votes) from serving on any key board committee for two years and asking the board to find replacement directors for the committees if need be.

 

ØPutnam will vote for shareholder proposals urging the board to seek shareholder approval of severance agreements (e.g., golden and tin parachutes).

 

•However, Putnam will vote against such proposals when the company has a policy that minimally requires shareholder approval of severance agreements for executives that provides for cash severance benefits exceeding 2.99 times the sum of the executive's base salary plus target annual non-equity incentive plan bonus opportunity.

 

Putnam will vote on a case-by-case basis on approving such compensation arrangements.

 

ØPutnam will vote for shareholder proposals requiring companies to make cash payments under management severance agreements only if both of the following conditions are met: the company undergoes a change in control, and the change in control results in the termination of employment for the person receiving the severance payment.

 

ØPutnam will vote on a case-by-case basis on shareholder proposals to limit a company’s ability to make excise tax gross-up payments under management severance agreements as well as proposals to limit income or other tax gross-up payments.

 

ØPutnam will vote in accordance with the recommendation of the company’s board of directors on shareholder proposals regarding corporate political spending, unless Putnam is voting against the directors, in which case the proposal would be reviewed on a case-by-case basis.

Ø     

ØPutnam will vote on a case-by-case basis on shareholder proposals that conflict with board-approved proposals.

 

 

Environmental and Social

 

ØPutnam believes that sustainable environmental practices and sustainable social policies are important components of long-term value creation.  Companies should evaluate the potential risks to their business operations that are directly related to environmental and social factors (among others).  In evaluating shareholder proposals relating to environmental and social initiatives, Putnam takes into account (1) the relevance and materiality of the proposal to the company’s business, (2) whether the proposal is well crafted (e.g., whether it references science-based targets, or standard global protocols), and (3) the practicality or reasonableness of implementing the proposal.

 

Putnam may support well-crafted and well-targeted proposals that request additional reporting or disclosure on a company’s plans to mitigate risk to the company related to the following issues and/or their strategies related to these issues:  Environmental issues, including but not limited to, climate change, greenhouse gas emissions, renewable energy, and broader sustainability issues; and Social issues, including but not limited to, fair pay, employee diversity and development, safety, labor rights, supply chain management, privacy and data security.

 

In addition, Putnam will consider proposals related to Artificial Intelligence (“AI”) on a case-by-case basis.

 

Putnam will consider factors such as (i) the industry in which the company operates, (ii) the company's current level of disclosure, (iii) the company's level of oversight, (iv) the company’s management of risk arising out of these matters, (v) whether the company has suffered a material financial impact.  Other factors may also be considered. 

 

Putnam will consider the recommendation of its third-party proxy service provider and may consider other factors such as third-party evaluations of ESG performance.

 

Additionally, Putnam may vote on a case-by-case basis on proposals which ask a company to take action beyond reporting where our third-party proxy service provider has identified one or more reasons to warrant a vote FOR.

 

 

III. Voting Shares of Non-US Issuers

 

Many non-US jurisdictions impose material burdens on voting proxies. There are three primary types of limits as follows:

 

(1)           Share blocking. Shares must be frozen for certain periods of time to vote via proxy.

 

(2)           Share re-registration. Shares must be re-registered out of the name of the local custodian or nominee into the name of the client for the meeting and, in many cases, then re-registered back. Shares are normally blocked in this period.

 

(3)           Powers of Attorney. Detailed documentation from a client must be given to the local sub-custodian. In many cases Putnam is not authorized to deliver this information or sign the relevant documents.

 

Putnam’s policy is to weigh the benefits to clients from voting in these jurisdictions against the detriments of not doing so. For example, in a share blocking jurisdiction, it will normally not be in a client’s interest to freeze shares simply to participate in a non- contested routine meeting. More specifically, Putnam will normally not vote shares in non-US jurisdictions imposing burdensome proxy voting requirements except in significant votes (such as contested elections and major corporate transactions) where directed by portfolio managers.

 

Putnam recognizes that the laws governing non-US issuers will vary significantly from US law and from jurisdiction to jurisdiction. Accordingly, it may not be possible or even advisable to apply these guidelines mechanically to non-US issuers. However, Putnam believes that shareholders of all companies are protected by the existence of a sound corporate governance and disclosure framework. Accordingly, Putnam will vote proxies of non-US issuers in accordance with the foregoing guidelines where applicable, except as follows:

 

ØPutnam will vote for shareholder proposals calling for a majority of the directors to be independent of management.

 

 

ØPutnam will vote for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.

 

ØPutnam will vote on a case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a company’s outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a company’s outstanding common stock where shareholders have preemptive rights.

 

ØPutnam will vote for proposals to authorize share repurchase programs that are recommended for approval by Putnam’s proxy voting service provider, otherwise Putnam will vote against such proposals; except that Putnam will vote on a case-by-case basis if there are concerns that there may be abusive practices related to the share repurchase programs.

     

ØPutnam will vote against authorizations to repurchase shares or issue shares or convertible debt instruments with or without preemptive rights when such authorization can be used as a takeover defense without shareholder approval. Putnam will not apply this policy to a company with a shareholder who controls more than 50% of its voting rights.

 

ØPutnam will generally vote for proposals that include debt issuances, however substantive/non-routine proposals, and proposals that fall outside of normal market practice or reasonable standards, will be reviewed on a case-by-case basis.

 

ØPutnam will vote for board-approved routine, market-practice proposals. These proposals are limited to (1) those issues that will have little or no economic impact, such as technical, editorial, or mandatory regulatory compliance items, (2) those issues that will not adversely affect and/or which clearly improve shareholder rights/values, and which do not violate Putnam’s proxy voting guidelines, or (3) those issues that do not seek to deviate from existing laws or regulations. Examples include but are not limited to, related party transactions (non-strategic), profit-and-loss transfer agreements (Germany), authority to increase paid-in capital (Taiwan). Should any unusual circumstances be identified concerning a normally routine issue, such proposals will be referred back to Putnam for internal review.

      

ØPutnam will generally vote for proposals regarding amendments seeking to expand business lines or to amend the corporate purpose, provided the proposal would not include a significant or material departure from the company’s current business, and/or will provide the company with greater flexibility in the performance of its activities.

