Amendment: SEC Form SCHEDULE 13D/A filed by Nuveen Pennsylvania Quality Municipal Income Fund
$NQP
Trusts Except Educational Religious and Charitable
Finance
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)
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NUVEEN PENNSYLVANIA QUALITY MUNICIPAL INCOME FUND (Name of Issuer) |
Variable Rate Demand Preferred Shares (Title of Class of Securities) |
670972603 (CUSIP Number) | 670972702 (CUSIP Number) |
Vera Gurova, Senior Counsel
Wells Fargo & Company, 401 South Tryon Street
Charlotte, NC, 28202
(704) 339-2335
Wells Fargo & Company, 401 South Tryon Street
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): | 670972603, 670972702 |
| 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
0.00 | ||||||||
| 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)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
HC |
Comment for Type of Reporting Person:
Shares reported include both shares of the CUSIP 670972603 listed on the cover page, and of CUSIP 670972702.
SCHEDULE 13D
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| CUSIP Number(s): | 670972603, 670972702 |
| 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
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Shares reported include both shares of the CUSIP 670972603 listed on the cover page, and of CUSIP 670972702.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Variable Rate Demand Preferred Shares | |
| (b) | Name of Issuer:
NUVEEN PENNSYLVANIA QUALITY MUNICIPAL INCOME FUND | |
| (c) | Address of Issuer's Principal Executive Offices:
333 W WACKER DRIVE, Chicago,
ILLINOIS
, 60606. | |
Item 1 Comment:
This Amendment No. 10 (this "Amendment") amends, as set forth below, the statement on Schedule 13D, dated May 20, 2014 and filed with the SEC on May 30, 2014 (the "Original Schedule 13D"), as amended by Amendment No. 1 dated July 15, 2015 and filed with the SEC on July 17, 2015 ("Amendment No. 1"), as amended by Amendment No. 2 dated September 1, 2016 and filed with the SEC on September 2, 2016 ("Amendment No. 2"), as amended by Amendment No. 3 dated November 17, 2016 and filed with the SEC on November 21, 2016 ("Amendment No. 3"), as amended by Amendment No. 4 dated November 17, 2017 and filed with the SEC on November 17, 2017 ("Amendment No. 4"), as amended by Amendment No. 5 dated October 1, 2018 and filed with the SEC on October 2, 2018 ("Amendment No. 5"), as amended by Amendment No. 6 dated November 15, 2018 and filed with the SEC on November 16, 2018 ("Amendment No. 6"), as amended by Amendment No. 7 dated December 4, 2018 and filed with the SEC on December 6, 2018 ("Amendment No. 7"), as amended by Amendment No. 8 dated December 28, 2018 and filed with the SEC on January 2, 2019 ("Amendment No. 8"), and as amended by Amendment No. 9 dated November 13, 2020 and filed with the SEC on November 17, 2020 ("Amendment No. 9"), for Wells Fargo & Company ("Wells Fargo") and Wells Fargo Municipal Capital Strategies, LLC ("Capital Strategies") (collectively, the "Reporting Persons") with respect to Variable Rate Demand Preferred Shares ("VRDP Shares") of Nuveen Pennsylvania Quality Municipal Income Fund (the "Issuer").
This Amendment is being filed as a result of the reorganization of the Issuer into NUVEEN MUNICIPAL HIGH INCOME OPPORTUNITY FUND ("NMZ") on April 27, 2026 (the "Reorganization") pursuant to which Capital Strategies exchanged its 2,175 VRDP Shares of the Issuer (CUSIP No. 670972603 and CUSIP No. 670972702) for an equal number of VRDP Shares of NMZ (CUSIP No. 670682855). | ||
| 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 the Issuer into NMZ, Capital Strategies exchanged its 2,175 VRDP Shares of the Issuer (CUSIP No. 670972603 and CUSIP No. 670972702) for an equal number of VRDP Shares of NMZ (CUSIP No. 670682855). As a result of the Reorganization, the Reporting Persons no longer own any VRDP Shares of the Issuer." | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Original Schedule 13D is hereby amended by adding the following paragraph at the end thereof:
"As a result of the Reorganization, the Reporting Persons no longer own any VRDP Shares of the Issuer."
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| Item 5. | Interest in Securities of the Issuer | |
| (d) | Item 5(d) of the Original Schedule 13D is hereby amended by deleting paragraph (d) therein and replacing it in its entirety with the following:
"(d) Not applicable."
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| (e) | Item 5(e) of the Original Schedule 13D is hereby amended by deleting paragraph (e) therein and replacing it in its entirety with the following:
"(e) On April 27, 2026, as a result of the Reorganization, the Reporting Persons ceased to be the beneficial owner of more than five percent of the class of securities." | |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer | |
Item 6 of the Original Schedule 13D is hereby deleted and replaced in its entirety with the following:
"The responses of the Reporting Persons under Item 3 and Item 4 hereof are incorporated herein by reference. All voting arrangements and financing arrangements relating to the VRDP Shares have been terminated as a result of the Reorganization of the VRDP Shares."
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| 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
99.16 Amended and Restated Schedule I and Schedule II" | ||
| 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. |