SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Cogan Sarah E
(Last) (First) (Middle)
C/O PIMCO
650 NEWPORT CENTER DRIVE
(Street)
NEWPORT BEACH CA 92660
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PIMCO MUNICIPAL INCOME FUND II [ PML ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/24/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
COMMON SHARES 01/24/2024 P 2,500 A $8.1466(1) 2,500 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $8.1450 to $8.15, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ Aaron Short, Attorney-in-Fact for Sarah E. Cogan 01/26/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

 

SECTION 16

 

POWER OF ATTORNEY

 

Sarah E. Cogan

 

The undersigned hereby constitutes and appoints the individuals named on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, the undersigned's true and lawful attorney in fact to:

 

1.as may be required, prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the United States Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any rule or regulation of the SEC;
2.execute for and on behalf of the undersigned, in the undersigned's capacity as a Section 16 reporting person of the applicable registered investment companies and business development companies (and any successor companies) listed on Schedule A attached hereto, as amended from time to time, and any other registered investment company or business development company affiliated with or established by Pacific Investment Management Company LLC ("PIMCO"), for which the undersigned becomes a Section 16 reporting person (each, a "Fund"), Forms 3, 4, and 5 in accordance with Section 16 of the Exchange Act, and the rules thereunder;
3.do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and
4.take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion.

 

The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

 

The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is any Fund assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

 

 

 

 

This Power of Attorney may be executed in written form, by facsimile or by other means using electronic or digital technology, whether it is a computer-generated signature, an electronic copy of the party's true ink signature or otherwise.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by any Fund, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of June, 2023.

 

 

/s/ Sarah E. Cogan  
Sarah E. Cogan  

 

 

 

 

SCHEDULE A

 

FUND NAME AND SYMBOL*

 

1. PCM FUND, INC. PCM
2. PIMCO CALIFORNIA MUNICIPAL INCOME FUND PCQ
3. PIMCO CALIFORNIA MUNICIPAL INCOME FUND II PCK
4. PIMCO CALIFORNIA MUNICIPAL INCOME FUND III PZC
5. PIMCO CORPORATE & INCOME STRATEGY FUND PCN
6. PIMCO CORPORATE & INCOME OPPORTUNITY FUND PTY
7. PIMCO DYNAMIC INCOME FUND PDI
8. PIMCO INCOME STRATEGY FUND PFL
9. PIMCO INCOME STRATEGY FUND II PFN
10. PIMCO GLOBAL STOCKSPLUS & INCOME FUND PGP
11. PIMCO HIGH INCOME FUND PHK
12. PIMCO MUNICIPAL INCOME FUND PMF
13. PIMCO MUNICIPAL INCOME FUND II PML
14. PIMCO MUNICIPAL INCOME FUND III PMX
15. PIMCO NEW YORK MUNICIPAL INCOME FUND PNF
16. PIMCO NEW YORK MUNICIPAL INCOME FUND II PNI
17. PIMCO NEW YORK MUNICIPAL INCOME FUND III PYN
18. PIMCO STRATEGIC INCOME FUND, INC. RCS
19. PIMCO FLEXIBLE CREDIT INCOME FUND PFLEX
20. PIMCO FLEXIBLE MUNICIPAL INCOME FUND PMFLX
21. PIMCO DYNAMIC INCOME STRATEGY FUND PDX
22. PIMCO DYNAMIC INCOME OPPORTUNITIES FUND PDO
23. PIMCO FLEXIBLE EMERGING MARKETS INCOME FUND EMFLX
24. PIMCO ACCESS INCOME FUND PAXS
25. PIMCO CALIFORNIA FLEXIBLE MUNICIPAL INCOME FUND CAFLX
26. PIMCO CAPITAL SOLUTIONS BDC CORP.  
27. PIMCO FLEXIBLE REAL ESTATE INCOME FUND REFLX
28. PIMCO MUNICIPAL CREDIT INCOME FUND PMC

 

*While one ticker symbol per Fund (as applicable) is listed, this Power of Attorney covers all ticker symbols of each Fund.