 

ØPutnam will normally vote for management proposals concerning allocation of income and the distribution of dividends. However, Putnam portfolio teams will override this guideline when they conclude that the proposals are outside the market norms (i.e., those seen as consistently and unusually small or large compared to market practices).

 

      

ØPutnam will generally vote for proposals seeking to adjust the par value of common stock. However, non-routine, substantive proposals will be reviewed on a case-by-case basis.

 

ØPutnam will vote against proposals that would authorize the company to reduce the notice period for calling special or extraordinary general meetings to less than 21-Days.

      

ØPutnam will generally vote for proposals relating to transfer of reserves/increase of reserves (i.e., France, Japan). However, Putnam will vote on a case-by-case basis if the proposal falls outside of normal market practice.

      

ØPutnam will generally vote for proposals to increase the maximum variable pay ratio. However, Putnam will vote on a case-by-case basis if we are voting against a company’s remuneration report or if the proposal seeks an increase in excess of 200%.

      

ØPutnam will review stock option plans on a case-by-case basis which allow for the options exercise price to be reduced by dividend payments (if the plan would normally pass Putnam’s Guidelines).

      

ØPutnam will generally vote for requests to provide loan guarantees however, Putnam will vote on a case-by-case basis if the total amount of guarantees is in excess of 100% of the company’s audited net assets.

 

ØPutnam will generally support remuneration report/policy proposals (i.e., advisory/binding) where a company’s executive compensation is linked directly with the performance of the business and executive. Putnam will generally support compensation proposals which incorporate a mix of reasonable salary and performance based short- and long-term incentives. Companies should demonstrate that their remuneration policies are designed and managed to incentivize and retain executives while growing the company’s long-term shareholder value.

 

Generally, Putnam will vote against remuneration report/policy proposals (i.e., advisory/binding) in the following cases:

•Disconnect between pay and performance
•No performance metrics disclosed;
•No relative performance metrics utilized;
•Single performance metric was used and it was an absolute measure;
•Performance goals were lowered when management failed or was unlikely to meet original goals;
•Long Term Incentive Plan is subject to retesting (e.g., Australia);
•Service contracts longer than 12 months (e.g., United Kingdom);
•Allows vesting below median for relative performance metrics;
•Ex-gratia / non-contractual payments have been made (e.g., United Kingdom and Australia);
•Contains provisions to automatically vest upon change-of-control; or
•Other poor compensation practices or structures.
•Pension provisions for new executives is not at the same level as the majority of the wider workforce; pension provisions for incumbent executives are not set to decrease over time (United Kingdom)
•Proposed CEO salary increases are not justifiably appropriate in comparison to wider workforce or rationale for exception increases is not fully disclosed (United Kingdom)

     

ØPutnam will vote on a case-by-case basis on bonus payments to executive directors or senior management; however, Putnam will vote against payments that include outsiders or independent statutory auditors.

 

     

Ø    Matters Relating to Board of Directors

Ø    Uncontested Board Elections

 

Ø  Asia: China, Hong Kong, India, Indonesia, Philippines, Taiwan and Thailand

ØPutnam will vote against the entire board of directors if
•fewer than one-third of the directors are independent directors, or
•the board has not established audit, compensation and nominating committees each composed of a majority of independent directors, or
•the chair of the audit, compensation or nominating committee is not an independent director.
ØCommentary: Companies listed in China (or dual-listed in China and Hong Kong) often have a separate supervisory committee in addition to a standard board of directors containing audit, compensation, and nominating committees. The supervisory committee provides oversight of the financial affairs of the company and supervises members of the board and management, while the board of directors makes decisions related to the company's business and investment strategies. The supervisory committee normally comprises employee representatives and shareholder representatives. Shareholder representatives are elected by shareholders of the company while employee representatives are elected by the company's staff. Shareholder representatives may be independent or may be affiliated with the company or its substantial shareholders. Current laws and regulations neither provide a basis for evaluation of supervisor independence nor do they require a supervisor to be independent.
ØPutnam will generally vote in favor of nominees to the Supervisory Committee

      

Ø  Australia

ØPutnam will vote against the entire board of directors if

 

•fewer than a majority of the directors are independent, or

 

•the board has not established an audit committee composed solely of non-executive directors, a majority of whom, including the chair of the committee (who should not be the board chair), should be independent directors, or

 

•the board has not established nominating and compensation committees each composed of a majority of independent, non-executive directors, with an independent chair.

 

Ø    Brazil

ØPutnam will vote against proposals requesting cumulative voting unless there are more candidates than number of seats available, in which case vote for.

 

ØPutnam will vote for proposals for the proportional allocation of cumulative votes if Putnam is supporting the entire slate of nominees. Putnam will vote against such proposals if Putnam is not supporting the entire slate.

 

ØPutnam will abstain on individual director allocation proposals if Putnam is voting for the proportional allocation of cumulative votes. Putnam will vote on a case-by-case basis on individual director allocation proposals if Putnam is voting against the proportional allocation of votes.

     

ØPutnam will vote for proposals to cumulate votes of common and preferred shareholders if the nominees are known and Putnam is supporting the applicable nominees; Putnam will vote against such proposals if Putnam is not supporting the known nominees, or if the nominees are unknown.

 

ØPutnam will generally vote against proposals seeking the recasting of votes for amended slate (as new candidates could be included in the amended slate without prior disclosure to shareholders).

 

ØPutnam will vote against proposals regarding instructions if meeting is held on second call if election of directors is part of the recasting as the slate can be amended without (prior) disclosure to shareholders.

 

ØPutnam will vote against proposals regarding the casting of minority votes to the candidate with largest number of votes.

 

Ø    Canada

Canadian corporate governance requirements mirror corporate governance reforms that have been adopted by the NYSE and other U.S. national securities exchanges and stock markets. As a result, Putnam will vote on matters relating to the board of directors of Canadian issuers in accordance with the guidelines applicable to U.S. issuers.

