Amendment: SEC Form SCHEDULE 13D/A filed by Nuveen Municipal High Income Opportunity Fund
$NMZ
Finance/Investors Services
Finance
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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NUVEEN MUNICIPAL HIGH INCOME OPPORTUNITY FUND (Name of Issuer) |
PREFERRED SHARES (Title of Class of Securities) |
670682871 (CUSIP Number) | 670682855 (CUSIP Number) |
Vera Gurova, Senior Counsel
Wells Fargo& Company, 401 S. Tryon Street, 26th Floor
Charlotte, NC, 28202
(704) 339-2335
Wells Fargo& Company, 401 S. Tryon Street, 26th Floor
Charlotte, NC, 28202
(704) 339-2335
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
04/27/2026
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP Number(s): | 670682871, 670682855 |
| 1 |
Name of reporting person
Wells Fargo & Company | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
6,204.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
76.84 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
Comment for Type of Reporting Person:
Shares reported include both shares of the CUSIP 670682871listed on the cover page, and of CUSIP 670682855.
SCHEDULE 13D
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| CUSIP Number(s): | 670682871, 670682855 |
| 1 |
Name of reporting person
Wells Fargo Municipal Capital Strategies, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
6,204.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
76.84 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Shares reported include both shares of the CUSIP 670682871 listed on the cover page, and of CUSIP 670682855.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
PREFERRED SHARES | |
| (b) | Name of Issuer:
NUVEEN MUNICIPAL HIGH INCOME OPPORTUNITY FUND | |
| (c) | Address of Issuer's Principal Executive Offices:
333 West Wacker Drive, Chicago,
ILLINOIS
, 60606. | |
Item 1 Comment:
This Amendment No. 1 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated April, 3, 2023 and filed with the SEC on April 12, 2023 (the "Original Schedule 13D"). as amended by Amendment No. 1 dated February 28, 2017 and filed with the SEC on March 2, 2017 ("Amendment No. 1") for Wells Fargo & Company ("Wells Fargo") and Wells Fargo Municipal Capital Strategies, LLC ("Capital Strategies") (collectively, the "Reporting Persons") with respect to certain preferred shares ("Preferred Shares") of Nuveen Municipal High Income Opportunity Fund (the "Issuer").
This Amendment is being filed as a result of the reorganization of Nuveen Pennsylvania Quality Municipal Income Fund ("NQP") and Nuveen New Jersey Quality Municipal Income Fund ("NXJ") with and into the Issuer on April 27, 2026 (the "Reorganization"), pursuant to which Capital Strategies exchanged its 1,443 Series 2 VRDP Shares of NXJ (CUSIP: 67069Y607), its 886 Series 3 VRDP Shares of NXJ (CUSIP: 67069Y706), its 1,125 Series 2 VRDP Shares of NQP (CUSIP: 670972603), and its 1,050 Series 3 VRDP Shares of NQP (CUSIP: 670972702) for 4,504 Series 1 VRDP Shares of the Issuer (CUSIP: 670682855).
Capital Strategies additionally holds 1,700 Series 2031 AMTP Shares of the Issuer (CUSIP: 670682871) which were reported on the Original Schedule 13D. | ||
| Item 2. | Identity and Background | |
| (c) | Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment and attached as an Exhibit hereto. | |
| (d) | Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment and attached as an Exhibit hereto. | |
| (e) | Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment and attached as an Exhibit hereto. | |
| (f) | Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with Schedule I and Schedule II included with this Amendment and attached as an Exhibit hereto. | |
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"In connection with the Reorganization of NXJ and NQP into the Issuer, Capital Strategies exchanged its 1,443 Series 2 VRDP Shares of NXJ (CUSIP: 67069Y607), its 886 Series 3 VRDP Shares of NXJ (CUSIP: 67069Y706), its 1,125 Series 2 VRDP Shares of NQP (CUSIP: 670972603), and its 1,050 Series 3 VRDP Shares of NQP (CUSIP: 670972702) for 4,504 Series 1 VRDP Shares of the Issuer (CUSIP: 670682855)." | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"In connection with the Reorganization of NXJ and NQP into the Issuer, Capital Strategies exchanged its 1,443 Series 2 VRDP Shares of NXJ (CUSIP: 67069Y607), its 886 Series 3 VRDP Shares of NXJ (CUSIP: 67069Y706), its 1,125 Series 2 VRDP Shares of NQP (CUSIP: 670972603), and its 1,050 Series 3 VRDP Shares of NQP (CUSIP: 670972702) for 4,504 Series 1 VRDP Shares of the Issuer (CUSIP: 670682855) pursuant to that certain Initial Series 1 Variable Rate Demand Preferred Shares (VRDP) Adjustable Rate Special Rate Period Purchase Agreement dated April 27, 2026." | ||
| Item 5. | Interest in Securities of the Issuer | |
| (d) | Item 5(d) of the Original Schedule 13D is hereby amended to read: "No other person is known by the Reporting Persons to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, AMTP Shares or VRDP Shares that may be deemed to be beneficially owned by the Reporting Persons." | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Original Schedule 13D is hereby amended by adding the following at the end of the first paragraph thereof:
"Following the Reroganization the voting and consent rights on the Reporting Persons' Series 2031 AMTP Shares of the Issuer (CUSIP 670682871) will remain subject to the Voting Trust as reported on the Original 13D.
With respect to the Series 1 VRDP Shares acquired by Capital Strategies in connection with the Reorganzation, on April 27, 2027, Capital Strategies assigned certain preferred class voting rights on such VRDP Shares to a voting trust (the "Series 1 Voting Trust") created pursuant to that certain Voting Trust Agreement, dated April 27, 2026 among Capital Strategies, Glass Lewis & Co., LLC, as voting trustee (the "Series 1 Voting Trustee") and Glass Lewis & Co., LLC, as voting consultant (the "Series 1 Voting Consultant"). Voting and consent rights on the VRDP Shares not assigned to the Series 1 Voting Trust have been retained by Capital Strategies. The Seriese Voting Trust provides that with respect to voting or consent matters relating to the voting rights assigned to the Series 1 Voting Trust, the Series 1 Voting Consultant analyzes such voting or consent matters and makes a recommendation to the Series 1 Voting Trustee on voting or consenting. The Series 1 Voting Trustee is obligated to follow any such recommendations of the Series 1 Voting Consultant when providing a vote or consent. | ||
| Item 7. | Material to be Filed as Exhibits. | |
Item 7 of the Original Schedule 13D is hereby amended by deleting Exhibit 99.1 and Exhibit 99.2 thereto and inserting the following exhibits in their place:
"Exhibit Description of Exhibit
99.1 Joint Filing Agreement
99.2 Limited Power of Attorney"
Item 7 of the Original Schedule 13D is hereby further amended by adding the following Exhibit to the listings of exhibits to be attached to this Schedule 13D:
"Exhibit Description of Exhibit
99.5 Amended and Restated Schedule I and Schedule II
99.6 Initial Series 1 Variable Rate Demand Preferred Shares (VRDP) Adjustable Rate Special Rate Period Purchase Agreement, dated April 27, 2026
99.7 Voting Trust Agreement, dated April 27, 2026
99.8 Amendment to Voting Trust Agreement, dated April 24, 2026." | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Comments accompanying signature:
Please note that Item 2 of the Original Schedule 13D is hereby amended by deleting Schedule I and Schedule II referenced therein and replacing them with the amended and restated Schedule I and Schedule II attached to this Amendment. |