 

INDIVIDUALS APPOINTED AS ATTORNEY-IN-FACT,

WITH FULL POWER OF SUBSTITUTION AND RESUBSTITUTION

 

1. Keisha L. Audain-Pressley, Chief Compliance Officer of the Funds, Executive Vice President and Deputy Chief Compliance Officer of PIMCO
2. Katie DeFriese, Senior Vice President, Senior Compliance Officer of PIMCO
3. Kevin Van Gorder, Vice President, Senior Compliance Officer of PIMCO

4. Ryan Leshaw, Chief Legal Officer of the Funds, Executive Vice President, Senior Counsel of PIMCO

5. Wu-Kwan Kit, Vice President, Senior Counsel and Secretary of the Funds, Senior Vice President, Senior Counsel of PIMCO

6. Aaron Short, Counsel of PIMCO

 

 

 

SECTION 16

 

POWER OF ATTORNEY

 

Sarah E. Cogan

 

The undersigned hereby constitutes and appoints the individuals named on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, the undersigned's true and lawful attorney in fact to:

 

1.as may be required, prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the United States Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or any rule or regulation of the SEC;
2.execute for and on behalf of the undersigned, in the undersigned's capacity as a Section 16 reporting person of the applicable registered investment companies and business development companies (and any successor companies) listed on Schedule A attached hereto, as amended from time to time, and any other registered investment company or business development company affiliated with or established by Pacific Investment Management Company LLC ("PIMCO"), for which the undersigned becomes a Section 16 reporting person (each, a "Fund"), Forms 3, 4, and 5 in accordance with Section 16 of the Exchange Act, and the rules thereunder;
3.do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and
4.take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion.

 

The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.

 

The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is any Fund assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act.

 

 

 

 

This Power of Attorney may be executed in written form, by facsimile or by other means using electronic or digital technology, whether it is a computer-generated signature, an electronic copy of the party's true ink signature or otherwise.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by any Fund, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact.

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 14th day of June, 2023.

 

 

/s/ Sarah E. Cogan  
Sarah E. Cogan  

 

 

 

 

SCHEDULE A

 

FUND NAME AND SYMBOL*

 

1. PCM FUND, INC. PCM
2. PIMCO CALIFORNIA MUNICIPAL INCOME FUND PCQ
3. PIMCO CALIFORNIA MUNICIPAL INCOME FUND II PCK
4. PIMCO CALIFORNIA MUNICIPAL INCOME FUND III PZC
5. PIMCO CORPORATE & INCOME STRATEGY FUND PCN
6. PIMCO CORPORATE & INCOME OPPORTUNITY FUND PTY
7. PIMCO DYNAMIC INCOME FUND PDI
8. PIMCO INCOME STRATEGY FUND PFL
9. PIMCO INCOME STRATEGY FUND II PFN
10. PIMCO GLOBAL STOCKSPLUS & INCOME FUND PGP
11. PIMCO HIGH INCOME FUND PHK
12. PIMCO MUNICIPAL INCOME FUND PMF
13. PIMCO MUNICIPAL INCOME FUND II PML
14. PIMCO MUNICIPAL INCOME FUND III PMX
15. PIMCO NEW YORK MUNICIPAL INCOME FUND PNF
16. PIMCO NEW YORK MUNICIPAL INCOME FUND II PNI
17. PIMCO NEW YORK MUNICIPAL INCOME FUND III PYN
18. PIMCO STRATEGIC INCOME FUND, INC. RCS
19. PIMCO FLEXIBLE CREDIT INCOME FUND PFLEX
20. PIMCO FLEXIBLE MUNICIPAL INCOME FUND PMFLX
21. PIMCO DYNAMIC INCOME STRATEGY FUND PDX
22. PIMCO DYNAMIC INCOME OPPORTUNITIES FUND PDO
23. PIMCO FLEXIBLE EMERGING MARKETS INCOME FUND EMFLX
24. PIMCO ACCESS INCOME FUND PAXS
25. PIMCO CALIFORNIA FLEXIBLE MUNICIPAL INCOME FUND CAFLX
26. PIMCO CAPITAL SOLUTIONS BDC CORP.  
27. PIMCO FLEXIBLE REAL ESTATE INCOME FUND REFLX
28. PIMCO MUNICIPAL CREDIT INCOME FUND PMC

 

*While one ticker symbol per Fund (as applicable) is listed, this Power of Attorney covers all ticker symbols of each Fund.

 

INDIVIDUALS APPOINTED AS ATTORNEY-IN-FACT,

WITH FULL POWER OF SUBSTITUTION AND RESUBSTITUTION

 

1. Keisha L. Audain-Pressley, Chief Compliance Officer of the Funds, Executive Vice President and Deputy Chief Compliance Officer of PIMCO
2. Katie DeFriese, Senior Vice President, Senior Compliance Officer of PIMCO
3. Kevin Van Gorder, Vice President, Senior Compliance Officer of PIMCO

4. Ryan Leshaw, Chief Legal Officer of the Funds, Executive Vice President, Senior Counsel of PIMCO

5. Wu-Kwan Kit, Vice President, Senior Counsel and Secretary of the Funds, Senior Vice President, Senior Counsel of PIMCO

6. Aaron Short, Counsel of PIMCO

 

 

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