 

Commentary: Like the UK’s Combined Code on Corporate Governance, the policies on corporate governance issued by Canadian securities regulators embody the “comply and explain” approach to corporate governance. Because Putnam believes that the board independence standards contained in the proxy voting guidelines are integral to the protection of investors in Canadian companies, these standards will be applied in a prescriptive manner.

 

   

Ø  Continental Europe (ex-Germany)

ØPutnam will vote against the entire board of directors if
•fewer than a majority of the directors are independent directors, or
•the board has not established audit, nominating and compensation committees each composed of a majority of independent directors.

Ø    Commentary: An “independent director” under the European Commission’s guidelines is one who is free of any business, family or other relationship, with the company, its controlling shareholder or the management of either, that creates a conflict of interest such as to impair his judgment. A “non-executive director” is one who is not engaged in the daily management of the company.

In France, Employee Representatives are employed by the company and represent rank and file employees. These representatives are elected by company employees.  The law also provides for the appointment of employee shareholder representatives, if the employee shareholdings exceed 3% of the share capital.  Employee shareholder representatives are elected by the company’s shareholders (via general meeting). 

     

Ø    Germany

ØFor companies subject to “co-determination,” Putnam will vote for the election of nominees to the supervisory board, except:
ØPutnam will vote against the Supervisory Board if
•the board has not established an audit committee comprising an Independent chair.
•the audit committee chair serves as board chair.
•the board contains more than two former management board members.
ØPutnam will vote against the election of a former member of the company’s managerial board to chair of the supervisory board.

Ø    Commentary: German corporate governance is characterized by a two-tier board system - a managerial board composed of the company’s executive officers, and a supervisory board. The supervisory board appoints the members of the managerial board. Shareholders elect members of the supervisory board, except that in the case of companies with a large number of employees, company employees are allowed to elect some of the supervisory board members (one-half of supervisory board members are elected by company employees at companies with more than 2,000 employees; one-third of the supervisory board members are elected by company employees at companies with more than 500 employees but fewer than 2,000). This practice is known as co-determination.

     

Israel

 

Non-Controlled Banks: Director elections at Non-Controlled banks are overseen by the Supervisor of the Banks and nominees for election as "other" (non-external) directors and external directors (under Companies Law and Directive 301) are put forward by an external and independent committee. As such,

 

ØPutnam’s guidelines regarding board Nominating Committees will not apply

 

ØPutnam will vote on a case-by-case on nominees when there are more nominees than seats available.

 

 

Italy

 

Election of directors and statutory auditors:

 

Ø  Putnam will apply the director guidelines to the majority shareholder supported list and vote accordingly (for or against) if multiple lists of director candidates are presented. If there is no majority shareholder supported slate of nominees, Putnam will support the shareholder slate of nominees that is recommended for approval by Putnam’s service provider.

 

Ø  Putnam will vote against the entire list of director nominees if the list is bundled as one proposal and if Putnam would otherwise be voting against any one director nominee.

 

Ø  Putnam will generally vote for the majority shareholder supported list of statutory auditor nominees.

 

Note: Pursuant to Italian law, directors and statutory auditors are elected through a slate voting system whereby candidates are presented in lists submitted by shareholders representing a minimum percentage of share capital.

 

Ø  Putnam will withhold votes from any director not identified in the proxy materials. (Example: Co-opted director nominees.)

 

Japan

 

Ø  For companies that have established a U.S.-style corporate governance structure, Putnam will withhold votes from the entire board of directors if:

 

•the board does not have a majority of outside directors,

 

•the board has not established nominating and compensation committees composed of a majority of outside directors,

 

•the board has not established an audit committee composed of a majority of independent directors, or

 

•the board does not have at least two independent directors for companies with a controlling shareholder.

     

Ø  For companies that have established a statutory auditor board structure:

 

•Putnam will withhold votes from the appointment of members of a company’s board of statutory auditors if a majority of the members of the board of statutory auditors is not independent.

     

Ø  For companies that have established a statutory auditor board structure, Putnam will withhold votes from the entire board of directors if:

     

•the board does not have at least two outside directors, or

     

•the board does not have at least two independent directors for companies with a controlling shareholder.

 

•Putnam will vote against any statutory auditor nominee who attends fewer than 75% of board and committee meeting without valid reasons for the absences (i.e., illness, personal emergency, etc.) (Note that Corporate Law requires disclosure of outsiders' attendance but not that of insiders, who are presumed to have no more important time commitments.)

     

Ø  For companies that have established an audit committee board structure (one-tier / one committee), Putnam will withhold votes from the entire board of directors if:

     

•the board does not have at least two outside directors,

   

•the board does not have at least two independent directors for companies with a controlling shareholder, or

   

•the board has not established an audit committee composed of a majority of independent directors

 

Election of Executive Director and Election of Supervisory Director - REIT

      

REITs have a unique two-tier board structure with generally one or more executive directors and two or more supervisory directors. The number of supervisory directors must be greater than, not equal to, the number of executive directors. Shareholders are asked to vote on both types of directors. Putnam will vote as follows, provided each board of executive / supervisory directors meets legal requirements.

 

Ø  Putnam will generally vote for the election of Executive Director

Ø  Putnam will generally vote for the election of Supervisory Directors

 

 

Commentary:

 

Definition of outside director and independent director:

The Japanese Companies Act focuses on two director classifications: Insider or Outsider. An outside director is a director who is not a director, executive, executive director, or employee of the company or its parent company, subsidiaries or affiliates. Further, a director, executive, executive director or employee, who have executive responsibilities, of the company or subsidiaries can regain eligibility ten years after his or her resignation, provided certain other requirements are met. An outside director is designated as an “independent” director based on the Tokyo Stock Exchange listing rules.  An outside director is “independent” if that person can make decisions completely independent from the managers of the company, its parent, subsidiaries, or affiliates and does not have a material relationship with the company (i.e., major client, trading partner, or other business relationship; familial relationship with current director or executive; etc.). 

 

The guidelines have incorporated these definitions in applying the board independence standards above.

 

 

Korea

 

Putnam will withhold votes from the entire board of directors if:

 

•For large companies (i.e., those with assets of at least KRW 2 trillion); the board does not have at least three independent directors or less than a majority of directors are independent directors,

 

•For small companies (i.e., those with assets of less than KRW 2 trillion), fewer than one-fourth of the directors are independent directors,

     

•The board has not established a nominating committee with at least half of the members being outside directors, or

 

•the board has not established an audit committee composed of at least three members and in which at least two-thirds of its members are independent directors.

 

Commentary: For purposes of these guidelines, an “outside director” is a director who is independent from the management or controlling shareholders of the company and holds no interests that might impair performing his or her duties impartially from the company, management or controlling shareholder. In determining whether a director is an outside director, Putnam will also apply the standards included in Article 382 of the Korean Commercial Act, i.e., no employment relationship with the company for a period of two years before serving on the committee, no director or employment relationship with the company’s largest shareholder, etc.) and may consider other business relationships that would affect the independence of an outside director.

 

Ø  Putnam will generally vote for proposals to amend the Executive Officer Retirement Allowance Policy unless the recipients of the grants include non-executives; the proposal would have a negative impact on shareholders, or the proposal appear to be outside of normal market practice, in which case Putnam will vote against.

 

 

Ø  Malaysia

ØPutnam will vote against the entire board of directors if:
•less than 50% of the directors are independent directors, or less than a majority of the directors are independent directors for large companies,
•the board has not established an audit committee with all members being independent directors, including the committee chair,
•the board has not established a nominating committee with all members being non-executive directors, a majority of whom are independent, including the committee chair; the board chair should not serve as a member of the nomination committee, or
•the board has not established a compensation committee with all members being non-executive directors, a majority of whom are independent; the board chair should not serve as a member of the remuneration committee.

     

Ø    Nordic Markets – Finland, Norway, Sweden

Ø  Putnam will vote against the entire board of directors if:

 

Board Independence:

•The board does not have a majority of directors independent from the company and management. (Sweden, Finland, Norway)
•The board does not have at least two directors independent from the company and its major shareholders holding > 10% of the Company’s share capital. (Sweden, Finland, Norway)
•An executive director is a member of the board. (Norway)

   

Audit Committee:

•The audit committee does not consist of a majority of directors independent from the company and management. (Sweden, Finland)
•The audit committee does not have at least one director independent from the company and its major shareholders holding > 10% of the Company’s share capital. (Sweden, Finland)
•The audit committee is not majority independent. (Norway)

   

Remuneration Committee:

•The remuneration committee is not fully independent of the company, excluding the chair. (Sweden)
•The remuneration committee is not majority independent of the company. (Finland)
•The remuneration committee does not consist fully of non-executive directors. (Finland)
•The remuneration committee is not fully independent of management (Norway)
•The remuneration committee is not majority independent from the company and its major shareholders holding > 50% of the Company’s share capital. (Sweden, Finland, Norway)

 

Board Nomination Committee:

•The nomination committee does not consist of a majority of directors independent from the company. (Finland)
•An executive is a member of the nomination committee. (Finland)

   

External Nomination Committee: Vote against the establishment of the nomination committee and its guidelines when:

•The external committee is not majority independent of the company and management. (Sweden)
•The external committee does not have at least one director not affiliated to largest shareholder on the committee. (Sweden)
•The external committee does not meet best practice based on Glass Lewis analysis. (Finland)
•The external committee is not majority independent of the board and management. (Norway)
•The external committee has more than one member of the board of the directors sitting on the committee. (Norway)
•There is insufficient disclosure provided for new nominees (Norway)
•An executive is a member of the committee. (Norway)

     

Ø    Russia

ØPutnam will vote on a case-by-case basis for the election of nominees to the board of directors.

Ø    Commentary: In Russia, director elections are handled through a cumulative voting process. Cumulative voting allows shareholders to cast all of their votes for a single nominee for the board of directors, or to allocate their votes among nominees in any other way. In contrast, in “regular” voting, shareholders may not give more than one vote per share to any single nominee. Cumulative voting can help to strengthen the ability of minority shareholders to elect a director.

     

Ø    Singapore

ØPutnam will vote against from the entire board of directors if
•in the case of a board with an independent director serving as chair, fewer than one-third of the directors are independent directors; or, in the case of a board not chaired by an independent director, fewer than half of the directors are independent directors,
•the board has not established audit and compensation committees, each with an independent director serving as chair, with at least a majority of the members being independent directors, and with all of the directors being non-executive directors, or
•the board has not established a nominating committee, with an independent director serving as chair, and with at least a majority of the members being independent directors.

 

United Kingdom, Ireland

 

Commentary:

 

Application of guidelines: Although the Combined Code has adopted the “comply and explain” approach to corporate governance, Putnam believes that the guidelines discussed above with respect to board independence standards are integral to the protection of investors in UK companies. As a result, these guidelines will be applied in a prescriptive manner.

 

Definition of independence: For the purposes of these guidelines, a non-executive director shall be considered independent if the director meets the independence standards in section A.3.1 of the Combined Code (i.e., no material business or employment relationships with the company, no remuneration from the company for non-board services, no close family ties with senior employees or directors of the company, etc.), except that Putnam does not view service on the board for more than nine years as affecting a director’s independence.

 

Smaller companies: A smaller company is one that is below the FTSE 350 throughout the year immediately prior to the reporting year.

 

 

Ø  Putnam will withhold votes from the entire board of directors if:

 

•the board, excluding the Non-Executive Chair, is not comprised of at least half independent non-executive directors,

 

•the board has not established a Nomination committee composed of a majority of independent non-executive directors, excluding the Non-Executive Chair, or

 

•the board has not established a Compensation committee composed of (1) at least three directors (in the case of smaller companies, as defined by the Combined Code, two directors) and (2) solely of independent non-executive directors. The company chair may be a member of, but not chair, the Committee provided he or she was considered independent on appointment as chair, or

 

•The board has not established an Audit Committee composed of, (1) at least three directors (in the case of smaller companies as defined by the Combined Code, two directors) and (2) solely of independent non-executive directors. The board chair may not serve on the audit committee of large or small companies.

 

 

Ø    All other jurisdictions

ØIn the absence of jurisdiction specific guidelines, Putnam will vote as follows for boards/supervisory boards:
•Putnam will vote against the entire board of directors if
§fewer than a majority of the directors are independent directors, or
§the board has not established audit, nominating and compensation committees each composed of a majority of independent directors.

     

Ø    Additional Commentary regarding all Non-US jurisdictions:

Ø    Whether a director is considered “independent” or not will be determined by reference to local corporate law or listing standards.

Ø    Some jurisdictions may legally require or allow companies to have a certain number of employee representatives, employee shareholder representatives (e.g., France) and/or shareholder representatives on their board.  Putnam generally does not consider these representatives independent. The presence of employee representatives or employee shareholder representatives on the board and key committees is generally legally mandated. In most markets, shareholders do not have the ability to vote on the election of employee representatives or employee shareholder representatives. In some markets, significant shareholders have a legal right to nominate shareholder representatives.  Shareholders are required to approve the election of shareholder representatives to the board. Unlike employee representatives, there are no legal requirements regarding the presence of shareholder representatives on the board or its committees.

ØPutnam will not include employee or employee shareholder representatives in the independence calculation of the board or key committees, nor in the calculation of the size of the board.
ØPutnam will include shareholder representatives in the independence calculation of the board and key committees, and in the calculation of the size of the board.
ØPutnam will generally support shareholder or employee representatives if included in the agenda Putnam will vote on a case-by-case basis when there are more candidates than seats. Additionally, Putnam will vote against such nominees when there is insufficient information disclosed.
ØPutnam Investments’ policies regarding the provision of professional services and transactional relationship with regard to directors will apply.
ØPutnam will vote for independent nominees for alternate director, unless such nominees do not meet Putnam’s individual director standards.

Shareholder nominated directors/self-nominated directors

 

ØPutnam will vote against shareholder nominees if Putnam supports the board of directors.

 

ØPutnam will vote on a case-by case basis if Putnam will be voting against the current board.

      

ØPutnam will vote on a case-by-case basis if the proposal regarding a self-nominated/shareholder nominated director nominee would add an additional seat to the board if the nominee is approved.

 

 

Other Business Matters

 

Japan

 

A. Article Amendments

 

ØThe Japanese Companies Act gives companies the option to adopt a U.S.-Style corporate structure (i.e., a board of directors and audit, nominating, and compensation committees). Putnam will vote for proposals to amend a company’s articles of incorporation to adopt the U.S.-Style “Board with Committees” structure. However, the independence of the outside directors is critical to effective corporate governance under this new system. Putnam will, therefore, scrutinize the backgrounds of the outside director nominees at such companies, and will vote against the amendment where Putnam believes the board lacks the necessary level of independence from the company or a substantial shareholder.

 

ØPutnam will vote on a case-by-case basis on granting the board the authority to repurchase shares at its discretion.

 

ØPutnam will vote against amendments to delete a requirement directing the company to reduce authorized capital by the number of treasury shares cancelled. If issued share capital decreases while authorized capital remains unchanged, then the company will have greater leeway to issue new shares (for example as a private placement or a takeover defense).

 

ØPutnam will vote against proposals to authorize appointment of special directors. Under the new Corporate Law, companies are allowed to appoint, from among their directors, "special directors" who will be authorized to make decisions regarding the purchase or sale of important assets and major borrowing or lending, on condition that the board has at least six directors, including at least one non-executive director. At least three special directors must participate in the decision-making process and decisions shall be made by a majority vote of the special directors. However, the law does not require any of the special directors to be non-executives, so in effect companies may use this mechanism to bypass outsiders.

 

ØPutnam will generally vote for proposals to create new class of shares or to conduct a share consolidation of outstanding shares to squeeze out minority shareholders.

 

ØPutnam will vote against proposals seeking to enable companies to establish specific rules governing the exercise of shareholder rights. (Note: Such as, shareholders' right to submit shareholder proposals or call special meetings.)

 

B. Compensation Related Matters

 

ØPutnam will vote against option plans which allow the grant of options to suppliers, customers, and other outsiders.

 

ØPutnam will vote against stock option grants to independent internal statutory auditors. The granting of stock options to internal auditors, at the discretion of the directors, can compromise the independence of the auditors and provide incentives to ignore accounting problems, which could affect the stock price over the long term.

 

ØPutnam will vote against the payment of retirement bonuses to directors and statutory auditors when one or more of the individuals to whom the grants are being proposed has not served in an executive capacity for the company. Putnam will also vote against payment of retirement bonuses to any directors or statutory auditors who have been designated by the company as independent. Retirement bonus proposals are all-or-nothing, meaning that split votes against individual payments cannot be made. If any one individual does not meet Putnam’s criteria, Putnam will vote against the entire bundled item.

 

C. Other Business Matters

 

ØPutnam votes for mergers by absorptions of wholly-owned subsidiaries by their parent companies. These deals do not require the issuance of shares, and do not result in any dilution or new obligations for shareholders of the parent company. These transactions are routine.

 

ØPutnam will vote for the acquisition if it is between parent and wholly-owned subsidiary.

 

ØPutnam will vote for the formation of a holding company, if routine. Holding companies are once again legal in Japan and a number of companies, large and small, have sought approval to adopt a holding company structure. Most of the proposals are intended to help clarify operational authority for the different business areas in which the company is engaged and promote effective allocation of corporate resources. As most of the reorganization proposals do not entail any share issuances or any change in shareholders’ ultimate ownership interest in the operating units, Putnam will treat most such proposals as routine.

 

ØPutnam will vote against proposals that authorize the board to vary the AGM record date.

 

ØPutnam will vote for proposals to abolish the retirement bonus system

 

ØPutnam will vote for board-approved director/officer indemnification proposals

 

ØPutnam will vote on a case-by-case basis on private placements (Third-party share issuances). Where Putnam views the share issuance necessary to avoid bankruptcy or to put the company back on solid financial footing, Putnam will generally vote for. When a private placement allows a particular shareholder to obtain a controlling stake in the company at a discount to market prices, or where the private placement otherwise disadvantages ordinary shareholders, Putnam will vote against.

 

ØPutnam will generally vote against shareholder rights plans (poison pills). However, if all of the following criteria are met, Putnam will evaluate such poison pills on a case-by-case basis:

1) The poison pill must have a duration of no more than three years.

2) The trigger threshold must be no less than 20 percent of issued capital.

3) The company must have no other types of takeover defenses in place.

4) The company must establish a committee to evaluate any takeover offers, and the members of that committee must all meet Putnam’s' definition of independence.

5) At least 20 percent, and no fewer than two, of the directors must meet Putnam’s definition of independence. These independent directors must also meet Putnam’s guidelines on board meeting attendance.

6) The directors must stand for reelection on an annual basis.

7) The company must release its proxy materials no less than three weeks before the meeting date.

 

ØPutnam will vote against proposals to allow the board to decide on income allocation without shareholder vote.

 

ØPutnam will vote against proposals to limit the liability of External Audit Firms (“Accounting Auditors”)

 

ØPutnam will vote against proposals seeking a reduction in board size that eliminates all vacant seats.

 

ØPutnam may generally vote against proposals seeking an increase in authorized capital that leaves the company with as little as 25 percent of the authorized capital outstanding (general request). However, such proposals will be evaluated on a company specific basis, taking into consideration such factors as current authorization outstanding, existence (or lack thereof) of preemptive rights and rationale for the increase.

 

ØPutnam will vote for corporate split agreement and transfer of sales operations to newly created wholly-owned subsidiaries where the transaction is a purely internal one which does not affect shareholders' ownership interests in the various operations. All other proposals will be referred back to Putnam for case-by-case review. These reorganizations usually accompany the switch to a holding company structure, but may be used in other contexts.

 

 

United Kingdom

 

ØPutnam will not apply the U.S. standard 15% discount cap for employee share purchase schemes at U.K. companies. As such, Putnam will generally vote for ‘Save-As-You-Earn’ schemes in the U.K which allow for no more than a 20% purchase discount, and which otherwise comply with U.K. law and Putnam standards.

 

France

 

ØPutnam will not apply the U.S. standard 15% discount cap for employee share purchase schemes at French companies. As such, Putnam will generally vote for employee share purchase schemes in France that allow for no greater than a 30% purchase discount, or 40% purchase discount if the vesting period is equal to or greater than ten years, and which otherwise comply with French law and Putnam standards.

 

ØPutnam will generally vote for the Remuneration Report (established based on SRD II), however Putnam will vote on a case-by-case basis when Putnam is voting against both the ex-Post Remuneration Report (CEO) and ex-Ante Remuneration Policy (CEO, or proposal including CEO remuneration package) in the current year, and Putnam’s third party service provider(s) is recommending a vote against.

 

 

Canada

     

ØPutnam will generally vote for Advance Notice provisions for submitting director nominations not less than 30 days prior to the date of the annual meeting.  For Advance Notice provisions where the minimum number of days to submit a shareholder nominee is less than 30 days prior to the meeting date, Putnam will vote on a case-by-case basis.  Putnam will also vote on a case-by-case basis if the company's policy expressly prohibits the commencement of a new notice period in the event the originally scheduled meeting is adjourned or postponed.

 

 

Hong Kong

 

ØPutnam will vote for proposals to approve a general mandate permitting the company to engage in non-pro rata share issuances of up to 20% of total equity in a year if the company’s board meets Putnam’s independence standards; if the company’s board does not meet Putnam’s independence standards, then Putnam will vote against these proposals.

 

Additionally, Putnam will vote for proposals to approve the reissuance of shares acquired by the company under a share repurchase program, provided that: (1) Putnam supported (or would have supported, in accordance with these guidelines) the share repurchase program, (2) the reissued shares represent no more than 10% of the company’s outstanding shares (measured immediately before the reissuance), and (3) the reissued shares are sold for no less than 85% of current market value.

 

This policy supplements policies regarding share issuances as stated above under section

III. Voting Shares of Non-US Issuers.

 

 

Taiwan

 

Ø  Putnam will vote against proposals to release the board of directors from the non-compete restrictions specified in Taiwanese Company Law. However, Putnam will vote for such proposals if the directors are engaged in activities with a wholly- owned subsidiary of the company.

 

 

Australia

 

Ø  Putnam will vote for proposals to carve out, from the general cap on non-pro rata share issues of 15% of total equity in a rolling 12-month period, a particular proposed issue of shares or a particular issue of shares made previously within the 12-month period, if the company’s board meets Putnam’s independence standards; if the company’s board does not meet Putnam’s independence standards, then Putnam will vote against these proposals.

 

ØPutnam will vote for proposals renewing partial takeover provisions.

     

ØPutnam will vote on a case-by-case basis on Board-Spill proposals.

 

 

Turkey

 

Putnam will vote on a case-by-case basis on proposals involving related party transactions. However, Putnam will vote against when such proposals do not provide information on the specific transaction(s) to be entered into with the board members or executives.

 

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies

 

(a)(1) Portfolio Managers. The officers of Putnam Management identified below are primarily responsible for the day-to-day management of the fund’s portfolio as of the filing date of this report.

 

Portfolio Managers Joined Fund

 

Employer

 

Positions Over Past Five Years

Paul Drury 2002

Putnam Management

1989 – Present

 Portfolio Manager
Garrett Hamilton 2016

Putnam Management

2016 - Present

 Portfolio Manager,

 

 

 

(a)(2) Other Accounts Managed by the Fund’s Portfolio Managers.

 

The following table shows the number and approximate assets of other investment accounts (or portions of investment accounts) that the fund’s Portfolio Managers managed as of the fund’s most recent fiscal year-end. Unless noted, none of the other accounts pays a fee based on the account’s performance.

 

 

 

 

 

 

Portfolio Leader or Member

 

 

 

 

Other SEC-registered open-end and closed-end funds

 

 

 

 

Other accounts that pool assets from more than one client

 

Other accounts (including separate accounts, managed account programs and single-sponsor defined contribution plan offerings)

  Number of accounts Assets Number of accounts Assets Number of accounts Assets
Paul Drury 13

$5,566,500,000

 

0

 

 $0 0 $0
Garret Hamilton

13

 

$5,566,500,000

 

0

 

 $0 0 $0

 

 

 

Potential conflicts of interest in managing multiple accounts. Like other investment professionals with multiple clients, the fund’s Portfolio Managers may face certain potential conflicts of interest in connection with managing both the fund and the other accounts listed under “Other Accounts Managed by the Fund’s Portfolio Managers” at the same time. The paragraphs below describe some of these potential conflicts, which Putnam Management believes are faced by investment professionals at most major financial firms. As described below, Putnam Management and the Trustees of the Putnam funds have adopted compliance policies and procedures that attempt to address certain of these potential conflicts.

 

The management of accounts with different advisory fee rates and/or fee structures, including accounts that pay advisory fees based on account performance (“performance fee accounts”), may raise potential conflicts of interest by creating an incentive to favor higher-fee accounts. These potential conflicts may include, among others:

 

• The most attractive investments could be allocated to higher-fee accounts or performance fee accounts.

• The trading of higher-fee accounts could be favored as to timing and/or execution price. For example, higher-fee accounts could be permitted to sell securities earlier than other accounts when a prompt sale is desirable or to buy securities at an earlier and more opportune time.

• The trading of other accounts could be used to benefit higher-fee accounts (front- running).

• The investment management team could focus their time and efforts primarily on higher-fee accounts due to a personal stake in compensation.

 

Putnam Management attempts to address these potential conflicts of interest relating to higher-fee accounts through various compliance policies that are generally intended to place all accounts, regardless of fee structure, on the same footing for investment management purposes. For example, under Putnam Management’s policies:

 

• Performance fee accounts must be included in all standard trading and allocation procedures with all other accounts.

• All accounts must be allocated to a specific category of account and trade in parallel with allocations of similar accounts based on the procedures generally applicable to all accounts in those groups (e.g., based on relative risk budgets of accounts).

• All trading must be effected through Putnam’s trading desks and normal queues and procedures must be followed (i.e., no special treatment is permitted for performance fee accounts or higher-fee accounts based on account fee structure).

• Front running is strictly prohibited.

• The fund’s Portfolio Manager(s) may not be guaranteed or specifically allocated any portion of a performance fee.

 

As part of these policies, Putnam Management has also implemented trade oversight and review procedures in order to monitor whether particular accounts (including higher-fee accounts or performance fee accounts) are being favored over time.

Potential conflicts of interest may also arise when the Portfolio Manager(s) have personal investments in other accounts that may create an incentive to favor those accounts. As a general matter and subject to limited exceptions, Putnam Management’s investment professionals do not have the opportunity to invest in client accounts, other than the Putnam funds. However, in the ordinary course of business, Putnam Management or related persons may from time to time establish “pilot” or “incubator” funds for the purpose of testing proposed investment strategies and products prior to offering them to clients. These pilot accounts may be in the form of registered investment companies, private funds such as partnerships or separate accounts established by Putnam Management or an affiliate. Putnam Management or an affiliate supplies the funding for these accounts. Putnam employees, including the fund’s Portfolio Manager(s), may also invest in certain pilot accounts. Putnam Management, and to the extent applicable, the Portfolio Manager(s) will benefit from the favorable investment performance of those funds and accounts. Pilot funds and accounts may, and frequently do, invest in the same securities as the client accounts. Putnam Management’s policy is to treat pilot accounts in the same manner as client accounts for purposes of trading allocation – neither favoring nor disfavoring them except as is legally required. For example, pilot accounts are normally included in Putnam Management’s daily block trades to the same extent as client accounts (except that pilot accounts do not participate in initial public offerings).

 

A potential conflict of interest may arise when the fund and other accounts purchase or sell the same securities. On occasions when the Portfolio Manager(s) consider the purchase or sale of a security to be in the best interests of the fund as well as other accounts, Putnam Management’s trading desk may, to the extent permitted by applicable laws and regulations, aggregate the securities to be sold or purchased in order to obtain the best execution and lower brokerage commissions, if any. Aggregation of trades may create the potential for unfairness to the fund or another account if one account is favored over another in allocating the securities purchased or sold – for example, by allocating a disproportionate amount of a security that is likely to increase in value to a favored account. Putnam Management’s trade allocation policies generally provide that each day’s transactions in securities that are purchased or sold by multiple accounts are, insofar as possible, averaged as to price and allocated between such accounts (including the fund) in a manner which in Putnam Management’s opinion is equitable to each account and in accordance with the amount being purchased or sold by each account. Certain exceptions exist for specialty, regional or sector accounts. Trade allocations are reviewed on a periodic basis as part of Putnam Management’s trade oversight procedures in an attempt to ensure fairness over time across accounts.

 

“Cross trades,” in which one Putnam account sells a particular security to another account (potentially saving transaction costs for both accounts), may also pose a potential conflict of interest. Cross trades may be seen to involve a potential conflict of interest if, for example, one account is permitted to sell a security to another account at a higher price than an independent third party would pay, or if such trades result in more attractive investments being allocated to higher-fee accounts. Putnam Management and the fund’s Trustees have adopted compliance procedures that provide that any transactions between the fund and another Putnam-advised account are to be made at an independent current market price, as required by law.

 

Another potential conflict of interest may arise based on the different investment objectives and strategies of the fund and other accounts. For example, another account may have a shorter-term investment horizon or different investment objectives, policies or restrictions than the fund. Depending on another account’s objectives or other factors, the Portfolio Manager(s) may give advice and make decisions that may differ from advice given, or the timing or nature of decisions made, with respect to the fund. In addition, investment decisions are the product of many factors in addition to basic suitability for the particular account involved. Thus, a particular security may be bought or sold for certain accounts even though it could have been bought or sold for other accounts at the same time. More rarely, a particular security may be bought for one or more accounts managed by the Portfolio Manager(s) when one or more other accounts are selling the security (including short sales). There may be circumstances when purchases or sales of portfolio securities for one or more accounts may have an adverse effect on other accounts. As noted above, Putnam Management has implemented trade oversight and review procedures to monitor whether any account is systematically favored over time.

 

The fund’s Portfolio Manager(s) may also face other potential conflicts of interest in managing the fund, and the description above is not a complete description of every conflict that could be deemed to exist in managing both the fund and other accounts.

 

(a)(3) Compensation of portfolio managers. Portfolio managers are evaluated and compensated across the group of specified products they manage, in part, based on their performance relative to peers or performance ahead of the applicable benchmark, depending on the product, based on a blend of 3-year and 5-year performance.  In addition, evaluations take into account individual contributions and a subjective component.

Each portfolio manager is assigned an industry-competitive incentive compensation target consistent with this goal and evaluation framework. Actual incentive compensation may be higher or lower than the target, based on group, individual, and subjective performance, and may also reflect the performance of Putnam as a firm.

Incentive compensation includes a cash bonus and may also include grants of deferred cash, stock or options. In addition to incentive compensation, portfolio managers receive fixed annual salaries typically based on level of responsibility and experience.

 

For Putnam Managed Municipal Income Trust and Putnam Municipal Opportunities Trust, Putnam evaluates performance based on the fund’s peer ranking in the fund’s Lipper category.  This peer ranking is based on pre-tax performance.

For Putnam Master Intermediate Income Trust and Putnam Premier Income Trust, Putnam evaluates performance based on the peer ranking of related products managed by Putnam Management with similar strategies in those products’ Lipper categories.  This peer ranking is based on pre-tax performance.

One or more of the portfolio managers of Putnam Master Intermediate Income Trust and Putnam Premier Income Trust receive a portion of the performance fee payable by a private fund managed by Putnam (the “Private Funds”) in connection with their service as members of the Private Funds’ portfolio management team. See “Other Accounts Managed by the Fund’s Portfolio Managers—Potential conflicts of interest in managing multiple accounts” in (a)(2) above for information on how Putnam Management addresses potential conflicts of interest resulting from an individual’s management of more than one account.

 

(a)(4) Fund ownership. The following table shows the dollar ranges of shares of the fund owned by the professionals listed above at the end of the fund’s last two fiscal years, including investments by their immediate family members and amounts invested through retirement and deferred compensation plans.

 

 

 

*: Assets in the fund

 

 

 

 Year $0 $0-$10,000 $10,001-$50,000 $50,001-$100,000 $100,001-$500,000 $500,001-$1,000,000 $1,000,001 and over
Paul M. Drury 2024 *            
  2023 *            
Garrett L. Hamilton 2024 *            
  2023 *            

 

(b) Not applicable

 

 

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers:

 

Registrant Purchase of Equity Securities

 

        Maximum
      Total Number Number (or
      of Shares Approximate
      Purchased Dollar Value )
      as Part of Shares
      of Publicly that May Yet Be
  Total Number Average Announced Purchased
  of Shares Price Paid Plans or under the Plans
Period Purchased per Share Programs* or Programs**
         
May 1 - May 31, 2023 423,266 $10.00 423,266 2,732,481
June 1 - June 30, 2023 162,688 $10.29 162,688 2,569,793
July 1 - July 31, 2023 74,751 $10.28 74,751 2,495,042
August 1 - August 31, 2023 242,016 $9.93 242,016 2,253,026
September 1 - September 30, 2023 227,977 $9.52 227,977 2,025,049
October 1 - October 31, 2023 24,958 $8.90 24,958 3,241,555
November 1 - November 30, 2023 51,941 $9.99 51,941 3,189,614
December 1 - December 31, 2023 394,688 $10.28 394,688 2,794,926
January 1 - January 31, 2024 320,665 $10.29 320,665 2,474,261
February 1 - February 28, 2024 210,110 $10.42 210,110 2,264,151
March 1 - March 31, 2024 372,489 $10.27 372,489 1,891,662
April 1 - April 30, 2024 213,394 $9.84 213,394 1,678,268

 

* In October 2005, the Board of Trustees of the Putnam Funds initiated the closed-end fund share repurchase program, which, as subsequently amended, authorized the fund to repurchase of up to 10% of its fund's outstanding common shares over the two-years ending October 5, 2007. The Trustees have subsequently renewed the program on an annual basis. The program renewed by the Board in September 2022, which was in effect between October 1, 2022 and September 30, 2023, allowed the fund to repurchase up to 3,398,156 of its shares. The program renewed by the Board in September 2023, which is in effect between October 1, 2023 and September 30, 2024, allows the fund to repurchase up to 3,266,512 of its shares.

 

 

**Information prior to October 1, 2023, is based on the total number of shares eligible for repurchase under the program, as amended through September 2022. Information from October 1, 2023 forward is based on the total number of shares eligible for repurchase under the program, as amended through September 2023.

 

 

Item 10. Submission of Matters to a Vote of Security Holders:

 

Not applicable

 

Item 11. Controls and Procedures:

 

(a) The registrant's principal executive officer and principal financial officer have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the design and operation of such procedures are generally effective to provide reasonable assurance that information required to be disclosed by the registrant in this report is recorded, processed, summarized and reported within the time periods specified in the Commission's rules and forms.

 

(b) Changes in internal control over financial reporting: Not applicable

 

Item 12. Disclosures of Securities Lending Activities for Closed-End Management Investment Companies:

 

Not Applicable

 

Item 13. Recovery of Erroneously Awarded Compensation.

 

(a) No

 

(b) No

 

Item 14. Exhibits:

 

(a)(1) The Code of Ethics of The Putnam Funds, which incorporates the Code of Ethics of Putnam Investments, is filed herewith.

 

(a)(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Not Applicable

 

(a)(3) Separate certifications for the principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are filed herewith.

 

(a)(4) 19(a) Notices to Beneficial Owners are filed herewith.

 

 

(b) The certifications required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended, are filed herewith.

 

 

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.

 

Putnam Municipal Opportunities Trust

 

By (Signature and Title):

 

/s/Janet C. Smith

Janet C. Smith

Principal Accounting Officer

 

Date: June 26, 2024

 

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 (Signature and Title):

 

/s/Jonathan S. Horwitz

Jonathan S. Horwitz

Principal Executive Officer

 

Date: June 26, 2024

 

 

By (Signature and Title):

 

/s/Janet C. Smith

Janet C. Smith

Principal Financial Officer

 

Date: June 26, 2024